Harmony's Warriors: X-Questrians First Class

by Avenging-Hobbits

Rating: teen
Tags: Adventure, Crossover, Mr. Cake, Mrs. Cake, Fleur de Lis, My Little Pony: Friendship is Magic, Alternate Universe, Other, Original Character
Length: 66014

The humble beginnings of one of the most important superhero teams in all of Equestria: The X-Questrians. Set in the Harmony's Warriors Universe.

Co-written with theseventhdoctor and The Scarlet Scarecrow and Phoenix Avalon.

Proofread by JZ1, Taco Belle, Dave Man 1000 and Paleb05

It is the mid-nineteen seventees, and Cupcake and Carrot Cake are two young ponies discovering their powers for the first time in a world that doesn't fully understand them.

Their world however, is turned upside down when they are called upon to stop a griffin bent on world domination. Banding together with a group of fellow mutants, they will form a team whose name will eventually become synonymous with the word 'hero'.

They just don't know it yet.

Special thanks to Cliff Robotnik for all of his ideas, which were vital to helping develop this story.

Yes I finally decided to write this. Figured I should at least give the backstory to the two most important mutants and one of the most important hero teams in my universe now instead of later right? Addmittedly, I'm making this more like Indiana Jones and '60s Bond films then X-Men: First Class, but don't worry, I'm not completely disregarding X-Men: First Class.

Set in the same universe as all my other Harmony's Warriors stories, but luckily, you don't need to have read those to read this one.

Published 2013-11-08 22:50:03 UTC
Last updated 2015-03-29 20:56:11 UTC

Act I - 02 - Friends

Act I:
“In the Beginning”

Chapter Two:
“Friends”

Hollow Shades, Equestria, October 1967:

Cupcake pressed her ears flat against the back of her head as she quietly sat down and huddled in her corner of the classroom, trying her best to block out the constant, never ending barrage of the thoughts of the hundred or so students in the room, and the additional fifteen hundred or so that were spread throughout the school. It was complete torture; as for every moderately innocent thought, there were a hundred more horribly filthy ones, which formed a suffocating fog around her, pushing down and closing in around Cupcake, with no escape in sight.

She had often pleaded with her parents to perhaps give her a tutor to come to their home and teach her there, but alas, her parent's thoughts equated Cupcake's fear of school as mere anxiety, and that the best method to fight against it was a 'proper immersion in society' as her father was frequent to say. So, here she was, trying to keep herself distracted from the thoughts banging against her mind, desperately hoping that class would finally begin and the cloud of apathy would descend over everyone else's minds. At least then, the thoughts would be quieter, and more sparse, enabling Cupcake at most, forty-five minutes of her favorite subject, Equestrian History. As much as she appreciated the cloud of apathy, Cupcake herself never quite understood why it was that everyone treated history in such a dismissive manner. To her, history wasn't just the fascinating details of how Equestria came into being, but it was the stories of ponies who lived and breathed real lives, lives filled with adventure and suspense, thrills and all sorts of other amazing things, and how it all came together to form her homeland.

“Good Morning Class,” came the voice of a short and stocky pegasus, her mane tied in a bun.

“Good Morning Mrs. B,” the entire class, including Cupcake responded, with Cupcake being part of the select few who actually meant it. The rest of the students’ voices merely came out as a long drone. Mrs. B simply nodded slightly, before turning to the black board and beginning to write down information.

“Alright then class, today open your books to page 394 because today starts our Civil War unit and before we begin…”

Cupcake perked up her ears and attempted to focus on Mrs. B’s words and thoughts as best as possible, simply allowing the imagery to enter her mind. She always admired Mrs. B, both for the knowledge that she had and the excitement she always seemed to exude when giving a lecture on even the most obscure parts of history. It offered Cupcake a rare solace from the constant torment of other ponies’ thoughts, and, for at least forty-eight minutes or so, Cupcake felt normal.

Today’s lecture happened to begin with the story of Capt. Apple, and how she, and other groups like Sgt. Rock and Easy Company or the Blackhawks turned the tide of the Civil War, and Cupcake had listened with rapt attention. But alas, the final bell had rung and class was dismissed, Cupcake’s smile fading as it did so. The lunch bell rang and every other student made a wild dash for the cafeteria, with Cupcake slowly bringing up the rear.

She was quick to find a nice, relatively quiet corner, as far from the constant barrage of thoughts as possible, eating her lunch in complete silence, secretly wishing she had someone, anyone to talk to, or maybe even a group of friends that made her feel like she belonged. But alas, she had no one, and felt like a square peg shoved into a circle hole.

And she hated that.

/////////////////////////////////

Normally, the thought of returning home gave Cupcake a sense of relief. At least there, she would be able to relax in either her room or the living room, simply enjoying the music from the new records her mother had bought her. The upbeat chords and happy lyrics would often provide a way to block off the constant droning and background noise that constantly plagued her.

However, today, she knew full well that there would be little time for her to enjoy her music, as tonight, her parents had scheduled a party for a local candidate that her father, Alkanet Silverhoof was supporting in the upcoming elections. That meant Cupcake would probably be forced to stand around for the evening, talking to ponies she didn’t know, and worst of all, most likely being forced to endure the constant mockery and belittling from her cousin.

As the driver began to pull towards her home Cupcake could already see all the ponies moving things into her house and setting other things up. The car came to a stop, and Cupcake quietly stepped out of it, making a beeline to the front door, where, with a kind and sympathetic smile on her face, stood her mother, but she ignored them and just made a beeline to the front door where her mother, Eleanor Silverhoof was waiting.

“Sweetie!” her mother said, scooping Cupcake up for a hug. “How was School today? Any panic attacks?” she asked, perching Cupcake on her back. Cupcake shook her head slightly.

“No I didn’t have any…”

“That’s great sweetie,” her mother replied. “Learn anything of note?”

“Well, in history Mrs. B started talking about the civil war and about Capt. Applejack.”

“Oh really? That’s so interesting!” her mother answered, coming to a stop at the bottom of the staircase. “Now, go and do your homework and then get ready for the Gala alright?”

“How long until the party Mama?” Cupcake asked, already starting up the staircase.

“Oh maybe an hour or so dearie, just remember to be ready alright?”

“Yes Mama,” Cupcake sighed a little, nodding her head as she started up the staircase.

She entered her room, closing the door behind her and looking at the clock on her wall.

It was five o’clock. Cupcake let out a sigh.

“Well...here we go,” she murmured, already going through her drawers, bracing herself for the long evening ahead of her.

/////////////////////////////////

Later that evening, Cupcake opened her eyes, the sound from downstairs waking her from her slumber. The party had been long and exhausting, the constant psychic noise having given her a headache. As such, she had been sent to bed early, and had fallen into a deep sleep. A quick glance at her bedside alarm clock showed that it was three in the morning. The young filly sat up in bed, clutching her Elvis doll just a little tighter when another sound from downstairs, this time something akin to a growl, caught her ears.

She pulled the bed sheets a little closer to her body, hoping that whatever made the sound was just Sparky, their pet cat, and not some sort of monster or burglar. A large shadow appeared in the crack of her doorway and Cupcake felt her heart jump and twisting around like a pretzel. She pulled the sheets over her body completely, completely seized in fear.

“P-Please...d-don’t hu-hurt m-me wh-whoever you a-are…” she whimpered, watching in horror as the door slowly opened with a squeak. The shadow started to move along the wall, steadily forming into the terrible, vicious, demonic form of… a house cat.

“Sp-Sparky? Is that you?” Cupcake whispered, peaking out from under her bedsheets to see the tabby cat standing in the doorway, stretching slightly before silently traipsing up to Cupcake’s bed, hopping on top and settling itself at the foot of the mattress. Cupcake smiled slightly, her heart calming to its more normal pace, as she looked at the cat.

“Sparky what have I told you about scaring me? And waking me up too?” she said, trying her best to scowl at Sparky.

Sparky simply stared back at her, responding with a confused “Mrow?” before proceeding to lick herself at random. Cupcake sighed, sitting up slightly to watch the cat.

“I wonder why I can’t hear what you’re thinking?” she wondered aloud, knowing full well that Sparky probably didn’t understand a word she was said. “I mean, I hear everypony else’s thoughts, but not yours…” Cupcake trailed off, letting out another slightly dejected sigh, shifting her weight so that she could lie down again. Just as she was about to go back to sleep, another loud crash, followed by a harshly whispered expletive caught her ears. She bolted upright, yanking the covers over her body again in panic. Sparky meanwhile, took the shifting of the sheet as an excuse to find a new place to sleep, hopping off the bed and heading out the door.

“Sparky! Come back!” Cupcake whispered, only to watch as Sparky left the room without so much as a glance. Cupcake bit her lip, fearing what Sparky might run into downstairs. Who was to say that the mysterious sound wasn’t some sort of cat eating monster that only came out at night?

Against her better judgment, Cupcake found herself tentatively climbing out of bed and walking towards the door, her legs wobbly. As she walked, she remembered that she was totally unarmed, so she grabbed the nearest thing that could be used as a weapon...which turned out to be her large stuffed teddy bear, Mr. Miggins. With Mr. Miggins in hoof and ready to protect her from any monsters lurking in the shadows, Cupcake started out of her room, trying her best to be as quiet as possible.

As she walked down the hall from her bedroom, she paused by the door to her parents room. Inside, she could hear her father, snoring loudly as always. Cupcake bit her lip slightly, gently nudging the door open and walking up to her dad's bed. A peek over her father's shoulder showed the space where Cupcake's mother slept was vacant, which offered Cupcake some comfort.

Maybe it's just Mommy, she thought, only for the sound of Sparky letting out a spooked meow downstairs to greet her ears. Cupcake found herself poking her dad gently, hoping he would wake up.

"Daddy, somepony's downstairs," she whispered, only to be greeted by a slight pause in her father's snoring and him rolling over. She also was able to hear the strange, disembodied sound of his sleep-addled thoughts in her head, a feeling that never ceased to make Cupcake feel uneasy.

Ergh...Cupcakes...gotta buy more cupcakes....

Cupcake furrowed her brow slightly, the sound of a drawer opening downstairs catching her ears and distracting her from her father's thoughts. It sounded like it came from the kitchen. Biting her lip, Cupcake quietly turned and left her parents room, once more with Mr. Miggins at the ready. She made her way down the staircase, her hoofsteps echoing slightly in the empty mansion.

She reached the living room, poking her teddy bear's head around the corner. "Do you see anything Mr. Miggins?" she whispered, only to be greeted by Mr. Miggins' silence. She swallowed, slowly poking her own head around the corner to see that, much to her relief, the living room was empty and everything seemed to be where it should be.

Another drawer opening caught Cupcake's ears and she slowly turned from the living room and started towards the kitchen, holding Mr. Miggins close. As she neared the kitchen she heard a pony muttering to herself. She braced herself, summoning up her courage and holding even tighter to Mr. Miggins.

Cupcake finally entered the kitchen to find, much to her initial relief, her mother, dressed in her nightgown, sitting at the kitchen table with a glass of red wine and a salad.

“Oh hello sweetie,” her mother said warmly, a strangely saccharine smile on her lips, which stood out in sharp contrast to her mother’s rather reserved personality. Cupcake let out a breath.

“Momma you scared me,” she said, trailing off slightly as she heard a mysterious voice ringing in her head.

Why don’t you just turn around and go back to bed little filly and let me eat in peace? the voice said, and Cupcake stared at the source, which was, strangely, her mother, whose expression had soured slightly.

You're not my mother, Cupcake thought uneasily, which only caused the imposter sitting at the kitchen table to raise her eyebrows ever so slightly, her smile evaporating.

Clever little filly… came the imposter’s thoughts, and she leaned back in the chair slightly.

“And how do you know I’m not your mother?” The imposter said aloud, arching an eyebrow.

“Your thoughts don’t sound like hers,” Cupcake said, clutching Mr. Miggins even tighter. The imposter sitting at the table nodded slightly, an impressed look on her face.

“Alright then. You got me,” and with those words, the imposter shrugged slightly, her coat shifting from Cupcake’s mother’s light pink coat to a deep, navy blue. In addition to the change in color scheme, the imposter’s coat was now covered in a layer of scales like those of a lizard and her eyes were now a strange, shimmering shade of yellow. Her mane had shifted to a rich crimson, and the nightgown she had been wearing had seemingly evaporated. Her body had become noticeably curvier and taller, the only thing that remaining the same as before was the horn on her head, which even then was noticeably longer now.

Cupcake stared at the pony/lizard hybrid before her in shock, and the creature chuckled slightly, her voice sounding like silk.

“Didn’t expect that did you?” she asked, and Cupcake swallowed.

“Are you a mutant?” Cupcake asked, her initial shock now carrying with it a sense of curiosity. She had read about mutants and how they supposedly were gifted with all sorts of powers, and had often wondered herself if she was one. Now, a pony had just changed from her mother into something entirely different and strange without so much as a wink. Could this burglar be one as well?

The shapeshifter meanwhile, smiled slightly. “If that’s what they call my type nowadays, then yes,” she answered. “And let me guess, you’re one too?”

“Um… I’m not sure,” Cupcake answered shyly. She had never considered herself to be one, since her book made no mention of mind reading as something related to mind read. "C-Can I ask you a question?” she asked quietly and the pony raised an eyebrow.

“Really? What would that be?”

Cupcake swallowed slightly. “Well… why are you in my house?”

The pony’s expression shifted slightly, becoming noticeably sterner. “Well… that’s really not your business is it?”

Cupcake bit her lip slightly, looking down at the floor, “Well, this is my house…” she said, trying to sound as nice as possible to the stranger. The other pony’s expression softened and she sighed slightly.

“Well, if you simply must know, I’ve come upon hard times, and I’ve been scrounging around lately, and just so happened to choose your wonderful little home as a place to try and find a nice place to sleep and maybe a bite to eat. Figured such an obviously wealthy family such as yours wouldn’t miss a few trinkets or some food.”

Cupcake looked up at the older pony, taking notice that, now that she was in her ‘normal’ form, she did in fact look rather thin for a pony her size. “Why are you doing that? Don’t you have a home?” she asked innocently, only to see the other pony tense up slightly.

“Well...I had a home,” the pony finally spoke, her voice losing its self assuredness and instead sounding downtrodden.

“What happened?” Cupcake asked. The pony seemed nervous to answer the question and tried to skirt around it.

“Oh you don’t want to know… trust me it’s better that you don’t…” the pony said, rubbing her arm slightly. Cupcake however, tilted her head slightly, the other pony’s thoughts unexpectedly shifting from a consistent background noise, to sharp focus. She was then greeted by a barrage of vivid, and disturbing images.

She saw the pony, who now was identified as Fleur de Lis, running as fast as her feet could carry her. Cupcake noticed that she was in her dark blue, scaled form, and, held close by and wrapped in a pastel pink magical aura, was what looked like a small, blue coated infant, which could be heard crying in fear. Behind Fleur, and coming up fast, was a large and angry group of diamond dogs and griffins, all looking like some sort of angry mob from an old monster movie. They threw rocks and stones at Fleur as hard as possible, occasionally finding their mark and giving the mare ugly bruises.

The mob all seemed to be shouting and screaming at the top of their lungs a wild series of vicious insults, usually using the words “monster”, “freak” or “witch”. As Fleur ran, Cupcake saw that the older mare was now trapped on a bridge. Fleur looked around in a panic, searching desperately for some way to escape from the mob. However, before Fleur had a chance to make a break for the other side of the bridge, a particularly large rock came careening into the side of Fleur’s head, causing her magic to briefly short out. With a gut wrenching wail, the foal dropped out of Fleur’s sight as the older mare stumbled forwards, following her child into the raging river below. The river carried Fleur quite aways, with her struggling against the river as it pulled her farther and farther from the village and the anguished cries of her child.

Cupcake took a step back in horror, the memory fading away as she did so, leaving only Fleur’s thoughts on the matter.

Are you happy that you know now? Fleur thought, looking at Cupcake sadly, her golden eyes watering. Obviously the memories had been ones she had been trying very hard to bury, as the mere thought of them seemed to make the once proud unicorn look vulnerable and lonely. Cupcake shook her head slowly, unable to comprehend how anyone could be so cruel.

“I’m so sorry, I shouldn’t have done that,” Cupcake quickly apologized, tears of her own forming in her eyes. Fleur looked away, her eyes somewhat distant.

“I guess I’ll go now…don’t want to burden you with my sorrows.” she said, her voice now quiet and fragile, which was a sharp contrast to the in control and proud aura it had once carried. She sighed, standing up and turning to walk away. Cupcake however, frowned as she lifted a hoof.

“No wait!” she called out, just as Fleur had reached the kitchen door. Fleur stopped, looking over her shoulder back at Cupcake. Fleur raised an eyebrow slightly.

“What is it?” she asked, and Cupcake bit her lip slightly.

“Well… it’s just that, I feel really sorry for you… about what happened to you in that town… and…”

“If you want to give me sympathy, I appreciate the thought, but sympathy is not going to feed me is it?” Fleur said with surprising coldness, causing Cupcake to look down at the ground.

“I was going to ask that you stay here…” Cupcake said, much to Fleur’s visible surprise.

“Really? And why would you do that?” Fleur asked, raising an eyebrow in suspicion. “Why would you let a thief like me stay?”

Cupcake shrugged. “I guess...I just don’t want to lose a friend I guess…” she said, rubbing her arm again.

Fleur said nothing, instead pondering over what the filly had said. In all her years, she had only called a very select group of ponies ‘friend’. All of them were dead, the years having taken them while they left Fleur untouched, leaving her alone in the world. Now, here was a filly who now probably knew everything about Fleur, everything Fleur had done and said, and still wished to be friends with her. No prejudice, no ulterior motive, no ace hidden up their sleeve to use as blackmail. Just a filly who felt alone in the world, and simply wished to have company. Against her own better judgment, Fleur stepped away from the door slightly.

“You really think of me as a friend?” she asked, and Cupcake nodded.

“Ye-yeah… I do…” she said, smiling slightly.

Fleur simply stared, her lower lip quivering slightly as she tried to process the openness of the filly before her. “But why?” she finally questioned, sitting down slowly. “Why am I friend to you? I haven’t done anything that deserves your friendship. I broke into your home, stole your food...and yet you still are willing to call me a friend? Why?”

Cupcake hesitated for a moment, before finally speaking. “Well… my mama always told me to treat ponies as you would like them to treat you…. no matter what.”

Fleur couldn’t help but feel her heart warm at the acceptance of the young filly. She opened her mouth to speak, only to have a loud yawn cut her off. In a panic, she instantly shifted to the most innocuous form she could think of, which in this case was her white unicorn form, only as a filly. She quickly darted as fast as she could underneath the kitchen table, just as a middle aged, light pink unicorn mare shuffled into the room, her eyes heavy with sleep.

“blergh...Cupcake? What are you doing here? I thought I heard voices?” the mare asked, yawning as she did so. Fleur could hear Cupcake stammering slightly.

“Oh it was nothing Mama… just the television…” the filly could be heard saying, and Fleur rolled her eyes at the bald-faced lie. Apparently the mother didn’t believe the lie either.

“Cupcake there’s no TV at this hour, it’s three in the morning...what are you doing up this late and who were you talking to?” Cupcake’s mother asked, and Cupcake could be heard stammering again, apparently backed into a corner. The mother’s next words only managed to cause Fleur’s heart rate to shift from a brisk canter to a full on gallop.

“Why do you keep looking at the table Cupcake? Is there something under there?” came the mother’s voice and Fleur watched as the light pink feet walked up to the table. Fleur’s paranoia went into overdrive, and she closed her eyes as she began to worry what would happen once she was discovered. The mother would probably send her out of the house without so much as a second thought, treating her like nothing more than a street child or worse.

"Oh my..." the mother said in surprise, and Fleur opened her eyes to see the pink unicorn looking at her with tired eyes. "What is this filly doing under the table?" she asked, glancing back at Cupcake, who bit her lip.

"Well… I heard some noise downstairs and found her… she told me she was homeless mama..." Cupcake finally said, and Fleur watched in silent fear as the older mare looked back at her.

"You're homeless?" Cupcake's mother asked, and Fleur nodded ever so slightly, hoping to at least play the sympathy route. Cupcake's mother nodded slightly, before a thin smile came across her dour face. "Well then come out from under there," she said, extending a hoof towards Fleur. Fleur looked at the hoof, saying nothing, her mind more occupied with a possible escape plan than with returning the favor.

"Don't worry, I'm not going to hurt you..." Cupcake’s mother said, gently taking Fleur’s hoof and edging her out from underneath the table.

“Why you look so thin,” Cupcake’s mother said. “And filthy too,” she added, wiping some dirt off of Fleur’s coat. Fleur looked down, only now realizing how dirty she must have looked, as she only just remembered not having had a bath ever since she escaped the village.

“We’re going to give you a bath. Would you like that?” Cupcake’s mother asked, looking down at Fleur sympathetically. Fleur looked over to Cupcake, who simply looked up at her mother with equal surprise, apparently neither of them expecting Cupcake’s mother to be so inviting. Fleur looked back at Cupcake’s mother, before slowly nodding meekly.

“Um… th-that’d be nice…” she said, and Cupcake’s mother nodded.

“Alright then. Cupcake, let’s take your friend and get her clean shall we?”

Fleur allowed herself to be scooped up and gently placed on Cupcake’s mother’s back, along with Cupcake herself, who had an expression of joyful surprise as the older mare quietly trotted out of the kitchen.

//////////////////////////////////////////////

Now over the course of her long life, Fleur had met many, many types of ponies, and had been in many situations that most would probably call strange or dangerous. But never in her life had she seen a mare who, less than twenty minutes before was most likely sleeping go from barely half-awake to fully engaging and awake so fast. On top of that, it had been quite some time since she was in a tub of this size, much less one with warm water.

“Now just focus on getting warm and clean dearie, and I’ll go and get some food whipped up in a jiffy,” Cupcake’s mother said, starting towards the bathroom door. “And Cupcake could you be a dear and wake your father up and tell him to get a guest room made.”

“Of course mommy!” Cupcake said excitedly, obviously joyful that her mother was taking this so well. Cupcake’s mother nodded, giving the pair of fillies a warm smile.

“Thank you darling. Now, I’ll be right back with the food alright?” And with that Cupcakes mom left to prepare food.

This left the two fillies alone, with Fleur saying nothing at first, simply adjusting to the feeling of soaking in the warm water. A small smile crossed her face and she turned to face Cupcake, who was already almost out the bathroom door. “Cupcake, before you go, I just want to tell you something,”

Cupcake stopped and turned. “Yeah Fleur?”

“I just want to say that you’re family is the kindest I’ve ever met. I’ve heard lots of ponies talk about treating others kindly, but your family is one of the few that I have encountered that practices what they preach.”

“Thank you Fleur,” Cupcake answered with a smile. “But before I go waking up my Daddy, can I ask you one more question.”

Fleur shrugged slightly. “I guess so… no reason for me to say no right?” she answered, sitting up slightly in the warm bathtub. “Now, what is your question?”

“Well,” Cupcake began, once more rubbing her arm. “When I was in your head, I saw a lot of things…”

“And?” Fleur asked, curious as what the filly was going to ask now.

“Well, I just wanted to say I’m really sorry… I shouldn’t have done that,” Cupcake said.

“No, it’s not your fault… you’re only a filly… fillies are always curious. It’s in your nature,” Fleur said quietly, idly watching the rubber bath toys float by. Unexpectedly, she felt herself wrapped in a warm embrace, and she turned to see Cupcake giving her a tight hug.

“What are you doing?” Fleur asked, tensing up slightly at the sudden sign of affection.

“Giving you a hug,” Cupcake replied. “I don’t want my new friend to be sad.”

Fleur smiled slightly, allowing herself to relax and accept the hug. Just as Fleur was about to try and return the hug however, Cupcake stood up.

“Oh wait! I forgot I gotta wake Daddy up!” she said, letting Fleur go and starting to the door. “I’ll be right back!” she shouted, closing the door behind her.

And thus Fleur was left alone with her thoughts as she sat in the tub. Once she was sure she was alone, she shifted back to her normal blue skinned form, relaxing her muscles as she ran through the events of the past few hours in her mind. She also noticed a rubber ducky come floating by. She idly lifted a hoof out of the water and gently squeezed it, producing a high pitched squeak from the toy. Upon hearing the sound, a tired, yet content smile appeared on Fleur’s face.

“I guess you’re never too old for these…” she chuckled, as she shifted back to her white unicorn filly form and began to idly play with the rubber ducky.

Author's Note

Well this took a lot longer than I expected.

Why? Because in the case of Fleur and Cupcake meeting, I needed to make sure that everything made sense in context. I didn't want it to feel like a plot contrivance, or rush it. Mostly because the original idea was that Cupcake uses her powers to make her parents believe that Fleur has always been there. Thank god I didn't do that, since it would have made Cupcake look incredibly selfish, and also lead to at least ninety plot holes.

But, over all, I think this chapter came out nicely.

Act I - 03 - The Path We're Riding

Act I:
"In the Beginning"

Chapter Three:
“The Path We’re Riding”

Fleur stared at her plate, licking her lips at the sight of the large, fluffy chocolate chip pancakes. She was about to reach out and gobble them up when the pastel pink unicorn across from her spoke up.

“So, Fleur, how’s the last couple weeks been?” Eleanor asked as she levitated the syrup over and poured some on Fleur’s pancakes. Fleur looked towards Eleanor, subconsciously preparing her ‘innocent filly’ voice before speaking.

“They’ve been just fine, Mrs. Silverho-” She stopped herself mid sentence, unsure if the correction was from genuine affection or just an act. “I mean... Mom,” she answered, reminding herself to use the term “mother” or “mom” instead of their full names. She was supposed to be playing the innocent adoptee, so acting her age was most unadvised. “Thanks again for letting me stay here.”

“Think nothing of it,” Alkanet said, still reading his newspaper. “Doing good for others is always its own reward.” he added, and Eleanor nodded in agreement as she went about preparing another plate of pancakes.

“Fleur, dearie, can you please go and wake your sister? It’s going to be school in about an hour and I want her to be ready.” Eleanor asked, and Fleur looked up from her pancakes and nodded, more to stay in character than anything else.

“Alright, Mother,” she said, hopping out of her chair and trotting out of the dining room.

As she rounded a corner, and, once she knew she was alone, the deceptive mare casually shifted back to her naturally scaly blue coated form. She knew all too well that staying very long in a single form would lead to a headache, so she was sure to shift back to normal whenever possible. Of course, she still wasn’t entirely sure how the Silverhoof’s would react if they saw her like this, so she was sure to only ever do it when she was one hundred percent sure she was alone.

Last thing I need is a panicked rich family on my hooves… she thought worriedly, slinking up the stairs and to Cupcake’s room. She leaned up against the door, and she could hear the sound of pop music coming from inside.

“Go away,” came the meek voice inside that Fleur recognized as Cupcake’s.

“Cupcake?” She knocked on the door lightly “It’s me Fleur,” Fleur said as gently as possible, taking notice of the somewhat sad tone in the young filly’s voice. “What’s the matter?”

“It’s all too loud,” came Cupcake’s response in a hurt and vulnerable voice. Fleur furrowed her brow slightly.

“Loud? What do you mean too loud? The music?” she asked, already tinkering with the doorknob and picking the lock with one of her hair pins.

“No...the thoughts,” came Cupcake’s response, almost sounding like a cry now. Fleur felt a pain of sympathy for the younger filly, if only because of the sheer pitifulness in her voice. She managed to unlock the door and open it slowly. She could have sworn she heard something burrow along the bed and toss a pillow towards the door, and Fleur peaked in to see a large, conspicuous lump on the bed. The music was much louder now, and with a slight look of irritation, Fleur lifted the needle off the record, causing the music to cut off mid-verse.

“Cupcake, I know you’re under the covers,” Fleur said, shooing away the cat that had been sleeping on the bed gently and sitting in its place. “Do you…” she hesitated, being somewhat alien to the advent of comforting others. “Do you want to talk about it?”

There was a long pause, before the lump in the sheets shifted and Cupcake poked her head out from underneath, her eyes dominated by the two heavy bags underneath and her mane a horrid tangle of pink. She slowly slid towards Fleur and leaned against her.

“I can still hear everypony’s thoughts…” she groaned, emphasizing her words by pulling on her ears with her hooves as if to cover them. “I barely had any sleep last night and I have such a headache now.” she burrowed her head into Fleur and the older mare tensed slightly.

She wasn’t exactly used to having such obvious, unrequited affection poured on her, not even from one of her many past lovers. It felt awkward to have the little filly begging for comfort, especially when Fleur herself knew she wasn’t the best pony to refer to in times of trouble. However, she also knew full well of how vile some ponies’ minds could be. To be stuck hearing every thought around you, without anyway to filter them out would be a difficult experience for an adult, let alone a filly who seemed no older than twelve. She felt her mothering instinct returning, as the little filly, with her blue coat and sad eyes, only managed to bring back memories of Fleur own lost child. Despite herself, she found her embracing Cupcake warmly.

“Do you want me to help you try and stop that?” Fleur offered gently, gently tipping Cupcake’s head upwards so she could look the filly in the eye. Cupcake raised her eyebrows ever so slightly, moving a hoof to wipe her tears away from her violet eyes, begging for help.

“Y-You can do that?” she asked, swallowing and sniffling slightly.

Fleur shrugged slightly. “I can try at least,” she said, shifting on the bed slightly. “Have you tried focusing on just one sound?” she asked, and Cupcake looked over towards the record player.

“Well...I hear music to try and drown out everything else.” Cupcake said, rubbing an arm self consciously. “But lately, it just isn’t helping like it used to, I mean,” she sniffled back some of the tears. “It does sometimes...but...”

“Have you tried focusing like I suggested?” Fleur asked, recalling her suggestions to try and help Cupcake. Cupcake nodded slightly.

“Yeah I’ve tried, but when he’s there picking on me, I can’t focus and it makes it even worse.”

“Who?!” Fleur asked incredulously, forgetting that she was not this filly’s mother. “Who picks on you? Who and where?”

“My older cousin Crafty Crate,” Cupcake replied, looking down at the ground. “Usually whenever there’s a family reunion or when he bumps into me at school.”

Fleur lowered her eyebrows. “Is that so?” she asked, rubbing her chin as a plan came to her mind.

“Yeah huh,” Cupcake replied. “And no matter what I do, he always gets me.”

“Well,” Fleur said, looking down and giving Cupcake her best comforting smile. “Guess what?”

“What?” Cupcake asked, her expression intreating.

“Take heart that I’m going to make sure that this...Crafty Crate doesn’t bother you anymore,” Fleur declared with great resolve filling her voice. “Since you and I are going to the same school, I’ll stick around and make sure that nopony, cousin or not, bullies you while I’m around.”

“Really?” Cupcake asked, her eyes widening slightly. “You… you mean it?”

“Of course! What do you suppose sisters are for?” Fleur answered, giving Cupcake a tight hug. “Now then, get downstairs before I eat your pancakes for you.”

Cupcake’s eyes widened. “Pancakes? Really?!”

Fleur nodded, giving Cupcake a sly grin. “Yeah...with chocolate chips and syrup and everything. I had to fight with all my might to make sure I didn’t eat them all…” she then looked up at the ceiling with a smile on her face. “Who knows how long I can keep myself from it…”

“I won’t let you do that to my syrupy goodness!” Cupcake giggled, and with that hopped off the bed, seemingly forgetting her previous woe. Fleur in the meantime, began to straighten the filly’s sheets, and couldn’t help but feel a warm and satisfied smile creep upon her muzzle. For good and for bad, that filly named Cupcake was under her protection, and she was proud to admit that.

“What was all that about?” came the voice and head of Alkanet, peaking around the corner into her daughter’s room. Within a flash, Fleur was in her filly form, with Alkanet apparently none the wiser.

“Oh nothing, just reminding Cupcake that I’ll be at school with her so she has nothing to worry about, Dad,” she answered truthfully.

“Oh…” Alkanet responded, smiling slightly. “Well... thank you for that. Poor dear has anxiety problems something fierce, “ He continued, before trailing off as he fiddled with his tie, “And could you be a dear again and help me with this confounded thing.”

“Sure thing, Dad.” Fleur replied, her horn alight.

//////////////////////////////////////////////////

Now this wasn’t the first time that Fleur had pulled “the young filly” stunt. She had lived quite a long time, and over the years, would occasionally wax nostalgic about the simpler life of a child, not to mention the free room and board that came with it. As such, she had often attended a school while in disguise, and the one thing that never seemed to change, no matter the country or the species, was the ritual of greeting the new kid. From the teacher who is happy to see a new face, to most of the class lost in their own thoughts and grunting noncommittal answers, to that one pony who swore to be your lifelong enemy, if only to be the counter for the other who wished to be your lifelong friend.

The more things changed, the more they all stayed same, she thought idly, looking over the classroom as the teacher continued introducing her.

“...and I hope you will all be very nice to young Miss Silverhoof, and do your very best to make her feel extra welcome, alright?”

“Yes Misses B.” came the droning response of the students. The teacher nodded and looked at Fleur.

“Now, Fleur honey, until we rearrange the seats, you can take the empty desk near the door, is that alright with you?” she asked, and Fleur nodded.

“Yes, that will be fine, Mrs. B.” she answered, making sure to maintain her childhood aura.

“Okay then!” Mrs. B said, clasping her hooves together. “Now, will everypony open your math books to page 282?”

////////////////////////////////////////////

Cupcake sat at her usual table, eating her usual lunch food, in her usual way. The only difference was the smile on her face, which stood out in sharp contrast to her normally introverted personality. Across from her, Fleur sat eating her food as well.

“So,” Cupcake spoke up, looking at Fleur. “How’s your first day going?”

“Its school, hasn’t changed much since the last time I went through it,” Fleur nonchalantly answered as she took a bite from the food. She grimaced slightly. “And I guess that the quality of school food hadn’t changed all that much either I’m afraid…” she added with a mutter.

“Last time?” Cupcake asked, causing Fleur to raise an eyebrow. Cupcake thought for a moment, before her face lit up in recognition. “Oh, right! Sorry. I forgot how old you really are.” she said, looking back at her food and continuing to eat, her expression much more serious than before. She held her tongue for a moment, wondering if she should really continue the line of questioning. It wasn’t a long battle though, as childlike curiosity won over proper edicate within moments.

“Just how old are you?” Cupcake found herself asking, and Fleur gave her a rather surprised look.

“Cupcake, you should never ask a mare her age, it isn’t polite,” Fleur answered. Cupcake bit her lip slightly, looking away.

“Sorry…”she murmured, only to have Fleur give her a slight snicker in return.

“Oh don’t worry, like I said, you’re a filly. I suppose though that there’s no real harm in telling you,” she said, before tapping her chin slightly. “If my memory serves me correctly, I will be around five hundred years of age come next Tuesday,” she said, puffing her chest out ever so slightly. Cupcake stared at her for a moment, her eyes wide.

“Around?” Cupcake finally said, and she couldn’t help but feel her voice elevate to a noticeably more shocked sounding cadence at the information.

Fleur nodded. “Somewhere around there, yes,” she continued, idly poking her food with a fork. ”But many of my earlier memories are either very vague or lost to me...I guess memory is funny that way.”

Cupcake raised her eyebrows slightly, her curiosity beckoning her to continue. “Really? Do you remember your parents?” she asked innocently, and Fleur bit her lip slightly, her expression souring to match.

“I never really knew my mother,” Fleur stated simply, poking the food a little more sternly. “I was raised by my father till I was twenty or so, and I left because I did not want to put up with his mushroom habit.”

“Mushroom habit?” Cupcake asked, tilting her head. Fleur nodded.

“Yeah, he had a habit of eating ones that made him…” she hesitated, her eyes drifting about for a moment. “Absent minded to say the least. Very good wizard though, I’ll give him that,” she then added, scooping some food into her mouth and chewing tersely.

“Wizard? Like in the books?” Cupcake asked, surprised that something that was supposedly only existing in fantasy had apparently once been real. Fleur nodded.

“He was known as Raistlin the Red,” she said, swallowing her food and looking down at it with disdain. “But, like I said, regardless of his magical prowess, mushrooms were his first love. I guess history doesn’t look fondly on the empty headed….” she trailed off, obviously not wanting to continue the tangent. Cupcake nodded slightly, scooping some of her own food off the plate.

“Sorry for asking...I really shouldn’t have.” she said, and Fleur shrugged.

“Not your fault. I’ve had this conversation quite a few times. I guess it’s not everyday a psychic twelve year old meets a five hundred year old shapeshifter is it?” she answered with a slight smile. Cupcake shrugged slightly herself.

“No I guess not…” she said, chewing on her food quietly, wondering what to talk about next. However, her thoughts of conversation died when a familiar cloud of cruel, abusive and dullard foreign thoughts came rolling into her brain. Cupcake’s good mood instantly deflated, as she knew that brain pattern very, very, well.

“Well... if it isn’t the nervous nelly Cupcake herself,” a gruff and unwelcome voice sneered, and Cupcake saw a large shadow loom over her. She closed her eyes tightly, trying to focus on something other than whatever horrors Crafty Crate might have had in store for her.

“And would’ja lookie here! She even has friend!” Crafty laughed, sitting down next to Cupcake and looking at Fleur with a sarcastic expression. “So tell me, nervous nelly Cupcake, how much of your allowance she set ya back, eh?” he asked, putting his huge arm around Cupcake and forcefully pulling her into a very one sided half-hug.

“What? No, she’s… I mean….” Cupcake could only stammer as her mental focus waivered letting in all the random thoughts and images come flooding into her brain, quickly overloading her. It felt as someone was drilling a knife into her skull, while simultaneously forcing her right next to an amplifier at the loudest rock concert ever. She honestly wanted nothing more than to crawl into a corner or under the table, curl into a ball and cry. In fact, tears had already begun to bubble in her eyes when she caught Fleur looking at Crafty with an incredible sternness.

“Its okay, Cupcake,” Fleur said, her voice strong and resolute. “Your sister’s got this,” she said as she rose up from her seat and walked over, leaning into Crafty Crate’s face. “Big colt, picking on a filly. Exactly who do you think you are?” she asked, leaning even closer so that she was mere inches from him.

Crafty Crate meanwhile, eyed Fleur with bemusement, arching an eyebrow and sneering. “Names Crafty Crate. What’s it to ya?”

Fleur nodded slightly. “Crafty Crate... as in Cupcake’s cousin Crafty Crate?”

Crafty Crate nodded slightly in return, his expression changing to one of mild irritation. “Yeah, that’s right. Like I asked, what’s it to ya?”

A sly, conniving smile slowly spread across Fleur’s face. “Well Mr. Crate, since you seem to be a slow colt, I, Fleur Silverhoof, her older sister, am going to introduce you to a whole new world of horror.”

There was a pause as Crafty Crate and Fleur stared at each other, before Crafty let out a bellowing laugh.

“You? Scare me?! You’ve gots to be joking!” he cackled, a huge grin on his face. Fleur simply nodded.

“That’s quite right, Mr. Crate,” she answered, her voice dropping at least three octaves to resemble some sort of horror movie monster. “Quite right indeed,” and with that, she shifted into a large, black dog, with eyes glowing bright red. She let out a low growl and lunged towards him, barking wildly. Crafty’s eyes widened to the size of dinner plates and he practically rocketed out of the chair, turning tail and flying away as fast as his wings could carry him. The giant black dog, however, smiled smugly and shifted back to once more resemble Fleur, and she primped her mane and puffed out her chest. All around, several students looked towards Fleur with quizzical expressions, only to be met with Fleur eyeing them venomously. The others all quickly refocused their attention elsewhere, obviously not wanting to run afoul of Fleur.

“And that, my dear, sweet Cupcake, is how you deal with bullies,” she said, taking her seat next to Cupcake, who looked at her with equally wide eyes. The young filly managed to catch of what was going on in Fleur’s mind, and felt herself feel just a little better at the reaffirmation that Fleur did in fact, genuinely see herself as Cupcake's sister.

"Thank you, Fleur," she said, pulling Fleur into a hug, with a smile she would wear for the rest of the day.

//////////////////////////////////////////////

Four years later...

“Rise and shine!” Came a voice, giving Carrot a sharp nudge in his shoulder. Carrot let out a groan of disapproval. His head felt as it had been crushed in a vice, and the rest of his body felt as if it were made of melting wax. His eyes slowly looked around, finding himself in a dark room, with the only light coming from an old, worn out light bulb hanging from the ceiling, providing an ugly mustard yellow lighting. Looming over him, with a calm and contented smile on his face, was General Gustav.

“And how are we feeling this fine morning?” The griffin asked, giving Carrot a large, toothy grin that, if Carrot didn’t know better, would have been seen as inviting. Carrot simply glared hatefully at his tormentor, who let out a long sigh.

“Alright then, not really open to talking are we?” Gustav muttered, shaking his head. “Shame, since I had hoped I could teach you to do great things with your powers, but alas, you seem dead set on not cooperating with me.”

“You killed my mother!” Carrot hissed, before swinging a fist towards Gustav, which Gustav simply halted mid swing by grabbing it with his talons. He then twisted Carrot’s arm painfully, and the colt bowed over in pain.

“You ponies are all the same. So obsessed with temporal attachments,” Gustav muttered, shoving Carrot to the floor. “I killed my mother too, but you don’t hear me constantly whining and crying about it like some weak housewife.” he then turned towards the doorway. “Now, I’ll be back in an hour or so with a friend of mine, and then we three will have a nice long discussion about your abilities. Regardless of your willingness to cooperate.”

And with that, the griffin left the room, closing the heavy door behind him and leaving Carrot alone. Carrot let out a pained groan and rubbed his sore arm. As he looked around the room, a part of him wished that the past several weeks had just been a terrible dream, something that he would wake up from and find himself back in his room, the smell of his mother’s cooking wafting from downstairs, calling for him to come and eat. But alas, as much as he wished that this was all a dream, every day he was reminded, in one way or another, that this was very much real.

The next hour passed slowly, with the steady ticking of the clock on the wall being the only indicator of time passing. Carrot had now made due with quietly huddling himself in the corner, fearing what Gustav had planned for him. He wondered if it would include some kind of torture, most likely involving needles, knives, and Carrot strapped to a table.

The sound of the door opening across the room caught his attention, and Carrot backed away in a panic. Standing in the doorway was a figure who stalked towards him, slowly and deliberately. It didn’t look like a griffin, since it was smaller and lacked the beak and claws. It had red glowing eyes, and its body seemed to be made out of black clouds that billowed behind the spectre, which cornered Carrot into the corner of the room. By now, the colt was quivering in fear, terrified as to what the monster might have in store for him.

“P-please, lea-leave me alone!” he whimpered, waiving his hooves in a panic, which only caused the light bulb on the ceiling to swing around wildly, throwing shadows around the room. The monster leaned in close, reaching out a black cloaked claw.

“No please don’t hurt me!” Carrot cried out, closing his eyes tight and curling up in a ball.

“Hurt you? Why would a mother ever hurt her son?” Came his mother’s silken voice. Carrot felt a hoof gently wipe away a tear from his cheek and he opened his eyes to see his mother, standing in the place of the black demon of before.

“M-Mother?!” Carrot stammered, his eyes wide in complete shock. “Wh-what are yo-you do-doing here?”

His mother smiled warmly at him. “I’ve come to keep you company,” she cooed, gently pulling him into a hug. Carrot looked around in confusion, looking for the monster that had been attempting to harm him only moments before, but no matter how many times he turned his little head, the room was just as empty and stark as before, with the door left wide open.

“Now calm down, dearie,” his mother said, bringing a familiar feeling of belonging back to the frightened foal, gently stroking him to calm him down. “I’m here, and I’m not going to leave you.”

The words of comfort, coupled with the warmth of the hug, felt like a tepid balm to the small orange child, and he returned the hug as tightly as his little arms would let him, letting out a long stream of tears. “Mommy I thought you were dead!” he cried, clutching her tightly. As he did so however, he felt an odd chill run through her and she started to melt like wax in his fingers, slowly dripping away and collapsing around him. He had barely a second to take any of this in when the voice of Gustav caught his ears.

“Did you like that Carrot?” Gustav inquired, his thick griffin accent fowling the loving moment between mare and son, as he stood in the doorway with another, shorter and stouter griffin who wore a white lab coat. Carrot looked over at Gustav in confusion, unable to wrap his mind around what had just happened.

“Wh-what happened?” he stammered, voicing the first thought that had come to his head.

Gustav walked over slowly and methodically in response. “Whatever do you mean, Fohlen? Your mother came to visit you. Why so confused?” He feigned ignorance with a sadistic grin across his beak. “Didn’t you enjoy the feeling of her embrace? The warmth of her touch? Her soft voice, comforting you in your darkest hour?” Gustav asked, coming to a stop in front of the stunned Carrot, who simply looked up at him with a broken and empty expression.

“It wasn’t real,” the colt murmured, looking directly into Gustav’s eyes.

Gustav sighed slightly. “But it made you feel better, did it not? Is that not that the important part?” he leaned down so that he was at eye level with Carrot, the child’s expression gaining hateful momentum with each passing moment. “Anyways, who actually cares that it wasn’t real?” he asked, only to have Carrot punch him in the face. The light bulb above them mimicked Carrot’s motions, swinging widely to the left, as if it were attached to Carrot’s hoof by an invisible cable.

“I CARE!” The colt cried, his voice tight in rage. Gustav exhaled forcefully, his golden eyes losing any semblance of kindness they might have once had as he looked down upon his new ward with nothing but disdain. He then greeted Carrot with a slap across the face so violent, that it caused Carrot to go sprawling onto the floor unconscious.

“Insolent whelp,” Gustav hissed, standing up and turning towards the other griffin and straightening out his uniform. “As you can see, Dr. Eno, Subject M has been most uncooperative,” he said calmly, walking over to the other griffin. “He is an awfully independent little upstart, so I would advise you to be careful around him,” as he spoke, he looked up to the light bulb, which still swung around as if it had just been struck with something. “Also, be sure to never have any metal in the room. His powers make it so that it can easily be wielded against you. Make sure everything is either wood or plastic. Understand?”

“Yes,” Dr. Eno replied, rubbing the bottom of his beak. “Especially when compared to your other pet project. She at least wasn’t as obviously violent.”

“Well, that’s because she was half-dead from blood loss, mein Doktor,” Gustav was quick to reply, giving Eno an accusing glance. “But yes, even discounting her physical injuries, her mind was weak. This little imp is quite strong. But we’ll deal with it…” he looked over the young new prospect as a child would their present on Hearth’s Warming eve. ”In due time.” he then walked past Dr. Eno and out the door. “Get him ready for the Ludovico treatment. Perhaps that will do the trick.”

“Yes,” Dr. Eno replied, his voice low as he walked up to get a closer look at the unconscious colt, a disturbing smile crossing his face. “Yes it might…”

/////////////////////////////////////////////

Carrot lay on the mat in the middle of the sterile white room. He stared at the opposite wall, completely silent. He could no longer be sure exactly how much time had passed since his internment here had begun. The only way to tell another day had dawned was that, each morning at exactly eight in the morning, Dr. Eno would arrive, bringing Carrot to a lonely, empty room where the colt was to spend the next four hours being put under all sorts of treatments and experiments. It had gotten to the point where he was no longer referred to by his name, but rather, by the number that was branded onto his wrist.

By now, his sense of what was real and what was fake had eroded, having been blurred by Gustav’s constant deceptions and mind games. The only things that Carrot knew was set in stone was his burning, volcanic hatred for the feathered freaks around him, and that his powers, which apparently only ever affected metal, were steadily growing in strength. In fact, as of the last few days, they had been particularly strong, and he had noticed that Gustav seemed to be looking rather ill as of late, frequently leaving a session early, rubbing his forehead and muttering in what sounded like pain. That was when Carrot began to carefully scheme within his cell whenever he had the chance, planning each and every new detail of his hopeful and eventual escape. For, if his assumptions were correct, and his powers were increasing in power, he might have the slimmest of chances for escape. And that hope was enough for him.

His ruminating was interrupted, however, when the door opened and in walked Gustav himself, dressed in his standard jet black uniform. This time, he was flanked by two grunts, eyes obscured by their helmets.

“Hello, Carrot, and how are you today?” Gustav asked with characteristic false kindness, taking a seat next to Carrot. Carrot noticed that as he sat down, he rubbed his head again, obviously once more irritated by whatever was causing his headaches. Carrot however, said nothing, simply looking towards Gustav with hatred. Gustav simply stared back, his expression souring.

“I see, the silent treatment again;” Gustav continued, rubbing his forehead briefly. “And here I thought you would have learned to not do that by now.” He added with a sigh, before looking directly at Carrot with narrowed eyes. As if a switch had been flipped, Carrot felt the world shift and warp around him, sending hundreds of thousands of fiery embers to dance along his skin. His bones started to feel as if they were being crushed and ground into dust. Just when Carrot felt he couldn’t withstand the pain anymore, something decidedly unexpected happened.

On the desk across the room, a radio let out a static filled wine before dying and several light bulbs spontaneously exploded, startling Gustav and causing the hellscape to evaporate. As for Carrot, he felt as if he had just had been injected with pure energy, and he knew that now was the time. With a quick flick of his wrist, he tore the weapons from the guards and, with a few quick flicks of his wrists, was quick to dispatch them.

Something was off, however, and as it dawned on him, the cowardly griffin known as Gustav Le Shaw had rounded the corner. Carrot gave chase after the source of all his pain and anguish, dead set on finally ending the monster’s existence.

He ran as fast as his little legs could carry him, chasing after the man that ruined his life from within the prison and murdered his mother in cold blood years ago. As he continued to mow down any griffin that cared cross him, he felt no exhaustion and he did not tire. His rage fueled his body now, and no amount of hallways, stairs or idiot, scum guards was going to keep him from his bloody vengeance and the recompense that had only received the down payment of a chocolate coin.

Anger taking the place of adrenaline, he was soon instead greeted by the sight of Dr. Eno cowering behind a heavy oak desk, stuffing a bag full with gold bars, something that didn’t surprise the young colt in the slightest.

“Where is he?!” Carrot seethed, pistol whipping the conniving doctor to stun him, then pinning Dr. Eno to the wall, still sitting upon metal chair and pointing the revolver hard at his skull.

“Wh-who?!” Dr. Eno cried, struggling against the chair that held him pinned to the wall.

“WHO THE HELL DO YOU THINK?!” He took a breath and wiped the spit from his muzzle. “GUSTAV!” Carrot barked, now disgusted at the griffons cowardice. “Tell me where he is right now or, I SWEAR TO CELESTIA UP IN HEAVEN ABOVE THAT I WILL SHOOT YOUR DERANGED BRAINS OUT!!”

Dr. Eno looked around frantically, his breath coming in short, desperate pants. “Gu-Gustav? I-I d-don’t know! P-pl-ease!” the meek scientist begged, slithering down to grovel at Carrot’s, which only gave him less and less reason to leave the doctor alive every second.

“YOU’RE LYING!” Carrot announced fervently. Carrot threw the griffin across the room, his anger once again fueling his muscles. “YOU KNOW EXACTLY WHERE HE IS! NOW TELL ME! TELL ME NOW, YOU GRIFFON SON OF A BITCH!!”

“No, no! I swear! Please, you have to believe me! All I know is that communications are down! Something to do with the sun!” Dr. Eno stammered.

Carrot narrowed his eyes. “Then where. Would. He. GO!?” he snarled, pushing against Dr. Eno with all his body weight.

“I told you, I do not know! Look in the desk! He must have a list of safe houses or something! Just please don’t kill me!” Dr. Eno begged. Deep inside, Carrot felt a sick sense of satisfaction at seeing the griffin, who was almost twice his size, quivering and cowering away from him, blubbering like an infant. “Please! Have mercy!”

“Did you bastards give Peppermint mercy?! DID YOU SHOW ME MERCY?!”

Dr. Eno gave Carrot a brief, deeply confused look. “Wh-who is Peppermint?” he asked, his voice quivered as he made increasingly pitiful blubbering sounds.

Carrot growled in disgust at who had once been so quick to torture him as a child, ensuring every last moment outside of his cell was a living hell. “Peppermint was… my… mother!”

“I… I… I’m sorry!” The griffin wailed, and Carrot took a step back. The griffin was scared of him. Carrot was finally in control of something, and it felt wonderful. With a look of cold satisfaction, he held the revolver up against Dr. Eno’s head. “Please, I’ll give you anything you want!” Dr. Eno fell to his knees and at Carrot’s hooves, blubbering. “Just let me go.”

Carrot felt a large, sadistic smile cross his face at the sight of the terrified creature. He looked to the desk and changed his psychotic grin to one of stern and steely resolve. “Thank you, mein Doktor,” he whispered into Eno’s ear, before pulling the trigger. “But I think the list will be enough.”

The griffin’s body jerked backward and went limp as it spilled to the floor in a pool of blood. Carrot ignored the carcass or the blood on his own body, though, instead electing to focus his attention on the locks holding the desk drawers shut. The locks were promptly rendered null and void and as Carrot tore through the open drawers like a hurricane, he concentrated on the lists and the maps, quickly scanning them, hoping to find some clue as to where Gustav might have disappeared to.

Carrot now had a goal.

He had a purpose.

Gustav le Shaw was going to die by his own hooves, and if anyone, be they pony or griffin tried to stop him, hinder him or get in his way, he’d dispatch them without a second thought. He had a taste of power, of being able to defeat an enemy. And nothing was going to take that feeling from him. He tucked the maps and lists he needed into a large leather briefcase, before quietly taking a lighter and setting the papers on the desk aflame, starting the seed of a greater inferno that began to take the entirety of the facility.

And as he left the burning corpse of the once great military installation behind him, a stern belief stood unwavering within the back of his mind.

Vengeance would be his if he had to rain all the fire and fury of Celestia upon Gustav Le Shaw to do it.

Author's Note

And here we take a full on swan dive into the dark pool.

Yippie.

Okay, I feel I should explain this since obviously it might be a little ambigious.

In my universe, Gustav's actions are fueled by really, only one thing. The enjoyment of watching other's suffer and the acquistion of power. Nothing else really. If he can rule a city, or a country or even the globe, all that matters to him is that he caused suffering to as many people as he could on the way to get there. The power is a bonus for him.

Also, he does, in fact, have powers. And they are:

kenetic energy absorption
the projection of incredibly realistic illusions, which make the victim think they are seeing, feeling, hearing, smelling the thing he wants them to see

That's how he was able to make Carrot's mother appear and to torture Carrot.

As for the other things, the previous victim of his, the filly, is Apple Bloom and she is the Winter Soldier .

Dr. Eno is named after musical producer/composer/arranger Brian Eno, for no reason then because I liked the name.

And yes, Fleur is more then 500 years old. Let that sink in.

And we'll be seeing Crafty Crate again....eventually...just watch.

The next chapter of the story will show them as adults and finally get to the main plot, with flashbacks as necessary to help fill in gaps.

ONWARD AND UPWARD!

Act I - 04 - Smoke on the Water

Act I:
"In the Beginning"

Chapter Four:
"Smoke on the Water"

Smaugton, Wyremland, October 1975

The thin, yellow stallion quietly stepped inside the pub, carefully scanning the exotic mix of multicolored dragons and he smiling at the blue scales of a young female drake on the other side of the room, trying to hide the fact that he was staring. He always did have a rather exotic taste in women, although his weakness had always been for sheer elegance of blue, backed by sheer power of will in general, no matter what species.

This was the place that an orange dragon named Cinder had sent him, and from all the signs, it looked to be that the hidden cache of silver and gold that Carrot Cake had told him of had been a well spent after all.

As he made his way to the bar stools, past the pool tables and through the decrepit stench of cheap cigars and bit store whiskey, he carried himself as if he were any other problem drinker out there, showing nothing that would give him away and even forcing a false, drunken stumble.

Carrot sat himself down upon the worn and torn cushion of a brown, wooden stool on the far side of the bar, before turning and quietly inspecting his surroundings. Crisp had told him that two griffins frequently visited this bar, so the skinny young stallion knew explicitly what to look for. Considering that every other patron of the bar was some sort of dragon, it would be relatively easy to spot a griffin, and if they weren’t here, then he would need to have words once more with his informant.

A confident smile spread across his face as he spotted his targets, happy that he wouldn’t need to waste time correcting his informant in the art of intelligence gathering. Sitting in the far corner of the bar, next to one of the windows, were a pair of griffins. One of them was a stocky fellow, evidently having grown very comfortable with his life in retirement and chatting quite adamantly with his companion, a taller, older individual who seemed much more noticeably reserved.

“Barkeep,” Carrot called out, refusing to use the native accent of the land to blend in and waving over to a rather old and haggard looking dragon from the far side of the bar that had been polishing a shot glass far too large for pony consumption. “I’ll have some Zap Apple Brandy.”

The bronze drake nodded, reaching under the counter to pour a bottle of the rainbow colored liquid into the shot glass and sliding it over to the foreign visitor. Carrot took a sip, enjoying the incredibly sweet and sour kick of the guilty pleasure he had first come across in a small town in the valleys south of Canterlot.

“That all laddie?” the reptile asked as he reached back for his glassware. “Anthin’ else, or would that be all, then?” the dragon asked, looking down at Carrot. As he took another sip from his fine liqueur, a thought traveled into his young mind as he glanced down to both the reasons he’d made his journey here.

“As a matter of fact,” his thoughts began to race at mach speed as he answered and took a small, valuable gem from his pocket. “You can take this, Sir,” the stranger then turned around to face each and everyone of the bar patrons. “And pour a round for everyone here!” he declared throughout the establishment. The patrons and bar tender all raised their eye ridges in sync, and the bartender crossed his arms.

“YEAH!”

The crowd’s cheer echoed throughout the building as the near-golden old lizard busted out some of his finer whiskey and poured maybe a dozen shot glasses in a single precise and fluid motion.

“Alrighty then, lad,” he then cupped his claws to his mouth. “DRINKS ON THA HOUSE THANKS TO THA BONNY BONEH FELLA, HERE!” he hollered, and the entire bar let out a second boisterous cheer.

Carrot however, kept his eyes focused on the two griffins, whose reactions were noticeably subdued.

Coolly and with trained confidence, he rose from his torn and tattered bar stool and moved over to a booth, close enough to be within earshot of his targets, but far enough away not to arouse any unwanted suspicion from where the two griffins were sitting, moving through the newly caused uproar like a wraith, only stopping to accept the well-meant gestures of a pat on his back or a ruffle of his mane. He sat at his new table calmly, listening as the two griffins discussed something in subdued, suspicious tones.

“I do not know, Eisenhardt,” the elder one expressed, his eyes shifting from side to side as if Celestia herself were expected to bust through a wall. “I just have a bad feeling...as if we’re being vachted,” his voice carrying with it a sense of trepidation.

"Christoph,” the younger one placed his talon upon his friend’s shoulder. “You vorry too much. Ve're in a pub in Wyremland!” He moved his arms wide as if to show the whole nation. “No one vill be looking for us here," the other griffin, a stocky fellow said, patting the taller one on the back. "Ve are perfectly safe, trust me, Ich bin Arzt.”

“That is vat you might think, Eisenhardt, but even still…” he took a deep breath as he looked down upon his alcohol. ”I feel as though ve should err on the side of caution,” the taller griffin replied, his voice much colder, more methodical, which meant he was less inclined to make a mistake. “That is all.”

Upon hearing the names, Carrot pulled a notepad, flipping past the coins and notes of convenience until he’d found what he’d been searching for, an old and tattered slip of paper with several dozen names on it with several already crossed out. At the top of the page, in the native language of South Griffinheim, were the words “Personnel Roster”.

Carrot carefully scanned the faded text, seeing if any of the names matched up to the names that had been spoken, already having a strong feeling but looking over it for absolute certainty. While he detested griffins as a species, he knew he couldn’t simply kill all of them. After all, even he knew that not every single one was worthy of death, a deplorable and hideous race though they may have been.

A dark smile crossed his face as he spotted two names: Christoph and Eisenhardt, the Red Right Talons. Without saying a single word, he slowly, quietly and methodically rose up out of his seat and moved like the slow but sure wrath of Celestia herself towards his targets, feeling nothing but the sheer and unbridled desire for revenge.

“Good evening, friends!” he said, taking a seat at the pair's table. The two griffin’s eyed him warily, noticing his seemingly slight accent and bandaged forelimb, but seeing no real reason to call attention to it, with the tall one seemingly choosing to keep his glance on the face of the young mustang before him.

"Why hello there, friend," the stocky griffin replied, his voice carrying the gruff and angular sound of Southern Griffinheim. "Vhat brings you here?" he asked, giving Carrot an amicable smile that only made Carrot feel more hateful.

“Well,” Carrot began, controlling his heart rate with near impossible effort. “I am here to visit old acquaintances and teachers from home,” he let on with a half truth as he pat his hooves on the back of the older griffin. “And I recognized you two fine fellows as my most favorite teachers."

Carrot felt no small amount of satisfaction at the sight of the two griffins growing more uneasy. The elder griffin, must have learned how to hide it, as his expression grew inquisitive, and he raised an intrigued eyebrow at the younger pony.

"Is zat right?” he asked, his claw now tapping his thigh rapidly, obviously at a loss as to where he’s seen this young pup before. “And, pray tell, Mein Freund, vhere vas it dat ve have met?” he cooly continued, his voice growing darker in tone. “I do not remember teaching any classes, boy.”

“Really?” Carrot asked, keeping his mind sharp with preparation and anticipation. He then nodded. “Because I certainly remember being taught at one of your schools,” he raised his own eyebrow, now grinning with a smile of pure bloodlust. “I remember being one of your best students, as a matter of fact.”

The two griffins exchanged a nervous glance, both worried and still very much uncertain who this supposed ghost from their past was.

The younger griffin calmed himself, electing not to attract any more attention than he already. “Well, I must say zat your accent does, indeed, ring a bell of sorts,” he took another drink of his whiskey. “So tell me. Are you from Prospekt? And if so, vat vas it zat your parents did?”

“It’s funny that you decided to ask that very question,” Carrot chuckled slightly. “Yes actually, Mr. Christoph. I am indeed from Prospekt. But my family didn’t exactly do anything of particular importance, really...”

“Enough of zese games, boy!” the younger and more impulsive of the two elder griffins declared as he took out a thick combat knife, his alcohol intake now corrupting his judgment. Carrot’s eyes darted towards it, recognizing it as a Equestrian Civil War era blade. “Now, you vill tell Christoph and I how you know us, or you vill be a new skin decorating zee wall of zis bar!” the griffin growled.

“You both truly have no idea of whom you are dealing with,” Carrot stated coolly, taking a deep breath to maintain his sense of control in the very tense situation. “Do you?”

“Should ve?” The dagger was raised closer to the orange stallions neck, the very tip now touching the jugular and barely kept from piercing his throat. Around them, several patrons had noticed the altercation and had begun to edge away, all giving Carrot and the two griffins strange, uneasy looks.

Carrot Cake’s eyes flashed with a golden rage. “Oh, you definitely should,” he instructed as the knife of the griffin flew backward and into the neck of the griffin that had dared to threaten him. The griffin let out a watery yelp as the blade planted itself into his jugular, his talons flying up to his neck in a futile effort to pull the knife out. Of course, by this time, the blood was flowing quite freely, and within a few seconds, he was slumped over the back of his chair, his neck feathers soaked in his own blood. He then mentally leveled the knife towards the temple of his next target. “Now, you’re going to answer my question. And after you tell me where Shaw is, I am going-”

“To kill me, Boy?” the elder griffin finished as he took a drink of his whiskey. “Vell?” he asked, looking up at Carrot, who simply blinked in surprise.

“That was the idea, yes,” Carrot answered back, nodding his head slightly. “Now, tell me everything you know and-”

“You vill make it end quickly?” the griffin asked, his eyes looking directly into Carrot’s.

“Stop that,” Carrot sneered, holding the knife even closer. “And you sound almost as if you…”

“Want to die?” they finished together. There was a long, strange moment between them, broken when the griffin shook his head.

“Boy, I think you gravely overestimate the animosity of those you hunt.” he said, his voice growing heavy and burdensome. Carrot gritted his teeth. He didn’t have time for the old griffin’s ramblings.

“Don’t play your games with me, griffin,” he barked, slamming a fist onto the table. “Do you honestly expect me to let you go because you have no ‘animosity’? Or to let you live?”

The griffin simply looked down to his drink as he continued to speak, his words carefully spaced. “I have been dying a little each and every day since I left the service of Gustav le Shaw,” he then looked up into Carrot’s eyes. The griffins’ eyes were heavy and burdensome, as if they were the eyes of someone much, much older, and Carrot could have sworn that there were tears in the griffin’s eyes. “To end me now vould be no less than a blessing, Mein Freund.”

“What?” Carrot seethed, as the rage was boiling in his veins. How could this griffin, one of his tormentors, could possibly want to die by his own hooves? “You can’t be serious.” he said, shaking his head again.

The griffin slowly placed his head in his claws. “Ze zings I have done, the sins and ze red upon my name… veigh ‘eavy on my soul, al because I had chosen to follow ze vill of a mad-griffin and a murderer.”

“And what makes you think I’ll believe you?” Carrot spat out, furious that any potential satisfaction from revenge was being foiled from the griffin’s sudden feeling of regret.

“Freund, I vill not claim that I am cut from a finer cloth than my compatriot you just elegantly ended,” he waved a talon towards the dead griffin slouched over the chair next to them. “Ze fact is that I could never bring myself to disobey a single order from a maniac,” his voice began to drift off, growing more and more emotional as he spoke. “I see zem all, in my dreams. I see you, I see the other prisoners, all who suffered because of me,” he looked back up to Carrot, letting out a heavy sigh and sitting up.

“I ‘ave ‘ad a revolver with but a single round in it under my pillow ever since before I left his service,” the griffin took a final gulp of his whiskey. “I am under no delusions that I may atone for my sins, but if I can help bring an end to vatever it is he vants, zen I vill do it with nary a thought.”

“What?” Carrot asked, completely unprepared for anything what the griffin had just said.

The griffin nodded. “I vill tell you vhere Gustav is, Freund, but on ze condition that you kill me.”

“I…” Carrot Cake’s thoughts began to race, a tremendous feeling of guilt pouring over him. This griffin was apparently remorseful, willing enough to tell Carrot whatever he wanted to know. But, regardless of any remorse, this griffin had still personally supervised five years worth of torment upon Carrot. And nothing this griffin had said could make Carrot forget that.

“Tell me,” he said, looking back up at the griffin, who nodded slowly, a look of relief on his face.

“You vill find Gustav in the city of Las Pegasus, in a casino called ze Valkyrie.”

Carrot nodded, leveling the knife up to the griffin’s throat, “Thank you Christoph. Might I ask if you have any last words?”

The griffin simply shook his head. Carrot swallowed again, cleanly slipping the knife forward and into the throat of the griffin. As the blood flowed freely, Carrot pulled the knife out, cleaning it off and putting it in his saddle bag. As he did so, he couldn’t help up wonder how the now deceased griffin’s life would be like if he had never become involved with Gustav. However, Carrot shook his head.

He was a griffin, Carrot. That should explain everything, he thought bitterly as he turned out of the bar. As he walked, he quietly crossed out the two names from the list, leaving only one name.

And the name was Shaw.

////////////////////////////////////////////////

Undisclosed location, Equestria, November 1975:

The aggressive music continued to assault the griffin's ears, each harsh chord acting like a sledgehammer to his ear drums. He could barely hear the sound of a heavy metal door scraping against its hinges over the din, only for everything to suddenly become quiet.

"Rise and shine, Friedrich," a blinding light exploded across the griffin's field of vision as the burlap sack was unceremoniously yanked off his head, only managing to disorient the already deeply confused griffin.

As the griffin's vision slowly drifted into focus, he saw a dark lavender colored unicorn sitting in a small chair in front of him. He struggled to shake free, as he’d struggled for the past few days, but like all those other attempts, it was ultimately a fruitless endeavor. Friedrich was trapped.

The petite unicorn just stood there, emotionless, as the harsh light and heat from a lamp struck both them and the rusty table between them. The air was insufferably stale and heavy, and the temperature of the room made it feel as if he were in a pressure cooker.

“I can only imagine how uncomfortable you must feel right now,” the unicorn projected, seemingly unfazed by either the humidity, nor the glare, nor the smell of sweat and griffin body odor. "Care to tell us what you know now?" she tilted her head slightly, an expectant look on her face.

Friedrich shook his head, still adjusting to the light and the lack of food or water he’d been given. “Go… to hell…”

The unicorn let out a mildly frustrated sigh, shaking her head slowly. "Can I be honest with you, Friedrich?" she asked, her tone hardening noticeably from the mildly amicable tone from before. The griffin watched as she stood up from the chair, slowly walked around him. “Is it okay if I call you Friedrich?”

He responded only with a glare, and he could barely manage that much.

"Alright then. I'm going to tell you this right now, my friend,” the lavender agent walked across the room, placing no swagger in her step and simply walking with the obscenely cool confidence she must have developed over what was likely many years in this profession. “I am very, very bad news. Especially for someone like you,” she turned her head slightly, then continued facing the opposite direction. “I am not your friend, I am not your buddy, I am not here to hold your talon or sleep with you if you have a nightmare and I am most certainly not here to help you. I'm here to break you,” she turned and looked him dead in the eyes. “Understand? And if you lie to me..." she paused, holding her hooves under his beak, and tilting his head up so that he could look her in the eyes. "I will not hesitate to hurt you. Do you understand me, Friedrich?"

The griffin growled slightly, his whole body tensing up. The unicorn however, just sighed, shaking her head as she started walking around the room again.

"I just trying to be honest here, Friedrich" she said, her tone growing softer, but still maintaining a sharp edge. "Just because I'm willing to hurt you, doesn't mean I want to hurt you. After all, you decide how you are treated here,” she walked up and put her arm around him, seemingly paying no heed the soggy, sweaty feathers and the stench of an unwashed half bird. “If you are cooperative, then you will be put in a nice, comfortable cell, with books to read and nice air conditioning and music by Coltzart and Beethoofen and not forced to sit in this chair in this hot and sweaty room all day with the lights off and the door closed."

The unicorn sat down again in the chair in front of him, her eyes growing stern again. "But if you are uncooperative, then you'll be stuck here, in the dark, with that music playing all day long," she shifted slightly, adjusting her outfit slightly. "And we also know that, the longer you remain here, and the less willing you are to talk, the more likely I am to be forced to resort to methods that aren't..." she paused, looking down at her hooves as if inspecting them for flaws. "Gentle," she finally said, crossing her arms on the table and looking him directly in the eyes.

"You also know full well that I know that you know what we want to know. Now," she leaned in close, her eyes narrowing and horn glowing and somewhat impressed that she’d been able to say that in one go. "Tell me where Gustav la Grande le Shaw is or else I get..." she took a moment to try and find the right word. “Feisty.”

The griffin narrowed his eyes hatefully. He might be handcuffed to a chair like some sort of common criminal, in a hot, sweaty room with stale air, but he was still a griffin. And not just any griffin, but a Southern griffin. And that meant he would never, ever submit to some weak whelp of a unicorn. Especially some catsuit garbed mare.

That was when she heard him mumble something, as if the past few days in this kind of captivity had placed such a drain on him that he couldn’t even talk right. She knelt her head closer. “What was that?”

“Go fuck yourself,” he hissed, before spitting at the unicorn, hitting her across her eyes and snout. She then looked back at him straight on, her eyes narrowing slightly and her expression becoming like steel.

"I really don't want to do this, but I did warn you...” Although, she couldn’t help but admit to herself that she would probably going to enjoy the following just a little bit.

The griffin was greeted with the pony slamming his head face first into the table, causing him to yelp out in pain. “Ah! You never start wiz ze head! It gets the memories all… how is it your Equestrian bitches say? ‘fuzzy’?”

The unicorn, however, simply lit her horn and scowled at the griffin sitting across from her. In an instant, a rose aura enveloped the haggard griffin, wrapping him against the against the chair tightly and securely.

Just as the griffin was going growl another declaration of defiance, another pony, a dull looking pony wearing a pair of sunglasses appeared in the doorway.

"Hey, Widow,” a somewhat staticky voice filled the air, drowning out the sound of the harsh breathing caused by the griffin prisoner. “There's a call from HQ for you. It has to do with le Shaw."

The agent’s eyes darted towards the doorway, before she took a step back and nodded. "Alright then, Agent Blazer,” she sighed as she answered. “I'll be right there." Releasing the griffin from her magic, she began walking towards the door, feeling a more than slight tinge of irritation that the insulting griffin was going to get away from her questioning. As she came to the doorway, she paused, turning to look at the griffin.

"Just remember, Friedrich. Everypony breaks. Its biology." She then cracked a small smile, “And I was a straight ‘A’ student.” She then slammed the door shut, sending the griffin into darkness.

////////////////////////////////////////////////

Twilight let out a long frustrated sigh, shaking her head in frustration. It had been two days since they had managed to capture Gustav’s current second in command, and that meant two days of constant interrogation and questioning as to his superiors’ whereabouts. Of course it didn’t help that the griffin seemingly was dead set on never revealing what he knew, so, here Twilight was, miles from home in a small and very modest N.E.I.G.H.S. base, trying to get the griffin to finally submit.

“He didn’t talk?” the orange pony next to her asked, looking down on the shorter mare with his pitch black sunglasses.

“No Blaze, he didn’t,” she shook her head at the blue maned stallion. “I don’t know why he’s being so stubborn. I mean, does he like being locked in that room all day?”

“Well,” her subordinate answered. “Maybe he’s into that kind of thing,” he offered as Twilight just stared at him, not at all happy about hearing his unique brand of comedy at the moment. “Sorry, bad joke.”

Twilight just rolled her eyes at the current lieutenant in charge of the facility as she moved the still ringing phone to her ear. “Hello, this is Agent Black Widow. To whom am I speaking with?”

“Agent Widow,” a stern voice responded back. “This is Director Armor.”

Twilight smiled slightly, her brother’s voice always somehow managing to bring a smile to her face, no matter how bad her day might be going. “Hey BBBFF, what’s up?” she asked, knowing that, given their jobs, phone calls usually meant work.

“Well, there seems to have been an interesting development on the potential location of le Shaw,” Shining said, and Twilight raised her eyebrows slightly.

“Really? Because Friedrich isn’t cooperating at all,” Twilight said, glaring towards the steel door across the room and remembering the unfinished business she had with the terrorist on the other side of the doors.

“Not surprising. Le Shaw takes special care on choosing his seconds,” Shining replied tactfully. “But apparently, there is a bread crumb trail indicating he might be operating in Las Pegasus.”

Twilight asked, furrowing her brow slightly. “Interesting, because last bit of info we had placed him in the mountains of South Griffinheim. Why would he be in someplace as populated as Las Pegasus?”

“Intel wasn’t clear on that one, although if I had to guess, it would probably be for the purpose of hiding in plain sight,” Shining replied, the sound of shuffling papers reaching Twilight’s ears. “At any rate Twi, the bread trail in question is Juggernaut,”

Twilight’s eye widened slightly. “Juggernaut? The black market antiquities pony? What does he have to do with Le Shaw?” she asked, jotting down the information on a notepad as she spoke.

“That’s the thing, we don’t know,” the director admitted. “All we’ve got is that Juggernaut was called to Las Pegasus, apparently to speak with somepony known only as ‘Herald’, which we know is an alias of le Shaw.”

Twilight nodded, already looking at the map on the wall to see how far Le Shaw had traveled since his last sighed. Apparently, he’d been able to go from the mountains of central South Griffinheim, to Las Pegasus, Equestria, a journey of over two thousand miles. All in a relatively brief amount of time.

“So when do I leave?” Twilight asked, still studying the map.

“That depends,” Shining Armor said, “Do you have a team ready?”

“Well, there’s me, Spike and Steady Hooves. But I think that’ll cover it,” Twilight replied.

“Well, if you think they can handle it,” he said, still uncertain as to whether or not it would be enough. “Then I’ll send a C-130 to pick you all up,” Shining replied.

Twilight nodded. “Don’t worry Shiny, they can handle it. Just give the order and we’ll be on our way.”

Shining laughed. “That’s my sis, always on top of her game,” he let out a sigh. “I’m sending the word out now. Just remember,” his voice then grew serious. “You have to move quickly. If le Shaw is anywhere near as slick as he’s been in the past, it’s very likely that he’s already gotten wind of us spying on him. I don’t want to lose him again. Understand?”

Twilight nodded, already sliding a door open to prepare her favored weapon, a simple pistol, for the upcoming mission. “Don’t worry brother, unless he’s somehow figured out teleportation or has bribed all of Las Pegasus, we’ll get him,” she answered calmly, checking the sight of the pistol as she did so. “Or my name isn’t Twilight Velveteen Sparkle.”

“All right then. Sounds like we have a plan, just…” he trailed off. “Just be safe, alright LSBFF?” Shining answered, his voice carrying with it a sense of concern. “Shaw’s at least as dangerous as the Red Skull was and I don’t want to have be the one that chokes up at your funeral.”

Twilight smiled, cocking her gun, affectionately named ‘Susan’. “Always, brother.”

////////////////////////////////////////////////

Agent Spike Pendragon was by no mean a lazy agent. In fact, he was probably one of the most dedicated and dauntless agents in all of N.E.I.G.H.S.. However, just because he was dedicated, didn’t mean he didn’t enjoy the times he was able to catch a few extra minutes of sleep. Yes the cot he was sleeping on right now wasn’t exactly a soft, comfy mattress in a five star hotel, but it was still better than nothing, and that was enough for him.

“Up and at ‘em Spike!” came a voice, followed by a sharp prod at Spike’s side, causing him to bolt upright and accidentally roll off the cot and onto the floor.

“Bualadh craicinn!” he spat, shaking his head as he tried to get his bearings. He looked up to see Twilight standing over him, a bemused look on her face.

“Spike how many times have I said that I don’t like it when you curse?”

Spike rolled his eyes. “Sorry Twilight, it’s just that you startled me. Why’d you wake me up anyways?” he asked, getting up and stretching out slightly.

Twilight nodded, “Well, either way, get ready. Shiny’s sending a Hercules over to pick us up and fly us to Las Pegasus.”

“Really?” Spike said, raising an eyebrow playfully. “Has he finally listened to me about letting us have some fun for once?”

Twilight rolled her eyes, “No. And anyways, this job is fun, and you know you love it.”

Spike laughed, “Yeah, I know, but still. Always wanted to visit Las Pegasus. Can you blame a dragon for wanting to take a vacay?”

Twilight shook her head, “No, I can’t. But in all seriousness, we’ve got intel that our so called 'Mastermind' is hiding out there. So get Steady Hooves up so we can get to it.”

Spike nodded. “Sure thing Twi,” he turned towards the cot across from him. “Hey, Steady Hooves, you up?”

“I’m moving, I’m moving,” came the voice from under a nearby cot’s sheets. Up popped a rather short looking pegasus with a messy mane. “So, we’re heading to the jewel of the San Palomino Desert to stop some bad guy?”

Both Spike and Twilight nodded. “Seems to be the case,” Spike said, getting up to start packing his bags.

“Well not just any bad guy Steady Hooves, but Gustav la Grand le Shaw. He’s one of the top brass for South Griffinheim’s secret police and their intelligence organization. Has links back to HYDRA as well.”

Steady Hooves shook his head. “Damnit Twilight, I’m a doctor first and foremost, not a historian.”

“Thanks Bones,” Spike chuckled. Steady Hooves merely shot him a look as he got out of his cot.

“I thought I told you not to call me that,” he grumbled, “Adventures in Time and Space is better anyway.”

Spike turned and glared at Steady Hooves, “To Boldly Go is the best thing on television right now, admit it.”

“Oh please… The Doc and his friends beat The Harmony and it’s crew any day of the week.”

That sent the pair into yet another of their characteristic debates on the merits science fiction television programs. All the while Twilight shook her head, a smile on her face.

“Come on guys, bury the hatchet. Let’s get ready. The C-130 should be here within the hour.”

Author's Note

Well look at this!

An early Christmas present for you all!

A NEW CHAPTER!

Anyways, on to the various analyzing and my notes:

Alrighty, before you all start screaming that I'm having Carrot Cake acting all OOC, just remember, first, this is an alternate universe, so characters acting differently is nothing new. Second, he was tortured for five years, and hasn't really had anyone to help him cope with his anger and pain right now. So obviously he's on the angry and violent side. Yes, I will attempt my best to address it and the like, but also remember, he's Magneto here, so...villain.

In the case of Twilight, she's my Black Widow, and, as you saw with Spike, she's still able to be friendly and nice. It's just that she takes her job seriously, and if that means beating the crap outta of griffins or other POWs to get information, then so be it.

Now time for references:

Wyremland is basically my universe's Ireland, Switzerland and Argentina. Nice people who are very gregarious (Irish), run by greedy bastards (Switzerland) and also a safe haven for people of....suspicious backgrounds (Argentina). Let it also be known that Wyremland is also an island, and has a habit of not getting involved in any wars, but happily providing a place for people to hide their money (i.e. Swiss bank accounts). Have I mentioned I don't like Switzerland?

Also the name of the village, Smaugton, is a rather blatant reference to SMAUG the most badass dragon EVER.

And now for Twilight's interrogation scene, which is heavily inspired by the opening interrogation scene in Zero Dark Thirty, which is one of my favorite movies, and also totally badass.

As for the references to the C-130, don't get confused. In my universe, both airplanes and zeppelins co-exist in harmony, it's just that civilians use zeppelins more then airplanes, since at least one third of the population can fly under their own power for long distances (pegasi), and another third can simply teleport themselves where they need to go with necessary training (unicorns). In the case of the military though, for efficiency reasons, they use more airplanes (are faster, carry more weight easier and can cover large distances just as fast, if not faster, then any zeppelin).

Also, that random babble Spike shouted when he fell out of bed is Gaelic for "fuck". The more you know!

Act I - 05 - A Fire in the Sky

Act I:
“In the Beginning”

Chapter Five:
“A Fire in the Sky”

Las Pegasus, November 1975:

“Did you hear the news/it came across the air today/Someone has been found/on the rocks down in the-”

“Spike, will you please turn that music down?” The car skidded to a halt, sending the gentlecolt in the back seat bouncing forward. “We are trying to have a surveillance operation here, not a rave.” Twilight commanded, giving Spike a glare. Spike gave her a disappointed look, before leaning forward and turning the music down.

“Better?” he asked, irritation creeping into his voice as he crossing his arms and raising an eye ridge. Twilight nodded.

“Much. Thank you, Spike.” She replied, turning her attention back to the pair of binoculars she was holding and the Valkyrie Casino across the street. Through the binoculars, she could see dozens of ponies, milling about the entrance of the casino, all dressed in outfits that indicated either wealth or mob ties, though probably both for many of them. One pony in particular seemed to stand out from the rest, however.

He was a dark brown pegasus stallion, whose body seemed to be built like that of a brick wall. He had a sandy colored mane sticking out from underneath his well worn baseball cap. He carried himself with a gruff and disheveled aura, and seemed to actively shove others out of his way.

A sly grin spread across Twilight’s face. “Well, hello there...” the agent mumbled with keen sense of satisfaction. “Gentlecolts?” she said, looking back at her two compatriots. “We have found our stallion!”

Spike turned to look out the window in the direction Twilight was looking, pulling out binoculars of his own. Spike raised an eye ridge.

“Who?” the drake tried to get a better view. “That big oaf in the baseball cap? The only one without a tux?” he asked, and Twilight nodded.

“That’s the one. Seems like he’s gotten a free ticket in there too…” she replied, trailing off somewhat as the oafish stallion was allowed entrance to the casino. The door closed, cutting off the view they had and instead replacing it with highly reflective glass.

“So...what’s the plan?” Spike asked, setting his binoculars down and scanning the area around their car to make sure no one was watching. Twilight set her own binoculars down and leaned back in her seat, still keeping her eyes fixed on the bright lights of the casino. She furrowed her brow slightly, scanning the building for potential entrance ways. From what she could see, every entrance seemed well guarded, with rather obvious security guards standing by the door, checking every guest.

“We’re going to infiltrate.” She finally answered, leaning forward slightly to lean on the steering wheel slightly. She bit her lip slightly, organizing a plan in her head. “Me and Steady are going to go in. Spike, you stay here with the car, keeping watch.”

“Why me? Why can’t Steady guard the car?” Spike asked, raising an eye ridge. Twilight glanced towards Spike and then back towards the casino.

“It’s because you’re a dragon, Spike,” she rolled her eyes, disappointed at him for needing it to be explained. “How many dragons do you see walking around outside of Wyremland? That aren’t mercenaries?” She answered, looking towards Spike again. She noticed his expression grew somewhat downtrodden, and he crossed his arms, looking down at his feet. Twilight sighed, leaning back in her seat again.

“Look, Spike, trust me, you know that, in any other situation, I’d have you right there with me. But right now, we have to be as subtle as possible, and, unless we make up a story about you being some sort of ambassador from Wyremland they’ve never heard of, then it’s very likely we’re going to be found out and things will go downhill faster than a lead zeppelin,” they both smiled.

“No, mommy,” Steady Hoof began to say loudly, kicking in his sleep. “Don’t put the fizzies in the root beer, it gives me a stomach ache”

There was a brief, awkward silence before Twilight opened her mouth again. “Anyways, if something does go wrong with me and Steady, at least I know that you have a chance of getting out safely. Understand?”

Spike nodded, his expression still somewhat glum. “Yeah...I understand,” he sighed, ironing out the wrinkles in his jacket. “Any idea what you and Steady’s backstory is going to be?”

Twilight shrugged slightly. “I don’t know yet. Probably something really simple.”

“Guess I’ll wake him up then?” Spike asked rhetorically, and Twilight nodded.

In the backseat, having been asleep for the past five or six minutes, was Steady Hoof. Twilight couldn’t blame him for trying to catch a few winks, since he had been the one tasked with arranging the hotel room, the supplies and the car. He had been up since the night before, and was now apparently trying to catch up on his missing sleep.

Spike reached an arm around his chair, gently poking the sleeping pegasus. “Hey, Steady Hoof. Wake up dude.” he said, and Steady Hoof groaned, shaking his head and dragging himself up from the seat.

“Blegh...what is it? Any breakthrough?” he asked, rubbing his eyes and blinking to clear away his sleepiness. Both Spike and Twilight nodded.

“Yes,” Twilight said, refocusing her attention out the window. “Just saw our friend, Mr. Crate, step inside that casino over there.” she said, motioning towards the Casino. Steady Hoof nodded.

“So what’s the plan?” he asked.

“We infiltrate.” Twilight answered. “You and me go in, Spike stays with the car. Sound good? Figure we try the married couple idea.”

That was when his eyes burst wide open and showed an ear to ear grin, unbefitting of a stallion who’d only just then woken up from a several hour nap. “Absolutely… Misses Steady Hoof,” even his voice could barely contain the joy of going through that classic plan once more, throwing his arm around his boss.

Twilight forced a smile, knowing that, by the end of it all, she may have regretted not taking along the dragon ambassador that nopony has ever heard of.

//////////////////////////////////////

Twilight and Steady Hoof walked towards the casino, with Twilight in a simple black dress and Steady in a tuxedo.

“Alright, do you remember our cover?” Twilight whispered as they neared the entrance. Steady nodded.

“Of course. I’m an investor in steel mills, and I’m taking you, my beautiful darling wife, here to enjoy our anniversary in one of the suites upstairs.” he answered smoothly, puffing his chest out slightly. Twilight let out a small sigh of relief.

“Excellent. Here’s the security guard,” she replied as they came to a stop in front of the sunglasses wearing earth pony stallion standing in front of them.

“State your business,” the security guard stated bluntly, his eyebrows lowering as his head moved between the pair. Steady smiled smoothly, before clearing his throat slightly.

“Why hello there sir!” he said in a very convincing Trottingham accent, reaching into his tuxedo pocket and pulling out a small business card. “I am Steel Shimmer, and this wonderfully beautiful mare with me is my wife, Sunset Shimmer.” he said, motioning towards Twilight, who couldn’t help but allow her eyebrows to lower ever so slightly at the sound of her alias.

The security guard, meanwhile, looked down at the business card, studying it closely before handing it back to Steady Hoof. “Seems legit. You may enter.” he stated gruffly, and Steady Hoof smiled.

“Thank you very much, my good friend.” he said, slipping the card into his tuxedo and putting an arm around Twilight. “Come, my darling. Our evening awaits us,”

Twilight gave him a broad, shining smile and a peck on the cheek. “Oh, Steel, you spoil me,” she tittered, intentionally making her voice sound as airy and empty headed as possible.

“Think nothing of it,” Steady said, before striding into the casino. As soon as they stepped inside however, Twilight leaned in close to Steady Hoof.

“Sunset Shimmer? Seriously?” she whispered harshly. “We sound like a bad spy movie.”

Steady gave her a smile. “Oh come on Twilight, think about it. We are, in fact, spies! Those kind of names are perfect for our line of work!” His snickering trailed off slightly as Twilight deadpanned. “Besides, it’s the perfect cover because no one will expect anypony with names that actually sound that much like they were from a bad spy movie to be real! It’s the perfect cover!” Steady added, but Twilight maintained her glare.

Steady let his shoulders sag and his smile fade. “Alright, fine, so it wasn’t the best name, but come on, it worked for what we needed. Do you have the two-way in your purse?” he asked, and Twilight nodded.

“Of course, dearie.” she replied, putting an intentionally saccharine inflection on the last word. She reached into her purse with her magic, holding up the two-way radio. She slipped it back into her purse, and the pair entered the main area of the casino. I feel like I’m in Get Smart, she thought to herself, doing her very best to keep the bitterness from showing on her off violet face.

Both Twilight and Steady’s eyes widened at the sheer opulence before them. All along the walls were ornate and highly detailed murals and reliefs that seemed to focus on scenes from ancient Equestrian Mythology, ponies with great swords and shields holding the line gallantly against the endless forces of the monstrous changelings. Millions against thousands, but still they were unyielding to the very last Equinsgardian, from Beatrix, to Odin and Siegfried and Thunderlane and even Celestia. Twilight knew that they were just myths, but she had to admit, even as much as she preferred to think with pure logic, she did find something inherently captivating about that particular brand of lore as a whole, viewing Celestia with as much veneration as she possibly could for a mythological figure.

“Kinda obsessive don’t you think?” Steady asked, leaning against a pillar, evidently modeled after the serpent and topped off with a statue of Beatrix, the Trickster, gazing up at the ceiling. “I mean, I like old myth just as much as the next guy, but don’t you think this is kinda much?”

Twilight shrugged, trying to hide her veneration for the casinos design. “Not our concern right now. Our concern is, however, finding what Gustav wants with Crafty Crate.” she answered rather bluntly, looking around for the massive pegasus from before. “And there is our friend right now.” she muttered, motioning towards the room that Crafty Crate had just entered. Steady Hoof nodded.

“The Muspelheim Room? That sounds rather overdramatic don’t you think?” he asked, and Twilight nodded.

“Well, that only fits in with the rest of the design…” she trailed off, spotting a female porter heading for the same room. Twilight smiled slyly. “And I think we have our way in...” she added, already making her way towards the porter.

“Stay safe dearie,” Steady Hoof called out, waving over dramatically as she left and Twilight spun on her heels smoothly to face him.

“Of course, Sunshine! I love you!” she replied with a titter, taking no small pleasure in seeing Steady Hoof struggle to keep a straight face at her over-the-top endearment, making silent promises in the back of her mind for vengeance against her subordinate, already planning what she’ll do to him when they got back to the base.

She then refocused her attention on the porter heading for the Muspelheim Room. As she walked, she causally levitated a wine glass off a passing waiter, a plan already forming in her mind. However, her plan ground to a halt when she noticed the distinct uniform the porter was wearing.

Dammit. She thought, quickly gulping down the wine and setting the glass down on a random table as she passed. Time to recalibrate the plan then… she thought, already sizing up the porter, hoping that the other pony’s uniform would fit her own body.

The porter veered around a corner, pushing her way into the hectic kitchen. Undaunted, Twilight followed, pushing the dual swinging doors asides, and weaving her way through the controlled chaos of the casino’s rather sizable kitchen. The porter pony came to a stop in front one of the chiefs, quickly babbling out an apparent meal for whomever was in the Muspelheim Room in Prench. The chief nodded, heading back to his respective position to supposedly cook the meal.

Twilight seized the opportunity, making sure to grab a nearby open bottle of salad dressing off the table and, in one smooth motion, ‘accidentally’ spilling it on the porter’s uniform.

“Regardez-le!” The porter spat, giving Twilight a death glare as she attempted to clean off the dressing from her uniform before it stained it. Twilight was quick to levitate a cloth of her own, dabbing it on the porter’s uniform repeatedly.

“Je suis désolé, je ne voulais pas que répandre sur vous,” Twilight said, her voice deeply apologetic. The porter however, greeted her profuse apologies with a vengeful glare, before brusquely stalking away towards the bathrooms, angrily muttering the whole while. Twilight waited a few seconds, feigning sorrow, until the bathroom door shut. Twilight then strode over to the bathroom, slipping inside.

The porter was standing over the sink, still muttering and dabbing a paper towel on her uniform. She looked into the mirror, spotting Twilight standing at the other side of the room.

“Que voulez-vous? Vous ne voyez pas que vous avez ruiné ma journée assez?” The porter grumbled. Twilight feigned a blush.

“Encore une fois, je suis désolé, je viens de présenter des excuses…” Twilight said, her horn glowing softly as she prepared a spell. The porter scoffed.

“Apologize mon flanc! Vous ne savez pas combien coûte cet unifo-” The Porter’s rant was cut short by a blast of magic to her face, causing her to fall unconscious and flop down to the floor with a crash. Twilight smoothly trotted over, propping the unconscious earth pony up against the wall.

“Encore une fois, je suis très désolé, mais j'ai un travail à faire.” she said quietly, stripping the porter of her uniform and donning it herself. Thankfully, it fit just fine, despite being just a little bit loose around the chest. Twilight cast another glance down to the unconscious earth pony, leaning down to give her a quick pat on the head.

“Dormez bien, d'accord?” she whispered, before spinning around to check herself in the mirror. She quickly cast a spell to make her coat color two tones lighter, applying the same spell to her mane. She then walked out of the bathroom, heading directly for the chief whom the porter had been speaking with. In one smooth motion, she levitated the platter of food from the chief, striding out into the casino, and heading straight for the Muspelheim Room.

//////////////////////////////////////////////

“Mr. Crate, take a seat,” Gustav said, amicably motioning towards the large couch sitting in the center of the room. The big brown pegasus nodded, plopping himself down rather unceremoniously. Gustav meanwhile, walked over to the bar, pouring two drinks. In the background, a pale lavender unicorn walked in with a platter of food, setting it down on the table and walking out without a sound.

“So, Mr. Crate…” he began, closing the bottle and placing it under the counter. “What information do you have that could ever peak my interest?” he asked rhetorically, lighting up his cigar. He walked over to the couch, setting the drinks down on the glass coffee table in front of Crafty Crate.

“Well, Mistah Shaw, since we’s is in the Muspelheim Room, I figurah we talk ‘bout somethin’ that has ta do with flames. Tell me, do ya know anythin’ ‘bout Hephaestus?” Crafty Crate replied, pulling out a cigarette of his own and setting it alight.

“God of the forge. Skrosian mythology I believe.” Gustav answered, exhaling a thick cloud of smoke. “Why? Whatever could that have to do with my interests?”

Crafty Crate smiled. “Well, have ya ever heard of the Fire Star?”

Gustav tapped his talons on his knees. “I have, but I do not dabble in myths, Mister Crate.”

“Well, yer gonna wanna start dabblin’ after taday!” Crafty Crate tipped his hat.. ”Ya see, accordin’ to legend, it was the object that fed the magical flames of his forge. Apparently, it could make anyone who could hold it more powerful by refining their present abilities tenfold. Interested?”

Gustav leaned back in his chair, raising his eyebrows. “Do you have such a treasure?” he asked inquisitively. Crafty Crate shifted in his place slightly. “Because, if not…” the griffin began to scratch his talons against the fine mahogany table between him and his momentary associate.

“Um, well, not exactly. I don’t have on me right now, but what I do have, Mistah Shaw,” his eyes began to glow with a sort of malevolent child like wonder. “Is part of a map. I came here hopin’ youse had somepony who could read ancient Skyros.” he said, his voice growing somewhat evasive as he spoke. Gustav arched an eyebrow.

“perhaps I do, maybe I don’t. I can’t be sure of that until I know what you're speaking of is real, Mister Crate.” he asked rather incredulously, leaning forward slightly. Crafty Crate sat up a little, his body noticeably tensing up. “But, if you cannot provide me with anything else other than a map that could just as easily have been a fake, then I will have to-”

“I don’t deal in fakes, ya stuff shirt prick!” Crafty cut him off indignantly at the suave owner of the casino. “I deal in the real. If I didn’t, my whole little business would be kaputs.” he said, pointing an accusing hoof towards a bemused Gustav. “Now, do ya want tha map fragment or not? ‘cause if ya don’t, I’ll gladly take it ta somepony who actually believes me, and not some stuck up beak-faced chicken-cat who likes to dress in fancy suits.”

Gustav’s eyebrows lowered. “‘beak faced chicken-cat?’” he asked. “Is that what you just called me?” he pressed, his tone growing angered. “Why should I be blamed for wishing to know that you’re telling the truth, and not just wasting my time with your silly little game?”

“Silly little game?” Crafty Crate asked, blinking in shock. “What would I have to gain from lying to ya? Lose all my money? Because I ain’t fuckin’ about to let that happen, bud. I got papers datin’ back to the 1300s on the Fire Star. I. Ain’t... Lying.”

Gustav held up a talon. “Easy now, Mr. Crate. That was the piece of information I wanted to hear. Now, what proof is there asides from your documents that this gem exists?” Shaw let out a chuckle. “Perhaps you should have led with that from the very beginning?”

Crafty Crate let out an angry huff, before holding up a small amulet that was hanging around his neck by a small gold chain. “I’ve got a shard of it right here, Mister Shaw. And this little itty bitty piece is all I need to make sure ya don’t up and make me think I’m melting or turned into a fish.”

Gustav’s expression changed from one of inquisitiveness to outright impressed. “Well, well, well! Color me impressed! How did you know I was trying to play my trick on you?” he asked with a slight chuckle, tilting his head inquisitively. Crafty let out a snort.

“I heard it through the grapevine, ‘kay? Also, ya’ve been starin’ at me funny ever since ya first asked about the gem. Only psychics stare like that when they’re tryin’ to mess with your head.” he replied tersely. “Call it ‘personal experience.”

Gustav stood up, smiling broadly. “Well then, I must give you credit,” he said, his eyes now fixed directly on the amulet. “You said you were able to block my powers from just a shard? That is most impressive,” he clapped his talons together. “Most impressive indeed.”

“So do we have a deal?” Crafty asked, and Gustav nodded.

“This operation is a risk worth taking, yes…” he trailed off. “Do you happen to be active in the actual recovery of the object in question as well?” he added, arching an eyebrow slightly. Crafty nodded.

“Yeah, but that’ll cost ya extra. Why?” he asked, looking up at Gustav with a raised eyebrow. Gustav smiled.

“Excellent, I believe this will cover any costs,” he replied, reaching into his coat pocket to pull out a bag of coins, dropping it into Crafty’s extended hoof. “I know that doesn’t look like much, but if you look inside, you will see that it’s one-hundred percent gold. It is the equivalent of a hundred thousand bits right there.”

Crafty’s eyes practically lit up with greed. “Wonderful….where do you want to make the final song and dance?”

“The next meeting?” confirmed, stroking his mustache. “I believe my yacht in San Franciscolt will suffice. The Tempest. Next month. Be there, understand?”

Crafty Crate nodded, standing up to shake Gustav’s talon. “Perfectly, Mr. Shaw. I’ll be there.”

Gustav nodded. “Good, good. Now, my assistant will be escorting you to the location of your choice, is that suitable.”

Crafty Crate looked around the empty room. “Um...what assistant? I don’t see anypony--” he was halted by Gustav holding up a talon.

“Oh Marie! Marie, come here please!” Gustav called out, and there was an explosion of red smoke in the center of the room, revealing a blood red earth pony with a dark brown mane, dressed in a deliciously tight little black dress. Her eyes darted towards Gustav sharply, and her general aura was one of a bomb just about to go off.

“Yes, Mr. Shaw?” she asked, “What do you need?”

“Please take our friend, Mr. Crafty Crate here, to wherever he wishes,” he set his talon on her shoulder, smiling down on her. “Is that understood?”

“Yes, Sir,” The red mare nodded, her eyes darting towards Crafty Crate before smiling seductively.

“Hey stud. Where do you wanna go?” she asked, arching an eyebrow. Crafty Crate blinked, still apparently trying to wrap his head around the mare’s sudden appearance.

“Well--I--the slut machi- SLOT MACHINES!” he replied, giving Gustav a questioning look. The red mare nodded. “I mean slot machines!”

“Sure thing. Crafty. Grab on,” she said, reaching over and taking Crafty Crate’s hoof in her own, and, before Crafty had a chance to protest, vanished in another cloud of red smoke, leaving Gustav alone in the room. “To anything you want.”

///////////////////////////////

Now, Twilight Sparkle has been in many places. She had seen many things most ponies wouldn’t believe, and would often react with a simple shrug and keep going. She had done many things, and met hundreds of ponies. She had known Captain Equestria herself, and had crafted a potion that basically stopped aging from scratch.

But all that still didn’t explain how the blood red earth pony mare had somehow managed to appear out of thin air, before vanishing again, all in a billowing cloud of brimstone scented smoke. Pretty much the only thing keeping her from completely breaking character was the pony had been named Marie, and not some strange, archaic combination of letters and sounds.

Okay...so it’s not a demon...hopefully… she thought, swallowing slightly. She was wondering if she could excuse herself from the room when Gustav snapped his talons, motioning for her to come closer. She quickly took a breath, slipping back into character as a waitress.

“What do you need sir?” she asked, making sure her voice was coy and innocent sounding. Gustav glanced towards her out of the corner of his eye.

“What’s on your tray?” he asked, idly leaning down to take a sip of his drink.

Twilight glanced down at her tray to reacquaint herself with its contents. “We have Port wine. A 49 vintage,” she replied, looking back towards Gustav, who seemed to be checking his wristwatch.

“Excellent. We will take it. Do you have any smokes?” he added, still seemingly distracted by other things in the room, such as the supposed dust that lined the cushion.

Twilight was about to say no before noticing the rectangular pressure from the uniform’s right breast pocket. She opened the pocket, pulling out a small box of cigarettes with her magic.

“Will these do sir?” she asked, holding the box up. Gustav eyed the box briefly before smiling.

“Yes. I believe they will do just fine.” he said, taking the box from her. Twilight relaxed somewhat, preparing to turn and leave, but Gustav unexpectedly reached out, putting a finely manicured talon on her shoulder.

“Here,” he said, reaching into his jacket pocket and slipping something into her now empty breast pocket. From their shape, they seemed to coins. “Have a tip,” Gustav continued, his golden eyes looking directly into Twilight’s. “Because, dearie, you didn’t see anything.”

Twilight could feel the subtle energies of Gustav’s suggestion seep into her mind, attempting to cloud her senses and make her forget what had just happened. Luckily, Twilight, being the type to prepare herself against such attacks, resisted the influence. However, she still needed to play the part, so, she allowed her eyes to go unfocused for a brief moment before repeating what Gustav had said.

“I didn’t see anything.” she droned in a low monotone voice. Once that was done, she shook her head as if to clear it, before looking directly at Gustav, putting on a chipper and happy look. “Why hello sir, would you wish for a--” she paused to regard her empty drink tray. “--or maybe you’d care for a--” she reached her hoof to her right breast pocket to find it empty besides the coins. Twilight blinked rapidly, pretending to be confused.

“I-I’m so sorry, sir, I don’t know how it’s possible I didn’t notice I was out of everything. And I have no idea where these coins came fro-” her explanation was cut off by Gustav raising a talon.

“Oh no worries. You just had a little fainting spell is all. The coins are your tip. Just take it easy, and maybe even take the night off, eh?” Gustav smiled. “Just tell your boss a friend of Al’s okayed it. Understood?”

Twilight nodded with feigned dumbness. “Why thank you sir. I wish you a pleasant evening with you and your guests.” she said, turning around and walking out of the Muspelheim Room as calmly as possible, which was, deep down the opposite of how she was feeling.

////////////////////////////////

Steady Hoof always managed to find something enjoyable to do while going undercover, but even he could admit that it was always annoying when Twilight would stride off, change outfits and crafted an entirely new disguise without telling him. It always complicated things, and complicated plans, more often than not, lead to trouble.

However, whatever Twilight’s disguise had been must have worked, as she could be seen slipping out of the Muspelheim Room seemingly unharmed and unruffled. That is, until she came closer, where Steady could see her expression was one of incredible unease.

“Twilight what’s wrong, you look a little pale?” he whispered as she came to a stop in front of him, dressed as a waitress. “Why are you dressed as a waitress?” He paused for a moment. “And why do I like it so much?”

Twilight simply waved a hoof, ignoring her partners fetish. “Needed to get into the room. I’ll go change, because Mr. and Mrs. Shimmer need to leave right now. Understand?”

Steady Hoof nodded. “Sure thing. Do you remember where you stashed your old costume?”

Twilight nodded, briefly tapping to her left breast pocket. “Right here. Shrinking spell. Give me two minutes.”

Steady Hoof nodded, and Twilight quickly strode off to a nearby bathroom, emerging exactly two minutes later in the same black dress she had been wearing when they came in. “Let’s go.” she said.

Moments later, a very pale looking ‘Mrs. Shimmer’ and a deeply concerned looking ‘Mr. Shimmer’ were walking out the exit. Just as they were about to reach the guards, Twilight leaned against Steady Hoof overdramatically.

“Food poisoning,” Steady Hoof told the guard, who nodded to allow them to pass, muttering a half-hearted apology. They made a beeline towards the car, making sure to make as convincing a show as possible. Spike leaned out the car window, a surprised look on his face.

“What’s wrong with Twilight? I thought you were supposed to have her back?” he asked as he opened the door for Twilight to plop herself into the backseat.

“We had to separate in the hallway. She went in as a porter and wouldn’t let me follow.” Steady replied, plopping into the front passenger’s seat as Spike started the car. The car smoothly drove forward, with Spike glancing back into the rear view mirror.

“You alright Twilight? Look a little off.”

Twilight looked into the rearview, having already slipped out of the black dress and undoing the ponytail her hair was in. She shook her head.

“No, it’s alright, Spike. Just get us to the airport okay. Steady give me that radio. I have to talk to Shiny,” she said, containing her panic, with Steady nodding and reaching for the radio, as Twilight leaned back into the backseat, letting out a long, cleansing breath and looking out the window, already trying to piece together whatever the hell it was that she had seen. Whatever Gustav was up to, it was obviously something big.

But what? She thought, taking the radio Steady was holding out for her, and readying herself to call Shining.

Author's Note

Okay first off, here's a translation of the french dialogue in this chapter:

"Regardez-le!"="Watch it!"

"Je suis désolé, je ne voulais pas que répandre sur vous,"="I am so sorry, I didn't mean to spill that on you,"

“Que voulez-vous? Vous ne voyez pas que vous avez ruiné ma journée assez?”="What do you want? Don't you see that you've ruined my day enough?"

“Encore une fois, je suis désolé, je viens de présenter des excuses…”="Again, I'm so sorry, I just came to apologize"

“Apologize mon flanc! Vous ne savez pas combien coûte cet unifo-”="Apologize my flank! You do not know how expensive this unifo-"

“Encore une fois, je suis très désolé, mais j'ai un travail à faire.”="Again, I am very sorry, but I have a job to do."

“Dormez bien, d'accord?”="Sleep tight, okay?"

And there ya go. For anyone who doesn't speak or read french. Thank you Google Translate.

Act I - 06 - School's Out

Act I:
“In the Beginning”

Chapter Six:
“School’s Out”

“Here ya go, Miss!” a brown pony with a bowery accent began “Canterlot University!” he announced, his voice injected with much enthusiasm. He opened the door to the cab as the white unicorn stepped out, quickly bundling herself up in her coat. She passed some bits to the cabbie, who took them and proceeded to drive off.

Fleur had to admit it, the campus was quite a sight to behold. Housed in an old wing of the massive castle that dominated the mountainside, the ornate columns and flying buttresses gave the campus an expansive and noble and dignified aura, feeling more akin to a temple than a simple college.

The older mare trotted across the campus, taking note of how the snow had come early this year, creating a thin sheet of pristine, natural crystals all around her, a serene sight only further complimented by the pair of musicians singing an old folk song on the corner. Fleur smiled, having already developed a taste for this eras music more than most, and she had always had a soft spot for live musicians. She trotted over to the musicians, chipping a bit into the upturned hat that already had a few coins. The musicians nodded towards her gratefully, and she nodded slightly in return, before turning to scan the campus around her.

“Where is that girl?” She asked aloud, narrowing her eyes slightly to try and locate the mare that had promised to met her.

“Fleur! Hey Fleur!” came a high pitched voice, merged with the ringing, if not slightly annoying sound, of a Detrot accent.

Unaware of her growing smile, the tall unicorn turned to see a light blue earth pony mare galloping over to her, dressed in a brightly colored striped sweater, emblazoned with a great, fiery letter ‘C’, which Fleur recognized as the coat of arms for the Canterlot University Paladins. Her equally colorful if rather long scarf billowed behind her and her fluffy pink mane was done up in an almost cotton candy-esque hair do.

“Cupcake!” Fleur beamed, running up to greet Cupcake with a tight hug, a sign of affection she was normally tend to avoid. “How are you? How have you been?”

“Good, great even!” Cupcake answered, stifling an excited laugh, her breath coming out as small puffs of smoke in the cold. “I’m about halfway through my thesis, so hopefully I’ll be able to submit it in March if everything works out the way that it should, you know?” She allowed herself a pleased smile before shrugging slightly, “But what about you, Fluer? I mean, I knew you were coming, but Mom and Dad didn’t really fill me in on the details."

Fleur responded with a sly grin, “Oh? Why? You couldn’t just take a peek into their heads?”

Cupcake rolled her eyes. “Fleur, you know I can’t hear thoughts from that far away. I’m not that good…” She looked upward at the sky for a moment. “... at least not yet,” she added with a slight touch of excitement. “And besides, you know I don’t like to do… that,” she looked around, apparently hoping no one would hear their conversation. “To family, especially Mom and Dad. What does on in their minds is their business.”

“Well!” Fleur scoffed playfully, making her voice sound as overwhelmingly posh as she could. “Mom and Dad will be sorely disappointed to know that they spent all that money to send you to this fancy school and you learned nothing of value.”

Cupcake rolled her eyes, “Says the pony who until now avoided university like a plague.” Fleur countered with a playful punch to the arm, causing Cupcake to laugh. “What was it you said your reasons were? Book learning-”

Fleur shook her head with a warm smile. “Can only get you so far,” she laughed as she completed her little sister’s parroting of her own favored expression. “And let it be known that I still stand by that assertion, Cupcake, but I digress,” she looked warmly at her sister, moving some stray pink hair from her blue eyes. “Sweet Celestia, you have grown up so much from that scared little filly that hid behind my legs for protection, haven’t you?”

Cupcake smiled, her eyes darting about bashfully. “Oh thanks, Fluer,” she looked down, trying to keep her blushing from being noticed. “I mean tha-Hey!” she stopped, laughing. “You still didn’t answer the question Fleur! Come on! Stop procrastinating! Why are you here?”

Fleur smiled, “Alright, alright. But only because you’re so insistent. Apparently we got caught in the crossfire of a war between spiders and wasps, so the house is getting fumigated.”

Cupcake’s face contorted in horror. “Spiders and wasps...” she repeated, her eyes widening. “And wasps are like… spiders that can fly…”

Fleur nodded. “Mhmm, yes, so I will be bunking with you. Grandfather did not want me.”

“What?” Cupcake gasped, shocked. “Aren’t Mom and Dad staying at his place?” Cupcake pushed further. “Why wouldn’t Grandpa want you around? You’re great!”

Fleur nodded with a smile. ”I know, right? Who wouldn’t want me around? But in all seriousness…” she trailed off, taking a breath. “It seems that our beloved patriarch simply views me as a leech to his fine name, or some such. He said I was an ‘incorrigible strumpet of a mare who only brought lewd and lust-addled stigma to the family name.’”

“Well...Grandpa is old fashioned, Fleur...” Cupcake replied, giving her an apologetic. Fleur snorted.

“Oh don’t take offense Cupcake. I’ve been called much, much worse since before you grandfather was nothing more then a gleam in your great-grandfather’s eye. No skin off my muzzle.” she said, flipping her hair. Cupcake opened her mouth to respond, but instead closed it, instead turning to idly watch a bird.

The pair continued to walk through the campus, not saying much as the conversation died away for a time, both simply enjoying the late autumn day. Cupcake’s eyebrows rose unexpectedly, and she looked towards Fleur.

“Oh, I forgot to ask… did you happen to bring… you know…” she halted, looking around suspiciously before leaning close to Fleur, invading her personal space as any junkie worth their needle would. “The stuff?”

Fleur rolled her eyes and reached into her saddlebags, pulling out a golden and blue aluminum tin. “Yes, I brought the butter cookies, you addict.”

“Oh don’t give me that,” Cupcake said, playfully snatching the box from Fleur’s hooves. “It’s not my fault that mom didn’t teach me the secrets of the butter cookies.” she said, opening the box to gaze in awe at the golden cookies inside.

“Of course it’s not your fault and the brownie incident with the electric kettle has nothing to do with it,” Fleur said with a sly grin. They both burst out laughing but it died rather swiftly and the pair set about walking again. “I think we can all agree that her not giving out the source to your passion and poison was heaven sent to all involved, my dear, sweet Sister.”

“Hmph,” the shorter mare mocked as she stuffed a cookie in her mouth, apparently content to forget the argument from moments before and instead bask in the taste of the cookies. Fleur simply rolled her eyes, looking around at the campus as she sat down. The two musicians had moved on to another location, but Fleur could still hear them playing in the background

“It hasn’t changed that much since I was last here,” Fleur said, her voice taking on a nostalgic tone. Cupcake paused, glancing at Fleur. “Still so elegant and dignified.”

“Really? When were you here last?” Cupcake asked, keeping her voice nonchalant. Fleur shrugged her shoulders indifferently.

“Oh, awhile ago, that’s for sure.” She lifted a finger to tap her chin. “Let’s see… back when I came here, they were still teaching Humorisim as science…”

Cupcake’s eyes widened slightly and she couldn’t help exclaiming, “SERIOUSLY?”

Fleur simply laughed, “Honestly, Cupcake it never gets old shocking you with my five hundred years of experience,” she gave her sister a playful push. “And, you wanna know the best part?”

“What?” Cupcake’s eyes went wide.

“You will never know if I am telling the truth about it or not ,” Fluer let out a cackling laugh.

Cupcake simply shook her head. “No matter how many times I’m reminded I’ll never wrap my head around it.”

“That’s because I’m just that damn good at hiding it,” Fleur replied with a ruffle of Cupcake’s mane. Cupcake was quick to bat the hoof away and fix the patch of her mane that had been disturbed.

“Don’t do that! I spent all morning fixing it up!” she groaned.

“Oh please, Cupcake!” she pat her sister’s mane, trying to antagonize her on purpose now. “It’s just your mane! You act as if it’s going to spontaneously fall off!”

“Oh come on Fleur, “ she responded with tugging the bottom of her older counterpart’s hair. “We both know you just love to spend hours preparing that little curl the bottom of your mane does!”

Fleur was about to come back with a rebuttal when she was interrupted by somepony bumping into her. She looked down to see a small brown pegasus filly with a monochrome mane was the cause. Cupcake was quick to reach out a hoof to stop the galloping filly.

“Daring, you have to be careful, you just bumped into my sister!” she chided, and the brown filly nodded quickly.

“Sorry, Ms. Silverhoof! Sorry Ms. Silverhoof’s sister,” she said, looking towards Fleur, who simply shook her head and smiled thinly.

“It’s alright. Just don’t do it again alright?” she said, and the brown pegasus nodded.

“Yeah sure, sorry!” she then leaned around Cupcake, motioning towards the blue unicorn running up behind her. “Come on Blackstone! Daddy’s gonna be taking us to get tavern food!” she then turned tail and darted off, followed by the blue unicorn, who giggled as he ran past.

“Wai up fer me Dawing! I wan fwies!”

Cupcake and Fleur watched as the pair of fillies darted off, Cupcake wearing a warm smile on her face. Fleur’s brow was deeply furrowed.

“And who were those two little filles?” she asked.

“Oh they’re Professor Jones’ kids. He’s the history professor here.”

“I see.”

“C’mon, even you can’t deny they’re adorable,” Cupcake asserted, seemingly knowing that even if Fluer still wasn’t overly fond of children, she couldn’t find it in her to hate on those two foals.

Fleur gave Cupcake a sharp look. “Who said I was denying it?” she snapped but caught herself and added lightly, “They just look rascally to me.”

Cupcake let out a laugh before looking towards the campus, “Yeah, they are, but you can’t blame them. They’re just kids.” The two shared a slight laugh before Cupcake let out a sigh.

“So… wanna see my-er-our dorm?” she asked, raising an eyebrow slightly.

Fleur shrugged. “Might as well. Nothing really else to do right now right?” she answered, watching as her breath billowed out in front of her.

Cupcake smiled broadly, “Alrighty then! Let’s go! And, after we get everything setup, we can go to one of the parties on campus or something to celebrate! Sound fun?”

Fleur nodded, the idea of a party being very attractive to her, “That does sound quite fun.”

//////////////////////////////////////////

Fleur let out a content sigh as the smoke billowed from her nostrils, happily enjoying the cigarette that some random pony had given her and the music playing over the stereo. Now, Fleur wasn’t normally one to just randomly accept cigarettes from ponies she didn’t know, but alcohol had always managed to erode her inhibitions. Of course, it also helped that she was quite the party animal when she felt like it, and tonight was a night to party. And if Wyremland had taught Fleur anything, it was that a party couldn’t really be called a ‘party’ until at least the fourth time a fight needed to be broken up.

So far, five fights had been broken up, so Fleur could safely say that this was, indeed, a ‘party’.

Of course, that train of thought lead Fleur to remember that Cupcake, who she hadn’t seen for the better part of an hour. As much as she would probably begrudge to admit, even in her tipsy and possibly drug addled state, Fleur was worried. Cupcake was always the softer of the two, tending to stay out of such places as bars or pubs. And this bar, while still being on university grounds, was certainly not the cleanest nor the safest.

Fleur found herself standing up from her chair, shuffling along somewhat lopsidedly, shaking her head in an attempt to drive away the effects of whatever it was in that cigarette she had just smoked.

Whatever it was… I don’t like it… she mentally grumbled. I need to find Cupcake before she ends up in somepony’s bed or getting thrown up against a wall and getting fu- her train of thought derailed when she heard the sound of somepony shouting angrily, before an orange stallion with a blue mane came stomping by, shoving Fleur aside rather unceremoniously. Fleur was about to come back with a rebuke for the stallion when she saw Cupcake, standing at the entrance of the booth, her face the very picture of shock and regret.

“Miles, I’m sorry please come back,” Cupcake said quietly, reaching a plaintive hoof out.

Fleur shook her head slightly, turning around and spotting the stallion leaving the bar. She wished the stallion wasn’t moving so fast or wibbly so she could go over and deck him, but alas, by the time she had decided that, he had already left the bar. Fleur let out a frustrated sigh before sat down at the table next to Cupcake. She could already tell that Cupcake was crying softly, her mascara smeared on her cheeks as she wiped away some tears.

“Cupcake, what’s wrong?” Fleur asked, putting a comforting arm around Cupcake’s shoulder. Cupcake simply sat there for a moment, her stifled sobs coming out in short bursts before speaking.

“It never works… never ever works…” she cried, wiping more tears from her eyes. Fleur raised an eyebrow. “Wh-why do I even try anymore?”

“What doesn’t work?” Fleur asked gently. Cupcake let her shoulders sag.

“All I did was gi-give him a quick probe before talking… but th-then he thought I was stalking him and when I tried to explain, he got angry and left…”

Fleur pulled Cupcake into a hug, “Cupcake, Cupcake… didn’t I warn you about this? Ponies don’t like to just have their brains probed by someone they don’t know. Everypony’s got secrets, and most ponies like those secrets to be kept hidden. It feels invasive to them.”

Cupcake gave a shaky sob, “But how else am I supposed to start a conversation? I mean, I’m not the type of pony to attract attention at all. There’s nothing the least bit appealing about me. My mane doesn't match my coat, I’m too big boned…” She looked at Fleur, her eyes now watering. “He called me fat and ugly, Fleur… is that what I am? A fat, ugly geek who’s never going to get a boyfriend?” A tear suddenly began to well up in her left eye. “Maybe...maybe I’ve been studying for too long, and I’m just not good at this…all I ever do is study, eat butter cookies and listen to records...that’s me in a nutshell, Fleur, “ she began to visible break down and cry much more openly now, obviously trying to prevent the floodgate of tears that were sure to break loose. “That’s all I am...a fat sack of butter cookies, too obsessed with her studies to know the difference between a glass of water or a shot of vodka…”

Fleur shook her head, her expression mixing into a strange cock-tail of rage and sympathy. “That is a bold faced lie and you know it, Cupcake. You’re not ugly in the slightest. Why,” she began on another tangent. “Do you know how lucky the world would have been to have you two hundred years ago? I have seen stallions that would have given their right arms for a mare like you! And do you know why, Cupcake?” She asked, only getting a half-hearted headshake from Cupcake. Fleur took this as good as a request to continue as any. “Then I will tell you. It is because you are a charming girl with the kindest heart I have ever seen and possibly the greatest mind this side of Equestria and one day, I swear to you, Cupcake,” she got down on one knee and embraced her sister. “One day, you will find that stallion that sets your heart a flutter and nopony will be happier for you than I.”

Cupcake kept her head down, beginning to speak in a weaker ghost of her normally jovial tone. “But... nopony likes geeks, Fleur… and how else am I supposed to start a conversation? It’s not like everybody cares about genetics and mutations like I do.”

Fleur scoffed. “Oh Cupcake! What happened to the adorable little filly that let me into her home after she found me stealing her food? What happened to the filly who had faith in a dirt poor street pony?”

“She got older I guess...” Cupcake said, idly playing one of the forks on the table. Fleur shook her head.

“Nonsense. You’re still that cute little filly. Age is no excuse for cynicism, Cupcake. And on top of that, you’re nineteen. You’ve barely reached adulthood. There’s still years and years of life experience ahead of you, and just because one jerkass left you in a bar crying, doesn’t mean you’re doomed to never experience a real, healthy relationship with a colt. It just means you haven’t found that exact colt yet. It’s just a matter of time.”

Cupcake gave Fleur a look, raising her eyebrows slightly, “When did you get so good at giving relationship advice, Fleur?”

Fleur simply rolled her eyes.“If you have to ask, you’ll never know for yourself, Cupcake. Now, come on, let’s get you out of here. It’s getting late, and I don’t want to be the one stuck being the designated driver. That’s your job.”

Cupcake smiled lightly and nodded, and the pair stood up out of the booth and walked out of bar very quietly, neither really wanting to attract any attention to themselves. As they walked in the chilly night air, Cupcake looked up at the stars, an introspective expression on her face.

“Fleur… where do you honestly think I’ll find the right colt?” she asked aloud, causing Fleur to shrug slightly.

“Oh I don’t know… could be anywhere really… like I said, it’s just a matter of time Cupcake,” she answered, quickening her pace slightly. Cupcake eyed Fleur for a moment, her expression unreadable.

“Did you ever find the right one?” she asked. Fleur stopped in her tracks. She glanced briefly over her shoulder to see Cupcake looking towards her expectantly.

“It’s late, Cupcake, and you’re already more intoxicated than I’d like,” Fleur answered, her voice dark. Cupcake noticed that Fleur had seemingly begun to look noticeably older, but before Cupcake had a chance to say anything, Fleur’s pace quickened, her body tense.

“Come Cupcake… it’s getting very late. Let’s get back to the dorm,” she said coldly, shifting her gait to a brisk trot and heading in the direction of the dormitories. Cupcake, not wanting to press the issue, followed silently, a part of her still wondering if Fleur was right, and if she’d ever find the right stallion.

///////////////////////////////////////////

Shining Armor carefully studied the report Twilight had drafted up that was now lying on his desk. Across from him sat Twilight, who would occasionally straighten out parts of her uniform or flex her hoof slightly.

“And that’s all?” Shining unexpectedly asked, causing Twilight to jolt slightly in her seat. Twilight tilted her head slightly.

“‘That’s all’ what?” she inquired, “You mean the report?”

Shining nodded. “Yes. She simply teleported away in a red puff of smoke?”

Twilight nodded resolutely, “Yes, yes she did. It smelled similar to sulfur. The strange thing was that she was obviously an earth pony - no horn, no wings - and yet she teleported.”

“And she took Crafty Crate with her?”

“Yes. Apparently they were going for the slot machines.”

“And why didn’t you follow them? Why leave so soon?”

“I felt that it would be best to report back to you as soon as possible with this development. Shining, we both know that Gustav is a very sick individual. I mean, you of all ponies should know that better than anyone, right?” Twilight noticed Shining’s eyebrows drop at her words, and his hoof went up to adjust his eyepatch slightly. Noticing her misstep, Twilight swallowed.

“Right. Sorry, I forgot you don’t like to remember that…” she said. Shining shook his head.

“No, I don’t think the loss of my eye is a fond memory,” he replied, closing the file and steepling his hooves. “But, that’s not relevant to this conversation. From what you’ve reported, thankfully in great detail, and knowing Gustav and his kind, I very well suspect that he is going to pursue this Fire Star Mr. Crate spoke of.” He paused, standing up from his chair and looking out the window. “And if Mr. Crate is correct, and the Fire Star does indeed amplify powers, then we will certainly have something to worry about.”

Shining was silent for a moment, seemingly thinking. Twilight noticed that his gaze drifted towards the old, worn out stetson resting atop the file cabinet. Without a word, he turned and walked over to the file cabinet, opening it and pulling out a file.

“Tell me Twilight, what do you know of the X-Theory?” he asked, glancing over his shoulder as he walked back to his desk and sat down again, sliding the file over to Twilight. Twilight took the file, glancing up at Shining as she started to page through it.

“The X-Theory? Dr. Juniper Berry’s pet project. Why?” she replied, arching an eyebrow slightly. Shining nodded.

“Well, I took the liberty of running the description of your report by Dr. Berry as soon as we received your message. He says, based on the description of this ‘Marie’s’ powers, it’s very likely Gustav isn’t the only one of his kind.”

Twilight raised an eyebrow. “What do you mean? That Marie is a mutant?”

Shining shrugged slightly. “She seems to fit the quota. Seemingly random powers and no visible or definable magical aid. Your report didn’t say anything about feeling any magical energies beyond the normal ambient mana from other unicorns.”

Twilight’s eyes lit up in recognition. When she had first seen Gustav and Marie, she hadn’t sensed anything at all. If they had been using magical means, Twilight would have been able to feel it. She instantly facehoofed, reprimanding herself for her extreme lack of deductive skills.

“Why didn’t I think of that?” she groaned. She felt a palm on her shoulder and looked up to see Shining looking at her sympathetically.

“Don’t worry, Twilight. I probably would be pretty spooked too if a pony just randomly appeared in a poof of red smoke.”

“But I missed such an important detail, Shining! I mean, what kind of spy am I if I can’t even spot something so obvious?” Twilight replied, jiggling her hoof reflexively.

“It’s not your fault. You did the right thing in leaving right away. Better to gain the info we were able to get then blowing your cover trying to investigate without any real backup. How many bouncers would Steady or Spike have had to go through to get to you? How could’ve you known that Gustav would let you walk away and not kill you right there? You did the best thing you could have done given the situation. Don’t be so hard on yourself.”

Twilight sighed. “But--”

“No buts. You’re my best agent… but more importantly, you’re my sister. I have faith in you. Just because you missed this one, easily missed detail, doesn’t mean you’re slipping or that you failed. It happens to all us,” he said gently, giving her a smile. “Now, I’m going to ask you to take Dr. Juniper with you when you go out into the field.”

Twilight raised an eyebrow. “Why him? He’s not a field agent.”

“But he is an expert on mutation, and that’s what we need right now. Understand?”

Twilight nodded pulled Shining into a hug, and Shining returned it gently, “Alright, BBBFF. I understand. So do you want me to get everything together?”

Shining nodded. “Yes. Go get Juniper ready for the mission. Bring him up to speed and make sure he’s ready. Okay?”

Twilight nodded, standing up from the chair and giving Shining another quick hug. Shining sat behind his desk.

"Now stay safe, alright Twilie?" he said as Twilight opened the office door. She turned her head towards him, and giving him a nod.

"Sure thing Shining. Sure thing." With that, she closed the door, leaving Shining alone. Shining let out a sigh, leaning back in his chair and glancing towards the hat atop the file cabinet.

"What?" he asked, raising his eyebrow slightly. "Didn't think I handled it well AJ? How would you have handled it?" He paused, seemingly waiting for a response. He shrugged, cracking a grin.

"Oh don't worry, AJ, I'm sure her and Juniper will get along just fine."

///////////////////////////////////////////

Twilight knocked on the door of Dr. Juniper Berry's office. From behind the door she could hear the propulsive music drifting from his office and she realized the door was, in fact, unlocked. She gently pushed the door open to see the unicorn's scientist's eternally disheveled office/laboratory.

Hanging from the ceiling, supported by a pair of dog like paws, and seemingly completely absorbed in whatever book it was he reading and completely tuned out due to the earphones he was currently wearing, was a dark blue unicorn.

"Dr. Berry?" Twilight asked, projecting her voice in an attempt to override the music. Apparently, Dr. Berry didn't hear her, as he started to sing along to the song playing. Twilight furrowed her eyebrows and took a deep breath, her horn flaring as she prepped the voice amplification spell.

"DR. BERRY!!!!" she shouted, and Dr. Berry responded with a high pitched yelp, his grip loosening and plummeting to the floor. Twilight lit her horn in an attempt to catch the falling stallion, but missed the opportunity and winced as the stallion slammed into the floor with a deafening crash. Within a second however, he popped up, his glasses askew and mane a horrid mess.

“Oh! Hello there Agent Sparkle! What do you need?” he inquired, fixing his glasses and pulling himself out of the remains of his desk and quickly slipping on a pair of gloves and a pair of shoes, one for each of his paws, with colors that perfectly matched his coat. His horn glowed briefly, causing the gloves to blend into his coat seamlessly. He gave her a self aware smile, doing his best to fix the remains of his desk. “Sorry about the mess, I really wasn’t expecting you,” he murmured, and Twilight simply waved a hoof dismissively.

“No, that’s alright. My fault for scaring you anyways,” she responded, taking a seat as Juniper sat down in front of her.

“So why are you here? Is this about the file Shining sent me? Because I really have to say, it’s extraordinarily interesting! A very unique research opportunity!” Juniper said, clapping his hooves together with excitement. “I mean, this will be the first time I’ll be able to meet someone who’s actually like me!” he added with a sprightly giggle.

“Um, June, you do know that this Gustav we’re chasing is… evil right? Like, take over the world evil?” Twilight interjected, raising an eyebrow slightly as she helped him rearrange his deserved desk. Juniper’s expression fell, and he nibbled his lower lip slightly.

“Oh… right… I guess I forgot that,” He said, before letting out a shy laugh. “So… how are we going to find them? I mean, this Marie lady can teleport, so tracking her will most certainly be difficult.”

Twilight shrugged slightly, picking up several pens and dropping them in the pen holder. “I know that. We’ll just have to play it by ear. Luckily, we already know he’ll be heading to San Franciscolt, because he mentioned having a meeting on his yacht there. However, where he goes after that is anyone’s guess.”

Juniper nodded slightly. “I see…” he muttered, beginning to shuffle through the pile of paper on his desk. “So you’re saying that we need somepony to help us predict his next move? I thought you had that second in command of his… um… what’s is name… Klaus?”

“Friedrich. And no, he hasn’t said a word. He’s been really stubborn as of late.”

Juniper frowned. “That’s a real shame…” he continued to shuffle to through the pile of papers. “But the good thing is that I think I might have the solution to our problem!” he pulled out a letter envelope, handing it over to Twilight.

“What’s this? A letter?” Twilight asked, taking it in hoof and looking it over. Dr. Juniper nodded.

“Yes, but it’s from a psychologist pen-pal of mine,” he said, pointing towards the name in the upper left corner of the envelope.

“Psychologist? Why a psychologist?” Twilight questioned, arching an eyebrow.

“Oh, she’s been trying to help me with Screwball…” Juniper replied, his tone darkening somewhat. “... but the good news is that she’s helped quite a lot, we’ve made some real improvements with her…”

“That’s great June, it really is.” Twilight said, giving him a smile. “So this ‘Cupcake’… where does she live?”

“Right here in Canterlot,” Juniper replied. “Do you want to meet her?”

Twilight nodded. “Yeah that would be good. As soon as possible.”

Juniper clapped his gloved hooves together and stood up. “Awesome! Let’s go! I’ll go get my coat!” he scampered off to a corner of his office, digging under the pile of books to pull out a dark brown overcoat and slipping it on. Twilight stood up and followed the unicorn out of the room, closing the door behind her.

/////////////////////////////////////////

The two unicorns stood in front of the modest door in the rather narrow and cramped hallway.

“June, this is a student dorm,” Twilight deadpanned, looking at Juniper with an impassive expression. Juniper opened and closed his mouth slightly, before giving Twilight an unsure smile.

“Well, I, um, never, uh, said she was a professor of psychology. I just said she was really, really good at it.” He flashed her his best self assured smile, which only made him look all the more like a fish out of water. Twilight let her shoulders drop, and she rubbed the bridge of her nose slightly.

“So, you haven’t met this Cupcake in the flesh yet, have you Juniper?” she asked, her voice coming out as a vaguely frustrated huff.

Juniper bit his lower lip slightly, “Look, Twilight, I told you, we’re pen pals. I never mentioned me seeing her face to face. The important things are that she’s a pony, that much I’m sure of, and she’s been a huge help with me and my sister. From what I’ve read, she seems like a nice, sincere pony.”

Twilight felt an argument struggle for release, but she bit her tongue. “Okay then, June, I’m going to trust you on this because I know you’re not the type to trust anybody… especially with stuff as sensitive as your sisters…” she hesitated briefly. “... condition.”

“No, I totally understand… I guess we go?” Juniper inquired, giving Twilight an embarrassed look. Twilight shook her head.

“No, we don’t have to go. Celestia knows we already spent the gas to get here, might as well go all the way right? And anyways, you spend too much time in your office anyways. It’s good to get out you know?” Twilight replied, simultaneously knocking on the door.

Juniper shrugged slightly. “Yeah, but I mean, now that I think about I mean what if she’s actually really mean or she’s a he, I mean, that happens right? And what if--”

“For Luna’s sake it’s noon thirty and ponies are trying to sleep!” a female voice shouted from behind the door, cutting off Juniper’s rambling. The door swung open to reveal a tall, elegant looking unicorn mare with her light pink mane tied up in curlers and a burning cigarette in her mouth. Her golden eyes still had the obvious aftereffects of a hang-over as they darted between the other two unicorns.

“Who the buck are you?” she asked, narrowing her eyes slightly. Twilight put on a bright smile and extended a hoof.

“Are you Ms. Silverhoof?” she asked, raising her eyebrows slightly. The other mare leaned against the door slightly.

“Depends, which one do you mean? The student or her sister the writer? Because I’m her sister,” she answered, exhaling the smoke from her cigarette from her nostrils. Juniper leaned forward slightly.

“So you’re not Cupcake?”

The mare glanced towards him. “No, I’m her sister. Fleur. And you two didn’t answer my question. Who are you?”

“Well, you see, I’m--” Juniper was cut off by Twilight.

“We’re here to speak with Cupcake. Is that alright with you?” she asked, and the mare known as Fleur’s eyes flickered towards her for a moment.

“Um, yeah… sure…” she answered, leaning back into the room somewhat. “Hey! Cupcake! You’ve got visitors!” she yelled into the dorm room, and another voice, also female but noticeably groggy, came in response.

“Hold on a sec… here I come!” There was the sound of someone knocking into furniture, followed by muffled swears and then a somewhat short, round faced blue mare popped into the doorway, her bright pink mane done up with an absurd amount of curlers.

“Um, hello, good morning… what do ya want?” the mare asked, arching her eyebrow slightly. Juniper this time was the first to speak.

“Are you Cupcake Silverhoof?” he asked, an expectant smile on his face as he reached out a hoof. The other mare looked down at the hoof for a moment before tentatively shaking the extended hoof.

“Yeah, yeah I am. You?” she asked, her voice shifting from apprehensive to a more welcoming tone as she placed one of her hooves on her temple.

“Um, well, I’m Dr. Juniper Berry. The one you’re currently writing to, and-" Juniper was cut off by Cupcake's own voice bursting out in a gasp of recognition.

"Oh my gosh, it is you! How’s your sister! Is she doing well?” Cupcake asked, swinging the door open and beckoning for them to enter. “Come in, come in! Fleur go get some coffee ready for our guests!” she added, glancing towards Fleur, who rolled her eyes, taking a draw from her cigarette and striding away to brew up some coffee, muttering under her breath the entire time in mild, half-hearted protest. Cupcake meanwhile, motioned for them to sit down on the couch, shoving asides the pile of random newspaper clippings, student textbooks and dirty laundry. She smiled self-awarely and patted the couch.

“You guys can sit here. Sorry for the mess, it’s just been a little hectic… finals and all…” she apologized, taking a seat in a lean back chair.

“No that’s quite alright,” Twilight said. “But, if it’s okay with you, I feel we should really cut to the chase,” she said, causing Cupcake to raise an eyebrow.

“Oh?” She perched her head on her hoof, trying her best to probe the other mare without giving it away. The other mare looked directly at her, her face rather impassive, and the only sound Cupcake was able to get was elegant classical music, gently wafting through the unicorn’s mind. The unicorn arched an eyebrow slightly.

“Yes. It is rather important. A matter of national security in fact,” she said, narrowing her eyes slightly as she spoke, the mental music increasing in volume. “Would you like to know what that is?”

“Yes, I would,” Fleur’s voice said, preventing Cupcake from voicing her own response, as Cupcake lifted her head from her hoof. “What’s so important that you had to see me and my sister about it?” Fleur continued, eying the purple mare with suspicion. “If it’s a matter of national security, why contact us?”

Twilight looked directly at Fleur, her expression remaining clinical and impassive. “Because, Ms. Silverhoof, if you don’t help us, you run the risk of endangering thousands, if not millions of lives.”

Cupcake blinked, sitting up in her chair. “What? What do you mean? What’s going on?”

Twilight turned towards Cupcake. “Because, Ms. Silverhoof, we need you to use your abilities to help us find a very, very dangerous individual, who will stop at nothing to acquire a gem known as the Fire Star; which, if he is able to get his claws on it, will use it to enhance his power and, quite simply, take over the world.”

“But why?” Cupcake asked, shifting in her seat uneasily. “I mean… ponies don’t just take over the world like that. He’s gotta have a reason… right?”

“His reason is because he can, Ms. Silverhoof. Plain and simple,” Twilight tried to explain, her voice blunt and straightforward, obviously trying to make it sound as simple as possible.

“Please,” Cupcake said, running a hoof through her mane as she shook her head. “I know enough about the pony and griffin psyches to know that no individual is really like that,” she continued, trying to laugh it off and throwing her college education into the unicorn’s face in an attempt to ignore the brief, but terrifying mental image she’d glimpsed when the unicorn had been speaking. “I mean, that’s foalish cartoon stuff. No one would actually plan to take-”

“He does, and he will Cupcake,” Twilight declared, once more cutting her off. “He knows he has power, and he knows he can control others, and that gives him pleasure. And he lusts after that pleasure, wants to bathe in it, drink it up and drown himself in it. And now, with that gem, he finally has that opportunity to fulfill that lust. And if he does so, we all die. End of story. Understand?”

Cupcake said nothing, her mouth simply hanging open for a moment before she closed it. As Twilight had spoken, she’d apparently allowed her mental wall to slip, allowing Cupcake a glimpse as to what was in store. This time, the image was clearer, and showed a world completely decimated by a griffin who, evidently, was nigh unstoppable. A griffin whose soul was black as pitch and seemingly hungered for pain and suffering like some sort of otherworldly demon, come to reign death and destruction on a world he saw as a mere plaything.

“Cupcake? Cupcake are you alright?” came Fleur’s voice, and the image faded, instead replaced by the real world of her dorm room. Cupcake looked towards Fleur for a moment, taking a deep breath before turning to face the mare she had finally been able to identify through the mental probe as Twilight.

“When do we go?” she asked, her voice becoming resolute.

“The sooner the better,” Twilight answered. “You should pack your bags.”

“Then I’m coming to.” Fleur interjected. “I can’t let my sister go out against some sort of apocalyptically minded psychopath with a pair of strangers.”

Twilight glanced towards Fleur. “I would prefer you’d stay here. I’ll make sure to keep your sister safe. I don’t want to run any more risks.”

Cupcake shook her head. “No, Fleur’s right. I won’t go anywhere without her.”

Dr. Juniper leaned forward. “But Fleur isn’t a soldier either…”

Twilight nodded. “That’s correct. Also, we’re running enough of a security risk inviting you Miss Silverhoof, and I don’t want to add to that potential for failure.”

“Nonsense. I’m not a risk. If anything, I’m an asset. I have a particular set of skills, if you will, that might be helpful.”

“What skills?” Twilight asked, looking directly at Fleur. Fleur sat up slightly, posing herself regally.

“I have an intimate knowledge of ancient spells, many of which are otherwise unknown.” she declared, and Twilight raised an eyebrow.

“Really?”

Fleur nodded. “What I gain from lying to you?”

Twilight leaned back in her chair slightly, her brow furrowing as Cupcake could sense her considering the option. After a long, thoughtful pause, Twilight nodded her head slightly.

“I see. Then get ready. I want you in my car by 13:00, that’s in fifteen minutes.” With that, she stood up from the couch, motioning for Juniper, who nodded slightly, having otherwise been perfectly silent. They turned, and with Juniper giving a shy thank you for the coffee, walked out of the room, leaving Fleur and a still visibly worried Cupcake, alone.

“Why’d you say yes so quickly Fleur?” Cupcake asked, looking towards her sister with worried eyes. “I mean, I didn’t think you’d want to come...after all neither of us really know what we’re getting into. I wouldn’t have held it against you in the slightest if you stayed.”

Fleur, now looking noticeably less confident, shook her head. “No, that’s quite alright...I don’t mind the trip,” she answered vaguely, getting up out of her chair and walking into the kitchen, where she paused, looking down at her hooves as she quietly shifted to her blue scaled form. “... and I guess I like you too much.”

Author's Note

Okay, so here we go!

First, say hello to my sister, who decided to help with this story in a much greater capacity then before. HUZZAH!

And, instead of explaining why everything is happening the way it's happening, since I figure the story should speak for itself ya know?

Anyways, I will however, say that this story is paced more like a television show then a movie. That means that Twilight, while being prominent in the first portion of the story, will most likely 'be put on a bus' as it where come later on, since she's not the main character, but a supporting character. Just a little warning so that when she does leave, it doesn't feel like I pulled it out of the blue.

And in case your wondering, it's early December, 1975. That's when this chapter is set. All subsequent chapters will continue normally, with a normal passing of time and such.

Act I - 07 - Goin' Up Around the Bend

Act I:
“In the Beginning”

Chapter Seven:
“Goin' Up Around the Bend”

“No don’t worry, mother, I’ll be perfectly fine,” Cupcake said into the phone receiver. “It’s just San Franciscolt... Yes, I already talked to my professors, they know I’m going,” she continued, glancing towards Fleur who was idly going through the dorm, picking out what stuff she wanted to take. She raised an eyebrow slightly when she heard her mother ask another question.

“How long? Oh probably less than two days,” she answered, biting her lip slightly at the lie. She had an unsettling feeling in her gut that the trip would probably run a little longer. “I’ll probably back by Thursday at the latest... What? Oh of course I’ll tell you if I get delayed. Anyways, I’ll be near Uncle Hallmark’s place, so I can just stay there. Alright then, call you when we get there... Huh? Yes Fleur’s coming with… Yes of course I’ll keep an eye on her. Alrighty. Bye, Mom. I love you.” With that she hung up the phone, letting out a sigh and running a hoof through her mane briefly.

“Well, you’ve gotten better at lying,” Fleur said, giving Cupcake a bemused, though somewhat impressed look.

Cupcake rolled her eyes. “Well, what did you want me to say? ‘Sorry I can’t be home for dinner, I have to chase down a genocidal xenophobe?’” she asked sarcastically while shaking her head. “I just don’t think she’d take the idea of me going across the country after some maniac all too well. I just hope the trip is quick and safe.”

“Well, if you’re so damn bent up about it, why’d you say yes?” Fleur asked, her voice plainly critical. “You could have just as well said no and they would have probably left without a show,” she continued, stuffing the suitcase with slightly more fervor than before.

Cupcake shrugged slightly as she sat down, raising an eyebrow in thought. “Fleur, if what that unicorn said was true, along with that vision she showed me, I’m pretty sure that there would have been a show,” she rubbed her arm slightly as she spoke. “With what they’re up against, I don’t think they should do anything less.”

Fleur blinked, her expression vaguely confused. “You’ve grown up some, haven’t you, little sister?”

“Is that weird?” Cupcake asked, letting out a small chuckle.

“It’s expected,” Fleur answered, giving Cupcake an approving glance that seemed vaguely forced. Cupcake raised an eyebrow slightly in curiosity as Fleur continued to speak. “My only regret is that it took so long.”

“What do you mean?” Cupcake asked sincerely, not getting the good natured jab or the sarcasm behind it. “What are you saying?”

“You are kind and sweet, Cupcake, but on occasion, naïvely so,” Fleur smiled, her expression however, seemed vaguely worried. “I’d rather wish you’d followed my lead more, if only just slightly and become less trusting. There are ponies who can and have taken advantage of sweet mares like you, but alas,” Fleur forced a grin now. “What is an elder sister to do?”

Cupcake briefly considered probing further, but the look on Fleur’s face was one of apprehension, as if she honestly didn’t want to speak about the subject.

Better just drop it, Cupcake thought, before smiling. “Hey, its okay, I get it. I totally understand.”

Fleur's apprehensive look was quickly replaced by a more proud smile, as she held her head up again. “Anyways, Cupcake, you’re a smart mare and, even as innocent and oblivious to the world as you are, you are not stupid. And look on the bright side. It’s basically a free vacation to San Franciscolt! I can take you to Alamare Square or the Transequestria Pyramid or something. Now, onward to business, eh?” she motioned towards the suitcase that seemed twice the size of Cupcakes own body decorated with dozens of old stamps and stickers from days gone by, eliciting an ignored look of shock and surprise. “Help me get this monster packed!”

//////////////////////////////

Twilight let out a pensive sigh as she let the water from the shower head wash down her body. In just a few hours, she’d be in San Franciscolt, ready to, if everything turned out right, finally capture a villain who had evaded N.E.I.G.H.S.’s grasp for almost thirty years. She’d finally be able to see the one who took her brother’s eye out brought to justice. The one who flung an innocent, fifteen year old filly to her death. The one who had been a continual thorn in her side ever since the end of the war.

Focus Twilight, focus. Revenge on the guy who ripped your brother’s eye out and killed Apple Bloom isn’t going to get you anywhere. Just focus on the mission, like you always do, and everything will work out.

She blinked, the water dripping from her mane falling into her eyes, causing them to still briefly as she pulled her head out from under the shower head. She took a moment to brush her soaking wet mane out of her eyes and to wipe away the excess water from her face.

You’ve got a bigger issue. You’re about to go on a live-fire mission with two ponies who’ve probably never seen a gun in their life, much less fired one. And it’s not like we’re just going on a walk in the park. We’re hunting a sociopath. Your first order of business is keeping them safe.

“Okay Twilight. Let’s run things over again, just to be sure,” she muttered to herself, turning off the shower and reaching for the shampoo bottle. “You’re going to go back to Canterlot University to pick up Cupcake Silverhoof and her sister. Remember to keep an eye on the older one, she seems…” she paused, unsure of what term to use. “... shifty. Also, remember to make sure that Cupcake is well prepared and briefed, but only for what’s necessary for her to find Gustav,” she rubbed the shampoo into her mane and coat thoroughly, making sure to get any and all grime and dirt out and be squeaky clean. She furrowed her brow slightly, remembering the always-invasive feeling of someone else’s mind probing into hers. She set her jaw slightly.

“Also, keep your mind in check. Don’t want Ms. Silverhoof stumbling across anything she shouldn’t be seeing or hearing. Last thing you need is for her to freak out just because you had a random memory of a black op.”

Twilight of course, didn’t technically need to talk to herself like this, and remind herself of all these details that, by now, were second nature, but old habits die hard, and this was one of such. She’d found that it always helped to verbalize her to-do lists, as it often reminded her of things she’d otherwise overlook.

She turned on the shower again, allowing the water to wash away the soap and conditioner. Once she’d been rinsed off, she stepped out of the shower, levitating a towel over and starting to dry herself off. She turned towards the mirror, mentally cursing the sheer smallness of the bathroom she was currently in.

Dammit, once I get back home, I’m going to just veg out in a bathtub for like, I don’t know, a week or something, she thought grumpily, memories of her Manehattan apartment she almost never used, but still loved dearly sprouting up in her mind.

At least that has a bathroom that isn’t the size of a phonebooth, she mentally added, regretting digging up that old memory, before a sharp knock at the door caught her attention.

“Yo, Twilight!” Two more knocks succeeded the first. “It’s been, like, twenty minutes! The flight’s going to be ready in an hour, and I know how long it takes you to get dressed! We gotta get moving if we plan to catch that flight!”

The remainder of the awaiting plane snapped Twilight back to the task at hand. Right. Time to get down to business.

////////////////////////////

“What took you so long?” Spike asked, raising an eye ridge as Twilight trotted up to the car.

“Nothing, I just thought I should be through,” Twilight said flatly, only causing Spike to roll his eyes as the pair got inside the car.

Spike simply blinked. “Really? What’s got you so stressed then?”

Twilight paused, frowning slightly. “Is it that obvious?”

Spike just nodded, clipping in his seat belt. “Plain as the muzzle on your face.

“How-”

“Wet mane,” he bluntly stated, motioning towards the damp stain that had formed on the headrest she was leaning against. “Meaning that you spent longer bathing than anything else. You always take long showers when you’re stressed.”

Twilight shrugged, putting the car in gear and starting it up. “Well can you really blame me? I mean,” she took a deep breath. “We’re about to go drag a civilian telepath and her unicorn sister cross country to hunt down a HYDRA war criminal with enough power to make my old team look like a bunch of kindergartners,” she sighed, her eyes focused on the road before them. “Millions of innocent civilians can die, Spike. Do you know what it’s like to have that kind of responsibility thrown on you?”

Spike could only shrug slightly. “No, not really, but it doesn’t really matter if we’re ready or not because it’s going to happen, and the best we can do is prepare for when the storm comes you know, Twilight?” He placed his claw on her shoulder. “In other words, I think you should just relax, and take it as it comes. Anyways, if anything, we’ll just have Ms. Silverhoof stay in the apartment during the whole mission, eating guoxian food while you and me do the dirty work. Just chillax, and everything will go fine.”

Twilight smiled wryly, “When did you get so good at giving advice?”

Spike shrugged. “No idea. It just kind of snuck up on me,” he replied with a self-assured smirk, only causing Twilight to laugh.

“Never change Spike,” Twilight chuckled.

“They’d have to kill me first,” Spike added with a grin, leaning back in his seat slightly.

//////////////////////////////

Carrot Cake stepped into the main lobby of the airport, his hoofsteps being drowned out by a thousand others all around him, all of them on their way to and from the zeppelins that loomed outside the terminal. He had spent the trip readying himself to pretend to be a newspaper reporter or some other easily faked identity, only to find out that Gustav had, in fact, already left for what the secretary on the other end of the telephone called ‘standard vacation time in San Franciscolt on his yacht.’

Turned out, San Franciscolt was freezing.

Ponies trudged through the thick fog, wrapped in layers of coats and scarves. Ponies rushed through doors to escape the frigid environment and only rushed out of them to reach their cab or next stop as quickly as possible.

I should have bought a scarf, Carrot thought idly as he grabbed his suitcase from the baggage claim and began making his way through the crowd towards the exit. He did stick out some with only a trench coat to shield him from the weather but in all honesty Carrot never particularly minded the cold. Growing up in South Griffinheim meant the winter weather remained well into spring and broke for a few months of summer before returned like a hammer in the fall.

The one thing that he did find unpleasant about the weather was that it was very wet. In Griffinheim, the winter cold was a dry sort; some years you couldn't even make snowpony or have a snowball fight because the flakes were so powdery. But that almost meant the snow stayed white longer; here in San Franciscolt everything was gray, obscured by an impossibly thick fog that loomed over everything.

That’s the first virtue the homeland has over Equestria.

He wondered if he should be proud or just the fact that he noted that was a sign of some kind of nationalist satisfaction but before he could shrug the thought away he stopped dead in his tracks.

Ahead of him a mare was crouching down to comb down her young colt’s disheveled mane, saying something to her son Carrot couldn’t hear. Carrot wasn’t sure why he stopped but couldn’t seem to look away or move, and yet though he seemed nailed to the spot he felt as if the ground was shifting beneath him.

Is the jet lag effecting me? I should have--

Just then the mare’s face turned slightly--whatever she was saying to her child was very animated--and Carrot felt his heart jump into his mouth.

Mother?

The mare’s face was still turned away, focused on her child, but he could catch the curve of her smile as she tenderly stroked the colt’s mane. He stared at her coat, the same creamy yellow his mother’s had been, and her orange mane that even curled the way hers had done.

Mother? Is that you? Carrot felt like he should speak the words out loud but couldn’t manage to get his tongue to obey him.

The mare abruptly stood, said something to the colt, and they both started walking parallel to Carrot. Carrot straightened up as they passed, not even two stride away, and was finally able to see the mare’s face fully.

It was youthful--she looked only a few years older than himself--and very pretty. Too pretty. Mother had been lovely but there was no avoiding how worn and weary work and poverty shouldered in isolation had made her. This creature had obviously had suffered nothing so extreme as to blight her appearance.

But still Carrot watched her, her ears pricked sideways to catch the animated words of her child, until she was swallowed up by the crowd. And then he stood looking at the place where he had lost sight of her, feeling acutely alone in a swarm of ponies.

“Excuse me?”

Carrot turned to see a gray stallion, dressed in the apparel of the airport staff, pushing a cart of baggage pausing beside him.

“May I be of assistance?” the stallion asked. “Are you looking for somepony?”

Carrot looked again to where the mare and colt had disappeared. He didn’t know why; it didn’t expect them to be there still and they weren’t. “Aren’t we all?” he said, mostly to himself and started striding towards the exit without another glance at the stallion.

He pushed through the exit doors and was met with a blast of freezing wind that made him stop to pull his collar closer to his face. He shuddered but it wasn’t from the temperature.

Stop it. You knew it wasn’t Mom from the first moment. You knew it.

Gustav’s afflicted hallucinations of Chiffon had not fooled him again even once after the first time. But he had played along with them often and Gustav had assumed it was simply the effects of a mind and will weakened from lack of sleep or medications. The real answer was simply that it was a relief for a few seconds to pretend to believe his mother was there. Gustav was always so obsessed with the mind he seemed to forget that the best way to cloud the mind is to manipulate the heart.

Sometimes, like today, Carrot had been able to deceive himself better than Gustav’s mind games ever did.

Pathetic, Carrot thought and wiped away the moisture building in his eyes with a swipe of his hoof.

//////////////////////////////

Fleur staggered off the aircraft, instantly falling to her knees and giving the ground a kiss.

“LAND! SWEET SWEET LAND!” she proclaimed, seemingly ignoring the cold, damp fog around her. Cupcake followed close behind, bundled up in a jacket and scarf, looking down at Fleur with concern.

“If it means anything, I didn’t think the flight was that bad,” she said, putting a hoof on Fleur’s shoulder sympathetically. Fleur rolled her eyes, standing up and dusting herself off.

“Oh please Cupcake! If I wanted to fly at such an absurd and chaotic speed, I would have been born a pegasus!” she countered, glaring towards Twilight, who had walked up to them with a mildly sympathetic.

“Ms. Silverhoof, I do apologize, I didn’t expect that turbulence over the High Spires to be as rough as they were, but still, it could have been much, much worse,” she said. Fleur scoffed.

“Worse? How can there be anything worse than the mid-air conga we just experienced?”

“Simple. Plane crash. We could have easily collided with any number of mountain tops, but luckily, Broad Wings was able to steer us out of the turbulence and over the mountain range without a scratch. All in all, a good flight. On top of that, you’re suitcase provided an excellent counter weight to keep the plane level,” she looked towards the aircraft. “Isn’t that right Spike?!” she called out towards the lanky green dragon who was attempting to carry the massive, sticker covered steamer trunk down the walkway on his back. He simply smiled weakly, before letting out a loud grunt of frustration.

“H-he-help!” he grunted, and Twilight’s eyes widened and her horn flared to life, enveloping the steamer trunk and helping Spike carry it to the ground safely.

“Sorry Spike, you should have just asked and I would have carried it,” she apologized, and Spike waived a claw, still taking in deep breaths.

Meanwhile, Fleur looked down at Cupcake. “Well? Aren’t you going to ask where we’re going to stay? I don’t take kindly to the idea of camping out overnight on the damned tarmac, especially in this fog,” she emphasized her words by motioning to her mane, which was becoming increasingly frizzled with each passing second. Cupcake nodded.

“Yes, I’m going to ask, but geez, Fleur we literally just got here. Just relax.”

“Relax? This advice coming from the mare who less than four hours ago was worried she might be dooming millions because she wanted to stay home?”

Cupcake opened her mouth to respond, before closing it without a word. She let out a sigh and turned towards Twilight.

“Um, excuse me, Agent Sparkle?” she asked, walking up to Twilight tentatively. “Do you mind me asking where you intend us to stay while we’re here?”

Twilight turned and nodded. “No, I don’t mind. We’ll probably use a nice, quiet apartment with a reasonably nearby distance from the docks. Why?”

“Well, it’s just that I’ve got an uncle who lives around here, and if it’s okay with you, we can stay there,” Cupcake proposed, “He’s got a mansion and everything,” she added, smiling slightly.

Twilight seemed to be considering the option, if her tapping her chin was any indication. Cupcake was tempted to just take a peek inside and see Twilight’s thought process first hand, but decided against it, figuring it probably wouldn’t look good or trustworthy of her. And the less trouble she caused, the better.

“Well, I’ll have to think about it,” Twilight finally answered. “After all, staying in a mansion might attract attention we don’t want. No telling if Gustav already knows if we’re here or not. Not to mention the fact that I have no idea if this uncle of yours is a trustworthy stallion.”

“Oh no, trust me, he’s a solid, upstanding citizen,” Cupcake answered, nodding her head resolutely. “If you don’t believe me, his name is Albert Hallmark.”

Twilight arched an eyebrow. “Albert Hallmark? As in the philanthropist?”

Cupcake nodded. “That’s the one! He sponsored the music festival back in ‘67. Up in Mareterey. He’s really friendly, I assure you.”

Twilight nodded slightly. “Alright then. Where’s his home?”

“Here in San Franciscolt. I don’t know if it’s close to the harbor or not, but it’s at least someplace better than a small rinky dink motel right?” Cupcake answered, giving Twilight a hopeful smile.

Meanwhile, Twilight pondered the option that Cupcake had proposed. On the up side, staying at a proper house would provide Twilight with some space, and less chance of intrusion then in a motel. The downside was that she knew that Albert Hallmark’s political beliefs tended to be… left of center, and therefore, his distaste for government authority of any kind had already been voiced several times, attracting him some attention back at N.E.I.G.H.S.. But then again, here she was seeking help from a nineteen year old apparent psychic, and her aloof supposed wizard of a sister. If Twilight had been visited by her future self and told all this, Past Twilight would have probably laughed Future Twilight off as insane and gone about her business. She let out a sigh.

“Alright then Cupcake. I’ll take your word for it,” she said plainly, and Cupcake smiled a little wider.

“Thank you Agent Sparkle, thank you very much,” she said, before looking over Twilight’s shoulder towards Spike, who was still apparently doing battle with the steamer trunk of doom. “Um… I think I should help Mr. Spike, if you don’t mind. It’s my bags after all,” with that, the blue mare trotted around Twilight, calling out towards Spike to notify him of her oncoming assistance.

Twilight in the meantime, shook her head and clicked her tongue. This is going to be one of those missions isn’t it?

//////////////////////////////

“Uncle Albert!” Cupcake cheered as she spread her arms wide to embrace the nehru garbed unicorn that, when coupled with the hair and beard, made him look like some sort of out of work rock star.

“Cupcake my starchild!” he replied, pulling her into a hug. “How goes it on the East side my little chickadee?”

“Oh fine, fine!” Cupcake smiled, puffing her chest out slightly. “I’m just a couple of weeks away from getting my doctorate.”

“That is just positively cosmic baby,” Albert replied, while Twilight stifled the urge to find something else to do.

Damn hippie. She thought, rolling her eyes at the various, disgustingly outdated pieces of hippie memorabilia and paraphernalia that covered seemingly every square inch of the hallway they were standing in.

“Oh, Uncle Albert, this is my friend, Ms. Sparkle. She’s going to be staying with us. Is that okay with you?” Cupcake said, catching Twilight’s attention as she motioned her uncle towards Twilight. Twilight was quick to put on a smile, reaching out a hoof in greeting.

“Totally cosmic, Cupcake. Any friend of yours is a friend of mine. Me casa su casa, little purple gem,” Uncle Albert said, spreading his arms and pulling Twilight into a shockingly tight hug. Twilight returned it rather awkwardly, being sure to keep a smile on her face.

Come on Spike, tell me you’ve picked something up on the police radio so I can get outta here, she thought, looking back towards the nearby window, where she could see the car they had driven still sitting in the driveway, Spike inside.

“And Fleur! How’s it going starchild?” Albert asked, releasing Twilight from the hug to walk over to give one to Fleur, who seemingly took it in stride.

“Oh I’m doing wonderfully, Uncle Albert. Simply wonderfully,” Fleur answered. “So good to be here, in light of all the shenanigans at home.”

“Yeah, I heard. Totally uncool about those spiders and wasps. Totally blows.” Albert agreed, nodding his head.

Just as Twilight felt she might explode from secondhand hippie exposure, her walkie talkie squawked to life, catching the attention of everyone standing around her. She smiled awkwardly, before backing towards the door.

“Um, hold on, I think I left my ham radio on. Just gimme a sec,” she said, excusing herself and stepping outside.

“Okay, this is Agent Sparkle, what is it?” she asked, her eyes narrowing as she spotted Spike using his walkie talkie inside the car. “Spike, why don’t you just walk out here and tell me what you want instead of using the secure channel?” she was quick to say into the walkie talkie, causing Spike to shrug.

“You were in the house, what was I to do?” he said. “Anyways, the reason I called is because the local cops found a car matching the description of Crafty Crate’s we were able to dig up. Found it slammed into a light pole.”

Twilight raised an eyebrow. “Slammed into a light pole? Why?”

“No idea, but witnesses say that right before the crash, they saw a puff of red smoke appear in the car, only to puff away again, leaving the car empty. You thinking what I’m thinking?”

“That Gustav moved his schedule up,” Twilight responded, already turning to walk inside the house. She opened the door to find Cupcake, Fleur and their Uncle Albert still speaking in the hallway.

“Hey guys, sorry to interrupt the reunion, but I just remembered that I left a package at the harbor and I need Cupcake to help me find it.” she said, causing everyone’s eyebrows to rise up.

“What package?” Cupcake asked, tilting her head in confusion. “I don’t remem-”

“You don’t remember? It was the thing with the stuff!” Twilight said, already grabbing Cupcake’s arm and tugging. “At the place with the things!”

“But we just got here,” Fleur said, raising her own eyebrows, her expression much more suspicious. Before Twilight had a chance to respond, Uncle Albert raised a hand.

“Now hold on my little star children. I can tell when the spirit is calling somepony, and your purple friend here is totally privy to the sequence of the celestial bird cats. It’s a sin to not help somepony who’s trying to follow the call of the spirit. Go help her out, I’ll get your rooms ready. Just be back before midnight, okay?”

“Um, are you sure Uncle?” Cupcake asked, her face concerned. Uncle Albert nodded.

“As sure as crow’s feet,” he answered sagely, motioning towards the door. Twilight smiled towards him, dipping her head in thanks before dragging Cupcake out the door and over to the car, which Spike had already started.

“What’s going on?!” Cupcake asked as she was practically plopped into the back seat, Fleur close behind. Twilight slipped into the passenger’s seat, clipping her seat belt before turning to face Cupcake.

“We just got news that Gustav is probably meeting with somepony important right now. We need to get over to the pier before we lose him. We might not get another chance. Understand?”

Cupcake briefly hesitated before nodding her head. “Okay… I get it.”

“Good. Spike,” Twilight said, turning to face Spike. “Hit it.”

Spike nodded, putting the car in gear and accelerating towards the docks.

//////////////////////////////

Angel Lily shifted slightly on the couch where she was sitting. Gustav seemed impatient, as he tapped his claws on the table top repetitively, his golden eyes darting up at the clock on the wall every few moments, seemingly waiting for something.

“Um… Gustav…” she murmured, looking towards him meekly. At least she could try to ask what was going on, instead waiting around blindly. Gustav merely raised an eyebrow at her voice, his attention obviously still focused on the clock on the wall.

“Yes, Lily?” he muttered, glancing towards her briefly. “What is it?”

“Well, um, I was wondering what exactly it is you’re waiting for?” she asked, keeping her tone soft and subdued, which was how Gustav preferred it. Gustav tilted his head slightly.

“I asked Marie to see if Mr. Crate is on schedule, and to acquire a certain piece of archival material I will be needing for another guest we’ll be having. She seems to be taking longer than usual.” He then turned his face towards her more directly, glancing down her body with a pleased expression. “I see you’re wearing the dress I bought you while in Las Pegasus. Do you like it?”

Angel looked down at her dress, an incredibly clingy affair that left her back entirely exposed, showing off the intricate series of black lines that, to the untrained eye, resembled elaborate tattoos. It also just barely covered her cutie mark, coming off more as an undergarment then a full dress. She blushed slightly, rubbing a random spot on her arm, which just so happened to have a vaguely claw shaped bruise on it.

“I-I think it’s won-wonderful sir,” she stuttered quitely, and Gustav smiled. His eyes carried a glint of possessiveness that was amplified by pride, like how someone would look at a prized painting they owned or any other object of value. Angel meanwhile, felt his arm slink around her waist, and tug at her slightly. She looked at Gustav, and his eyes flickered down to his lap. Angel didn’t say a word, only nodding gently and moving to sit on the griffin’s lap.

“You know Angel, what with me in Las Pegasus and you staying here, it’s been awhile since we’ve been able to properly enjoy each other’s company, hasn’t it?” he asked, moving his face closer to hers to speak directly into her ear. Angel nodded again.

“I suppose so, sir…” she shifted her weight slightly to get a little more comfortable. Gustav smiled and nodded.

“Yes, yes it has been awhile. How about, as soon as I’ve completed the business I must engage in with my guests, you, me and Marie enjoy an evening together. Would you enjoy that?” he asked, and Angel’s eyes widened ever so slightly, before she quickly regained her composure.

“If you wish, Gustav,” she replied meekly, and Gustav’s expression seemed pleased. She felt his other arm come around to join the first one around her waist as he smiled. However, before things could go any further, the sound of Marie teleporting into the room diverted Gustav’s attention.

“Ah, darling Marie, what, might I ask, took you so long?” Gustav asked, raising an eyebrow in curiosity. Angel turned her head to look in the direction Gustav was speaking, and saw Marie standing there, her eyes fixed directly on Angel. The blood red teleporter expression seemed to be a strange cocktail of envy, consternation and irritation.

“Was looking for that old book you wanted,” Marie answered, keeping her eyes fixed on Angel as she reached into her saddle bag to pull out what seemed to be a rather large, and weathered doorstopper of a book. Gustav’s expression lit up with fiendish glee and he motioned for Marie to place the book on the nearby coffee table.

“Excellent work, Marie!” he said, before moving to stand up, forcing Angel off of his lap in the process. He walked over to the book, already leafing through the browned-with-age pages, seemingly searching for something. “Did you manage to contact Mr. Crate? See if he’s on his way?”

Marie nodded, giving Angel one last glare before turning to walk towards the small bar across the cabin. “Yeah, I did. He said he’d be here in about half-an-hour or something. Something about getting his stuff ready or some shit like that,” she explained as she poured herself a glass of what seemed to be rum.

Gustav, whose eyes were still focused on the book, nodded slightly. “Good, good. Now, go and get Mr. Crate. It’s been more than a half-hour obviously, and I do wish to keep on schedule,” he ordered, and Angel caught Marie’s expression shift slightly to one of vague desire.

“Sure thing,” she replied, her voice smooth like oil, before teleporting away in a poof of red smoke. Angel preferred not to think about whatever it was that turned Marie on, and instead looked back at Gustav, noticing that he had stopped leafing through the book and had now settled on a page that was densely populated by old, intelligible writing. He muttered something under his breath, before stopping and beckoning for something.

“The chalk, Angel,” he commanded, and Angel looked down at the coffee table, reaching over to hand him the small piece of chalk, which he took in talon.

“What’s the chalk for, Gustav?” she asked, her own curiosity getting the better of her. Gustav merely waved a talon.

“Just watch and learn.” he said, before leaning down to draw a series of patterns into the floor of the cabin, before writing a series of words in front of one of the four points of the chalk-drawn compass. He took a step back as the words started to glow a shade deep purple.

Angel felt a pang of fear run through her as a pillar of smoke began to billow from the compass, and the sound of magic being employed filled the air. There was a sudden boom and she practically leapt off the couch in terror, darting behind it. She peered over the couch to see that the smoke had evaporated into the ether, leaving an incredibly decrepit, lanky zebra standing where the chalk compass had been. He let out a loud, whooping cough, followed by an uncouth snort before looking at Gustav.

“For Tirek's sake, Gustav, what possessed you to summon me at this hour?” he spat viciously as he yanked off the nightcap that was on his head. Gustav merely chuckled, putting his arm around the zebra’s shoulder.

“Oh come now Aleister, don’t be so glum. Anyways, it doesn’t seem like I was interrupting anything of great importance.”

The Zebra shot Gustav a glare, “I shall ignore your attempts to incur my wrath. Now, why have you called me here?”

Gustav smiled. “Now, Aleister, do attempt to have some class. I know it’s been awhile since you’ve been among civilized company, but please, allow me to introduce one of my compatriots,” he snapped his talons, beckoning for Angel to come out from behind the couch. She stepped out slowly, walking over to Gustav obediently. The zebra looked at her incredulously, and she could feel his eyes focusing on the various exposed areas of her body.

“Your strumpet?” he asked, arching an eyebrow and looking at Gustav. Gustav shook his head overdramatically, and waived a talon as if to admonish the older zebra.

“No, no, Aleister, my Angel is no such thing. She is in fact my companion. Aren’t you, Angel?”

Angel nodded mutely, and Aleister simply rolled his eyes.

“Whatever her duties to you are, they do not concern me,” his eyes scanned the room, seemingly looking for someone. “I do wish to know where that Marie mare is. You usually send her to do your dirty work, don’t you?”

Gustav nodded, “Yes, but she’s been quite busy today, and she’s currently picking up another guest for the evening. She should be here any moment. I can prepare a cabin for you, if you so wish.”

Aleister nodded. “I would very much appreciate that.”

Gustav’s countenance seemed to actively drop ever so at hearing that, if Angel’s reading of his expression was accurate. There was a lull in the conversation interrupted by a poof of red smoke, which cleared to reveal Marie, and a tremendous dark brown stallion.

“Ah! Mr. Crafty Crate! How was the trip?” Gustav asked, striding over to shake the still seemingly bewildered stallion’s hoof.

“Um… good I guess. Kinda got zapped outta my car by this crazy bitch. Probably crashed the damn thing,” he said, motioning towards Marie, who, at the insult, seemed to glower. Gustav seemingly caught Marie’s glower, as he briefly glanced towards her and narrowed his eyes. That seemed to be enough to make Marie’s glower vanish, and she instead slinked over to his side, making sure to put an extra sashay in her hips.

“Don’t worry Marie, I’ll make it up to you tonight,” Gustav whispered into Marie’s ear, and Marie smiled seductively.

“Oh I’m sure you will,” she replied, looking towards Angel. “And will Angel be joining us?”

Gustav glanced towards Angel, who blushed, while Gustav feigned disgust. “Oh Marie, you saucy mare! Not in front of guests!”

Marie scoffed. “Oh they’re just envious! Aren’t you big boy?” she asked, looking over her shoulder towards Crafty Crate, who was now obviously distracted by Marie’s tail. “Well, it’s strictly look, but don’t touch boy!” she added with a smirk, before strutting to slide onto the couch.

Aleister however, seemed most unimpressed, as he let out a dismissive snort. “Gustav, stop fiddling about with your prostitutes and let us get down to business. You said this pegasus here had something I would like to see.”

Gustav nodded. “That I did, Aleister. I apologize, but alas, mares shall be mares,” as he spoke, he ran a talon up Angel’s spine, sending a sharp tingle through her, which caused her to shift on her hooves anxiously. As soon as the talon had touched her however, it was gone, and Gustav walked over to Crafty, pointing towards the stallion’s saddlebags.

“Show Mr. Aleister what you have to offer,” he ordered, and Crafty raised an eyebrow.

“Why him? Who is this kook anyways?”

“Kook? I was one of the driving forces behind the Wonder weapons of HYDRA” Aleister hissed, as he coldly started making his way towards the large pegasus. “I have studied the ancient arts from all over this sphere and learned in the Great Library of Kadath in the realms of dreams and, if it were not for an oath of hospitality I had to take to insure payment from the griffon, you would be lost to some outer void and--”

“That’s enough, Aleister. Sit down.” Gustav commanded, waiving a talon as he spoke. Aleister let out a grunt of frustration, before glaring coldly at Aleister.

“Cease your attempts to addle my mind or did you forget how you gained that gift? Or do you wish to dissolve the oath?” he asked still not raising his voice.

“No I do not," Gustav answered smoothly. "But I do wish that you simply do as you are asked, and look at the tablet.”

Aleister nodded slightly before heading towards a chair to sit down. Crafty meanwhile, looking at Aleister, then at Gustav, his expression concerned as he pulled out the old tablet, setting it out on the coffee table next to the old spell book by Dee. Wherever Aleister’s mind seemed to wonder it quickly focused itself as he leaned forward to examine the tablet.

“Is that what I think it is?!” he asked, causing all to raise their eyebrows at his sudden, childish curiosity. Crafty looked down at the tablet before looking at Aleister.

“Yeah, it’s the Tablet of Skyro. Why? Can ya read it?”

Aleister nodded. “Yes, yes I can.” he then caught sight of the gem hanging from around Crafty’s neck. “And is that a shard of the Fire Star?”

“Uh-” Crafty’s response was cut off by Aleister reaching across the coffee table and grabbing ahold of the gem, bringing it up to his eye and looking at it closely. Crafty moved to counter, only to receive a handwave from Gustav.

“Relax, Mr. Crate. You see, our zebra friend here is an in fact the greatest expert on ancient mystical and occult artifacts I’ve ever met. As eccentric as he is, he knows full well what he’s doing.”

“Empty Night!” Aleister said, leaning back in his chair, his eyes wide. Gustav raised an eyebrow.

“What has you so shocked, Aleister?” Gustav asked, raising an eyebrow slightly.

“This is a shard of the Fo̱tiá Astéri... I mean Fire Star! Do you understand what this means, Gustav?” Aleister replied, turning to look directly at Gustav, his expression eager.

Gustav shrugged, still smiling. “I’m sure you will tell me no matter what I answer, so what does it mean?”

“Remember the Heart? This is of similar make, but more easily controlled and quite possibly travel sized.” Aleister answered, pointing at the gem.

Gustav tilted his head slightly. “And I assume you want me to share this power with you?”

“Your bits are fine Gustav, and after the Heart I’m more cautious about thaumaturgic radiation as you all should be,” Aleister responded, shaking his head.

“Well if stripes don’t wants it that means more for us,” Crafty Crate proclaimed grinning wildly, looking like a colt on Hearth's Warming Eve. “But we still needs somepony to read this rock,”

“Yes we do Crafty,” Gustav answered before turning back towards the Zebra. “Aleister, still read old Skyrosian?”

“Rusty but passable I surmise, Let me see this tablet.” With that the old Zebra adjusted his glasses and began his inspection of the inscription, his hoof underlining certain sections of text while ignoring others or dismissing others. This went on for several minutes before Aleister let out a sigh, shaking his head.

“What’s the matter, Sir?” Angel asked, her curiosity piqued. She received an asides glare from Gustav, and she was quick to shut her mouth.

“Yeah Stripes, what’s the hold up?” Crafty asked, briefly glancing towards Angel and Gustav, having leaned forward slightly.

“Translating this tablet fully will be difficult,” Aleister replied, rubbing the bridge of his muzzle. “Aside from me letting my knowledge of Skrosain atrophy, there is a lot hidden in allegory and metaphor. However, I did find a heading either to the Fire Star or, at the very least, the first step towards it.”

“And what is the new heading?” Gustav asked drumming his talons on the table.

“'South of the Pillars of Hercules', Is what the tablet said so the northwestern coast of Zebrica is the destination and if your library is well stocked and not full of cookbooks I should have the full translation by our arrival.”

“Of course, my old friend,” Gustav smiled, standing up and giving the other two a bow. He motioned for Angel to stand up, and she meekly obeyed, following behind him quietly.

“Alas, gentlecolts, it is getting rather late. If you wish, you can stay here overnight, as we are scheduled to be leaving in the morning. As for me, I shall relaxing on the aft deck, so, if you need of anything, don’t hesitate to call.” he proclaimed, before beckoning for Marie to step up to him.

“Marie, keep an eye on our zebra guest,” his voice was stoic and pointed, in sharp contrast to the previously welcoming tone. “I don’t trust him as far as I can throw him. Understood?”

Marie nodded, a pleased smile crossing her face. “Understood, Sir.”

“Good. Now, as I said before, me and Angel will be on the aft deck.” Gustav finished, before turning and walking out of the room, dragging Angel behind him and leaving Marie to watch the two stallions.

Author's Note

Lord god above this chapter took an eon and a half.

And the title is because I couldn't think of a better 70s song reference that mentioned 'coming together' or everything clicking into place. There's probably some Yes or ELP song that does have the right kind of lyrics, but I can't remember it right now. Figures.

Anywho, reference/shout-out/character time:

Uncle Albert was made up on the fly, in order to help better smooth out the transition from Cupcake's apartment to San Fran. Figured that since he lives in San Fran, I could go crazy and make him the single most over-the-top hippy cliche I could think of. Also, the "pop festival up in Monterey in '67" is a reference to the Monterey International Pop Music Festival which was held from 16-18 of June in 1967. It was the first majorly publicized rock festival, and helped form the template followed by Woodstock two years later. As for his name, I didn't originally intend it to be a reference to the McCartney song of the same name, but it seems my subconscious got the better of me. So yay for stealth references!

In other things, the sequence with Carrot arriving at the airport was based off a deleted scene from X-Men: First Class, where Erik spots a lady who resembles his mother, and has a flashback to his happier, pre-holocaust days. Why the scene was cut is beyond me.

As for Angel Lilly, consider her to be this universe's version of Angel from First Class (the chick with the bug wings), but much, much more sympathetic. Why she's working with Gustav when she's so obviously uncomfortable around him will be explained. Relax.

And yes, that entire sequence was supposed to squick you all out. I'm Satan. But don't worry, I'll make sure that Angel gets a happy ending. I hate leaving characters stuck in a such a horrible place.

And for those of you who have kept up to date with Captain Equestria, there's everybody's favorite drug addicted witch-doctor zebra. HUZZAH FOR CALL BACKS!

And as for Twilight's scenes, I figured we needed a sequence establishing that she's still got her worries/fears/humanity left, and isn't totally robotic. Also provides me an excuse to slip in some 'Neurotic Twilight', which has been sorely lacking in my universe so far. And yeah I'm not sure if the reference to Apple Bloom is a spoiler for Captain Equestria or not, but I guess if you're all genre savvy (or kept track of the casting), you've probably already guessed what roll Apple Bloom was filling in my universe anyway.

That's it I guess, I can't really figure out anthing else to talk about, asides from the small tidbit of info saying that, at this point in it's history, Zebrecia isn't the hyper-isolationist place that Wakanda is quite yet, however, the events of this story will provide a reason for that.

Hopefully that doesn't spoil anything major.

I'm currently working on the next chapter of this, which will serve as the end of Act I. That way, I can afford to take my time on the other stories, since I know I already finished Act I of this story. Feel me?

Act I - 08 - Someone Saved My Life Tonight

Act I:
“In the Beginning”

Chapter Eight:
“Someone Saved My Life Tonight”

Carrot swum up to the boat, peering up at the large, white ship floating in front of him. It was the yacht that griffin had mentioned back in Smaugton. The Tempest. It had taken a bit of digging, but Carrot had finally managed to find and interrogate a dock worker who provided him with the dock number where Gustav always kept his boat. The dock worker had been surprisingly cooperative, but deep down, Carrot knew it was most likely because no one he’d met so far had particularly enjoyed being pinned to a bathroom wall by random metal. On his head, sitting loosely, was a relatively unadorned red helmet. Carrot took a moment to adjust it slightly, making sure it stayed on.

From the aft end of the yacht, he could make out the sound of talking, the characteristic accent of Gustav being the more prominent voice, while another, Albion-accented voice would interject a word every so often.

Good, he’s distracted. Carrot thought as he grabbed the looped rope at his side and tossed it up onto the deck. He was quick to reach a hoof out to levitate the metal hook at the end in the air for a moment, before carefully concentrating with all his might on making sure the hook caught on the railing without any noise. The hook had been unexpectedly heavy in his grip, and he cursed himself for not spending more time to hone his abilities. No doubt with more training, he would have been able to manipulate the hook much easier.

However, regardless of his degree of control, the hook had successfully attached itself to the railing, and Carrot tugged on the rope, wanting to be sure that it was secure. He smiled slightly at the affirmation of the rope’s security.

Time to get to work, he thought, as he began to pull himself up the rope, out of the water and up the side of the ship. After much effort, he finally was able to wrap his hoof around the railing and hefted himself over the railing. He landed with a loud grunt and slam onto the oakwood deck, letting out a groan of pain. He shook his head, standing up to readjust the helmet on his head.

Note to self: Add more padding to interior of helmet, he thought, rubbing his forehead in an attempt to soothe the ache he now had. Apparently though, the conversation Gustav was having had gone uninterrupted, all the noise of Carrot’s boarding seemingly unnoticed.

Taking a breath to steady his nerves, Carrot began to walk forward slowly, pulling out the small, yet sharp, knife he had packed with him. He wasn’t quite sure how exactly he’d finally kill Gustav, but he figured the simplest method would be the best, and there were few ways simpler then a knife to the throat.

The sounds of conversation grow louder as Carrot quietly slinked along the deck, knife at the ready. He cocked an ear, carefully listening to the on-going conversation.

////////////////////////////

Angel shifted to get slightly more comfortable next to Gustav, as the griffin, Mr. Crate and Mr. Aleister continued to talk about the gem that seemed to be their sole focus this evening.

"Well, to be honest, Aleister, I do find the risk of going to Zebrica one worth taking. After all, fate favors the bold. Am I right Crafty?" Gustav said, turning towards Crafty Crate, who nodded slightly.

"Yeah, I think it’s worth it. I mean, I've heard they've got vibranium coming out the wazoo. Even if we can't find the gem, we can just take a couple hundred pounds of vibranium and sell that."

"Well, Mr. Crate, you promised that the information you had was legitimate. I, for one, do not wish to pointlessly risk my life for a simple purple rock," Gustav countered, shaking a talon. “While vibranium is certainly worth a pretty penny, it’s absolutely useless to someone who’s dead.”

"Well, we’ve got Mr. A right here. He’s a stripey, so they'll probably let him in. Get some papers done up, and boom, in we go without so much as a second look.”

Aleister, who had remained silent, let out a snort, glaring towards Crafty dismissively.

"Mr. Crate, you are a fool to believe that merely because I bear the same coloration of these zebras they would share camaraderie with me. They are close minded, elitist buffoons who think only of themselves."

“And what’s that make you, Ace?” Crafty accused.

"Aleister, please. We both knew we’d have to set aside what we most despise about the other when you were invited here, did we not? And whether we like it or not, we are all in the same boat," Gustav lifted up his glass, stifling a chuckle at his bad joke, seemingly readying a toast. “As such, would it not benefit us more to be allies rather than enemies, however reluctant our collective dalliance may be?” He halted, however, as a nose caught everyone’s ears. Gustav’s head whipped towards the sound, and everyone, Angel included, turned to look in the direction Gustav was looking, and were greeted by the sight of a tall, somewhat thin yellow stallion wearing a red helmet, his expression vengeful.

“Who the fuck is this?” Crafty Crate shouted. Aleister’s expression seemed more intrigued than surprised.

“Well!” Gustav set his drink down and clasped his talons together. “It has been awhile now hasn’t it, Carrot?” Gustav asked aloud, moving to stand up. The stallion however, shot his arm out, causing a knife to come flying in front of Gustav, who looked down at it for a second before refocusing his attention on Carrot. “My word! You have grown so much sense the last time we met! How are you, my boy? I do hope you haven’t dwelled too much on what happened between me and your mother. It wasn’t anything personal. Have you been eating well? You do seem a bit skinny--”

“Shut. Up.” the stallion growled, and Gustav merely smiled, tilting his head slightly and raising an eyebrow. Angel could already tell he was most likely attempting to twist the stallion’s perception, as Gustav would habitually tilt his head in such a manner whenever he saw fit to mess with her own perception. However, the stallion’s expression remained unchanged.

“Your tricks don’t work on me anymore, Gustav! I thought ahead,” The stallion replied, holding his head up slightly as he spoke, seemingly drawing attention to the helmet on his head. Gustav glanced up at the helmet, and Angel could see his expression sour noticeably. She slid away ever so slightly, fearful of what the griffin might do now that his patience was running low. The one thing Angel feared most was Gustav’s temper. While it might seem to outsiders that Gustav was an amiable fellow, Angel knew that, at the drop of a hat, he could explode in a volcanic eruption of anger. More often than not, defiance against him seemed to be a berserk button for him, as Angel found out personally early on. The very thought made her subconsciously rub one of her bruises.

However, instead of the dreaded eruption of anger or violence that Angel feared, Gustav’s sour expression evaporated into the aether, instead being replaced an incredibly warm, almost saccharine smile. He leaned forward, motioning to the contents of the table in front of him.

“Well, in that case Carrot, why not sit down and enjoy some food. I baked it myself, you know,” he said, shifting forwards slightly. “You do seem as thin as a rake, after all, and I’m sure it took quite a bit of energy and work to find me here, since I’m not exactly in any of the local phone books.” His tone was fatherly, as if the unknown stallion were some kind of lost child of his. Angel looked towards the stallion, who only seemed to have grown angrier at Gustav’s suggestion. “Enjoy yourself! You are on my private yacht, after all! Stop being so dour.”

“I’ll enjoy myself once you're dead. Gustav.” He spat back, levitating the knife forwards towards Gustav, who merely looked down at it with bemusement. Aleister stood up unexpectedly, leaning down to pick up his teacup.

“Oh Carrot, why so serious? Have you never taken the time to simply have fun?” Gustav asked the stallion, before pausing to look at Aleister. “Aleister where are you going?”

“I don’t wish to be dragged into whatever melodramatic event is going on betwixt you two, so, if you’ll excuse me,” Aleister answered as he started towards the cabin across from them. “I shall be below deck reading and guarding the investment.”

Gustav however, held up a talon. “Now hold on friend! You haven’t been properly introduced to my young companion,” he said, standing up slowly and motioning towards the now visibly confused yellow stallion. “Aleister, I want you to meet Carrot. He’s that student of mine I was talking about.”

Aleister looked towards the yellow stallion, who shot a suspicious glare back at him. Aleister blinked, seemingly unimpressed.

“Hello there. Whatever business is between you and Gustav is your own,” he said bluntly, only causing Carrot to narrow his eyes. Aleister looked over at the knife, arching an eyebrow slightly. “I will admit that’s an impressive talent you have,” he noted, “And apparently without any magical aid either…” he narrowed his eyes slightly, revealing a begrudging smirk of respect. “Most impressive. I see why Gustav was so adamant about your kind. Mutant, yes?”

Carrot simply blinked, his expression a mixture of confusion, frustration and surprise. Aleister’s expression seemed analytical, before the old zebra shrugged.

“Well, whatever you are, I care not of your motivations for being here. I myself am just here for the tablet. I suggest you allow me to go on my way, since really, I don’t wish to fight you. I’m getting old, and honestly, the mana drain to give me energy wouldn’t be worth the exhaustion afterwards. Good evening.” And with that, the zebra walked away, opening the door to the cabin and closing it behind him, leaving the others all awkwardly standing alone on the deck.

Gustav broke the silence by clapping his talons together. “Well, I do believe Aleister did make a valid point. This conversation is really between me and our young knife -wielding friend. Crafty,” he looked at Crafty, who turned towards him, having been staring at Carrot in utter confusion for the past five minutes or so. Gustav motioned towards Angel, who was now looking towards Crafty with a look of intense apprehension.

“Now, I want you to go and take Angel with you. You two are free to enjoy each other’s company until you feel you're satisfied,” he leaned down, putting a talon on Angel’s shoulder.

“Now dearie, don’t be worried. Just do that little trick you do with your wings, and he’ll probably be happy,” he whispered, giving Angel a possessive pat on the shoulder and gentle squeeze, which only made her feel more uncomfortable and exposed. She could tell that Crafty was obviously aroused, if his flexing wings were any indication. She felt her stomach flip flop slightly, and looked at Gustav pleadingly.

“A-are you su-sure, Gustav?”

Gustav’s response was simply his grip tightening on her shoulder, enough to make her cry out involuntarily. Gustav’s smile darkened, taking on a more possessive and domineering aura as he seemingly enjoyed her cry of pain.

“Yes. I am quite sure Angel,” he said, putting extra emphasis on her name. “Now, go entertain our guest like a good hostess, or shall I have to subject you to some more… persuasive forms of punishment?” As he spoke, Angel felt a burning sensation run along the exposed area of her wings, feeling as if someone were injecting acid into the veins. She bolted up out of the chair, taking the hint and scampering to Crafty’s side, head held submissively down as she beckoned him to follow.

“Co-come with me Mr. Crate,” she murmured, opening her insectoid wings for emphasis, and Crafty turned to follow, seemingly now even more interested in her. He glanced over his shoulder towards Gustav, giving him a questioning look. Gustav simply beckoned for him to follow and the two ponies left, leaving the griffin and Carrot alone.

Carrot, simply watched in shock as the obviously dominated mare disappeared into the cabin, followed closely by the lecherous pegasus, having not spoken a word. He turned to Gustav slowly, his resolve returning.

“What did you do to her?” he hissed, stalking around the griffin, making sure to keep his distance, lest Gustav try something unexpected. Gustav merely shrugged, pouring himself another glass of whiskey.

“Oh Carrot, don’t play foolish with me. You know exactly what I did,” he wiggled his talons playfully as he spoke, seemingly taking pleasure out of the thought of molesting someone obviously helpless. “I just made sure my little Angel followed her orders like a good girl. You know I’m not one for disobedience. If she simply did what I had asked without question, you wouldn’t had to have suffered that sight. Now,” he poured an extra glass of whiskey. “My turn to ask the questions. What I want to know is, where did you find that wonderfully unique helmet of yours?”

Carrot narrowed his eyes. “That’s none of your business you--”

“‘Monster?’” Gustav interjected, cutting Carrot off. Carrot simply set his jaw.

“Bastard.”

“Ah. Are those the only things you can call me?” Gustav replied, tilting his head slightly. “It’s been at least ten years, and that’s all you can come up with? I am, quite frankly, offended. I’d suspect that you would come up with something far more colorful,” he chuckled. Carrot felt his anger well up again. Gustav was openly mocking him, just sitting there, a massive, self-centered grin on his face.

Well, no more smiling. Carrot thought in a rage, letting out a yell and charging towards Gustav. Gustav however, spun on his heel and landed what seemed like a flick of the finger directly into Carrot’s jaw, sending the thin colt sprawling and his helmet bouncing off. Gustav then strode over, shaking his talon theatrically.

“Oh now look, Carrot, you made me hurt myself. Shame on you.” He leaned down and picked up the helmet, examining it closely for a moment. “Hmm… nifty little thing, I must admit. But alas, I’m going to have to keep it with me. Can’t give you an unfair advantage now can I?”

Carrot let out a groan, shaking his head as he stood up slowly, trying to regain his sense of balance after being hit by what felt like a wrecking ball.

“Oh? Disoriented are we? Wondering why I was able to so easily deflect you without any preparation or effort?” Gustav asked overdramatically, before kicking the still dizzy Carrot to the ground again.

“I like to call it ‘Kinetic Absorption and Redistribution’,” Gustav stated proudly, puffing his chest out. “And honestly, I don’t like to use it, as it tends to cause quite a bit of unwanted property damage. I mean, look at all that blood you’ve managed to smear there. Do you realize I’ll now need to pay somepony to come clean it, and scrub it. After that, I’ll need to have the deck get a new coat of varnish. Quite simply, it’s not worth my time, nor my money, really,” he sighed, pulling out a cloth from his jacket pocket and leaning down to condescendingly wipe away some stray blood on the corner of Carrot’s mouth. As he did so, his eyes lit up and he reached out to grab a small, blood stained white object.

“Oh look! A tooth! Now I’ll have to pay dental.” Gustav added with a sigh, before standing up, looking down at his watch. “Oh, well, look at the time. I think I have to retire. I’ll leave you with Marie, she’ll take good care of you okay?” he then took a breath, putting his talons to his beak and letting out a sharp whistle. Carrot was greeted by the sight of a puff of red smoke, clearing to reveal a rather tall, blood red earth pony with a brown mane done up in curlers. It gave him no comfort to see the large axe that was emblazoned on her flank.

“Let me guess, you need me to kill this guy?” the mare asked, arching an eyebrow. Gustav shrugged slightly. “Cause I was kinda hoping to hit the hay.” she added, pointing to her mane.

“Well, I do apologize for interrupting your evening, but he should be easy to deal with. Just do whatever you feel is appropriate,” he said, arching an eyebrow slightly. “It shouldn’t take you long.” He then idly wiped his talons, looking down at the battered Carrot and giving him one last, shiningly sadistic smile. “You two have fun now!” he chirped, turning and walking away, happily whistling a random tune. He paused halfway through the doorway.

“Oh, and Marie, just remember to clean up after yourself. The deck is filthy enough as it is.”

And with that, he slammed the door behind him. Carrot, who had finally managed to get back onto his feet in the interim, made a rush towards the door, only to have the red mare appear in front of him in an explosion of thick red smoke. Carrot swung a fist out to punch her, but she merely poofed away, before appearing directly behind him and wrapping her arms around his neck in an incredibly tight deathgrip.

“Hey buddy, where you going?” she purred, her breath hot on his ear. Carrot jabbed into her violently, and she let out a weird, almost pleasured yelp.

“Oh?! A fighter are ya?” she let out a giggle before dropping her voice at least an octave, turning it into a deep, predatory growl. “I love a fighter.”

Carrot’s eyes widened as the red mare started to choke him out slowly. Just as he was about to fall unconscious however, there was the loud sound of a fog horn. The sociopathic mare’s grip suddenly went slack, giving Carrot a chance to take a heaving breath of air. He heard her swear something unintelligibly before her grip tightened again.

“You know, I was gonna snap your neck or something, but now I’m just gonna chuck you into the harbor. I would just like to say that I think you probably would have made a killer fuck, but I kinda like staying out of prison, so I’m going to have to cut this short.”

There was another explosion of red smoke, and the next thing Carrot knew, he was tumbling through the air head-over-heels, landing into the water with a painful crash.

////////////////////////////

Gustav walked into the small, yet elegant library aboard ship, catching sight of Aleister, seemingly absorbed in studying the tablet.

“Aleister, I suggest you wait until we’re put out to sea to continue your research. Now is the time to rest and prepare for the journey ahead.”

“I am preparing, Gustav. Now let me work in peace,” Aleister responded bluntly, and Gustav let out a bitter chuckle, bemused at the zebra’s apparent obsessiveness. He moved along the bookcase, pondering which book to read while he waited for Angel to be done with Crafty Crate. After all, he was simply allowing Mr. Crate the pleasure of her company for possibly an hour or so and Angel was his property after all, which meant that, if the need should arise, he would gleefully interrupt whatever it was the two were doing to reclaim her. But, he always prided himself on being a good host, so why interrupt?

He pulled a book off the shelf, and walked over to another chair, readying himself to sit down. Under his wing he still had the helmet Carrot had been wearing, and Gustav was keen to understand what could have possibly blocked his powers. It was then that Marie appeared, looking noticeably alarmed.

“Gustav! We’ve gotta go right now!” she said, trotting up to him quickly. Gustav gave her an asides glance as he went about fluffing a pillow for the chair.

“Why Marie? What has gotten you so ruffled?” he asked, sitting down and opening the book.

“It’s the cops. They’re coming this way right now. They’ve got a boat and everything,” Marie answered, pointing towards the cabin window. Gustav leaned towards the window, peering through it to see a police boat was indeed coming their way. Of particular interest to him though, was the bright purple light shining from the bridge.

“Oh hello there, Twilight,” he muttered, before cracking his knuckles. He looked up at Marie, who was still looking rather flustered. “Well Marie, it seems it’s time to go mobile don’t you think? Go fetch Angel and Crafty, while I get the sub ready.” He then turned towards Aleister, who had stopped reading and now looked at Gustav with a slightly raised eyebrow.

“Aleister, your research shall have to be delayed until we’re in a safer, less policed location. Take the tablet and follow me,” he ordered, standing up and already moving towards the door. Aleister tilted his head.

“Follow you? Where?” the zebra asked incredulously, causing Gustav to halt in the doorway and lower his eyebrows in frustration.

“All will be revealed. Just follow and you’ll see,” he answered, making sure to keep his voice cordial even though deep down, he wanted to fling the old coot across the room. Would it kill the zebra to just follow an order?

Aleister rolled his eyes, picking up the tablet and his notebook, muttering the whole while as he grudgingly followed Gustav below decks. Gustav lead him through several passageways and corridors, before ending up at what looked like an elevator door.

“Who has an elevator on a ship?” Aleister asked, looking up at Gustav with a critical eye. Gustav huffed slightly, not even bothering to answer as he slapped the button rather fiercely, causing it to pop off. The doors slid open and Gustav beckoned Aleister to step inside.

“It’s a dumbwaiter, and If you please. Age before looks,” he stated. Aleister simply gave him a mildly annoyed look before stepping inside, Gustav following soon after. With a gentle ping, the small dumbwaiter came to a stop and the doors opened to reveal the cramped interior of a submarine. Gustav felt his pride swell at the sight of a shocked Aleister, finally having managed to impress the zebra.

“Welcome aboard Ægir, my friend. She is my personal submarine, and shall be our mobile base for the foreseeable future. And before you ask, it seems our mutual foe has managed to locate us.”

“Which one? Armor?” Aleister asked, stepping inside the submarine and looking for someplace to sit. Gustav shook his head.

“No, sadly not. This time it’s the younger sibling. Sparkle.”

Aleister gave Gustav a knowing nod. “I see. That is worth extra precaution. She surely a skilled mage"

“Indeed. Did you sense the mental probe as well? She’s either developed a new spell, or she’s brought along a friend.” Gustav added, causing Aleister to raise an eyebrow.

“A psychic? Without the aid of magic? That sounds impossible.”

Gustav merely gave Aleister a brief glare before speaking, “Coming from you, the belief of anything being impossible seems rather hypocritical, does it not?”

Aleister opened his mouth to speak, only to be interrupted by Marie, who had brought a noticeably disheveled Crafty Crate and Angel along with her.

“Found them in the middle of a good sounding fu-”

“I don’t need to know the details, thank you Marie. Just ready the sub for departure,” Gustav ordered, and he walked over to Angel, putting a wing over her shoulder. He felt her body tighten, and he could already tell that her and Crafty had been rather… active.

“I take it you enjoyed Angel, Mr. Crate?”

Crafty Crate nodded slightly, obviously distracted by the submarine around him. “Um… yeah, yeah she was great. Nice and tight.”

Gustav gave Crafty a thin smile. “I see. Good for you. And Angel, how are you feeling?”

Angel simply nodded mutely, looking down at the ground submissively. Gustav gave her a tap on the back with his wing before stepping over to the single chair that sat in the center of the camber. He slid into it, before pulling Carrot’s helmet from under his wing and placing it on his lap. He motioned for Marie to take her place at the helm, and she gave him the go sign.

“Alright then! Everyone? Let us depart,” Gustav said proudly, leaning back into his seat slightly, confidant that the path ahead was clear sailing.

////////////////////////////

“Is that a submarine?”

The sound of Fleur’s astonished voice caused Cupcake to open her eyes and look towards the water. She gasped as she caught sight of the dark outline of what was obviously a submarine, barely visible by the moonlight, cutting smoothly through the bay water. She caught Twilight’s head whipping around to illuminate the area of water were Fleur was pointing.

“Miss Silverhoof? Do you happen to still have a lock on our target?” Agent Sparkle called out in the tone that Cupcake associated with teacher’s who knew her homework wasn’t done. Nothing in the purple unicorn’s tone betrayed anything resembling shock at the sight, and her mind didn’t project anything noticeable either. Sparkle was apparently very skilled in containing her thoughts. That or secret submarine escapes weren’t such a rarity in spy work.

Cupcake shut her eyes again and reached out to reacquire Gustav’s thoughts, reflexively putting her hoof on her temple gently. The reception was somewhat spotty, but clear enough to get a picture of what he was doing.

“Um, yes, I found him,” She answered, scrunching her face slightly.

“And where is he?” Twilight asked, her voice still the same tone as before.

Cupcake answered quickly, “He’s sitting in the captain’s chair of the submarine.” That was a sentence I never expected to say, she mused internally, opening her eyes to briefly glance towards Agent Sparkle.

Agent Sparkle nodded, and she cupped her hooves to her mouth. “Follow the sub! Get the hooks ready for deployment and prepared for boarding! This is the real deal everypony, so expect plenty of hostilities on that ship,” she barked to the host of agents and sailors who were sent scurrying behind them. Cupcake could feel their thoughts of excitement and apprehension pressing on every corner of her brain and she winced.

“Don’t lose your aim on the target,” Agent Sparkle said firmly, giving Cupcake a quick pat on the back as she briskly trotted by, apparently more focused on other duties.

Cupcake merely nodded, not quite sure how she appreciated being spoken to like a weapon. Now that she thought about it, she wasn’t sure she felt comfortable with her ability being referenced like something lethal at all.

I think I’ll turn down any other spy missions. There’s gotta be a less violent use for my--

--FUCK--

Cupcake’s train of thought was blindsided, feeling as if her head had been waylaid by a metal bat. She let out a gasp as she doubled over, gripping her head in her hooves. The thought blindsided Cupcake like a baseball bat to her skull. All the other thoughts--Gustav, his party, Fleur, Agent Sparkle and the rest of the agents--were utterly consumed like candles in an inferno in the wake of the thoughts that now invaded her brain.

They swarmed through her head in a screeching frenzy of hysteria and outrage. Images rushed across her mind; creatures and cities and the emotions fused to them pulsed through her so strong she felt like she could taste them. Only two faces kept recurring: an orange mare’s that was either happy or horrified but always tired and Gustav’s, always smiling cruelly.

It all probably happened in the space of a few seconds--no more than five most likely--but when the thoughts abruptly released her and Cupcake gasped as if she had broken the surface of water, she felt as if she had been held under the weight of twenty five years’ worth of memories and emotions.

Cupcake blinked, shaking her head in an attempt to clear it. Her mind felt oddly hollow, as if something or someone had scooped out everything. Her own thoughts--What the hell was that?--echoed in her mind like a voice in a stadium. She simply blinked a few times, the words she wanted to say not quite forming.

“Cupcake! Dear Celestia! Are you alright?!” Fleur gasped, and Cupcake turned to see her taking hold of Cupcake’s arm to steady her. Cupcake rubbed her temple, nodding ever so slightly.

“Ms. Silverhoof, are you injured?” Agent Sparkle asked, standing on the other side of Cupcake, taking hold of her other arm to steady her. Before Cupcake had a chance to respond, the panicked thoughts from before once more exploded into her brain, causing her to bolt up and rush over to the boat rail, voicing the first thought that came to her mind.

“He’s drowning!”

Fleur titled her head, running up to Cupcake and attempting to catch her attention. “Cupcake what are you talk-”

“He’s going to die!” Cupcake repeated, pointing towards the water as she ran along the railing, trying desperately to grab onto the bursts of panicked thought she was picking up.

“Ms. Silverhoof, step away from the-”

Cupcake ignored the rest of Sparkle’s sentence, instead mentally blocking out every other noise and funneling every ounce of her focus on finding the source of the thoughts. Her brow furrowed tightly, she finally managed to find the tiny thread of thought and grab onto it.

Him. It’s a him. Carrot. His name is Carrot.

The mysterious pony’s thoughts were no longer calling out in panic but were now aimed in a spear of boiling rage, driving everything into a single effort.

Pulling the submarine.

Wha?? Was the only independent thought that Cupcake could muster.

“Ms. Silverhoof, what’s going on?” Agent Sparkle’s hoof gripped Cupcake’s shoulder, tight enough to draw some of Cupcake’s focus away from Carrot and over to the purple unicorn.

“He’s trying to stop the submarine!” she cried, trying to push Agent Sparkle’s hoof away and focus on Carrot again. “He’s trying to stop the-”

“Gustav?” Fleur and Agent Sparkle asked in unison, Fleur’s tone being one of confusion and Sparkle’s one of frustration.

“No! Carrot!” Cupcake countered, pointing a hoof towards the water. “Carrot is trying to stop the sub!”

“A carrot is trying to stop Gustav’s submarine?” Agent Sparkle asked, lowering her eyebrows. “That’s the most-”

“And who the fuck is Carrot?” came Fleur’s response.

Cupcake felt Carrot’s thoughts waver suddenly, and she spun around, once more disregarding the other two. She was vaguely aware of their rather frustrated/confused thoughts, but ignored them.

He’s drowning again.

The stallion was holding onto the submarine--he wasn’t touching it, he simply was reaching out and calling it back to him--and it was dragging him beneath the surface. The alarms in his mind were already blaring that his lungs were empty but he only poured the burning in them into his effort, every extremity and all his energy was bent towards the submarine.

Stop! Stop you’re drowning! Cupcake involuntarily called out with her mind and she felt his thoughts shudder slightly but they did not pay any heed.

“I’m too far away!” she said aloud, shaking her head in increasing panic. “He can’t hear me. He. Can’t. Hear me!”

“Who??” Fleur almost shouted in her ear.

“Stop the ship or we’ll run him over!” Cupcake cried, only to feel herself spun around and being greeted by Agent Sparkle’s face shoved into hers.

“Miss Silverhoof, listen to me,” Sparkle said, grabbing a hold of Cupcake’s chin to keep their faces level and her voice taking on a commanding aura. Her eyes so hard and determined that Cupcake instantly was at attention. “What, in the name Luna’s luscious Equestria, are you talking about!?”

When Cupcake opened her mouth to speak, Sparkle almost instantly put a hoof to it and added, “ Cupcake! Use your words! Think about what you’re going to say first.”

Cupcake hesitated, her heart ricocheting in her ribcage and Carrot’s thoughts still burning like a coal in her mind, but she inhaled deeply and attempted to speak as steadily as she could manage.

“There is a stallion in the water with Gustav’s submarine. He is trying to stop it from submerging but is being dragged under. He is going to drown if we don’t do something.” she said, her voice still somewhat unsteady.

“You can hear him?” Sparkle asked, motioning to Cupcake’s head. “Up in here?”

Cupcake nodded. “Yes.” She could catch a flicker of a smile go across Agent Sparkle’s face for a fraction of a second, and the mare’s expression relaxed ever so.

“Okay, good. Now, who is he and what’s his name?”

“His name is Carrot and his mother died--Gustav killed her--and he’s trying to kill him but it’s taken five years and this might be his last chance but he’s drowning we need to-” Cupcake’s increasingly run together and panicked dialogue was once again halted by Agent Sparkle’s hoof.

“Calm down, Miss Silverhoof and speak slow-” Agent Sparkle didn’t have a chance to finish, as Cupcake shook her head violently.

“No! No! I can’t! He’s drowning! he’s going to die we need to do something!”

Sparkle took a breath, obviously running low on patience. “If you explain what is happening clearly-”

“I am speaking clearly!” Cupcake practically screamed. “Why aren’t you paying attention?! Can’t you hear him?!”

Again, as if summoned, Carrot’s thoughts flared in her head:

--I’M DYING--

Cupcake, as if on impulse, threw herself over the rail of the boat and hit the icy water with a crash.

////////////////////////////

I’M DYING.

Carrot could feel his lungs shriveling from lack of oxygen and he knew in the next second his body would rebel against his will and focus on involuntarily inhaling all the seawater it could fit into his lungs. And then he would drown.

Gustav will escape. Gustav will win.

Carrot felt his jaw grind.

No. I won’t drown. He won’t escape.

He called up the image of his hoof slamming into Gustav’s face--the griffins blood spewing out from the splinters of his skull and that sick glee draining from his eyes to be replaced by the marvelous, beauteous emptiness of death--and he poured the power of it into his focus and kept pulling.

He felt something like drowsiness clawing at the edges of his mind but he dismissed it. His lungs were going to rip open but he ignored them. His muscles felt like wax in fire but he refused to give in.

I will win.

I’m dying.

I WILL WIN.

...I’m dying...

“STOP!”

The voice materialized Carrot’s brain and immediately he felt two arms coil about him, one around his throat and the other his shoulders. Did that red bitch have him again? With that thought in mind he reached his forelegs behind him and tried to grab at whatever had hold of him but either oxygen deprivation or simply the confusion of being under the water in the pitch black made him barely able to manage to direct his arms much less take hold of anything. He felt his body lifting upwards (at least he thought it was upwards) and the grip around him tightening. It all felt like a very accurate depiction of his panic at the moment. He started to thrash, swiping his legs through the water that now felt thick as blood and so dark he couldn’t even tell now if his eyes were open or closed.

“Calm down. I’m not going to hurt you. You need to relax.”

That voice was in his head again, so serene. It was like a soft, steady hoof being run over his mind, smoothing out all the anxiety like rumples in a cloth. It slowed his heart rate down from a rapid fire to a languid pump and even though he could still feel his flesh and bones rising he felt everything inside him sinking like silt. It was as if his mind was leaving his body.

“See that’s it. Just relax your body. We’re almost there.”

Carrot could feel the voice working, pressing on one nerve of his brain and then the other, playing him like a piano. And he didn’t like it. It was like when Gustav used to throw images of his mother before his eyes or the doctors used to work on him, puncturing all his pressure points like he was a machine to wind up with emotion and then let run until his steam was spent.

Stop touching me.

“Shhh just wait one more second-”

Stop. Touching. ME!

Carrot reared, bending his back as far as his spine would allow and he felt the back of his skull slam into something very solid--most likely a forehead. The voice vaporized and he felt the arms around him jerk but they did not release him. Just at that moment his head broke the surface and for a moment he was stunned as the freezing air flooded his lungs like a torrent of sweet needles. The light from the moon, boats and docks flashed in his eyes. He gaped and gasped, blinking like a newborn, and let the waves buoy him as his head spun like a pinwheel with the sudden return of oxygen.

As his senses began to return Carrot again became aware of the weight on his back and the arms still firmly set around him. This was almost certainly not the red bitch since that mare had not only shown no ability pertaining to mind fuckery, but also the crazed mare would have teleported them out of the water by now.

Well at least that means I’ll have a chance to strangle this one.

Carrot, now capable of seeing the arms around him, grabbed them and pulled them off his body, simultaneously twisting around to face his captor. But as soon as he managed to remove the arms and turn, his attacker disappeared under the water like a stone.

“Oh no, you don’t,” he snarled, reaching under the inky waves and grasping at what felt like wet yarn. He heaved the creature up--even with the added weight of the water it didn’t feel all that heavy--and was met with the sputtering face of--

A mare. A blue faced, pink eyed and maned mare, coughing up mouthfuls of sea water in his face.

“The fuck?” he said aloud, his eyes wide.

The mare’s eyes focused on him--very large and clear, they reminded him of well-cut gems--and said, “My names Cup--”

That voice. Carrot felt himself flinch--it matched the one that had been in his mind. His grip on her mane tightened and he gave her the firmest shake he could manage, what with trying to tread water and keep her head above it as well.

“Who are you? Did Gustav send you?” he spat.

“No, no!” The mare cried, her eyes growing frantic. “I’m not here with Gustav. I’m here for him--I mean I’m after him like you, well not exactly like you. Carrot-”

Carrot’s eyes bulged. “How do you know my name? How far did you go in my head?”

The mare gasped in pain and grabbed his hoof that was holding onto her mane. “You’re hurting me!”

“I’ll kill you if you don’t tell me what you were doing in my head!” Carrot growled in response, tightening his grip for emphasis.

The mare’s eyes suddenly shut tightly and Carrot hear her voice in his head again.

"Let me go."

Carrot suddenly felt his arm grow heavy and weak and her mane began to slip through his grip.

“No!” He shook his head and tried to resist, pushing back against the willingness that was coursing through his body, the surrender.

“Yes.” Her voice was different now, commanding and cold. “Let me go, Carrot. Right now.”

He couldn’t stop it, his grip loosed like melting wax and the mare fell back under the water. The voice was now gone but Carrot felt the aftereffects, like the shivering of muscles after running for too long. He felt like he was snapped out of a trance when the voice appeared again in his head:

“Help! Help!”

She can’t breathe, his conscious screamed and he immediately reached under the water and pulled her back out, this time by her coat. She gasped and coughed again, wrapped her hooves around his arm like a lifeline.

Her voice was gone again and he suddenly felt the urge to shove her away. Let the damn mind fucker drown, a part of his mind hissed.

But just as he was about to make good on that impulse, her voice came--out of her mouth this time--soft and shivery, “T-thank you.”

And something in her tone, how small and spooked she sounded, and how she held onto him like he was the only thing between her and the maws of some vicious monster and yet still how weak her hold was that he could have simply shook it off, made him instead pull her closer, trying to heft her farther away from the reach of the waves.

And of course they both started to sink almost instantly. Sentimentality gets you every time.

The mare yelped and twisted around, throwing her arms around his neck.

Ahh shi--

A wave cut off his thought and their air supply momentarily before another one shoved them back to the surface.

“Listen,” Carrot said, hoping he could be understood around a mouthful of water. Apparently not, because the mare pressed herself closer and they went under again for it.

Carrot gave a sort of internalized shiver and they thought as hard as he could: “Listen to me, listen to my voice.”

He right away felt a response, not a word or even her voice but he could feel the presence of her ability like a spotlight in his brain.

“You have got to let me go. I can hold you but if you keep holding me we’ll both drown. So let me go and I’ll keep you up.”

There was a brief hesitation and then the mare’s arms pulled away. Carrot put his right around her middle and with vicious kicks brought them both to the surface again.

“Now just stay relaxed. I can keep you above the water.”

The mare obeyed and remained utterly motionless as Carrot started half-swimming, half-treading towards the docks. After about eight strokes, less than a quarter of the way to the closest boat, he was nearly spent.

“Dear Celestia, do you have rocks in your pockets?”

“... It might be my jacket. And the wool sweater underneath. And my extra shirt.”

Carrot sighed--he almost swallowed a mouthful of water--and paused.

“Take them off, you’re too heavy.”

The mare unbuttoned her jacket and Carrot helped her peel it off, tossing it aside to sink beneath the waves. The sweater followed.

“Not the shirt too? I’m freezing,” The mare’s voice inquired. It was starting to sound funny, sluggish and a bit fainter. Carrot tried to keep the word hypothermia from become forefront in his mind.

“No this is enough. Now just be still."

He was just about to continue towards the docks when the mare said--with her mind-- “... My friend’s aren’t that way..”

Carrot was about to ask what the hell she was talking about when a spotlight suddenly locked onto them, bathing them in a painfully stark whiteness. Carrot squinted and saw Gustav’s yacht approaching them through the water.

“Remain where you are!” a megaphone amplified voice boomed from the direction of the boat.

“Cupcake?” another, panicked voice shrieked from the same direction.

The mare made a faint sort of croak as if in response but didn’t seem to have the energy for anything more.

Oh great. Hypothermia was now certainly the first thought in Carrot’s mind.

“Hurry!” he shouted. “She’s freezing in here!”

The yacht was already moving at surprising speed and for a second he thought it might just run them over, but it pulled up beside them instead. It only took a few moments, though what with treading freezing water with a limp mare in his arms Carrot felt like it took quite longer. A life preserver tumbled down the side of the yacht, and Carrot, with two kicks was able to reach and grab it with his free hoof, pulling it over the mare’s head and shoulders before grabbing hold himself.

“Pull us up!” he shouted and immediately the rope grew taut and they were lifted into the air.

Carrot realized the mare hadn’t made any sort of response to anything since the yacht had appeared.

“Hey,” he said. The way he was holding onto the life preserver had him directly facing her so she couldn’t have missed his voice but she didn’t answer or seem to hear.

“Hey.”

No response.

“Hey Cupcake.”

He felt her ability flutter weakly at her name.

“Don’t fall asleep. You’re almost to your friends.”

Her eyes, which were glazed and until had been unmoving, twitched slightly and seemed to being trying to focus on him.

“Do you hear me, Cupcake? Almost there. Don’t fall asleep,” Carrot's mind searching for something else to maintain her focus. “Tell me who’s up there so I can tell them what you need.”

“Fleur.”

“Flower?”

“Fleur.”

“Who’s she?”

“Sister.”

“Your sister. What does she look like?”

“Scaly.”

“...What?’

“Blue.”

“Ok, who else?”

“Agent…” Her brow furrowed. “... Dusk?? Sunset?? The sun, it’s leaving when???”

“Ok ok who else?”

“Neighing.”

“Alright who-”

“You have eyes like your mother.”

Carrot blinked. “What?”

“You look like her. She was very lovely. I’m sorry she’s dead.”

Before Carrot could formulate any response the life preserver reached the rail of the yacht and what felt like a dozen ponies all dressed in variations of black and grey dragged them over it and onto the deck. The was a flurry of confused activity as the life preserver was pried out of his hooves and yanked off the mare, blankets were bound around them so tightly Carrot could barely draw breath, and one strikingly lovely unicorn mare was trying to shove her way towards the mare, crying. “Let me see her. Let me see her!”

The blue mare simply stood, swaying unsteadily on her hooves, and when the crowd finally allowed the older mare to reach her, the mare nearly collapsed into her arms. The unicorn started to babbling incoherently and Carrot wasn’t sure if he was just very tired or in shock but he swore he heard her switch languages at least seven times in nearly as many words.

But as Carrot felt himself being pushed towards the yacht’s cabin and the voices grew louder and more hurried--something about “shock” and of course “hypothermia”--he heard that now very familiar, soft voice in his head:

“Thank you, Carrot.”

Author's Note

Cookie cutter christ this took forever.

Stupid laptop. How dare it break down?

Anyways, I know that this chapter might feel rather transitory, but it's the Act I finale, so I figured there wasn't much to tell action wise really. If this were a movie, it'd probably cover only 20 mins or so. But it's a vitally important twenty minutes, and things are established, so obviously it's useful. Also felt like the best place to end Act I.

Gustav uses energy powers! It's super effective!

And come on, he's supposed to be Shaw. Was kinda obvious that this would come up eventually. Hopefully it doesn't feel like an out-of-the-blue thing. And yes I'll be sure to use it more later.

Also, is it me, or is Marie quickly becoming the most deviant person here besides Gustav? If you haven't gotten the hint yet, she's a Lust Murderer...which is exactly what you think it is (think that creepy chick from GoldenEye who crushed men with her hips)

And yay for meeting your future husband by nearly drowning in San Fran's harbor.

Young love is a beautiful thing.

Also, I did a count, and I've managed to sneak in eight F-words...and an unfinished one as well.

Jeez, next thing you know I'm writing The Wolf of Wall Street.

But yeah, that's it really. Also, if you haven't noticed it yet, Angel is basically Gustav's sex slave. You know...for kids. And yes, she has the bug wings. Because bug wings. Don't worry though, it's safe to say that poor Angel will be able to get out of all this okay. I don't like to have characters like her suffer without any hope of escape. So no worries. Also, she's going to function as our eyes and ears for most scenes concerning Gustav and Co., since she's basically the only non-sociopath/psychopath in the group.

But yeah, pushing boundaries I guess. Hopefully everything works out right in the end.

Act II - 09 - Old Wounds

Act II:
“Break On Through to the Other Side”

Chapter Nine:
“Old Wounds”

After being fished out of the water by the agents who had boarded the yacht while Gustav escaped in his submarine, Cupcake and Carrot had instantly been bundled in thick, scratchy blankets. Then they were ushered into the lounge out of the freezing air and after assuring that they weren’t slipping into hypothermia, the agents had left them both under the eye of Fleur while they stepped outside to… do whatever secret agents did on an enemy yacht.

This music is eerie, Cupcake thought, as she glanced towards the large record player sitting in the far corner of the lounge. It was a massive and ornate machine, apparently made from mahogany. Its speaker was an enormous blooming piece of what looked like stainless steel, and bore more than a passing resemblance to a flower.

The music coiled and ebbed throughout the room, first descending, like it was being pulled into some kind of abyss, only to then slowly swell until it was erupting in Cupcake's ears, before once more sliding down into darkness again.

It reminded Cupcake of that book she often read in her childhood. Falling down a rabbit hole--so slowly yet also entirely inescapably. Like a reverse well. She pulled the scratchy wool blanket a little tighter around her body and turned her eyes towards Fleur, who was behind the lounge’s bar, removing all the wine bottles from their cabinets, pausing to read the labels with a slight squint, and then setting them aside with a satisfied smile.

“You know, to be quite honest, my main trouble with wines is finding one that won’t make me cough it back up. Now I have far too many good ones to choose from,” Fleur said with a chuckle. Cupcake simply responded with a gentle nod, focusing her attention elsewhere in the low-ceilinged room. The walls were a cool ivory, which contrasted nicely with the dark brown furniture and cobalt rug, all impeccably clean and in pristine condition. Cupcake felt out of place in such lavishness, which was certainly saying something, as she was normally used to fashionable surroundings. Perhaps it was the fact that this was all aboard a single yacht, or the fact that it belong to someone who, by all indications, was a monster.

Unsure of herself and feeling awkward, Cupcake burrowed into the couch just a little more, and bundled herself up in the blanket that Agent Sparkle had given her as best as possible.

She glanced across the room towards the other sofa, where, bundled in another blanket, was Carrot, the stallion that had dragged her out of the harbor. He hadn’t spoken a single word since they were brought on board Gustav’s yacht and he had staring at the coffee table between them the entire time, his hooves steeped against his mouth so only his eyes were visible, and they were roaring with silent fury. Cupcake wasn’t even trying to probe his mind, and yet she could feel the anger radiating from him like waves of smoke.

“Ah-ha!” Fleur exclaimed, and Cupcake turned her head to see her sister grabbing a bottle along with three glasses. With a look of satisfied confidence, Fleur came over to where Cupcake and Carrot sat, setting the bottle and glasses down on the table. With a pop, the wine bottle was open and Fleur set about filling the two glasses.

“Now, this stuff will warm you up nicely. Say what you want about this Gustav fellow, he knows his wine. The last time I had this kind was…” She paused in filling the glasses, glancing upwards in thought. She then shrugged. “Hmm. I don’t remember the last time. But I’m pretty sure it was during the Civil War.”

Cupcake glanced towards Carrot to see if his expression had changed in light of the promise of a drink, but alas, his glare was still focused on the polished wood of the table top. Cupcake was then greeted by the smell of wine exploding into her nose, and she looked down to see a glass wine floating in Fleur’s magic, directly under her nose.

Cupcake shook her head slightly. “No Fleur, I’m alright now, really--”

Fleur scoffed. “Don’t be stubborn, anypony would need wine after all this,” Fleur said, practically shoving the glass into Cupcake’s hooves. “You don’t drink enough as it is. Oh, look at your curls.” She moaned, reached and flicked at Cupcake’s mane, which now hung limply in her face. “It looked so cute before you took that saltwater to the face. Honestly Cupcake, what were you thinking, diving into a freezing ocean fully dressed? Your coat would have dragged you down if the water hadn’t paralyzed you first. It almost made me sick seeing you sink--"

Fleur shut her mouth abruptly and titled the wine bottle over the other glass so suddenly she nearly spilled it over the table. This one she set in front of Carrot before filling her own. She took a sip, a satisfied look on her face, before glancing towards the record player.

“Damn depressing. They both die,” Fleur said, glancing over her shoulder at Cupcake and Carrot. She then started going through the records piled beside the player. “Celestia, did this guy know any other composer? The lightest work this one ever did was about a Celestia-damned singing competition. I mean, really! No Beethoofen? No Marezart? Stupid crazy griff-”

Carrot suddenly shot to his hooves, grabbing the wine bottle left before him, and hurled it at the far wall. Cupcake gasped, the bottle having whizzed by so close she had heard it whistle by her ear. A blood-red stain was left on the wall and a shower of glass beneath it on the floor. Fleur stood frozen, her hooves in the midst of pulling a record from its slip.

The door burst open and Twilight Sparkle jumped in the room, her horn ablaze, crouched as if to spring and her gun at the ready. Her eyes darted about taking in the scene and she frowned.

She opened to mouth as if to speak but Fleur interrupted, crying, “That was a great year!”

Twilight Sparkle visibly relaxed, the glow around her horn ebbing away as she lowered her weapon. “Listen, whatever you think of this psycho’s taste in wine save it for the next tasting party.”

She waited for a response, critically looking between the three ponies. No one said anything, Carrot still glowering at the wine stain on the wall, Fleur shaking her head, hoof covering her face, and Cupcake bundled up in the covers, looking like a scared rabbit.

Twilight let out a sigh, turning around and walking out of the room.

Cupcake internally felt the urge to follow after Twilight, but was distracted by the now cacophonous noise coming from Carrot’s mind. All the thoughts were of the same ferocious and riotous nature, clawing around in his brain like some rabid animal trapped in a cage.

This stallion is insane.

"You know a year that good, he'd have more stashed," Fleur said and started for the door. "It's probably hidden in his room. One boyfriend of mine had his wine in a cupboard he had built into the headboard of his bed..." Her voice was cut off as the door shut behind her.

Cupcake’s eyes immediately went back to Carrot, who still stood glowering at the wine-stained wall like he meant to burn a hole through it with his eyes.

Relax. He can’t be too dangerous if Fleur left me alone with him, she thought to herself but almost immediately she thought, Fleur doesn’t know him.

As if he’d heard that last part, Carrot’s head turned and his eyes set firmly on her. Cupcake felt herself sink deeper into the chair and draw the blanket closer around her.

“So, how much did you see?” he said darkly.

“... What?” Cupcake blinked, unconsciously biting her lip.

Carrot’s eyes narrowed like he didn’t believe the confusion in her voice was genuine, but he merely said, “My mind. How much?”

Cupcake recalled the stallion who had run away from her in the bar the day before yesterday. She hesitated, her hoof slipping up to twiddle with a stray part of her mane as Carrot turned to face her completely, his face becoming stormy.

His eyebrows lowered. “That much, huh?”

Cupcake put her hooves out defensively. “It was an accident, I swear. Your mind reached out when you were drowning and I… heard you.”

Carrot’s expression shifted, still looking displeased but less venomous. At the very least he was calm enough to look her up and down, taking her in with a quick, efficient glance. “Shouldn’t you be in school rather than jumping into freezing rivers?” he asked bluntly.

Cupcake felt a strange twinge of irritation and chagrin. “Shouldn’t you?” she blurted out.

He lowered his brows. “You didn’t answer my question.”

Cupcake pursed her lips. “You didn’t answer mine.”

Carrot’s anger visibly returned and he took a menacing step towards her. “I believe you owe me the answer after robbing me of chance to catch Gustav!” he spat.

“Catch him?” Cupcake exclaimed, the ludicrousness of the statement overriding her apprehension. “You weren’t even close to catching him! His sub was moving so fast it would have broken out of your reach in a few seconds!”

“I was trying to pull myself closer when you grabbed me!” Carrot replied sharply, waiving his hoof towards the water outside.

Cupcake shook her head. “You were barely holding on! And even if you did have a better hold, you were going to drown before you could even bring yourself close enough to put a dent in its surface!”

Carrot rolled his eyes, letting out a sharp scoff. “You have no idea what I’m capable of!”

“I think I have a slight idea, seeing as I read your mind,” came Cupcake’s sharp rebuttal, which only caused Carrot to grow angrier.

“You just said all you were doing was picking up my projected thoughts!”

“A lot of those had to do with your power,” Cupcake countered. “After all, it seems to be a rather central point in your existence.”

Carrot scoffed again. “And yours isn’t? Must be pretty useful to have a power that nopony can see and call you out on, while you walk around and exploit every little flaw in their system!”

“What do you know about my powers?” Cupcake replied sharply, standing up for the first time to better be on Carrot’s level.

“What, don’t you know after your little thought highjacking? I’ve dealt with your kind before, your kind with invisible unnoticable gifts that you can flaunt around while the rest of us have to spend all our time running or hiding!” Carrot spat back, sharply poking Cupcake with a hoof.

Cupcake pushed the hoof away. “I have never ‘flaunted’ my power--” she was cut off by Carrot letting out a sarcastic snort.

“Oh, then what are you doing on a secret spy mission when you clearly have no experience or qualifications except your god-like power?” he asked, making a point of standing up taller.

“How do you know I’m not qualified, I could be… an analyst or something!” Suggesting she might be an actual spy seemed too outlandish even to her.

Carrot gave her a condescending smirk. “Sweetheart, I can tell everything about you and I don’t even need telepathy.” He glanced over her once again and smiled mockingly. “You’re some rich girl whose been handed her entire life on a platter, never worked for anything a day in your life, never knew a cold night or an empty stomach, and got a free ride in a super exciting secret adventure because you also just so happen to be blessed with the perfect power.” He paused, then added, “Your power probably helped get you into that nice college you’re attending. Must be easy getting the guys, too.”

Cupcake had never wanted to hit a pony more in her entire life, her eyes were stinging with angry tears. “So just because life was particularly kind to me I’m less of a person than you? You think suffering makes you a better person than me? You think that nopony else has ever used that excuse for their own cruelty? Furthermore, what makes you think that I exploit my powers? Is it just because mine are more stuble than yours? Does that automatically make me a heartless manipulator? You seriously believe the powers make the pony? Because to me, I’ve only experienced that in bigoted small minded ponies who’ve never left their own little worlds. Anyways, what good have you done with your powers? Have you ended world hunger? Ended poverty? Save an orphan? No. You’ve spent nine years running around killing old, depressed individuals and anypony else who gets in your way, regardless of their innocence! That dragon in Wyremland for example? What did he ever do to deserve getting a knife through his throat? Try to stop you from murdering someone? And even then, the ex-soldier you killed was already remorseful, but you didn’t even consider that. Do you think your mother would want you completely waste your life tha--”

Carrot stepped towards her so suddenly and with such a burst of malignant thoughts Cupcake fell back into her seat trying to back away. He lifted his hooves like he was either going to hit or strangle her but instead he just thrashed them like he was striking her words out of the air.

“How dare you talk about what my mother would want or not want? You didn’t even know my mother, didn’t know how she suffered or what she went through every day just to give me something resembling a normal foalhood. Do you think you can just take one glimpse into my head and suddenly know everything she ever did for me?” Carrot thundered, stalking right up to her chair and looming over Cupcake. “Did you see how she would come home from work, completely exhausted, barely able to make her own bed just so she could get me some school books? Or did you see how she was skip breakfast so that I could have a full meal? How’d she’d make some kind of an excuse even though I knew full well? Did you?”

“Stop please,” Cupcake whispered, trying to shrink into the seat but she couldn’t put anymore space between them.

“I was there, I saw it,” Carrot hissed, leaning over her, his breath fanning Cupcake’s face like the bellows of a furnace. “She was my mother and I was her boy and that monster took her from me-- did you see that, little girl, did you see how he took my mother, the only one who ever did all that for me and more every day of my life, like she was a cockroach he could just smash under his boot?”

“Please stop... please,” Cupcake pleaded, her head swamped with all the manic rage and wrath of his words.

Carrot slammed his hooves on the armrests of her chair, caging her in place. “So who do you think you are, Cupcake, to tell me I’m wrong? Tell me what you could possibly know about how it drives me, wakes me up every morning and keeps me up all night, waiting for the day I can crush that griffin’s skull between my hooves?”

“I said STOP!” Cupcake shrieked and the last word reverberated in her head like a massive bell. Carrot suddenly went staggering backwards, gripping onto his head as if it’d been hit with a baseball bat.

Cupcake could immediately feel pangs of panic and pain shooting from him and her own head felt light, as if she’d just used every last ounce of her energy with that one thought. She touched her temples gingerly and winced like she’d been slapped.

Oh Celestia did I break something in here?

The door flew open--Cupcake almost gasped, the sound of it slamming the wall was so loud--and Agent Sparkle entered once again with her horn aflame and gun at the ready, now backed by a tall purple and green dragon, Fleur and what looked like the entire strike team.

“What’s going on?” Agent Sparkle demanded, cocking the gun and pointing it towards the two of them, her eyes narrowed.

Carrot was still occupied with holding his head and didn’t seem fit to answer so Cupcake tentatively raised her hoof and opened her mouth to speak.

“Mr. Carrot and I were merely having… a discussion, and it became somewhat heated.”

Agent Sparkle stared Cupcake down with an almost supernaturally venomous expression. Cupcake could have sworn she saw flames starting to form around the edge of the agent’s mane and tail. “You are the worst liar I’ve ever seen, Miss Silverhoof. Tell me what happened right now. No pussyhoofing around.”

Cupcake swallowed. Something about Agent Sparkle’s tone of voice made her sound as if she were about to explode into a burst of flames. She gingerly swallowed again, before clearing her throat to speak.

“Agent Sparkle, Mr. Carrot and I did have a disagreement. I overstepped my bounds and he was offended. But it’s over now, it was nothing serious,” she said as flatly as she could possibly muster given the scenario.

Agent Sparkle narrowed her eyes and scanned around the room before settling on Carrot, who seemed to have recovered and was now eyeing her and the strike team surrounding the door warily.

Cupcake seemingly forgotten, Agent Sparkle stepped towards Carrot carefully, her expression intently suspicious. Her gun and horn were still at the ready, how aimed directly at him. “Mr. Carrot, I haven’t exactly had the chance to ask how exactly you ended up in the harbor at the exact same time as we did. Care to explain why Miss Silverhoof had to jump in and save you like that?”

Carrot looked at Agent Sparkle and his face hardened into an expression of burning hostility. He set his jaw and didn’t answer. Twilight’s eyebrows dropped.

“Mr. Carrot, I’ve had a long night. I’ve seen my fair share of strange and abhorrent things, but you’re abilities are certainly more worthy of investigation than most others,” Agent Sparkle said, as if not noticing his silence, her voice having lost some of its anger and now having become more calculating. “Perhaps you want to explain how the corkscrew from the lounge bar is lying on the floor next to the chair Miss Silverhoof is sitting in.”

Cupcake automatically glanced down and saw the corkscrew lying on the carpet, the screw’s tip aimed directly in her direction. She felt herself turn suddenly cold. Carrot was silent. Twilight continued speaking.

“Or how about all those other metal objects, like those screws and lamp are all pointed directly at Cupcake? Care to explain that?”

Carrot glanced at Agent Sparkle, then towards the team and then at the window across the lounge. He abruptly lifted his left hoof, and instantly all the strike team’s guns were crushed like cardboard. He raised his right hoof and the corkscrew levitated and was sent hurtling across the room into the window, which shattered with a terrible crash. With a flick of his wrists the lounge doors slammed close, shutting out the strike team, and Carrot then darted towards the now open window. He didn’t get that far however, as Agent Sparkle shot out a bolt of violet magic that slammed into him, sending him sprawling to the floor unconscious.

“Oh my Celestia, what did you do?!” Cupcake cried, jumping up out of her chair and towards Carrot. Agent Sparkle merely rolled her eyes, lighting her horn again to cause Cupcake to sit back down again.

“Sit down and relax, Miss Silverhoof. He’s alive. It’s just a sleep spell. The only reason he went sprawling like that is because he’s probably jacked up on his own adrenaline,” she walked over, placing a tie wrap around the unconscious stallion’s wrists.

Just then the door burst open and the strike team poured it, led by the tall dragon. “Twilight you okay!?” he barked, readying his pistol. Agent Sparkle nodded, motioning for the dragon to put his gun away.

“Don’t worry, I handled it. Stand down, Spike.”

The dragon, apparently named Spike, visibly relaxed, slowly lowering his gun. The other agents responded in kinds, murmuring various worried sounding words.

“Let me through! Let me through!” came Fleur’s voice, and she revealed herself pushing through the nest of agents as she made a beeline towards Cupcake, rushing towards the younger mare and grabbing her by the shoulders. “Are you okay? Did you get hit?” she asked breathlessly, her eyes flashing in panic.

Cupcake merely nodded slightly. “No, I’m fine, Fleur, just fine,” she answered, holding up a hoof as best she could in spite of her own shaking. “Really, I’m perfectly fine. Not a scratch on me.”

“You absolutely sure?” Fleur pressed and Cupcake nodded again, this time a little more resolutely.

“Yes. I’m fine,” she answered, gently nudging at Fleur to release her from the death grip.

Twilight, meanwhile, loomed over the unconscious Carrot, eyes narrowed. Without a word, she spun on her heels and turned to face Cupcake.

“In light of the recent events, I think you should accompany me to a secure location Miss Silverhoof. I want you to tell me everything you know about this sta-”

“That wasn’t the deal!” Fleur interjected in protest, her voice shrill. “We came along on your little blitzkrieg to help locate that griffin. We already did that. We don’t need to stay around any longer.”

Twilight’s gaze shifted towards the tall unicorn, her expression flat. “If you want to try to get out on a technicality, Miss Fleur, I’ll have to inform you that Gustav still escaped. Therefore, Cupcake lost the target and therefore, failed her mission. Basically, she owes me,” she crossed her arms. “But if you want, you can go home. If I remember correctly, you pressed to come along, so you’re here of your own volition. Nopony is preventing you from leaving right now. And the same goes for Miss Cupcake, if she wants,” she then shifted her eyes towards Cupcake, whose gaze was focused on the unconscious Carrot.

Cupcake wasn’t really paying attention, until the tightening of Fleur’s hoof on her shoulder caught her attention.

“Let’s go, Cupcake. We need to get home as soon as possible before they drag us into some other little adventure,” Fleur pleaded. Cupcake hesitated. She wanted to leave, to go back to her uncle’s home, maybe unwind and watch television, she really did, but something pinned her in her place.

Even though Carrot’s words had frightened her, they had affected her in another, more deep seated way. He had been right, she didn’t know what he had really experienced. What she’d said was out of line, and, as violent as his reaction was, it was the right one.

However, what she did know was that he’d known nothing but the worst and most miserable parts of life. Everything he had ever come in contact with only seemed to be there to rob him of what little hope he had left, and nopony had ever been there to defend him, to deliver him. Instead, he was forced to be alone in the cruel wilderness of this world.

He was so utterly alone..

My whole life I’ve felt isolated, but this stallion… he truly is alone. No family, no loved ones. Not even a friend. If I don’t help him, who will? How could I ask him to change his ways if nopony ever shows him there is different way? How long will it be until he destroys himself because of his own anger and rage?

Cupcake looked to Agent Sparkle and, with a deep inhale, said firmly, “I really don’t know very much, but everything I do know, I’ll tell you.”

She heard Fleur inhale sharply and Agent Sparkle smiled for the first time. “Thank you very much, Miss Silverhoof. We’ll be waiting for you down by the car.” And with that, the older mare beckoned for the other agents to follow her, carrying the unconscious body of Carrot after them.

Cupcake looked to Fleur and took her sister’s hooves in hers. “You don’t have to come if you don’t want to. This is my job now.”

Fleur looked at her wearily, shaking her head slowly. “Let’s just go home. Uncle Albert is probably worried sick. This isn’t your job. None of this is your responsibility. ”

An image of Carrot’s mother lying on the floor, the blood streaming out of her body, and the sense of utter extinguishing hopeless it provoked caused Cupcake to grip her sister’s hooves tighter. “He is now, Fleur. He is now.”

Fleur stared at her with an indecipherable expression. “Well… you’re my responsibility. And I’m coming.”

Cupcake couldn’t resist the impulse to throw her arms around her sister. As she hugged Fleur as tightly as she could, she heard Agent Sparkle say, “Well then, we should get started.”

///////////////////////////////

Carrot lay strapped to that horrible table in that frighteningly white room, his hooves utterly numb from the straps around his wrists and his head turned towards the wall where all the instruments of his torment hung like butcher knives in a slaughterhouse. He was alone but he knew that wasn’t for long.

He didn’t want to look at the instruments anymore but he couldn’t move his face away from them. What else would there be to look at anyway? The door would open and the doctors would file in; he had seen that enough times to know that it never served well to let them see the fear in his eyes so soon.

He heard the door suddenly swish open on its oiled hinges and the steps of a single pony sounded on the polished floor.

He shut his eyes. Don’t look, not yet, don’t let him see--

“Carrot?”

His eyes flew open.

“Mom!” he cried and felt tears of relief burst down his cheeks.

His mother came up beside him, laying her hoof on his forehead and smiling softly. “I’m here, Carrot. I’m here.”

“Mom help me, get me out of here!” Carrot whispered, his throat too constricted by tears to lift it any higher.

His mother’s smile faded and her eyes filled with tears. “I can’t.”

“Just untie me, I can make the doors open!”

One of her tears dripped from her cheek and landed on his mouth. It tasted like rot and salt, like the bay in San Franciscolt.

“Mom?’

“Carrot, I can’t. I can’t help you.”

“Please Mom!” he begged and felt like his chest was caving in. “Please just please untie me, just get me out of here.”

“But Carrot,” his mother said but now her voice sounded like it was breaking and her face seemed to be rippling, Carrot thought it was the tears in his eyes.

“But what?”

His mother’s eyes suddenly grew brilliantly clear and seemed to evaporate her tears. Her mouth began stretching, like it was being wound up from behind, from one jawline to the other. “Carrot, you asked for this.”

Then her face peeled off like snake skin and her voice melted away in the wake of a scraping, scalpel sharp one. Gustav’s face now stared down at Carrot, his golden eyes gleaming with cruelty.

“You asked for this one, Carrot,” he said, his voice hissing through his clenched, grinning beak.

Carrot opened his mouth to scream but instead of his voice out poured a fountain of water, salty like his mother’s tear and black like the bay. It instantly filled the room and reached over his head, so he was immersed in its pitch, icy grip.

But despite all this Gustav’s eyes still burned through the darkness and shone on him, brilliant and blinding, driving into his own like a drill. And the rushing of the water all around sounded like his laugh.

///////////////////////////////

Carrot opened his eyes and was greeted by the blinding light of a single fluorescent light bulb. He squinted and felt his cheek pressing into something solid. He lifted his head slowly--by Celestia it was heavy--and realized it was a table.

Carrot frowned and blinked, his head still swaying and weighing on his neck like it was full of water, but his eyes were finally adjusting to the light. He was in a plastic chair in a room designed to induce claustrophobia, a tight and low ceilinged room and painted entirely in an energy sapping slate gray. There was a long mirror in the wall across him that reflected his face, which was strained and haggard, and the only other things in the room: the plastic chair he sat in and the matching one across the wooden table he was seated before.

Carrot knew an interrogation room when he saw it. He groaned.

Not again. For once can’t I wake up with a headache next to a beautiful mare or something?

He went to move his hoof towards the door and found both were cold and heavy. He glanced down and saw they were tied with tie wraps and pale, like all the blood had been cut off. He sighed deeply and forced his hooves to move, straining them to spread outward.

Well, at least they weren’t stupid enough to use cuffs. And if they weren’t that stupid, that probably means there are guards watching me behind that mirror and stationed outside the door, and an interrogator will be in here in about---

The doorknob spun, the hinges screeched in complaint, and the purple unicorn stepped in.

--Now.

“Glad you see you’re awake, Mr. Cake,” the unicorn said coolly, shutting the door behind her and walking over to take a seat across the table.

How did she know my name? he thought briefly. The memory of the telepath jumped to the front of his mind, and he let out an inward snarl.

“In case your memory is a little bit hazy from your ordeal, I am Agent Sparkle,” the unicorn continued, sitting down and laying a folder on the table. “I would like to ask you a few questions about your presence in the San Franciscolt bay tonight. But first, would you like something, a glass of water perhaps?” she motioned towards the door briefly

“Vodka, if you don’t mind,” Carrot answered snidely, the edge of his lips twitching deridingly.

Agent Sparkle gave him a thin, humorless smile. “If you wanted to get drunk, maybe you shouldn’t have wasted the wine on the yacht.”

Carrot rolled his eyes; authority figures hated that. He hadn’t intended to tell her anything from the beginning, but after that little jab on her part, he was determined to be as accommodating as possible.

“Mr. Cake, if you corporate this night doesn’t have to get any worse for either of us,” Agent Sparkle said in a decidedly flat tone, steepling her hooves. “This night hasn’t gone well for me and I’m very tired. When I’m tired, I become impatient. And then proceedings can turn sour.” she emphasized her words by flexing her hooves.

Carrot smirked. “With a mare as pretty as you that can't be such a negative outcome.”

Agent Sparkle simply blinked. “With a stallion as smart as yourself that can’t be the best line you’ve got.”

Carrot gave his most suggestive smile. “It isn’t. Would you like to hear the better ones?”

“I’d rather move on to an actually stimulating subject,” Sparkle answered, her voice showing just the slightest hint of sarcasm.

Carrot didn’t have an answer for that.

Agent Sparkle then deftly opened the folder, revealing a notepad and pen. “Mr. Cake, what were you doing in the bay tonight?” she asked, readying her pen.

Carrot lifted his shoulders slightly. “Skinny dipping.”

“Actually you were wearing a swimsuit, the kind used by professional swimmers to insulate and streamline their bodies,” Agent Sparkle answered, her gaze still focused on him.

“I’m practicing for a marathon,” Carrot sighed, shifting his chair slightly.

Agent Sparkle glanced up at him under raised eyebrows. “At night?”

“Have you ever swum in the ocean at night? It’s very romantic,” Carrot answered, looking up at the ceiling briefly.

“Really? In a dirty bay full of ship propellers and anchor chains? That doesn’t exactly sound like a trip to Prance to me.”

Carrot shrugged. “Makes it a bit more exciting.”

Agent Sparkled stared at him coldly then looked down and began smoothing out her skirt. Carrot felt his brows knit together. Something about the action felt… off. He couldn’t pinpoint what, except that she had broken eye contact for the first time since she entered and before it had seemed her policy to wear him down with the almost vacuum like indifference in her gaze.

Agent Sparkle looked back up, her expression unchanged, but Carrot now felt an imbalance in the air. He didn’t feel like smiling or playing the smooth one anymore.

“Mr. Cake, what is the nature of your relationship with Gustav la Shaw?” Agent Sparkle asked, once more picking up the pen.

“Who?” he answered, knowing full well that the answer came far too quick to be truthful. He was simply buying time more than really avoiding her inquiries.

So the telepath told them my name, that I know Gustav… what else would she have known for certain?

“The griffin who murdered your mother and tortured you for five years.” Carrot might have been shocked by that blunt statement if he wasn’t immediately distracted by Agent Sparkle’s face.

Her lips were pressed together so tightly that they were almost white, the veins in her forehead were suddenly standing out, and her eyes, so perfectly detached before, were now almost glaring ahead but they didn’t seem to really be looking at him or anything in the room. It was like a thorn was being twisted into her side.

All this lasted for maybe one half of a second before the inscrutable mask fell again. But it was enough.

Carrot’s eyes flickered to the mirror and he felt a smile tickle the edge of his lips.

Of course.

“Annoying, aren’t they?” Carrot said. When Agent Sparkle merely raised an eyebrow he nodded at the mirror. “Mind fuckers. Please, don’t play innocent Agent, it doesn’t suit you at all. You expect me to believe that you have a pony of that caliber at your disposal and aren’t making good use of her?”

He set his cuffed hooves on the table and leaned forward in his seat so his entire face was aimed directly at the unicorn. “Agent Sparkle, you seem moderately intelligent so try to understand something about me: there is nothing you could think of, no matter how brutal or cruel, that hasn’t already been done to me multiple times. I don’t want to tell you anything and that’s the end of it. So lock me up if it’s what you want, but I’ve escaped worse places than this with half the skill and drive I have now. But don’t waste anymore of my time.”

Agent Sparkle’s mask of absolute indifference hadn’t so much as flickered. She simply pushed her chair back and stood up, straightened her uniform, and walked casually over to the door. She put her hoof on the doorhandle and turned back to look at Carrot.

“Since you saw fit to be so honest, it’s only fair that I return the favor. I’ve broken better one’s than you. And worse ones too. I’ve made them weep and moan, cry and scream for their mothers, their gods, and even their death. And I know for a fact that I’ll be hearing the same from you soon enough.”

Then she opened the door, stepped out, and shut it behind her.

///////////////////////////////

Cupcake was positively vibrating with anger, that much Fleur could see. She was wringing her hooves, and focusing all her attention on the two ponies inside. She must have been listening to Carrot’s interrogation, and it must not have been pretty.

What are they doing in there? Fleur thought in Cupcake’s general direction, knowing that speaking would probably just attract unwanted attention from the agents surrounding them.

Exactly what I told her NOT to do. Cupcake hissed mentally. Fleur raised an eyebrow.

Which is? She found Cupcake’s reaction to be uncharacteristically angry for a mare she knew was much more low-key than this. I’m not a psychic, you know.

Cupcake set out a metal grumble. She’s using his mother as an interrogation technique! After I explicitly told her not to do such a thing!

Fleur looked down and bit her lip slightly. Oh joy. His dead, tortured mother, whose image alone made Cup burst out into tears as she recounted Carrot’s thoughts to Agent Sparkle, was now being used as a talking point. Lovely.

Fleur knew that Cupcake had hated the concept of using live family members as bargaining chips - the product of one too many late night movies on EBC - so the very idea of using dead ones as interrogation fodder was probably pushing all of the wrong buttons in Cupcake’s mind.

Meanwhile, Cupcake continued to wring her hooves, growing increasingly frustrated by the minute. No matter how many mental pleads or messages she sent towards the agent, the mare rebuffed them, continuing her line of questioning unabated. It was pushing practically every wrong button in Cupcake’s mind, and now, she was practically seeing red. A part of her wanted to just burst in and stop Agent Sparkle in her tracks, but that would probably end with Cupcake on the floor writhing in pain while Agent Sparkle shrugged off any attack with some sort of super secret ninja move or something. After all, physical violence was something Cupcake was most certainly not experienced with, and she’d probably barely make it to the door before one of the guards tackled her.

But that didn’t stop her from still wanting to get up, barge in, and put a stop to this. Didn’t anypony else see how wrong Twilight was? How cruel it was to remind Carrot of the worst day of his life? She had to do something.

Fleur meanwhile watched her sister with deep seated concern, and hoped that the idealistic mare wouldn’t do anything stupid, like, say, try and punch Agent Sparkle. Her hopes were quickly dashed as the door opened, and Agent Sparkle walked in.

Cupcake flew from her chair so quickly that even Fleur, with reflexes honed by almost five hundred years worth of hard knocks, barely saw it coming. She jumped to her hooves, a swear formi-

A brief telepathic pulse froze all the other ponies in the room, - including Fleur, unfortunately - and let Cupcake travel unimpeded towards her target, readying the first kung-fu move she’d been able to pick up from the unguarded mind of a nearby agent.

She didn’t get far though, as Twilight merely grabbed her arm sharply and twisted it at an angle, causing Cupcake to let out a yelp and stop dead in her tracks. Before Cupcake even had a chance to properly figure out what it was Twilight had done to her now very sore arm, she found herself up against the wall.

“What are you doing?” Twilight inquired, her voice critical, like a mother who just found their child with a hoof in the cookie jar. Cupcake let out a grunt, trying her best to push herself free Twilight’s surprisingly strong grip.

“How dare you use his mother like that?!”

Twilight furrowed her brow. “Like what?”

“Like - like a bargaining chip! That’s what! Hasn’t Carrot been through enough pain already? Why do you have to drag up his past like that?” Cupcake replied angrily. She could have sworn that Twilight let out a tired sigh, as if she’d just been asked the dumbest question in the universe.

“I’m simply doing my job, Miss Cupcake. Might I ask why you just tried to attack me? That doesn’t exactly seem like the mare I was speaking with an hour ago.”

“Because you were just doing exactly what everypony else in life has been doing to him! Hurting him, torturing him! Treating him like some kind of expendable thug! Don’t you have morals?! Can’t you see what your doing is cruel and--”

“Oh spare me the sob story, Miss Cupcake. My morality is in keeping this country and everyone in it safe. You meanwhile, tried to hijack my mind like your own personal toy when I did something that you found to be slightly uncomfortable. I’m sorry to burst your bubble, Miss Silverhoof, but doing uncomfortable things is a part of my job.” Twilight replied, her voice maintaining it’s parental air.

“But this is wrong!” Cupcake countered, stomping her hoof slightly in protest.

“What’s wrong, Miss Silverhoof, is allowing you to continue to act like a toddler throwing a tantrum. You have to learn that not everypony is as optimistic as you are. Understand? Sometimes we have to get our hooves dirty to fix something, and this is an example. Now, reverse whatever it is what you did to my agents, and I’ll let this little conversation slide okay?”

Cupcake let out a grunt of protest. “Not if you promise me you won’t try to use his mother again!”

Twilight let out a frustrated sigh and rubbed her forehead with her free hoof, still managing to keep Cupcake in place. “Look, I don’t have to promise you anything. You’re my guest, which means that you follow my rules.”

“But-”

“No buts, Miss Silverhoof. I don’t want you to question my tacts again, understand, or I will personally escort you home. Now, if you wish to stay here, and continue helping us, you have to follow the rules. Understand?” Twilight’s tone was now softer, but still firm. “Now, I’m going to let you go, and I’m trusting that you’ll let my agents go. Then, you’re going to go back to your uncle’s house, drink some tea, and get a good night’s rest. I think we’ve both had a very hectic day, and need a bit of unwinding before we go any further. Does that sound good to you?”

Cupcake swallowed, before nodding slightly. Twilight could have easily done much worse than just holding her against a wall, and Cupcake was probably very lucky her arm was just sore and not broken in several places. She closed her eyes tightly for a moment, and released everyone from the freeze.

There was a burst of noise as all the agents in the room pulled out their weapons and aimed them at Cupcake, but Twilight held up her hoof and beckoned them to lower their weapons.

“It’s alright, me and Cupcake were just having a discussion about rule following,” Twilight said as she released Cupcake from the arm hold. “Am I right, Miss SIlverhoof.”

Cupcake nodded silently. “Yes, Agent Sparkle. I’ll be going now,” she answered meekly, straightening out her clothes and motioning for Fleur to follow. “Come on Fleur, let’s go.”

Fleur’s worried expression lightened somewhat, and she was quick to rush over to Cupcake and put a reassuring hoof on her shoulder. “Alright then Cupcake. Do you want me to drive?”

“No. Agents Marker and Acorn will drive you.” Twilight answered, motioning for the two stallions to escort Fleur and Cupcake. “They’re also going to be security. Just in case.” as she said this, she looked at Cupcake firmly, who simply nodded again.

The two stallions walked over, opening the door for Cupcake and Fleur and motioning towards the hallway. “Car’s this way, ladies,” one said, and with that, the two mares left the room, Cupcake rueing over the events of the day.

Author's Note

Well here we are!

Also, The Doors get their first quote. Huzzah!

Anyways, Phoenix Avalon wrote about 90% of this chapter, with the exception of the end scene, which was drafted up by JZ1 and then tweaked by yours truly. Turned out that Phoenix's original draft ended up making everybody involved considerably less sympathetic then indented. But the core of the scene (the idea of Cupcake objecting to Twilight's methods), was kept. So yeah. Thanks JZ1 for helping out.

Everything else is Phoenix's, just because she's got a knack for this kind of stuff.

Also, that dream sequence is basically David Lynch meets David Cronenberg and that is why it's so stupidly awesome.

The dark music mentioned at the beginning of the chapter is the overture to Wagner's opera Tristan und Isolde, which is about two lovers who fall madly in love and then die. Joyous.

But yeah, there you guys go! Hope ya'll enjoy it.

Also, who are those 8 people who disliked this? Not that I've got a thing against down votes, but it would be really great if you explained exactly why you down voted, so I can hopefully improve the story. Just a suggestion for future people reading this.

Act II - 10 - Connections

Act II:
“Break On Through to the Other Side”

Chapter Ten:
“Connections”

“Twilight, what’s bugging you?” Spike asked, arching an eye ridge incredulously as he spoke, walking over and watching as Twilight let out a long, grumbling sigh as she poured her coffee into the large mug she held in her hoof.

“What’s bugging me? You want to know what’s bugging me?” she asked, turning to face him with a grimace on her face. “We’ve been looking for Gustav for thirty years, and now, when he’s finally in our grasp, he slips away in a friggin’ submarine. That’s what’s bugging me, Spike.” She sipped her coffee, muttering something as she did so.

Spike nodded slightly. “Look, Twilight, I haven't known you that long, but you haven't been this edgy since you went to your dad’s funeral. What's really bugging you?” he asked, pouring himself a cup and giving it a quick warm up with his breath.

Twilight rubbed her face idly, shaking her head slightly. “I just haven't had a lot of sleep. It’s no big deal.”

Spike tilted his head in bemusement. “And why haven’t you been able to sleep? Last I checked, you were a pretty deep sleeper.”

Twilight sighed, rubbing the bridge of her nose. “Well… it’s just…” her voice cracked slightly, and Spike could sense she was obviously fighting against her emotions. He reached over, softly putting a claw on her shoulder.

“Hey… it’s okay. I can keep a secret,” he said gently, causing Twilight to give him a small, fragile smile before her face once more grew downcast. She inhaled deeply, and her shoulders sagged, her expression growing deeply exhausted.

“It’s just… me, and Gustav, have met before. Back during the Civil War, he was a part of HYDRA. Red Skull’s right hand griffin. Back then I was young, idealistic, maybe a little naïve, I just wanted to help my country anyway I could. You know how it is. Anyhow, I joined, I mean, it helped that my dad was working on the Project Rebirth…” she paused, wetting her lips and simply staring into her coffee. She sniffed slightly. “Eh, I won’t burden you with all the details. It’s kind of a boring story, I suppose. Anyways, I eventually ended up helping the ESS, which is what NEIGHS’ used to be back in that time. Ended up working with Captain Apple-”

“You worked with Captain Equestria?” Spike cut in, his eye ridges rising on their own accord in surprise. He always knew Twilight was older then she looked, and had served in the war, but the image of her sharing ranks with somepony as prestigious as the Captain Equestria was a bit of information he certainly hadn’t known. Twilight meanwhile, just nodded slightly.

“Yeah. Me, her, my brother, Gilda, Surprise…” she paused, again, her eyes flicking towards the ceiling briefly. “Apple Bloom. All together. We were a team you know? Like a family.” She blinked harshly, pausing to rub her eyes slightly. “Anyways, we were on a routine mission. Bit of a milk run really, nothing much. Then everything went south.” She paused again, and was silent for a long time. Spike had honestly never seen Twilight quiet for so long, nor look so blatantly emotional. Spike moved to place his claw on her shoulder again, having let it drop off in the interim.

"Gustav?”

Twilight nodded tersely, her expression darkening. "The worst part, was that he smiled when he did it. No, not smile, laughed. He laughed at us. Like it was some kind of prank." She looked directly into Spike's eyes. "Do you know what it does to somepony to watch somepony else look so terrified, so helpless, and not be able to do anything?"

Spike shook his head. "No. No I don't."

Twilight sighed deeply. "So there you go. Ever since then, I’ve kinda wanted to make up for it. Every time we get a lead, I’ll chase it around for a while, only for it to go cold or end up being fake. Thirty years, Spike. Thirty years. Of course, the first time we’re within actual hope of finally getting Gustav, making him pay for all the stuff he did…” She tensed up, her teeth grinding in frustration, her tone having grown noticeably darker as she spoke. “That silly little filly had to go and screw it up! Why couldn’t she just focus like I do, I mean, is that so hard?!”

Spike sighed. “Twilight… listen to yourself. Cupcake, from what I saw, isn’t a ‘silly little filly’. She’s just a civilian who’s been practically drafted into doing something she has no real knowledge of. Did you seriously expect her to just know magically what you wanted from her?”

Twilight huffed slightly, but it lacked conviction. “Spike, she’s a psychic. You saw what she did. I mean, I can’t just let her freeze ponies like that. She could have-”

“Hurt somepony? Obviously. But we’re not talking about how she was acting Twilight. We’re talking about your actions. Think about it,” he moved up close, looking her in the eyes sympathetically. “How can you lead a group if you don’t understand them?”

“But Spike, I’m the expert here, not her.” She sighed, rubbing her temple. “Why can’t she just follow orders like a good soldier?”

“Because she isn’t a soldier, Twi. She’s just a college student. She’s probably scared, and was worried about her friend. I mean, if it was me who was prisoner in there, and somepony wanted to keep me locked up all night without any real reason, wouldn’t you do something to help? Wouldn’t you want me safe?”

Twilight opened her mouth to speak, only to close it again. Her whole body seemed to deflate, and she nodded her head. “Yeah. Yeah I would.” She was silent for a moment, and Spike could tell she was ruminating over his words. She pushed a lock of her hair out of her eye before speaking.

“I suppose I was acting like a real jerk lately, haven’t I?”

Spike nodded slightly. “Yeah. You tend to get like that when you get tired.”

Twilight was quick to scoff, but it was an empty one. “I’m not tired… just a little groggy-”

“Twilight. You yourself said you haven’t been sleeping lately, and last time I saw you go to bed was the night before we set out for Las Pegasus. Now, I want you to be honest… when was the last time you slept?”

Twilight’s eyes were slightly evasive, darting around randomly.

“Twilight. Come on. Just be honest,” Spike pressed ever so slightly, and Twilight slumped into a chair, finally allowing her lack of sleep to show itself.

“Night before Las Pegasus. Ever since I’ve just been drinking lots of espresso and coffee I guess… I just… I just didn’t want him to get away. I mean, he still talks to the hat, Spike.”

“Who does?” Spike asked, taking a seat next to her and letting her lean against him slightly.

“Shining. After I debriefed Las Pegasus, I heard him talking to that old hat he has on his desk. AJ’s hat. That got me worried. I honestly wonder sometimes if he ever got over it. So I just figured, if we could finally capture Gustav, make him pay… I don’t know, maybe Shining could get some closure. Move onto the next chapter or something. But I failed him. Now I’ve gotta go back to HQ, look him in the eye, and say we lost him. I mean what is he-”

“Twilight. Stop it. You’re talking nonsense. I mean, what’s Shining going to do? Fire you? No. Of course not. Anypony would agree that what just happened was totally unexpected. Nopony at NEIGHS knew about the boat, let alone the submarine. These things happen, nothing we can do to stop them really. Instead, we just gotta get up, dust ourselves off, and get back to work. Or else Gustav wins right? I mean, you’re not going to just up and give up because he got away this time right?” he asked, fully embracing Twilight with his arm. “And,” he continued, motioning towards the other agents, who milled about. “Nopony got hurt right? Everypony’s still alive, nopony died on your watch. I’d say that’s something to be happy about right?”

Twilight was silent for a long, quiet moment, before she smiled thinly.

“I guess you’re right… it could’ve been worse…” her expression darkened slightly. “Much worse. But, yeah, we’re all okay,” she looked up at Spike, smiling again. “Thanks Spike. I needed that.”

Spike simply nodded. “That’s fine Twilight. After all, what are friends for if not to help their friends out of the dumps?” he then lifted a finger. “You still need to apologize to Miss Silverhoof though. Because, no matter how stressed you were, you’re our leader, and a leader’s got to be cool and understanding under pressure. You can’t just dismiss somepony because you think they don’t know anything. Anyways, she did help us right? I mean, we probably would have run over that Carrot fellow with the boat if she weren’t there right? I mean, were you seriously going to let him drown so you can catch one guy? Is Gustav worth more than that stallion’s life?”

Twilight was quick to shake her head. “No. No he isn’t.” She rubbed her nose slightly, and sniffed again. “I suppose she was just trying her best. I know I was pretty much like that at my age. I guess I was just one big hypocrite.” She idly ran her hoof through her mane. “I’d better go and apologize then, huh? Mend the fence?”

Spike shrugged. “Well, that’s up to you. I mean, if it were me that offended someone without reason, I’d be pretty quick to say sorry.” He sat up slightly, reaching into his coat pocket to pull out a small bottle of whiskey. “But that’s just me.” He took a sip, before moving the bottle towards Twilight. “Want some? It’s from Wyremland. Great stuff.”

Twilight smiled slightly, but shook her head. “No, I’m good. Just coffee for this engine.” She stood up slowly, letting out a grunt of effort. “I guess you drive? She’s up in her uncle’s house. You know, that silly hippy stallion.”

Spike smiled knowingly. “Yeah, I know the place. Guess I’m your chauffeur again.” He capped his whiskey, slipping it into his pocket again and stretching. “Not that it’s bad. I kinda liked the drive. Nice and scenic.” He started towards the exit, motioning for Twilight to follow. Twilight nodded in response, turning and following after her friend.

Well, I guess it’s time for me to own up, she thought as she made her way over to the car, where Spike was already waiting patiently.

////////////////////////////

“There’s sunshine in my stomach/Like I just rocked my baby to sleep/There’s sunshine in my stomach/And I can’t keep me from creeping sleep/Sleep, deep in the deep”

The dark, slowly thumping music ebbed from the speakers of the turnstile, oozing and filling the room with its sound as Cupcake lay on the bed, glaring at the ceiling of one of the half-dozen guest bedrooms Uncle Albert had in his massively ornate home.

At some point, Uncle Albert had seen fit to glue dozens and dozens of glow-in-the-dark stars to the ceiling, all in the order of constellations. For the past hour or so, Cupcake’s eyes had been fixed on the one called “Lady Love”, which, according to old Equestrian mythology at least, was family to the Two Sisters. The stories were never very consistent. Sometimes she was a niece, in another a sister, and in yet another a daughter. The only thing that ever stayed consistent in the stories, was that she was the goddess of love and that she was the kindest of the gods.

Rather ironic really, Cupcake thought sarcastically. Staring at the goddess of love while you stew in rage.

Cupcake couldn’t quite remember a time in her life where she was quite this consumed by anger. She had half expected said anger to have at least boiled down to a simmering frustration, but alas, every time she tried to distract herself, her mind would find some way to insert Agent Twilight into the scenario, the arrogant unicorn standing over her and lecturing her as if Cupcake were a school filly.

Why did I accept this stupid mission? I’ve done nothing except be shunted from car to car, boat to boat, getting yelled at and treated like I’m some kind of simpleton. Makes me want to-

Cupcake let out a frustrated groan that roughly coincided with the music kicking into high gear and becoming more tense and frenetic, and she sat up. She knew that sleep wasn’t going to be an option tonight. She threw her legs over the edge of the bed and angrily shoved them into her slippers before stalking out of the door, leaving the music playing on the record player. She stomped down the halls, slowing down as she passed Fleur’s room, the instantly recognizable smell of cannabis catching her nose, ebbing from under the doorframe.

She must be pretty upset herself, Fleur never breaks out the recreational drugs unless she’s in a very bad way. Cupcake mused, briefly considering going in to speak with her. She let out a frustrated grumble, slapping her hoof on the floor as she started walking again. She had a sneaking suspicion that would just lead to another lecture.

Besides, Cupcake decided. I’m too angry to give her any healthy advice even if she was willing to listen.

She made her way down the staircase and headed to the kitchen. Just brew up some hot cocoa. That’ll calm your nerves. However, she stopped short in the kitchen doorway upon the site of the tall, bearded figure sitting at the kitchen table.

“Oh hai, little daisy chain, have the raven’s ruffling wings drove you down here?”

Cupcake sighed deeply, letting her shoulders wilt. “Hey, Uncle Albert.”

Uncle Albert tilted his head slightly. “Aww, looks like your daisy petals are a little wilted there.”

Cupcake simply nodded, moving towards the cupboards and pulling out a glass and a box of cocoa. “Yeah.”

“Bit of a barney trip tonight, huh?” Uncle Albert asked. “Brain go on a high scale vacay to the sky pilot?”

Cupcake turned and frowned. “What?”

“Bad trip?” Uncle Albert responded simply. Cupcake nodded.

“It sucked,” she grumbled, angrily dumping some cocoa into her cup.

Uncle Albert whistled. “Sounds like it did a metal conga drum on your language centers, little flitter bird.”

“Well, it did.” Cupcake stuffed the cocoa away, turning to walk over to the fridge and took out the milk, slamming the door shut, which considering the padding on the frame lost its intended effect.

“I’ve never seen you so backridged. Tell your Uncle Albert what has your soul doing sailor fingers.”

Cupcake paused, wondering how much she could say about what had happened tonight. It probably wasn’t wise to reveal anything, especially not after how things had ended. But…

“It’s just when…” She bit her lip. “... ‘The Man’ is ruining something you’ve found, something that should be protected and preserved unless it’s destroyed forever, and tells you to just go home and forget about it, that it's all for the greater good and security and you don’t know the real story… what are you supposed to do? Is the greater good every really good if it requires you to sacrifice morality to achieve it? Or do you become a hypocrite by employing the methods you are trying to eradicate? Is there ever really a necessary evil or is that just term made up for when people wanted to justify taking the easy way out?”

Uncle Albert nodded his head slowly, as if exploding into a morality filibuster at 1 in the morning was a totally normal and expected event. “My receptors seem to be indicating that your heart already has the answers to all your queries coursing within itself and you’re just soapboxing them for a presidential seal of approval. But you see, like you can’t make an orange run on clockwork, you’ll never get a seal from the president for anything except taking some dirty laundry to the cleaners. So what do you do when The Man asks for your soul and some of your blood on a contract without reading the fine print?”

Cupcake crossed her arms and stared at the floor, as if the checkered tiles would offer some answer. Or an escape from the answer she already had.

“You say no,” she muttered

“And when he won’t take no for answer?”

Cupcake took a deep breath and looked up. “You fight him,” she finally admitted.

Uncle Albert clapped his hooves together so suddenly Cupcake nearly jumped out of her skin. “Alright, alright, alright! I’ve been awaiting this moment with baited breath, little flower crown!” he cheered, raising one hoof in the air and shaking it about. “Fight ‘The Man’!”

That phrase is like five years out of date, Cupcake thought but just as it crossed her mind she had another image of Carrot in those hoofcuffs in that empty room, locked away with only that purple… nag and those faceless G-men, just another wave of monsters strapping him down to pick him apart…

Cupcake slammed her hooves on the counter, which was linoleum so it made a rather loud clanging sound. But she was so worked up now she didn’t even care, though her hooves were stinging and aching it felt good.

“You’re right, Uncle Albert,” she said darkly. “I’m going to fight ‘The Man’. He’s not going to brush me under a rug and he’s not going to steamroll over me!”

“That’s right, little freedom fighter!”

“Yeah! I’m going to fight for freedom, I’m going to fight! Enough talk!”

Cupcake stormed out the kitchen, her head swarming like a hive of hornets.

I’m not going to sit around like a lame old-mare, I’m getting Carrot out of that internment camp and that purple bitch can just try and stop me!

She stamped down the hall, her hooves smacking the hardwood floor.

And if she thinks she can lock me away they better think again because I’m calling the police, my representatives, my congressman and my senator-they’ll have half the Equestrian government on their hinds!

She grabbed the doorknob-

Ha, and just wait till Fleur catches wind of this, won’t she be thrilled some of her action has rubbed off on me! And Carrot can just eat his words when he sees this little rich girl saving his-

-She wrenched the door open and-

Agent Twilight stood directly in front of her, her hoof lifted as if she had meant to knock. Cupcake let out a squeak of shock and Agent Twilight winced like it was some kind of ultrasonic scream.

"Wha-what are you doing here?" Cupcake said, as all her heroic resolve she built up completely evaporated as she hid behind the door. However, instead of spitting out some sort of criticism or something, Twilight merely sighed, blinking in a noticeably sluggish manner. Her mane seemed to have frazzled somewhat since Cupcake last saw her, and her shoulders sagged as if she were carrying a heavy backpack or something.

“May I come in?” She asked, a questioning look on her face.

Cupcake blinked awkwardly. “Well, I… uh…” She swallowed slightly. “Sure, sure, come right in.” She opened the door more to let Twilight in, standing up a bit straighter to appear more confident. “So, uh… what can I do for you?”

Twilight let out another sigh, pausing to rub the bridge of her muzzle. “I came here to… apologize for how I’ve been acting towards you.”

Cupcake simply blinked again, having trouble connecting the words to their meanings. “Excuse me?”

“I said I came to apologize,” Twilight repeated, giving Cupcake a tired look before continuing. “I’ve treated you in a very condescending manner. I haven’t exactly gotten that much rest in the past few days, and my temper was very short…”

Cupcake opened her mouth to interject, but Twilight held up a hoof. “That doesn’t excuse my actions though,” Twilight continued. “And I didn’t realize that you were probably feeling just as stressed and under pressure as I was, if not more so. So, I’ve come here to ask for your forgiveness, and if you’ll accept my apology.” Twilight then extended her hoof. “Apology accepted?”

Cupcake stared at Twilight. She wasn’t entirely sure of what to say. Much of her righteous anger had spawned from the idea that Twilight would maintain her own self-righteous aura. To see the agent acting humble, even if it was a tired, worn down sort of humble, was a tad disorienting.

“I accept your apology…” she said rather slowly as she hooked her own hoof around Twilight’s and shook in rhythm with the lavender unicorn. She figured if it was her on the other side of things, she’d most likely faint from the embarrassment. “Do you want some cocoa or something? I just made some I think… and it is awfully cold out.” She gave Twilight a slight smile, hoping to at least smooth things over a little between them before moving on to the big moral quandary. Cocoa was an ultimate good after all.

Twilight was silent for a moment, her breath coming out in little clouds. She looked over her shoulder and back at the car that was parked a few feet back, headlights providing some light for the front door. Cupcake peered over Twilight’s shoulder and could just make out the form of the lanky purple and green dragon that had been following Twilight around.

“Uh, Spike, do you want some hot cocoa? Miss Silverhoof is offering,” Twilight called out, and the dragon’s head popped out of the window like a jack in the box.

“Really?! She is?”

Twilight turned back to Cupcake. “You are?”

Cupcake nodded slightly. “If you want, yeah,” she called out towards the dragon, whose face lit up in a bright smile at that. He ducked back inside the car, swinging the door open and waltzing over, his face completely overwhelmed by his own smile.

“Excellent! The cocoa they have back at the base is awful,” he said, coming up next to Twilight. He looked down at her. “See, apologizing has its perks!” he chirped, before looking over to Cupcake, who opened the door more to allow the two entry.

Once Twilight and Spike were in the house, Uncle Albert appeared from the kitchen, giving Twilight and Spike a critical eye from underneath the rat’s nest he called a mane.

“Are these the one’s who are rustlin’ your jimmies, little firebird?” he asked, and Cupcake nodded.

“Um, yeah, they are. But Miss Sparkle apologized.”

Uncle Albert’s eyes narrowed. “She did now? You sure she isn’t just using her flipping panthers to psychotropically scan your brain and brainwash you?”

Cupcake merely blinked, unable to find a proper response to that. Twilight on the other hand, rolled her eyes and shook her head.

“No, I didn’t brainwash her, Mr. Silverhoof. I simply admitted I was wrong.” Then she added rather pointedly, “Like a mature adult.”

Uncle Albert’s eyes narrowed and he simply shuffled away, muttering something about the government under his breath. This left Cupcake, Spike and Twilight alone to move to the kitchen. Cupcake discreetly motioned towards the kitchen table, pulling out two more coffee mugs to make the cocoa with.

“Uh, Agent Sparkle, I hope you don’t mind me asking, but, is it possible that you might be able to arrange for the release of, um, Carrot?” Cupcake asked, with her back turned to Twilight while she focused on the cocoa.

“Who?” Twilight asked, her tone slightly probing. Cupcake bit her lip slightly, nervously tapping her hooves against the counter. Her previous frustration awakening with a vengeance.

She doesn’t even know his first name?

“Carrot. Carrot Cake. The pony you found in the bay, remember?”

“Oh, him. Well, no, not at this time.”

Cupcake bit the inside of her mouth to restrain herself before asking, “Why can’t you release him?”

“Simple; he might be in possession of information that can help us track Gustav more effectively.” Twilight seemingly noted Cupcake’s unease at this, if her softening tone was any indication. “If it’s any help, it’s only going to be for a night or two, then he’ll be free to go chasing after subs again.”

“But you can’t keep him caged up like that,” Cupcake replied, turning around with a determined look on her face. “I mean, wouldn’t he be more cooperative if you give him at least some freedom?”

Twilight gave a slight nod mixed with a shrug. “Yes, that’s true, but if we gave him too much freedom, he might escape. I understand why you feel concerned, but right now, he’s the only thing we have to help find Gustav.” Twilight rubbed the bridge of her nose again. “Look, to be honest, I would rather prefer to just interview him and let him go. I don’t like keeping ponies in cages-”

“Then let me interview him.” Cupcake interjected. Twilight raised an eyebrow.

“Didn’t he try to kill you the last time you tried to speak with him?” Spike countered, speaking for the first time.

Cupcake’s shoulders sagged somewhat. “Well… kinda, but in his defense I had invaded his mind…” she hesitated slightly before continuing. “But I saw somepony who was just panicked and scared, like a cornered animal… somepony who needed kindness…”

“Don’t spend your kindness on ponies like him, Miss Silverhoof.” Cupcake glowered at Twilight’s words, only to be met with Twilight letting out a pensive sigh, before leaning forwards and, with surprising gentleness and saying, “You know what they say about leading a pony to water? He’s that pony, Cupcake.”

Cupcake didn’t say anything at first, instead silently grabbing the two mugs, now piping with coca and setting them in front of Agent Spike and Twilight. Spike’s face lit up as if the sun had just risen on it, and he was quick to take a sip, seemingly very satisfied with the drink. Twilight meanwhile, seemed more pensive, taking her cup and lightly blowing on it.

Cupcake paused, looking down at her own cup. She could barely make out some of Twilight’s surface thoughts, and sensed the older pony was only trying to be as kind as she knew how.

Cupcake let out a sigh, and decided rather than fly into a fury she should at least try to explain her position better. “Miss Sparkle, I know you’re concerned, and, from what you’ve seen, you have every right to be.” She looked Twilight head on. “But I did look into his mind and I’ve seen the life he’s lived. I know that if just one pony treated him with some decency he really could change. He just needs to be shown there are ponies who are willing to help him.”

Twilight’s response was to stare at Cupcake intently for a long time, while Cupcake held her breath, getting the distinct feeling that, somehow that there was more than Carrot’s jail time at stake here.

Twilight meanwhile looked down at the mug in her hand, picking it up and lifting it to her lips. She didn’t want to admit it, but the tone that the young Cupcake had taken had reminded her of a good friend of hers. A friend who was no longer with her, but one who wouldn’t be forgotten. Someone who always looked for the best in others, who had faith in the better angels of their natures.

She let her shoulders ever so slightly sag. Your faith in others is infectious, you know that?

Twilight looked back at Cupcake, carefully choosing her words. “Miss Silverhoof, if you so wish you can try to reason with him tomorrow.” She noticed Cupcake’s expression brighten. “I suppose you have an advantage no one else has, what with your gift,” she added, before taking a sip of the cocoa. “Damn good cocoa, Miss Silverhoof.”

////////////////////////////

Gustav peered at the helmet, carefully running his claws over it, examining every nook and crevice. So far, no evidence suggested a technological device hidden inside, which made sense. To his knowledge there was no such technology that could do what this helmet did. It must have been the helmet itself.

But what kind of metal could block his psychic powers? It obviously wasn’t lead, as it was far too light for that. He ran a talon over it again. The outer surface didn’t feel like your average metal. Instead, it had a somewhat rougher, more earthy texture, as if it were made of a mineral of some kind or-

“Dragon scales,” he murmured, the realization dawning on him as he let out a slightly pleased sound. “Clever boy.” He held the helmet up a little more, closer to the small, yet bright, bulb that was attached to the ceiling of his cabin. The prism like structure revealed itself, causing the light on the helmet to shimmer slightly.

Gustav chuckled. Of course it was dragon scales. After all, dragon scales had a natural resistance to the will of magic, so it made a degree of sense that it could have unpredictable effects on mutant powers. He was almost tempted to try the helmet on, see what would happen.

I’d need a test subject though… he pondered, never one for self-experimentation, unlike Aleister, who seemed quite fond of it. He set the helmet down on the small foldout table, pensively observing it as he reached over to the intercom, pressing one of the buttons. There was a sharp buzz followed by the characteristically fragile sounding voice of Angel.

“Y-Yes, Gustav?”

Gustav put on a smile. “Lily, I would love for you to come down to my cabin please, I need your help with something.”

There was a barely audible sound of fear before Angel’s answer. “Ye-yes, sir, I’ll be there right away.” The intercom then went dead, and Gustav leaned back in his chair slightly. He looked at the helmet again, picking up and placing on his head. He gave it a slight push, and it slid on surprisingly well.

Boy’s head is bigger then I remember, he mused, honestly not expecting the helmet to be such an easy fit. He took a moment to adjust it slightly and get used to the feeling of what basically a glorified metal bucket on his head.

There was a knock at the door, and Gustav quickly took the helmet off, setting asides, figuring it was best to look as professional as possible.

Goodness knows he looked rather silly in it himself. He thought, taking a more business like pose.

“Enter.”

The heavy steel door creaked open slowly, revealing the delicate, nervous looking Angel poking her head in. “Yo-You said you needed me sir?”

Gustav nodded, gesturing for her to enter. “Yes, yes I did my darling. Now, don’t be shy. Come, take a seat.” He motioned to the only other place to sit in the cabin, which was a bed. Angel nodded mutely, dutifully walking over to the bed, her hoofsteps making a barely audible clank sound on the metal floor. Gustav silently watched her take a seat, enjoying the way her insect like wings shivered slightly, betraying her near omniscient fear.

“Now, darling, I simply want you to sit there quietly, while I test something out. Can you do that?”

A slight sign of what seemed to be relief ghosted across Angel’s face as she nodded. “Yes sir, I can do that.”

Gustav gave her a shark like grin. “Excellent! Now then.” He moved to place the helmet on his head, noticing how her expression grew somewhat befuddled at the sight. Gustav merely increased the wattage of his smile, before focusing on her.

“What do you feel, my dear?” he asked smoothly, and Angel tilted her head slightly.

“Sir?”

“I said, ‘what do you feel’?” he repeated, keeping his voice smooth and oily. Angel blinked, looking down for a brief moment, before looking back at him.

“The same, sir. I don’t quite understa-”

Gustav held up a talon, causing her to clamp her mouth shut. He then smoothly removed the helmet, setting it back on the small table before refocusing his attention on her.

As if hooked to a switch, Angel’s face contorted in a swirl of pain and fear, and her body tensed up, her mouth opening in a cry of fear. She nearly fell over, her eyes watering as she cried for mercy.

“No! Make them stop! Please make them stop! Stop! Leave me alone!” she begged, already desperately pawing at her own body as if some sort of creature were crawling on her. Gustav merely grinned, deciding to refocus his attention elsewhere, releasing her from the pain. Angel let out a heaving sigh of relief mixed with a groan of pain. Gustav meanwhile, refocused his attention on the helmet.

“So, it does block my powers then. Interesting,” he stated analytically. He stood up, starting towards the door. He caught sight of Angel, still visibly shaken and hovering in a corner of the room, looking as if she’d just seen a ghost.

“Darling, you must learn to develop a thicker skin. You’re of no use to me if you continuously succumb to every little suggestion I send your way. Understand?”

Angel looked at him with fearful eyes, quickly nodding. “Un-understood si-sir. I’ll do better next time.”

Gustav smiled. “Good. Now, you may go to your cabin. I’ll call if I need you again.”

Angel simply nodded, before quickly trotting out of the cabin, not saying a word in response asides from a barely audible “thank you”. Gustav watched her leave carefully, taking in the sight of her flank disappearing around the corner before making his own way out of the cabin. He strode down the narrow passageway, heading in the direction of the bridge.

Due to the closed in, claustrophobic nature of the submarine, the trip was a brisk one, happily devoid of any lesser crewmen making their presence known to Gustav. He strode into the bridge, letting out a sigh of relief at the increase in space as he took an opportunity to flex his wings slightly. He slid into his chair with confidence, eying Aleister, who was still hunched over at his station, pouring over the tomes. Gustav didn’t bother to catch the zebra’s attention, as that would probably just start some sort of petty rant about ‘interrupting vitally important work’ or something along those lines.

So, Gustav instead focused his attention on the rather bored looking blood red mare who sat with her hooves on the helm.

“And how do we fare, Marie?” Gustav asked, putting a talon on the back of the chair. Marie let out a huff.

“Peachy. Just peachy,” she grumbled, her voice low. “I just love sitting on this annoying metal chair for hours on end while staring at a fuzzy green screen in the dark. So charming.”

Gustav rolled his eyes. “Yes, well, as boring as it may seem to you, it’s necessary. Unless you wanted to attempt teleporting all five of us at once?”

Marie was silent for a moment, before letting out a grumble. “Fine. You win.”

“As I always do. Now, just continue on this path. If my calculations are correct, we should be nearing our port of call soon enough. Just relax, enjoy the ride, and we’ll be out of this submarine and on dry land again.” He gave her a pat on the shoulder and walked back to his chair, taking a seat and steepling his claws. Things were coming along positively swimmingly. Ever since the Captain’s demise, Agent Sparkle and her brother had been his most persistent foes. They had been relentless, stalking him like hungry lions. But with the power of the Cyttorak, he would have to hide no longer. He would be the one doing the stalking. And then the world itself, would be his prey.

Author's Note

New chapter update is new chapter update.

So yeah, this only took sixty years. Mostly a mix of my own miniature creator breakdown, a generally chaotic work schedule, and the much publicized in-fighting that has dominated the last few weeks.

BUT, we survived, worked out the problem, and here we are, a new chapter.

Anyways, let's try to break down this chapter a bit more. For one thing, I did try my very best to explain why Twilight was acting like a bitch, without excusing her actions. I figured that anybody, regardless of their normal personality, would be under duress at this time, and obviously start acting in a way that's wrong. I hopefully was able to restore some of the lost sympathy, and I'll obviously work towards making Twilight more likable in future chapters, but again, not everybody is perfect. Also, I figured Spike shouldn't be the type to panic, if anything, he's like that in the actual MLP show as well, so there ya go. That's why he's not panicking about Gustav.

As for her conversation with Cupcake, I figured why beat around the bush. Have them make up to an extent, come to an agreement, and then we can all move onto the main plot, because dear jesus we're ten chapters in, and damn we haven't even gotten to the action yet. Trust me I hate this too.

And also, the end scene with Gustav was meant to at least move the plot forwards to a certain extent, without distracting from the more glaring issue of Twilight's bitchness.

Hopefully everything works out.

Act II - 11 - Please Let Me Out of Here

Act II:
“Break on Through to the Other Side”

Chapter Eleven:
"Please Let Me Out of Here"

The sound of a door knob turning caught Carrot’s ears, and he lazily glanced towards the door, his head resting on his crossed forelegs. He was determined to not betray any of the residual fear he might have been feeling inside, since he didn’t want them to think they controlled him. Fear equaled control, Carrot knew that for a fact. If you didn’t show fear, the enemy couldn’t control you.

The door knob opened and revealed the same blue coated pony who’d fished Carrot out of the harbor just few hours earlier. Cupcake wasn’t it? Carrot let out a groan, moving a hoof to rub his forehead.

“Oh it’s you…” he murmured. “Cupcake right? Come here to screw with my brain again?”

The mare smiled meekly, “Yes, I’m Cupcake,” she replied, before shaking her head. “And no, no I’m not,” she added, quietly walking over to the small wooden chair that sat by the obviously one-way mirror. Carrot refused to adjust his position but his eyes followed her, narrowing slightly.

“Did that purple bitch make you come here?” he asked, slightly motioning towards the mirror. Cupcake glanced to the mirror before shaking her head in a noticeably more terse manner.

“No. Twilight didn’t force me to come here,” she answered, sitting slightly more upright.

Carrot’s eyebrows dropped. “Then why are you here?”

“Well… I honestly want to help you out,” she said simply, lifting her hooves helplessly, as if it baffled even her. She gave him a slight, incredibly awkward smile.

Carrot narrowed his eyes further. “Why?”

Cupcake sighed slightly, idly twiddling her hooves. “Because I can’t just leave you here.”

Carrot felt his entire face crumple in confusion. “Why?”

Cupcake threw her hooves in the air and gave an exasperated sigh. “Because I don’t think you deserve to be locked away in a prison! Even if you are some sort of psychotic revenge-bent m--” She stopped short, her eyes darting warily towards the mirror, before sliding back towards Carrot, and then continuing in a lower voice: “I think you deserve another chance.”

Carrot straightened and now looked directly at Cupcake. Her eyes were red, had heavy shadows underneath, her hair was frazzled and her clothes rumpled. She clearly hadn’t slept a wink since they last spoke, and yet, despite that, her words felt fresh and genuine. As an added bonus, he didn’t feel any pressure or suggestions on his mind either.

Well, she isn’t lying. So what is her game with me, why does she keep coming back here, what does she want from me--?

“Wait,” he said out loud, holding up a hoof. “Wait, wait, wait.”

“What, what is it?” Cupcake asked.

Carrot smiled slightly, standing up from where he was sitting. “Look, kid, I’m flattered and all--”

Cupcake looked baffled. “Flattered? What?”

“--But you don’t owe me anything for helping you last night, okay?” Carrot continued, cutting her off, “I just did what any pony would have done and really you had already helped me so I was just returning the favor so we’re good, alright?”

Cupcake looked at him with such complete and utter bewilderment Carrot actually had to suppress a snicker. That was an unusual sensation.

“What are you talking about?” Cupcake blurted. “Are you implying I’m here to pay some sort of debt or something?”

“Why else are you here? Considering how our last ‘conversation’ ended, I don’t think it's because of the sweet nature of your heart or something.”

“Yes, in fact!” Cupcake retorted.

“Oh so it is because you feel sorry for me?! Oh that’s just great!” Carrot snorted, sitting back down on the other end of the room, glaring at Cupcake the entire time. “Listen here, kid. I don’t want your pity, okay? The only reason ponies feel sorry for things are when the thing is something worth being sorry for. But let me tell you, once I get out of here, I’m not going to be some pathetic little pony, okay?”

Cupcake blinked for a second, her indignant expression growing more venomous. "What the fuck? Are you some sort of idiot or something? I'm not here because of pity, I'm here because it’s the right thing to do! Are you seriously going to pass up a chance to get out of here because your precious ego got wounded? Are you seriously that disgustingly vain? That you would rather have yourself rot in a prison then accept help I'm giving for free? I don't know about you, but I tend to think that everypony, no matter what, deserves a second chance. I happen to think the same about you, you arrogant selfish prick." She angrily crossed her forelegs, practically spitting the last word.

There was an awkward, quiet pause, before Carrot simply raised an eyebrow slightly. “Okay… so what’s your offer?”

Cupcake's expression softened slightly. “Help Agent Sparkle find Gustav.”

Carrot tensed up. “Absolutely not,” he replied, his voice low.

Cupcake shrugged. “Fine then. Be that way." She stood up off the chair, starting to the door. "I can tell you right now that Twilight isn't going to just let you go if you continue to be stubborn like this." She paused, looking over her shoulder. "But if you help them, I can promise you that she will do all she can to find Gustav, and bring him to justice.”

"I don’t want justice. I want revenge.” Carrot replied crossly, causing Cupcake to let out a sigh.

“Well it's either justice or nothing, take your pick. You can't have both."

Carrot sighed, rubbing his forehead. “What do I have to do to 'help' this Agent Sparkle.”

Cupcake's expression softened. “All you have to do is tell her what you know about Gustav, where he's going and what his intentions are.”

Carrot mused for a moment. He didn't want to stay locked into what amounted to a fancy cage for the rest of his life. He had revenge to exact. “Fine… I'll help, with one condition."

"What's that?" Cupcake asked, taking her seat again.

Carrot sat up, leaning forwards. "I want to be there, every step of the way. I want to be there when they catch him, and I want to see his face. I want to personally escort him to whatever imprisonment, torture, or execution they have planned for him.”

Cupcake nodded slightly. “I guess that can be arranged.”

Carrot smiled slightly. “Alright then. I’ll do it.”

Cupcake smiled. “Great! She'll be so happy to hear that!"

Carrot nodded slightly. “I’m sure. Now can some pony get me out of these damn things? They're chaffing."

Cupcake glanced down at the tie-wraps, giving a slight shrug. “I’ll talk to Twilight about it, see what she can do. That okay?”

Carrot shrugged slightly. “I guess.”

Cupcake practically beamed. “Great! I’ll get right to it then!” She strode over to the door happily. She opened the door, swinging it shut behind her, leaving Carrot alone again.

////////////////////////

Twilight stepped into the room, carrying a small fold out table in her magic, and glanced briefly towards Carrot, who remained in his corner of the room, idly returning the glance with a sarcastically raised eyebrow.

“Good evening, Mr. Cake,” she said clinically, levitating the small foldout table into position and sitting down. “Would you be kind enough to take a seat please?” she motioned to the area immediately in front of the table. There was a pause, and Twilight motioned towards the empty area again, this time more pointedly with her eyebrows lowering.

“Please take a seat, Mr. Cake.”

Carrot gave a slight huff, standing up and coming to sit down in front of Twilight. Twilight's expression was passive as she pulled a pen out of her breast pocket. She popped the cap open, and began to jot down some basic information.

“Now, Mr. Cake, trust me when I say this, I don’t wish to be here anymore than you do. I honestly would rather be out in the field right now, proactively moving towards the capture of our mutual friend. So, I do wish that you be cooperative with me.”

“You rehearse that speech before-hoof?” Carrot scoffed. Twilight gave a slight headshake.

“No, sorry to disappoint. I simply wish to be swift and concise. Now--” She put the cap back on the pen and set it down, steepling her hooves. “Miss Silverhoof told me that you were willing to cooperate. Will you, or should I leave you alone to sulk like you’ve been doing for the past few hours?”

Carrot sighed. “That depends. What do you want to know?”

“Everything. How you found Gustav, what exactly your connection is with him, perhaps his current location if possible.”

Carrot shrugged. “Well, I have no answer for that last one. I didn’t know he had that damn submarine either, until now. That was a surprise,” he trailed off, his expression losing its sarcasm.

“Alright then, so you didn’t know about the submarine. Then how did you know about his yacht?” Twilight asked, opening the pen again and jotting down what Carrot said on the notepad.

"I got the pony who runs the harbor to tell me. Not exactly neuroscience, you see, just a little persuasion."

Twilight merely glanced back up at him, arching an eyebrow slightly before returning to her notes. "Mmhhmm. Do you have any idea where he might be heading, any concept of his future plans at all?"

Carrot raised an eyebrow slightly. "You mean besides destroying innocent lives? He’s just a sick bastard. He never really has any big goals or schemes.” he replied, his voice losing its previous sarcasm. “He just wants more power.”

"Power?" Twilight looked up from her pad. "How do you mean, political power, military power?"

"Any power. Just so much as it's more." Carrot answered with a slight shrug.

"For what reason?" Twilight pressed.

Carrot shifted, growing more uncomfortable. "Nothing that I can think… besides hurting things. I'm telling you, he's not exactly a deep guy. If he can hurt somebody, he’ll do it. If that means blowing up half of Equestria with some wacko destruction spell--”

Twilight’s ears perked up. "Does he intend--"

"I was being metaphorical. I don’t know anything about any destruction spell. What I do know is, that if there’s a situation or a thing that offers the most power for him, he’ll come for it, I can promise you that.”

"So in other words, I don't need you?" Twilight asked, looking up with pointed air.

Carrot glared at her and hated himself at the same time for doing so, for giving her a chance to affect him. Even when he answered he couldn't keep himself from growling:

"Considering my history with him, I’d suppose I’d be the best at predicting his actions. Certainly better than you.”

Twilight raised an eyebrow again. "Really? How so? What about your history makes you such an expert on him?"

Carrot let out a huff. "Didn't the kid tell you?”

"No. I think she'd like to give you the choice of keeping your privacy," Twilight responded in an almost clinical manner.

Carrot paused. That was actually… rather decent of her. Maybe he should go easier on her next time, after all, it seemed she was just a kid being pushed around by these jackboots after all....

"Mr. Carrot?" Carrot looked back at Twilight, who now looked vaguely impatient.

"Excuse me, what was the question again?" he murmured in response.

"You were going to tell me something about your past. Or you weren't. I’d prefer the former, because if not, I have a war criminal to catch, and I’d rather spend the little time I do have actively searching for him then having a runabout conversation with you.”

Carrot felt suddenly unwell, memories that hadn’t been on his mind welling up like sewer water in his brain. He let out a slight cough as he tried to clear his throat. “Can’t I--Can’t I just say I have a past with him and leave it at that? I mean, don’t you trust me?”

Twilight merely shook her head. "No. Frankly I do not trust you."

Carrot frowned slightly. "Didn't think so," he murmured as he rubbed his forehead, glancing up at the ceiling lamp and wincing slightly at its brightness. "Umm, I was born in South Griffinheim."

He paused, finding it hard to get his mouth to speak. Twilight was scribbling on her notepad again.

"When?" she asked, peering up at him from under her bangs.

"Ugh… twenty-five years ago, I think, roughly. I've forgotten the date," he replied, feeling a wave of shame flow through him. Mama had it marked it out on the old calendar that they never threw away because they couldn't afford a new one. Somehow she always had a little gift for him, a tiny cake or some candy. Once it was a new hat, well new to him, it had obviously seen some wear, but he could still feel how surprised he'd been.

"Mr. Carrot?"

Why couldn’t he remember the date? It had been so special to her.

"Mama you don't have to spend money on me, I don't need anything."

"But I have to, Carrot. To thank you."

"For what?"

"For being born. You're the greatest gift I ever was given. That's why mamas give gifts to their babies, to thank them."

"Mr. Carrot!" Twilight’s voice snapped Carrot out of his memories, and he looked at her with slightly widened eyes.

“Yes, sir?" he croaked, more on reflex than anything else.

"Do want to discuss this at a later date?" Twilight’s expression looked surprisingly calm and gentle when compared to the clinical, almost cold looks she’d given him before.

He wanted to say yes, heard the word in his head, but he merely answered: "No. Let’s just get this over with."

Twilight nodded, her expression still sympathetic as he cleared his throat again.

Think about moving forward, to getting to him, to killing him.

"What else do you need to know? Bullet points?"

"Your parents’ names?" Twilight stated, setting her pen at the ready.

Carrot swallowed. "Chiffon. Chiffon was my mother's name. I don't remember if she mentioned my father's name to me. She didn't talk about him that much."

Twilight nodded slightly. "So he was not present in your life?"

"He died of consumption--that's what they called TB over there, where I lived at least."

"Was Carrot his surname name or your mother's?"

"His." He then added rather over defensively, "She didn't talk about him because she was upset he died, not because she didn't like him."

"What is your connection to Gustav?"

"He shot my mother."

If that came as a shock to her Twilight didn't show it, only writing that detail down and then asking, "Do you know why?"

"For a laugh." Carrot shrugged.

"What was his position at this time?"

"He was a Colonel then."

"Is that all that passed between you two?"

"No, he took me with him after he killed my mother."

"For what purpose?"

Carrot hesitated, briefly wondering if he should answer. Of course, she’d already seen him at the harbor, and it would be pretty much near impossible to explain Gustav’s interest in him otherwise. “He knew about my… abilities. He wanted to examine me.”

"Why?"

Carrot frowned and ran through the encounters with Gustav through his head. Then he gave a dry chuckle.

"You know, funny you ask. Now that I think of it, he never did say why."

"So this griffin kills your mother and kidnaps you for no reason?"

"I had always assumed it was some special government project of some kind. The doctors there always gave off that feeling."

"Doctors?"

"Yeah, they performed the examinations."

"What does the examinations entail?"

"Whatever they thought necessary. Drawing blood, looking in my mouth, dislocating my shoulder, it depended. They usually didn't see fit to tell me why. They just did it."

"Did Gustav oversee these proceedings?"

Carrot shook his head. "Not the physical ones. He was there for the psychological ones though. Mostly illusions, just to gauge my reactions to certain triggers or stimulations. I heard the doctors mention he came in now and then to see their written reports but at odd times, nothing really planned or anything."

"How is it you came to Equestria?"

He considered purposely misunderstanding her and saying some snarky lie, but he felt too tired to be difficult. The memories made him tired.

"I escaped," he answered flatly.

"Impressive. How exactly?"

"Killed the doctors and burned the place down.” Twilight’s raised eyebrow caught his attention. “I was kind of in a rage," he added.

"There was no response? No attempt to recapture you? Gustav just let you go?” Twilight asked, tilting her head slightly.

Carrot merely shook his head. "None at all. I don't know why either, it would have been so easy enough back then. It's not like I knew much about laying low or anything."

Twilight continued to jot down information. "I see. Have you had any contact with him since?"

Carrot shook his head. "That night on the yacht was the first in nine years."

"Did he say anything that would hint to his plans?"

"No, but he apparently got some new powers."

Twilight actually leaned forward at this. "What kind?"

"I think he mentioned something about kinetic energy. I never saw him do that before."

"How powerful would you say it is?"

"He was toying with me but even so I couldn't do anything to prevent him. Given what I know of his nature, I'd say on a scale of 1 to 10, it's most likely around 12 or so."

"Did you recognize anyone else on the yacht with him?"

"No."

Twilight put her pen down. "So you know just about as much as the rest of us." She let out a sigh, capping it again and putting it in the pocket of her uniform. She stood up, giving him a nod. “Thank you for cooperating.”

Carrot watched as she headed to the door. “So am I getting out of here?”

Twilight paused. “I need to discuss it with my superiors. But, if all goes well, yes.”

Carrot found himself smiling a little.

“However, it will have to be in a place where we can keep an eye on you, if only to make sure you and Gustav don’t meet up again. If what you said is true, he’ll likely try to make sure you don’t say anymore then you have,” Twilight added, her expression concerned. “And honestly, if what you said about your experiences with him are true, then it’s our responsibility to keep you safe. Understand?”

Carrot’s smile faded and he said nothing in response. Twilight merely nodded her head slightly.

“I’ll take that as a yes.”

Author's Note

And there we go.

An update.

I swear I'm gonna get the main plot moving next chapter, but it's just been a bitch to write ponies lately.

FMA took over my whole life okay? Can you blame a man?

Act I - 01 - Innocence Lost

Act I:
“In the Beginning”

Chapter One:
“Innocence Lost”

The Village of Prospekt, South Griffinheim Empire, April, 1963:

“Mama! Look what I can do!” the bright yellow colt said, eagerly running up to the orange coated mare who was busy tilling the garden. Floating beside him, seemingly weightless, was a small metal screw that he had found in the garden dirt. His mother turned to look, taking a moment to wipe some of the sweat off her brow.

“Carrot what is...” she trailed off at the sight of the floating screw, her eyes widening slightly. “Carrot what are you doing?”

Carrot simply beamed. “This Mama!” he then floated the screw around his hoof, a large smile on his face as his mother watched with surprise evident on her face.

“Carrot how are you doing that?” she asked, unable to believe the sight of the screw floating around as if a unicorn were levitating it.

“I’m magic Mama!” Carrot answered, a slight giggle in his voice. However, his smile faded when he saw the look on his mother’s face. He tilted his head slightly.

“Mama what’s wrong?” he asked, wondering why her expression was so worrisome. To him, levitating the small screw was the single most amazing thing in the entire universe. His mother’s eyes darted about worriedly, seemingly scanning the other homes that surrounded them on their quiet village street.

“Carrot, please don’t do that, they’ll see you,” she finally spoke, her voice thick with worry as she picked the screw out of the air and quickly buried it. Carrot however, still didn’t understand why his mother seemed so fearful.

“Who’ll see us mama?” he asked, looking around to try and find whatever it was that might be watching them.

“They’re watching us,” his mother answered, motioning towards one of the water towers that could be seen peeking over the rooftops of the houses. Carrot had always wondered what those tall towers were for besides holding water, since he had often spotted griffins coming and going from them.

“The water towers? How can they be watching us?” he asked, curious as to how that was possible. He never saw any of the griffins looking directly at him, and had always assumed that the griffins he saw were just maintenance workers. However, with the way his mother was acting, he could tell that whatever went on in the water tower was most likely something mysterious and threatening.

“I don’t know how son, but they do,” his mother said, standing up and taking his hoof. “Let’s go inside Carrot, you have to wash up for dinner,” she added, glancing up at the water tower as she led him inside. She closed the door behind him, motioning towards the stairs.

“Now wash up, and I’ll start dinner,” she said, and Carrot nodded, already making his way towards the staircase, thoughts of the mysterious water tower far from his mind.

/////////////////////////

Meanwhile, peaking through a pair of high powered binoculars, was a griffin, who intently watched as the small colt and his mother stepped inside the house, with the mother closing the door behind her. Without saying a word, the griffin dropped the binoculars from his eyes and discreetly closed the hatch on the side of the water tower, turning to face his comrade, who sat at a table inside the empty structure, hunched over a large radio, headphones around his head.

“Have you got the bugs set up?” the first griffin asked, idly checking the coffee machine to see if there was any fresh coffee. His comrade simply put his talon to his beak, shushing the other griffin.

“Shh...I’m listening…” he whispered, as he furrowed his brow and listened closely to the voices of the colt’s mother, as she was apparently discussing their son’s unique abilities with someone on the phone.

“Chiffon, please there’s no need to worry about Carrot,” came the voice of someone on the other line, and it sounded as if she was consoling the mother. “I’m confident that they won’t notice.”

“Oh, but Peppermint...he can’t keep doing what he did, I mean, what if they come for him?” the mother replied, her voice fretful. “You know full well they’ve probably been watching him ever since he first moved that fence at school...everypony saw him, Peppermint, and it’s not like he’s a unicorn,” the sound of a nose being blown came next, followed by a sniff. “I mean, we earth ponies aren’t supposed to make stuff levitate or move like that, it’s not in our nature.”

The other mare, who previous surveillance sessions indicated was the sister of the mother, could be heard shushing her sibling, who was now apparently crying. “Oh Chiffon, you act as if he’s a monster,” she said gently. “Maybe he’s gifted somehow, and this is just a manifestation of that gift.”

Meanwhile, the griffin listening in jotted down the dialogue as fast as possible, being sure to note details such as the tone of their voices and any background noise. His comrade, having discovered that the coffee machine was in fact, lacking any fresh coffee, discreetly peaked over his friend’s shoulder, attempting to read the notes.

The other griffin looked up at his comrade for a second, before waving a free talon. “Go away Klaus, I’m working…”

Klaus meanwhile, rolled his eyes, looking around for a way to fill the coffee pot with water to brew a new batch of coffee. “Fine Fassbender, be that way. I’m pretty sure that it’s nothing special….maybe he’s just a unicorn whose horn hasn’t grown in yet or something…”

Fassbender sat up, turning to look at Klaus with a baffled expression. “Klaus, that is the single most asinine thing I’ve ever heard. Unicorns are born with their horns, and even if he was some kind of deformed unicorn, why haven’t any of the other agents noted a magical aura or something similar to that?”

Klaus groaned. “Alright fine, so I don’t have a degree in Equine biology...sue me.”

Fassbender meanwhile, rolled his eyes at his comrade’s ignorance, before refocusing his attention on the voices in his headset.

“...what do we do if they do come for him?” the mother asked, her voice sounding as if she had just finished crying.

“Just pray that never happens sister,” the sister said. “Now stop fretting. Everything is going to be alright,” she added, and the mother answered with a slight sniffle before the sound of hoofsteps greeted Klaus’ ears and they dropped out of range of the bug.

“Well? What’s the verdict?” Klaus asked, apparently having made himself a fresh pot of coffee, pouring the drink into his coffee mug. Fassbender leaned back, cricking his neck slightly.

“Call the General...” he said, walking over to the coffee machine and pouring himself a cup. “He’ll want to know about this one.”

/////////////////////////

Hoch Spitze, Southern Griffin Empire:

“General Le Shaw, I have something I believe you would be interested in,” the secretary said, sliding the manila folder across the desk. The griffin in question, a tall, lean fellow with a well kept mustache, took the folder in his talons and scanned through it. Inside were several dozen photographs, all taken by surveillance teams. Each photo showed the same young colt, a lanky fellow with a curly mane.

Along with the photos was a rather detailed report of an incident that the colt had been involved in at the local school house:

OBSERVER 24601 REPORT, APRIL 22 1956:

At 10:00 SUBJECT M was sighted at local school house. SUBJECT M was seen interacting with other students, situation normal. At 13:00, SUBJECT M was seen on school yard swing set. SUBJECT M was approached by an older student, who proceeded to take the swing set from him. SUBJECT M attempted to require swing set but was repelled by the other student. At 13:45, SUBJECT M was seen playing by school yard fence, when he was approved by the older students and three others of similar age. They proceeded to prod and hit SUBJECT M. OBSERVER 24601 suspects that SUBJECT M is target of bullying, as this pattern has been seen on approx. four other occasions.

At 13:46, SUBJECT M attempted to free himself from his assailants, and struck the eldest. The eldest student returned with a hit across SUBJECT M’s muzzle. Apparently, this attack provoked an angry response in SUBJECT M, as he proceeded to swing his hooves wildly and shout intelligibly. What followed presents much confusion to OBSERVER 24601. It appeared that the nearby fence began to move in accordance to SUBJECT M’s movements, and then proceeded to detach itself from its fastenings and swing towards the older students. The fence proceeded to inflict some visible injury on the older students, as one’s wing could be seen hanging limp at the student’s side as the student ran off.

SUBJECT M seemed to have not expected this development, and also proceeded to run into the schoolhouse and was not seen until the end of the school day.

END REPORT.

General Le Shaw set the folder and its contents on the table top, rubbing the underside of his beak slightly. “Interesting….” he said, “Was this all the information that Observer 24601 was able acquire?” he asked, arching an eyebrow slightly. The secretary shook her head, pulling out another manila folder from underneath her wing.

“No sir, Observer 24601 was also able to successfully able to acquire surveillance audio from the colt’s home. All evidence seems to confirm Observer 24601’s reports of the colt’s abilities.” she replied, and Le Shaw’s nodded, a dark smile spreading across his beak as he looked down at one of the surveillance photos.

“Well then...it seems I shall be making a visit to our little friend here,” he said, “A very special visit.”

/////////////////////////

Carrot Cake idly swung on the tire swing hanging from the large oak tree that sat outside his home. His mother was quietly rocking on her rocking chair on the front porch, watching him swing, as she always did on spring afternoons like this one. As Carrot swung back and forth lazily, he noticed a rather unique sight.

Driving up, and painted jet black, was a large vehicle, its windows completely tinted and opaque. Carrot’s widened slightly with curiosity, and he pointed a hoof towards the approaching vehicle.

“Look Mama, it’s one of those automobile’s my teacher told me about!” he said, and his mother turned to look towards the oncoming automobile. Carrot noticed how her expression became fearful and she quickly stood up from her chair, beckoning for Carrot to come towards her.

“Carrot, off the swing,” she said, her voice carrying the same worrisome tone that she had had when she saw him levitate the screw the day before.

“But why, Mama? What’s wrong?” he asked, wondering what about the car had made his mother so anxious all of a sudden.

“Just get inside and to your room dear,” his mother insisted, and Carrot reluctantly hopped off the swing, walking to the front porch. As he did so, his mother started towards the car, which had come to a stop in front of their home. As she walked, his mother cast a worried look over her shoulder, motioning for Carrot to enter the house. Carrot, still confused as why his mother was so worried, stepped inside. Carrot sighed and started up the stairs, confused as whatever was so important as to warrant him going to his room. As he climbed up the stairs, he could hear the front door close behind him.

Once he reached his room however, Carrot was quick to scamper up to the window by his bed, peering outside in hopes he could see what was going on outside. He was greeted by the sight of his parents speaking with a tall griffin with a moustache. The griffin was dressed in a neatly pressed, jet black military uniform and wore a matching military cap on his head. Under his wing could be seen what looked like either a baton or a wooden cane of some kind. Carrot felt a pang of worry go through him at the sight of the griffin, as beside him stood two other griffins, dressed in military uniforms as well. His mother seemed to be placating with the griffin, who merely looked at them with bemusement.

He then opened his mouth to speak, and even though Carrot couldn’t hear the words, he could tell they carried some weight, as his mother was quick to stop talking and nod rapidly, before stepping aside and allowing the griffin to walk into the house.

Carrot heard the door open downstairs and a series of hoofsteps and footsteps enter, mixed in with a finely accented voice.

“You have a lovely home Frau,” the voice said, and by its self-assured and noticeably self-righteous tone indicating it was probably the griffin.

“Th-thank you General,” his mother’s voice replied, sounding as if she were walking on eggshells.

“Please, call me Gustav.” the griffin was quick to reply, before the sound of a chair being moved and someone sitting down greeted Carrot’s ears.

“Now, if you would please have a seat,” came the griffin’s voice and another chair was heard being moved. Someone, most likely the griffin, cleared their throat.

“Now, Miss Cake, I wish to inquire as to rumors I’ve heard regarding your son,” the griffin said.

“Rumors? What rumors?” his mother replied, and Carrot raised an eyebrow. They were talking about him? His curiosity piqued, Carrot started to quietly walk out of his room and to the top of the staircase, listening closely to what was going on downstairs.

“Well, I’ve had my ear to the ground as it were, and I’ve heard that you’re child has seemingly acquired some...unique capabilities,” the griffin said. Carrot stopped dead in his tracks. ‘Unique capabilities’? He quickly thought back to what his mother had said the day before last:

They’re watching us.

Carrot suddenly felt ill at ease, his previous curiosity replaced by fear. Had his mother been right? Had he been watched this entire time, someone or something always keeping an eye on him and waiting for him to do something?

“I ha-have no idea wh-what you’re ta-talking about,” Carrot’s mother replied, her voice evasive.

“Oh Fraulein, you don’t fool me. I read the report. We both know about the fence at your son’s school. Now, call your son down and we can calmly and quietly discuss this matter. I intend you no harm.”

Carrot paused at the top of the stairs, and he heard his mother get up out of her chair.

“Carrot, come down please. Someone wants to speak with you,” she called out, her voice wavering ever so slightly. Carrot hesitated, unsure if he should follow his mother’s request.

“Carrot. Come down,” she repeated, her voice a little more insistent this time. Biting his lip, Carrot started down the stairs slowly and quietly, not saying a word until he reached the kitchen.

“H-Here I am mother,” he said quietly, and his mother gave him a worrisome smile. Sitting across the table from her, leaning back in his chair slightly, was the griffin Carrot had spotted outside. Next to his mother, nearly dwarfing her with their size, were the two burley griffin soldiers, seemingly standing guard over his mother.

“Why hello my friend,” the griffin in the black uniform said, turning to look at Carrot. The griffin wore a warm, inviting smile, but his eyes seemed to carry the aura of a predator that had just cornered his helpless prey. He motioned for Carrot to walk up to the empty chair.

“Come now, sit and we can talk,” the griffin said, and Carrot looked at his mother worriedly. His mother gave him her best supportive smile, as the soldier next to her seemed to lean just a little closer to her. Carrot swallowed, slowly walking over to the chair and taking a seat in front of the griffin.

“Good afternoon my friend,” the griffin said, extending a talon in greeting. “I am General Gustav Le Shaw and I wish to ask you some questions.”

Carrot looked at the talon, taking note of how sharp the claws seemed to be. He looked back at his mother, who simply nodded her head slightly. Carrot tentatively took the griffin’s talon, shaking it gently. Le Shaw smiled a toothy grin, and Carrot could have sworn that the griffin’s eyes sparked with malevolence for a fraction of a second.

“Well, my friend, I wish to ask something of you. Is that alright?” Le Shaw asked, and Carrot bit his lip slightly, before nodding gently.

“Excellent. Now, here is my request” Le Shaw said, reaching into his uniform’s front pocket and pulling out a coin, setting it down on the table. “I want you, to try and move this coin. Can you do that?” He asked, sliding the coin forwards slightly.

Carrot looked down at the coin, and then up at Le Shaw. “Why sir?” he asked, “It’s just a coin.”

Le Shaw lowered his eyebrows slightly, his expression darkening ever so slightly. “Well my friend, I’ve heard about that little incident with the fence at your school, and I simply wish to confirm a hunch,” he steepled his talons as he spoke, leaning forwards slightly. Carrot bit his lip again, the full scope of the situation finally dawning on him. He looked at his mom, who simply smiled.

“Y-You can do it dearie, just show Mr. Le Shaw what you showed me okay,” she said, obviously sensing his stress. Carrot nodded slightly, taking a deep breath, looking back down at the coin on the table top. He stared at it intensely, imaging it moving on its own, just like he had with the screw the other day. However, the coin remained in place, not moving as much as an inch.

“Well? Aren’t you going to move it?” Le Shaw asked, his voice now more obviously threatening. His eyes narrowed and he glared at Carrot, who quick to look up at him.

“I-I’m tr-trying…” he said, fearful as to what Le Shaw might do if he failed. Le Shaw nodded slowly.

“I see...perhaps you need some motivation?” he said coldly, reaching under his wing to pull out a finely polished pistol, and, without turning away from Carrot, aiming it towards his mother. Carrot’s heart skipped several beats at the sight of the pistol and the sound of his mother gasping in fear.

“Now, my friend,” Le Shaw began, his voice losing all of its previous amiability, instead replaced with a cold, calculating tone. “We both know for a fact that you are perfectly capable of moving this little coin. We both know that you’ve moved much bigger things then this coin in the past. So, if you would be so kind, please, move the coin, or I shall have to dispose of your precious mother. Now, move the coin.”

Carrot took another deep breath, focusing all his attention on the coin in front of him. Le Shaw watched him coldly, his golden eyes darting back and forth between the coin and Carrot.

“One…” he said slowly, and Carrot saw him adjust his aim slightly. His mother could be heard breathing rapidly as well, apparently seized with fear.

“Yo-you c-can d-do it de-dear….j-just d-do wh-what General Le Sh-Shaw sa-says an-and ev-everything w-will b-be all ri-right,” she said, obviously trying to offer some comfort to Carrot. Carrot bit his lip even tighter, putting every ounce of his energy in focusing on the coin in front of him.

“Two…” Le Shaw said, and the hammer of the gun clicked back.

Carrot’s breathing was now short and shallow, his body seized in fear at what was going to happen if he didn’t move the coin in the next few seconds. In a last ditch effort, he lifted his shaking hoof towards the coin, and Le Shaw simply looked him directly in the eyes.

“Three.” And with that, the gun fired, sending out a deafening bang that shattered Carrot’s entire world. He heard his mother cry out in pain and something heavy slump down to the floor. He whipped his head around in a panic, eyes widening in horror.

There, lying on the floor, pool of blood rapidly forming around her, was his mother. Within an instant, Carrot had bolted out the chair and to her side, clutching her body tightly. He tried to speak, but all that came out was an unintelligible stream of half phrases and cries. His mother however, limply caressed his face, seemingly trying to give him some comfort. Her hoof then went limp, her last breath coming out as a burbled wheeze as the blood bubbled in her mouth. There was a strange silence as Carrot stared dumbly at the dead body of his mother.

“Well,” came the voice of Le Shaw as he stood up from his seat at the table. “That was a wonderful waste of my precious time. Here,” Carrot felt something hard hit the back of his head, snapping him back into reality. He looked down to see the coin Le Shaw had given him to move come rolling into the puddle of his mother’s blood on the floor.

“A penny for your trouble,” Le Shaw said nonchalantly, tucking his gun back behind his wing. Carrot numbly reached for the coin, picking it up and holding it in his hoof.

“Oh, I feel you should know this, but that’s not an ordinary coin,” Gustav added, a sadistic smile on his face. “Take a look.”

Carrot looked back down at the coin, and, with a trembling hoof, tried to bend it. Without much effort, the coin broke in half, revealing its chocolate center. Carrot simply stared at the chocolate coin, only to hear Gustav chuckle again.

“See? It was just a test. This –” he pulled out another coin, and tapped it against the tabletop. “– Is a real coin. Here, take it,” he tossed the coin at Carrot, whose sorrow was now mutating in a burning, seething cauldron of rage. Le Shaw meanwhile, motioned for one of the soldiers to pull away Carrot’s mother’s corpse, which only caused Carrot to clutch it tighter.

“No! Leave her alone!” he growled, and there was the sound of clattering metal in the room. Le Shaw turned to see the cast iron pots in the sink begin to vibrate and shake. A dark smile slowly crossed his beak.

“Schmidt,” he barked, motioning towards one of the soldiers. “Liberate our friend from his mother if you will.”

The other griffin nodded, taking a step towards Carrot and extending a talon towards him.

“I said, Leave. Me. Alone!” Carrot cried out, swinging an arm wildly at the approaching griffin, which sent one of the large cast iron pots in the sink flying into the back of the soldier’s head with a sickening crack and the soldier dropped to the floor, apparently unconscious. A small stream of blood could be seen dribbling out of the soldier’s beak as well. Carrot took a step back in panic, as the other solider lunged towards him. In a panic, Carrot sent another pot flying, this time hitting the attacking soldier in the back with a loud clang, causing the griffin to scream in pain and topple to the floor. Carrot, still completely seized by fear, darted wildly towards the door, only to feel a talon violently grab him back the throat.

“Oh no you don’t little one,” Le Shaw growled, “You’re mine now.”

Carrot began to violently struggle against the griffin’s vice-like grip, and behind them a wild maelstrom of everything metal in the home formed, shattering windows and breaking furniture. Carrot thought he heard Le Shaw chuckle slightly, tightening his grip in the process.

“I knew it! You are a special one aren’t you?” he growled, before beginning to make his way towards the car, his talon still locked tightly around Carrot’s neck. “I’m very sure you and I are going to spend a lot of time together.” he added, which only caused Carrot to struggle all the more against his tormentor. He reached a hoof out towards the house, hoping that somehow he could break free from the grip holding him and escape. However, he was instead greeted by random pieces of metal flying towards his extended hoof, whizzing by at incredible speed and barely missing the two of them.

Le Shaw must have noticed the hail of metal around him, as Carrot was soon greeted by a violent punch to the back of the head, causing him to black out. The metal debris fell to the ground with a loud crash, and Gustav proceeded to walk around the back of the car, popping its trunk open. He unceremoniously dumped the unconscious Carrot into the trunk of the car, before reaching for a small, white box with a red cross on it. Popping it open, he pulled out a long syringe, filling it with a clear liquid. Carrot let out a quiet groan, which caught the griffin’s attention.

“Now, now, now, no need to fret. You’re going to come with me now, and everything will be just fine,” he stabbed the syringe into Carrot’s shoulder, and Carrot felt a numbness spread across his body, causing his eyelids to grow heavy and fade in and out of consciousness.

“Now just have a nice rest, my friend,” the griffin chuckled, before slamming the trunk shut and sending Carrot into darkness.

Author's Note

Well wasn't this so charmingly dark?

So yes, Carrot Cake is my Magneto. I know. Weird casting. But by now you should all be used to my weird, off-beat casting ideas right? I mean that's what makes my stories so interesting right?

Anywho, if you're sharp and know your X-Men lore, you can already guess who our friend Gustav Le Shaw is right?

Next chapter, which hopefully will be posted within the next forty-eight hours, is going to focus on Cupcake and her beginnings.