Heavy Burdens

by polygonsmasher

Rating: teen
Tags: Tragedy, Big Macintosh, Random, Princess Celestia, Granny Smith, Sad, Main 6, Princess Luna, Original Character, My Little Pony: Friendship is Magic, Dark, Spike
Length: 40838

The tale of a Nightmare hybrid recovering and protecting both his own life and that of others.

Ever heard of a Nightmare? A vicious and fiery creature said to be originating from the underworld? In a rare case a pony is able to transform to their Nightmare form. The pony who was able to do that got himself banished to an enormous area guarded with the strongest magical barrier ever to be created in Equestria. This area is called 'The deeper parts of Equestria'. The nightmare who was banished there had his mission to learn how to control his great power and to bend it to his will.

After so much as 20 years the pony achieved enough control to break free from the prison known otherwise as 'The deeper parts'. But he returns with bad news, soon a war will commence between Canterlot and a mind controlling creature called Soulbel! The pony needs to raise an army in order to fight this war. Therefore he befriends the elements of harmony currently known as, Twilight, Rarity, Fluttershy, Rainbow Dash, Applejack and Pinkie Pie. Will they be able to fight off this menace? Or will they become the mindless slaves of Soulbel...

Published 2011-11-20 17:19:58 UTC
Last updated 2012-05-06 15:13:27 UTC

Shineless at all times

There have always been rumors about certain outcasts with outstanding yet terrifying powers. One of these outcasts is a demonic race of ponies feared of they're legend. The legend tells that these demonic ponies, also called Nightmares, are the mixture of the average pony and eternal Hellfire. These Nightmares are slaves of arch demons that rule the inner circles of Hell. They are to be ridden and to be haunting. And if they don't behave they will be greeted by royal punishment. Or eternal sealing into the deepest circle of Hell.

There are exceptions though. Some Nightmares are not completely born into their original form and have the ability to transcend to their original Nightmare form at will. However, a pony with such an ability is rarely born or has rarely been discovered until incidents occur. Followed by certain death. History records that only a single pony has been found to have the ability to turn into a Nightmare. A so called Hybrid Nightmare. However, the day it happened was a disaster and royalty ordered that this day will never be remembered and the cause will be dealt with professionally. The pony that was able to turn into a Nightmare lost control on his first time transforming and became lethal to his surroundings. The princess of the sun ordered immediate banishment to the outcast realm. Also known as "The Deeper Parts of Equestria", Home to traitors and heretics. However, The Nightmare has a pure heart and comes from a good family. He has been given a chance to tame his power and to learn how to control it, by himself. The Princess had ordered there to be transported all copies of modern literature and instructional books to the Nightmare. What happened afterwards wasn't recorded.

A beautiful life ahead of you they said.
A powerful existence they plead. There is a black horn on my head.
Signs of great power they greet upon birth of essence.
Other foals though are afraid of my presence

Why is it, Oh why is it
Why is it always the oddball who suffers.
I am a demon, A fearless pool of eternal blackness which buffers.
Anger is summoned upon he who triggers me.
The oh almighty can only silence thee

Once I snapped in great anger I transform.
From a tiny being into a powerful nightmare summoning form.
It hurts... so much...
...
It hurts... so much...
...

A beautiful life ahead of you they said.
Now it only seems cruel to say that.
Imprisoned in this giant area it spins in my head.
However other beings still fear my presence.

Why is it, Oh why is it
Why are the gifted ones always so lonely.
Why do even animals spread rumors about me.
Is a demon living inside me not painful enough?
I guess nobody will ever understand

...

Fifteen years it has been, Ascending from level to level others have seen.
Nobody still bothers approaching me though.
And when I approach them, they cower in fear as I'm a crow.
One fights to kill... kill... kill...
...
One fights to kill... kill... kill...
I never understood otherwise.

Why is it, Oh why is it
Why can't I break through this sadness.
The barrier between me and freedom,
The barrier between innocent and demon.

...why...

[Frowny Shineless]
~

There is a slight disturbance in the air.
I shall warn them of danger.
but how will I ever ascend far enough.
the barrier is still too strong...

-FIVE YEARS LATER-

Running towards freedom...

Almost there! A running pony said to himself

This pony seems to be in a haste. Speeding away through a dark jungle like forest. With only small shreds of light penetrating the overgrown treetops. This made the pony unrecognizable if not for the momentum he made. Only a silhouette was visible, which you could still clearly made out to be a pony. He sped past trees, skipping over stumps and swiftly hopping past the bushes that lie within his path. Until something else appeared to be in the way

There! The barrier!

From the looks of it a strong magical barrier is the obstacle that's in the way of this pony. One of which has never been broken before. The barrier radiated with particles that traveled a circular path around the barrier. However, when the pony arrives he deals with it professionally. The only way to break through a strong barrier like this one is by destroying it. This comment could be very plausible if not for the possibilities being slim. The pony's eyes started glowing and his manes caught fire! The light was one that is not recognizable of normal fire. The flames illuminated the area, revealing the phenotype of the pony in question. A large, black coated pony surrounded with the fire emanating from his head and his tail. With scars covering his throat and stomach. Who is this sinister being?

It's time... To finally break through this thing!!! The pony said with a loud low pitched voice

The pony's surroundings burned as he prepares for it's attack on the barrier. As the flames grew larger, a void and warning lament escaped from the pony's mouth. The attack was hardly visible. The pony moved so fast that normal eyes could not see it. Only a trail of fire spoiled the incoming attack that the barrier took. A fiery and powerful blow which swiftly created a giant hole in the barrier. With the pony piercing through he seemed excited upon his victory. The fire disappeared from his body and his coat slowly returned to normal.

I finally did it! I'm free!

The pony was now recognizable due to the sunlight lighting the area around him. The pony was a dark grey coated with a long dark red mane and tail neatly organized and cut. The scars still visible and just as horrid looking. His face was something else, he had sharp teeth and his eyes seemingly emotionless With a permanent frown stuck to his face. the colt looked around him, deeply inhaling the fresh air and enjoying the sun shining on his face.

It has been too long The pony said to himself.

After a brief and quiet pause the pony suddenly ran towards what looked like the entrance of Everfree forest. Which he would need to travel through in order to reach his yet unknown but guessable destination. The pony didn't take one thing in account though. Behind him, the barrier he damaged started reforming and began snarling at the pony.

Huh? What's happening? The colt said while carefully examining the process

The pony watched as the barrier reformed and viciously struck back at the pony with an explosive attack similar to the one that the barrier was assaulted with. The attack was of such magnitude that the explosion caused a big cloud of smoke to arise from the fires it created. The ground also heavily quaked within a speculating radius of maybe 5 miles or so. Silence occurred. when suddenly the pony appeared jumping out of the fire and the cloud of black smoke. He was mortally wounded and his manes and tail where slightly burned. The wounds bleeding with drops falling on the lush grassy field. The wounds would be fatal for an average pony. The colt struggled to keep his balance and consciousness. The pony distanced himself from the barrier and shouted:

*pant* is, *pant* is that all you've got?

the fire subsided and the barrier was clearly visible once again. It had been completely restored as if nothing happened to it.

As I thought! *pant* hnggg... I better get to ponyville fast if I wanna make it alive.

The pony then started running in the direction of the Everfree Forest once again. As the pony ran the wounds took toll on his energy. He lost a considerable amount of blood just from the explosion. His will to live is the only thing that keeps him alive now.

The everfree forest, noticeably lighter than the other forest, was still a hazard. While swiftly avoiding obstacles, hazards and monsters on his way, the colt crossed swiftly through the forest within a matter of hours. He wasn't in good shape though.

A-almo... *pant* Almost ther...

Just when the pony finally got out of Everfree Forest, he collapsed. The wounds still gushing blood. The colt's body, struggling to stay alive, steadily healed though. Nature assisted the wounds to close the wounds. Only one place in Equestria would be able to have that effect. A place where flora and fauna would live together in harmony.

-Meanwhile, at twilight's library.-

A little while ago Twilight went through the Canterlot archives and retrieved some scrolls from the more classified section of the Canterlot archives. The princess suggested that Twilight should go through those scrolls and investigate on any unsolved cases or unexplained events that were recorded. Therefore Twilight returned to her library in ponyville to thoroughly check every scroll and document that the archives contained.

Spike, can you get me the next set of scrolls please? Twilight asked

It's right over here!. ...

The purple dragon reached from a pile of scrolls and took the one on the top. Curious of it's contents Spike opened the scroll. Finding out that the scroll he was holding only contained a drawing of a black coated, fire emanating pony.

Is something wrong Spike?

Weird... It's just a picture...

Twilight looked around in spike's direction saying: Huh? The archives normally don't have just pictures.

It says Nightmare over here. What do you think that means? Spike held the scroll opened in Twilights face showing the picture.

Nightmare huh? I think I know that from something. Do we still have that book about mythical creatures around? Twilight asked

Uh, no. Fluttershy actually borrowed the whole section from the library a while ago. Don't you remember? Spike answered

Well then we'll just have to go to her place.

Twilight cheerfully packs her bags and heads for the exit of the library. spike follows. They headed for Fluttershy's place in the outskirts of Ponyville. Near the northeastern entrance to Everfree forest.

-Meanwhile, at Fluttershy's cottage.-

Fluttershy was doing her early afternoon rounds taking care of animals. Carrying around a richly packed basket containing food for the numerous animals she looked after in and outside of her home. While flying around the house Fluttershy noticed a silhouette near the entrance of Everfree forest. As unusual as it looked, Fluttershy decided to go check it out. Only to find something shocking.

*gasp* I-It's a pony! A-a-a-and is that... *gulp* Blood!?

Fluttershy trembled at the sight. A unconscious pony lying just in front of Everfree forest, stained with blood. she quickly figured that the pony wouldn't last long anymore, or at least not long enough for her to get him to a hospital. Fluttershy decides to carry the unconscious pony to her home to care for him. When she arrives Fluttershy does her best to tend to the unconscious pony's wounds and suddenly got curious about the bandages that covered his hooves, neck and belly. Yet after she attempts to take them off, the bandages reappear as if nothing happened. Soon after the unconscious pony wakes up. and hastily stands up and looks around him loudly wondering where he's at.

Ugh... Ow... Huh? Where am I? The pony wondered

Relax. Y-you're at my place. Fluttershy trips over her own sentence as she answers. Please lie back down... You're reopening your wounds.

The colt examined himself. He sighed in relief at the sight of the bandages on his body and lies back down.

You were in pretty bad shape when I found you... Fluttershy said

Hold on... The colt warned.

The gray pony closed his eyes briefly and started grunting. Then his forehead started pouring out a strange colorless liquid that dripped down to the ground. Suddenly a long pitch black horn splat out of his head. At the same time, the wounds That previously covered his body suddenly healed completely due to the power of the magic that the pony produced.

There... My horn's back...

Fluttershy watched all that open mouthed showing how surprised she was.

A-Are you okay? Fluttershy asked with worry.

Don't worry. It was about time my horn reappeared. The colt answered.

Fluttershy never saw a unicorn do that before. She did notice a small black stump on the colt's forehead. But never put any of her attention into the matter. His wounds were much more important at that time. Fluttershy got curious to the colt's identity and asked: May I ask you... Who you are?

The frowning pony ignored Fluttershy's question and stared quietly in front of him. Fluttershy meant to ask: What's the matter? When the pony interrupted her saying: Someones coming.

At first Fluttershy was confused at what the pony was saying and looked at him even more confusedly. The pony then pointed at the door of Fluttershy's house.

Oh b-but I'm not expecting anyone at this hour.

Twilight was nearing Fluttershy's place

Is it really necessary to pay attention to this kinda stuff? Spike asked with slight irritation

Well you see, there have been many reports lately that a mysterious pony has been trying to exit the deeper parts of Equestria by breaching through the border barrier

Spike looked rather confused at Twilight

So you're thinking this is connected to the subject you read about? Spike wondered

well yeah of course thats what I keep telling you. Though there were some difficulties... You see, the pony that attempts to break through wasn't recognizable. It seemed as though he plans to keep it that way. And now this Nightmare matter came up and it's very possible the two subjects are related.

Twilight knocked Fluttershy's door once and the door opens while she tried to knock a second time. Fluttershy greets Twilight and Twilight asks if she could talk to Fluttershy about something in private. Fluttershy seemed a little worked out but then quickly answered

Well I wanted to come and look for you because I found somepony unconscious near the Everfree forest.

Twilight became curious and thought to herself who this pony might be. Fluttershy leads her to the pony which seems to be in a daze.

Who's this? Twilight asked while still watching the dazed pony

I tried to ask him but he didn't answer... He just kept staring at the wall like that.

Twilight briefly inspects the frowning pony and notices the pitch black horn. The frowning pony woke up from his daze and noticed Twilight looking at him and tries to produce a smile and said:

I have been trying to find you Twilight. I need to tell you and you're friends something very important.

Twilight looked surprised at the frowning yet smiling pony that looked at her with piercing red eyes.

How d.. how do you... how do you know my name? And what do you know about my friends? Twilight asked

Well for starters you're mind is wide open for me to read. Didn't the princess taught you to never let any presence other than yourself enter your mind? The pony answered

What? I didn't even feel anything passing through! Twilight confusedly answered

Figures.

What was that?

Anyway you should quickly go and bring back your friends with you. Its easier to tell you all at once instead of wasting time.

Fluttershy protests to this.

B-but your still in really bad shape! Your wounds haven't properly healed yet!

I'm okay believe me. My healing magic will take care of the wounds The pony answered fully aware of his condition

and then he stared silently in front of him again. Fluttershy tells Twilight to better hurry and get the others and Twilight soon leaves afterwards.

Fluttershy approaches the dazed pony in the hope to talk to him a little.

H-hey are you still in there? I mean are you awake?

the dazed pony looked up and said:

You are actually right I am a little tired. and I rarely am tired. The pony yawned while saying that

Fluttershy glanced at the bandages covering the pony's body and asked:

I have been trying to take those bandages off but they reappear afterwards.

the pony answered:

Well thats because I enchanted them so nobody will...

The pony pauses his explanation and looked at the ground.

W-what's the matter? Fluttershy said after a while.

The pony looked back at her and says: It's not important, you will find out soon enough anyway.

The pony concentrated, closed his eyes and said:

I wish to meditate now. I'll call you back once I sense the others coming.

And then the pony was surrounded by a magical aura and seemed to have gone unconscious again. Fluttershy sat down and inspects the pony. She noticed that the bruises that previously covered his legs disappeared. While examining she noticed that he didn't have a cutie mark as well.

He must have been through some rough time Fluttershy thought to herself.

In the meantime Twilight already gathered most of her friends. Applejack couldn't come because she was picking apples. The four ponies asked Twilight why they needed to follow her all at the same time. Twilight answered she didn't know, which is rarely the case. But she said she had a suspicion that it might be connected to something she read about. Rainbow Dash grew impatient and halted the group for a second to ask Twilight what she means.

Fluttershy found a unconscious frowning pony near her house and that same pony told me to come pick you all up to tell you something important.

Whatever could be so important to stop me from working! Rarity said

Pinkie also said something but she spoke too fast for any of the ponies to understand.

Twilight then said: Girls i know it sounds strange but... ugh... just follow me to Fluttershy's place. I really want to hear what this pony has to say.

Then they continued going to Fluttershy's place.

Back at Fluttershy's house the meditating pony's aura disappeared, opened his eyes and quickly stands up saying:

I'm sensing them nearby but Applejack is missing

Fluttershy ran all the way to the back of the closet because the pony startled her with the sudden getup.

Uuuh... are you okay? the pony asked.

Fluttershy answered shakily: y-y-y-yes i-I'm o-o-Kay.

Well I'm sorry if i startled you. have a cup of tea maybe?

The pony quickly looks around and starts chanting some words and everything around the house started moving and making what looks like some tea. Fluttershy followed every moving thing one by one and started relaxing along with the incredibly nice smell. When the tea was done everything returned to its original place and the pony offered Fluttershy some calming tea which she accepted gladly.

Feel better now? the pony asked.

ooh... my... this tea is delicious. I never even knew that this was possible for tea

well some time ago I read some books and I noticed all kinds of natural stuff lying around so I helped myself. The pony settled down again

W-well I like it.

I'm glad you do.

Thats when Twilight knocked the door again and Fluttershy flew to the door and let them all in. The pony in the back greeted everybody and told them to sit down because it was going to be a long story.

So who are you anyway. Rainbow dash hastily asked

Yeah ivebeenwonderingthatmyself.

well Pinkie Pie thats something I'm going to tell you now. My name is Frowny Shineless, And don't get all uncomfortable with my frown because I can't help it.

Rarity then inspected Frowny and said: Whats up with the bandages. I just couldn't help but notice.

you'll know that soon enough. Now sit down I will begin my story, or rather I will show you.

SHOW US!? everyone said at the same time

Frowny's eyes and horn began to glow red and so did everybody's else eyes.

Close you're eyes. It will be really hard to focus the picture if you don't.

Frowny's life story was flashed picture by picture among the 5 ponies. They were all quietly sitting with they're eyes closed. Especially Twilight, who just couldn't believe the level of magic Frowny was using. When the story ended everybody opened they're eyes and looked at each other. But Frowny was still in deep concentration until he opened his eyes as well. Twilight hastily asked a bunch of questions:

How is this possible! This kind of magic is of such a high level that nopony could master it so easily!

Frowny answerred: Like i said. You're minds are like open books for me. I can easily transfer images from my own mind to yours.

Twilight was still a little stubborn to believe: I still can't believe how powerful your magic is. I tried to resist I really did but...

Frowny looked at her and smiled: I didn't expect you to believe it at first glance. When I first sensed your incredible potential it was clear to me that this could become no easy task. So I sharpened up my magic from the beginning. But tell me, is it clear what I showed you?

The whole group looked at Frowny with incredible sadness as they witnessed everything what Frowny experienced in his life in the deeper parts of Equestria.

How did you have the will to train so hard? After all that happened to you? Rarity said

Frowny Looked her in the eye as he approached her and answered: I may not be the pony you all see before you. Nor am I a Unicorn who's magic surpasses most of the population in all Equestria. I am...

A Nightmare?

Everypony in the room looked shocked at Twilight

Twilight just said what Frowny wanted to say and Frowny quickly turned his head and looked Twilight in the eye.

Yes... I am the Nightmare pony you saw on that scroll in your bag. but since the incident of which I have been banned to that horrible forest I have learned to use my powers to benefit instead of hatred.

Hatred? Pinkie answered with a shaky voice.

It is a very sensitive subject. I'd rather not talk about it because I have been struggling heavily to tame myself.

It was quiet for a whole minute as everyone looked at Frowny. Fluttershy then approached Frowny

W-well... I don't care who or what you are... As long as your okay. Thats all what matters

After that she left the house. Frowny detected a small tear in her eye as she said that to him. The mind transfer spell Frowny cast might have been too much for Fluttershy to handle at once.

After a while Frowny turned his attention back at Twilight

Twilight could you tell you're dragon to listen to me for a second?

END OF CHAPTER 1

Mild Preparation

Frowny tried to get his hoofs to move, he was struggling a little. He walked in the direction of Twilight an Spike, saying:

I need to contact the princess... First...

With his words came a chill that ran down both Twilight's and Spike's spines. The words Frowny spoke had that certain unnerving tone to them. The both of them shook their heads. Frowny continued:

...so could you tell your dragon to make a letter for me please?

Why don't you ask him yourself?

You could hear Twilight was still recuperating from the mind transfer. Not to mention the emotional breakdown everypony else experienced from the whole feat. Spike didn't see it though, he is just a baby dragon after all. A powerful spell like mind transfer could disrupt his growing up stage. Completely tormenting him was not something Frowny wished to do to him. Frowny stepped forward in Spike's direction and said:

Well then Spike, could you write me a letter to the princess?

Spike descended from Twilight's back and answered:

Well okay, though remember to fill me in later. I really wanna know whatever happened to the rest all of a sudden.

Frowny glanced at the group and to his surprise Rainbow Dash was awfully quiet and Pinkie was awfully... less jumpy and cheerful. With Rarity in an even more miserable condition, trying to steer herself off the thought. Frowny turned to them and said:

Are you girls all okay? you look kinda down. Cheer up! All thats the past and it's nothing to worry about... except that last part.

Rarity looked at Frowny as if she wanted to hug him real bad.

It's just too sad to see a young pony go through such a rough time.

Don't forget that it was my own doing and I brought it upon myself not to contain myself Frowny said to Rarity

Frowny came closer to spike and the dragon revealed a scroll from Twilights bag together with quill and ink ready to write.

What will it be Mr. Shineless?

Frowny grinned softly. Oh please, just call me Frowny. I'm going to be seeing you a lot until this is over. but heres what I'd like you to write: You're Highness the princess Celestia, Frowny Shineless has returned from completing his duty. He wishes to exchange words with you. Spike quickly wrote it down and Sent it by lighting the now rolled piece of paper up with a bright green flame to send it to the palace up in the mountains.

Frowny walked back to the center of the room and started talking. Intending to explain whats going to happen next

Now i want each of you to listen very carefully. The threat thats closing in on Ponyville will arrive near two weeks from now.

Pinkie suddenly looked up. Threat!? What do you mean?
With the rest looking up as well.

Frowny looked at his bag that appeared to be lying next to the carefully arrenged pillows that Fluttershy put him in and from a distance quickly grabbed an old tattered scroll out of it with magic.

I will read to you what will be the most important discovery I have made since I learned to read minds.

The group looked worried at each other when Rainbow Dash said:

Read minds? You mean you can find out whatever you want by using magic? Even the secret stuff?

Frowny expected this question and thought hard to come up with an answer that would make the most of sense.

You needn't worry Rainbow, I am not able to read personal matters and I never intended to. It is only that I respect you're wishes of privacy and I would never forgive myself to reach out and grab personal information out of all of you're minds.

Pinkie looked at Frowny with a devastating look to make sure he wasn't lying. But Frowny's eyes where so truthful that she gained trust in it that he was indeed not aware of anything that belonged to the groups personal ideals.

Well okay I believe ya! Guess what Dashie, I'm sure he isn't lying so you can stop worrying already!

Rainbow's face turned to happiness upon hearing Pinkie's words. You coul really tell she's relieved, apparently she hides alot of secrets. You can be sure that whenever Pinkie says something, she's right. Theres no arguing.

This threat I'm talking about though, has the ability to not only read every single detail about you from your minds. But it also has the ability to control them as if you were pawns in some kind of cheesy chess game. Thats why I decided rather showing you everything about me instead of telling you. otherwise it would just take far too long to explain.

The whole group gasped upon hearing this mind controlling ability Frowny spoke of.

Frowny opens the scroll and starts reading out loud in a language that anypony would not understand without some proper studying though Twilight listened very, very carefully and recited every single word in her head.

What is that pony talking about!

Rarity clearly did not understand but she wasn't the only one. Then something peculiar happened. the words Frowny spoke sprung out of the scroll and changed into frames that were part of a bigger picture of a shady character that looked completely harmless if not for the diabolical look in its eyes.

What you see here is some, 'thing' that walked around in circles for almost 10 hours straight.

Twilight looked at Frowny with extreme unbelief and said: That sounds like somepony that was summoning a creature from a higher plane. But is that even possible?

Frowny looked with serious eyes at Twilight and then continued his speech.

This character isn't summoning. It's preparing to create a bunch of golems.

Thats when Twilight's eyes became bigger and she started shaking.

G-g-g-golems!? Not those awful creatures, that would mean the end of this place!

The rest of the group of 5 looked confused at both Frowny and Twilight and then asked all at the same time:

What the hay are Golems!?

Frowny's frown started getting more frowny and looked deep within his memories to completely remember all of their properties. Then Twilight spoke up with a shivering voice.

Golems are creatures crafted from mud and have been given a enchanted scroll with orders and programmings and they will stop at nothing to complete them. When they lose a limb they will just keep going, though they turn to ashes when in contact with sunlight.

Twilight gasps and seemed enlightened with the situation.

So thats why you want to contact the princess. You want to make sure the golems never get here by getting the sun to rise when the golems get near the village!

Frowny's serious look changed into a grin and answered:

Thats right Twilight. If I didn't think of any safety measures I would have never come in the first place. I have fought these golems before but whatever I do, the only answer that doesn't include sunlight is sealing them and take the scroll out of their body. But thats really difficult to accomplish.

Twilight Looked confused at the slightly disappointed of himself Frowny and then said: "But you're the most powerful unicorn I've ever seen surely you could handle a slow muddy golem with ease!"

Frowny looked back up and sighed.

I'm afraid it's not that easy. The golems that the shady character in this picture creates are nothing like golems from you're books.

Frowny changes the picture back to encrypted words and burns it with his magic to avoid it being seen ever again. Then he clears the serious face and lightens up. Only a little though, for what he's about to say:

oh and by the way, this creature is absolutely NOT a pony. I repeat, not a pony. Frowny said with serious widened eyes.

Anypony was affraid to ask why. They have seen a lot of weird types around, but anything as weird as this is undescribable. Frowny could still picture the creature in his mind clearly. It was indeed a creature that looked similar to a pony. However it lacked any hooves thus didn't walk but somehow kind of floated above the ground. The creature is some kind of mutation.

this creature calls itself Soulbel...

Silence ocurred. It's as if the world stood still, only by saying that name could you get ponies to feel uneasy. Twilight then suddenly spoke up:

This Soulbel creature. What is it planning to do?

Frowny only glanced at Twilight to then turn to his head and think a bit. He then answered:

From what I understand, it's raising an army of all kinds of different creatures. Though the majority is golems. Thats for sure... But I thought I could sense several other presenses too. Like dragons, gargoyles or any other given winged creatures. Maybe some possessed griffins or pegasi as well

Everypony suddenly looked up. Especially Rainbow Dash looked worried. She knew a lot about griffins, creatures like those would never let them catch themselves. And if Soulbel has one under it's control, it could become a problem. Griffins are known throughout Equestria to be strong and fast. They would be able to rule the skies easily and win a fight by always staying on higher grounds and striking from above.

Frowny then continued:

I don't have much knowledge about it's true intentions. But it is clear to me that it's planning an attack on Canterlot and it's surroundings to gain control over the entire area.

Twilight asked another question:

did you try approaching Soulbel yourself to get some information out of it?

Frowny's look turned a little unedged. He was clearly not fond of the subject. Twilight could notice the fire in his eyes. She believed Frowny certainly truly hates this Soulbel creature. Thats when Frowny spoke with a kind of angry sounding tone:

... Oh I tried alright... Not only did it cost me 30 days of recovery from wounds, it also reaped me from motivation for half a year. I was drained of any thought, motivation and energy to continue my usual training methods and almost refrained to ever moved out of my hiding place.

why? What did Soulbel do? Twilight answered reluctant but curiously.

Soulbel almost made me braindead... Frowny answered.

It was quiet. Very quiet. The 5 ponies standing across from Frowny could not believe what they heared. With scared and confused looks on they're faces. Until Frowny said something again:

This is the main reason I began studying mental spells. To be able to deflect attacks to my brain and to be able to protect others from the mind spells Soulbel casts. I also wish to teach you how to defend yourself Twilight and Rarity.

Rarity and Twilight exchanged glances and then looked back at Frowny.

I also thought about Rainbow Dash and Fluttershy. You two girls are vital. Rainbow Dash is fast which will be usefull in a fight to quickly defeat opponents and dodge incoming attacks. Fluttershy is a special case that I'm gonna ask her about. and then theres Pinkie Pie...

Before Frowny continued he walked towards Pinkie. Who was reasonably quiet the whole time.

I think it would be a good idea for you to think stuff over a bit. You represent the element of laughter, think that through and see how you can use this strength to your advantage.

Pinkie suddenly looked happy and energized again and quickly answered:

Yes sir!

Now that were on the subject." Frowny continued, "How many times have you all used the elements so far?

Wasn't it two times? Twilight replied

Frowny thought about it for a sec and then continued his speech:

I guess then that you girls are still a little inexperienced about using your element. Then I'm gonna have to train you all one at a time.

~A little later~

there was a discussion among the 4 pony friends that were still in the house. In the meantime Frowny was quietly sitting on the pillows with his eyes closed. Thinking to himself how he should handle each of the training sessions. He was also eagerly waiting for a response from the princess. When the discussion seemed to end Frowny opened his eyes and spoke up:

So like I said, I'm gonna have to train each of you one by one before a training session together with using the united powers of the elements to they're full extend. Therefore I expect of you to prepare both physically and mentally. Especially Twilight and Rarity.

Both of the unicorns looked up again and exchanged glances for a moment before Frowny continued.

Rarity's magical abilities are undefined as of yet, it is also still unclear to me the level of strength that she's at. It could be anything ranging from level 2 until level 4. Because the horn changes color after ascending to level 5 and above.

Rarity looked up at her bright white horn still wondering what Frowny was talking about. Level of strength? What does that mean? 2 until 4? Is that a good thing? Frowny then continued:

Twilight is the key to unlocking the elements' true potential. She isn't the element of magic for nothing. Therefore I feel it's the right thing to teach her what she needs to do about with the elements.

Twilight thought about it for a second. She records that they only used the elements twice in battle. Excluding the one failure in the battle against Discord. She already wanted to study the elements thoroughly. But never got even one chance because she always had something else to do before free time came up on her schedule. She was heavily curious to what Frowny was thinking about the elements. But also had another aching question:

Frowny I've been meaning to ask. It seems that you got things thought through but how do you know about all of these things without witnessing it first hand?

Everypony then looked surprised at Twilight.

Isn't that what everypony wants to know? Because I don't think that someone that's been apart from society for 20 years or more could know about something like this...

Frowny closed his eyes again preparing for another spell. Or more like a ritual. He spoke:

I always wondered what was going on outside of the border barrier. I always picked up several scraps of magical activity throughout the years while traveling along the barrier. So I developed this single spell to detect and transfer any kind of movement and sound...

Frowny's horn began glowing red, constantly increasing color and size of the glow until the whole room lit up in a strong red color. Frowny's hooves appeared to be growing into the ground. Frowny was continuously grunting in the process. Black stripes appeared on his ears and eyelids which closed up as if stitched shut tight. When the glowing stopped Frowny's body was giving off some kind of radiation which seemed to be pushing things either towards or away from him. Frowny spoke once again:

This is a spell I called: Familiarization.

The 4 ponies were watching speechless at what Frowny became. Twilight was once again truly surprised, she didn't even dare to imagine something like this being possible.

The force that is pushing things away and towards me exists so that I won't be open for attacks. I'm very fragile in this form, even one single touch could break one of my bones. I used this spell to keep track of not only all of your movements... But also everything that happens around The Deeper Parts. This is how I came to know Soulbel's plans for example. Does this answer your question Twilight?

Twilight came closer by walking towards Frowny and examine him a bit. She was then forced back at her seat by the weird radiation coming from Frowny. She then picked up some paper out of her bag and noted the spell down in explicit detail. Then she spoke:

Remarkable! This explains your knowledge of us!

The moment Twilight finished her statement Frowny's hooves reappeared above ground again and the black stripes around his eyes and ears disappeared. Finally the radiation stopped after a while and Frowny opened his eyes panting to catch his breath. While saying:

This really consumes SOME energy... I wouldn't recommend trying to mimic it Twilight!

At that moment Spike barfed out a letter with a bright green flame. This must mean that the princess answered Frowny's call! Frowny levitated the scroll until it floated in front of his face, opened it and read it's contents to himself while the other ponies watched the look on his face turn from seriousness to happiness. The letter said:

Dear Frowny, I'm surprised you already broke through so soon. But have you really gained full control of you're Nightmare abilities I wonder? I will have to talk to you about this tomorrow morning I'm afraid. So report to me then and update me of the situation. P.S. I always knew that this wouldn't become a lost case. I heard you disappeared from this world and I was afraid you would have passed away. I'll be notifying your parents too, they have been anxiously waiting for any message from you.

Frowny shed a tiny tear and thought to himself:

Finally I will be able to see all that happened in such a long time, Mom, Dad, I'm coming back to you just like I promised.

Frowny looked at the 4 pony friends as they leave Fluttershy's house. Frowny thought he might want to apologize to Fluttershy. The mind transfer spell not only transferred information but also emotions. And he was afraid that it might have been too much to bear for Fluttershy's sensitive heart. Frowny walked out of the house and closed his eyes. He then disappeared in thin air. teleporting to where Fluttershy was.

Fluttershy was in deep sadness. Crying over the sadness that Frowny felt when he was banished. She escaped to the most beautiful place she knew about to cheer herself up with the area and the small animals. Thats when Frowny appeared, he saw how devastated Fluttershy looked and tried to comfort her with his presence.

Fluttershy... I... I Can't bear to see you like this...

Thats when Fluttershy looked around and saw Frowny's deep caring look in his eyes.

I know that I have caused you to see pain beyond belief, and I am sorry. No, I cant be more sorry to blur you're view of peace with the history of my existence.

Frowny dried her tears with the magic he possessed and turned around.

I shall not disturb you with this danger anymore!

Frowny started walking in the direction of Ponyville when Fluttershy quickly stood up and said:

N-no. I will be part of this! Didn't you hear me the first time? I said that I didn't care who or what you are, but to just see you doing fine fills me with enough happiness to heal the pain both you and me felt.

Frowny looked around in Fluttershy's direction and it looked like she completely recovered from the sadness that filled her being and she started to smile again.

I-if you don't mind though. Fluttershy said with a shaky voice.

Frowny turned to Fluttershy and walked in her direction.

T-thats great! I knew I could count on you!

Frowny said with a relieved look on his face.

So... what did I miss Frowny? This time please just tell me.

Frowny briefly updated Fluttershy on what he told the other ponies and then said:

Now that I'm on topic I have something important to give you.

Frowny then closed his eyes and his pitch black horn started glowing red. Something formed in front of him, when it started taking shape it looked like a bright red translucent crystal. When Frowny was finished he was panting and trying to catch his breath.

There *pant* *pant* this crystal I made contains part of my magical life force. Whenever I will encounter danger or whenever I will have transformed under someone else's will, this crystal will glow black and will start to crack.

Fluttershy took a good look at the red translucent crystal and Fluttershy realized what Frowny was trying to say.

Frowny... I-I... Do you really think you can entrust me with this?

Frowny looked at her and said:

Of course i can. You are the only one I can entrust this task to. Remember, you're kindness and you're way with wild animals will help me change back to normal if I ever transform into a vicious... Nightmare.

Frowny shivered at the thought of ever changing into that kind of being again. Fluttershy took the crystal that was floating in the air and said:

I... I promise that whatever may happen to you, I will try and help you in any way I can. Even if you look as vicious as... that...

Fluttershy gained deep trust in Frowny in these couple of minutes that passed and she realized that this could become a hard vow to keep. And then for the first time in Frowny's entire life his frown disappeared and he was looking truly happy.

I'm glad I can trust you with this. It's really important to me you know. Frowny said.

You cannot understand what gratitude I have.

Fluttershy's eyes were shining, as if it was the first time she ever felt truly happy in her life as well. Frowny was just the same. It was a magical moment for both Frowny and Fluttershy. they kept staring at each other like that for almost 20 minutes. Frowny's frown reappeared to his face, he then said:

I have to go and prepare the others now, I will see you again will I?

Fluttershy quickly nodded and headed back to her house jumping like Pinkie. Frowny started concentrating to teleport to Twilight's house and then disappeared into thin air again.

END OF CHAPTER

Reading Alone Is Not Gonna Help

Frowny arrived near Twilight's house. Though he didn't look the least bit of satisfied.

hmmm, It seems my accuracy is a bit off. I should meditate while teaching her. Frowny thought to himself

Frowny approached the door, his movements were shaky. He could barely even stand on his hooves. Frowny knocked the door and Twilight opened soon after.

Finally, I was waiting for you!

Frowny walks quietly in the house and asked: Well good afternoon to you too Twilight, I'd like to go through you're collection of books for a second do you mind?

Twilight trotted To the second room upstairs and then said Not at all, knock yourself out.

Frowny was surprised at how cheerful she was. He guessed she feels like home when she's in the library. Though it could also be that she's just being nice to her guest.
Frowny headed upstairs to the second room where her collection was located. Then he concentrated briefly to use all the magic he still possessed and scans his eyes through each and every shelf focusing. Some books where removed from they're shelves floating in the air and some returned to their original spot soon after.

That should do it! Frowny said after nearly two minutes.

The books gathered themselves in front of Frowny and he looked at each of them. There were 6 books in total. Each of them appropriately titled. They all had one thing in common, each of them had the subject: offensive spell-casting or sealing and barriers. While Frowny was examining the books he picked, his eyes started to feel heavy. It looked like he reached his limit.

Boy am I tired He said with a yawn.

Twilight turned around and asked:

So what took you? I mean, did you have something important to do?

Frowny hesitated to answer at first but then answered:

I had something to say to Fluttershy, besides that I gave her a piece of my magical life force in the form of a gem. It should tell her exactly when I'm in the greatest of danger or when I transform against my will. The crystal would glow black or it would start to crack and shatter. I entrusted her the task to keep an eye on me and protect me when necessary.

Twilight wanted to say something but noticed that Frowny looked pretty worn out. She watched Frowny as he gathered his strength to materialize some pillows out of his last fraction of magic.

Now Twilight I'll tell you what you're first task is. You need to learn how to focus all your power in one spot, for instance just right in front of you. And by all your power I really mean ALL of it. I will be regaining my strength in the form of meditation. When your done I want you to keep practicing until you perfected it.

Twilight nodded slightly, telling Frowny that she would at least try.

Frowny settled down on the pillows and closed his eyes. The aura reappeared and it looked like Frowny was in peace after a full month of not resting. The aura was faintly visible, It almost appeared invisible together with the color of the wood from the room. Only could you notice it being there if you take a look at the pillows which clearly made the aura visible. Twilight watched in awe. Frowny showed her how he trained his magic just with a real life demonstration. So that his capabilities increased exponentially.

I better not disturb him... So he said I should practice focusing all my power in one single point? Well then let's try! Twilight Thought to herself

Twilight started to concentrate and slowly but steady a small sphere appeared in front of her shining purplish blue. Twilight looked for a moment and then the sphere suddenly defused and splat away in all directions.

Guess this needs some practice...

She then realized that she had to maintain this focus, otherwise she'd just waste her energy. She wouldn't want to disappoint Frowny. She tried again, this time with the intention to make it last as long as she possibly could without losing focus.

Alright now I just need to keep this up. she thought to herself.

A very long time has passed since Twilight started forming the sphere and she began to become a little tired. Though she did feel becoming stronger in the amount of time that has passed. Frowny then woke up and yawned.

Wow I needed that... It has been too long.

Frowny then looked at Twilight still concentrating on maintaining the sphere. He then slowly said to her:

Good job Twilight, now keep maintaining this and slowly add more of your power.

Twilight heard and tried not to get distracted again. Millions of tiny star shaped sparkles gathered and added mass to the sphere. When she couldn't add any more she maintained the sphere again. Frowny looked satisfied and said:

It's okay now you can open your eyes and relax.

And thats what Twilight did. She was sweating all over and looked extremely worn out. Frowny took a good look at what she created and then turned to Twilight and said:

What you see here now is all of your strength compressed into a sphere that represents your being.

Twilight looked surprised at the purplish blue sphere that floated non stop in the air.

Wow, so thats all my magical strength?

Frowny smiled and nodded at Twilight to show her that she's right.

Now then, your first task is complete. Your second task is the easiest were gonna do in this training session. You will need to consume your power!

Twilight looked at Frowny with a confusing daze and then said:

Consume!? You mean as in eat it?

Frowny then stepped backwards.

I know it sounds unlikely but thats because it is. This way therefore only works with unicorns of the manipulator and the enhancer type. Because they can transfer they're powers upon other objects. When a different unicorn like myself performs this, they faint and they're consciousness will transfer to the sphere. Because you are one of the many manipulator unicorns it is possible for you to stay alive after submitting all your power to a more fragile form.

Frowny then became quiet and looked at Twilight with eyes that waited for results and Twilight came closer to the purplish blue sphere that represented her magical life force. She opened her mouth and ate the sphere. Chewed a bit and swallowed. Frowny examined her after that and then picked a scroll out of his bag and noted everything that happened down for further examination. Apparently he planned this to be some kind of experiment. Twilight started shaking and said:

What's happening? Why am I shaking!?

Frowny stepped backwards again and started explaining.

This is the second stage. Stay focused, this could end up hurting a lot. Focus your energy and force it to your horn and quickly or...

Twilight didn't care to hear the rest as she already concentrated by closing her eyes and tried to guide the power back to her horn. Her belly started to shine and her horn started flashing white beams of light. After a couple of flashes her belly stopped shining and the flashing started getting worse.

Good job! Twilight! Now release all your energy at once by giving up on the pressure Twilight lets out a howl and a deep purple glow appeared around her.

Release!!! Frowny shouted. Suddenly a bright purple light covered Twilight's house and the earth started shaking. The purple light then suddenly settled down and Twilight looked incredibly tired. Frowny came closer and said with a warming, soft and calm voice:

Thats good, now sleep and when you wake up you will feel ten times stronger than before.

Twilight then fell asleep, Frowny caught her and brought her to her bed.

You have talent. Maybe now your power will start resembling my own.

Frowny then returned to the center room of Twilights house and reformed the pillows to settle down and meditate again. Frowny's aura reappeared and he closed his eyes to wait for tomorrow.

The next day, at the time the sun rises Frowny woke up from his slumber, the first thing he wanted to check is if Twilight was still asleep. Frowny went up the small set of stairs and saw that Twilight was indeed still asleep in her bed. Frowny noticed her horn got a deeper purple color. It also randomly sparkled a bit.

It looks like the process worked. She has now multiplied her strength.

Frowny headed to the main room of the library and then headed for the door to take a breath of fresh air. When he was outside he witnessed the town of Ponyville slowly springing to life as everypony in town set up their stores or open their windows to do their laundries. Frowny went back inside and closed the door. He then regathered the books from yesterday and arranged them in a nice pile. He quickly grabbed a piece of paper from his bag with his magic and wrote HOMEWORK on top of it with his signature on the back. He left it on top of the pile of books and placed the pile next to the lectern in the main room.

~Meanwhile in Twilight's room~

Twilight opened her eyes and slowly woke up from her slumber. She took a look at the clock loudly wondering to herself:

How long have I been sleeping?

After a couple of seconds she stepped out of bed and slowly walked to the mirror across the room. She levitated the hair comb to quickly fix her hair when she noticed her horn got a deeper color then her coat.

Well this is peculiar. How come my horn is this purple?

She washed her face and prepared herself to go to the other room when Frowny suddenly walked in.

You awake yet? He loudly whispered. Then noticed Twilight staring at her horn in the mirror. Oh... I see...

Twilight trotted closer and started talking:

What's up with my horn? It's got a deeper color then my coat now.

When a unicorn ascends to their next level in strength, their horn gets a different color depending on their coat color. Your horn having a darker color then your coat shows that you are now above average in magical strength. You should be proud of yourself. Frowny answerred

Oh, neat! Is that also why your horn is black by the way? Twilight asked again.

Frowny looked at his own horn for a second and then answered:

Well, no. For as long as I can remember my horn has always been black. My parents always told me I was gifted. So I guess I was already above average to begin with.

Something then clicked in Twilights head. It was clear to her now why the unicorn that stood before her had such advanced abilities. He had been training harshly even before he was banished to The Deeper Parts.

Okay, listen carefully now. In order to be able to protect your friends you must not forget to protect yourself. Therefore it's important to know how to create a barrier around yourself and other objects to shield from harm. I'll demonstrate

Frowny's horn turned red and a darker red barrier appeared around him.

Try attacking me.

Twilight picked up a rock that was lying around and hurled it to Frowny with her magic. When the rock made contact with the barrier it shattered into aerosol formed crystal-like points of light.

See? When anything comes in contact with the barrier it either dissolves or gets rejected and thrown in the opposite direction. This makes it ideal to block projectile attacks or to bid protection to nearby ponies, animals or items. though if power surpasses the magical force put in making the barrier, your protection will fall apart. Let's put this the easy way, when the barrier is leveled 2 in strength and the attack is of a 3rd level, the barrier will shatter creating an opening.

Twilight noted down what Frowny said and braced herself to try it out.

Okay Twilight you can try out yourself...

Before Frowny could finish his sentence, Twilight had already finished making a strong protective barrier around herself.

Very good Twilight! Frowny complimented.

You finished very quickly! Let me try and attack you now.

Frowny Concentrated his power and quickly hurled what looked like a fireball at Twilight. When it made contact with the barrier the fireball defused, sparks and small flames surrounded Twilight's barrier. Twilight then looked around her and let the barrier disappear.

Uuuh Frowny? I think we better do this somewhere else.

Frowny came closer to Twilight and said:

My thoughts exactly. I'll warp us to a dungeon I used to perfect my own abilities.

Frowny then reached out one of his hooves and said:

Hold my hoof! Twilight quickly grabbed him and the two ponies disappeared in thin air.

The two reappeared in a huge caved in room that was hollowed out.

Where is this place? Twilight asked

Somewhere on the mountainsides not far away from Canterlot. This used to belong to a dragon but was forced away very long ago. The cave was abandoned so I sealed the entrance, hollowed it out a bit and I used this as my own personal training grounds when I was younger.

Twilight looked around a bit and noticed several boulders lying in pieces at the walls.

What kind of spells did you use in here?

Frowny seemed happy she asked.

A lot of different offensive kinds actually. While using the different boulders I hacked out as dummies. But in the end you'll have your own range of spells just like I do and therefore do not feature in any books.

Twilight looked excited to hear that and wanted to begin right away. Frowny began taking up his stance and looked serious through his eyes.

Watch and learn Twilight. I'm going to split that rock in half over there!

Twilight turned to another huge boulder that looked almost impossible to even crack. Frowny reach out his hoof in the direction of the rock and then pointed it upwards. His horn turned red and a blade like shape appeared around his right hoof and it looked like Frowny was holding it. Frowny lets out a howl and had a deadly look in his face. Twilight felt the intend to kill in his presence. Frowny suddenly jumped up high in the air towards the rock and cut the huge boulder in half like it was nothing. The boulder split apart and each halves rolled in a different direction. The sword then disappeared and Frowny walked back towards Twilight who looked amazed by the performance but at the same time frightened. When Frowny was at talking distance from Twilight he spoke:

Don't be afraid. I'm on your side.

Twilight answered:

But you cut that boulder in half! And not only that, I felt a cold murderous intend from you!

Frowny glanced at the boulder and answered:

Well that really isn't strange... Because that's one of the rules of Shineless combat. On top of that the source of my power is called 'Hatred'.

Frowny said with a rather shaky voice, as if he didn't want to tell Twilight in the first place.

Each pony of either earth, unicorn or pegasi species has a source for his and her power and that source provides you unlimited strength that matches the goal your striving for.

Twilight understood and gave a slow nod.

Twilight I want you to reach deep within your soul and find out your own source of your strength! After that I want you to invent your own range of offensive spells that will help you fight. I will let you remain in this room to practice for yourself.

Twilight answered:

What do you mean? It sounds as though you are leaving me here.

Frowny raised his frown and looked at Twilight.

Please don't let me down. I am leaving for the princess remember? So that you can train yourself to surprise me!

Thats when Frowny closed his eyes and teleported close to the foundations of the mountain that carries the palace.

I'm coming home mom, dad. Please just wait a little longer!

Twilight was left behind in the cave.

She looked around a bit and noticed a small corridor at the far end of the cave. A light burned from around the corner of the corridor. She followed through and found out that there was a small study set up in here. There was a lectern with a huge stack of paper, ink and a quill lying next to it. There were also several bookcase at the walls containing a small amount of books and documents.

These must belong to Frowny! Twilight reasoned.

Twilight came closer to the bookcases and looked at each of the books. She then picked one up and examined the cover. It said: Advanced spellcasting on the cover. There wasn't a name of an author written anywhere though. It must be one of those unreleased books, Twilight thought to herself. She carried the book to the lectern across the room and opened it. She turned page by page in search for some helpful information and then suddenly a note fell out of the book.

Whats this? Twilight loudly wondered.

Twilight levitated the note up to in front of her and read it out loud to herself:

Things for further examination, pages 20, 34-36 and 45

Twilight immediately turned back to the book and turned to page 20 first. The paragraph was titled: The source of one's power. Twilight quietly read through the paragraph. Only to find out that the source of a pony's power is unique to the pony. Just like it's cutie mark. The source of strength can be summoned upon at will and will provide the necessary ability to carry out the most difficult of tasks. This knowledge applies to each different species of ponies. However, unicorns are more commonly known to use their source for their own purposes.

Twilight then turned to page 34 and read it's contents until page 36. It was a list of known celebrity unicorns to have found their source of strength. From pictures Twilight noticed that each of the unicorns had a different colored horn then their coat. Then from the corner of her eye she noticed one single name which interested her the most. That name was... Shineless. Twilight got interested and saw that there was something else written besides the name. It was a reference to a page number 67. Twilight turned to that page and read the paragraph appropriately titled: The origins of the Shineless bloodline.

*gasp*... This must be about Frowny's family! Twilight whispered.

She immediately start reading the paragraph as if it was her reflexes. This is what the paragraph said:

'The Shineless bloodline is a bloodline that mostly consists of warriors with unimaginable strength. The bloodline was founded by a unicorn pony named Shineless. He was a member of the Equestrian royal guard system of the 2nd age. The Shineless family has been a family of trained warriors since that age and have unusual customs. For example thei...'

Thats where Twilight noticed that several pages have been ripped out of the book.

I guess the only way I would ever find out about the family is by asking Frowny himself. Twilight said to herself.

She then turned to page 45 following the note. Page 45 contained a list of several binding spells and defensive spells. Twilight read through them carefully and memorized each of them. There wasn't any list of offensive spells in the book though.

Frowny was right. I really do have to come up with my own range of spells. Oh well, I better get to it then

Twilight returned to book to it's original spot and left the study back to the bigger room of the cave. She noticed that Frowny Hasn't came back yet. She figured she'd start by figuring out the source of her power.

The source of my power... Source of my power... The book said that the ponies that figured theirs out used it for their own purposes. Maybe those purposes represent their strengths and therefore link to their cutie mark.

Twilight seemed to have figured it out. Her cutie mark represented magic, ever since that fateful day back when she was a filly. Magic has been her one and only interest. Thats how she got her cutie mark. 'The will to learn' Suddenly blurted out of Twilights mouth.

THE WILL TO LEARN! Twilight shouted.

The words she shouted echoed throughout the cave. Small sparks came from Twilights horn and produced several bolts of lighting that spread throughout the cave.

What's happening? Twilight loudly wondered. apparently this wasn't her doing at all.

The bolts of lightning caused several boulders to come down from the ceiling of the cave. Some even larger then the one Frowny cut in halve earlier. It became clear to Twilight what she needed to do now. She had to learn! Thats what the source of her power was. The source of her magical strength!

And now to rock this mountain topside! Twilight blurted out without thinking.

END OF CHAPTER 3

The Meeting

Frowny was not far away from the palace and its surroundings, also known as Canterlot. An immense city widely populated by ponies. Most of which are unicorns. Frowny felt happy revisiting his home but was also pretty nervous. He knew he had to face the princess and his parents. His familiarization spell could only get Frowny information up until Ponyville. But Canterlot was somehow unreachable with his spell. He figured it was probably to protect the city from spies. He wanted to take a different way into the city. This way hopefully he won't attract too much attention from ponies that he'll pass by on the way there.

I know enough ponies around here that might recognize me and I don't want to get caught in a situation that is not relevant to this current one. Frowny muttered to himself.

Thats when Frowny concentrated, his deep red aura reappeared and then suddenly disappeared. A strange sign appeared on his right hoof and suddenly he placed that same hoof on a random spot in mid-air. A foggy, transparent piece of ground appeared and Frowny stepped on it.

This spell took a whole year to perfect. And it now finally comes in handy. Please don't let me down.

Frowny continued climbing the now appeared road he created out of his own magic. The road was colored blank and you could see through very clearly as if it was a sparkling piece of glass that disappears every time Frowny stepped on another in front of him. Each time he did, a sparkling trail of red magic returned to his horn to be recycled as another step. Frowny kept walking like this for a little while until he reached the entrance gate of Canterlots castle. When Frowny came in, he was greeted by the guards which gave a certain welcome back sign by standing taller yet stationary. Frowny then thought:

I see nothing changed with the good old system.

And then he walked further. On his way to the actual palace he saw many things he didn't recognize before. some buildings that he knew were positively devastated were renovated. Some were even brand new to him. Many other unicorn ponies glanced at the dark grey bandaged Frowny. Some of them even halted and watched in awe. Frowny didn't think it would matter to look back. He just continued his walk towards the palace where he was greeted by another couple of guards. The guards blocked the entrance suddenly and said:

Identify yourself!

Frowny then remembered he looked completely different from back then and after all it has been 20 years. Frowny braced, opened his mouth and answered:

I am Frowny of the Shineless bloodline! I have come to speak to the princess.

The guards looked at each other, then they took another good hard look at Frowny's face. The elder guard then recognized him. The two went into private discussion and also sent a unicorn guard to notify the princess inside. Frowny heard some gasps behind him. It seems that some ponies recognized him from old tales. The guard pegasi then said:

We are honored with your presence. Sir Shineless, you may pass!

The big door behind the guards opened and Frowny walked in slowly. When the doors closed he looked behind him, while the doors were closing he saw that a crowd had gathered at the entrance of the palace. Frowny looked back in front of him and walked through the hall. He never actually visited the palace before. Not even when there was an event there. All the windows in this hall had paintings of them about the royal history and probably about Equestria as well. When Frowny arrived at the end of the hall another huge door appeared before him. When he opened it he was greeted by Princess Celestia. Frowny briefly bowed,

Welcome back Frowny. I'll have to be honest with you. I didn't expect you to return so soon! Celestia immediately stated.

Frowny looked back up at the princess and answered.

I was determined to bypass the border to be able to speak to you your highness. I have discovered that an attack has been planned almost two weeks from now. And it involves someone that you might know.

Celestia now looked more serious at the frowning pony standing before her.

Who are you talking about?

Frowny took another old tattered scroll that resembled the one he showed Twilight and her friends. Frowny opened it and read the text encrypted in that strange language again that Celestia seemed to recognize therefore she braced herself. Frowny stopped for a moment and then read the last word in the sentence:

Soulbel!

Celestia then realized who Frowny was talking about. The picture of Soulbel then formed in the center of the room. Celestia gasped and almost couldn't look at the picture of Soulbel.

It can't be! Not THAT!

Frowny sighed and answered:

I saw this creature walking in circles near my training grounds and found out it was crating golems.

Golems? are you sure?

Celestia gathered herself and looked mildly relieved at what Frowny said.

Don't get the wrong idea princess. I have fought these golems before and I can assure you they're impossible to defeat without they're only weakness.

Celestia answered:

So what do you want me to do about this?

Frowny smiled at her and said:

Two weeks from now the attack will commence and I expect Soulbel will use it's army to break through the barrier for it to pass through freely. When that happens I want you to have the sun shining at all I repeat ALL TIMES! It would greatly increase our chances to survive.

Celestia spread her wings and spoke:

I will answer this thread exactly so. But what are you planning to do Frowny?

Frowny seemed happy that Celestia asked.

I will help the elements of harmony to protect everything that Soulbel wishes to see destroyed. I'm sure you noticed the purple light coming from Ponyville yesterday. That was my method to exponentially increase The element of magic it's power.

Celestia came closer to Frowny and said:

The method you used was dangerous. I understand why you did this but was it really needed?

Frowny then came closer to Celestia and answered:

Trust me, I have enough experience to know how to deal with this.

Thats when Luna entered the room and quickly noticed Frowny standing before Celestia. Frowny thought to himself:

Thats strange... I don't remember the princess having a sister before.

Luna looked nervous at Frowny and said:

A visitor? But I never saw him before. Is this the subject you talked to me about sister?

Frowny bowed once again and greeted: Greetings princess Luna.

When Frowny looked back up he saw the shocked look on Luna's face when she just heard that a complete stranger just called her name. Celestia also looked at Frowny a little shocked and said to Luna

This is indeed the subject I spoke to you about. His name is Frowny Shineless.

Luna still felt a little hesitant to come closer but then came down the stairs to the center of the room and greeted with an unnerving tone:

G-Greetings sir Shineless, I've heard many things about you from my sister.

Frowny lightened up and wanted to talk to her but then thought of Soulbel sped through his mind and looked at Celestia again to continue his speech:

I ask you permission to further train the elements to prepare for the great battle that will come. And not to forget I will keep you updated of the situation.

The princess laughed softly at Frowny and answered:

I don't own them. You can ask all of them yourself, and besides isn't it true that you have already involved them into this case more than they would ever find out? If I didn't have you even I would have been clueless about how to handle this and Canterlot would be in great danger!

Celestia paused for a moment and looked out the window of the room that gave her a view over Ponyville.

I give you my trust. But I seek more information from you.

Frowny collected his thoughts and answered:

Soulbel has the ability to control the minds of other ponies. And if Soulbel's victims submit they will never be able to turn back again. It is a struggle I overcame by studying myself and how the mind works. I have discovered a way to reject Soulbel's spell and wishes to share it with the elements.

When Celestia heard about Soulbel's ability to control other ponies she got startled.

This study you made... Does that mean that... You Frowny... can read minds?

When Celestia said that to Frowny it didn't seem to affect him but Luna that was listening to them became a little scared of Frowny.

It's not like I wanted to study it. I had to in order to be able to protect myself against 'it'. I didn't want to become a danger to all of you again.

Celestia turned to Frowny and she looked at him saying:

I understand. But you know I can't approve your behavior at other ponies minds.

Frowny thought about a good answer to this question and gave a satisfying answer:

I'm not proud of it either and believe me I only intend to teach the elements how to recognize mind control spells and how to negate them. I do not intend to probe each and every pony to unlock their deepest secrets to me. that would be like 20 years ago all over again.

Celestia believed him to be saying the truth and began trusting him completely.

Alright Frowny you can leave now and don't forget to visit your family. They've been waiting for you ever since they got the word yesterday!

Frowny's face then lightened up and he was expressing happiness all over. He then said while being very excited:

Yes! Thank you you're highness I'll see you again sometime!

Then he left containing himself not to gallop in the direction of the door. Luna then shouted:

WAIT! I've been meaning to ask. How did you know my name when you have never seen me before!

Frowny looked at Luna while walking to the door and answered happily:

It's written all over your face princess Luna!

When Frowny left the palace he started running towards the place he remembered to be home and he was very happy to finally get the chance to meet them after so much time. He almost skipped of excitement. Ponies that saw him running looked at him while he was passing them by. After a while Frowny arrived at the door of what he remembered to be his home. His Excitement suddenly disappeared and he got a little nervous facing is parents after 20 years. He knocked at the door. Then he could see someone coming to the door from inside the house. When the door opened Frowny recognized the unicorn to be his mother Goldihart.

Frowny!? Is... Is that you?

Goldihart inspected the pony that stood before her and Frowny then answered in tears:

Yes mother! It's me!

Goldihart didn't hesitate once to jump to her son and hug him tight.

Told you I was gonna return... Frowny whispered to Goldihart.

Please Frowny! Come inside!

Frowny dried his tears and stepped in the house. As Frowny walked through the hall he recognized many things from the past.

When word about you reached us I felt my heart skipping a beat. I was just so happy to finally hear about you!

Frowny's mother sounded as if she was still sobbing.

I-I don't know what to say. I've been wanting to see you ever since too! But I had to finish my assignment first. I'll tell you about it later mother!

Thats when the two unicorns arrived at the door to Frowny's father his study and Frowny's mother then said.

Your father is studying in his room dear! He was even more excited when he heard about your return!

Frowny approached the door and opened. The room he entered sure looked like his father's study only he noticed even more books filled the cases and the lectern looked newer and more polished. When the door opened the pony standing at the desk turned around and was surprised to see his son.

So it was true then! Frowny my son, you have returned!

the stallion dashed to his son to hug him.

I missed you father!

You have become so strong in all this time my boy! I can hardly believe it.

Later that day Frowny had explained everything he experienced since he was banished to the deeper parts. Frowny told about the first couple of days how he familiarized with the huge area and how he survived on the scarce amount of food that was around for him. Of course the bigger part of his time there he trained physically and mentally through a daily routine that he set up for himself. With witty remarks of Goldihart that it sure paid off!

Of course Frowny did get to the points where he discovered more about his Nightmare abilities and how to use them. The story he told got a little darker tint to it. The hardships Frowny had to overcome were too rigorous to imagine. However, it did come to clarify the mysteries about the ability. But much more than that he didn't want to tell.

Frowny lastly told about the sweet moment of freedom when he got out of the deeper parts and re-embraced freedom at last. Only to remind himself of the even darker task set ahead of him. Frowny briefly explained his activity in the last few days and why he had to postpone his arrival back home until now. Finally, he told about the meeting with the princess earlier this day.

And thats when I got over here as fast as I could to meet you Mother, Father.

That's quite a tale Frowny. I cannot express how proud I am of your return! Grimmer praised.

Oh but you never express anything Grimmer! Goldihart teased.

Grimmer smirked softly.

Goldihart wanted to know more about Frowny's task. So she asked:
So you're gonna train the elements to be able to fend off this Soubel threat?

Frowny simply nodded.

But from the way you spoke of this thing you are not sure the elements will be able to do it all on their own. Isn't it a good idea to inform military instances about this?

The princess is gonna take care of that I presume. They'll probably ask you to fight alongside the army as well. Frowny answered.

Undoubtedly. The princess acknowledges the Shineless to be a powerful addition to the military. And I for one will be glad to fight this war alongside you son! Grimmer replied.

Frowny smiled upon hearing that answer.

What about you mother?

My fighting days are over. I'm sure I'll be better off as a military advisor. However I think I know a great substitute for myself...

Goldihart's speech was interrupted by somepony entering the house unexpectedly.

Mommy I'm hooome!

Frowny's eyes widened of surprise at the voice he heard. It was of a young filly. Frowny looked back at Goldihart who cheerfully said: Well, what a coincidence. I was just about to tell you about dear Tourmaline...

Goldihart turned her head towards the door and shouted: We're in the living room dear! To the supposed filly entering the house.

What did you just say, mother? Frowny asked still surprised by what he heard.

While you were gone we got a filly in the family!

Thats when the filly suddenly entered the living room and halted at the sight of an unfamiliar pony.

Mommy, who is this?

Goldihart stood up and said:

Tourmaline, dear, meet you're big brother Frowny!

BIG BROTHER!!? Tourmaline shouted.

little sister? Frowny silently whispered to himself.

The two siblings approached each other. They're eyes widened with each step they took towards each other.

Frowny glanced at his mother and then back to his little sister who looked at him with big, curious eyes. Frowny noticed the markings around her eyes and horn. These markings are a tradition to the Shineless bloodline to make mares look more intimidating to they're opponents in battle. Tourmaline then suddenly spoke up:

So... Your my big brother then, huh?

Frowny was quiet for a couple of seconds and then replied

Yeah...

Tourmaline was slightly irritated with Frowny's dull response and shouted to him:

Is that all you have to say!? geez... I expected more from my big brother.

Well excuse me... What did you expect me to say to you then?

Well I don't know, maybe AN INTRODUCTION???

Frowny then realized he was talking to a Shineless here. his little sister clearly got her attitude from her father. Who was also very short tempered.

Sorry, my bad. let's redo this then. I'm Frowny Shineless, you're 25 year old big brother.

Tourmaline cleared up and came closer to Frowny

My name is Tourmaline. I'm your 9 year old sister! Oh wow you look so buff! I can't wait to introduce you to my friends at the academy!

Frowny's face was covered with a huge grin upon hearing that coming out of his little sister and he laughed. Frowny's father then stood up and walked towards Frowny to say something to him. Or rather... Whisper something in his ear:
Frowny, Your sister's magical powers exceed Goldihart's. She could be a really good fighter for you. However her training is still incomplete, so...

Frowny's face turned serious as he listened to his father's words. He took a look at Tourmaline's horn and noticed that her horn was indeed a deeper color then the rest of Tourmaline's coat. despite the comparably colored marking that seemed to blend in almost perfectly. This would mean that she is indeed above average.

I'll consider it father, though. Tourmaline is still young. But are you sure she is warrior material?

Tourmaline then started shouting again:

Well DUH! I throw punches stronger then the royal guards! I can flatten trees and crumble boulders in a flash!

Frowny then looked back at his father who said:

You see what I mean?

Frowny then looked back at Tourmaline once again and sighed

Well then Tourmaline. Expect some training sessions next week. So be sure to brush up on you're skills because I won't go easy on you!

Tourmaline's face cleared up.

YAY FINALLY A NEW CHALLENGER!

Frowny realized it was getting late. He decided to return to the cave he left Twilight in. Frowny told his parents he needed to return and continue his mission. So he prepared his bags to head for the door. The rest walked him out.

Frowny dear, do you promise to visit soon? We still have a lot of catching up to do! Goldihart said

Of course I will! But for sure we will see each other again when I pick up Tourmaline Frowny answered.

You Betcha don't big brother! Or else I'll be chasing after you anyway!! Tourmaline shouted.

Well, until then mother, father, Toury.

He then left the house and Teleported away

...Hold on... Did he just call me Toury!? Tourmaline asked her mother.

Goldihart laughed a little while she shed another tear.

When Frowny was nearing Ponyville, he remembered that Twilight was still in his cave training. He closed his eyes, concentrated and then suddenly disappeared in thin air again teleporting to Twilights location wondering what she learned.

END OF CHAPTER

Customized Revelation

Back in the cave, Frowny reappeared as a result from a long distance teleportation spell. When Frowny looked around a bit he noticed the cave got bigger since he left. He figured that might be Twilight's doing.

"She must be doing a good job! I can feel magical activity leaking from every single rock in here." Frowny thought to himself

He walked towards the center of the cave to see if Twilight was still around. To his surprise Twilight was actually still training and it seems she didn't need to concentrate deeply anymore to be able to lift things because she just threw a boulder away from her. Which she then destroyed from the inside with her magic and the boulder exploded with a loud screeching sound. Frowny looked at the rubble that was left while walking towards the exhausted Twilight and said:

"Well well well. Seems you figured things out?"

Twilight turned and watched Frowny while he approached her reminding herself of what she read in the study.

"Twilight are you okay? You seem dazed."

Twilight then walked towards Frowny.

"Nah I'm okay, so how was your meeting with the princess?"

Frowny lightened up when she asked that and answered:

"The meeting was a grand success, I shared my plans and reported the situation. When the attack commences she'll make sure sunlight breaks through to the whole area."

Frowny's look went all serious and he said with a deep voice:

"Now show me what you've learned Twilight!"

Twilight looked confused and said: "Wu-What!? What do you mean!?"

Frowny didn't hesitate to answer. "Fight me, I won't go easy on you! First move's on you"

Frowny then teleported to the center of the cave and awaited Twilight's attack while watching Twilight's moves very closely. Twilight was hesitating at first but then dashed towards Frowny with an icy look and her horn started glowing warning Frowny she was going to attack. Frowny braced himself, Twilight then disappeared above Frowny and casted out several spires to Frowny from above.

"Using inanimate objects to your advantage eh? Thats nothing new to me."

Twilight then braced herself and the spires then got thinner and sharper. Frowny didn't react so lax this time:

"Oh... yeah thats new..."

Frowny galloped away in a random direction to dodge Twilight's spires but was surprised that the spires changed direction and went straight for Frowny.

"You won't get away!" Twilight shouted when she landed on the ground.

Frowny realized that running won't solve this and turned around to face the spires.

"Alright then come at me!"

Frowny raised his right hoof and a strange mark appeared. A huge bubble inflated near the end of his hoof. The spires entered the bubble and then suddenly stopped moving. The bubble then disappeared and the spires dropped to the ground.

"That was a close one!" Frowny said sarcastically.

But Twilight already made her next move and appeared behind Frowny and constricted him with purple glowing chains made out of her own magic.

"I read about this one before and thought it may come in handy."

Frowny didn't look surprised and tried to break through them. Twilight then bucked him to the ground and closed her eyes to concentrate. Frowny looked at her briefly and then examined the chains.

"level 4 huh? Thats pretty strong!"

Near Twilight's horn though a small purple sphere appeared and seemed to grow larger each second that passed. Frowny then realized what she was doing and quickly broke the chain with his aura to start defending for Twilight's attack.

"Alright then try and see what happens."

Then the small purple sphere disappeared and Twilight opened her eyes.

"I hope you dodge this Frowny!"

Twilight then swiftly moved her head vertically across Frowny. Frowny then realized what she was up to and quickly moved an inch to the right when a huge fissure appeared that went all the way from Twilights location along the wall opposite of her all the way to the ceiling of the cave. Frowny looked at the rip Twilight created and said:

"Whoa! Thats some cut you made there! BuT I bEt I cAn Do BeTtEr!¡!"

Frowny's voice changed from nice to crazy and his black horn started to glow deep red along with his eyes. A sparking energy field appeared around Frowny creating a small crater below him who was hovering above it. Frowny then braced and looked at Twilight with a piercing look. Twilight set up her own barrier and looked slightly terrified at Frowny. The energy barrier around Frowny then quickly grew larger and suddenly Frowny released the barrier which grew so large it hit Twilight's barrier and started to spark at the point the two powers clashed. Twilight couldn't hold it of for long and decided to break the energy field by disturbing the equal balance of energy it released. Twilight fired some of her own magical energy in the form of small bullets at Frowny's energy field and a small crack appeared. The crack suddenly caused the energy field to collapse and made it disappear with a loud noise. When the field was gone a huge crater appeared in the ground because of the energy field's huge power. Twilight lowered her defense and suddenly Frowny appeared with a red glowing blade attached to his hoof and held it against her throat saying:

"Gotcha!"

Twilight gasped and said with a shaky voice:

"I yield!"

After a couple of seconds Frowny's red blade disappeared and he backed away with a satisfied look.

"That'll be enough for today. You did very well but you should work on your attitude while fighting your enemy."

Twilight calmed down, sighed and answered: "I'm not really the fighting type you know."

"But don't you want to be able to protect your friends against incoming attacks?"

Frowny immediately answered. Twilight paused for a second and then answered:

"Yeah of course but I'm afraid I might fail to."

Silence occurred for a moment and frowny then said with a soft voice:

"You know what's essential to being a good friend?"

Twilight looked confused at what Frowny just asked and he continued:

"You need to have more confidence in yourself and express that confidence so your friends will trust to you their lives. You need to have the will to fight for your friends in case things get messy."

Twilight couldn't react to what Frowny said. She understood what Frowny said but couldn't make up a good reply. Frowny then continued his speech

"you see, the enemy your going to face has the ability to read and control minds and will most definitely try and take control over one of your friends to battle you. Could you bring yourself to fight whoever your going to face? Even if it's one of your friends?"

Frowny looked dead serious when he asked this and Twilight looked shocked upon hearing what he just said.

"I... Of course I cannot bring myself to fight them! Thats just crazy!"

Frowny answered: "Very well... I understand that you would not be able to fight your own. Then at least show some confidence and prepare to fight enemies more seriously. If you can at least do that then you can protect your friends and be ready to face even the mightiest of foes."

Frowny then came closer to Twilight, grabbed her hoof and warped back to the library in Ponyville.

"Alright. I shall now teach you how to reject mind control and mind read spells that are cast against you. Beware though, the mind control spell that our enemy will use is very powerful and it's only possible to reject this spell if you are able to completely close up the door to your mind."

Frowny sat down on the pillows he gathered in the center of the library. Twilight needed to recap for a second and then sat down as well in front of Frowny.

"Okay so how do I do this?" Twilight asked.

Frowny smiled at Twilight to compliment her for her cooperation.

"You just focus and sense the presence that is trying to probe your mind. Then you just drive it away with your own presence."

Twilight looked surprised at how easy it sounded.

"Is that really all there is to it?

Frowny then said: "Of course not. The presence that will try to have you submit to it's will is gonna try and force your mind to weaken itself into submission. I will now try to probe your mind for personal information. I want you to try and force me out of your mind."

Twilight prepared herself and quickly answered: "I'm ready to try."

When Twilight said that Frowny's eyes started to glow and Twilights vision became foggy. Twilight focused and sensed an intimidating presence enter her being getting more vicious the more she focused. She then tried forcing it away with her magic wrapping her energy around the presence that approached her. She then lets out a howl and with a bright flash exterminated the presence and freed herself. Her vision cleared up again and she saw a Frowny with a very satisfied look on his face.

"Very good Twilight you forced away my presence with your energy! Come to think of it, I haven't tried doing it like that before."

Twilight looked confused at the wondering Frowny and asked: "You mean there are more ways to protect yourself against mind spells?"

Frowny then looked at Twilight and answered: "Yes of course! I always set up an imaginary barrier of level 6 around me and my mind to reject incoming presences. But your method is even more fascinating!"

"Sounds like a pretty weak way to block them if you ask me." Twilight said.

"It makes no difference at all. You seem to know exactly how to deal with it, so theres nothing left for me to teach you." Frowny praised Twilight.

Twilight appeared surprised from what she just heard. Is that really all there is to it? You could see her think that. Frowny grabbed some paper out of his bag and noted down the method Twilight used to force away the mind spell. He was certain it was gonna be of use later on.

"It just came to me... We still have to tell Applejack!" Twilight suddenly stated.

Frowny wasn't affected by what Twilight said. He did answer though:

"Indeed... Let's inform her right away..." Frowny sounded kind of dull at that point.Twilight figured he probably set his mind on that spell she used.

"*Gasp*... ! ... You're right we STILL have to inform Applejack!"

Frowny immediately returned the paper to his bag and prepared himself. He was almost ready to dash out of the library when Twilight said:

"You don't know where she's at don't you?"

Frowny halted,

"... Oh, right" Frowny realized.

"In that case why don't you lead me to her then? We can update her together." Frowny asked

"Alright then, let's go" Twilight said.

Frowny then noticed he didn't see that dragon Spike around anywhere as well.

"So where's your dragon assistant?" Frowny asked

"You mean Spike? He's at Pinkie's place I think. He could be at Rarity's by now too. I told him he could go and organize a sleepover for himself. He needs to come up with his own treats y'know." Twilight answered.

The two unicorns left the library and headed for sweet apple acres. On the way Frowny noticed that the town got bigger since 20 years ago. A lot more houses have been added and. Frowny could still picture the open places in this mind. Sometimes he would go there and either play with his friends, or meditate in the fresh air enjoying the silence. While he was thinking back he wondered what became of his friends. Maybe they spotted him when he was in Canterlot. He saw a lot of ponies there, it was very possible that one of them may be familiar to him.

Twilight and Frowny were getting close to sweet apple acres. They passed a lot of other farms on the way. Harvesting season seemed to be done because the fields were deserted and no animals were to be seen outside. When the two finally arrived at sweet apple acres, Somepony seemed to still be at his job. The pony noticed he had visitors and walked in they're direction to welcome them. Twilight spoke:

"Good afternoon Big Mcintosh. We came here to look for Applejack, is she around?"

Big mac glanced at Frowny and answered:

"She just finished... She should be in the house restin'."

Frowny did recognize Big mac but he couldn't put a hoof on it yet. He forgot from where he recognized the pony from. Big Mcintosh lead his visitors inside and then went back to work. Without another word.

"He's a pony of few words." Twilight said

Frowny looked around him to see if he could spot Applejack. Twilight already went on ahead to the other room though and was greeted by the orange colored Applejack enjoying some tea.

"Oh, hi there Twilight. Didn't hear anypony come in."

"Long time no see Applejack. I hear you were very busy this season huh?"

"Ye could say that again, I'm pooped" Applejack yawned.

Thats when Frowny came in. and immediately Applejack sprung up.

"Who's this? Never seen him before"

"Well now, thats not how you greet an old friend now is it little Applejack?" Frowny teased a little.

"Friend!? You mean you already know her?" Twilight said with a raised voice.

Applejack came closer to Frowny. She had some trouble remembering though. Her eyes then widened:

"Oh mah gosh! It can't be you!?" Applejack stepped backwards from surprise.

"It's been a while." Frowny answered.

Twilight demanded explanation. You could clearly see that in her eyes, so she said:

"Care to explain Frowny?"

"When I was younger I used to visit Ponyville with my mother. We also frequently visited this place here and met Applejack when she was just a little foal."

Applejack blushed a little and then asked:

"May I ask yer name?"

"Its Frowny Shineless." Frowny answered.

"I would like to go back to business Applejack. First let me show you everything that happened up until now."

Thats when Frowny closed his eyes again and his horn started to glow red. Applejack's eyes began glowing red as well.

"I recommend closing your eyes. Otherwise it'll become hard focusing the pictures"

And thats what Applejack did. She closed her eyes and saw everything that happened to Frowny all those years ago. From when he was banished into The Deeper Parts, until recently when he broke through the border barrier and ended up wounded in Fluttershy´s back yard. After that she saw and heard everything Frowny told the group about himself and the thread that Soulbel posed against Ponyville and Canterlot. After the mind transfer spell was done Applejack opened her eyes again, so did Frowny after a couple of minutes.

"Is it clear what I showed you Applejack?" Frowny asked.

Applejack needed some time to recover her senses but then quickly asked:

"So this Soulbel creature plans to attack Ponyville and Canterlot huh?"

Frowny nodded.

"And the six of us as the elements of harmony are supposed to stop it?"

Frowny nodded once again.

"But how are we gonna do that?"

"I will tell you what you'll have to do to prepare yourself. You are a strong pony just like Rainbow Dash with strong ideals just like Pinkie Pie. The truth has guided you through life and will guide you through this battle. Though this time in the form of friendship." Frowny answered.

Applejack looked confused.

"He means that using your own element you can summon up the necessary strength to beat anyone standing in your way Applejack." Twilight said.

"But I thought the elements only worked when you use yours Twilight" Applejack said.

"Of course not. Each element has it's own strength, and it's own power. Which you can harvest to use in combat." Frowny said.

"Alright then. So when is this training gonna happen?" Applejack asked.

"I will contact you all when the time is right. The training that were gonna do then concerns you learning how to use the power of the elements individually and of course united with the others"

"And what am I supposed to do until then?" Applejack asked again.

"Train yourself. You know what I mean" Frowny answered.

Frowny lightened up and turned to Twilight

"I'm done Twilight. You can return to your house. I'm going to look for a place to sleep. See you later little Applejack!" Frowny teased Applejack.

Frowny and Twilight left sweet apple acres. After that they split up, Twilight heading back to her home and Frowny walking back towards Ponyville.

When he arrived he noticed not many ponies were out shopping right now and then realized that it was already getting late and the sun was going down already. The last of the working pegasi ponies where clearing up the sky around town to make the night as beautiful as possible and saluted the sun after they were done. Frowny then remembered that he always envied the pegasi ponies' wings as a filly and always wanted to be able to sour through the skies as they do.

"Maybe I should try developing a spell for that. It would greatly increase my efforts."

Frowny then walked out of the plaza and decided he needed to find a place to sleep. Immediately something came to his mind and teleported away.

When Frowny reappeared he had arrived at Fluttershy's house. He knocked at the door to find out that nobody was home.

"I thought she would be inside by now."

And then Fluttershy appeared out of nowhere and said: "Oh... Hi Frowny. I was wondering were you've been."

Frowny turned around to find that Fluttershy was still busy doing her work with the animals and he asked:

"What were you doing out so late?"

Fluttershy glanced at the forest and answered:

"I was paying Zecora a visit in the everfree forest. I needed to get some herbs from her that help the bunnies around here get to sleep."

Frowny then suddenly yawned and asked:

"Would you mind if I spend the night at your place?"

Fluttershy looked surprised and seemed happy that Frowny asked:

"Well of course I don't mind. Instead I was wondering where you were gonna stay all this time and I wanted to ask you. I'll go inside and prepare a bed for you kay?"

At the moment Fluttershy finished her sentence she trotted to her door and opened it. Frowny followed her inside and he saw that Fluttershy quickly placed her bag in her room and started preparing a bed next to hers. and nicely finished it up. Frowny came closer and said:

"Wow, you really know about this kinda stuff huh Fluttershy?"

"Well of course I do. I like caring for others and I'll gladly do my best to make it as comfortable as possible for you."

Fluttershy quickly answered. Fluttershy invited Frowny to settle down in the newly prepared bed. Frowny placed his bags next to the bed and lied down. Fluttershy tucked him in.

"Fluttershy, thank you."

Fluttershy looked happy at Frowny and said:

"My pleasure! I'll go sleep in a minute too but I have to take care of the last of the animals so I'll join you later. Good night!"

Frowny closed his eyes and fell asleep. before he did however he remembered he didn't really sleep in some time now and he looked forward to what could bring him tomorrow.

END OF CHAPTER

Breaking The Speed of Sound

These thoughts... Burn a hole in my heart... These thoughts... will keep me feeling...
...
"Your pathetic, Nightmare boy. Even all that strength won't make up for your insolent mind!"

Frowny opened his eyes.

"*sigh*... Another reason why I shouldn't sleep, these dreams are getting worse each night." Frowny whispered to himself.

From the bed he was sleeping in Frowny could see out of the window on the east side of the room. It was already morning, around 10 o' clock Frowny estimated. The sun was still low and around the trees mist was still visible. The window was opened and invited a small breeze about every 10 minutes.

"My gosh... Even dawning mornings surprise me. 20 years is way too long to be stuck in The Deeper Parts." Frowny thought while turning around.

when he turned around he saw that Fluttershy had already left the bedroom so Frowny went out of the nicely set up bed and left the room as well.

"Good morning Frowny! Did you sleep well?" Fluttershy said to Frowny.

Frowny yawned and then answered with a still tired sounding voice.

"I slept really well. It's been a while that I actually slept anyway. I like the bed, it's very comfortable"

Fluttershy seemed happy to hear but she was also a little confused:

"What do you mean it's been a while?"

Frowny realized he never told anypony about his training methods before.

"When I lived in the deeper parts my standard training method was to sleep at least once a month so that I will get stronger and build up great amounts of stamina."

Fluttershy then walked to the table in the room.

"I prepared some breakfast for you. I'm going to do my rounds for taking care of the animals now I'll be back in a bit."

Fluttershy then picked up a basket containing some food and then flew out the door to do her job. Frowny sat down near the table and ate.

"hm... nice. I always liked these."

Frowny enjoyed the food and when he was done. he carefully moved the dish to the sink which was in a different room. Frowny noticed that Fluttershy's been at work in the kitchen for a while.

"It must have taken a long time preparing."

Frowny left the kitchen and headed for his bag that he left beside his bed. Frowny picked up a couple of pebbles with words on them. He broke the pebbles on the ground and suddenly some crafting tools and some materials appeared in the room. Frowny sat down on some pillows and started working the materials which looked like steel and a strangely colored piece of wood. Frowny crafted the steel with his magic to smelt it into a black, tube shaped pin. He then wrote an enchantment on the inside of the tube near its lower edge.

"Now if I just make the enchanting like fowl summoning I may be able to project some wings with my aura from the tubes."

Frowny continued making the tubes and then he started crafting some small needles from the wood. Frowny intends to attach these to his nerve system so he can move the wings. When he was done Frowny gathered the lot and turned the remaining materials and tools back into pebbles and returned them in his bag.

"I won't be able to attach these to my back alone. Maybe Fluttershy can help, I'll call her then."

Frowny headed for the door.

then Fluttershy came in faintly shouting: "I'm done now!"

Fluttershy entered the house and dropped of the basket which was now empty on the table.

"Did you enjoy the breakfast I made?"

Frowny lightened up and reminded himself.

"Oh yes it was delicious!"

Once again Fluttershy looked like she was glad to hear that.

"Fluttershy I need your help with something." Frowny asked.

"What is it Frowny?"

"I need you to help me attach these tubes to my back with these wooden pins I made while you were working. These pins need to go directly through some nerves which I marked in advance for you."

Frowny showed Fluttershy the two tubes and the wooden pins and needles he made and pointed with his hoof to his back which had some red dots on his back showing where the pins are supposed to go. Fluttershy doubted for a second and said:

"I-I don't know if I can do that."

Frowny looked up at Fluttershy and answered:

"Nonsense you just have to attach these tubes to my back! It'll be fine!"

Fluttershy then answered again:

"B-but I don't know if it's a good idea Frowny. I don't really feel comfortable sticking these in your back you know."

Frowny thought about it for a second and then answered again:

"There's nothing you need to worry about. It's just part of a spell I developed. And I really can't do this without you Fluttershy."

Fluttershy then knew Frowny was serious about this and picked the tubes up and carefully pinned the wooden needles through the tubes ends and then pushed them through Frowny's skin into his back precisely on the marked dots.

"OK. I put them in"

Frowny checked the tubes out for a moment and then flexed them.

"Wow I can move these up and down just as planned"

Frowny thought,

"Funny... It didn't hurt at all... I guess I don't feel much pain anymore."

Fluttershy watched frowny as he checked out and flexed the black tubes.

"Well did it work?"

Fluttershy asked with a quiet voice. Frowny concentrated for a moment and then suddenly two huge red wings appeared from the black tubes. Frowny looked excited and happy and said:

"They're working just fine! Now let's go meet up with Rainbow Dash in Cloudsdale shall we?"

Frowny then started floating in the air and flapped with his newfound wings a few times to adjust to the flying. Fluttershy watched Frowny as he circled around the room for a second and then asked Frowny:

"Cloudsdale? Normally Rainbow is just working the sky around Ponyville. you'll have to look for him there. But why do you want me to come with you?"

Frowny landed on the floor again and said:

"Well I still have to train you remember? I figured I could just train the both of you at once since you're both pegasi."

"W-well okay then."

Then both Frowny and Fluttershy walked out of the cottage and headed for Ponyville. After a bit of walking the two ponies flew up in the sky and started looking around to see if they could find Rainbow Dash.

Rainbow Dash was cheerfully racing around and moving clouds around at the same time while she sang a small catchy song in herself. Then she suddenly did some nice looking tricks she was thinking about practicing for. Then suddenly she heard a voice coming from several hoof below her. (feet=hoof :3) It was Frowny and Fluttershy who were calling for Rainbow Dash. Rainbow couldn't hear them and gestured to them that she couldn't. Frowny's hoof then started glowing and he pushed his hoof to his throat and called for Rainbow Dash again but surprisingly louder this time. Fluttershy was also surprised by how his voice suddenly got way louder then before. Rainbow dash then descended down to the two ponies and noticed that Frowny had wings!

"Huh!? Frowny!? How come you suddenly got yourself wings!?"

Frowny looked at the wings made from his aura and answered:

"I made these and Fluttershy helped me attach them to the nerves in my back so that I could use them."

Rainbow dash was still a little confused but then started talking:

"So I figure you wanted to train us or something?"

Frowny smiled and answered: "Exactly. I wanted to train you. Rainbow, I'm going to see if I can raise your speed a bit so that you are faster in combat and that you're able to get away in a chase. And I need Fluttershy to carefully watch what you're doing so that I'll be able to raise her speed as well."

Rainbow then answered: "Do you really think you can do that? Me faster? That would be incredible"

Frowny got a little more serious: "Oh but its not gonna be easy! To show that I want you to try out a sonic rainboom while flying upwards!"

"UPWARDS!?" Rainbow dash and Fluttershy said at the same time.

"Is that even possible?"

Frowny thought his statement through and answered: "You see up until now you have gotten help from gravity to break the sound barrier. I want you to now try a rainboom while flying upwards because gravity will then not be on your side anymore and if you succeed I bet theres a chance your speed might improve."

Rainbow dash answered again: "What you say is true... But the problem is I cant really fly too fast while flying upwards. But I'll try though!"

Thats when Rainbow Dash descended all the way to the ground and prepared for takeoff. Frowny found himself a cloud and settled down to see how she would do. Fluttershy went and sat next to him. Rainbow dash then suddenly flew up with incredible speed. She was gaining momentum with each second passing.

"Well... if she keeps this up it might work."

Frowny thought. Rainbow dash was still flying up and she noticed that she had indeed gained speed since the last time she tried. And then when she had almost done it, she bounced back and fell down very very fast.

"Oh no! I have to catch her!"

Frowny said. Frowny teleported swiftly several hoof lower where Rainbow Dash was and set up a few elastic barriers below him. Frowny caught Rainbow Dash and the two were slowed down by the barriers that Frowny set up.

"Aw man! I almost had it there!"

Frowny sighed and said "Well then it's time for us to train your wings thoroughly." Frowny teleported back to Fluttershy while still holding Rainbow and then let go of her.

"Lets go down to the ground."

Then Frowny teleported to the ground and Fluttershy and Rainbow quickly followed him.

"Alright. See these two huge boulders over here? You are going to lift these boulders with your wings Rainbow and I want you to stay like that for a whole hour."

Rainbow dash glanced at the two boulders with a doubt on her face and said:

"I don't know Frowny. I don't think I can lift these."

Frowny understood what she meant and quickly resized them to a smaller size.

"Then start with these. I'll gradually enlarge them."

Rainbow dash approached the smaller version of the boulders and spread her wings. Frowny placed the boulders on them and said:

"Okay while your doing that I'll watch you... By the way don't even think about breaks. Because your gonna be doing this a lot."

In the meantime that Rainbow Dash was busy training. Frowny needed to find a way to pass time. So he tried starting a conversation with Fluttershy.

"So what exactly is your job around here Fluttershy?"

"It's not really a job... I just take care of a bunch of animals in and near my house." Fluttershy answered.

"Do you get paid for that?" Frowny asked again.

"Not really..."

...

"So where do you get your food from then?" Frowny asked.

"From my farm... Whatever I harvest everyday will become my breakfast, lunch and dinner. The rest goes into storage." Fluttershy answered.

"Storage?"

"You know... Like a basement?"

Rainbow Dash witnessed the both of them talking. She found it weird though, Fluttershy isn't that much of a talker pony. Frankly nobody even notices her being around much.

Frowny then quickly glanced at Rainbow Dash and his horn began glowing red again.

"It's time for phase 2 Rainbow Dash."

Thats when the rocks became twice as big and twice as heavy. Rainbow Dash almost lost her balance there but refused to give up. It was heavy, especially since wings normally aren't meant for carrying things. But she has something to look forward to. The thought of Rainbow Dash being even faster then before sped through her mind and gave her more confidence. Which was the main goal of Frowny's training, strengthening her element. Loyalty has a lot to do with confidence. As much as kindness having a lot to do with unionism. Which reminded Frowny to ask Fluttershy something.

"Fluttershy, how much do you value your friendship with the other ponies you know?"

Fluttershy was surprised about the question. She needed a moment to think about it.

"I-I don't know... I kind of can't tell but... Every time that I'm around my friends I feel stronger. As if I'm able to do anything as long as I have my friends..."

Frowny could now conclude that Fluttershy is the kind of pony that relies on other ponies. Especially the ones she's familiar with.

"And what if a scenario comes up where your alone? Would you still be able to do 'anything'?" Frowny asked.

Fluttershy felt a little uneasy with the idea. She always handled things on her own but the thought of having no one around made her feel uneasy.

"I don't know" Fluttershy answered quietly.

A couple of hours of enlarging boulders and lifting later. Rainbow Dash was extremely tired.

"How long have I been carrying these boulders!"

Frowny was talking with Fluttershy about some stuff when Rainbow said that. Frowny quickly glanced at Rainbow and said:

"You're almost done for today I'm gonna enlarge them one more time."

And so he did. In the process of training the muscles in Rainbows wings certainly got bigger and you could see clearly that she'd gotten stronger. After a while Frowny said to Rainbow:

"OK Rainbow Dash your done, you can drop the boulders now."

"FINALLY!!!"

And with a big boom the boulders dropped to the ground and the earth shook for a second.

"Whoa did I really carry boulders that heavy!?"

Frowny nodded and invited her to a race:

"Well what'd ya say, wanna race to try out your improvements?"

Rainbow dash looked excited and seemed to get all her energy back.

"Why didn't you say so in the first place!"

Frowny then quickly grabbed some kind of fruit out of his bag.

"OK then take a bite out of this, it will give you your lost strength back. It will feel like you waking up from a long nice sleep."

Rainbow Dash hesitated for a moment and then took the fruit and ate it.

"Hey your right these things are pretty darn delicious and on top of that I'm pumped!"

Rainbow Dash flew up and was surprised at how high she got by just flapping her wings only once. Frowny followed her with his own wings and said:

"OK, from here to that small forest over there and then back here."

In the meantime Fluttershy moved around a cloud and sat down to see the spectacle. Frowny quickly formed a timer with his magic and it started counting down.

"When its on zero, we start racing!"

Frowny then decided he might wanna go on foot instead and used his artificial road spell to prepare:

"What are you doing?"

Rainbow dash suddenly asked. Frowny answers:

"I'm going to do this on foot. I figure it's gonna be too exhausting for me to fly this fast right off the bat."

Frowny looked determined. But so did Rainbow Dash. When the magical timer hit zero the two ponies started speeding towards the small group of trees. To Rainbow's surprise she had gotten noticeably faster and crossed the distance in mere seconds. However Frowny's specialty was racing on foot and it was like his legs weren't even there he ran so fast. The both of them tied when Frowny's speed suddenly build up and it looked as if Frowny has three of himself running behind him as afterimages of some sort. Rainbow dash then decided she'd better bring up the tension and started flying as fast as she could when a blurry rainbow surrounded her body and the sound barrier broke:

"A SONIC RAINBOOM AAAAAAW YEEEEEEAAAH!!!"

Rainbow shouted as she passed Frowny with blinding speed. When the two arrived at the group of trees Rainbow bounced back in the other direction in a perfect 360 degree turn. Frowny flash teleported to turn around and decided he'd better step it up in order to still make some chance and he powered up his speed to prepare for a series of multiple flash teleports. Images of himself started to appear all around him and gathered to his original body. the images represent him only going incredibly fast. when they gathered its as if his body thinned up and he dashed towards Rainbow dash to pass her leaving a trail of fire behind. A finish line appeared in front of the both of them. The two racing ponies crossed the line almost at the same time. Frowny halted Rainbow Dash and himself with more elastic barriers.

"That was so awesome! how can you two just go so incredibly fast like that!"

Fluttershy blurted out those words at the moment they were done with the race. Rainbow Dash, Frowny and Fluttershy laughed at each other and settled down to the ground.

"I didn't know that you were this quick on feet Frowny!"

Frowny glanced at Rainbow and answered: "Oh you don't know the half of it, I held back I swear!"

Rainbow dash laughed in unbelief and when they arrived back on the ground. Frowny turned to Fluttershy:

"I know that you can't get as fast as this Fluttershy BUT... are you at least able to fight for your own beliefs?"

Frowny said that with an uncannily serious look in his face and Fluttershy quickly answered:

"Well of course I can. But I fight my own way you'll see!"

Both Rainbow Dash and Frowny were surprised with the answer they got.

Later at nighttime Frowny and Fluttershy greeted Rainbow Dash and set off back to Fluttershy's cottage.

"I wonder... Fluttershy? Do you care for some dinner?"

Fluttershy realized she actually was pretty hungry and they didn't eat since before Rainbow Dash started her training.

"Well actually I still have some food at home if you want. I can prepare some if you want."

Frowny turned his head to Fluttershy and happily answered:

"Of course I want some I'm staaaarving!"

Fluttershy smirked a little at Frowny's answer and when the two arrived at the cottage Fluttershy quickly finished up her nighttime rounds with the animals and then prepared some dinner for Frowny and herself. which afterwards they settle down for the night and went back to sleep.

END OF CHAPTER

Late Nights and Short Tomorrows

Fire... Fire, fire... Burning fire, fire burns fire... Fire, fire, FIRE, fire Fire...
[The fire still burns]
"You're pathetic nightmare boy! You will never defeat me."
"You... even look... at me..."

...

FIRE

A chill went down Frowny's spine when he suddenly woke up in the middle of the night.

"...That dream... It's just like the other one, but there was something different..."

The dreams that Frowny were getting are worsening every night. As if something is pursuing him. When his eyes finally adjusted to the dark he noticed that he was still at Fluttershy's house. With Fluttershy still fast asleep in the bed next to his.

"What was that strange sensation I felt though?" Frowny whispered to himself.

Frowny looked out of the nearby window from his bed. The moonlight hit the trees across from the house outside the window. The trees belonged to the Everfree forest that was just outside Fluttershy's house. Although, The forest isn't as dense and doesn't inhabit dangerous creatures. It is a mere borderline, several signs warned tourists never to go inside if they value they're lives.
Frowny turned around and thought a bit.

"It's such a beautiful night out today... !"

An idea suddenly popped into frowny. He was almost ready to shout but then quickly remembered he shouldn't wake up Fluttershy. he just whispered to himself again.

"I need to prepare some potions for the big battle next week... But I still don't have any herbs to make some... This is my chance to go look for some."

Frowny quickly glanced at the cuckoo clock across the room and saw that it was still just ten minutes before midnight.

"I only slept that short? anyway I better leave a note so Fluttershy knows I'm out for a while."

Frowny went out of bed as quiet as possible and quickly used his magic to mute the sounds he makes. He knew that Fluttershy is sensitive in every way. Even the slightest bit of sound could wake her up. Frowny walked through the door leaving the bedroom and entered the center hall of the house. Frowny concentrated for a bit and then quickly located some paper and a quill to write with. He then wrote:

"Good morning Fluttershy, I left earlier this evening to get some more resources. I'll be back around nine in the morning."

Frowny left the scroll on the table and then readied his bags. He prepared some compact extraction methods to quickly gain some elements and fluids that he needed. He then packed his bags and left the house quietly leaving Fluttershy behind. Frowny then flash teleported away from the house towards the nearest entrance of the Everfree forest. Frowny looked back once again. But then decided to just go.

When Frowny entered the forest he could hear several nighttime animals nearby.

"I should be careful to not run into any wild animals. I could accidentally end up killing them out of self defense."

Frowny continued his search and looked around several bushes, searching thoroughly. Each bush he searched through contained different species of plants. Frowny then stopped for a minute and picked up a collection of documents out of his bag. Lists of ingredients, several notes and names of the different plants were included in the collection. He examined the documents for a while and then put them back in his bag to continue searching.

"So I need to find ingredient's for adrenaline potions, energy potions and power potions. That should be simple enough. theres nothing foreign needed for these potions I should be able to quickly gather them if I search the right way." Frowny thought to himself.

Frowny continued looking around to find the first couple of ingredients. The herbs he needed from the Everfree forest were ones that grow as a mutation around bushes, dead flowers and several fungi. After a while of searching he found one of those mutations around some bushes. Frowny looked satisfied and grabbed some glass work out of his bag from an enchanted pebble and extracted two types of ingredients: The herbs themselves and the fluids that the herbs contained. Each of the ingredients were put in different bottles of glass. He extracted the fluids from the herbs by squishing them between his hoofs and then quickly guided the fluids in the bottles with his magic.

After he was done with the first ingredient he jumped up in a tree and swiftly climbed up to the top using his agility and speed.

"Now then let's see... The next couple of ingredients are found near and on top of mountains..."

Frowny looked around him, it didn't take him long to notice a big group of mountains on the western side of the area. The reached through all the way above clouds. Especially one mountain which stood out amongst all others. Frowny remembered it to be an attraction from back when he was a colt.

"Guess I should go check it out..." Frowny then said to himself.

Frowny was about to head for the mountains when he suddenly sensed magical activity nearby that he recognized.

"Wait... Is that... Twilight? She must still be training this late."

Frowny turned around and looked towards Ponyville. There were noticeable flashes and glowing purple lights visible coming from the near edge of town just several miles away from were Frowny was. Frowny had a clear view on Ponyville from on top of the tree on which he was standing.

"It looks like she's already busy practicing level 4?... No, level 5 rated combat spells. She's improving I can tell!" Frowny watched the purple flashes and lights for a while.

Frowny then realized he should get going to the mountains if he ever wanted to get the ingredients. Frowny activated his aura abilities and guided his aura through the black tubes on his back to recreate his wings. He then first floated softly in the air but after a short while flexed the wings and sped towards the mountains with speed comparable to many pegasi. When Frowny was near the mountainside he flew upwards to get to the top of the mountain.

"I never knew flying could be so much fun! I should've done this so much earlier."

When Frowny arrived at the top of one of the mountains he withdrew the wings and used his artificial road technique to remain stationary in the air. Frowny examined his surroundings to see if he could spot the next ingredient.

"Hmmm... where, where, where... It must be around here somewhere!"

Frowny came closer to the mountain with his artificial road until he arrived at the mountain to get a closer look at his surroundings to see if he could spot the ingredient he needed.
Frowny walked around the mountain a bit and then quickly spotted a dead tree some way down the mountain. He flash teleported to the dead tree and quickly examined it.

"If theres greenery on this mountain then the herbs might be nearby."

Frowny looked around him but couldn't see much on the misty mountain. Especially since it was pretty dark out tonight and his only light source was the moon and even that didn't serve as a good light source.

"This is no good... I can't see anything!"

Frowny's aura then lit up again. With his aura Frowny created a small sphere and held it up above his head. While Frowny held the red sphere up the wind seemed to begin blowing harder and harder. The mist faded away because of the wind. Now that the mist was gone Frowny could see much more and noticed a trail of trees going down along the other side of the mountain. Frowny followed the trail of trees examining each tree thoroughly until one tree.

"AHA! finally the herb I've been looking for!"

Apparently the herb that Frowny was looking for grows on dead trees of a certain species that only grow on mountains. Though it rarely grows because of the dire circumstances on the mountain side and usually dies immediately of starvation. Frowny picked the herb, froze it in a bottle of water which he picked out of his bag and then made his wings reappear to fly back down to the forest.

"It looks like I'm done searching in the Everfree forest and the mountains in the middle of the Everfree forest. It looks like I have all the resources now."

Frowny briefly looked up in the sky to the moon. By measuring the moons position he determined the time.

"Oh... It's still just four o'clock. Well then let's go to ponyville's countryside."

Frowny flew with his aura wings towards Ponyville. When he was near Ponyville he noticed that Twilight wasn't training her magic anymore. Frowny figured she went to sleep. After all it is already pretty early in the morning.

In the meantime, elsewhere Princess Luna was floating around on a cloud watching over Ponyville as she was enjoying her night. The pegasi from Cloudsdale did a good job on clearing the sky up. This way the ponies still wandering around can enjoy the starry skies and the beautiful moon lighting up the area slightly. To Luna's disappointment though not many ponies were outside right now.

"*sigh* It's getting late anyway... I should go back to Canterlot palace and switch up with Celestia."

Then suddenly out of the corner of her eyes Luna noticed a bright red light moving towards the countrysides of Ponyville.

"So there IS somepony outside... Finally someone to talk to."

Luna hovered in the red lights direction with her cloud.She was curious about who it was. And if it might fill the huge blank in her free time.

The red light was actually the light coming from Frowny's aura wings as he flew to a nice big open place to settle down a bit. When he landed the wings withdrew and Frowny sat down to look at the sky. Which was filled with tiny white dots of light. Frowny watched each of those tiny white dots and recognized them to be stars filling the night sky.

"The stars... I haven't seen a sky like this in 20 years..."

Frowny remembered that when he was still in The Deeper Parts the only thing that filled the sky was the gray toned, half transparent level 10 barrier. Frowny watched the stars for a very long time. As if it was his very first time looking at a beautiful night sky like this.
Frowny then heard a soft hovering sound coming his way. He looked around and then saw a cloud that was lit up white due to the moonlight. When the cloud hit the ground Frowny's eyes widened and he stood up immediately.

"Princess Luna!? My apologies for not noticing you earlier!"

Frowny quickly bowed. After a couple of seconds he looked back up and saw a surprised Princess Luna before him. She spoke:

"Good evening, sir Shineless."

Frowny felt acknowledged:
"I must say you're highness, I'm honored to be in you're presence. Much more of enjoying you're beautiful night, Princess Luna."

Luna brightened after hearing those words and replied:
"I saw that you've used your aura in a rather surprisingly peculiar way. May I ask if it has anything to do with those tubes stuck to your back?"

Frowny glanced at the tubes for a second and then looked back at Luna who was anxiously waiting for an answer.

"I made these tubes to utilize my aura in the form of wings you're majesty."

"I see. I compliment you, Creator abilities normally don't span this far."

Frowny felt flattered but decided not to express it. It would insult the Princess' beliefs and Frowny's image towards royalty.

"Many thanks you're highness, It has taken a lot of time to increase my abilities this far."

Luna seemed a little nervous talking to Frowny. She was probably afraid that he was gonna read her mind again.

"I also compliment you on breaking through the border barrier of The Deeper Parts. It takes a lot of strength to break a barrier of the highest magical density."

Frowny thought back to that time when he broke the barrier and answered based on that thought:

"It's all thanks to my Nightmare abilities..."

silence occurred for a while. Luna then changed the subject.

"You were interested in the stars that decorate the night sky am I correct?"

Frowny looked up at the starry sky above him again and immediately his mind was set off the thought about Nightmares.

"Oh yes... They fascinate me so. I never got the chance to study them"

Luna knew what Frowny was talking about. She knew that the barrier from The Deeper Parts is very dense and don't really show whats outside the barrier. Like the stars that the two were looking at right now. Luna stepped off of her cloud and walked towards Frowny.

"This Soulbel creature... You're going to fight it aren't you?"

Frowny looked surprised at Luna and at the same time pictured the terrifying Soulbel in his mind. Another shiver went down his spine. Frowny then answered:

"I'm not only going to fight it... I'm gonna DESTROY it!!!"

Frowny's voice turned heavier upon saying that and his eyes began turning red with deep rage with the thought of Soulbel running through his mind. Luna felt the murderous intend coming from Frowny's presence. Luna was a little terrified but at the same time she could sympathize with Frowny and walked closer to Frowny.

"Calm down sir Shineless."

Frowny then woke up from his rage. His mind went completely blank for a moment and he remembered what he was doing.

"My apologies Princess Luna. I couldn't control myself there for a moment"

"It's alright sir Shineless. I would like to propose to you something."

Frowny looked surprised at Luna who now was standing right before him.
"I beg you're pardon princess?"

"When the battle you speak of has been resolved and done with, I would like to offer you a job."

"A job? What profession are we speaking of you're majesty?" Frowny answered.

"I want you to join the guard system of course!"

Frowny's mind had gone completely blank again at that point. He could hear Luna but he could not make much sense out of what she said. Frowny thought to himself:

"Me? Guard? I don't know? I am no guardian. I should answer... But how could I decline an offer from royalty? Especially since it's princess Luna."

Frowny made up his mind after a while and answered:

"Princess Luna, I... I don't know what I'm gonna do yet after this is over... I really don't know."

Luna sighed when she heard that but could also understand what Frowny was dealing with.

"I understand sir Shineless. But you may decide when you feel like it. I merely offered you a choice. Because you are most capable and the current guard system looks up to you. I'd say that you could make a great superior or at least a good example for others to follow."

Frowny thought about Luna's answer for a bit and then replied:

"I'll think about it... I first have to deal with Soulbel before anything else..."

"I understand sir Shineless. I will not force you to decide."

Luna looked at her moon. She noticed it was getting late for her.

"I have to go back to Canterlot now and switch up with my sister."

Luna hopped back on her cloud, floated upwards and then disappeared. soon after the moon descended towards the horizon and disappeared behind the trees. The sky lit up light blue and the sun appeared from the horizon to the east.

Frowny checked the time and noticed that it was already eight o'clock.

"Uh oh... I better get back to Fluttershy's house. Come to think of it... I'm kinda hungry too..."

Frowny started walking towards Fluttershy's house. It wasn't very far away. When he arrived he quietly entered the house in case Fluttershy was still asleep. Though she wasn't. She sat beside the table and was eating breakfast.

"Ah you're back! Why did you have to leave?" Fluttershy asked.

"I couldn't sleep... So I thought I'd look for some herbs I needed around Ponyville and the Everfree Forest."

"Oh... well it doesn't matter anyway..."

Fluttershy stood up and went to her kitchen. After a couple of minutes she came back with a plate and some food.

"Heres some breakfast for you."

Frowny silently sat down across from Fluttershy and ate the breakfast that she made for him.

"It's great Fluttershy, I really like it. Thank you."

Fluttershy smiled and replied:

"It's my pleasure Frowny. So did you find the herbs that you were looking for?"

"I sure did!"

Frowny then picked up the specimen and herbs he collected in the severals of bottles that he had with him.

"I'm gonna use this for some potions that were gonna need next week."

Frowny placed them on another table in the corner of the room and continued breakfast. After the two were done Fluttershy cleaned up the table and prepared doing the dishes. But before that she quickly gathered some food and then went outside to go take care of her animals around the house. Frowny had other plans.

"Fluttershy? I'm going to meditate for a couple of hours. Do you know any good spots to concentrate?"

"Why yes. Why don't you try the lake between here and Ponyville."

"Alright. Thanks Fluttershy I'll be back after a couple of hours."

And with that Frowny left the house again and walked towards the lake to the east. Because thats also the direction you need to walk if you want to get from Fluttershy's house to Ponyville. When he arrived he looked for a neat spot near the edge of the lake and near some boulders and he settled down.

"This should do it!" Frowny said to himself

Frowny closed his eyes, his aura reappeared and spread a red light across the area. It then looked like Frowny went unconscious. It seemed as though he was sleeping peacefully, waiting for what could bring him after he woke up.

END OF CHAPTER

Increased Necessities

~Meanwhile at Fluttershy's cottage~

"So Angel, what do you think about Frowny?" Fluttershy asked

The bunny rabbit shakes with his head, shivers a little and then raises his shoulders in a weird gesturing order.

"Now now, it's not polite to talk about other ponies like that behind his back Angel. You should know better." Fluttershy then said with a rather motherly sounding tone.

Fluttershy looked out the window and stared at the clouds standing stationary in the light blue morning sky as mist slowly began to clear. When the mist cleared a faint red light was visible coming from the lake near Fluttershy's place. With every minute passing the light gets a deeper color and resets its wavelength after about 10 minutes later.

"I could actually see him from the windows upstairs!" Fluttershy suddenly said to herself.

She flew upstairs and then towards one of the windows. There was a clear view of the lake from that window. The lake was of a clear light blue color. With sandy shores covered with boulders here and there. Although the yellow sands were now replaced with the red light from what seems to be Frowny's aura.

"He must be doing that meditation thing again..." Fluttershy said.

Angel then appeared right beside the window and also took a good look at what was happening outside. The bunny glanced at Fluttershy who seems to be watching Frowny very closely. His aura was still changing wavelength each minute from a lighter color to a darker color and was repeating the cycle. It reminded Fluttershy of something and then suddenly went off into her bedroom.

"Where did I put it again? Oh... Why don't I keep things tidy for once!" Fluttershy said to herself

She searched the whole bedroom somehow avoiding the spot where she placed Frowny's bed. After a while of searching Fluttershy yelled out:

"AHA! found you!"

Fluttershy picked up a crystal. The same crystal that Frowny gave her three days ago. It was a glowing red crystal constantly giving off some kind of radiation. The crystal was changing color the same way Frowny's aura was at that moment. The radiation also frequently got stronger or weaker giving a weird sensation to Fluttershy. Who stared deep into the crystal.

"No matter how often I look at it... It's still just as pretty" Fluttershy whispered.

Angel had been watching her look for the crystal and when she held it up like that It caught his eyes. Angel hopped closer entering the room. Still watching the red crystal closely drooling a little. Fluttershy noticed Angel standing, watching the crystal. She smiled and said:

"You like it too huh Angel?"

The bunny nodded wildly and looked like he was almost ready to jump for it and snatch it from her. Fluttershy flew out of the bedroom with the crystal though to his disappointment. She then flew downstairs into the living room again. Hastily looking for some strings.

"Frowny said I need to have it with me at all times. So I better make sure I never forget!" Fluttershy said while still searching.

Fluttershy found some balls of wool in some drawers after a while. Along with something to hold the crystal in. Fluttershy quickly crafted a necklace out of it. She looked at what she made saying:

"This way I can keep it with me!..."

Fluttershy gazed into the necklace again, still glowing clear red. She thought back to the moment she got it from Frowny, along with what task he entrusted Fluttershy with.

"When it glows black... And starts to crack. Frowny will be..."

And then she got reminded of what Frowny showed her and everypony else in the mind transfer spell. The image of the Nightmarification was still clear in her mind. And with this crystal she'd know whether he'd be like that or not. She tried not to think about it, but it kept aching in her mind. She knew that the power that comes with a Nightmare helps Frowny, but how he gets those awful scars the first time but never gets hurt any other time he Nightmarifies was something Fluttershy always wondered about.

"I have to ask him..." Fluttershy whispered, "But I can't now... He's busy meditating..."

Fluttershy put the necklace on around her neck and walked to the window in the room. She couldn't see Frowny from there. But in the near distance the red light was still noticeable slightly. Fluttershy looked down at the floor, wondering about the subject once more. How did he get those scars? She had to find out.

~Meanwhile at Twilights library~

"Twilight I'm back!"

"Twilight! you there?"

Spike had just returned from his sleepover. He was sent away by Twilight so that training could go much more smoother. And besides, Spike always loves to be around Rarity. The thought only could already set his heart racing. Twilight was still asleep though. She was incredibly worn out from her own training.

"... Spike... It's still so early in the morning, just go unpack your stuff already and leave me be..." Twilight said while snoozing away soon after.

Spike raised his shoulders and went back to the other room. He dropped the rather large bag on the ground and looked around. He noticed that it was getting a bit messy in the library when he was gone. He sighed and decided he had better get things organized again.

After an hour Twilight woke up. She yawned and checked the time.

"9:46... Well lets get out of bed... Time for some more training." Twilight said.

She hopped out, cleaned herself and did her hair. She then went to the main room of the library where Spike was busy re-organizing the books. Spike noticed Twilight entering and instantly stopped with what he was doing.

"So... Spike, where did you decide to stay?" Twilight asked.

"At first I was with Rarity, but I ended up staying with Pinkie Pie for a while too!"

Twilight then picked another book up with her magic and placed on the lectern in the room. The book came from the pile marked 'homework' by Frowny. He wanted Twilight to continue both studying and training at the same time as Twilight figured. So thats what she did.

"And what where you doing while I was gone Twilight?" Spike suddenly asked.

Twilight opened up the book at the first page before answering. Then she turned to Spike and answered:

"Frowny taught me combat magic after you left, since then I've been training by myself."

Spike noticed Twilight was different somehow. Or rather more serious than usual.

"So who is Frowny anyway? I mean, I didn't see what you all saw." Spike said

Twilight sighed and sat down.

"Well okay then, I'll tell you everything that I got from this mess. Frowny is from the Shineless bloodline, the bloodline mostly consists of well trained warriors that are frequently summoned for military duties a long time ago. The Shineless bloodline was founded by a unicorn called Shineless. He was a member of the royal guard system from the second age."

Twilight paused for a minute and thought the story through.

"So Frowny is from this Shineless bloodline? But what does that have to do with the Nightmare stuff." Spike asked.

"I looked into the subject of Nightmares. Nightmares are demonic ponies from another realm and are to be enslaved by arch demons. Or so the myth tells. Their manes are hellfire and their skin and coat is pure blackness representing the hollow rage that the creature feasts upon. Though the myth doesn't say anything about ponies being able to transform to a Nightmare form or anything like it. The archive records we took also doesn't seem to have anything on the subject except for that one picture we found."

"But somehow Frowny can do that and thats what caused his banishment isn't it?" Spike asked.

"Uh huh. He was banished to an immense area called 'The Deeper Parts Of Equestria'. This area is secured by a very large barrier of a very strong type. Frowny showed us that he was banished there so that he could learn to tame his Nightmare powers. That way he could get out of 'The Deeper Parts Of Equestria' on his own."

"But how could he do that without any way to study for it?" Spike once again asks.

"Well the Princess would never banish somepony without giving them proper chances. She made sure that Frowny could continue learning and studying if he sincerely wanted to redeem himself. Therefore she ordered that a copy of every single book from that time was delivered in a compact format so that Frowny would be shot in the right direction. Though breaking through the actual barrier was something nopony achieved before and therefore Frowny had to figure all that out on his own."

Twilight then suddenly paused again and quietly stared in front of her with a hollow stare and open mouth. Spike waved in front of her face for once and then raised his shoulders.

"Twilight!? Are you still in there!!?" Spike yelled, though no response was given. So Spike decided to wait a little while.

...

"...Oh my gosh, OH MY GOSH!!! IT CAN'T BE!!!" Twilight suddenly shouted from the top of her lungs.

Spike jumped up from surprise, some sparks flew around coming from Twilights horn at that moment.

"What, what, what, what, what!, WHAT!, WHAT!!" Spike shouted as a response.

Twilight teleported to a bookcase nearby in mid-air and quickly grabbed a book from the top shelve. She tossed it right into her bag that appeared right next to her on the ground. She landed, raised the bag onto her back and ran out of the library racing towards Celestia knows where. Spike watched the whole process with great surprise and awe.

"The... The training really did help huh..." Spike stuttered to himself.

-~Meanwhile at Sweet Apple Acres~-

"Ah yesh, Ah do reckon seeing Lil' Frowny before. Wash an aeful long time ago, the lil' bugger was quite lively back then." Granny Smith said.

"Strange though. Ah reckon never even heard about 'im." Big Mac followed.

"The memories are still faint on mah side too, real faint. But Ah for once DO reckon seeing 'im before!" Applejack cheerfully yelled at both ponies.

In this apparent situation Applejack explained to Big Mcintosh and Granny Smith who visited some time ago. Applejack didn't mention it before becaus she had to collect a lot of thoughts to process all of the things the came over her that day. Not only the mind transfer technique, but also Soulbel's war threat was quite a situation to handle.

"Sow, There'sh a war coming our way again ish'nt it?" Granny smith asked.

"Seems that way..." Applejack answered. "But my duty will always lie with Ponyville and Canterlot. Ah would never let anypony down!." Applejack supported herself.

"Ah'm sure you wouldn't. But fighting a war, You'll need a lot more help than you six alone." Big Mac said.

"And THATS why we have Frowny! He's already contacted Princess Celestia and Luna about this so Ah'm sure it won't be just the six of us!" Applejack answered.

"Well that changesh thingsh..." Granny Smith interrupted, "But Ah shtill think ye need shome help with thish. What about you Mcintosh?"

Big Mac turned his head surprised at his grandmother.

"M-Me? Ah can't fight!" Bic Mac protested.

"Oh come on Big Mac! Course you can! Ah reckon your the strongest stallion out here! It would sure help if we'd recruit you!" Applejack pressured.

"But..."

"So lets go find Frowny already!"

"...But..."

"And tell him your joining!"

"...BUT..."

Applejack grabbed Big Mac by his tail and walked towards town to find Frowny. Applejack was sure that Big Mac would be able to fight alongside her. Though Big Mac wasn't so sure...

~Meanwhile at Rarity's boutique~

"*Sigh* Spike can be such a handful some times..." Rarity sulks.

"Oh come on Rarity! He's such a fun playmate!" Pinkie Pie cheers.

"But I will never finish my work in time if I always have to take care about him!"

"Aw don't be like that, it's not like you were busy on anything particular this week anyway."

"Well thats because... cause..."

Rarity and Pinkie Pie have been taking care of Spike in the time period that Twilight had to train. But that wasn't the only thing on their mind the whole time.

"Do you remember what that Frowny said Pinkie?" Rarity asked.

"Huh!? Of course! How could I forget! Wasn't it something about a big battle we were supposed to fight?" Pinkie responded sounding slightly more downbeat than ten seconds ago.

"Yes... But what are we supposed to do? I can't fight!?" Rarity said.

"But remem-berrr, you have a powerful fancy neck-lessss!" Pinkie cheered in a melody.

"Well thats the other thing, we've only used those things two or three times. And back then we only fought one enemy at a time! How are we supposed to defeat a whole army!?"

Rarity made a good point, Pinkie was thinking about this one. But soon came up with a sufficient answer.

"Oh, Rarity. Remember? You have an itty bitty horn there! Frowny mentioned you and Twilight were really gonna be useful right!?" Pinkie complimented.

"Well yes... That is true" Rarity said, "But I'm really not as good as Twilight! I'd come no further than the basics really! Not to mention combat!" Rarity changed back to seriousness.

"Well I remember you trying yesterday!" Pinkie said again.

Rarity gasped at that moment, she didn't think Pinkie would know about something like that.

"How did you!!? Ugh I've learned it's better not to ask anyway..." Rarity answered.

"And not to mention Twilight visited the day before too! I saw her coming into your boutique that day! Just when I was treating Spike some candy!" Pinkie said with a teasing tone.

"Yes well... She wanted to discuss something with me."

"Yeeees!?..." Pinkie pressured.

"...About that Frowny colt..."

"Thats not all of it!!?" Pinkie pressured more.

"Fine! We were training. She persuaded me to at least get into defensive spells and nothing more!" Rarity answered finally to Pinkie's satisfaction.

"See that wasn't so hard. You know you should really get to use your magic some more Rarity! Otherwise who's gonna protect your silly little boutique when the huge battle starts hm?" Pinkie teased.

Rarity saw where Pinkie was going and tried to reverse the subject.

"Well what are you gonna do besides representing your element Pinkie!?"

"Oh I got things already figured out, BELIEVE me this is gonna be SO easy! you'll be surprised!"

"But Frowny said that this Soulbel creature uses golems! What are you gonna do about those!" Rarity asked.

"Silly Rarity! Remember, Celestie is gonna take care of that with her sunny powers! Frowny mentioned those nasty golems being weak to sunlight!" Pinkie answered.

"But besides these golems theres gonna be much more coming our way! And I can't imagine you of all ponies being able to fight huge creatures like dragons or such!"

"...hm... Good point! I guess we'll have to ask Frowny about both our part then!" Pinkie answered again with a teasing tone.

And thats when Pinkie skipped her way out of the boutique seemingly headed out of town. Rarity then realized she was talking about both her and herself. So she dashed out of the boutique and shouted:

"Wait!... Pinkie do you even know where to find Frowny!?"

Pinkie then stopped and turned around saying:

"Well the only place I would imagine him to be is still near Fluttershy's place! Those two seem to get along pretty well!"

And then Pinkie continued skipping onwards heading towards the outskirts of Ponyville to where Fluttershy's place was at. Rarity followed her, though she still wasn't sure of herself. If she really has to fight alongside her friends then she needed much more ability than she had now.

~Meanwhile, somewhere high up in the sky above Ponyville~

Rainbow Dash was resting on a cloud way up in the sky. The thin air set her mind thinking. The training she did with Frowny yesterday sure paid off, she found to be able to go even faster than she ever did go before. Not to mention her prized technique, the sonic rainboom, was even easier to achieve and she no longer needed the help of gravity to pull it off. Despite her progress she still had some questions. She knew she was speedy and strong, but she didn't know about her element besides it being called, 'Loyalty'. Of course she knew what it meant, but how could it strengthen her ability?

"It's about time I visited him then.." Rainbow Dash said to herself.

She then let herself sink through the cloud and fall all the way down. She had her eyes and wings closed and she was facing towards the ground. She kept falling until she was roughly 50 feet away from the ground when she spread her wings and flew right back up in the sky lightly tapping another cloud that she met on the way.

Rainbow Dash observed her surroundings,

"He's gotta be around somewhere." She thought to herself

Rainbow Dash flew in a random direction until she spotted a faint red light from the corner of her eyes. It only flashed, though it resembled the color that Frowny's aura was so Rainbow Dash halted and turned in it's direction. The red light was coming from the lake just out of town. She looked a little closer and then indeed saw Frowny quietly sitting there at the shores near some boulders.

"That must be him!" Rainbow Dash yelled

Rainbow Dash spread her wings once again and then sped away in the direction of the lake. Because of the sheer speed, the air pressure she created caused the clouds to move out of her way as if avoiding Rainbow Dash. It didn't take her long before she arrived. Rainbow Dash landed at the shore of the lake roughly 10 feet away from Frowny and walked towards him. From what Rainbow Dash could tell, he was still awake yet somehow training or something.

"Uuh... Frowny? Are you in there?" Rainbow Dash asked.

No response was given. Rainbow Dash then realized this must be some kind of training method while your asleep. So she sat down from a distance and waited until he finished up. Thats when Fluttershy arrived,

"Oh, hey Rainbow Dash. Why are you here?" Fluttershy asked.

"I wanted to ask Frowny something, you know... This upcoming battle thingie and all."

Rainbow Dash noticed the red glowing gem hanging around Fluttershy's neck and asked:

"What's that?"

Fluttershy looked at it for a while before answering,

"Frowny gave it to me. He said that whenever it starts glowing black or starts to crack it would mean either Frowny being in trouble or him transforming again." Fluttershy said quietly

Purple sparks appeared around the lake to the surprise of the two pegasi sitting near Frowny who was still vast meditating. Soon after the sparks, in a bright flash Twilight appeared at the shore across the lake. She looked around her and quickly noticed Frowny, Fluttershy and Rainbow Dash sitting across from her. Twilight flashed over to their side.

"Good morning girls, Frowny seems to be meditating again I see?" Twilight said.

"Yeah, he said he would be done not long from now." Fluttershy confirmed.

"Huh!? Meditating!? Now what the hay is that!?" Rainbow Dash asked confusedly.

"Unicorns of the type 'Creator' meditate to regain their magical strength. It's much like sleeping, though information from the outside is still registered into the brain so he can hear us." Twilight answered

Not long after that, Pinkie appeared hopping towards the group of four followed by Rarity. Who clearly seemed doubtful.

"Looks like Pinkie and Rarity got here too. Good morning girls!" Twilight said.

"G'morning Twilight! So you had some questions for Frowny too huh?" Pinkie asked

"Not really, Frowny called me here." Twilight answered.

"Called you here? How did he do that?" Pinkie asked again.

"Telepathy I presume. You know that Frowny is good at mind spells."

Rarity came closer to Frowny and inspected him a bit. Afterwards she quietly stepped back and sat down on the sand looking like she's waiting for him to finish. Twilight and Pinkie noticed Fluttershy's necklace too and Fluttershy told them the same thing she told Rainbow Dash. That she got it from Frowny and how the thing works. Twilight figured it'd be some kind of sensor connected to Frowny's magic then.

Suddenly both the gem and Frowny's aura got a much deeper red color than before and the flowing aura started looking like some sort of flame, constantly growing larger. The whole group stood up, stepped back and watched the spectacle. Awed by what they saw, especially Twilight, some red sparks appeared around the aura and Frowny's eyes opened. His eyes were also glowing red. The force created by his magic made the wind grow stronger blowing sand away from him.

"Finally I've reached level 8!!" Frowny loudly thought.

Frowny's voice echoed around the area. Everypony else knew what they heard but didn't understand. Level 8? As if magic is leveled or something? After a while Frowny's aura subsided and disappeared, along with all the sparks and the blowing wind from before.

"So Frowny? Finally finished?" Twilight asked.

Frowny stood up and walked towards Twilight. While he walked Twilight felt an overwhelming power coming from Frowny. It felt scary yet reassuring, as if Frowny was trying to comfort everypony by just his magic.

"Indeed, and with that I have reach the next level in magical strength! Now I'm sure I can take Soulbel. As for the rest of you, I overheard the conversation you girls held and all of you had some questions for me correct?" Frowny said.

"UH-HUH!" Everypony else said in choir.

Rainbow dash stepped forward first,

"Yeah. I was wondering what our purpose is exactly, or what our role in this fight is." Rainbow Dash asked.

Frowny turned over to Rainbow Dash and answered:

"Well I thought you all had already figured that out. You five including Applejack who'll arrive here soon, from the Elements of Harmony. Meaning you are able to protect everypony from both Soulbel and it's army."

"Thats not what I meant. I meant what is our role particularly." Rainbow Dash corrected.

"Well first of all, you have excellent speed and agility. Not to mention strength. So you can perfectly take care of aerial assaults."

Frowny turned his head over to Twilight and Rarity.

"Twilight and Rarity are both unicorns, they could provide as healers, protectors or fighters using their magical capabilities."

Frowny then turned his head over to Pinkie Pie and Fluttershy.

"Fluttershy can take care of anything psychological or wounds that cannot be taken care of using magic. Besides that she will also know when exactly I will be set in a tight spot. I hear she already explained that."

Frowny then walked closer to Pinkie Pie.

"As for Pinkie, I saw in your mind some knowledge about weaponry am I right?"

Pinkie Pie nodded and said:

"Yeah thats what I wanted to ask about, if it's okay if I could use my weapons."

"Of course you can, but you have to realize you represent the element of laughter. There are some abilities that tie to that."

Frowny then backed up a little so he was facing the whole group again. In the meantime Applejack arrived still dragging Big Mcintosh along with her. She then said:

"Allright I'm here! Did Ah miss anythin?"

Frowny quickly flashed some information over to Applejack's mind using telepathy and said:

"I was about to continue to the next subject. But why is your brother here?"

"Ah dragged him along with me because Ah thought he might make up to be a good fighter for the battle ahead see?"

When Applejack said that Big Mcintosh stepped closer to Frowny to present himself.

"Yeah... I'm not so sure but... Ah am strong so I want in on this battle."

Frowny walked closer to Big Mcintosh with a serious look on his face. He then examined him a bit closer judging and calculating his potential strength and if he would be useful or not.

"Alright... Well let's see how strong you are... Punch me!" Frowny said

The rest of the group looked up surprised at Frowny. Big Mac was also surprised and looked at Frowny with widened eyes saying:

"Punch you? Are you sure?"

"Yeah... Punch me, is that so hard?" Frowny answered.

Big Mac raised his hoof and then punched Frowny as hard as he could at that time. Frowny spat some blood, rubbed his face and then said.

"Oh yeah, you are pretty strong. You are useful! If you think you can protect both Ponyville and Canterlot from this menace I offer you the information you'll need about what you'll be facing understood?"

"Uh, yes sir." Mcintosh replied.

Coming from Fluttershy's cottage a set of two scrolls came floating towards Frowny coated with Frowny's aura. When the scrolls arrived Frowny gestured at Big Mac to take them and study them carefully.

"You are dismissed..." Frowny said.

Big Mcintosh took the scrolls and went back towards his farm across town. Applejack watched him and then turned her head back to Frowny who was about to continue his speech.

"Well then now that thats out of the way we can finally start the objective of this afternoon. Namely, we are going to practice some Elements of Harmony!"

END OF CHAPTER.

Elements optimized, Crimson stains

The elements of harmony...
The most powerful magic in Equestria...
How are they used? How are they formed?
Six gems, each representing a spirit.
The spirit can utilize, the spirit can bend.
The trigger will overcome, the trigger will ascend.
Powerful magic unleashed, to fulfill desire.

After Frowny mentioned the elements of harmony, the six pony friends lined up in front of Frowny. From the group came an unnerving vibe. Everypony didn't know what to expect. What other purpose could the elements have? Nopony ever thought about it, in fact, nopony ever saw anything else concerning the elements other than them being used three times at least.

"Alright. Twilight, did you bring the elements as I requested?" Frowny asked.

"Yes I brought them, but next time don't ask me through telepathy. It's kinda creepy." Twilight answered.

Twilight opened her bag up and levitated a casket out of it. The casket was colorfully decorated and had many cut jewels on it. Twilight passed the casket onto Frowny which he then opened. Frowny then levitated each of the elements in the air in front of him in the form of a hexagon.

"The elements... Six jewels that are powered upon vital aspects of the term friendship... Laughter, Loyalty, Kindness, Generosity, Honesty and Magic." Frowny spoke. After a couple of minutes he then asked:

"So up until now, how did you all use the elements?"

Pinkie stepped forward and then hastily began explaining,

"Well, everypony puts on their necklace except Twilight. She puts on that crown thingie and then suddenly everything lights up and everypony just goes flying! And then everything goes BOOM!"

...

”…anypony else have a better explanation?”

Pinkie stepped back again still just as cheerful. Then Twilight stepped forward and started explaining.

"I'm sure you already figured but I'm still going to tell you. Pinkie Pie represents the element of Laughter, Rainbow Dash represents the element of Loyalty, Fluttershy represents the element of Kindness, Rarity represents the element of Generosity, Applejack represents the element of Honesty and I represent the element of Magic."

Twilight paused for a second before she continued her speech.

"So we wear each of the artifacts levitating in front of you. Then when we all concentrate, the artifacts allow us to use the combined power of our friendship to reverse whatever potential damage was dealt. Or something like that..."

Twilight was clearly unsure about the matter. She had that kind of look in her face, Frowny could tell. He thought that a much more elaborate explanation would enlighten the nature of each element. However it would be better that they discover that on their own. Frowny started examining each necklace carefully. Constantly muttering quietly to himself. When he turned his attention to the tiara, Frowny more or less stared at the star shaped gem. There was some kind of vibe coming from it. Frowny couldn't put his hoof on it. He then realized what it all means and then started explaining himself.

"Every element has its own strength... and clearly its own mind as well..."

"WHAT?" Everypony said.

"I can read it... I can read the elements minds... It's not understandable though... It's just way too foggy in there to tell exactly..."

"Stop being so vague Frowny! Get on with the explanation already!" Rainbow Dash impatiently shouted.

"Oh wait here it goes... ... ..." Frowny turned into some kind of trance and his horn and eyes were glowing a deep red color.

"...Don't tell me he's in those... Dazes again!?" Rarity said.

"Oh just let him do his job, I'm sure he can get the gist of the situation somehow." Twilight answered Rarity.

"What do you mean Twilight?" Rarity asked again.

"The elements always were mysterious. Nopony ever figured out what they do exactly."

Frowny read the minds of the elements of harmony. The elements tell Frowny numerous things.

"Ancient... Crafted... Forged... Embedded... Offerings... Transfer... Power... Trigger... Spirit... Magic... Harmony... Destruction... Peace..." The voice that came from the element of Magic echoed through Frowny's mind repeatedly saying those words.

"I... I understand..." Frowny whispered.

Twilight and the other ponies looked back at Frowny who woke up from his daze and stepped forward around the levitating elements towards the group of six.

"The elements of harmony are fascinating artifacts. The power that they grant you of course is not only unlocked from the artifacts. They are also unlocked by their spirits which in this case are you six."

The group exchanged glances with each other briefly before Frowny continued.

"These elements were made long before Celestia and Luna's generation. Since then they kept harmony and peace living in Equestria. The spirits inside of the gems run in complete synchronization with the spirits of you six. That’s why you are all able to use them."

"But Princess Celestia used the elements to stop Nightmare Moon over 1000 years ago. How did she do that if she is only one being?" Twilight said

"Princess Celestia is a special unicorn. You already know that. She is also very wise and you can bet on the fact that she knows a lot, maybe almost everything. So handling the elements of harmony should not be a hard task for her once you understand their spirits." Frowny answered.

"But does that mean you can use them too?" Twilight asked again.

A brief silence occurred when Twilight asked that. It set Frowny's mind thinking. His theories do point to that conclusion.

"I probably can if the spirits of the elements permit me to. Remember when you six stopped Discord? The first time you all tried to stop him the elements didn't work because your spirits were corrupt. Discord knew all about the elements and knew what it would take to be able to use them. All he had to do was disable your spirits nature so that the spirits of the elements wouldn't lend you power anymore."

Everypony seemed to know what Frowny meant. He continued

"There is another thing that the elements told me. It confirms my theory completely." Frowny stepped closer to the girls while he said that.

"When used correctly the elements will provide you all power individually. Meaning that even with them being apart from each other they can be used."

Frowny then moved one of the elements towards him.

"We'll start with laughter. As I remember this one belongs to Pinkie Pie doesn't it?"

Pinkie began hastily nodding and skipped in Frowny's direction. Frowny then put the necklace on Pinkie and teleported several hoof away from her. Frowny put his hoof on his throat and said:

"Now see if you can use your element to overcome this next obstacle!"

Frowny then lets out a howl and his horn began to glow along with the entirety of his body. Soon after a circle of light appeared on the ground. Frowny stomped his hoofs on the ground to fling himself in the air. He stomped his hoofs in midair again to make a huge pit appear in the ground along the circle of light. Frowny then landed on a piece of his artificial road and remained floating up in the air.

"Cross this pit!" Frowny said.

Pinkie looked down the pit.

"Wow, It's so deep! And big! How am I supposed to cross this thing?" Pinkie shouted back.

"Just use your element, remember, with your laughter you can make fears disappear!"

Pinkie then realized what Frowny meant. She took a deep breath and thought about something funny. Pinkie began giggling and then started laughing out loudly. While still laughing pinkie hopped towards the pit. The gem on the necklace flashed once and suddenly a glassy looking surface appeared right on top of the pit. Pinkie was free to walk right over it. The rest of the ponies didn't understand what just happened. Everypony just watched in awe at what Pinkie just did. When Pinkie finally crossed the pit, Frowny teleported to her.

"Never realized it was so easy!... Wait what actually happened?" Pinkie said

"You banished the fearsome pit away with your laughter Pinkie. Your element allowed you to cross it simply by answering your call." Frowny answered.

"So other than this, what more could I do?" Pinkie asked.

"You have a big imagination Pinkie. Use it."

Frowny put his hoof to his throat again and shouted:

"Hey Twilight! Can you fill this pit up again!?"

Twilight sighed and then came closer to the pit. She closed her eyes and focused on the pit. Her horn began to glow and small pieces of ground began reforming from the edges of the pit. The pit slowly filled up. When the pit was filled up, Twilight cast out another spell so that the grass would reappear. In the meantime Frowny had already walked back to the group with Pinkie following him cheerfully.

"Hm... I see that your manipulator skills have improved Twilight." Frowny complimented

"Well I have been practicing all week, and my class is manipulator. It's only natural I'd be good at that."

Frowny turned his attention to Rarity.

"So how is your magic coming along Rarity, I already knew? Twilight tried to teach you. What became of that?" Frowny asked.

"Wait, how did you know about that!?" Twilight interrupted.

Frowny looked Twilight dead in the eye and said.

"Nothing gets by me. Nothing. It's fine that you tried, but you pushed her in just the wrong direction."

Frowny turned his attention back at Rarity while he took her element with him levitating beside him. He then walked towards Rarity.

"Once again, how is your magic coming along Rarity?" Frowny asked.

"I, I don't know how to answer that question." Rarity confusedly answered.

"It doesn't really matter how much you know about magic anyway. Your element will lend you the strength you need."

Frowny put the necklace on around Rarity´s neck when Rarity suddenly asked:

"But my element is generosity. How do I gain strength from that?"

"Well I thought about that before, and just now it told me exactly what I wanted to know. You see, generosity allows you to give. So this element lends you power to give to your friends you see?" Frowny answered.

"Interesting, so how will I be able to do that?" Rarity asked again.

"Well for starters, you're going to need somepony to practice with!"

Frowny then levitated another necklace to him and turned his attention to Applejack.

"Well what do you think Applejack? Do you want to help Rarity?" Frowny asked

Applejack looked at Rarity and said:

"O' course ah do! She's my friend y'know."

"Excellent! Here's your element." Frowny said while levitating the necklace onto Applejack.

"Now come with me you two!"

Frowny walked towards some nearby boulders. Applejack and Rarity followed. Frowny then stopped at the biggest boulder in the area and started explaining.

"This boulder here... I want you to shatter it Applejack, with the help of Rarity."

Applejack approached the boulder and knocked at it a couple of times. She looked at Frowny with a “really?” look in her face. Frowny gestured back with a nod and then teleported several hoof away from the two. He said with a raised voice:

"Think about your elements and then think about the task ahead! It'll be easier that way!"

Applejack then first tried to just buck it. She turned around, raised her hind legs and then hit it against the boulder as hard as she could. Only to leave small cracks behind.

"This ain't gonna be easy, Ah guess you (think you trying too hard with the accent) really have ta help out here Rarity! ... Rarity?"

When Applejack looked at Rarity she saw that Rarity was already in deep concentration. Rarity had her eyes closed and frequently the necklace flashed. Then suddenly, a bright blue thread appeared coming from Rarity's horn. It was quickly traveling to Applejack and connected to her head. Rarity's necklace then began glowing along with her horn and along the magical thread connecting Rarity and Applejack, thousands of points of light traveled along to Applejack. When they reached her, Applejack felt a weird sensation. As if her muscles got tougher and her reflexes got stronger. Rarity then opened her eyes and saw the awestruck Applejack watching her.

"I never thought it would be so easy!" Rarity said while looking proud upon what she has created. "Well Applejack what are you waiting for, try again!"

Applejack didn't hesitate one minute and she raised her hind legs once more, preparing to buck the boulder. When she hit the boulder a bunch of cracks appeared that were constantly getting bigger. Then soon after that, the boulder shattered into hundreds of smaller rock in a sort of exploding way. At that instant Frowny teleported back to the two ponies.

"So Applejack, Rarity what exactly happened just now?" Frowny asked.

"Well, first Ah tried to just buck the boulder but nothing happened to it. Then from Rarity this blue thread appeared and Ah felt stronger suddenly. As if Ah'm being fed with power or som'tin'." Applejack explained.

Rarity's thread disappeared and she approached Applejack and Frowny.

"What I did was simply concentrate my magic to making a thread that connected us. I figured if I would transfer power over to Applejack that I would first need to find a way to guide it to her." Rarity explained.

Frowny thought about the matter for several minutes before speaking his mind.

"Your elements share a special bond. This bond allows you to transfer power to Applejack." Frowny explained.

Rarity and Applejack exchanged glances before Frowny continued.

"You see, to be able to receive you must first give something in return. So if Applejack’s Honesty was calling, Rarity's Generosity took care of giving the necessary strength in order to overcome the obstacle in your way." Frowny explained.

"So you found out Rarity's strength. But what exactly is mine" Applejack asked.

"I just told you. Honesty and Generosity are at their most powerful form when together. In other words you and your element will get stronger whenever close to Rarity and her element." Frowny answered.

"But doesn't that apply to the rest of these (the?) elements as well?" Applejack asked again.

"I don't know yet, but there’s only one way of finding out isn’t there? We'll find out later though. There’s no more time for that now."

Frowny headed back for the others who were still staring open mouthed in front of them. They weren't used to Applejack being so strong so they were quite surprised. Applejack and Rarity followed Frowny back and the rest of the ponies snapped out of their gaze.

"How the HAY did you break that giant rock just now Applejack!?" Pinkie asked.

"Ah didn't break the rock, WE broke the rock." Applejack said referring to Rarity and herself.

"So I presume you figured the properties of these elements out, Frowny?" Twilight asked.

Frowny pointed his hoof to Rarity and Applejack.

"Ask them. All I did was give them a task. They did all the work." Frowny said.

Twilight hastily approached Applejack and Rarity to ask.

"How did you figure it out so quickly, Applejack and Rarity?"

"Oh it was easy once you give it some good thought. Though it's kind of hard to explain, apparently Applejack and I are stronger when together because of my ability using this element." Rarity explained.

"Though that’s not all there is to it! We wouldn't be able to figure it out without Frowny y'know!" Applejack added.

Applejack approached Frowny and took her hat off. Frowny turned to her.

"Really Frowny. Ah appreciate your help entirely. So thank you!" Applejack said.

Frowny was touched by the word of thanks from Applejack. Nobody ever really thanked him before. Frowny closed his eyes and smiled.

"It's my pleasure Applejack."

Twilight recognized this moment and also began smiling. The words Frowny spoke wasn't anything you would expect from a character like Frowny at all. Even Fluttershy acknowledged that. It's like Frowny's being has a soft side as well. But that’s not the only thing that shined. Applejack's element flashed briefly as well indicating truth to surface. Frowny thought:

"(It must really be true then... Applejack cannot tell lies. This is her speaking from the bottom of her heart... That really touches me...)"

After a moment Frowny returned to the group again. The three remaining elements, still floating in mid-air due to Frowny's magic, were going to come to attention now.

"It's time for Magic and Loyalty now." Frowny stated. "Twilight and Rainbow Dash, You can step forward."

The two ponies stepped forward. With Twilight leaving slight sparks behind from her hoofs. Frowny could only conclude one thing from that, Twilight may have become stronger in the past days of training. But it looks like she hasn't really been able yet to control it completely. Rainbow Dash noticed the sparks too. But she didn't think much of it. Twilight’s entrance to this place was surprising to her though. Rainbow Dash was used to her teleports being much quieter.

Frowny levitated Rainbow Dash's necklace on around her neck and the tiara on Twilights head. When the crown so much as touched Twilights horn it caused a violent magical reaction making the sparking worsen. Everypony was looking surprised and startled at the scene. Although Twilight and Frowny weren’t surprised at all.

"Well that confirms one theory I've been wondering about." Frowny said.

"This always happens when I try putting it on." Twilight said.

"It's true that you get stronger by wearing it. However, the sparks your horn emits indicates that you can't really control the overflow of magic you posses just yet." Frowny explained.

Then suddenly the sparking stopped and was replaced by a pink, purplish light covering Twilight's horn and body.

"If you’re talking about control, it's already been taken care of." Twilight answered.

"Splendid. Now if you could just maintain that each time you use that tiara there‘s nothing to worry about." Frowny said.

"Was there something to worry about then?" Twilight asked.

Frowny didn't answer the question and started walking towards a wide open space near the lake.

"You two will provide an excellent source of direct combat in this battle. But no combat is left untrained." Frowny said while walking.

Twilight and Rainbow Dash followed. They now realized what this training session will be about. Fighting!

"However, there is no point in over-exhausting one's body now is there." Frowny stated.

"What do you mean? Isn't training the best thing to be doing right now?" Twilight objected.

"Frowny must be realizing that we're already great fighters don't you see Twilight." Rainbow Dash said.

Twilight wanted to object even more now that Rainbow Dash made that statement. But she got interrupted by Frowny saying:

"Correct. Rainbow Dash's speed and objective hitting provides us with great combat performances. And Twilight now possesses great power that may rival my own. But let's test that shall we?" Frowny said.

Frowny seemed to strengthen his defenses bracing himself. He was also raising a triple barrier from the strongest type he could summon. To Twilight and Rainbow Dash Frowny looked like a tank of some sort. Able to strike from behind perfect defense anytime and from anywhere.

"Well then. Break my defense using your tactics Rainbow Dash, and your power Twilight." Frowny concluded.

Since Frowny brought up how Rainbow Dash had an ability to fight, she was wondering if she missed anything.

"Before we begin Rainbow Dash. As Frowny said, are you really able to think up a tactic to break through this defense?" Twilight asked.

"Well I have something, though we'll have to combine my speed with your magic in order to do it see?" Rainbow Dash said.

"Are you sure it could work?" Twilight said.

"Who do you think you’re talking to?” Rainbow Dash answered.

Twilight would always trust Rainbow Dash, she already knew her friend well enough to be fast. But knowledge of combat? That, she never picked up from Rainbow Dash entirely. Let alone thinking up rock solid tactics to break through the kind of defense Frowny set up. Rainbow Dash came closer to Twilight to whisper her plan in Twilight‘s ear.

"So here‘s the plan..." Rainbow Dash shared her plan and tactics with Twilight who was impressed by her knowledge. It almost felt like Rainbow Dash has been spying on her for the entirety of the week. "Got it?" Rainbow Dash concluded.

"How did you come up with that so fast?" Twilight asked with an impressed tone.

"I thought you of all ponies would've thought up the same thing eventually." Rainbow Dash said.

Twilight then smiled and braced herself taking her stances. The purple light embedding her body got larger and changed its color to deeper purple. The sparks also came back and the earth around her started to shake mildly. Rainbow Dash flew up in the air swiftly, presumably preparing for an assault. Frowny watched them both closely, trying to read their next moves and coming up with a countermeasure beforehoof. Suddenly Rainbow Dash charged in towards Frowny and his triple barrier. Rainbow Dash planned to tackle the barriers to test them. When Rainbow Dash hit, the spot that she hit got a deeper red color while the rest of the barrier became transparent.

Both Twilight and Rainbow Dash then realized how to deal with all of the barriers and Rainbow Dash vaguely gestured Twilight to try they're plan out. While Dash tackled the first barrier. Twilight teleported behind Frowny who was still concentrating the power of the first barrier on Rainbow Dash. Twilight then blurted out a large, bullet shaped piece of her magic from her horn. Frowny now also realized what the two were up to and concentrated the power of the second barrier to where the bullet presumably should hit it. But that wasn't what happened. The bullet suddenly disappeared along with Rainbow Dash.

"Hm?" Frowny looked around him. Apparently he lost sight of the bullet and Rainbow Dash and didn't know where they went.

"UP HERE!!" A loud voice came from up in the air directly above Frowny.

Frowny looked up and what he saw was Rainbow Dash actually holding the bullet made of Twilights magic. She hurled it down towards Frowny and his barriers. When the bullet collided with the barriers the first one cracked and broke immediately. And to Frowny's surprise the bullet broke through the second barrier just as easily. Frowny knew that if he didn't act, the third barrier would break as well. Frowny's horn began glowing red again and the barrier began somewhat morphing to a different shape. Then on the surface of the barrier, where the bullet would presumably hit, large razor sharp spikes appeared that deliberately bounced the bullet to a different direction.

Rainbow Dash was floating in the air examining the third barrier.

"Defense that can attack? How is that even possible? Hmmm,"

Rainbow Dash noticed that Frowny looked somewhat drained. Or at least not as concentrated as before.

"It must take a lot of concentration then. So he can't have those spikes be at multiple places at once!"

Rainbow Dash then flew down gaining momentum. When she was near the barrier, Frowny braced himself to raise the spikes again. But Rainbow Dash then flew all around the barrier in circles, constantly getting faster. The wind gathered around Frowny, knew what was going on and planted his hoofs in the ground to prevent himself for getting blown away and expose his defenses.

"Twilight!! More bullets!!" Rainbow Dash shouted.

Twilight understood exactly what Rainbow Dash wanted and fired multiple bullets of her magic at the in tornado engulfed barriers. The bullets got caught inside the tornado and circled around the barrier creating a stunning lightshow. The barrier took hits from all directions making it impossible for Frowny to bounce them off with spikes. Frowny realized the barrier wouldn't last long. He had to release his offensive barrier again to end the battle. Just like he did while he fought Twilight in that cave a few days ago. So Frowny braced himself, concentrated and then let out a howl.

"Let's END THIS!!" Frowny shouted.

Then the deep red sparking barrier appeared again. Completely canceling and blocking off both the tornado and all of the bullets that Twilight fired. Rainbow Dash quickly drew her distance. The barrier was constantly getting bigger. Until Frowny stopped the barrier and it disappeared. The three regrouped.

"You have done a good job, I see now that teamwork can be one of your strong points Rainbow Dash." Frowny complimented.

That’s when Rainbow Dash finally noticed. Her element was glowing the entire time of the fight. Showing her loyalty, and the will to never give up until the very end.

"Yes indeed Rainbow Dash, because you chose not to abandon the fight even if it looked impossible, your element lent you the knowledge to being able to break my defenses and coming near to attack me. All with the help of your good friend Twilight, the element of magic."

Twilight and Rainbow Dash smiled, looking proud of themselves.

"Now then, let's meet up with the others and wrap this up." Frowny concluded.

Frowny then headed back to the rest of the group who were standing awestruck near the lake. They couldn't believe what they saw. They never knew that either Twilight or Rainbow Dash could do all that. Especially Rainbow Dash, who was so fast and was able to just carry and throw the bullet just like that. Except for Fluttershy, she was sitting quietly. Enjoying the scenery and not really paying attention to the training at all. Frowny noticed that.

"She probably doesn't care" Frowny thought.

"I can't believe it Rainbow Dash! How much your speed has improved compared to last week is incredible!" Rarity complemented still paralyzed by awestruck.

Rainbow Dash felt flattered but kept the cause of her bursting speed in the back of her head while answering:

"Well, I have Frowny to thank for that" Rainbow Dash said while turning her head to Frowny. "If it wasn't for him I probably never would've gotten this fast. On top of that my wings would've been so light and weak, but look at them now!"

Rainbow Dash spread her wings upwards. It was clearly visible that her wings got larger probably due to the increase of muscle mass by lifting boulders all the time. Everypony in the group looked at it, except for Fluttershy. She only glanced at it at then turned her eyes away again, gazing in front of her quietly.

When Twilight came closer, the attention drawn to Rainbow Dash was immediately dumped on her. She was standing out incredibly due to the constant sparks of electricity radiating around her. And her body being embedded into a pink-purplish glow that even covered her mane.

"Wow... Twilight, is it just me or does you're magic look even stronger than 10 minutes ago?" Pinkie asked.

Twilight looked up at the tiara she was wearing while answering:

"It's the pesky element's work! It feels like it's forcing me to draw out all the magic that I've got and maintaining it in its constant state."

Twilight levitated the tiara off of her head and suddenly the sparking stopped and the pink-purplish glow disappeared too.

"See? It's not my doing!" Twilight concluded.

“Well actually I thought it was kinda cool...” Rainbow Dash said.

After some admiring and arguing the group finally realized that Frowny was awfully quiet. The group looked around and turned their attention to him while Twilight asked:

"Uh Frowny? Are you okay? You've been quiet for some time now, is something wrong?"

Frowny was actually looking at Fluttershy. Carefully examining her from a distance Frowny noticed that something was different about her. Wouldn't she be just as surprised as everypony else at the improvements they made today?

"I'm worried about Fluttershy..." Frowny said while walking in her direction. "...She's been quiet for the whole day since we started. Didn't you notice?"

Fluttershy looked up at Frowny who was walking in her direction. Everypony else was looking at her too.

"What's the matter Fluttershy? Aren't you happy for your friends?" Frowny asked while sitting down in front of Fluttershy.

"Of course I am..." Fluttershy said with a soft voice.

"Then what's the problem? I can see the void in your mind so clearly..." Frowny said, unsure about his choice of words.

Fluttershy closed her eyes for a second to think about her answer. And then spoke:

"I'm just not up for this idea of having to fight a war."

"Why?" Frowny asked again.

...

Fluttershy didn't know if she should answer. She closed her eyes again. After a while a frown indicating irritation on her face appeared.

"I don't like fighting... I despise fighting... I hate fighting I LOATHE fighting" Fluttershy shouted angrily

Frowny understood where Fluttershy was coming from and levitated her element from behind the group to her and asked:

"Do you know what this is Fluttershy?"

Fluttershy collected herself and her senses. Getting herself to calm down and answered:

"That is... My... element?"

"And do you know what it represents?" Frowny continued.

"Um... Kindness?" Fluttershy answered.

Fluttershy then suddenly realized what Frowny was saying. Her eyes got bigger and a soft smile surfaced from her face. The others, who were still confused about the matter, watched carefully. Exchanging glances from time to time. Frowny stood up again and started talking:

"Right, Kindness. One of the most important aspects that build the term 'friendship' which you all represent as 'The elements of harmony'. Kindness is the most intriguing one. You see, The elements of harmony are used for fighting correct?" Frowny asked

Fluttershy nodded, to which the rest of the group followed, before Frowny continued:

"Well ironically 'Kindness' means to be the exact opposite of fighting. Explaining why you hate fighting so much Fluttershy." Frowny said while looking Fluttershy in the eye.

Fluttershy now stood up as well. Looking surer yet still troubled, she asked:

"So if my element isn't exactly meant for fighting... Then what is it meant for?"

Frowny gently levitated the element to around her neck and put it on. While still put neatly layered under the necklace with Frowny's gem that Fluttershy crafted in the morning. Frowny then said:

"When I read the elements' minds they showed me what they remember. Kindness remembers combat, though it doesn't remember being involved in any combat."

Frowny gestured Fluttershy to follow him, to which he then turned around and started walking in the direction of the same open field from before. Fluttershy walked along wondering what he was planning to do with her.

"What is your job? You're profession?" Frowny suddenly asked.

"...Taking care of animals..." Fluttershy answered.

"And what aspect of your personality goes into that profession?" Frowny continued.

"...Kindness..." Fluttershy answered, her voice sounding softer than before.

Frowny halted and turned his head around facing Fluttershy who halted as well. Frowny looked her in the eye and said.

"And how do you act when you find an injured animal?"

"I bring the poor thing home with me, patch him up. And after a while I release him back into the wild..."

Fluttershy answered immediately and without hesitation. Which was surprising to Frowny. Though both the look in her eyes and the words she spoke seemed truthful.

"And how do you act when you find a dead animal?" Frowny continued.

Fluttershy was afraid that Frowny would ask that. She looked down at the ground thinking about the answer. After a couple of seconds she looked Frowny back in the eye and answered:

"... I don't usually find any dead animals or corpses... But... When I do... I bury them at a spiritually appealing spot..."

"Do you mourn the losses?" Frowny asked, intentionally vague yet understandable.

Fluttershy nodded slowly as a response.

"If it were possible... Would you try to heal mortally injured animals or animals with incurable diseases?" Frowny asked again.

Fluttershy nodded more excited and more hastily, her eyes widened a bit.

Frowny closed his eyes and turned around completely. Facing Fluttershy. Frowny opened his eyes again and said:

"Well, if my theories prove to be correct, your element should allow you to heal death causing wounds or any given disease. Even the incurable ones."

After Frowny said that Fluttershy lightened up. Though she still asked:

"But... How can you train such a skill?"

Frowny didn't hesitate to answer:

"We're not going to test that ability if you were thinking that. We're going to have to rely on this theory until it has been proven on the battlefield."

Fluttershy couldn't help but ask:

"But that's risky and dangerous! Isn't there some way we can be sure that it works?"

Frowny wanted to answer but was interrupted by his senses. Immediately his attention was set to the element around Fluttershy's neck. Frowny felt some magical energy coming off the necklace. The energy he sensed turned into words in his mind:

"Let me speak to her..." Frowny heard.

The voice was so familiar. The voice sounded like it was coming from a younger filly. The voice also sounded soft and relaxing, almost like every word could be compared with a kiss to the cheek. Frowny couldn't stop himself from hearing it. It was as if he was forced to hear it and he knew it was coming from the element around Fluttershy's neck. So could it be... Telepathy? Fluttershy noticed Frowny's confused look and asked:

"Is... Something wrong?"

Frowny shook his head and came closer to Fluttershy saying:

"The element spoke to me... It sounds like it wants to tell you something..."

"Somehow the element communicated with Frowny telling him that it wants to tell me something." Fluttershy figured.

When Frowny stood just in front of Fluttershy he reached out his hoof.

"Grab onto my hoof so you can hear what the element has to say." Frowny said.

Now Fluttershy understood what Frowny meant completely. Fluttershy swallowed and reached out her hoof as well. When the hoofs touched Frowny closed his eyes. Fluttershy saw that and figured she'd close her eyes as well, so she did. After a couple of seconds Frowny's aura was visible around both Frowny's and Fluttershy's hoof connecting the two. And it almost looked like The two hoofs merged making the body and mind as one. Allowing Fluttershy to hear Frowny's current thoughts and Frowny to hear Fluttershy's. After a couple of minutes a voice began echoing through both the ponies' minds:

"I thank you Shineless for letting me speak to her... I sensed you both wondering about my ability..." The voice said.

Fluttershy's speech was locked from excitement. She could hear the element as though it was her own thought traveling through her head. It was surely an experience she'd never experienced before. Frowny was listening closely though, the voice just sounded too familiar to be normal. Frowny searched his own mind hoping to find the answer. That’s when the voice continued:

"First of all... I compliment Shineless on guessing the abilities of the other elements... The other elements only granted you limited knowledge and even thus, you could figure it out..."

The voice spoke vaguely but was still understandable somehow. Frowny now felt as weird as ever before though. The voice sounded so familiar and yet he couldn't tell what it was. Then the voice continued:

"Indeed my ability concerns healing, though asks something in exchange..."

This was where it got interesting. Frowny diverted his attention from trying to figure out the voice's familiarness and focused on figuring out the elements ability. The voice continued:

"Shy must show kindness and I shall lend healing, when Shy doesn't show kindness I shall lend nothing..."

The voice wasn't done yet though:

"That is all my ability speaks, I have one last message I will have to speak... Cross Right Into My Sentence Or Neither Crease Lets Others Un-Done..."

And then the voice silenced...

Frowny opened his eyes and returned his hoof to himself. Fluttershy noticed she wasn't touching Frowny's hoof anymore and opened her eyes as well, only to see a shocked Frowny in front of him.

"Crimson... Crimson Cloud?... How could I... I have to find her!" Frowny whispered and immediately flash teleported in the direction of Canterlot.

Fluttershy followed Frowny's teleports with her eyes confusedly. Did she just hear Frowny say Crimson Cloud? What does that mean? Fluttershy thought. The others who were still sitting by the lake noticed Frowny leaving as well and stood just as confused as Fluttershy.

Fluttershy met up with the others again to which Twilight asked her:

"What happened? Why did Frowny suddenly leave?"

"I don't know! He just whispered something and left!" Fluttershy said.

"Well what did he say?" Pinkie asked.

"I didn't hear everything, but I thought he said something about finding a crimson cloud?" Fluttershy answered.

It didn't take Twilight long to realize, she gasped loudly and stared silently in front of her. With the others responding likewise though staring confusedly at her. Rainbow Dash flew to her and asked:

"Twilight if you know something then tell us already!"

Twilight snapped out of her stare as soon as Rainbow Dash appeared in front of her and teleported to right in front of Fluttershy asking her:

"What caused him to be THIS shocked?"

Fluttershy hopped backwards from the sudden appearance. Then after a couple of seconds she answered:

"I don't know! All we did was listen to the elements voice telling us it's ability. After I opened my eyes he had a weird look in his face, whispered something and went off in the direction of Canterlo..."

Fluttershy stopped in mid-sentence. As she saw a red light slowly traveling up the mountain with Canterlot resting on it. It must be Frowny, Fluttershy figured. Twilight turned her head to the same light.

"Wasn't there a unicorn called Crimson Cloud living in Canterlot?" Rarity suddenly asked Twilight.

"Yes! I got a scroll titled with that pony's name back in the library! I have to go check it out!"

Twilight was about to warp away to her library when Applejack shouted:

"IF yer going to investigate about this Crimson Cloud then take us with you! I've had enough of not knowing what's going on!"

Twilight was still charging up her warp while saying:

"Well then let's go already!"

The whole group levitated up a little and then with a sparky flash disappeared from the sandy shores of the lake.

The group reappeared in Ponyville's library. In the instant they arrived Twilight sped away to the mountain of scrolls that where neatly organized by Spike. Who was totally in shock of the sudden appearance of Twilight and the rest of the group.

"Wow! What just happened?" Spike stuttered.

Twilight didn't answer. She probably didn't hear Spike say anything due to being so concentrated on finding the scroll titled Crimson Cloud. The rest of the group where still recuperating from the warp Twilight used. But after a while Pinkie blurted:

"Twilight brought us here because Frowny suddenly ran off talking about this Crimson Cloud pony and Twilight needed to find out more about this pony apparently because it had something important to do with Fluttershy's ELEMENT." Pinkie breathed heavily after she spoke the last word in her sentence.

Spike didn't care for the element stuff. But he did know there was a scroll titled Crimson Cloud somewhere. Twilight was still busy looking for that scroll. Spike then interrupted Twilight by saying:

"It's in the other pile of scrolls. The one with all the Canterlot citizen files." Spike said that with a nonchalant tone.

Twilight raised her head, looked around a bit and when she spotted the other mountain of scrolls, she teleported to it and searched the pile. When it finally seemed she found it she shouted:

"GOT IT"

The rest of the group came closer to Twilight to look at the scroll. Twilight opened it to read it through globally first. Her eyes widened and her mouth fell open. The other ponies looked strangely confused at Twilight who then said:

"Oh no... Poor Frowny..."

~Meanwhile at Canterlot~

Frowny had just arrived in Canterlot by flying up the mountain. When he arrived he had to think for a second. So he stopped and sat down beside a tree. He looked up at the sky and thought back to the past.

Frowny was only a colt of 3 years old when he got recommended to attend to classes in Canterlot academy for unicorns. It was a start of basic education. Though the young Frowny already knew what he wanted to become. He had already awoken his aura, soon after his parents found out he was a Creator from Goldihart's side. Frowny wanted to become a military unicorn like his father Grimmer. Frowny's father said that he had to start at the academy. So Frowny's parents got him to participate in an entrance exam. Which he passed with utter ease.

Frowny stood up and walked towards the entrance to the city of Canterlot. Still thinking back to the past.

When his first day at the academy came, he wasn't very excited nor was he very reluctant. The saddlebag that Goldihart, his mother, prepared for him contained just a couple of books and some snacks for in the recess.

Frowny didn't remember saying much that day. In fact he was kind of nervous. He only remembered when he arrived and got introduced. He remembered everypony looking at him. There were some large ponies and some smaller ones. Frowny was the smallest, also the youngest. He planned to prove his worth immediately. So at the first class, when a question was asked that he knew the answer to, he raised his hoof and answered correctly.

When the first recess of the day came, Frowny tried not to rush things with making friends or anything. So he looked for a spot, sat down in some nice shade under a tree, and ate some of the snacks that where inside of his bag. Frowny also remembered reading a book that was in his bag. Some ponies that walked by glanced at him, when Frowny glanced back though the pony turned his head and kept walking on. Nopony spoke to him at that day.

The next day of school Frowny tried approaching somepony once. The only reaction he got though was a weird look and then the pony he approached walked away. Frowny didn't know why, he was confused. Was it because of his frown? Did he do something wrong? Frowny really didn't know. So the next day he tried again. This time nopony even looked at him. With the exception of the teachers who complimented him with the great performances so far. Frowny didn't care about that though. His homework was easy and the few practical things were even easier. But why would nopony else approach him? Why would nopony else compliment him? Nopony even looked at him... Nopony even acknowledged him... He didn't mention this to his parents. He felt no need for it. And when Goldihart or Grimmer asked. He said that he didn't try yet...

Frowny arrived at the Canterlot gates. The guards greeted him to which Frowny greeted them as response. Some Canterlot ponies that he passed by looked at him as he walked on forwards deeper into the city. Frowny felt nostalgia as each of the Canterlot ponies he exchanged glances with. It felt just like each and every recess at the academy. The same look in their eyes and the same reaction to when he looked back. Though that changed after a couple of weeks.

Yes. When the third week of school started Frowny was still eating alone at recess. He switched spots now and then because some spots were shadier and he could read books better. He felt bad though, he felt lonely. Ponies still didn't see him. Then suddenly he heard a voice.

"Hello..." The voice said.

Frowny looked up and he saw a red unicorn stand before him. The unicorn had yellow puffy mane which reflected the sunlight. The unicorn looked at Frowny with big yellow eyes. The filly's look was different from how the other ponies looked at him. Frowny stood up and said:

"Uh... Hi."

The red unicorn smiled and said:

"My name is Crimson Cloud. You are new here too right?"

Frowny nodded.

Crimson Cloud chuckled a little.

"A colt of few words huh? Well let's start with your name."

Crimson Cloud sat down next to him under the tree. Frowny then answered:

"My name, my name is Frowny Shineless."

"Frowny huh?" Crimson Cloud said.

Crimson then took a look at the book Frowny was reading. The book was titled 'Advanced spellcasting' There was no author written on the title.

"Are you good at magic?" Crimson asked.

Frowny nodded again and kept quiet. Crimson chuckled a little again and said:

"So what can you do already?"

Frowny put the book back in his bag and stood up. He closed his eyes and started concentrating. Crimson looked at Frowny curiously. Then after a couple of seconds Frowny got covered in a red light which radiated around him. Frowny's horn also radiated in a deeper red light and the light looked like flames setting the horn on fire. Frowny opened his eyes and saw Crimson admiring his aura.

"This is my aura." Frowny said

Crimson Watched with awe and said:

"Wow, awesome!"

"And you?" Frowny asked.

"Huh?"

"What can you do?" Frowny corrected.

Crimson now stood up as well and pointed towards a rock with her hoof.

"See that rock over there?" Crimson said.

Frowny turned his head to where Crimson was pointing. Frowny then nodded once.

"Check this out!"

Crimson's horn began glowing yellow and the rock started shaking. Then, out of the rock three weird looking yellow colored plants appeared. Frowny watched the process, he was impressed by it but not really awestruck. He tried to look awestruck though. so he let out a quiet oooh.

"I'm not done yet!" Crimson said

Crimson's horn started glowing more heavily and became a little flashy as well. Then the plants that came out of the rock became larger and then after a couple of seconds, flowers sprouted from the plants. The flowers were colored a light red and looked beautiful. Crimson's horn then stopped glowing and she looked proud upon what she'd done.

"Phew!... That was hard!" Crimson said.

Frowny turned his head to Crimson and said:

"You're a Transmuter!"

"A what?" Crimson confusedly asked.

"A Transmuter. You make things out of other things with the same traits!" Frowny explained.

"Oh... I guess I am!" Crimson chuckled.

Frowny couldn't help but chuckle a little too.

And that’s how it was. Each day the two ponies would spend their recess together. With each recess that came the two ponies got to know each other better. If Crimson told Frowny about herself then Frowny would tell about himself too. Or if Crimson would tell about her family then Frowny would tell about his family too. With Crimson saying that Frowny's family was much more exciting than hers.

Frowny had gone deeper within the city of Canterlot. When he passed by the grounds of the Canterlot academy he turned his head towards it. The grounds of the Canterlot academy reminded him a little more about his school life. After his first year attending classes his group advanced to the next grade and homework became tougher. But his friendship with Crimson Cloud was still just as soft and sweet. When Frowny turned 4 years old he could finally start his training with his father. Grimmer would teach Frowny the Shineless art of combat. Frowny had requested a week off from school to be able to finish his training. He did get updates on homework with the days he didn't attend to classes. While Frowny was training with his father he still missed not being with Crimson Cloud.

When the week of training was over Frowny had become really strong already. It was noticeable, his legs became more muscled and Frowny stood his ground more solid. He came back to school. At school Frowny noticed there were some new ponies in his class. In the recess that followed Frowny had asked Crimson Cloud who they were to which Crimson answered that those ponies were transfer students from Manehattan. Or at least that‘s what the teacher claimed them to be.

The transfer students weren't exactly friendly either. That became clear the next day at school. The transfer students were messing around in the hallways and randomly bullying innocent ponies that walked by. It disgusted Frowny, yet he didn't feel like doing something about it. It wouldn't be worth his time wasting on weaklings he thought. The weakest ponies were the ones who attack the helpless, it's a wise rule that was part of his training. Frowny shared his knowledge of that sighting with Crimson Cloud, warning her of them. Crimson acted like she figured, but Frowny saw that she was afraid. He chose not to expose that feeling.

The next week was different. The bullies couldn't help but notice Crimson Cloud this time. They pulled all kinds of childish pranks on her that week. Crimson confined that bullying to herself, there were some other ponies that watched, but none had the guts to step in.

One day, Frowny and Crimson spend they're recess together again. The bullies were bored and decided to go and mess with Crimson a bit more.

"Well well well, look guys! It's our favorite little filly!" The first colt said.

There were two colts coming Crimson's and Frowny's way. Each with a relatively large horn. When the first colt spoke Crimson's face worsened. Frowny noticed she was a little scared or(remove the point make it all one sentence) at least unnerved. Frowny turned his head to the colt that said those words.

"Oh and look at that, she has a little boyfriend too!"

Crimson Cloud now turned her head too. The other colt appeared in front of her and quickly grabbed her bag saying:

"Let's see what kind of treats we find in here this time!" The colt smirked at himself.

Frowny now stood up and approached the colt holding Crimson's bag. The colt noticed and said:

"Hey get lost little squirt!" Bluntly, but mindlessly.

Frowny was now right in front of him and looked him in the eye saying:

"Leave her alone..."

The colt holding the bag now turned his head to the other colt laughing and saying:

"Do you hear that? Crimson got herself a guard."

When the colt holding the bag turned his head over to Frowny again the look in Frowny's eyes changed. His eyes changed as though Frowny could kill any second. You could literally smell the bloodlust in the air. Or at least the bully could smell it. The look in Frowny's eyes were terrifying the bully and his tough getup quickly got replaced with a shivering scared little colt. He dropped the bag and took several steps backward tripping over a rock in his way.

"What the, what are you doing!" The other bully said

"What he's doing is making a wise decision." Frowny said while turning his head slowly in the other bully's direction.

The bully was now struck with the same fear as his friend. Frowny sent over a horrifying intent to kill just by looking him in the eyes. The bully shook his head and said:

"Y-you don't scare me!" And the bully charged to tackle Frowny.

The bully was determined to hit him as hard as he could. When he was near Frowny though, he simply stepped over to the right and jabbed the bully in his stomach. The bully then collapsed gesturing weirdly, his whole body shaking. Crimson had watched the whole thing and said:

"Wu, what did you do to him?"

Frowny changed his look back to normal and answered:

"I paralyzed him, don't worry he'll be back up in about 40 seconds."

Frowny pushed him to a nearby wall in the shade and returned to Crimson Cloud.

"...They bullied you like this multiple times didn't they?" Frowny asked.

Crimson nodded.

Frowny sat down just next to her and said:

"Why didn't you tell any of the teachers?"

Crimson looked at Frowny and said:

"If I did then they would just play innocent like all the others..."

"(Others?)" Frowny thought. She must have been a bully magnet or something.

"You know what? Whenever other ponies bully you, I'm going to protect you. To make your school life easier!" Frowny promised.

Crimson looked surprised at Frowny who was smiling at her. Her eyes were radiant and she blushed a little, it was hard to see due to her red coat though.

"Oh, thank you Frowny!"

From that day on, Crimson Cloud wasn't afraid anymore to go to school. Ever since then Frowny kept an eye out for bullies approaching Crimson Cloud. And when they do, he'd stop them and scare them away. Until the bullying ponies just never tried anymore. Frowny became known around the lower grades of school to be strong and scary amongst the bullies. However other ponies found him to be protective and caring.

It was a life at school Frowny would have never dared to forget. But when he turned five years old something deep inside him changed. Frowny felt hotter somehow. When he was at school Crimson noticed it as well. Frowny's coat felt like it was glowing hot. It only happened every now and then but Frowny found it curious. He also noticed that sometimes when he was sparring or training with his father again, that his horn shook a little and disabled his magic just for a second. Something was definitely going on with him.

Back in the present, Frowny had entered the center of the city Canterlot. It wasn't too busy out today. Markets and shops weren't open today either. There were still some ponies walking by. Even some guards patrolling. When Frowny passed them the guards seem to stand taller. Paying their respect to Frowny apparently.

Frowny thought about the past a little more. The changes to his body temperature were severe. He wasn't sick, or so he claimed. But when his mother checked his temperature it hit the high 80's. If a normal pony would ever hit that kind of temperature they'd overheat for sure. But nothing seemed to be wrong with Frowny. So the family ignored the minority until it would become a liability to Frowny.

"If only I knew back then..." Frowny said to himself.

Several months later after Frowny's body temperature rose. Things were getting weirder. Sometimes Frowny would completely lose his magic. Only for moments, but it happened frequently over the days that followed. Sleeping also became more uncomfortable. He was getting a lot of bad dreams lately. Frowny never remembered what they were about after he woke up, but he knew that they were bad dreams. Frowny figured it'd be no problem so he ignored those dreams.

And then suddenly, on a completely normal day at school, Frowny finally lost control. He tried using his magic once but instead of magic stuff happening, his body became extremely heavy and his vision turned all white. His thoughts replaced with rage and his morals blinded with that rage. Frowny's hoofs caught on fire, which spread around the area.

Back in the present. When Frowny thought back to it, he didn't remember what he had done afterwards. He only remembered unimaginable pain on is hoofs and around his throat and stomach. Where the bandages now conceal the scars of that transformation. Frowny also remembered thinking only of destroying everything around him, trying to lose all the energy he got. Only the words destruction and exhaustion raced through his mind back then. And in fact, those words raced through his mind every time he transformed against his will.

When Frowny regained consciousness the first thing he felt was the intense pain from his hoofs, throat and stomach. When he opened his eyes he saw that he got huge burn marks on his hoofs. And even larger burns on his stomach and throat. Then he realized where he was, he was locked up in a cage placed in a courtroom. The court wasn't in session yet but he was definitely in a courtroom. The first thing Frowny thought about was what happened and how he got in this situation. He thought back at before he lost consciousness. The only thing he remembered was thoughts of destruction and exhaustion of his energy. And he remembered feeling an intense heat coming from inside his body. He stood up, his legs were shaking and his hoofs were aching all over. Frowny looked around him. Examining his surroundings carefully. Frowny's head started to ache real bad too. That’s when Frowny noticed that his horn was gone. At the split second he realized that, the headache got intense and he collapsed again. Soon after Frowny's horn just splat out of his skull. With blood coming down from its roots. Frowny looked up at his horn and then lost consciousness again from exhaustion.

Back in the present. Frowny reflected on what he experienced back then. Every time he transformed to his Nightmare form he had to disable his magic first by destroying his horn. This usually happened on its own. He had to destroy his horn otherwise his reflexes would prevent the transformation from completing and it would cause the transformation to be incredibly painful and would cost Frowny incredible amounts of energy. But every time he recovered from his transformation and turned back to normal, he had to concentrate for a bit to make his horn reappear in a rather gory way. His horn would just splat out of his skull and blood would stream down from its roots. It was one of the many reasons why he preferred not to transform to his Nightmare form too often.

Frowny woke up. Court was finally in session so the lights were on and the room was filled with many selfish looking unicorns. Frowny looked around and notice that the blood vanished.

("It was probably cleaned.") Frowny thought.

The judge then spoke:

"The Nightmare has woken up!"

Frowny looked up wondering: "Nightmare? What does that mean?"

The judge then spoke again:

"Frowny Shineless, do you deny damaging half of Canterlot with your fiery Nightmare power!?"

It only took Frowny one second of thought. He looked around again and saw a window nearby. He focused a little and set his sight to that window to be able to look through. What he saw shocked him. Half of the whole city was indeed damaged with a few buildings lying in rubble. And some fires were still embedding a few other buildings which were being taken care of by the firefighter ponies. Frowny realized that must have been his doing and that the strange sensation from before has something to do with it. He turned his head back to the judge and answered:

"No, it was all my doing..."

The courtroom was filled with noise as the ponies were talking to each other. The judge slammed his gavel to silence the courtroom and then said:

"Then are you accepting your judgment to be banished to The deeper parts of Equestria?"

Frowny only read about The deeper parts. And that that's the place where criminals and heretics are banished to. The deeper parts is an immense area surrounded by the strongest barrier ever to be set up. Frowny had to think it over and closed his eyes. If he is what the judge claimed him to be, a Nightmare, and he couldn't control it resulting half of Canterlot to be damaged due to his power. Then it would be the only way for him to be banished to the deeper parts. So that he can learn to control his power he figured. Frowny opened his eyes again and was about to answer until a bright light illuminated the courtroom.

"I demand a say in this." A voice said.

When the light dimmed, the pony that appeared was none other than Princess Celestia. The current ruler of Equestria. All ponies in the courtroom bowed briefly and the judge welcomed the presence of royalty.

"Frowny Shineless has indeed damaged the city with his Nightmare powers. Though it was not himself who was in control of his actions." Princess Celestia said.

The eyes of everypony in the courtroom were shifting from individual to individual as the information sped through all their heads. It was clearly visible that Frowny was furiously scarring Canterlot. How could it not be him? Celestia continued her speech

"Young Shineless here possesses great power untold of for many centuries. Even before my own time. Yet his bursting period came earlier than expected therefore he couldn't control it yet."

This statement cleared up many ponies' minds. Yet doubt still levitated as a cloud inside everypony's heads.

"I would like to rephrase his judgment." Celestia said.

"I declare Frowny Shineless will be sent to The deeper parts of Equestria with a mission. The only tasks I provide with that mission is..."

The courtroom suddenly went all quiet. Celestia waited in suspense so she reached everypony in the courtroom.

"Gaining complete control over your Nightmare abilities and of course, getting out of there. That is all."

And with that, Princess Celestia vanished just as quickly as she appeared withing the same bright yellow light. Ruckus commenced in the courtroom and the judge slammed his gavel three more times to get things quiet again.

"The Princess has spoken. Therefore we will carry out this judgment. Banishment to The deeper parts with the task to return with dignity and control. Do you accept these terms Mr. Shineless?" The judge said.

Frowny closed his eyes and nodded. The judge slammed his gavel and announced the case to be closed and that Frowny will be escorted to The deeper parts three hours from that moment. Just to bid his farewell to his siblings and friends.

Crimson Cloud showed up at that courtroom as well and dashed away to the cage Frowny was in as soon as the courtroom cleared up. When she arrived, she halted for a second to catch her breath. Afterwards she said:

"I'm so relieved it wasn't actually you but... What are you going to do now?... And what am I going to do?(?)"

Frowny opened his eyes and walked towards Crimson with a smile on his face. To Crimson he looked relaxed but she could still see the sadness in his eyes.

"Crimson, I can't describe how sorry I am for letting this happen to you. But I will promise you this, I will return to you. So until then, can you promise me to stay out of trouble?" Frowny asked.

Crimson had a hard time to accept her loss at that point. But she still nodded and came closer to Frowny reaching out to him. Frowny came closer to Crimson as well. The two ponies then hugged as their farewell gift.

"So long then... Crimson Cloud..." Frowny said withholding his tears.

Crimson Cloud couldn't hold back her tears and one streamed off her cheek. Frowny looked at her and dried her tears smiling. Crimson Cloud then turned around still looking at Frowny saying:

"So long Frowny..."She said quietly.

Crimson Cloud left the courtroom as Frowny's parents approached him. Frowny watched Crimson leave. At that moment he wasn't sure yet if he'd ever see her again. When Frowny's parents arrived his mother Goldihart spoke first:

"I was so worried it was going to be worse dear!" Goldihart rushed to give Frowny a hug.

"Mother please... You don't have to blame yourself for this mess. You could have never known." Frowny said.

Goldihart hugged Frowny tight. Knowing the chances it would be her last three hours with her son.

"Just promise me you'll be back. Promise me you won't leave us." Goldihart begged.

"Of course I'll be back. I'm a Shineless after all. I will never abandon those dearest to me." Frowny said.

Goldihart looked happy and relieved at her son and backed away to give her husband Grimmer a chance to talk to his son. Grimmer was still uniformed as a guard from his duty. Frowny figured he must have left his post just for him. Well then again he did damage half of Canterlot so it wasn't really without reason. Grimmer hugged Frowny as well and said:

"Train hard son. And return as fast as you can. Remember our training together." Grimmer said half crying.

"Of course father. I will return before you even notice."

Grimmer stepped back and picked up a square box out of the bag he carried on his back. The box was black and was radiating blue light from its corners.

"Take F78 with you. He belongs to you after all." Grimmer said

Grimmer reached out the black box to give it to Frowny. Frowny levitated it to his side and said:

"Right. We will guard each other and he'll provide a sparring partner. As well as provide) some company."

The couple backed away saying:

"Please don't forget us?"

Frowny smiled and said: "How could I ever... Goodbye mother, father."

"Goodbye Frowny!" Grimmer and Goldihart both said.

The courtroom was now completely cleared out and Frowny sat down near one of the corners of his cage.

"Now to wait for my escort." Frowny said to himself.

Frowny then looked at the black box containing his genetic copy. He remembered that when he was 2 he got the genetic copy for his birthday. Every honorable Shineless gets a genetic copy. Frowny's was made and registered when he turned 1. The preferences for its geno- and phenotype were set by his parents. Frowny figured he'd wake him up after he arrived in The deeper parts to prevent losing him so soon.

Frowny didn't notice he had already passed the Canterlot city plaza. Near Crimson's place he remembered. Frowny now of course finally remembers about Crimson, his dearest friend.

After a little more walking Frowny had arrived at Crimson's house as he remembers. It was a smaller castle with only two towers at walking distance from the city plaza. Ideal for shopping trips or walks through the city. Frowny walked to the door and knocked it three times awaiting response. When the door opened a lighter red coated unicorn stallion with a short brown mane opened the door. He looked cheerful and was apparently enjoying the sunny peaceful day in Canterlot.

"Well well well! If it isn't young Frowny! Boy has it been a long time since I've seen you!" The stallion greeted.

"Yes indeed, it has been a full 21 years now if I remember correctly!" Frowny replied.

"Okay then, you must be here about dear Crimson aren't you?" The stallion then stated. Sounding a little more serious.

Frowny simply nodded as an answer.

"Come on in then. I'll tell you what you've missed all these years."

The stallion turned around and walked back inside the house. Frowny followed and inside the whole house was decorated with greenery. The hall was illuminated with a capsule holding fireflies as their light source. The stallion lead Frowny to the living room which was decorated the same way though the room was illuminated with the sunlight coming in from the many windows the circular room had. The stallion sat down on a pile of pillows and gestured Frowny to sit down across from him. When he did the stallion closed his eyes, collected his thoughts and spoke:

"The guards filled me in on your return. With a letter from the princess telling me that when you'd come here that you would be here to find Crimson."

Frowny looked at the stallion with curiosity to what he had to say.

"Let me start at the point where you left the city... Crimson gradually told me and my wife about her relationship with you. That you protected her from bullies that always seemed to target her." The stallion paused for a second.

The stallion opened his eyes and looked at Frowny. To which he then asked:

"How did you experience your relationship with her?"

"The two of us shared our recess together every school day. At lunch we would eat together. And whenever somepony would come to bully her, I would scare them away through their own conscience." Frowny answered

"Combat rule number one huh?" The stallion asked again.

Frowny nodded.

"Yeah she told us about how you handled them. She admired you for that." The stallion said with a certain look in his eyes.

Now Frowny became really curious to what he was talking about. The stallion spoke as if...

"After you left, Crimson really missed you. She always checked the city gates to see if you would come back yet. And she started to concentrate less on school. It appeared to us she was really attached to you." The stallion paused again and sighed.

"When we asked about you she wouldn't say much, she would just say that she was wondering when you'd come back and that she missed you. Sometimes we could hear her cry in bed."

Frowny felt bad about it when he said that. Then he continued.

"After a couple of months things went better and her grades were starting to rise again as well. And after she graduated from the academy she got herself a part time job at a pharmacy. Her transmuting skills got her promotion there and soon enough she got herself a name here in Canterlot." The stallion paused yet again and sighed more deeply.

"But she could never forget about you. We could still get that kind of vibe from her about that."

"Does this mean she's still at work maybe?" Frowny asked.

The stallion closed his eyes again and lowered his head before he opened them again and said:

"About 6 years later she got terribly ill. The medical ponies diagnosed her with an unknown disease affecting her digestion system. She would only have a couple of months left." The stallion said.

Frowny now finally realized where this conversation was going. And quickly asked:

"The doctors didn't know of a cure?"

"No sadly. And it tore us apart seeing things turning out like this after everything in her life went so well." The stallion paused and cleared his nose.

"Crimson was incredibly sad about it as well. She still hoped you would come back before she left but before her time was up she realized it would never happen again. Her last words were:"

"When Frowny ever comes back... Please tell him that I love him and that I'm sorry that I couldn't stay alive long enough to see him again..."

...

"And now she rests at the local cemetery in the southeast district of Canterlot. It would be best if you visited..." And then the stallion left the room

judging from the sounds echoing through the building, the stallion had gone upstairs leaving Frowny sitting in the living room.

Frowny couldn't believe what he just heard. He dashed out of the house and ran for the southeast district of Canterlot to visit the cemetery.

~Meanwhile back in Twilight's library~

"What does the scroll say what does the scroll say!?" Pinkie asked loudly.

Twilight was feeling bad for Frowny after she just read the scroll.

"This is a medical report from a diseased filly called Crimson Cloud. Her last words are written here and... See for yourself..."

Twilight turned the scroll around and showed it to the rest of the group who read it quietly. The curious looks in they're eyes turned to shock and sadness to Crimson's final words.

"Oh this can't be. Poor Frowny..." Rarity said half crying.

...

"My guess is that Frowny must've found out by now." Rainbow Dash said.

"He's probably heading for the Canterlot cemetery then!" Twilight followed.

...

"Ah don't know if you girls noticed but. Fluttershy just left." Applejack suddenly said.

The group looked around and indeed, Fluttershy was gone.

"Well what do we do now?" Pinkie asked.

Twilight thought about that question for a minute before answering:

"We wait... I believe Frowny will need some time to get over his losses. And before you ask we should let Fluttershy go as well. She can help Frowny get over it."

And so it was. The group settled themselves in the library and grabbed something to do.

Fluttershy had just realized why Frowny had to run off to Canterlot all of a sudden. She figured Frowny had to find Crimson Cloud. After all she was probably his only childhood friend. And now she's gone. Fluttershy figured Frowny had probably already realized that but she thought she still needed to be there for him. So Fluttershy flew as fast as she could over Ponyville and towards Canterlot up in the mountains ahead. She noticed the gem around her neck wasn't glowing as strong as it normally does. That must mean Frowny being in deep sadness.

When Fluttershy arrived at the Canterlot gates she was greeted by the guards who noticed the element of kindness around her neck. The guards let her through immediately bowing briefly. Fluttershy didn't care. All she cared about right now was finding out were the cemetery is. Fluttershy ran towards one of the stationary guards in the city and asked:

"Excuse me sir? Can you tell me which way the cemetery is?"

The guard pointed east from where the two were without saying another word. Fluttershy thanked the guard and Flew up eastwards. Determined to find Frowny there.

When she arrived at the cemetery, she landed near the gates. Which were opened. There was a stationary guard at the gate. Fluttershy approached him to which the guard asked:

"Why are you here?"

"Did you see a red maned unicorn with a black horn enter the cemetery here?" Fluttershy asked.

The guard cleared up and answered:

"Do you mean sir Shineless? Yeah he entered a couple of minutes ago. He's at the northern side of the cemetery just ahead on the third turn right."

Fluttershy thanked the guard and entered the cemetery walking right ahead taking the third turn right. She halted and saw Frowny sitting there with a sad look in his face staring at a gravestone with a picture of a red unicorn on it. Fluttershy slowly walked towards Frowny and sat next to him. The gravestone said:

'Here lies the dearest Crimson Cloud. Died from an incurable disease at age 17.'

It saddened Fluttershy to how close it was to Frowny's age. If he was just a couple of years earlier he could have...

"If only I had returned sooner..." Frowny said.

Fluttershy turned her eyes in Frowny's direction.

"I could've been there with her... I could have..."

Frowny was interrupted by Fluttershy suddenly hugging her.

"You don't have to bear all this alone Frowny... Because you’re not alone anymore..." Fluttershy said.

Frowny then got reminded of Crimson again. Who said just the same thing before to him when he was in a jam. It was almost like Fluttershy was Crimson.

The sadness overwhelmed Frowny and he hugged Fluttershy holding her tight. He closed his eyes to which tears escaped from his eyelids. He cried. Struck by the death of his friend and by the way Fluttershy comforted him. To Fluttershy it sounded like the child in Frowny had finally surfaced, she could finally grasp what kind of situation Frowny went through. And most importantly she could finally relieve Frowny of the burdens he carried.

...

~Just an hour later~

The couple just left the cemetery and Frowny had finished mourning over his friend. He had finally gotten over it and was ready to move on.

"She loved you didn't she..." Fluttershy suddenly asked.

Frowny looked down at the ground thinking back to the final words Crimson spoke. And after a little while Frowny answered:

"Yes... Just as much as I loved her..."

...

The couple was just about to head back to Ponyville when Frowny suddenly halted.

"Is... Something the matter Frowny?" Fluttershy asked.

"Well, since we're still here... Let's go and recruit some ponies..."

Frowny and Fluttershy turned around in the direction of Canterlot plaza.

"So, who do you have in mind?" Fluttershy asked.

"Let's start with the strongest ponies I know about..."

END OF CHAPTER