Magic looked out at the ruins of the darkened cloud city. After the very close call yesterday from the ferocious dragon, the scared unicorns seemed to cease questioning the red stallion. They quietly creeped upon the soft material, staying aloft by only the magic spells cast upon them by Twilight Sparkle only an hour ago.

The maroon stallion quickly but silently walked up next to the purple mare and whispered, “Twilight, you take the second squad and look for any pegasi who may have survived in the east and south parts. I’ll take the first squad and look west and north. Be sure not to make any unnecessary sounds. After yesterday’s harsh warning, the thunder drake won’t hesitate to attack.”

“Got it.” She replied back before going off to group her designated ponies together.

Magic sighed as his team carefully went off soon after. Their high hopes of finding all of the missing ponies alive and safe was soon crushed. Under the rummage from the destroyed buildings, the remaining clouds were stained with dark, dried blood. The unicorns did their best to not rest all of their attention on the long gone pegasi as they walked along. Unfortunately, the images of the torn and crushed bodies of the poor ponies would never truly leave them.

Magic couldn’t help but feel guilty for being grateful that they had died instead of his dear Grace Note. He was actually ecstatic to know that her beloved family lived in the safely guarded city of Canterlot and not this only-seemingly-safe cloud haven. She wouldn’t have to learn what the pain of losing someone dearly close feels like for hopefully a long while.

After helping a small pink filly escape from a heavy, fallen pillar, the unicorn looked to his left to see a dark grey stallion sprinting to where he was standing. “Silver, what’s with the rush? You should be helping anypony in need.” Magic uttered to the gasping unicorn.

“But-” Before he could even finish his sentence, a dreaded monstrous roar cut through the silence. Silver looked behind the other stallion where the dragon sounded to be, then turned his eyes back with pure fear in his eyes as his body shook uncontrollably. Magic turned around to see the black thunder drake rise high above the ruins. It’s red glowing eyes glared as it sought out any uncovered unicorns and pegasi, readying itself to attack at any moment.

“Silver, get everyone out of the city. No else else is going to suffer because of this heartless monster. ” Magic yelled before running towards the monster.

“Wait! Magic!” Silver tried unsuccessfully to rear back the stallion’s intentions.The dark red stallion ignored him and continued to run until wings magically appeared on his back. Now having the necessary parts, he flew up, making the large dragon and himself eye-to-eye.

Determined to rid Equestria of this pest, he repeatedly shot magical beams at the dragon’s stomach. Desperately, he sought for a weak spot beneath the thick scales. The dragon stayed still, smirking at the continuous failed attempts. Finally getting tired of the stallion, the thunder drake swung its large tail and smacked Magic into one of the still intact buildings. Magic quickly dusted himself off and shot back up into the sky, only to be hit back down into the cloud ground once more.

With neither party wanting to give up, the fight shifted away from Cloudsdale. Now there were now no soft clouds for Magic to land on if another blow were to hit him down. Luckily, the unicorn was being far more careful than he was before. The dragon had only been able to land small blows as Magic was continuously weaving in and out of it’s sight.

“Magic!” He thought he heard his darling Grace’s voice. He fought harder as he realized fully what was at risk if he were to lose. “Magic!” He heard her again, louder this time. He shook it off once more, believing it to be a figment of his overactive imagination. “Magic!” It was even louder this time. Magic turned his head to see the real life Grace racing towards him.

“Grace! No! Go away before y-” Suddenly, the unicorn was thrown down as the thunder drake took advantage at Magic’s careless letting of his guard down. He shot towards the hard ground like a bullet until his body made contact. Magic grunted as bones cracked and broke from the impact.

“No! Stop! Magic Sketch!” He looked up to see Grace being violently grabbed by the dragon. She struggled against the tight grip, calling out to her dearly beloved unicorn.

The thunder drake smirked, “My, my. Is she that big a deal to you? A pegasus?” He laughed as his grip tightened, making the frightened mare wince in pain.

“N-no… Stop..” Magic muttered.

“If you want her so badly, come and get her from me.” The dragon held Grace out by her abdomen with his thumb and pointer claws, making sure to keep her wings pinned to her sides. Magic tried his hardest to get up, summoning the willpower needed to accomplish the task. To get up and save the most important thing he’s ever had. but each time, he plopped back down, unable to conjure the energy needed to even stand.

“You can’t do it. Too bad though. She is quite nice.” He smirked evilly. “I guess I’ll just have to keep her then. Afterall, I’m the one who can protect her best.”

“No!” Magic yelled softly as he witnessed his love yelling for him as she was forcibly carried off to who’s knows where by the malicious, black dragon. “Damnit… Grace...” He muttered, tears falling from his eyes. Before she was flown out of his line of sight, he gave in to the excruciating pain and passed out.

“Hello? I-is anyone in here?” Grace looked around the musky room. The cold, hard floor was wet beneath her hooves. Old chains were still attached to the musty wall, clanking against the stone bricks. She heard the pitter patter of the fat rats living in the cracks of the building.

“Over here.” She heard a soft, raspy feminine voice coming from the darkest corner in the back of the small room. Grace slowly walked over to the voice, wanting to know what other poor soul got herself into the same mess. The meagre light available soon hit the mysterious mare. She saw the light blue coat and slicked back, messy golden mane of her only companion.

Recognizing the mare, Grace asked, “Lightning Dust?”

“Grace Note?” The mares looked at each other, not believing that the other had gotten into this horrific mess as well. The sudden silence built up, thickening around the two pegasi. “How did you get here?” Lightening said, finally getting rid of the unspoken tension.

“Well… I heard that Cloudsdale was attacked again… And the unicorns were off to save any remaining survivors in Cloudsdale. I was trying to help… But I ended up doing just the opposite.” She looked down to hide the tears that had started to slip out unwillingly. The image of Magic Sketch’s unconscious body haunted her mind.

“I know how you feel… I was trying to save my father from it... But well…” She looked over at the opposite corner where the lifeless corpse of the former General Dust lay.

“I-I’m so sorry about your loss Lightning... He was a great stallion to us all.” Grace tried to console the mare.

Lightning wiped her tears, “Its fine. He died honorably after all.” The blue-green pony sat straight, seeming as if she was carrying the weight of her dead father’s honored reputation on her shoulders.

“So, how long have you been here?” Grace sat to the right of her only companion.

“Days for all I know. I’ve lost count after around the fiftieth.” Lightning sighed.

“Wow..” Grace muttered to herself. “I’m already sick of this dank, dark place they call a room. To be in here for countless days and nights... I can’t even begin to imagine how you’re doing it.”

“...Neither do I…” She looked down in thought.

“What do you even do around here? There can’t possibly be anything to keep you busy here.” She asked, hoping to clear the dark, gloomy atmosphere.

“There isn’t. The whole time I’ve been here, its just been eat, sleep, and daydream about one day seeing the blue sky again.”

“That does sound quite boring.” Grace huffed. “I already feel as if I am going to grow old and die waiting for any freedom here.”

“It won’t be that bad. You’ll see. And once we get out, you and I will race each other around Equestria. We’ll enjoying being out in the wide open air again together.” Lighting smiled at the other pegasus.

“Well I guess we have a deal.” Grace smiled back. She yawned moments later. “I’m exhausted from all of this excitement. I think I should get to sleep. Maybe this is just some weird nightmare I’m having.” She laughed unconvincingly.

“One can only hope… I’ll do the same though.” The two mares lay next to each other, using each other as a source of warmth. The night chill was already nipping at their noses.

With her head in the crook of Lightning's neck, Grace couldn’t help but obsess over how Magic Sketch was doing. The mental picture of his almost lifeless body continuously crept into the back of her mind, keeping her from whatever kind of rest she may have slipped into. She hated herself for doubting his ability to save them. She knew that there was absolutely no way for him to have survived that horrific fall.

She growled softly to herself and shifted her position. Lightning Dust’s mane tickled her nose with each passing of the wind, but the desperate mare ignored it. She was too captivated at the ideas running through her head of how they could escape their prison. Unfortunately, their lack of furniture or utensils ruined each and every plan she came up with.

Finally giving up, she blanked her mind from almost any thought that came to her head. The only image she wanted to dream of was her special somepony. Seeing his smiling face once more, she managed to fall asleep peacefully.

Author's Note

Yeah this turned out to be way darker than I had planned and to think that this is only part two of this small adventure.

Sorry this took me forever to update but I unfortunately broke my left pinkie finger in a fight against dementors. Don't worry, I'm fine now

I hope you enjoy reading this chapter as much as I enjoyed writing it.