When Angels Lose Their Way

Chapters

Chapter 1
Chapter 2
Chapter 3
Chapter 4
Chapter 5

Chapter 1

The songbirds sang a beautiful melody, lulling Fluttershy into a sense of peace and tranquility. She lay on a blanket in a grassy meadow, a small array of foodstuffs arranged on the blanket between her and that most wonderful pony in the world: Rainbow Dash.

“Isn’t it lovely?” Fluttershy asked as she sipped a mug of chamomile tea.

Rainbow Dash swished her sapphire blue and pink streaked mane with a flick of her head, and flashed Fluttershy a heart-melting smile. “Heck yeah it is!” She lit her horn and raised a sandwich to her mouth. “This is the best daisy sandwich I’ve ever had!”

Fluttershy’s cheeks bloomed, swishing her hips in joy at the compliment. “Thank you.”

Rainbow set down the sandwich and scooted over on the blanket till she could just reach Fluttershy. She stretched out one massive purple wing and wrapped it around Fluttershy, filling her with a warm tingling in her belly. “You’re the best marefriend a mare could have,” Dash said.

Fluttershy melted against the alicorn, listening to her heartbeat. Slow and steady, matching Fluttershy’s own. “I love you, Rainbow Dash,” she said as she nuzzled into Rainbow’s feathers.

“I’m not Rainbow Dash!” said Rainbow in a bookish, librarian kind of voice.

Fluttershy laughed, and looked up into her marefriend’s violet eyes. “Of course you are,” she insisted. “Who else would you be?”

“Fluttershy.”

Fluttershy blinked. “What?”

“Fluttershy!”

Fluttershy's slumber broke amidst the boom of explosions and the sound of screams.

“Fluttershy!” Spike shrieked for a third time as he shoved open the door to her castle bedchambers, his armor clanging as he ran. He opened his mouth to shout again, but his foreclaw caught on the carpet. He fell flat on his face.

“Oh goodness, Spike!” Fluttershy gasped as she sat up, drawing her wings together. “What's going on?”

He gasped for air. “We're... under... we're under attack!”

Shy leapt out of bed, scattering sheets and quilts every which way. Taking the rope in her mouth she opened her blinds, revealing nighttime Ponyville, much expanded in the last year, beyond the twinkling purple shields guarding the castle.

The few scant street lights, normally glittering like fireflies, flickered and washed out underneath the light of fires burning in buildings all along Market Street. The outer town shields were raised, but they cast only a pale shadow of their usual full glow, flickering and wavering underneath cannon fire. An occasional shot punched through, exploding and setting more homes ablaze.

She could also see members of the Sparkle Guard, the castle's defense service and Ponyville police force, engaged in battle against hulking beasts.

Centaurs.

Each centaur that Fluttershy could see carried a massive longbow larger than a pony's full length strapped to their back, bearing glittering gems of various colors. They also carried long, wicked tipped spears or nasty, barbed swords. Though most were wearing bardings of plain steel, she saw one wearing golden, gem-encrusted mithril.

One of the Sparkle Guard, a rose colored pegasus, gripped a spear in her mouth as she attacked a centaur with vicious stabs. The centaur raised a bracer and blocked the blows in rapid succession; the final blow glanced off and the pegasus lost control over her spear. The centaur snatched the spear by the shaft and slapped the Guard pegasus to the ground, following up with an impaling stab.

Fluttershy gaped, shutting the blinds before Spike could see any more. Or her. She felt a tinge of nausea. That centaur just killed that pony... She'd seen death before, of course. It couldn't be avoided in her line of work. But it was always the death of an animal, usually—thanks to her work—to old age, rather than injury. To see a pony cut down so brutally like that...

“Oh goodness...” she murmured.

“...I… I guess Twilight's negotiations didn't go so well...” Spike said.

“No... no they didn't,” Fluttershy agreed. She didn't understand why. Yes, the centaurs had been making demands for ages now, ever since the Tirek incident had awakened them from their centuries long slumber. But for Twilight, and the others, to actually fail?

She didn't want to believe it, but the attack she'd just witnessed didn't lie.

“Spike,” she said, leaning down so she could look him in the eye. “We have to help everypony! They're going to need us.” She shivered. Help how, she wasn't sure yet. But help she would. She had to.

“Right!” Spike said. “Follow me! Trixie and Big Mac are waiting for you in the map room!”

Fluttershy nodded, and followed him as swiftly as her hooves could take her.

~ * ~

Twilight Sparkle had never quite stopped to look at Fluttershy quite so closely before. But then, when would she have had time? Between all the misadventures they’d experience in the relatively short time since they’d met, and Twilight’s librarian duties, and her studies on friendship, and her other studies on other subjects like arcane physics, chemistry, alchemy, whatever Princess Celestia had assigned, she’d been too busy. But then, Fluttershy had just saved her life from a cockatrice! That doesn’t happen every day! Fluttershy clearly deserved her notice.

And now that Fluttershy had it, sitting there bathed in the rays of the noonday sun, Twilight wondered why she’d never noticed how… beautiful she was. From an objective standpoint, like… like admiring the beauty of a statue or a painting. Those soft blue eyes, gentle, quiet, demure. Yet fierce enough to take on a cockatrice. Eyes were windows to the soul, Twilight had once read, and it was only now that Twilight was seeing the hidden strength lying within. And then her hair… it curled around her face just so, drawing in the eyes… a perfect example of local fashions worth study, of course, and Fluttershy wore it better than anyone else she’d seen. How did Fluttershy get it to shine that way? Oh, and then there were her wings! So different from Rainbow’s. Twilight just had to study them--purely for scientific reasons, of course--so she could see them in more detail. If Twili--err, that is, the pony volunteering for the experiment--were wrapped in them to keep warm, would their...fluffiness help or hinder as they embraced her in care and warm--

“Um, Twilight?”

Twilight's eyes popped as she came back to reality. Sitting across from Fluttershy, tea mugs before them. Fluttershy was fidgeting with hers, not really looking in her direction so much as at the table. “Are you... are you okay?” Shy asked.

A blush came to Twilight's cheeks. Had she been staring? Oh no, she had. Darn it! “Sorry, Fluttershy! I, um...” she scrambled, reaching for any kind of excuse. “I guess I'm just so amazed you talked a cockatrice into unpetrifying me! You saved my life. How'd you do it?”

“Oh! Um, well.” Shy rustled her wings. “It was my Stare.”

Stare? Why had Twilight never heard of this before? Twilight cocked her head. “Stare, huh? Something in your eyes? Does it scare them?” It made sense. Maybe that's why Fluttershy's eyes had been so entrancing. Yes, had to be.

“Something like that.”

Twilight rubbed her chin. “Hmmm... I've never seen magic like that before! Do you think you could maybe come to the library with me? So I could study this Stare.” And maybe her wings too, while Twilight was at it. At Fluttershy's initial silence, she added, “I mean, if you'd be okay with that.” Not likely, after all that staring, Twilight groaned inwardly. And then again as she realized the inadvertent pun. This was just like that time in the third grade, with Storm Seeker. And then in fifth grade with Clear Skies. Twilight had earned herself a bloody nose for that one. She would’ve thought she’d learn her lesson over excessive staring by now. She was such a good student of everything else!

Fluttershy gave her a watery smile. “I, um, can't, sorry. I'm meeting up with Rainbow Dash. She's going with me to watch the Butterfly Migration!” As she said the words Rainbow Dash her eyes lit up with such a glow that it renewed the fiery warmth in Twilight's cheeks. Fluttershy set her hoof on Twilight's, raising the blush from simmering to boiling. “Maybe some other time.”

“Right!” Twilight clambered out of her chair, tripped, and fell on her rump. She laughed nervously and scrambled to right herself. “Right. I'll... I gotta go too! You know, books to read, papers to write, busy busy busy!”

“Oh. Okay. Um, bye.” Fluttershy waved a wing.

Twilight nodded far too fast far too many times and broke into a gallop. “Smooth, Sparkle, real smooth,” she grumbled at herself. “Way to creep out one of your best friends. One of your only friends!” She scowled. “What the heck is wrong with me anyway? Staring, stammering, blushing like crazy? It’s just Fluttershy, not some goddess of beauty in an old story!” She slowed her pace to a canter. “There has to be an explanation. I mean the only reason somepony would stare that much is because they’ve got a crush--oh no. No way.” She rolled her eyes and laughed. “That’s completely ridiculous. I don’t get crushes on ponies. Especially not one of my best and only friends. I know enough about friendship to know how much a crush can ruin said friendship! But there’ll be no ruining, because there is no crush!”

The image of Princess Celestia came to her mind unbidden.. With a groan she took that image, slammed it shut into a lockbox and buried it deep in a dark hole in the forest and threw the key behind the gates of Tartarus. “I don't get crushes!” she growled through gritted teeth. “I don't!” Nopony responded, since no pony was around, but if there was they would agree! They would!

Chapter 2

~ * ~

The map room, as it had come to be called, was normally a quiet place. Though technically the throne room for Princess Twilight and her friends, they really only ever used it when they needed to see what part of Equestria needed them most. But the Sparkle Guard had transformed it into a war room, bustling with activity as SG captains rallied troops and quartermasters distributed supplies. The map of Equestria in the center of the room had shifted to a map of Ponyville, tracking the centaur invaders as well as the Sparkle Guard and civilians.

Trixie—no, Colonel Trixie, Fluttershy reminded herself—pored over the map. Big Macintosh stood silently nearby, watching over her. When Twilight was first organizing the Sparkle Guard, she wanted the best of the best to lead it, arguing in Trixie’s case that her skill with magic, the skill she’d proven in the Alicorn Amulet incident, made her by far the best choice. Fluttershy had argued she was too… mean, but Twilight figured she deserved the second chance anyway. Maybe. She hadn't messed it up yet, at least. Big Macintosh serving as her co-leader helped keep her on a fairly tight leash even when Twilight wasn’t around.

“Ah, Fluttershy!” Trixie snapped off a pompous salute. Big Macintosh gave Fluttershy a more demure and respectful nod. “Excellent. Come, look at the map.” Fluttershy stared at the many colored dots moving around the streets and alleys. “Civilians are blue, our guard are green, and the enemy are in red.” Fluttershy winced at just how many red dots gathered outside the town. “There's only a couple of dozen or so inside town, nothing the Great and Pow—ahem, that is, that Trixie couldn't handle by herself.”

Considering how easily that one centaur had slain a trained, combat ready Sparkle Guard pegasus, Fluttershy doubted that.

“There are hundreds outside,” Trixie continued. “Maybe thousands; we've not been able to gather accurate numbers. They came upon us so fast.”

Fluttershy whimpered. “Oh dear... where did they even come from?”

Trixie waved her hoof. The map zoomed in to show a scintillating orange glow just outside town, surrounded in a sea of red. “We think this is a portal bringing them from elsewhere, probably the centaur homeland.” Trixie's normally bombastic expression melted into a worried frown. “We barely got the town's shields up in time; they must've been planning this for ages, to hit us so hard so easily.”

She sighed. “It's grim, Fluttershy. We don't know how we'll be able to stop them. If we can stop them. There's just too many.” With another hoof wave the map zoomed out, showing the weakening shields. “They'll probably break through within the next couple of hours. After that...”

“They're going to kill us all!” Spike burbled in a panic. Fluttershy paled, quivering.

Trixie glared at the little dragon. “Thank you so much, Spike, for putting into grim and depressing words what Trixie had been trying to put delicately! It’s not as if Trixie has had a hard time with morale! Perhaps you could give our soldiers a speech on how the centaurs will murder them and then violate their corpses! See how many you can inspire to desert!”

That only seemed to make Spike--and Fluttershy, for that matter--even more panicked. A flash of guilt crossed Trixie’s face, becoming more than a flash when Big Macintosh gave her a steely stare. “Trixie was joking, Spike. Trixie was told you do that in crises? Trixie believes she has her old hat around somewhere, if you need some comic fodder.”

“...Nah.” Spike smiled weakly. “Too easy.”

“Hmmph. My hat was dignified.”

Fluttershy, shaking like a leaf, finally found the strength to say, “No... no they wouldn't! They couldn't!” But the shrieks of ponies and booms of cannon fire told her all too plainly how foolish her words were. “C-Can't we call for help or something?”

“Nope,” Big Macintosh said plainly. “We've tried, but all our wireless frequencies are bein' jammed. They cut the telegraph cables too. Even the underground ones.” He snorted.

Spike raised a claw. “Why can’t we just send a pegasi with a message?” Big Macintosh and Trixie shook their heads. “You know… fly… straight up… to dodge arrows… no?” He held out his paws. “Why not?”

Trixie snorted. “You’ve been Twilight’s ‘number one assistant’ for this long and failed to catch on to such a basic principle in arcane technology?” She lit her horn, creating an image in the air of a cartoon village covered with a shield. “Any sufficiently powerful magic is inherently disruptive to all other forms of magic around it.” A cartoon pegasi in flight came over the village and instantly plummeted. “Pegasi flight is magical in nature. The shields over Ponyville are large enough and powerful enough that they disrupt any form of magic above them for miles in every direction! You could fly inside the shield, but outside, you could not fly more than fifty or so feet over them before your wings would simply stop working.” She let the images dissipate. “Not even an alicorn’s magic is powerful enough to fight through the interference over Ponyville.”

“So, we're on our own,” Trixie declared.

Fluttershy's lips trembled. “But, but surely Princess Celestia or someone in Canterlot—”

“We're on our own! Riding solo, abandoned, on our lonesome, lone wolves, all about ourselves, in solitary confinement with the centaurs as the prison! How many ways must Trixie say it?” Trixie said. “Canterlot's under attack too; we can clearly see their great and powerful shields if we just so much as glance out a window! There's no help coming, Fluttershy.” She shook her head, leaning against the map table. “What're we going to do?”

“Panic?” Spike asked.

It sounded like a very good idea to Fluttershy. Losing herself in panic... she'd done that so much in her life. But that was before she'd become one of the leaders of Equestria. As much as she wanted to run and hide, to scream like the rest, to cuddle under her blankets until the mean old centaurs went away... they weren't going to. The lights of blue, of innocent civilian ponies, winking out all across the map told her that much. For whatever reason the centaurs wanted them all dead.

And that was enough for Fluttershy to rally herself. She clenched her jaw, and set a hoof on Trixie's. “We won't give up.” She puffed up her chest, trying to project more confidence than she honestly felt. For Trixie's sake. For all their sakes. “We can at least buy some time!”

“How?” Trixie looked at her pleadingly, tears brimming in her eyes. For all her bombasity, for all the authority of command that she'd held for the last year, since the formation of the Sparkle Guard, Fluttershy could see Trixie was about to fall apart if Fluttershy didn't stop it. “We only have a hundred or so trained guards!” A couple of green lights winked out on the map. “And that number is shrinking fast… too fast! Need we send more to their deaths? Trixie is… I am tired of that burden. But I cannot stop them myself! I’m no Twilight Sparkle; I cannot just whisk them all to Tartarus while sipping tea and reading a romance novel! All I can do is… is hide behind this blasted map!”

Fluttershy shook her head. “You also have me,” she said plainly.

Trixie laughed bitterly. “You? Of course! Perhaps you can cower at them with your oh so vaunted cuteness, make them feel so much pity that they drop their weapons, feel the magic of friendship, and dance around a campfire with us! We could even do a musical number!”

That almost unnerved Fluttershy right then and there, until Big Macintosh set a hoof on Trixie’s shoulder. “Maybe we should let her explain what she means,” he said pointedly.

Fluttershy took a moment to breath deeply, gathering her strength. She waved a wing at her throne. “Remember how we defeated Tirek?”

Trixie glared. “No, because Trixie was not living in Ponyville at the time, if you recall!”

Spike's eyes popped. “Oh, she means her Rainbow Power!”

Trixie stared blankly. “Her what?”

Spike rolled his eyes. “It's an empowered state, enabled by the Tree of Harmony! It's like... did you ever read Pony Ball comics?” Trixie's icy stare answered that question. “Okay, okay, jeeze. It's basically, like... oh! Remember how the Alicorn Amulet enhanced your power? It's kind of like that, except it enhances everything Shy does! She can hit harder, fly faster, carry more, have lots of stamina; she can do everything better!”

Trixie made an “o” of understanding with her lips. “Ah!”

“So yes,” Fluttershy said. “I can fight.”

“Nope!” Big Mac shook his head furiously. “No way. Nuh uh. Fluttershy, you're not a trained fighter.”

Spike piped up, “And I uh, I thought that only worked with all six of you together, anyway.”

“Not true,” Fluttershy insisted, to both of them. “Twilight worked out a way for us to power up by ourselves. In case we ever needed to, she said.” Fluttershy left out the warning Twilight had given her about how using it by herself could be overwhelming. The power was meant to be used in Harmony with the other Elements. Any one, even Kindness, by itself, without at least one other, might be too powerful to handle without losing control. But Fluttershy didn't see in any other choice.

“And I am too a trained fighter,” she added to Big Macintosh, with an offended glare. “I'm not as good as Rainbow Dash, but I have a first degree black belt in karate.” At Trixie's disbelieving snort, she said, “Rainbow Dash has been training me privately.”

Spike puffed up his chest, drawing the short sword at his waist. “And I can fight too!”

“Nope!” Big Macintosh glared.

“No!” Fluttershy shouted at the same time. Spike shrank away, deflating. “No,” she said more softly, giving him a smile. “Twilight would never forgive me if you were hurt. But you can help out here, I promise.”

“Okay,” Trixie said, swishing her hair and turning up her nose, as if trying to forget her few moments of weakness. “Okay. This... ‘Rainbow Power’ gives us an edge. So what's the plan?”

To be honest, Fluttershy still wasn't quite completely certain herself. She studied the map, looking at the twin sets of shields covering the town and the castle, remembering something Twilight had said when they were installed. “The castle shields are much stronger than the town's, right?”

Trixie smirked. “Of course! Trixie helped Twilight.. and a few others... in constructing and enhancing the shield generator! Under this kind of bombardment it could easily last for weeks!” She snorted. “If only Twilight had listened to Trixie when Trixie told her the town's shields should be just as strong. But no, Twilight wanted to argue about “square-cube ratios” and “cost effectiveness” and a load of other rubbish. Pah!”

Fluttershy rubbed her chin, looking at the map. She noticed the various points of blue were steadily moving inward, sparking an idea. “Oh! What if we get everypony inside the castle? We can at least protect them better in here.”

Big Macintosh nodded. “Eeyup.” Then he frowned. “Nope. We don't have enough food to keep everyone going. Not unless we stretch it super thin.”

“Nevermind that,” Fluttershy said. “When the centaurs break through the town's shields, they're going to destroy everything they can get their hands on! Including ponies.” She pointed at the blue light near one red light that winked out as she spoke.

Big Macintosh nodded sadly. “Eeyup. Yer right, Fluttershy. Can't let that happen.”

Trixie shrugged. “Trixie supposes. Of course such a plan could be incredibly short-sighted enough that it bites us all in the rear end later, but if this is going where Trixie thinks it is going, it’ll likely be someone else’s problem.”

Fluttershy took one last look at the map, and steeled herself for what she was about to suggest. “So, um, I think Trixie and I should lead teams, then, out into town.” She pointed at the groups of red dots. “We can distract the centaurs inside town, keep them pinned while everyone else, led by you, Big Mac, get as many townspeople inside to safety as we can.” She smiled at Spike. “You can help set up places for ponies to stay while they're here.”

Spike saluted, beaming. “Sure thing, Fluttershy! You can count on me!”

“I'm glad,” Fluttershy said, meaning it with all her heart. Spike was precious to her; she didn't ever want him to come to harm. But she knew how much he always wanted to help too, so making sure he could... well that was the best way to keep him safe.

“As Trixie thought,” Trixie said. “She is going to be a corpse on the street.” She curled her lips into a frown, and furiously shook her head. “But no matter. Trixie would be aghast to let Fluttershy fight when she did not! Let us get this plan started. The quicker the better. Amethyst!” She started barking orders to her Guard.

Big Macintosh nodded to Fluttershy, then gestured for her to follow him. He took her off into an isolated corner. “What is it?” she asked him.

He placed a hoof on her shoulder. “Listen, Fluttershy. I'm going to tell you straight: it's gonna be kill or be killed out there. You're not gonna get away with only knocking them out. Ya hear me?”

Fluttershy shook her head. “It doesn't have to be that way, Big Mac. I'm... with Rainbow Power, I'm strong enough to not have to use... lethal force.” She shuddered at the thought. She'd never be able to do that. Not ever!

Big Macintosh's eyes narrowed into slits. “Now you listen, Fluttershy,” he said. “I'm not lettin' you go out there with big ideas of bein' noble! If you leave them alive on a battlefield, you're just leavin' chances for them to stab ya in the back!”

Fluttershy held her ground with a glare of steel. “No. I won't.” She flared her wings. “I'll fight! But I won't kill.”

“Don't be a durned fool!” he growled. But she refused to budge. He sighed. “I'm not gonna convince you, am I?”

“No,” she said simply. “Sorry.”

He scowled. “Fine.” He clapped her on the shoulder. “But you'd better make damned sure you don't mess up.” He twisted his mouth into a half frown. “And I get where you’re comin' from. I do. I hope you'll end up right, in the end.”

Fluttershy nodded, giving him a grateful smile. “Thank you, Big Mac.” She hugged him, and stepped back. “I need to, um, power up now.”

“Eeyup.” Big Macintosh saluted. “I'll gather you up some pegasi to go with you.”

“Okay.”

Fluttershy stepped away from the crowd of ponies. Twilight had warned her not to be standing too close to anyone; the force of a single power up tended to flare, she had said. Inwardly, Fluttershy quavered at the thought of what she was about to do. Fighting for Ponyville... well, yes, she'd done it before, but never like this. Not even the Changeling attack on Canterlot had been as brutal as this would likely be. A small part of her, deep inside, kept trying to tell her that Big Macintosh was right, that she was being a fool. She took that part of herself and threw it down a deep hole. She was Kindness. She wouldn't kill. She wouldn’t be so… so weak.

She wouldn't.

She took a deep breath, and focused. In an instant she was lost in the glow of the Rainbow Power cascading through her.

~ * ~

Okay, Maybe Twilight was lying to herself. Maybe she really did get crushes on ponies. In truth, as she had watched the wing power dial, seeing Fluttershy give the tornado the final burst of power it needed to carry Ponyville's water to Cloudsdale, she'd felt such a surge of pride in her breast. A feeling of “that's my girl,” as it were.

A feeling that had crumpled like a wadded paper when she saw just how much Fluttershy clung to Rainbow Dash, swooning under every word of praise. Jealousy was not an emotion Twilight was used to experiencing. But jealousy filled her nevertheless. Then naturally guilt followed the jealousy, because what kind of pony, what kind of friend, did it make her if she was so jealous of her friends? A bad pony, and a bad friend, that’s what! Which only left her feeling more bitter at Rainbow and Fluttershy for making her feel like that, then guilt and shame at blaming it on them, and so on and so forth in an infinite loop spiraling ever downward.

So when the parade had reached Ponyville proper, Twilight politely broke off, leaving Spike to celebrate with them, whilst Twilight found a quiet corner of a nearby restaurant's outdoor seating to try to banish the ugly feelings from her heart. Or at least get in a good moping session while she watched them have fun without her.

“Hey, Twilight!”

Twilight nearly jumped out of her skin, spilling the drink she'd been nursing as an excuse to stay at the restaurant. “Pinkie Pie!” she growled. “What have I told you about sneaking up on ponies?”

Pinkie giggled in her typical snorting fashion. “Sorry, Twi! I'm just so so excited to see you again!” She gripped Twilight in a vice-like grip that resembled a hug in much the same way an iron maiden resembles a tanning booth. “What'd I miss?”

Twilight wriggled out of Pinkie's hooves, grimacing. Pinkie smiled sheepishly, softening Twilight's gaze. She pointed at the crowd not far away. “The pegasi were scheduled to perform the annual water carrying tornado today. And Fluttershy saved them from failing! It was so amazing...” Twilight sighed dreamily, momentarily forgetting how bitter she was feeling.

“Really?! Wow!” Pinkie's eyes popped. She joined Twilight in watching the celebrating pegasi. “I should totally plan a party to celebrate!”

Twilight smiled. “A party? So soon? But you just got back from a week of helping your family's annual rock harvest!” Twilight still didn't fully understand petrology, since it was not one of the subjects she enjoyed, but she knew enough to know the rock harvest was extremely hard work. And as frustrating as Pinkie could sometimes be, she was one of Twilight's closest friends. Seeing her again made Twilight realized how much she'd missed her, more than she expected. It was… very helpful right now, to feel that. Instead of jealousy.

Pinkie glared, setting her hooves on her hips. “Puh-lease Twilight! Parties are my soul, my very purpose for being! Telling me not to throw a party is, is like telling you not to read books, or check out Fluttershy's tail!”

Twilight grinned, holding up her hooves in defeat. “Okay, okay, point take---wait, what?!” she exclaimed as she finally realized what Pinkie had just said. Her jaw twitched as she sputtered, “What did you just say?!”

“Oops.” Pinkie backed up a step or two from the twitching unicorn. “Hehe, I, uh, promised Rarity not to say?” She grinned sheepishly.

Twilight arched an eyebrow cooly. “Pinkie Promise?” she asked in a tone promising danger if Pinkie didn't give her the right answer.

Picking up on her tone, Pinkie shrugged. “Nopearoni! Rarity just didn't want to upset you! Buuut I guess it's too late for that, huh?”

The fury fizzled away. “Ugh,” Twilight said. “I don't check out Fluttershy's tail!”

Pinkie's eyes twinkled merrily. “Sure you do! You check it out like all the time! Just like you checked us all out when you first came to Ponyville!”

Twilight's mouth fell open. “W-what?! I did not!” This was absurd!

“Oh yes you diiid!” Pinkie sang. “I specifically remember you looking at my tushie and doing this with your face!” Pinkie bit her lower lip with her upper row of teeth and made an “Mmph” noise. “I don't blame you. I've got a pretty sweet tushie.”

Twilight snorted in outrage, throwing up her hooves. “I don't believe this. You're... you're making me sound like some kind of pervert!”

“No way!” Pinkie proclaimed with a dismissive wave. “You're just a healthy young mare who likes other mares that has a healthy interest in their sexual attractiveness. It's all perfectly normal.” She set her hoof to her chin. “Although... you might wanna stop stalking Fluttershy around just so you can check out her tail. That can be a bit weird. I mean, it was cute the first time, when you did it to me, pretending it was ‘for science!’ but the second time it gets just a liiiiiiitle creepy. No offense!”

“For your information, Pinkie, I am not stalking her!” Twilight hissed. Their conversation was starting to attract attention from the other restaurant patrons and she really, really did not want to have to deal with rumors flying around about her sexual behavior. Again. “I'm sulking.”

“Ooooh, I gotcha!” Pinkie nodded. “I totally get that. But what's got you sulking?”

“Because! I...” Twilight stared down at the table, sighing. “I felt... jealous about Rainbow Dash. And Fluttershy. Together.” There. She’d said it. And now that she had, she felt like a fool.

“Ah hah! So you do like her!” Pinkie cried in triumph.

Twilight rolled her eyes. “Yes. As a friend, Pinkie. Nothing more.” She hoped Pinkie would buy the lie she didn't even believe herself for a moment.

Pinkie just smiled and shook her head. “Okie dokie lokie, Twilight.” She nudged Twilight with a hoof to the shoulder. “But hey, at some point, you gotta tell her how you really feel, or else it's gonna eat you alive! Believe me, I know. So when you're ready to come clean, come find me! Your Auntie Pinkie'll have plenty of sweet tips to help you catch your mare.” She waggled her eyebrows. “Now, if you'll excuse me, I've got some party plannin' to do!” Pinkie galloped away, humming a merry tune.

Twilight glared at the retreating pink mare. “Ugh, Pinkie. Why do you have to be...”

She flopped down in her chair. “So right.”

Chapter 3

~ * ~

Fluttershy emerged from the cocoon of swirling energies, basking in the glow of her Rainbow Power transformation. The power flowed like liquid light through her body. Her wings and hooves crackled with electricity at even the slightest movement. The rush of power brought forth a giddy giggle. She could totally beat back a hundred centaurs! No, a thousand! Why, if she had to, she’d hurt them, hurt them so bad they would never even think about hurting another pony ever again!

No! She bit down on that thought, tossing it in the same dark hole. She was not going to let her control evaporate. She could do this. Ponyville needed her with a level head if she was going to do anything to save them.

She trotted back to Trixie and Big Macintosh, both of whom gaped. “Wow!” Trixie said. “You look incredible! I’ve never seen something so... “ she blushed. “So, ah, powerful. Yes, powerful. Besides Trixie, of course.” Trixie preened.

Fluttershy set her jaw in grim determination. “We have to hurry.”

Trixie nodded, spurring into motion, barking orders to her squad. She turned back to Fluttershy and shouted, “We'll take the east side! You take the west!”

“Got it. Big Macintosh?”

Big Macintosh gestured to a small group of armor clad, spear armed Sparkle Guard pegasi. Fluttershy smiled as she saw she knew them all: Flitter and Cloudchaser, Blossomforth and Thunderlane, and even Bulk Biceps. The hulking brute of a stallion grinned magnificently as he saluted her along with the rest. She returned their salutes.

“Okay, everypony,” she addressed them. “We're going to distract those awful, nasty centaurs as long as we can! We have to keep them from hurting the townsponies!”

“Yes ma'am!” her squad responded.

“We can do this! I have confidence in you!” And with the Rainbow Power, she finally felt like she had confidence in herself. Of a sort, at least.

“Yes ma'am!”

She whirled about, pointing a wing. “Let's move out!” Inwardly she giggled; she'd always wanted to say that.

They made for the sky exit. Fluttershy felt a tug on her tail as she was about to follow. She looked back to see Big Macintosh holding up a spear. “Last chance, Fluttershy,” he said.

Fluttershy sighed, pointedly turned her back on him, and exited. Joining her fliers, they took to the air.

And flew into Hell.

The streets of Ponyville had never looked so devastated; Spike's rampage had nothing on the sheer carnage. Craters where pockets of magic infused cannon shot had exploded rained flames every which way even as the few remaining ponies of the Ponyville Fire Brigade struggled to douse them. Whole streets of homes raged in volatile infernos, though smaller shields had been deployed to at least try to keep them from spreading too far. Crowds of ponies screamed even as they were escorted in a not quite orderly fashion towards the castle.

And this was all before the town shields had come down. Fluttershy gulped.

She led her fliers west, towards the Market District and Town Hall. Or what was left of it. The wreck had been obliterated by an explosion. From within, she realized, noting the pattern of shrapnel.

She scanned around, and a burst of fury filled her heart when she spotted the culprits: a group of centaur soldiers led by the golden mithril clad one she'd seen earlier out her window. They'd just emerged from the burning wreckage of Sugarcube Corner!

“Stay in pairs, everypony,” she ordered her squad. She remembered all too well the sight of the single pegasus spit like a pig on her own spear. “Bulk, with me.” The ponies gripped their spears, their eyes filled with fright now that combat loomed. A fright that Fluttershy shared. Her Rainbow Power was the only thing keeping her from shaking to pieces.

So she used it. “Hey, you!” she screamed, the power enhancing her voice. She posed in the air, hooves on her hips, Glare of Disapproval firmly in place. “How dare you attack our home?! You should be ashamed of yourselves!”

The mithril-clad centaur stared at her with wide eyes of either astonishment or fright. Fluttershy really really hoped it was the latter as the centaur raised her longbow.

Fluttershy continued, “What makes you think it's okay to hurt innocent lives? I have half a mind to make you fix every bit of damage—“

The cold shock of a frost enchanted arrow whizzing scant inches past her ear sent her into a dizzying spin to dodge the others being nocked and loosed by the other centaurs. “Kill them all!” the mithril-clad one ordered.

“Oh Celestia on her throne!” she heard Blossomforth curse as the six dodged and weaved, closing the distance.

“Stay together!” Fluttershy reminded them as they flew into the crowd of centaurs.

Bulk brought his namesake down on a centaur stallion, eschewing his spear for sheer muscle mass. Fluttershy winced at the loud crack of the centaur's snapping spine. The centaur crumpled, dead before he hit the ground.

At the same time Blossomforth descended, her spear jabbing for the centaur lieutenant's throat. The invader raised her longbow just in time to divert the tip into cutting a groove along her barding, instead of in her flesh. Blossomforth skyrocketed, dodging the arrows of flame and frost newly loosed in her wake.

Fluttershy herself descended before a centaur nocking an arrow. An electric kick sent it flying from his hands. She brought her forehooves up to box his ears and held him by the head, unleashing a full force Rainbow Power enhanced Stare directly into his eyes. “Sleep!” she commanded. He obliged, slipping into slumber.

Cloudchaser linked up with Flitter and the two spun a wall of wind that arrows pinged on harmlessly. Blossomforth and Thunderlane used the cover to divebomb with their spears. The centaurs threw their bows aside and drew their melee weapons just in time to clash with the pair of pegasi.

Bulk engaged another centaur while Fluttershy whisked back, taking stock. Four centaurs down, eight to go. They were doing better than she’d---

She gasped in fright as she felt more than saw the frost-coated blade of the lieutenant's spear slicing at her back. She flipped in the air and alighted on the shaft of the spear. She brought her Stare to bear as she shouted, “I don't want to hurt you!”

But the lieutenant was made of sterner stuff. She plowed her fist squarely into Fluttershy's jaw, filling her head with stars. “Your mistake!” smirked the centaur as Fluttershy collapsed into the dirt.

Tasting bile on her tongue, Fluttershy fought the dizziness so she could skirt away with a few wing flaps, though not fast enough to avoid a slice that bit into her right thigh. She cried out as the frost crawled along her limb, stealing the warmth, like a frostbite, freezing the leaking blood into crystals of crimson ice. She poured her power into it to break the enchantment, leaving it a normal, if bleeding wound.

She rocketed into the sky and came down behind another centaur, pairing back with Bulk to take down the mare with a blow to the head, wincing at how much strength she'd put into the strike inadvertently. She had to hold back, she reminded herself. It would be so easy to cave in their skulls if she didn't watch herself.

As she rose she spotted another centaur soldier charging Bulk's rear, spear leveled to strike. “No!” she commanded as she grabbed the spear, knocking the shaft up and hitting the centaur soldier squarely in the jaw. Tossing the spear aside, she followed up with a one-two punch that sent them reeling. Then, using a technique Rainbow Dash had taught her—“in case you can't get away from some jerk pony”— she thumped the ground, producing an air blast just strong enough to knock the centaur a few inches skyward. She flew under and delivered a lightning infused kick to their stomach. They collapsed, gasping for air.

She took a breath and searched for Bulk, spotting him on the losing side of a wrestling match with the centaur lieutenant. The mithril-clad mare had him pinned down beneath her with her forehooves while her fists repeatedly smashed in his face. He held up his hooves, trying to block her blows, but he was weakening, not able to withstand the punishment.

Fluttershy wasted no time in bull rushing the centaur, knocking her to the dirt with Shy right atop her. Fluttershy rolled off and up to hover just outside the Lieutenant’s reach as the centaur mare scrambled to her hooves and drew a wickedly barbed sword. “You are becoming tiresome, pegasus!” she shouted.

Fluttershy crossed her arms, retorting, “And you're an awful, mean person!” She took just a second to glance in Bulk’s direction, smiling faintly when she saw him rolling to his hooves.

The centaur mare sneered at her, twirling her sword in a deadly display of fencing prowess. “Are you going to fight me, pegasus? Or are you too cowardly to strike me without a comrade as a distraction?”

Fluttershy glanced at Bulk and met his eyes briefly, trying to send a message of “Help me.” Then she turned back to the centaur. “Why are you doing this?!” she demanded. “Why are you attacking our home?”

The centaur shrugged. “I only know my orders. And those orders are to kill every single pony in this pitiful excuse for a town.” She flashed Fluttershy a toothy grin. “I savored the deaths of the couple in that bakery.”

Fluttershy paled. “M-Mister and Missis C-Cake?”

“Oh, is that what their names were?” asked the lieutenant. She laughed, a gross, awful barking noise that raised Fluttershy’s hackles and made her teeth clench. “I didn’t bother to ask before I cut the stallion down. The mare blubbered pathetically for her life before I gutted her like a fish. She took so long to die!”

“You…” Fluttershy shook with rage, her aura of power flaring brightly. “You… how could you?” The sight of Bulk sneaking up behind the lieutenant was the only thing keeping her from wringing that disgusting centaur’s neck.

“The same way I’ll be--” Whatever the centaur had been about to say was lost to the crunch of Bulk’s hooves against the back of her head. She crumpled to the ground, whether dead or unconscious Fluttershy couldn’t say. And, she admitted to herself, she wasn’t sure she cared.

Joining Bulk on the ground, she said, “Thank you, Bulk.”

Bulk grinned past the welts covering half his face. “No! Thank you, Fluttershy. You saved my life!”

Fluttershy gave him a half smile. “We should hurry and rejoin the others.”

“Yeah!” Bulk raised his hoof in salute. He crouched, readying his wings to fly. And froze, his eyes going wide, his mouth falling open.

Fluttershy blinked. “Bulk? Is something wrong?” When he didn’t answer, she repeated, more insistently, her voice taking on a tone of panic, “Bulk?”

Bulk let out a hoarse gasp and fell over, an open spear wound oozing blood in his side. The spear that impaled him stayed aloft, in the clutches of a centaur.

The centaur Fluttershy had ordered to sleep.

“No!” Fluttershy screamed. She launched into a rocketing charge, letting go of the restraint she'd put on her power so the charge was as fast as she could fly.

Far too late.

Too late, Fluttershy careened into the centaur stallion, knocking him dozens of yards away into the burning wreckage of the Quills and Sofas shop. Too late, she recovered from the crash and sped to Bulk's side.

Too late.

Everything dropped from her mind, slipped away, except for this one moment. All her attention focused on Bulk. She carefully placed her arms under him and held up his head, trying not to look at the massive stab wound. “Bulk! Stay with me, Bulk! Please!”

Bulk coughed, a wet, sucking sound that nauseated her. A trickle of blood leaked from the corner of his mouth. “Fluttershy...?” he moaned.

Somewhere at the corner of her mind she heard shouts, but she paid them no heed. “Bulk, you're going to be okay. I promise. I'll... I'll get you back to the castle!” She spread her arms underneath his massive frame, trying to keep him steady.

He hacked another wet cough, with a deep shuddering breath. “No, Fluttershy... please... tell... tell my mom... I... “

She listened close, but there was no more sound. “Bulk? Bulk, answer me! Please!”

His eyes were glassy and still, frozen forever.

She dropped his body, stumbling backwards and falling over. “No... no, no, no! NO!” she screamed.

The power flowing through her veins fueled her despair as she let out an anguished howl that stilled the battlefield.

~ * ~

The coronation party was in full swing. Scores of ponies from all over Equestria thronged, nobles and elected officials and commonfolk alike joined in celebration of their newest alicorn Princess. Drink flowed freely, with even the foals getting a (carefully measured and monitored) taste. The Canterlot Orchestral group played in harmony with DJ Pon3's rocking wubs. That... was the proper word, right? Wubs? Pinkie and Rainbow tried to keep her up to date with the correct lingo, but she still messed up sometimes. Like still using “lingo.”

Under more normal circumstances, Twilight would've been out there in the middle of the action, cutting a rug with Rainbow Dash and Princess Celestia. Who knew the Princess was such a good dancer?

But she had other things on her mind this evening.

Fluffing her new wings uncomfortably beneath her dress, Twilight slipped quietly out of the Canterlot Grand Ballroom, searching for some place a little more... quiet.

As she thought she might, she found Fluttershy in the Royal Garden, humming with the songbirds. For a moment, she watched Fluttershy, listening to that rich, beautiful voice of hers. Then she shook her head and approached.

“Oh!” Fluttershy's ears drew back as a couple of the songbirds startled and took flight. She turned, her shocked expression softening into a smile. “Hi, Twilight.”

“Hey.” Twilight's returning smile was strained.

Fluttershy cocked her head, brow furrowing in a cute fashion that had Twilight feeling warm and fuzzy. “Are you alright, Twilight? Is something wrong?” She frowned. “It isn't your wings, is it? Do you need help stretching them?”

“Huh?” Twilight was taken aback, though touched, by the concern. Her wings had been aching something fierce earlier. But... She shook her head. “No, no. Just a little too loud in there. Even the new Princess needs her quiet time, right?”

“Oh.” Fluttershy blinked those oh so gorgeous eyes. “I guess that makes sense.” She beamed, lifting Twilight's spirits with those dimples in her cheeks. “I still can't believe you're really a Princess now!”

“Yeah...” Twilight slurred, focusing a little too much on Fluttershy's beauty. She coughed, trying to reassert control. “Guess we all need to adjust.”

A couple moments of awkward silence passed, leaving Twilight time to think, but dealing blows to her confidence as she did so. Pinkie's words from a few months before echoed in her mind, though, reminding her of just how much her feelings had been tearing away at her. And she knew she wasn't going to get a better chance. “Fluttershy?”

“Yes?”

Cotton filled her throat. She swallowed, her tongue feeling heavy, coated in syrup. “I... I have to... I have to ask... “

Shy's smile drooped a tad. “Ask, um, what?”

Twilight swallowed again, despite the sour feeling floating in her stomach. “Did you... “ she took a deep breath, and blurted the rest, “Did you mean what you said earlier? About loving... me?”

Fluttershy blinked. “Of course!” She smiled a smile that slipped a knife between Twilight's ribs. “I love all of my friends. You've all been so wonderful to me!”

“Friends... “ Twilight stumbled. “R-right, friends. Of course.” She shivered, turning so Fluttershy couldn't see the brimming tears.

“Was... was that bad?” Fluttershy's note of panic twisted the knife. “Should I've—“

“I love you,” Twilight declared, her cheeks moist from the dripping tears.

“What?” Fluttershy said flatly.

Twilight whirled, and placed her hooves squarely on Fluttershy's shoulders. “I love you,” she said in a strangled tone barely above a whisper.

Fluttershy gasped, almost hyperventilating as her eyes widened wider than Twilight thought possible. “Oh!” Her wings rustled as though she was about to fly away. Twilight could hear a heart thundering like a jackhammer, thought whether it was hers or Fluttershy's—or both—she couldn't be sure.

Fluttershy's mouth worked like a fish until finally she stammered out, “I... I don't?”

Twilight's heart shattered into a million pieces. “No... no of course you don't,” she said. She let go of Fluttershy, backing away and dipping her head low to the ground. “I'm sorry for... for springing this on you so suddenly.” She took a few trudging steps back to the palace.

Fluttershy held out a wing in her path. “No, please, wait, Twilight. It's... “ Fluttershy paused, choosing her words carefully. “It's understandable. I'm glad you told me. It... it explains a few things.” A blush suffused Fluttershy's cheeks. “Like some of the times you've... stared. At my tail.”

If Twilight sank through the ground and straight into a cell in Tartarus she couldn't have escaped her shame fast enough. She felt dirty, gross. Tainted. What kind of sick pony was she, staring so much at Fluttershy like that? “I'm, I'm really sorry--” she began.

“No no, it's... it's... well, I'm used to it,” Shy interrupted. That just made Twilight feel even worse, but she gave Fluttershy points for trying.

Twilight nodded sadly. “I hope I haven't... haven't been making you feel too uncomfortable.” Small words from a small mare whose actions she regretted so much.

Fluttershy bowed her head, hiding her face in her mane as Twilight withered from her embarrassment. When she looked back up, Fluttershy’s mouth twisted in a way Twilight couldn’t quite comprehend. “Actually, um, since we’re being so candid… you have. A lot.”

Twilight’s mouth fell open. “I… I…”

Fluttershy continued, “I’m not sure why I didn’t say anything sooner. It’s flattering… I suppose… but it’s not wanted. Especially not when…” She shook her head. “Nevermind. Point is, it’s not wanted. ”

Twilight felt the claws of guilt reach up and snag her, trying to drag her into the earth. She looked away, unable to look Fluttershy in the eye. “I understand.”

Fluttershy raised an eyebrow. “Do you? Then why didn’t you stop before now?”

Twilight pursed her lips. “I… I don’t know. I guess I was thinking about… about how I’d react to it, and how I’d speak up if it bothered me. Since you didn’t... I’m sorry. I should’ve understood you’d be too shy.”

Fluttershy was silent for so long that Twilight broke into a cold sweat. When she finally dared to raise her head, the hurt in Fluttershy’s eyes made her recoil. “I’m not weak,” Fluttershy whispered finally.

At least that’s what Twilight thought she’d said. Just to be sure, despite an instinct in her shouting alarm, she said, “I’m sorry?”

Fluttershy stomped her forehooves, scaring away the remaining songbirds. “I’m not weak!” she shouted.

Twilight shrank back, ears folding against her skull. “I, I didn’t say you were,” she stammered.

Fluttershy spread her wings, nostrils flaring as her eyes bore into Twilight’s like diamond tipped drills. “Yes you did! You think I’m too shy to stand up for myself?” She shook her head in disgust, letting her wings drop. She pointedly looked away from Twilight. “Go away, Twilight. Now.”

Twilight raised a hoof, opening her mouth to speak, to apologize, to say anything at all that would save her from her own complete foolishness, but the vitriol she saw in Fluttershy’s glare convinced her to actually listen. So she turned tail and ran. Not towards the party, but somewhere, anywhere, far far away.

So she didn’t have to let anyone see her tears.

Chapter 4

~ * ~

Waves of power radiated off Fluttershy as she shook in cold rage. The scent of Bulk Bicep's blood hung in her nostrils, tangy and metallic, infuriating. She was most angry with herself. She'd done it again. She’d made the mistake, again. She was weak, again! Just like she’d been with Twilight, with the Breezies, at so many points in her life. She’d been weak. She’d refused to acknowledge what had to be done, in a life or death situation. She’d tried to be Kind, in the wrong way, by holding back, by giving the centaurs a respect and dignity that they frankly hadn’t deserved.

And Bulk paid for it with his life.

No more. His death was on her conscience, her fault. She'd killed him as surely as if she'd plunged the spear into him herself, because she'd held back. If any other pony died because of her mistakes this night, because she hadn't understood, until this moment, that sometimes you really can't hold back, she'd never forgive herself.

She held up her hooves, shaking as the power flowed, full force, with no restraints. It suffused her in a radiant aura of soft yellow, standing out against the orange flames that lit the Ponyville night. Her eyes glowed that same shade of yellow, frozen in a look of pure fury.

Kindness, true Kindness had come. She would show Kindness to those who deserved it, the innocents. Even if it took the death of every single last one of the stinking, disgusting brutes. But unlike them, she wouldn't make her victims suffer before they died.

An anguished scream tore through the night sky, drawing her out of her raging reverie. She looked about, eyes darting to and fro, until she spotted the centaur soldier, caught under a beam of wood in the ruins of the Quills and Sofa shop. What was left of the shop had caught fire, and the fire was horribly slow in crawling up the centaur's legs.

She sped, flaring her wings to produce a gust of wind that doused the flames. The centaur looked upon her in confused astonishment as she lifted the beam off the centaur's legs. “You... you saved me,” said the soldier.

Fluttershy slowly shook her head. “No. You murdered my friend. You don't deserve to live.” She punched the surprised centaur in the chest, knocking him to his knees. She grappled the centaur's neck in her hooves, and bent him down so she could whisper in his ear, “Be glad I didn’t leave you to burn.” She twisted, snapping his neck in an instant. She let the body topple and flew back to her squad.

Two were down, stilling Fluttershy's heart. Flitter lay unmoving, a spear sticking out of her chest, and next to her Blossomforth lay clutching a bleeding head. Thunderlane and Cloudchaser clashed with the remaining centaur soldiers, but they were losing ground. When Cloudchaser's grip inevitably slipped, her spear was knocked from her grasp. She was bludgeoned across the skull, and the centaur attacking her raised the spear for the killing blow.

Fluttershy burst into their midst without hesitation, knocking the centaurs about like so many bowling pins. One punch to the lower jaw snapped the neck of one soldier; another had his spine snapped in half by Fluttershy's double-hooved buck. The third was still fencing with Thunderlane when Fluttershy snatched her up by the tail, spinning her around before smashing her back into the ground, leaving her a broken mess.

Landing next to her squad, Fluttershy flared her wings, shaking the ground with her power. What few centaurs remained alive threw down their weapons and fled.

They didn't get far.

Job done, Shy returned to her squad. She bent to examine Blossomforth, and breathed a sigh of relief when she saw the mare was breathing, if barely conscious. She looked to Thunderlane. “Can you move her?”

Thunderlane clutched a leg to a bleeding slice on his chest, and said, “Yes, I think so.” Cloudchaser just stared, hollow eyed, at the unmoving form of her sister.

Fluttershy laid a hoof on Cloudchaser's shoulder. “I know it hurts,” she said. Cloudchaser nodded wordlessly, breaking into tears. “But you have to help get Blossomforth to safety.” She hugged the crying mare. “Don't worry; I'll make sure Flitter isn't left behind.”

“Okay,” Cloudchaser whispered. She shuddered as she helped Thunderlane lift the moaning Blossomforth.

“Wait!” Thunderlane called as Fluttershy took to the sky, flying in a completely different direction. “Where are you going?”

“I'm going to find Trixie!” Fluttershy growled. “Don't follow!”

“But Fluttershy, wait!”

Fluttershy ignored his shouts. Her mind reeled with thoughts, images, of the violence she’d seen, the violence she'd inflicted, but she shoved that all aside. She could deal with it later. Kindness still had ponies to save.

It took several minutes before she finally tracked down Trixie’s unicorn squad. They were locked in combat, defending a group of ponies from the centaurs trying to massacre them.

Wait. Fluttershy did a double take as she realized those weren't just any ponies. They were foals! The Cutie Mark Crusaders were amongst them, screaming as arrows loosed all around them. One found its mark in a foal's backside.

Fluttershy's blood boiled. She let out a howl of rage as she dove into the group of centaurs, snatching up one's longbow and clubbing him with it until his open skull filled with splinters of broken wood. She whirled and kicked, knocking the bows out from the others. “How dare you?!” she screeched, as she knocked their heads together until they crumpled. “They're foals!”

Finishing off the last with a bone-crunching kick to the throat, she landed amidst the crying foals, shushing and waving them to her. They surrounded her, clutching at her wings and legs, screaming things like “Thank you!” and “I was so scared!” She took the time to examine them, and thanked goodness that they were mostly unhurt, save for some scuffs. The one with the arrow in her bottom though, she had fallen over, quiet. She shouted for one of the unicorns to come over, recognizing her red cross over white cutie mark. “Can you help her?” she inquired.

The medically inclined unicorn looked over the injured foal, and nodded. “Yes. It didn’t hit any vital spots. She’s just passed out from a bit of blood loss. Here.” She lit her horn and a soothing green light passed over the foal, slipping the arrow from the wound and stitching it closed. “She’ll need some serious rest and some fluids, but she’ll be fine.”

“Good,” Fluttershy breathed. “Okay, everypony,” she said, talking to the foals crowding around her. “Hold on tight.” They attached to her, the Crusaders wrapping around her neck. She took the injured one by the nape of the neck in her mouth, for lack of a better way to carry her. She carted them as deftly as she could as she skyrocketed back to the castle, reaching it inside of a minute.

She set them down with a group of Sparkle Guard, ordering extra care for the hurt foal, and took the Crusaders aside. “Are you three all right?”

They nodded, tears still flowing freely. Scootaloo stared at her in awe. “Wow, Fluttershy! I never knew you could fly like that!” She turned a slight shade of green. “Or… or fight like that.”

Apple Bloom gagged. “I couldn’t even watch after...” She shook her head, unable to go on. Sweetie Belle nestled against her, rubbing her hoof along Apple Bloom’s back, her face the same shade of green as Scootaloo’s.

Fluttershy nodded, bowing her head. “I’m… I’m terribly sorry you had to see that, girls.”

Scootaloo scowled. “They totally deserved it.” Sweetie Belle gasped. “Well they did!” Scootaloo insisted with a glare.

Fluttershy felt faintly nauseated. And reassured by Scootaloo’s defense, and disgusted by feeling the reassurance and she just tried to change the subject before the emotions got to her. “Nevermind that, Scootaloo. Do you know where your parents are?”

Apple Bloom shook her head, “I dunno where Granny is. We were having a sleepover at Sweetie Belle's place.”

“And then a loud boom woke us up!” Scootaloo added.

“Mom and Dad were out watching a play!” Sweetie cried. “They left us alone!”

“Sweetie Belle?!” came a masculine voice Fluttershy instantly recognized. “Is that you?! It is!”

Sweetie Belle whirled, eyes bright as stars. She leapt into the waiting hooves of her parents. “Mom, Dad!” she cried, her eyes awash with tears. “I’m so glad you’re okay!”

Hondo Flanks clutched his daughter to his chest. “Thank the Princesses you’re safe!”

Cookie Crumbles smiled brightly at Fluttershy. “You saved Sweetie?” At Fluttershy’s nod, her smile became ear splitting. “Oh thank you, thank you!”

Apple Bloom stared up at Cookie. “I… I don’t suppose Granny Smith is around anywhere? Or Scootaloo’s parents?”

Cookie frowned. “Sorry, dear, we haven’t seen them.”

Apple Bloom shared a look with Scootaloo that almost broke Fluttershy’s heart. Fluttershy wrapped a wing around them. “Don’t worry; I’m sure your families are safe.” She looked up at Cookie. “Can you please get Apple Bloom to Big Mac? I… I need to go.” She still had to find Trixie.

Cookie nodded, setting a hoof on Apple Bloom’s shoulder. “We will.”

Fluttershy made for the exit, shouted, “Thank you!” and scorched the air with her passing as she raced back for Trixie, leaving behind a trail of luminescent soft yellow and pink butterfly lights.

Fluttershy searched frantically for several long moments around where she found the foals until she discovered Trixie embroiled in a chaotic magical battle with a centaur sorcerer. The Sparkle Guard unicorns had joined Trixie, taking pot shots at the sorcerer, but the sorcerer proved more than a match, freezing one solid and firing off a magic blast that shattered her into little icicle bits.

Trixie herself took cover behind a pile of debris as a scorching blast exploded. “Fluttershy!” she cried in delight. “So glad you could join us!” She flinched as the debris pile warmed in a wash of heat.

“Need some help?” Fluttershy inquired.

The debris pile exploded from a force spell, scattering them with dirt and bits of stone. Trixie threw up a shield in time to spare them from being perforated by shrapnel. “By all means!” Trixie cried.

Fluttershy flared out her wings in a rush of power, but they ached with the effort. She'd taxed herself heavily this night and it was beginning to show. “Hey, you!” she shouted, trying to distract herself from her sudden exhaustion as much as attract the sorcerer's attention away from smiting Trixie.

The sorcerer, an aging stallion clad in a heavy robe lined with mithril, reared, aiming the palm of his hand at Fluttershy. She saw his lips move and a jagged bolt of electricity emerged, striking her square in the chest before even her empowered reflexes could dodge.

The shock scrambled her body. She let out a low moan, dropping from the sky, spared a gory death on jagged metal only by the light of Trixie's levitating glow. “Idiotic pegasus!” she heard the sorcerer taunt. She twitched uselessly, the urge to faint overwhelming. For a scant second she blacked out, then blinked back to consciousness.

Trixie whinnied in panic as eldritch fire rained down around her, shattering her shield. More fire kept the other unicorns from coming to Trixie’s aid. “No,” Fluttershy whispered. “Please... “

The whinny shifted into a high pitched scream.

“NO!”

Fluttershy, every muscle on fire, stood up at a glacial pace. She reached deep in herself, trying desperately to ignore the painful electric burn on her chest. With a final inward pull her Rainbow Power aura glowed brightly once again, giving her the strength to gallop to Trixie's side.

She found Trixie, her armor blasted away, writhing in agony, her mouth frothing with foam as she flailed underneath a lethal red beam emanating from the laughing sorcerer's palm.

Fluttershy roared a battle cry and tackled the sorcerer from behind. His spell winked out as the two fell to the ground in a mass of kicking limbs. She straddled him, trying to pin his massive body underneath hers.

“You live?!” he cried.

“Yes!” Fluttershy reached for his throat and clung with all her might, throttling away his breath. “But! You! Won't!” She punctuated each word with a stomp from her hooves into his belly until finally he stopped moving. She snapped his neck for good measure, then rolled off him.

Stumbling over to Trixie's prone form, she nudged her in the back with a hoof. “Please wake up, Trixie,” she begged.

Trixie groaned, clutching her head as she roughly climbed to her feet, aided by Fluttershy. “I'm awake, I'm awake,” she murmured. She turned a pale green and bent over. Fluttershy dodged the splash of sick, just barely. “Trixie is not at her best, but she is awake,” Trixie said, trying to save face.

“Come on,” Fluttershy said, ducking under Trixie and taking the injured unicorn onto her back. “We've dealt with all the centaurs. I think.”

“We have?” Trixie said in a strained voice. She lolled on Fluttershy's back, but managed to cling to Fluttershy's withers despite her weak state. “Oh good. We'll have plenty of time to—“

Whatever she'd been about to say was lost under the ear-splitting shriek of shattering glass. The remains of the Ponyville town shield cascaded all around them before winking out entirely.

~ * ~

As the cool summer night wrapped most of Ponyville in slumber, Twilight lounged in her favorite reading chair, positioned by the first story window to catch light and breezes. Nestled in her hooves was a copy of Alchemical Compounds, Volume III: Elixirs and Potions. Exceptionally dry reading material even to Twilight under normal circumstances, but after the mess at the Rainbow Falls trade fair, and after other… recent events… she needed the distraction. The notes scribbled in the margins, about crazy ponies trying to make friends with her, helped immerse her in memories of happier days.

Oh, she and Fluttershy had reconciled, in a sense, a few days later. She apologized to Fluttershy for insulting her, and for being, well… the giant pervert she was. And Fluttershy apologized for overreacting and not dealing with things in a more mature fashion.

But ever since, she’d felt more distant from Fluttershy. A part of Twilight still longed for the pegasus, desperately. But the rest of her understood she could never have she wanted, that deep down in her heart, Fluttershy saw her as much less of a friend than she once had.

She took a sip from her snifter of brandy, nose wrinkling at the warm, if sour, taste. She’d been drinking too much of this lately. Maybe she should go back to stuffing her face at the Hayburger. Public embarrassment or no, at least she could claim to herself that she actually used those calories.

A knock came at the door, so quiet that Twilight almost didn't catch it. It came again as she pondered getting up to check it, louder and more insistent. “Who could that be at this hour,” she groused as she made for the door.

She opened the door. Fluttershy squatted on her doorstep, her mane and coat full of brambles, face awash with tear stains, her eyes bloodshot from recent crying. “Twilight?”

Twilight's heart thundered, all kinds of horrible scenarios leaping to mind. “Oh my gosh, Fluttershy, what happened?” She ushered Fluttershy inside. “Are you hurt?”

“It’s… a long story,” Fluttershy said as she took a seat on the sofa. “I… I hope I’m not bothering you.”

“No, not at all,” Twilight said. She raised a washcloth from the nearby wash basin in her magic, and dabbed at Fluttershy’s face to clean the tearstains. “I couldn’t sleep. Spike’s snoring like a freight train again.” A lie, but a small one; Spike really had been having snoring problems lately. “Would you like anything? Tea, maybe?” She looked at the brandy. “Or maybe something stronger?”

Fluttershy made a face. “Tea would be lovely, thank you.”

Soon two cups of steaming chamomile tea were clasped in their hooves. “Now,” Twilight said, as she used a comb to brush out the brambles, using the distraction to keep herself at ease as much as she could, “You can talk about what happened. If you want to.” Twilight couldn’t quite understand why Fluttershy had come to her. According to her… observations(that she had ceased, thank you) Fluttershy usually went to Rarity for her issues.

Fluttershy sipped her tea. “Well, it’s… oh. I’m not sure where to start.”

Twilight nodded in understanding. “The beginning’s usually a good place,” she suggested with a touch of humor.”

“Okay… well, you see, I’m in, well, I was… still am… oh…” Fluttershy buried her muzzle into her teacup, and when she emerged her lips ran with tea. “I’m in love with Rainbow Dash. And I told her. Today.”

Oh dear. Suddenly it all crystallized, a bitter pill Twilight did not want to swallow. She wasn’t quite sure whether to laugh, cry, or shout. So she settled for a controlled, if slightly wavering, “I take it things didn’t go well.”

“No. They didn’t.” Fluttershy whispered. She sank into the sofa, setting aside her empty teacup. “She… well, she…”

“She's in love with someone else?” Twilight guessed. Applejack, perhaps. Definitely Applejack. Of course she would be. Why not? Why not extend the chain of unrequited love to another po—

“No, actually. Not... not with anyone.”

Twilight blinked. “Really?”

Fluttershy nodded, sipping the remnants of her tea. “She said she... can't. Sort of.”

Twilight's face screwed up. “Wait, what? Why—oh!” Her eyes bulged.

Fluttershy confirmed her suspicion: “She's... asexual. And aromantic.”

Twilight almost dropped her tea cup, catching it just in time before more than a few drops spilled. “I, wow. Didn't see that coming.” Though perhaps she should have. Hadn't Rainbow Dash turned down Rarity--Rarity!--of all ponies, after the Best Young Flier's Competition, when the unicorn had all but leapt into bed with Rainbow right then and there? And of course Rainbow had left a string of broken hearts all across Ponyville, but Twilight thought that was just because she was bad at maintaining relationships, not because she was asexual. Her observational skills clearly needed brushing up on. Of course it would have helped if Twilight had studied more ponies than just Fluttershy for the past year.

And yet... Twilight's brow crinkled. “But you've been her best friend since, since forever! She never told you?”

“I... never asked.” Shy sighed. “She told me about how she figured it out after being with Gilda. At flight camp.” She buried her face in her hooves and cried. “And she said she'd value me as her closest friend, always.”

Twilight leaned over and wrapped a wing around Fluttershy gently. “I... I said it was okay,” Fluttershy whispered. “But it's not what I wanted.”

Twilight nodded. She held Fluttershy close, setting her chin atop the crying mare's head. “There, there,” she cooed. Fluttershy leaned in and wrapped her arms around Twilight's waist. Twilight felt a warm flush at Fluttershy's closeness, and scowled inwardly at her libido's unpleasant timing. She’d set her feelings for Fluttershy aside for good, darn it.

Twilight wasn't sure how long the two of them clung there, cradled in each others warmth. Certainly long enough for her tea to go cold, and the thunderstorm scheduled for midnight to begin, but Twilight was determined to give Fluttershy as much time as she needed. It was the least Twilight could do to make up for her mistakes.

“Thank you, Twilight,” Fluttershy finally said a bit hoarsely, sitting up so she could look Twilight eye to eye. “You’ve been so good to me.”

Twilight gave her a smile, running a hoof over her forehead. “Just trying to be a good friend. Especially since,” she swallowed nervously. “I understand exactly how you feel.”

“I know…” Fluttershy said, her cheeks flush with embarrassment. “That’s… actually that’s why I came to you tonight. Because now I understand how you felt too. And, I’m sorry.”

Twilight’s smile waned. “No, Fluttershy, you don’t have to apologize at all. I’m the one--”

“No, no,” Fluttershy interrupted. “I forgave you for that a while ago, and I meant it. I know you know why what you did was wrong, and you’ve done nothing but be a wonderful friend since.” She paused, taking a few slow breaths, her eyes taking on a touch of determination. “That’s… that’s why I want to make it up to you.”

Twilight’s pulse quickened. Sweat beaded on her brow; she flushed as though the temperature had just risen by twenty degrees. “Oh you don’t have to do that,” she stammered.Come on, Sparkle, she told herself. Get a grip. She’s Fluttershy. She’s not talking about anything sexua--

“Oh, but I insist,” Fluttershy said, her voice low and throaty, igniting a fire in Twilight in places that should most certainly not be on fire right now. Figuratively or literally. “You’re always there for me, Twilight… and I want to make up for abusing that.”

Twilight laughed nervously, almost hyperventilating. “What… ah, w-what did you have in mind, exactly?”

Fluttershy’s eyes dipped into an expression that Twilight had imagined on many, (many, many) long nights. She ran a hoof along Twilight’s chest in a steady, slow motion, the touch sparking little gasp. “I think you’ll like it,” she said with a smile that sent Twilight’s heart beating so fast she thought she might burst!

And then Fluttershy kissed her, and she realized she had no idea what bursting truly meant. The stars exploding in her eyes, the taste of Fluttershy’s lips, cool and clean, like a babbling brook, it was all so intense. She fumbled for Fluttershy, pulling her closer and running a hoof down her spine, thrilled at the little moans she elicited. Fluttershy is kissing me, her mind repeated ad infinitum. This is real! Fluttershy is kissing me!

Fluttershy broke the kiss, leaving Twilight crestfallen, adrift, until she was pushed onto her back, Fluttershy climbing atop, nuzzling into her neck with little kisses and bites as Shy’s hoof trailed down her body. The rush of what Fluttershy was about to do to her… she quivered in anticipation.

And yet…

And yet an insistent little voice in her head nagged, saying this was a mistake, that this needed to stop, now. And despite every other part of her screaming to lose herself in Fluttershy’s loving touch… she knew that voice was right.

“Fluttershy,” she gasped, grabbing Shy’s hoof in her magic before it could descend past the point of no return, “Stop. Please!”

Fluttershy, thankfully, halted immediately, sitting up and blinking down at her. “What’s wrong?” she asked, a slight touch of hurt confusion in her voice. “Do… do you not like it?”

Twilight’s body ached in protest at Fluttershy’s withdrawal, but Twilight absolutely refused to let her libido rule her actions. Not this time. “We shouldn’t… we shouldn’t do this,” she said.

“Oh… I’m sorry, I thought this was… what you wanted…”

Twilight grit her teeth. “Oh it is, trust me.”

“But… then why--”

“Because you don’t. Want it, that is.”

Twilight’s words washed away any last trace of lust from Fluttershy’s face like a splash of cold water, replaced with regret. She sank back into her corner of the couch.“I’m… I’m sorry…”

Twilight sat up, grateful to not have Fluttershy’s closeness make this even more difficult. The sorrow on Fluttershy’s face cut at her soul. “No, it’s okay, Fluttershy, really. I’m not mad.” She smiled in what she hoped was a reassuring fashion. “I really appreciate what you were trying to do, even if it wasn’t… wasn’t the best idea.”

Fluttershy sniffled. “I… I don’t understand. I thought… I thought I was being… Kind.”

Twilight shook her head. “Remember the Breezies?”

Fluttershy managed to look slightly annoyed between sniffles. “Of course I do, it was only a couple of weeks-- Oh!” Her eyes widened in understanding. “I… I wasn’t being Kind at all, was I?”

“No, not quite. I…” Twilight chuckled. “I won’t lie. I would have loved it. At first. Till I realized you only did it because you felt obligated. That’d make me a pretty darn awful pony to take advantage of you like that. Especially when you’ve just had the love of your life tell you she’ll never be able to love you the same way.”

Fluttershy stared down at the cushions in the sofa. “Oh, now I feel awful.”

Twilight placed her hoof under Fluttershy’s chin, nudging her up gently. “Please don’t. Like I said, I’m not angry. In fact, I’m…” Twilight paused, trying to find the right words. “I’m touched,” she settled on, after a moment. “You care about me a lot as a friend if you’re willing to go that far when you don’t really want to yourself.”

“I do,” Fluttershy admitted. “That’s why it hurt so much when you…”

Twilight supplied, “When I called you weak.”

“Yes.” Fluttershy smiled softly. “I trust you, Twilight. You… more than any of our friends, you really helped me learn how to… to trust ponies. Instead of just animals.”

Twilight’s heart rose at the compliment. “Can I… Can I ask you something?” At Fluttershy’s nod, she continued, “Do you know what I love about you, more than anything else?”

Fluttershy blushed, her smile fading a bit. “What’s that?”

Twilight could sense her next words would be some of the most important in her life. She took a moment to organize her thoughts. “Your strength.”

Fluttershy’s eyebrows rose so high, it was clear to Twilight that was not at all what she had expected to hear. “I’m not strong,” she said with conviction that almost stunned Twilight in its intensity.

“Oh yes you are,” Twilight insisted, with even greater intensity. “Yes you are strong, and don’t you ever let anyone tell you otherwise. Kindness is your virtue because of that strength. It’s… it’s so difficult to be Kind. Ponies who mistake it for weakness, they don’t understand that at all. I sure as heck didn’t at first. You saw how I was when I first came to Ponyville: Grade A mean.”

She rested a hoof on Fluttershy’s shoulder. “It took you to teach me otherwise. I didn’t really start understanding until you saved my life from that cockatrice. You find everything in life, the things that most ponies, including me, don’t even notice half the time, as great obstacles you have to overcome. But you overcome it, again and again and again. Every day you conquer, you rise above, and you do it all without losing faith in Kindness. Sometimes you stumble, sure. Everyone does! But you always find your way back.”

The depth of Fluttershy’s blush, and the little squeaks she was making as she hid her face in her mane told Twilight she’d said the right thing. For once.

“Twilight,” Fluttershy whispered. “That’s… that’s the nicest thing anyone has ever said to me.”

Twilight grinned. “And it’s all true. Every word.”

Fluttershy tackled her into a hug much more platonic than their earlier embrace, sinking them both into the sofa. “Thank you, Twilight!”

“Sure,” Twilight said.

They cuddled, as it were, for a short while, until Twilight let out an involuntary yawn. “It’s getting late.”

“Oh goodness, it is.” Fluttershy hopped to her hooves. “I should get home. I need to be up at dawn to feed all the early risers.”

Twilight nodded. “I should get some sleep myself. Got a full schedule tomorrow.”

Fluttershy opened the door, and winced at the pouring rain streaming in. “Oh dear,” she mumbled.

Twilight floated her an umbrella mounted on a saddle. “Here. Take this.”

“Oh!” Fluttershy smiled in gratitude. “Good night, Twilight.” She started to leave.

Twilight raised a hoof. “Wait, Fluttershy.” She had to know. “Do you… do you think, maybe…”

Fluttershy’s smile saddened. “Maybe, someday. But not for a while. I… need to sort my own feelings out first.”

“Right. Totally fair.” Twilight waved. “Goodnight, Fluttershy.”

“Goodnight.”

Twilight closed the door behind her, and flopped onto the couch, soaking in the warmth left behind. She couldn’t help but smile as she curled up, deciding to sleep here rather than climb the stairs and risk waking Spike. She’d sleep comfortably though. She had Fluttershy as a friend back. That’s all she could have asked for.

Chapter 5

~ * ~

The Sparkle Guard unicorns cried out in alarm as cannon fire, now unimpeded, splashed down all around them. One vanished into a smear of red, spraying crimson mist all over the others. Fluttershy bellowed, “Come on! To the castle, now!”

With Trixie in tow, she flew for the castle, sparing only a brief moment to scan the horizon. What she saw chilled her to the bone. Hordes of centaurs stampeded into the outskirts of Ponyville, charging with their weapons, sorcerers firing off spells left and right.

Fluttershy soldiered on, determined to get Trixie inside safely. The unicorns followed behind on the ground, galloping for all their might. She kept slow enough to watch over them, doing what she could to protect them from harm with gusts of wind. More than once she had to redirect cannonfire into the wrecks of buildings.

Thankfully they reached the castle without further casualties. The castle thronged with civilians, everywhere, whole crowds of them camping in side rooms for lack of better places to go. She carefully moved in, landed inside the map room, where she let a first aid pony tend to Trixie. Spike jumped on her as soon as he spotted her, shouting about how glad he was she was back. She let him go, and found Big Macintosh staring at her.

She pawed the floor with a hoof. “You were right,” she admitted.

Big Macintosh's face was stony like granite. “Eeyup.”

“Bulk... and Flitter... “ Shy mumbled. “They lost their lives. Because of me.”

“Eeyup.”

She whimpered underneath his gaze. “I... “

Macintosh clapped a hoof to her shoulder, his eyes softening. “I'm sorry, Fluttershy.” He gripped her in a full body hug that left her shocked. “Thank you for savin’ my little sis.”

Fluttershy deftly withdrew from his hug and smiled. “Of course.”

He glowered, bucking a stone pillar. Fluttershy leapt back at the gentle stallion's sudden expression of anger. “Damn it, none of ya’ll should have had to go through that,” he growled.

“Don't grieve for me,” Shy said bitterly. “Grieve for Bulk. And Flitter.”

“And the others we've lost,” Big Macintosh finished, nodding.

“We can grieve later,” Trixie interrupted as she strode over, covered in bandages and sipping a bottle of water. “Right now we need to act!”

Big Macintosh guided Fluttershy over to the map. “Spike and I got as many inside as we could,” he said. He waved at the display that showed the incoming wave of centaurs. Like a wave of blood, she thought morbidly, coming to drown Ponyville in a sea of red. “But we couldn't save everyone.” She watched as a few specks of blue left within the red wave winked out.

Fresh screams erupted from the crowd of ponies throughout the castle as it shook from the thoom of cannon fire on the shields. Specks of plaster rained down from the ceiling. “Big Mac,” Fluttershy pleaded, “please tell me you got through to Canterlot.” To Twilight, she hoped, desperately. Fluttershy needed her now, more than ever.

“Nope.” Fluttershy's heart sank. “Someone volunteered to try to run a message, despite the risk, but she didn’t get a hundred feet before turning into a pincushion.”

“Oh... “ Fluttershy whimpered. “We have to do something!”

“Well, we're not going to hold out for more than a day or two at this rate,” Trixie spat. She slammed a hoof against the map table, making it flicker.

“But,” Shy started, “I thought you said—“

“I said that before I realized just how huge an army is out there!” Trixie shouted. She jabbed at the map. “Look at how many cannons they're throwing at us. That's a whole battalion’s worth! We'd need Twilight herself powering the shields to hold up under this!”

Fluttershy stared at the map. The orange glow at the enemy's rear caught her eye. “Then we have to cut off their supply,” she said.

“Nope!” Big Macintosh stomped a hoof, cracking the floor beneath him. “No chance!”

“No, no, Big Mac, she might be right,” Trixie admitted. She stared at Fluttershy, as if pondering her. “How do you propose we accomplish this? We can't send in a strike force; they'd be dead before they flew two feet.”

Fluttershy shook her head. “Not a whole strike force, no. Just one pony.” She swallowed. “Me.”

“What?!” Spike, who'd been listening quiet up until now, shrieked. “No, Fluttershy, you can't!”

“Eeyup,” Big Macintosh added, gesturing at her various accumulated burns, cuts, and bruises. “You're hurt, and you're exhausted. You can barely stand, let alone take on an army!”

It was true. Fluttershy quivered with the exertion she'd put herself through. The siren call of rest cried out to her, screaming to be heard. But... “It has to be me, Spike, Big Mac,” she said. She flared her wings, letting them crackle with power. “No one else here can fly fast enough, or hard enough, get past all those centaurs.” She stomped a hoof with determination. “And I have to do it right away. We can't wait just because I'm a bit tired!”

Big Macintosh pursed his lips, staring at Trixie. She smirked back. “Trixie agrees with Fluttershy.”

“Of course you do,” he grumbled.

“And luckily, I even prepared for this,” Trixie beamed, her eyes aglow with a spark of her usual bombasity. “Amethyst!”

Amethyst Star emerged from the crowd, carrying a large sphere of obsidian filled with a dull ruby red glow. A single raised sapphire gleamed on the front center. She floated it to Fluttershy, who held it in her hooves. “Here it is, ma'am.”

“Something special you ordered?” Big Macintosh inquired.

“You could say that,” Trixie said.

“What is it?” Fluttershy asked, holding Spike gently away from drooling all over it.

“A bomb!” Trixie grinned. Fluttershy gasped, almost dropping it. Spike dove for cover. Big Macintosh simply growled.

“Specifically, a magic canceling explosive, rigged from a defective shield emitter. Trixie came up with the idea after our prior conversation, and ordered it made before she left,” Trixie elaborated. She lit her horn, creating a set of images of a little cartoon of a pony dropping the bomb over a glowing gate, and the gate exploding. “Simply press in the sapphire, and in ten seconds it will erupt in a cloud of magic canceling energy that'll disrupt every spark of magic in a five hundred foot radius!” Trixie coughed. “Ah, that... that includes your Rainbow Power, Fluttershy. You should make sure you're a safe distance before it detonates.”

“That shouldn’t be an issue,” Fluttershy smiled. “I can just drop it and fly away before--”

“You can’t do that,” Trixie said. At Fluttershy’s reproachful glare, she added, “Because the bomb is too unstable. If you let it fall from too shallow a height, it would break before exploding. Too high, and it’d explode uselessly.” Trixie sighed. “It’s not worth the risk. We’ll only have one shot at this. You’ll have to get it in on the ground.”

“But… but that’s suicide!” Spike shrieked. “She’d be surrounded; she’d never get away in time!”

A small part of Fluttershy thought that was just fine. Something she deserved, a final act to redeem herself for having cost Bulk and Flitter their lives. The rest of her trembled in fright at the thought. She didn't want to die. More than anything she didn't want to die. Bile rose in her throat as the room closed in around her. She couldn't do this. She couldn't. She'd done so much already. So much violence. So much blood. So… so weak...

But then she forced herself to look at the crowd of ponies. She listened to the impacts of cannonfire, the shouts of Sparkle Guard setting up defenses and places to hold should the castle shields fall. She looked at the injured, some moaning in pain, others quiet but with distant, hollow gazes, like they were somewhere else entirely in their minds. She saw foals crying their hearts out for lost parents, and parents broken by the strain of having lost their children.

The doubt faded from her heart. She put aside her exhaustion. Her fear. She was the only one who could save them. It was all up to her, to her… her strength. The strength she knew she possessed, deep down.

She would not fail them.

“I'll do it,” she declared. “Suicide or not, I'll do it.”

Trixie gave her a weary smile. “Thank you, Fluttershy. I... I believe in you. And I… I owe you a debt. I will be quite irritated if you do not come back so I can repay it! It will make me look like a dishonorable charlatan!”

“Eeyup.” Big Macintosh gave a smile of his own. “You're gonna do just fine.”

Spike's face twisted, his claws gripping into fists, shaking. “Fine! Fine... “ he said, letting his claws relax. He puffed up his chest and stuck a claw in Fluttershy's face. “But you'd better come back, okay Fluttershy?! You'd better!” He crossed his arms over his chest. “I don't want to have to explain to Twilight why you're not around anymore.”

She nodded, scooping him up into a hug. “I promise.”

Trixie cleared her throat. “You'd better hurry, Fluttershy.” She pointed at the map. “The centaurs are almost at the shield's edge. It'll be much harder to get out there safely once they reach it.”

“Right.” Fluttershy tucked the obsidian bomb into her mane, where it wouldn't fall. “Stay safe, everypony.”

As she made for the skyway exit, Trixie barked, “Okay, everypony, listen up! Fluttershy's going to take out their base, but she needs your help to reach it! Distract the centaurs as long as you can, then get your rears back inside!”

Fluttershy took to the air, followed by the few remaining uninjured Sparkle Guard pegasi. They flitted about, drawing centaur fire as she looked over the advancing centaurs, pillaging and burning everything in their path.

With a deep breath, she rocketed straight up, flying as high as she dared till she was just below the top of the shield and—hopefully—above the height their arrows could reach. She took a moment to breath in deep a few times, filling her blood with needed oxygen. Then she poured on the speed, making a beeline directly for the portal.

She hadn't realized until this moment just where the portal lay, in the same direction as her old cottage. The one she'd transformed into an animal sanctuary. Furious at the freshly realized violation, she flew on faster still.

Her passage did not go unnoticed. Arrows flew by the dozens, most falling just short, but one or two grazed her flanks, scoring lines of red. Blasts of eldritch frost, flame, and lightning sizzled all around her, filling the air with the tang of ozone. Cannon fire thoomed in her direction, with shot rigged to explode into deadly clouds of shrapnel that she skirted past to the best of her ability, more than once taking a few cuts. Using every trick Rainbow Dash had ever taught or shown her she cartwheeled and whirled and looped through the sky, every ounce of effort poured into reaching her destination.

At last the portal came into view, squatting atop the ruins of her animal shelter. A glittering assemblage of gemstones and steel shaped like a great round circle, it towered over the edge of the nearby forest. It held an inner circle of wavy blue light, like a shimmering pool of water turned on its side, that made odd sucking noises as centaurs and carts of supplies flowed from the other side.

A massive titan of a centaur, the largest she'd seen yet, guarded the portal. He wore mithril barding coated in symbols she didn't understand, as well as a necklace of glittering emerald set with a ruby gem in the center. In his hands he carried a mighty black warhammer.

She caught his eye almost immediately, and cringed. Yet to her surprise, she heard him bellow, “Cease fire!”

The centaurs lowered their bows, the cannons quieted. Fluttershy hovered far above, more than a little confused, but grateful all the same for the respite.

The centaur titan shifted his warhammer to his right hand and waved with his left. “Come, pony! Let us talk, warrior to warrior!” He must be their leader, she realized. She didn't trust him for an instant, fearing a trap.

Still... he was giving her a chance to get close enough to set the bomb off, for whatever reason he might have. She'd be a fool to waste the chance, and she'd already been a fool far too much this night. So, steeling herself in case she needed to activate the bomb in a hurry, she floated gently down until she landed before him, folding her wings but not letting her aura of power drop.

“So... you,” he said in a voice like a cement mixer churning gravel. He pointed a massive sausage of a finger at her. “I recognize you. You're one of Ponyville's leaders, aren't you?” He studied her more, and nodded. “Yes, Fluttershy! The one who stayed behind, while Princess Twilight pathetically tried to negotiate us out of taking what is rightfully ours.”

She bristled at his insult. “It's not yours,” she said.

He laughed a deep belly laugh, the kind that frightened foals and Fluttershy into hiding underneath their blankets. “But it is, whether you agree or not!” He held a hand to his chest. “I am Nessus, Commander of the Third Legion, tasked with wiping your town and everyone in it from the face of this planet.” He grinned toothily. “Does this anger you? Do you want to strike me down?”

She unleashed a Stare upon him, a Stare full of hatred for all he and the other centaurs had inflicted on Ponyville, on her. “Yes. I do.”

He bellowed another great laugh. Fluttershy took the brief opportunity to inch closer to the portal. “Good!” he shouted. “I've heard many reports of you this night. You fight fiercely. Without mercy. Even killing those that flee you! Why, the first centaur you slew? Helpless, trapped in a burning building, yet you killed him anyway!” Her mouth fell open. “Yes, I know about that. I see everything my soldiers see. He held up his necklace. “A useful tool, this. Lets me see into the mind of any soldier that wears our armor.”

He let the necklace fall to his chest, and gripped his warhammer. “I admire your ruthlessness! How surprising, how easily we broke the spirit of Kindness. Or is that your excuse for killing my soldiers the way you did? Quickly, efficiently. Kind deaths, better than suffering, yes?”

Fluttershy recoiled, the words cutting her to the bone, her own thoughts thrown back in her face. Was it true, she asked herself. Was she just a broken killer now? Did she deserve to call herself the Element of Kindness anymore?

“Maybe now you realize the lie you ponies have lived,” Nessus continued, seeming to take great glee in her pain. “Kindness is folly. Pathetic. Weak. The only thing that matters in this world is strength, the strength to take what is rightfully yours, and damn any in your way! Isn’t that what you’ve done this night? Take the lives of centaurs, so you can have revenge? Or did you think you were being noble, snapping necks and caving in skulls?”

As she stared at the stains on her hooves, the blood that she would never be able to wash away, she also saw the power she still had. Still commanded, even now, the Rainbow Power from the Tree of Harmony, from her Element within its branches. Surely, if she'd fallen from her role as the spirit of Kindness, she would have lost that power.

Wouldn't she?

She glared up at Nessus, deep into his cold, mocking eyes. “Maybe. Maybe I am broken,” she admitted. “The things I've done... if you'd told me just yesterday that I was capable of... of such slaughter?” She shook her head. “I never would have believed you.”

She backed up as close to the portal as she dared. “But you’re wrong. Wrong about Kindness. Kindness is not weakness! It’s a strength all of its own. The strength to coexist with others, to help them, to do right by them, no matter how much they might frustrate you.” She pressed her lips together in determination. “I… I’ve slipped, tonight. I’ve done some awful, dreadful things. Things I might never make amends for. But I did them for the right reasons! To help those in need! To protect innocent lives! The lives you would take!” She flared her wings, cranking her aura to the max as she brought out the bomb, holding one hoof over the sapphire button. “And you won't be taking any more!”

She pressed it.

Ten seconds.

She set the bomb on the ground and took flight, charging at the nearest guard.

Nine seconds.

She struck the centaur in the head, and followed up with a roundhouse kick, throwing her into another nearby guard, toppling them both.

Eight seconds.

Nessus laughed, “Ah, once again, you prove what manner of mare you really are!” as he swung the warhammer to smash the bomb into a million pieces.

Seven seconds.

Shy came about and rocketed through his legs, snatching up the bomb just in time and setting it down next to the portal.

Six seconds.

She blasted a kick to knock the warhammer out of his hand, then followed up with a karate chop to the throat, smashing his necklace and leaving him choking. The gem fell, snagging on her hair.

Five seconds.

She swirled around the portal one last time, knocking through any remaining guards.

Four seconds.

With a burst of speed she took to the skies under the hail of renewed arrow fire.

Three seconds.

A cloud of flame burst in her path, forcing her to detour.

Two seconds.

Her wings beat so furiously as she flew to escape.

One second.

She wasn't going to make it. Her body was just too tired. Just a little bit fur—

Detonation.

The bomb exploded with a shock wave that ripped through Nessus, the portal, and every other centaur and device within range, disrupting every single last one. The portal’s power core, unable to take the strain, let out an ear-splitting whine before detonating in a massive fireball. Nessus had just enough time to shout, “You are a weak, pathetic coward, Fluttershy, and you always will be!” before he perished along with his fellow centaurs.

The shockwave reached Fluttershy right at the edge of its range. The jolt surged through her like a cascade of cold water, tearing away her aura of Rainbow Power and leaving her as she began the night, as plain, simple, helpless Fluttershy.

Exhausted, broken, she fell from the sky. The last thing to pass through her mind, before blessed darkness claimed her, was Twilight Sparkle.

~ * ~

Beep. Beep. Beep.

Whispers in the dark. Snatches of conversations.

“Will she make... “

“..can't be sure...”

“Please save her...”

“She's crashing...”

Flashes of pain. Shouts. No air. Too many loud beeps.

Silence.

Fluttershy stirred, not opening her eyes just yet. A low, steady beep filled her ears. She felt her limbs in the darkness, tried to move them. Her rear legs felt heavy, covered in bandages. Something tugged in her foreleg.

A hospital. It must be a hospital, she realized. She was safe. Hurt, but safe. Alive.

Fluttershy opened her eyes. Well, her eye. The other was covered with bandages so thick that all she could see was a thin cloud of grey barely lighter than black. At least she wasn't blind in that eye. Her uncovered eye revealed she was in a small room, one she recognized as part of Canterlot's Celestial Sunrise ICU ward.

And there was someone standing nearby.

“Hello?” she croaked. Dry did not describe her throat. Desert like might be adequate. Barren as the moon was probably about right.

The pony gasped, rushing over. Lavender coat, wings, horn... “Fluttershy!” Twilight cried. “You're awake!” She shook, leaning forward as if to hug, then seemed to think better of it. “Girls! She's awake!” She turned and grabbed a cup of water in her magic. “Here, drink this. You need it.”

Fluttershy sat up as much as she could and drank the water greedily. Her friends poured in, all her best friends, though to her dismay they all bore scars of battle. She wasn't the only one force to fight, it seemed. Though she hoped, deep in her heart, she’d been the only one to… her stomach quaked.

“All right, Fluttershy!” Rainbow Dash whooped, giving her a gentle hoofbump. “I knew you'd pull through! Unlike some ponies,” she groused, glancing at Rarity.

Rarity harrumphed, sticking her nose up in the air. “I don't know what you're talking about. I never once lost faith in our dear Fluttershy.”

“Uh huh, and I'm the Queen of Fancee,” Applejack retorted. She grinned at Fluttershy. “But hooey it's good to see you awake, Shy! We lost enough good ponies as it is.”

Pinkie Pie said, “We sure did,” in a mirthless tone that tore at Fluttershy's heart. She knew exactly who Pinkie meant. Despite it, the pink mare smiled. “But now Fluttershy's back! I'll... I'll be counting the days till they let you out, so we can throw one heckuva party for the Hero of Ponyville!”

“Hero?” Fluttershy mumbled. No. She was no hero. Pinkie Pie couldn’t possibly mean that. The things she’d done...

“Oh yes, Fluttershy!” Rarity beamed. “Why, you saved us all!”

“We helped too, ya know,” Applejack said.

“Yeah, yeah, we came in at the last minute and forced them to surrender, blah blah blah.” Dash threw up her arms and snorted. “But who cares? We never would've been able to if Shy hadn't taken out their base!” Rainbow Dash grinned. “Damn awesome, Shy. I am proud of you!”

“Mm-hmm!” Pinkie seconded.

“No… there’s nothing to be proud of...” she whispered, too faintly for her friends to hear. She shook her head fiercely, trying to shake away the thought. She only brought on a pounding headache instead. She cringed, holding a hoof to her head. “How long was I out?”

“A couple of weeks,” Twilight answered. “We've already started rebuilding Ponyville.”

“Those horrid beasts burned down my boutique!” Rarity squeaked.

“And Sweet Apple Acres, don't you forget,” Applejack growled. “Thank heavens Granny had the smarts to hide in the apple cellar when she did. If I ever get my hooves on the centaurs who torched my trees...”

Pinkie sniffled. Fluttershy paled, knowing what Pinkie was about to say: “Sugarcube Corner is gone too. Mister and Missis Cake...” Rarity wrapped her in a hug and cooed her into quiet sobs instead of a full blown crying fest.

“She's taking care of Pound and Pumpkin now,” Twilight said as Rarity escorted Pinkie into the hallway. “It's been tough on all of us, but especially her. She tried to throw a… a wake, for all the ponies we’d lost, but…”

Fluttershy nodded, feeling a pang of sorrow for Pinkie that she hadn’t been able to save the Cakes. And a dark wish that she’d been more brutal in killing their murderers. A dark wish that left her stomach heaving in protest.

“Well Big Mac and I're aimin’ to make them pay for our farm,” Applejack said, squaring her hat. “He's shippin’ out to the front in just a few days, and I'm gonna be right behind him.”

“Oh come on, AJ, do we have to talk about this now?” Rainbow groaned. “You're not going out there until we all can together!”

“Well why not? If Shy can take on—“

“Applejack! Rainbow Dash!” Twilight chided. “Fluttershy just woke up. She doesn't need to hear all of this yet!”

“Hear what?” Fluttershy gulped. “What's happening?”

Twilight sighed. “The centaurs have declared total war against Equestria. The negotiations were a ruse; the attacks on Ponyville and Canterlot a distraction, and a morale crusher. Their real goal was to establish a beachhead at Horseshoe Bay. They've got control over everything east of Appleloosa and south of the Ponytapsco River. Baltimare has seen the worst of the fighting so far, but we're holding them.” She sighed again. “For now, anyway. That gem you recovered gave us quite a bit of intel before they figured out we were using it.”

“Gem?” Fluttershy asked. She didn’t remember any gem… except, wait, thinking about it, didn’t Nessus’ necklace…

Twilight confirmed her thoughts: “The gem, the one we found in your hair? It was a scrying device. Gave us a wealth of information… if it hadn’t been for that, the centaurs would own Baltimare right now. Maybe even Fillydelphia.” She shook her head. “But still, Equestria hasn't seen war in hundreds of years, Fluttershy. I don't know if we can beat them.”

“Oh... oh no,” Fluttershy gasped. She held her hooves to her mouth.

“It's not looking good,” Applejack admitted.

“Nah, don't worry, Fluttershy,” Rainbow said. “As soon as you're back in shape, the six of us'll stomp 'em!”

Fluttershy shivered, her stomach tying into knots. “No, please,” she said. “No more fighting. I...” Her uncovered eye brimmed with tears. “I can't do it again... “

Rainbow Dash nodded, a look of understanding mixed with something Fluttershy didn't quite get crossing her face. “Gotcha. S'okay, Shy. You don't have to do anything you don't want to.”

She smacked Applejack's shoulder with her wing. “Come on, let's give Shy and Twi some space.”

A similar look appeared on Applejack's face. “Right. Hope you'll be okay, Shy,” she said as the two trotted out.

Fluttershy sniffled, wiping at the tears. “Twilight, I...”

Twilight smiled a sad, understanding smile. She wrapped a wing underneath Fluttershy as best she could without disturbing the hospital equipment. “I know,” Twilight said. “We... we all did things we're not proud of.” She ran a hoof along Fluttershy's forehead. “Do you want to talk about it?”

Fluttershy looked down at her hooves. They were cleaned now, she saw, scrubbed of the dirt, of the debris, of centaur fur and flesh and blood. Even the bruises had mostly faded. But the stain, the stain of death, that would never fade. “I killed them, Twilight,” she whispered. “Killed. So many.” So many she'd lost count even before the bomb. How many perished in that explosion? How many more were on her conscience? How many?

Twilight nodded. “Me too,” she said. “We all did. Self defense, defending Canterlot... saving you.” She shook her head with a mirthless laugh. “I set one on fire, if you can believe it. Didn't even mean to. I didn't realize how strong Rainbow Power had made me. Her screams...” She bowed her head in shame. “I got these from trying to put her out.” She held out her forehooves, where the scars of burns had permanently seared her flesh. She dropped them. “But I'd do it all over again, if I had to, if it meant saving my home. Would you?”

Fluttershy shook, holding up her trembling hooves. “No… no, Twilight, you don’t understand. I killed them! Me…” She cried, great heaving sobs. “I’m Fluttershy… I’m supposed to be Kindness… and I was so weak that I killed… never, never again, never again…” She buried her face into Twilight. “Never again…”

Twilight held her close, holding her till her crying calmed into a softer, more steady sniffling. “Fluttershy, I am so sorry,” she said. “I am so, so sorry I wasn’t there for you.”

“I… I told him… Nessus... I’d done it for the right reasons,” Fluttershy stammered between sniffles. “That I was just trying to save ponies… but I…” She wrapped her hooves around Twilight’s torso. “I was so horrible… I even killed centaurs in front of children. Children! They’ll live with that for the rest of their lives… because of me…”

“But that’s just it, isn’t it?” Twilight said. “That they’ll live? Because you saved their lives. From what we were told by the captured soldiers, they were going to massacre Ponyville. Slaughter everyone, every last pony, even the children. To scare us. To intimidate Equestria. To show us the kind of enemy we face.” She looked down at Fluttershy. “If it’s a choice between living a traumatized life because you saw death as a child, and not living at all, isn’t it better to choose life?”

“Please don’t ask me that,” Fluttershy whispered. “I don’t want to know how I’d answer.”

“Fair enough,” Twilight said. She set her chin atop Fluttershy’s head. “But you know, I still think you did the best you could, given… given everything. Was it easy? No. I’m going to live with the guilt of what I’ve had to do for the rest of my life. But I know, and you know, that neither of us would’ve made this choice if it wasn’t forced on us. Big Macintosh told me you did everything you could to avoid killing the soldiers, even as they did their best to try to kill you.”

“Yes… because I was too weak to do what had to be done,” Fluttershy said. “And because of that… B-Bulk… he… and Flitter…”

Twilight smiled. “Fluttershy, didn’t you just say you thought killing was weak? You’re contradicting yourself.” She hugged Fluttershy more tightly. “Listen, I know I’m not going to talk you out of this trauma in one conversation. You’ve been hurt in ways that… that frankly makes me so furious. We all have, but you perhaps most of all. But at the same time, I’m proud of you, for not giving in. And for proving I was right about you.”

Fluttershy looked up at her, eyes bloodshot. “I… what do you mean?”

Twilight’s eyes twinkled in a wistful fashion. “Do you remember that night, at the library? After the trade fair?”

Fluttershy did. It was a happier memory, a memory that a substantial part of her told her she didn’t deserve to dwell on. “Yes,” she said, despite not wanting to.

“I told you then that you were strong. Stronger than a lot of ponies. Probably a lot stronger than me, when it comes down to it. You never once lost your Kind spirit, Fluttershy, no matter what you might have done.” Twilight squeezed her. “You’ll get through this. I know you can. And I’ll be there to help you, okay?”

Fluttershy nodded, sniffling. “Okay…” she breathed.

An orderly opened the door and stuck his head in, frowning softly at the two of them. “My pardon, your highness,” he said, addressing Twilight, “but visiting hours are ending soon. You’ll have to leave then, I’m sorry.”

Twilight glared at him until he closed the door.

Fluttershy gripped her tightly, rubbing her head into Twilight’s chest. “Please don’t go, Twilight. Please. I… I need you.”

Twilight chuckled. “Oh, I’m not going anywhere, Fluttershy. They can’t force me to leave. I’d love to see them try.”

“Thank you…” Fluttershy whispered.

They lay there, in silence, holding each other, for a very long time. “Fluttershy,” Twilight asked, “May I lay on the bed with you? I’m starting to fall asleep.”

Fluttershy had been feeling rather sleepy herself, even if she didn’t dare imagine what sort of nightmares awaited her in slumber. But… “Is there room?”

Twilight’s magic enveloped the bed below her. It shifted in shape, widening and softening till it felt more like her bed in the castle than a hospital cot. “There is now.”

Fluttershy shifted, turning over till she felt as comfortable as she could, given the hospital equipment hooked into her. Twilight nestled behind her, setting her head on Fluttershy’s shoulder. “That’s a bit better,” Twilight said.

Fluttershy turned till she could look into Twilight’s eyes. “Twilight?” she whispered.

Twilight’s smile wrapped her in warmth as much as the rest of Twilight had. “Yes?”

Fluttershy leaned till her lips touched Twilight’s, just for a few seconds, just long enough for a kiss. “Please don’t ever leave me, Twilight,” she said.

Twilight snuggled in closer, wrapping her free hoof around Fluttershy’s waist. “Don’t worry… I won’t.”

Fluttershy let the faintest ghost of a smile cross her lips. She lay back, enjoying the warmth, until finally, she fell asleep.