Like A Phoenix

by Coda Singer

Rating: teen
Tags: King Sombra, Random, Adventure, Alternate Universe, Sweetie Belle, Twilight Sparkle, Sad, Applejack, Gore, My Little Pony: Friendship is Magic, Dark, Rarity
Length: 61982

All Is Lost, Every Victory or Success Twilight and Her Friends Have Ever Made Was Turned into a Failure... What To Do?

Twilight Sparkle has spent Thirteen Years living in the wasteland once known as Equestria. All of her friends have faded from existence. She has Nopony left... besides all of the mannequins she constructed to keep her company. But when Sweetie Bell emerges from the fog, everything changes. Is all hope still lost? Or will Equestria be reborn like a Phoenix from the ashes?

Published 2014-12-28 14:40:04 UTC
Last updated 2016-11-29 02:45:47 UTC

Chapter 1: Empty

WARNING!: This story contains references to my previous book, it is suggested you read it if you want to know the entire story

http://www.fimfiction.net/story/196274/good-guys-always-win

Twilight woke up covered in a cold sweat. She had the usual nightmare. She didn't like to think about it. She was looking up at the stone celling of the cave which she had made her home. This place was where she spent her last moments with her friends, before they were wounded or... She didn't like to think about it. Twilight swung her hooves over the side of her bed and stood up. Her ankles and knees popped, She probably slept in again. She still didn't know why she was worried about waking up late, it's not like she was going to miss anything. Force of habit I guess. She thought to herself.

Twilight slipped on her shoes which she had fashioned for herself a long time ago. They were made of lazily stitched leather. She found her hooves slowly started to ache since she spends all day outside. Everything had been starting to ache. She was 28 after all. Twilight shivered as a cold Breeze rolled through the holes in the cave walls, when her magic was stronger she carved those holes in the hopes that she could make windows eventually. Twilight slipped on her saddle bag and the C.L.A.M.P, (Anther device she fashioned for herself.) opened the wooden door which was set into the stone of the mouth of the cave. Outside she saw trees and heard the chirping of birds. After the accident The Everfree forest became empty, It was really beautiful when you weren't worried about being eaten by Timber Wolves.

Twilight exited the cave and, after a three minute walk, entered the Echo of Pony Ville. Most of the buildings were rebuilt by Twilight herself. None of them were painted since Twilight couldn't find any, all of the paint she had was used for other reasons which Twilight found more important. Every building stood out as an ugly brown color with the silvery gleam of nails standing out as you walked past. As she passed a building she saw her friend Rainbow Dash.

"Hey Rainbow!" She called out, her voice was hoarse since she hadn't talked in a while, she skipped going to town yesterday to do some house maintenance. She was thinking about putting in windows but that would mean scavenging some glass panes. Twilight re-focused on Rainbow. "How ya been?"

"..."

"Sweet! I'm just going to Sugar Cube Corner to pick up some flour. I Think I'm going to bake a cake. Any way's see ya!" Twilight smiled to herself and trotted down the road happily. She soon arrived at Sugar Cube Corner and opened the door. "Hey Mr. Cake! Just here for some flour, do you have any? "

"..."

"Awesome! How much?"

"..."

"Alright, here's three Bits. Thanks! Hey is Pinkie here?"

"..."

"Thanks! I think I'll visit her later." Twilight slipped the flour into her saddle bag and smiled at Mr. Cake, "See you Wednesday!

"..."

"No, I think I'm going to put windows into my house, do you know where I could find any glass for sale?"

"..."

"Oh well, See ya!" Twilight walked out of the shop and started walking up the stairs towards Pinkie's apartment, when she found herself crying. She knew exactly why but she didn't want to know. She slowly hobbled towards the door with a picture of Three balloons on the door. But she collapsed and began sobbing, her hoof almost touching the door. I'll get further tomorrow Twilight wiped her tears and looked at the door longingly. She turned around and walked back down the stairs. Twilight pulled out a checklist from her saddle bag and pulled out a quill.

"Flour? Check, Sweet Apple Acres!" Twilight put the checklist away and began trotting towards the farm. On her way there she passed some of the other familiar muzzles Lyra and Bon Bon were standing next to each other, Octavia was in a music shop with Vinyl. The sight of them made Twilight happy. She finally arrived at Sweet Apple Acres, the barn was rebuilt but the trees had all died, Twilight was doing her best to grow some new ones.

"Hey A.J! Do you need help with anything?"

"..."

"Sure! I think I can do that, Is Granny Smith in there?"

"..."

"Think I might say hi, see ya!" Twilight ran inside with her new mission at hand, "Water the Apple Saplings," Twilight walked into the barn and smiled at the sight of Granny Smith. "Hey Granny! How ya been?"

"..."

"Good. A.J sent me to water the apple saplings, I just need to grab the watering can. Anyways I'll see ya later!"

Twilight tried to levitate the watering can. With a clatter the watering can fell to the ground and spilled all over the place. "Shit." Twilight mumbled to herself, making sure Granny Smith couldn't hear. Twilight reached over with her hoof where the C.L.A.M.P was attached. Twilight hooked the two prongs jutting out of the C.L.A.M.P onto the handle of the watering can and pushed a button on the strap of the device. The prongs closed around the handle and Twilight lifted her hoof, now carrying the watering can.

She made her way out of the barn and walked towards the stream and refilled the can. Twilight looked over and saw a familiar red haired filly.

"Oh, hey Apple Bloom, you playing down here?"

"..."

"Where's Scootaloo and Sweetie Bell?"

"..."

"Well tell me if there's any development on the whole Cutie Mark ordeal! See ya!" Twilight made her way back to Apple Jack and began watering the apple seeds, after about three hours of work Twilight walked back to the barn, unclamped the water can, said her goodbyes to the Apple family and walked back into town.

Twilight noticed the dial on her C.L.A.M.P was almost at zero, so she made her way back to her cave, on the way back she saw Rainbow Dash again.

"Hey Rainbow! have you been standing here this whole time?"

"..."

"Well you should try out those new cupcakes at Sugar Cube Corner. they're pretty- Gaaah!" Twilight screamed as she tripped over a rock and fell onto Rainbow Dash. She pulled herself up and looked down at what she'd done. "Dammit" Twilight said aloud, some of the stuffing had come out of rainbows chest where a large tear had formed, some of the painted wheat had been pulled from the neck of the mannequin.

Twilight loaded the mannequin onto her back and walked back to her cave. She set the Rainbow Dash replica on a table and pulled out a sewing kit. She began sewing the tear across Rainbow's chest back together and stitched the painted wheat back into the neck and head. some of the paint had chipped off revealing the golden brown color behind the rainbow paint.

Twilight set down the sewing kit and walked over to a book lying on a table, she grabbed a quill with her C.L.A.M.P and began to write.

"Day 4,745, Picked up some flour at Sugar Cube Corner and helped out at Sweet Apple Acres again, dropped the watering can trying to use magic, ever since I cast that spell it just... stopped working. C.L.A.M.P needs some tweaking and I need to find some glass to make windows. I Got two inches closer to Pinkie's door, at this rate I should be there in two days. Knocked over Rainbow today, needed to do some maintenance to fix her, I'll set her up tomorrow."

Twilight shut the book and walked over to a wall next to her bed. looking over at the 4,744 marks and added mark number 4,745. "Happy 13th anniversary." She said to herself. Twilight felt an explosion of different emotions inside her, Guilt, anger, sadness, joy, sentimentality. Twilight set down the quill, slid off the C.L.A.M.P and her saddle bag, slipped into bed and closed her eyes.

Twilight was in a dark room, lying in front of her was Chrysalis, she was asleep. Twilight illuminated her horn with red lightning and shot. Slowly the changeling's body morphed into the body of Pinkie. She looked up at Twilight with sadness, confusion and joy. Pinkie disappeared and was replaced with the body of Flutter Shy, she was missing a hoof, it changed into the body of Rarity who was missing an eye, then to Rainbow, covered in bloody bandages, then to Apple Jack's hat lying on he ground, then the body changed into Celestia, her horn was snapped off and Discord was laughing in the background. Then Twilight saw Spike sitting alone in the library as he was wiped from existence.

Twilight woke with a start, she was covered in cold sweat and tears... But she didn't like to think about it.

Chapter 2: Out of the fog

Twilight went through her usual routine. Shoes, saddle bags and the C.L.A.M.P. But this time Twilight hoisted the Rainbow Dash mannequin onto her back and made her way into town. Once she arrived at Dash's spot, Twilight set her down and readjusted the mannequin.

"There ya go Dashie," Twilight said to the stuffed pony doll, "Good as new, sorry about bumping into you yesterday I tripped."

"..."

"Anyways I gotta go!" Twilight noticed the dial on her C.L.A.M.P was at 14, "See ya later!" Twilight trotted off down the gravel road towards Sugar Cube Corner. On her way there she looked into the windows of various shops to see if there were any window panes but she couldn't see any. Eventually Twilight made it to the bakery and walked inside. "Hey Mr. Cake! Just came by to grab a cupcake or two. Are there any chocolate ones left?"

"..."

"Awesome! I'll take two please,"

"..."

"Yeah just on a tray would be fine. Thanks!" Twilight latched the C.L.A.M.P onto the tray, "See you tomorrow, as usual!" Twilight walked out of the shop and looked towards the stairs which lead to Pinkie's door. I'll visit her later. Twilight trotted down towards Sweet Apple Acres and saw Apple Jack in her usual spot. "Hey A.J. need me to water the Apple Seeds again?"

"..."

"Alright I'll be right back!" Twilight walked into the barn, set down the cupcakes, picked up the watering can and began sprinkling the water onto the dry soil. After another three hours work, Twilight retrieved her cupcakes and walked back to Apple Jack. "There sure are a lot of apple seeds to water!"

"..."

"Here," Twilight set down a Cupcake in front of Apple Jack, "Have a cupcake."

"..."

"It's no problem really! Think I might visit Flutter Shy today, what do you think?"

"..."

"I guess you're right, anyways see ya!" Twilight smiled and began walking towards Flutter Shy's hut at the edge of town and grinned as the hut came into sight. She munched on the remaining cupcake happily, threw away the tray, rapped on he door and opened it.

"Flutter Shy?"

"..."

"Hey! Just thought I'd drop by and say hello,"

"..."

"Yeah, just finished up at Sweet Apple Acres. Hey, you don't happen to have any window panes do you?"

"..."

"You do! Do you mind if I use them to make windows at my house?"

"..."

"Thank you so much!" Twilight walked over to the closet beneath the stairs and opened it.

"Aaaah!" Twilight ducked as a black bat swooped over her head and shot out of the open window. Twilight's breath was out of control, she held her hoof to her chest, pushed it outwards and exhaled. She felt like she nearly had a heart attack, after the whole 'history wipe' thing there had been no reason to be scared, and the sudden change wasn't appreciated.

Twilight looked down and saw five, dusty sheets of glass. She grabbed them with the C.L.A.M.P and slid them into her saddle bag.

"Thank you so much!" Twilight looked at the dial on her wrist and saw the number eight. "I gotta go, see ya!" Twilight trotted out of the cottage and made her way back to Sugar Cube Corner and looked up longingly at Pinkie's door. Twilight still didn't know what was inside, every time she tried to enter the apartment, she broke down crying.

She began walking up the stairs slowly, holding back all emotion, eventually she made it onto the landing, she was now right in front of Pinkie's door. Twilight felt tears begin streaking down her face, she reached out a shaking hoof and pressed it against the cutie mark painted onto the wooden surface. Twilight felt another explosion of emotion. Pride, anger, satisfaction, sadness, and regret.

"I'm sorry."

Twilight Arrived at her cave after a quick chat with Rainbow Dash. Twilight instantly got to work. She began sizing up the glass with the holes in the side of the cave. The holes were about two inches bigger which was perfect. This way Twilight could slip some cloth between the stone and glass to create insulation. It gets cold during he night. Twilight put some cloth on the bottom of he square hole and began to fit the glass in. After filling in the remaining three sides with cloth, she took a step back. It fit perfectly. Twilight pulled out the remaining four sheets of glass and smiled at them.

"Hello!?" Twilight dropped the sheets of glass which shattered on the ground. She swore she heard somepony yell hello. She looked out the now complete window but nopony was there. Must have been her imagination. Twilight looked down at the broken shards of glass all over the floor.

"Shit!" Twilight said out loud, not caring who heard. She began walking towards the broom propped up against the stone wall of the cave and began sweeping the shards of glass into a hole in the floor at the corner of the room, in order to hold a dustpan Twilight would need to make a second C.L.A.M.P. but she gave up on that idea since he first one took six years to make.

"Hello!? Is anypony there!?" The voice sounded again. This time Twilight dropped the broom and ran over to the window again. Thoroughly the fog of the Everfree forest. Twilight swore she could see a small figure, limping through the woods. Twilight pushed a second button on her C.L.A.M.P and a blade slid out of a small compartment on the wrist. She pushed open her door and walked out into the fog.

"Hello!?" Said the voice again, it was definitely a mare, judging by her size she was just a filly.

"Stay where you are!" Twilight responded loudly, she tried her best to sound threatening. "I'm armed!" When she said his her voice cracked. She really hasn't had any reason to shout in thirteen years.

"Twilight?" The filly said, in a shocked voice. "Thank Celestia you're here!" Celestia, now that's a name Twilight hadn't heard in a long time. Twilight held out the blade, the filly noticed and jumped backwards. Twilight stepped closer and slowly he filly's face was revealed.

"Sweetie Bell?"

Chapter 3: from pupil to mentor

"What... How?!?" Twilight was utterly shocked and completely speechless, but then something clicked in her brain. "You're not real. You must be a figment of my imagination."

"What?" Responded Sweetie Bell, "Of course I'm real, why wouldn't I be?"

"I've been alone for a long time, why would random ponies show up all of a sudden?" Clearly Sweetie Bell had to be a figment of Twilight's imagination. It doesn't make any sense why a pony would randomly appear. Twilight slid the blade away and began walking back towards her cave.

"Hey wait up!" Said Sweetie Bell, who began following Twilight. "Where are we going?" She asked.

"To my cave."

"You live in a cave?" Sweetie Bell seemed confused.

"Yes I do." Responded Twilght, sounding a little offended.

"Why?"

"Because it didn't seem right rebuilding the library."

"What do you mean rebuild?" Asked Sweetie Bell. Twilight stopped in front of her door. She would have to explain everything. Twilight opened her door and walked inside, Sweetie Bell followed. "Wow! Sweetie Bell was clearly impressed. "You did all of this?"

"Just the marks on the wall, the bed, the journal and the windows... Or, window really." Twilight began unpacking her saddle bags and she slipped off her C.L.A.M.P.

"What's that?" Asked Sweetie Bell curiously.

"It's my C.L.A.M.P."

"Your what?"

"Clamping, limbic, applicable, mechanical, processor. Basically it lets me pick up stuff without my magic."

"Why can't you use your magic?"

"Long story." Twilight really didn't feel like getting into details. "Wait a second... Why am I explaining this to you? You're not real." Twilight opened her journal and wrote the usual entry but this time added, "hallucinations have begun" to the end.

"Yes I am!" Sweetie Bell stomped her hoof on the ground. "Why don't you think I'm real?" Twilight set the C.L.A.M.P

"Read my journal."

"What?" Sweetie Bell sounded impatient.

"Read my journal, It'll tell you everything you need to know." Twilight slipped into her bed and shut her eyes.

"Woah." Twilight turned her head and saw Sweetie Bell looking up at the wall of marks. "Can you add another one for me?" Twilight asked. Sweetie Bell looked over at the piece of chalk sitting on the desk next to Twilight's bed. She squinted her face and the chalk was lifted in the air, surrounded in a light blue, sparkling aura. Twilight lifted her head. She hasn't seen magic used properly in a long time. There was a scraping noise and the 4,758th mark was complete. Twilight felt a smile try to break its way through her emotional barrier. She turned her head away before it appeared. Twilight heard the thud of her journal being opened and the scrape of a stool moving across the floor. Soon Twilight was asleep.

Twilight was utterly surprised to find she didn't wake up covered in sweat, panting from fear. She woke up like she did thirteen years and one day ago. Completely normally. Twiligt flicked her eyes open and looked behind her, she saw Sweetie Bell, face down against the desk, day 4,758's page in her journal was open but "hallucinations have begun" was crossed out. Twilight smiled and began packing, she slipped on her C.L.A.M.P and draped her blanked over Sweetie Bell's back. Twilight stood there for a second, looking at her sleeping face. maybe she is real Twilight thought to herself. She snapped out of it, slipped on her saddle bags and left. After another long day of helping out at sweet apple acres, visiting her friends, looking for more window panes and waiting at Pinkie's door. She now made it fully to her door but she still couldn't bring herself to open it. Twilight made it back home. She opened the door and saw Sweetie Bell sweeping dirt and dust into the hole in the corner of he room.

"Hey! I was just cleaning up a bit. Thanks for the blanket by the way." Sweetie Bell gestured to the bed which was neatly made and wrinkle free.

"Wow you did a great job." Twilight smiled as she looked around the room. All of the rocks and dirt was gone, twilight also noticed she was standing on a straw welcome mat with the words, "bless this mess" written in chalk.

"Thanks! Not bad for somepony who doesn't exist." Sweetie Bell smirked at Twilight.

"Don't get cocky." Twilight set down her saddle bags.

"Ummm... Twilight?"

"Yeah?"

"What did you mean by, do some maintenance on Rainbow Dash?" Twilight dropped the saddle bags.

"I'll show you tomorrow, right now we have some work to do!" Twilight picked up a rock.

"Umm... What do you mean." Twilight threw the rock at Sweetie Bell. "Away!" Sweetie Bell ducked as the rock hit the wall. "What was that for!?" She screamed at Twilight.

"We need to work on your magic, I saw your attempt to mark the wall," Twilight looked over at the squiggly line on the wall. "If you're gonna stay for a while, you need to educate yourself, and I happen to be the perfect tutor."

"But you said you magic doesn't work anymore." Said Sweetie Bell. "Or at least your journal did."

Twilight was offended on a very high level. "Just because I can't do it, doesn't mean I don't know how to do it." Twilight trotted over to the rock and picked it up again, "when I throw it this time I want you to focus on the rock as soon as it leaves my hoof. Imagine a Barrie between you and me, ready?"

"I guess?" Sweetie Bell squinted her eyes and bent her knees in preparation. Twilght threw the rock, Sweetie Bell squinted even more and the rock slowly came to a stop in mid air.

"Yes!" Twiligt shouted, her voice cracked again.

"I did it!!!" Twilight watched as Sweetie Bell jumped around, happiness and pride on her face. Twilight smiled, feeling the same pride.

"All right enough celebrating, we've got a lot of work to do." Sweetie Bell got in the same prepared position, her expression made her look like she could take on the world.

Chapter 4: two years later

"Come on, you can do it!!!" Twilight tried her best to encourage Sweetie Bell, they had recently been practicing summoning, Sweetie Bell's come a long way from catching rocks in mid air. Her magic has been getting a lot stronger, with Twilight's help and with age. Sweetie Bell was ten now, they celebrated her birthdays with some cake that was a lot easier to make with Sweetie Bell's help. Sweetie Bell was much taller now, she was almost at Twilight height. Ponies usually stop growing at around 15 and so far it looked like she was going to be taller than Twilight. They also celebrated Twilight's birthdays. She was thirty now. Twilight found it amazing that she was three times Sweetie Bell's age.

Sweetie Bell squinted her face as hard as she could. "Come on!" Said Twilight again.

"I'm trying!!" Sweetie Bell shouted.

"Focus on a pane of glass, but don't just imagine it simply, Focus on each and every molecule." A shimmering blue aura appeared in mid air, Twilight could see a transparent, tiny, cube of glass appear, and more glass was appearing out of nowhere.

"Come on! I need these windows!!" At that, an entire pane of glass appeared and began to fall. Twilight leapt forward and caught the glass between her two hooves. Sweetie Bell let out a sigh of relief, her face was covered in sweat and she looked exhausted.

"I think that's enough for today," Said Twilight, clamping onto the pane of glass and setting it on the table. "You've earned yourself a cupcake, on me." Twilight slipped on her saddle bags. "I'll be back from sugar cube corner."

"I still think its pointless going there, you're just going to make it yourself." Said Sweetie Bell, crossing her hooves and leaning against the cave wall, which was now straight. The entire cave was renovated to a cube with seperate rooms. They even carved a fireplace out of stone which sat at the side of the room.

"Sweetie Bell we've talked about this," said Twilight, "I spent a lot of time with my friends in that place and so have you. Sugar Cube Corner means a lot to me and so does the rest of Ponyville."

"But I thought the spell Discord cast turned all of your memories bad." Said Sweetie Bell.

"The spell stopped working for some reason, not that it matters. By now most of my memories have changed. I still have one or two that I didn't think about while the spell was in action." Twilight stopped suddenly. "Why am I explaining this? I'm making you a cupcake! Stop complaining." Sweetie Bell rolled her eyes. "Don't give me attitude. Looks like our next lesson needs to be on respect." Twilight opened the door.

"Sorry, I just think its weird."

"It is weird, but it makes me feel better." Twilight stepped out of the door, "be right back!"

"See ya!" Said Sweetie Bell waving her hoof, Twilight shut the door, smiled and walked into town. After a two minute walk she made it to Sugar Cube Corner.

"Hey mr. Cake! Just here for a cupcake."

"..."

"Yeah chocolate will be fine thanks."

"..."

"Yeah Sweetie Bell managed to summon an entire pane of glass this time! So I thought we'd celebrate with a cupcake... You know what? Make it two, I've done a good job too."

"..."

"Thank you! Oh and can you tell Apple Jack I can't help her today? I need to do some house work."

"..."

"Thanks again!" Twilight smiled, clamped onto the tray of cupcakes and happily trotted out the door. She looked up the flight of stairs and stared for a while. "What the hell." Twilight set down the tray and walked up the stairs. She made it all the way to the door with her hoof on the handle. She waited for what seemed like two minutes then she slowly turned the knob. The door squeaked as it swung inwards. It was open about three inches wide. Twilight shut the door and sighed. next time. She thought to herself. She walked back down the steps, picked up the tray and walked back to the cave.

"Sweetie Bell! I got you a chocolate cupcake! Your favorite!" Twilight said as she opened the door. No response. "Hello?" Twilight called.

"Hey." Said a voice behind Twilight. Twilight jumped and nearly dropped the cupcakes. She whipped her head around and saw Sweetie Bell holding some pieces of wood.

"Sweet Celestia you nearly gave me a heart attack!"

"Sorry! I went out to get some fire wood."

"We'll leave a note or something. Say something before you start talking!"

"That doesn't make any sense." Sweetie Bell chuckled.

"We'll sorry my brain's trying to make sure my heart's still working." Twilight handed a cupcake to Sweetie Bell who levitated it and merrily took a bite. Sweetie Bell trotted inside and set the firewood in the stone fireplace at the side of the room. Sweetie Bell took another bite and trotted over to her own journal which sat next to Twilight's, much thicker journal. She scribbled away with a smile on her face, shut the book and walked over to her own section of the wall where she had her own marks, representing the days since she arrived.

"Day number... 730!!!" Sweetie Bell jumped around with a smile on her face.

"Happy 2 year anniversary!" Said Twilight happily. She leaned against the wall and munched on her own cupcake. "You've grown so much since you we're a little filly." Twilight looked over at the wall next to the fireplace. There they had marked Sweetie Bell's height every day. "Go on, lets see how much you've grown today." Sweetie Bell hooped towards the wall and leaned against it, making herself look as tall as possible. Twilight grabbed a piece of chalk and drew a line against the wall starting at the tip of Sweetie Bell's horn. This line was at least two inches higher than the last one. "Wow, you grew overnight!"

"I'm gonna end up taller then you!" Said Sweetie Bell, she was jumping around the room, pure joy on her face. If there was any time for her to get her cutie mark, it would be now. But no such luck. It looked like Sweetie Bell was thinking the same thing, because she suddenly stopped and looked back at her flank. And the look of joy vanished as nothing appeared. Her flank stayed as blank as a new piece of paper. Sweetie Bell's look of hope was destroyed and she turned her head back towards the ground. A tear hit the stone floor.

"Hey, hey," Twilight walked over to Sweetie Bell and stretched her hoof around the young Mare's shoulders. "Don't worry. It'll all be okay." Said Twilight, rubbing Sweetie Bells back. Twilight wiped the tear off of Sweetie Bell's face.

"Sometimes i think I'll never get my cutie mark." Said Sweetie Bell, another tear hit the ground. The sound echoed through the stone room like thunder on a peaceful day. Twilight stood up.

"What's so important about a cutie mark anyways?" Asked Twilight, getting to her hooves and pacing around the room. Sweetie Bell lifted her head, a puzzled look on her face. But that puzzled face turned into an even more hopeless expression.

"It tells who you are. It shows your destiny." Responded Sweetie Bell, her voice was soft as cotton at this sentence. Another roar of thunder shied through the room in the form of a second tear drop.

"And who determines this so called 'destiny'?" Asked Twilight, a half smile curled on her face as she kept pacing around he room.

"Nopony." Sweetie Bell was still puzzled. "It's just something that you've always been good at."

"And what if you don't like what you're good at?" This really confused Sweetie Bell. "Say you we're allergic to pears, and you just happened to be really good at cooking pear related foods. You literally would not be able to fulfill your so called 'destiny'. You would have to make another destiny."

"But you can't!" Interrupted Sweetie Bell.

"Why not." Replied Twilight, now with a full smile on her face. "You say there's a predetermined destiny for everypony. But I say... You make your own destiny. You are a young, beautiful mare with the whole worl in front of her, but You can be as old as Granny Smith and still not have a cutie mark. Just because you don't hav a wierd symbol on your flank, it doesn't mean you don't know who you are." Twilight stopped pacing. "You are Sweetie Bell, and you make your own destiny."

"Thanks Twilight." Sweetie Bell got to her hooves. "I feel a lot better."

"Not bad for an old, crazy mare." Twilght smirked and Sweetie Bell chuckled.

"Hello!?" Twilight and Sweetie Bell jumped and turned their heads. Out the window Twilight saw a figure wandering through the trees. "Hello!?" The figure called again, Twilight slid the blade out of her C.L.A.M.P, signaled Sweetie Bell to stay in the room and wandered out into the Everfree forest. Twilght saw a creature she hasn't seen since Rainbow Dash brought her friend to Ponyville. The figure noticed Twilight and jumped into the air.

"Who are you?" Both of them said at the same time.

Chapter 5: The Gryphon

Twilight looked at the beaked face of a grey and gold gryphon flapping its wings in front of her. It had bright green eyes which were flicking around frantically.

"Where am I?" The voice was defiantly male, it had a soft tone to it even though he was clearly worried.

"Who are you." Twilight said it like it wasn't a question, she held the blade outwards.

"My name's... Travis." The gryphon responded.

"Travis." Twilight said raising an eyebrow.

"Yeah... Why?" He said with his front claws in the air in surrender.

"How did you get here." Twilight asked, lowering the blade slightly but still looking fierce.

"I don't know," Travis flapped his wings and landed softly on the ground. "All I remember was..." The gryphon paused, seeming to choose his next words very carefully, "I was in a restaurant in Manehattan, then everything... Stopped. Then i ended up here, everypony was gone and Manehattan was gone as well. I flew around for a while until I saw some buildings here, I landed and started searching for ponies but all I found was a bunch of creepy pony mannequins in random places." Twilight slid the blade away and lowered the C.L.A.M.P.

"Yeah... I did that." The gryphon looked confused. "Sweetie Bell! You can come out now!" Sweetie Bell poked her head out of the door and trotted outside, she hid behind Twilight Peering over her shoulder. Though she looked grown up she still acted like a filly. The gryphon Inhaled deeply and looked between Twilight and Sweetie Bell. His face grew kind and he lowered himself to her level. Gryphons were usually much taller than ponies, and this one was just under a foot taller.

"Hi," he said in his soft voice, except now In a friendly tone. All signs of worry vanished from his voice. "I'm Travis." He held out his claw. Sweetie Bell looked out from behind Twilight and shook his claw with her hoof.

"Sweetie Bell." Once the gryphon let to of her hoof she hid behind Twilight again. Travis smiled at her shyness and inhaled slightly. His behavior was unusual from other gryphons Twilight had seen.

"And who's your sister." Said Travis. The gryphon's expression instantly changed back to it's tone of worry when he said this. It seems he unintentionally tried to flatter Twilight. Not that it mattered for her expression stayed flat and emotionless. Twilight raised an eyebrow and Sweetie Bell giggled.

"Twilight." She responded in a flat, intense voice. "My name is Twilight." She turned and began walking towards the cave. Sweetie Bell followed closely behind and Travis began to follow them both.

"So you live here?" He asked, trying to make conversation. Twilight didn't respond but Sweetie Bell did.

"Yes, well... Her a lot longer than me." She turned her head towards Twilight who was rummaging through the drawers of her desk. Travis gaped as he entered the cave and saw the carved walls and separate rooms.

"How long exactly?" He asked curiously, looking at Twilight with sincere concern on his face. She remained emotionless like a statue who's face was carved to represent emptiness.

"Fifteen years." Said Sweetie Bell, looking at Twilight as well. she smiled slightly. Proud that her mentor could survive as lone as she did with Nopony around.

"Wow... And how long have you been here?" Travis shifted his gaze towards Sweetie Bell.

"Just two years." She said. She was still looking at Twilight.

"Thirteen years alone... How did she do it?"

"She kept herself company." Travis thought for a second.

"The mannequins?"

"Yeah." Twilight pulled some rope from the drawer and pulled up a chair.

"Have a seat." She said, gesturing to the chair. The gryphon took a step backwards but Sweetie Bell shut he door behind him. He looked around, shocked. "We don't know if we can trust you yet, so we need to question you."

"How do I know I can trust you?" He asked.

"You don't." She responded.

"Fair enough." He slowly made his way to the chair and Twilight began tying him up. Then she pulled out what looked like a metal box with some paper coming out of it. She attached some suction cups to Travis and pushed a button on the machine, the paper began pouring out with red scribbles all over it.

"Is that a lie detector?" He asked.

"Yes." Responded Twilight. "Now... What's your name." The gryphon paused.

"Travis." The pin on the machine jerked.

"You're lying." Twilight responded. The gryphon paused again.

"The name I go by is Travis." The pin stayed still. Twilight raised an eyebrow.

"Where are you from." The gryphon paused again and he had that same expression of choosing his words wisely.

"Manehattan." The pin was still.

"How did you get here?"

"I don't know." The pin remained still.

"Do you know who I am?"

"No." The pin remained still.

"Are you here to hurt us in any way, shape or form?" Twilight stepped forwards.

"No." The pin remained still.

"Congratulations you're trustworthy." Said Twilight, removing the suction cups from the gryphon and untying the ropes.

"I think you need to tell him." Said Sweetie Bell.

"Tell him what?" Asked Twilight.

"You know... What happened before you got here." Twilight stopped dead in her tracks.

"And why would I need to tell him that?" She said, not looking at Sweetie Bell.

"Maybe he can help try to reverse it." The gryphon was confused.

"Uuuhhh... Reverse what?" He asked.

"I'm gonna tell him." Sweetie Bell said to Twilight.

"Fine," Twilight responded, "but I'm not going to be here when you do, I'm heading into town to help out at Sweet Apple Acres." Twilight slipped on her saddle bags and slammed the door. Sweetie Bell turned to the gryphon and sat down.

"You might want to get comfortable."

Chapter 7: Heart of stone

"Get back!" Twilight screamed, she pushed Sweetie Bell away from a changeling who until recently took the form of Travis the gryphon. Twilight leapt forward and held the blade against the changeling's throat.

"Woah! Hey I'm not going to hurt you!" The changeling shouted.

"I don't care!" Twilight screamed in response. "Your kind is responsible for my friends death's!"

"I know but-"

"You know?" Twilight pulled away. "Sweetie Bell did you tell Travis about the changelings?"

"I, uh, I don't-" Sweetie Bell spluttered.

"Did you tell Travis that the changelings were involved with the fall of Equestria!?"

"No! I don't think so, no." Sweetie Bell gave Travis a questioning and ashamed look.

"How did you know the changelings were involved!" Twilight screamed. She slammed her blade back in its previous position at the changelings throat.

"All of us knew!" Yelled the changeling, glancing from the blade and to Twilight's fierce gaze. "The changelings live on a hive mind. Important information is passed through every changeling. That's why we're so coordinated."

"Yes but you're cut off from the hive mind." Retorted Twilight. "You shouldn't have that memory anymore..." Twilight's face went blank. "You were there... Which one were you!? The one who cut of Flutter Shy's leg!? The one who torture Rainbow Dash!? The one who Took out Rarity's eye!?" At this news Sweetie Bells face went even whiter than it already was.

"I was one of the changelings who carried your cage into the dungeons in Canterlot. You killed my friend yekshra, and you gave me this." The changeling opened it's mouth to reveal several broken and missing teeth, one of the fangs already sticking out of his mouth was broken in half. "You also broke my leg." Twilight looked down to see his left hoof was cracked and sticking out at an odd angle.

"I should slit your throat right now." Said Twilight through gritted teeth.

"No!" Sweetie Bell leapt from her previous position and pulled Twilight's blade away. "Twilight! You're not being yourself!"

"I've had thirteen years to change who I was! Those thirteen years I spent alone were because of him! And all of his kind!" Twilight pointed at Travis who was looking downward in shame. She turned back to him. "And that inhale! Outside, that was you feeding wasn't it!?"

"Yeah," He responded honestly. "The love between you two is strong." He looked towards Sweetie Bell, "She loves you like a daughter you know." Twilight jumped in front of his gaze.

"How dare you speak to her!? You're responsible for her sister's death." The changeling looked downwards, avoiding eye contact. "Sweetie Bell... Lock him in the guest room."

"But-"

"Sweetie Bell!" Sweetie Bell got to her hooves.

"Yes Twilight."

"Oh and... Take out the bed." Sweetie Bell walked over and grabbed Travis' hoof. He screamed in pain since she grabbed the broken one.

"Hold on." He said, panting in pain. His body shimmered green and soon he was back in gryphon form. Twilight was sickened when she saw the transformation. His front claw wasn't broken like his hoof was In his other form. Sweetie Bell tugged his claw and he walked with her unquestioningly into the guest bedroom. After a few seconds Sweetie Bell came out levitating the bed behind her. Twilight walked over, shut the door and locked it. She stared at the door, knowing that behind it was a monster, responsible for the death of Equestria.

"What are you going to do wih him?" Asked Sweetie Bell. The bed she had removed from the room on the ground next to her.

"We're going to keep him in that room for further questioning." Twilight responded.

"Just make sure questioning is the only thing you do." Said Sweetie Bell. Giving Twilight a quizzical look. Twilight looked down and saw the time dial was at zero.

"We should head to bed. It's getting late, we have a long day of training tomorrow." Twilight began walking towards the door to her room, on her way past she put her hoof on Sweeie Bell's head and ruffled her mane. "See you tomorrow."

"Good night." Responded Sweetie Bell. However she stayed still and waited for Twilight's door to close. Sweetie Bell walked to the bed and pulled the blanket and pillow from from it. She the. Unlocked and opened the door to the guest bedroom. "Hey." She whispered into the room.

"Oh, it's you." Said the gryphon in the corner of the room with relief.

"I brought you these." Sweetie Bell set the blanks and pillow down neatly on the ground in front of Travis. He looked down at them them, then looked up at Sweetie Bell with a smile on his beak.

"You have a kind spirit." He said, grabbing the blanket and wrapping it around himself.

"Why are you still in that form?" Asked Sweetie Bell. Closing the door behind her so she wouldn't have to whisper anymore.

"Oh uh... Heh, the broken hoof doesn't hurt when I'm like this."

"It doesn't hurt at all?" Sweetie Be was fascinated.

"We'll it sort of... Tingles... Almost like it should hurt, but it doesn't."

"Change back." Said Sweetie Bell.

"What?"

"Change back." She repeated. The gryphon ablidged and was a changeling again within seconds. Sweetie Bell walked forward and grabbed his broken hoof.

"Aah!" He pulled it back in pain.

"It's okay." She said, holding out her own hoof with a friendly smile. Travis lowered his hoof into hers and gazed at her face. She looked at his hoof with concern. "This must've really hurt."

"Heh... Yeah, that was a heavy cage your mentor dropped on me." Sweetie Bell illuminated her horn And a warmth crept through Travis' body. The crack through the hoof sealed and there was a popping noise as the joint straightened. Sweetie Bell smiled at her work and looked up at Travis.

"Go on. Try it out!" Travis pulled his hoof back and was marveled to see it was fully articulate again.

"Wow... You're gifted... Truly." He stared at his hoof and kept moving it every which way, looking at it like it was an alien limb.

"Do you always talk like that?" Asked Sweetie Bell.

"Hmm? Oh." Seeming to instantly realize what she was talking about. "It's a changeling thing... After you've... 'Fed' off of somepony, you get a kind of... Deep connection with them. I got it from Twilight too."

"It sounds like poetry." Travis looked up at Sweetie Bell. "The way you speak I mean."

"Yes I suppose it does." He set his hoof down and smiled at how he put pressure on it.

"I love poetry." Said Sweetie Bell, laying down on the floor and looking up at Travis. "Ummm... Actually... Could you..." Sweetie Bell paused.

"What is it?"

"Could you... Describe Twilight's emotions to me?" Travis looked surprised. "I know... You think after two years together you would know somepony but the way she acted tonight... I've never seen anything like it." Travis' surprised face changed to a smile. Sweetie Bell blushed and looked at the ground with her own nervous smile.

"Twilight thought of herself as the guardian of Equestria." Sweetie Bell looked up. Travis had a distant look on his face, his eyes focused on something that Sweetie Bell couldn't see. "She spent years thinking it was all her fault, due to these thoughts, as if Medusa gazed into her soul Twilight's heart turned to stone. An impenetrable fortress where every sad thought and happy memory were mere scratches on the surface of this dark stone. She relished in things that actually made her feel true emotion. And even though the sun hangs eternally in the sky she spent a very long time In darkness. Where the only light was pretending that life was still the way it used to be. Until one day you showed up. After a couple months a crack split down the center of her stone heart and inside there was a glowing, beautiful, sensitive light blossoming. The fear and hate in her heart, bled out like rain during a storm. And then I showed up... Right when she was the most vulnerable and that crack In Her heart sealed like the crack in my hoof. All of the hate and fear was sucked back in like a sponge dropped into a pool. And now she finally found an outlet for all that anger, and hatred for anything related to her friends deaths and the fall of Equestria. She hates me... Because she hates herself inside. She blames herself and she looks at me like I'm her evil reflection In the mirror. I'm the Jekyll to her Hyde and now I fear she may soon be too far away to save. But for those two years her love for everything was rekindled by the spark of your love In return. The love between you two is strong." Travis inhaled and licked his lips. "Granted its a different flavor."

"That's beautiful." Said Sweetie Bell in awe.

"The world is beautiful," Travis responded. "Sometimes you just have to look through somepony else's eyes to see that." Sweetie Bell and Travis stared at eachother for a while. "You should get to bed. It's getting late." Sweetie Bell stood up and opened he door.

"See you tomorrow." Said Sweetie Bell.

"Promise?" Asked Travis.

"Difinately."

Chapter 8: The way things were

Twilight woke up in a cold sweat. Something she hasn't done in two years but in light of recent events she found herself In the mindset She was in before Sweetie Bell wandered out of the fog. Twilight didn't trust Travis for a second. After all he was there when Equestria fell, he was there when her friends died, he was there when Pinkie... Pinkie... She didn't like to think about it.

Twilight was wandering through the Everfree forest looking for some berries which were safe to eat. They had run out of flour at Sugar Cube Corner and she had yet to make some more. Until the Apple trees grew they were left with berries and anything else they could find. Twilight looked down and noticed the time dial was at ten. She decided to head home.

"I'm back!" She called as she entered the house. She liked how she could call this place a house instead of a cave. Sweetie Bell came galloping out of her bedroom and attack-hugged Twilight.

"Welcome back!" She yelled happily.

"Hey." Twilight looked over at the door to the guest bedroom. "Did Travis cause any trouble?"

"No... He's been real quiet... I guess it's because there's really nothing to talk about."

"Or because he's planning something." Twilight gritted her teeth and intensified her stare, as if she was looking straight through the door at Travis himself.

"Twilight..." Said Sweetie Bell in a mocking tone. "You're making something out of nothing. You need to relax! Let that stone heart of yours settle down for a while."

"I guess your right." Admitted Twilight. "I'll have to relax later though because somepony's birthday is coming up!" Sweetie Bell's face lit up with excitement.

"You remembered!" She jumped around the room happily. Twilight smiled at the sight.

"Now I'm going to go into town for your present, no peeking when I get back okay?" Said Twilight in a playful tone. Sweetie Bell nodded her head furiously and galloped into her room. Twilight grinned a glorious grin and walked out of the house to make her way to Ponyville.

"Now I'm going I to town to pick up your present so no peeking when I get back okay?" Sweetie Bell nodded furiously and galloped into her room. As soon ash she walked through the door way she leaned to the side, ear against the wall, waiting for silence. She heard the front door shut softly, and a twig snap as Twilight left the house. Sweetie Bell smiled and ran to the guest bedroom. She unlocked and opened it with a big grin on her face.

"Hey!" Said Travis, in his changeling form. He grew more fond of it once Sweetie Bell had fixed his hoof. "So I heard that somepony's birthday is coming up!" Sweetie Bell's grin grew larger, it was reaching Pinkie Pie levels of A smile now.

"Yep!" She said proudly, sitting down on a pillow she had brought in days ago.

"So how old are you going to be?" Asked Travis, now moving to his own pillow.

"Eleven."

"Wow you're getting big!" Travis' eyes went out of focus like they do every time he does his poetry. "But I can still see the young filly inside you. Oh." Travis' eyes flicked towards Sweetie Bell, but they were still focused on something behind her. "You're still worried about your cutie mark." Sweetie Bell was shocked.

"No!" She said defiantly.

"Sweetie Bell I can read your memories there's no point lying to me." His eyes came back into focus. Sweetie Bell looked at the floor with guilt.

"Well, it's just something that a pony should get when they find there destiny. Something they've always been naturally good at. And... I can't find it."

"I think you should take your mentor's advise." Said Travis, he got up and walked over to Sweetie Bell. "But if it still bothers you... It's probably really hard to find your destiny in a baron wasteland." Travis rubbed Sweetie Bell's back. She looked up at him with a tear on her cheek. "Once this is all over," Travis wiped away the tear and put his hoof under Sweetie Bell's chin, looking deep into her eyes. "I bet you'll get your cutie mark so fast, other ponies heads will spin! So hang in there. Okay?" Sweetie Bell nodded.

"You always know what to say." She said, watching him as he crossed the room back to his pillow.

"Part of the job." Travis smiled modestly. Sweetie Bell thought for a second.

"I want you to tell me your story." She said suddenly.

"What?" Said Travis surprised.

"If I know your life, maybe I can convince Twilight to trust you."

"That's not going to be easy." Said Travis, giving Sweetie Bell a questioning look. "Alright." Sweetie Bell smiled and laid down on a pillow, giving Travis the same look, it was the way a child would look at a super hero.

"I was spawned to be a warrior changeling. I was supposed to be on the front lines of the attack on Canterlot all those years ago. I guess, i should be about twelve years old now."

"You're around my age!" said Sweetie Bell happily.

"i guess i am! anyways i was supposed to be a warrior but the changeling carrying my DNA to the gene pool was..." Travis saw Sweetie Bell's confused face. Travis smiled. "Let me explain. Changelings are spawned in a pool of Genes and strands of genetic information. The genes put into me were supposed to make me strong and fearless. But the changeling carrying my genes to the gene pool tripped and mixed in some genes of ponies which we were experimenting with. Queen Chrysalis thought if we could find out how to make changelings love like ponies could, we would be fed for life. I was spawned a week later and was a complete disappointment. I was sensitive and smart instead of strong and resilient. When they found out I wasn't cut out to be a warrior they made me a henchman. My new job was. 'Do what ever we want you to do.' And that included building things, carrying things, stuff like that. And one day I was ordered I carry a cage with six ponies in it, me and my friend carried it together. I heard the ponies whispering to each other and then all of a sudden the cage was tipped forward. It crushed my leg and chipped some I my teeth. But my friend was crushed and killed. The ponies got out but one of them... Your sister lost an eye. After that I was sentenced to be killed in a couple days. But before my execution the world just... Stopped. Then I woke up in the place hat Manehattan used to be. Our hive was located there before the history wipe. I changed into the gryphon form to keep my broken hoof from hurting and I took off trying to find other ponies... And I found you." Travis finished his story with a smile.

"How did your trick the lie detector?" Asked Sweetie Bell.

"I did come from Manehattan. Granted it was a hive under Manehattan but it was still Manehattan."

"And your name?"

"The name I go by is Travis, that wasn't a lie. But it's not my real name."

"What's your real name." Asked Sweetie Bell curiously.

"Trevocula." Sweetie Bell was silent.

"Travis is a fine name!" They laughed together but suddenly stopped when they heard a knocking at the door. Sweetie Bell jumped and peered out the door. "Twilight's here! I gotta go!"

Sweetie Bell slammed the door. "Nice to see you!" She yelled. Travis sat in darkness, then he door opened and Sweetie Bell lept inside. She planted a kiss on Travis' cheek then exited as quickly as she entered. Travis rubbed the spot she had kissed.

"Nice to see you too."

Travis sat alone in darkness for two more days until Sweetie Bell's birthday arrived. On that day Sweetie Bell swore to Travis. She would convince Twilight to trust him, as a birthday present for herself. Travis was planning a surprise. He knew a spell that sent confetti flying outwards like a party popper. He knew how to use magic but he didn't wan to use it to escape. If I break out, how will they trust me? Travis thought this to himself every time he thought of leaving. Plus he couldn't just leave Sweetie Bell like that. Outside of his door.

"No Sweetie Bell!"

"Just hear him out." Travis prepared his party spell. The door creaked open and with a sound like a firecracker confetti and sparkles went everywhere. After half a second Travis was slammed into the wall with Twilight's blade held in the familiar position at his throat.

"What in the name of Tartarus was that!"

"It was just confetti! I knew it was her birthday and I wanted to celebrate, it doesn't hurt anypony I swear!" Twilight shoved Travis into the wall. The back of his head went numb for a few seconds. Twilight walked out of the guest bedroom and slammed the door shut, she locked it behind her and Travis was left In darkness once again.

"Twilight he's a good pony!"

"He's not a pony! He's an abomination of stolen genes and strands of DNA. He was bred to be a killer and I don't believe for a second that he might be different." Travis pressed his ear against the door. "We can't trust him!" Travis lowered his head in sorrow.

"Hello!?" There was a third voice that Travis hasn't heard before.

"Celestia dammit!" Yelled Twilight. Travis heard the front door swing open and slam shut.

"Another one!?" Sweetie Bell shouted.

Chapter 9: Honesty

Twilight galloped out the door at full speed. She didn't have the time or patience to deal with a new pony or gryphon or changeling. She was exhausted and full of hate, and right now all she wanted to do was punish Travis. For some reason while she was galloping towards he voice of a random creature, she found herself crying. And brought the corner of her tear filled eye she noticed a figure galloping towards her. If she could use her magic she would have already casted a spell at... What looked like a pony. Twilight was getting closer and closer to the other pony.

"Twilight!?" The voice sounded familiar. It also sounded joyful and confused. Twilight blinked her eyes and looked up to see a familiar freckled face. Twilight tried to slow down butane was going too fast. She tackled the other pony. They tumbled to the ground and rolled for a couple feet. Twilight opened her eyes to see the face of Apple Jack. Twilight and Apple Jack stood still, staring at each other with a look of disbelief on both of their face.

"Twilight! Boy am I glad to see you! What happ... Uhhh... Twilight." Twilight began sobbing, large tears rolling down her cheeks and landing on Apple Jack's chest. "Twilight?" Twilight wrapped her arms around Apple Jack's neck and pulled her into the worlds tightest hug. Apple Jack paused for a moment and returned the hug with a smile on her face.

"Who is.. Uhhh." Travis had walked out the door but collapsed almost instantly. Sweetie Bell came through the door and gasped when she saw Apple Jack.

"Uhh... Twilight." Apple Jack began trying to push Twilight away but she clung to Apple Jack with all her might. "You can let go now." Sweetie Bell trotted over and illuminated her horn. Twilight was pulled from Apple Jack and levitated in the air. She hung there limply, too over come by emotion to move.

"I'll take her bed." Said Sweetie Bell beginning to walk back into the house. "Good to see you A.J."

Sweetie Bell laid Twilight down in her bed and pulled the blankets over her sobbing body. She stroked Twilight's mane and walked back out into the main room. Travis was lying on a table in the middle of the room He was shaking and he was covered in sweat.

"So what's wrong with him?" Asked Apple Jack. Looking down at the changeling's shaking body.

"I don't know." Said Sweetie Bell, grabbing a cloth soaked in hot water and placing it on his forehead. Sweetie Bell looked up at Apple Jack.

"You were so quick to help him. Do you trust him?"

"We'll if what ya said is true... Then I see no good reason why not to." Sweetie Bell smiled and looked down at Travis.

"I wish Twilight believed that too." Apple Jack flicked her green eyes back and forth between Sweetie Bell's smiling face and Travis' unconscious face. After a couple seconds she put two and two together. A smirk grew beneath her muzzle.

"I bet you were quick to trust him too." Sweetie Bell looked up confused.

"What do you mean?"

"Oh come on... It's obvious." Sweetie Bell maintained her puzzled look. "You got a little crush now don't you?" Sweetie Bell's face turned red faster than Rainbow Dash could clear the sky.

"No!" She yelled, looking back down at his face.

"How old his he?" Pried Apple Jack.

"Twelve." Said Sweetie Bell hesitantly.

"Aaahh, only..." Apple Jack looked at he wall where the days after the day she arrived were marked. Apple Jack counted up the tallies and smiled. "One year older than you." Sweetie Bell's face grew a deeper shade of red. "Star crossed lovers in a baron wasteland. This should be a book." Sweetie Bell just stared at the table, trying not to look at Travis. "Don't worry. Your secret's safe with me." Apple Jack winked.

"I don't have a crush on him!" Sweetie Bell shouted.

"Okay! Okay... If you say so." Apple Jack kicked a rock across the room. "So what's his story?"

"Travis?"

"Yeah." A smile grew across Sweetie Bell's face once again, Apple Jack just shook her head.

"He was meant to be a warrior but something went wrong. He got pony DNA mixed in. He feels some true emotion." Sweetie Bell's eyes flickers and her smile grew wider. "He's sweet and sensitive. He speaks in poem sometimes... It's beautiful." Apple Jack grinned a small grin to herself.

"He sounds nice."

"Just wait till you actually meet him." At that, Travis opened his eyes and sat up. Twilight walked out of her room at the same time.

"Twilight! It's good to... Oh here it is again." Twilight pulled Apple Jack into another hug.

"It's good to see you too." She said into Apple Jack's ear. Travis groaned and put his hoof to his head.

"What happened?" Asked Sweetie Bell.

"Twilight's emotion... It was too much to take."

"Uhh, what?" Said Apple Jack confused.

"Oh... You must be Apple Jack. Travis lifted himself off of the table and held out his hoof to Apple Jack who still had Twilight clinging to her. Apple Jack hesitated. "It's okay." He said with a friendly look. Apple Jack took his hoof and a smile appeared on Travis' face.

"So what's this whole emotions thingy?" Asked Apple Jack.

"Changelings get a deep connection with ponies when they 'feed' off of them."

"You've been feedin' off o' them!?" Apple Jack pushed Twilight away and looked into her eyes, trying to find any sign of harm.

"Only to keep myself alive. I'm not draining their life or hypnotizing them or anything." Apple Jack looked at Travis shiftily, then looked to Sweetie Bell. She nodded her head with a smile.

"Alright, but no funny business." Travis nodded and crossed his heart wiht his hoof.

"Anyways, we get a deep connection with the ponies. We can read their past, see their memories, feel their emotions. If you're powerful enough, or if you've spent enough time feeding off of a pony you can even see their destiny. Or that's what queen Chrysalis told us. Anyways when Twilight saw you, the raw explosion of emotion was too much to take." Travis did the familiar inhale. "The love between you too is strong as well. Ooh!" He paused and licked his lips... Blueberry!" Apple Jack looked to Twilight who rolled her eyes and let herself fall back onto all four hooves.

"Sweetie Bell, take Travis back into the room." Twilight turned towards her own bedroom and began walking.

"Twilight! You can trust him!" Sweetie Bell shouted.

"He's dangerous."

"It was just confetti!" Said Travis with impatience. Twilight looked down at the mess Travis had made earlier.

"Confetti or not, he can use magic." Twilight gave Travis a look of hatred. "And that makes him dangerous... Come on Apple Jack, I've got so much to- OW!" Twilight spun around as something hit he back of her head. Twilight looked down to see a book.

"Read it." Said Sweetie Bell. "Come on Travis, I'll stay with you." She grabbed his hoof and they walked into the guest bedroom. Sweetie Bell slammed the door. Twilight reached down and picked it up with her C.L.A.M.P. she looked at the cover, it was a fine, soft brown material and was completely blank. Twilight was about to open it when she noticed the time dial was at 3. "We should get to bed, help me move this extra bed Into my room." Apple Jack looked at the spare bed which was still in the main room.

"Why don't ya use your magic?" Twilight hesitated.

"Long story." Twilight and Apple Jack eventually got the bed into Twilight's room with great difficulty. Apple Jack quickly fell asleep while Twilight stayed up. Making sure Apple Jack was asleep, Twilight slipped out of bed and snuck into the main room. She sat down at her desk and lit a candle. She pulled out the brown book which Sweetie Bell had thrown at her and opened it. The first page read, "The Poems of a Changeling, as first spoken by Travis the Changeling, written down by Sweetie Bell the pony." Twilight looked around to make sure nopony was watching and began to read. "Poem No. 1, Heart Of Stone." Twilight paused and looked towards her saddle bag. Seeming to agree with herself she got up and pulled out a small bag of oats. Twilight resumes her position, and began reading.

"Wow..." Twilight closed the brown book with a thud, the sound was satisfying. Twilight looked towards the door to the guest bedroom. After a minute she grabbed the candle and opened the door. "Travis?" She looked in the corner and saw him curled up in a blanket with his head on a pillow that Twilight didn't remember giving him. "Travis." She said a little louder. His body jerked and he looked up sleepily.

"Hey." He said in a slurred voice.

"Twilight set down the candle and retrieved the book from the desk. "I read this." She placed it on the floor and slid it to him. He studied it, the. Opened it to the front page.

"The Poems of a Changeling." He chuckled. "If I had known she was writing it down I would've tried harder." He flipped he page over and smiled at the title of the first poem.

"Travis umm... I don't... I'm sorry fo-"

"Twilight." Travis interrupted, he was now staring at Twilight. His eyes zooming in and out of focus. "You're having mixed feelings." Twilight paused and looked back into Travis' eyes. "I want you to tell me how your friends died." A tear rolled down both Twilight and Travis' cheeks. "I believe it will make you feel better."

"I thought you could see my memories." Her voice wavered with sadness, a lump growing in her throat. Travis sat down and looked at her. She took a deep breath. "We planned the battle for Canterlot a couple days after we escaped. Sorry about the leg by the way. I was sent to infiltrate the castle while Celestia took care of the guards. I was supposed to find the sleeping chambers, inside... I saw Chrysalis sleeping. I cast a spell that would finish her once and for all but... She tricked me... After I cast the spell her body transformed into... Pinkie." Twilight swallowed hard and pushed the thought away. "Afterwards we were caught and put in the dungeons, but with Celestia's help we managed to escape. Our next mission was to find Rainbow Dash. We split up to find her and eventually I spotted her In the throne room with Discord, Sombra and Chrysalis. Nightmare moon was gone. Still don't know what she was doing out there. Apple Jack and I formed a plan then attacked. But Apple Jack was hit by a spell which was cast by Chrysalis. Flutter Shy and I began fighting. But soon she became swarmed by Changelings. Celestia flew In to fight so I went to help Flutter Shy. When I pulled the changeling's off I found her unconscious and missing a hoof from the knee down. I teleported back to our hideout where Rarity was. I told Rarity to try and heal her while I went back. I returned, Celestia's horn was snapped, Chrysalis was missing a head and Sombra was gone. I tried to fight but Discord overpowered me. I was about to teleport when Sombra showed up levitating a dead Rarity and Flutter Shy." Now a stream of tears was rolling down both of their faces. "I was too weak to fight. Discord, used Chrysalis' head and Celestia's horn to cast a spell which would turn all of my victories into failures, every time I defeated a villain would be reversed. Soon all of Equestria was wiped from existence." Travis wiped the tears from his face.

"And Pinkie's door?"

"I was tricked into killing my own friend and all of my memories of her were turned into nightmares. I don't think I would be able to live through going into a place where we spent so much time together." Travis nodded as more tears fell Down Both of their faces. Travis' was ready to slide the book back to Twilight but she interrupted. "Keep it, I'll want to read it later when more poems are added." Twilight grabbed the candle and opened the door, she was halfway out of it when she stopped. "And Travis?" Travis looked back as Twilight pulled her face back into the room. "I'll make sure a desk and a bed are put into this room." Travis smiled and Twilight exited the room.

Chapter 10: Going good

Day 43,480

The past few days were the happiest days I've had in thirteen years. I showed Apple Jack and Travis around the slightly reconstructed Ponyville. After Apple Jack showed up the apple tree saplings finally poked out of the soil. We've already rebuilt two buildings with the four of us working together. I've stopped trying to enter Pinkie's apartment. I see no reason to continue trying. I've parted with most of my sad feelings and she finally started feeling true joy once again. Now I know what Travis meant by a crack splitting down the center of my stone heart. I like reading Travis' poems. He wrote one or two more for me and sometimes I'd stay up late into the night reading them Sweetie Bell's magic was getting much better. She could teleport herself a few feet now, soon enough she'll be able to teleport herself all through Ponyville. Travis almost obliterated my emotional problems. I knew it was hurting him just as much as it was hurting me. Maybe even more since he cared so much about everypony. He hated to see people sad or angry, whenever he saw somepony hurt or crying he would do everything in his power to make them as happy as he could. Apple Jack was working with Sweetie Bell to make some special fertilizer for the apple trees. If it works Apple Jack says they'll have enough apples to feed fifty ponies, let alone four... Or five. Twilight found another pony. But he was in Ponyville, not in the forest. His name was Coda Singer. He had a white coat of fur and a brown mane. He didn't remember anything either. I did the usual lie detector test, he didn't seem like he wanted to harm us or stop us. He was just as confused as they were when this all started. The others and I have already carved a room for him in the cave as well as a new room in case anypony else showed up. Coda loved singing. It's literally in his name. Some nights Coda and Sweetie Bell would sing together, Travis (being a poet) would write some lyrics for them. Life seems to be looking up. But I've been thinking about why all these ponies are showing up and I think I have a theory. Anyways I'd better go. Apple Jack's coming back with some wood to make furniture, we've been thinking about carving out another room. Sincerely, Twilight Sparkle.

Twilight closed her book and smiled. She turned around and saw three of her friends talking and laughing together. Coda sat next to Sweetie Bell on a sofa they had constructed. Travis sat in a chair across from them with a smile on his face. He wasn't as much of a nuisance as Twilight made him out to be, he could use his magic so he helped out around the cave and the town a lot. He was a hard worker even though he wasn't made to be a worker Changeling, and he doesn't need normal pony food. He just feeds off of the love in the air, and now that Apple Jack had come back Travis had a feast before him which continued to restock with every bite. Coda was helping as well, he could do some heavy lifting and he was great for entertainment. Twilight chuckled at that thought. In fifteen years she'd never thought she'd be looking for entertainment. The door opened with a creak and Apple Jack walked in with some planks of wood over her back.

"Hey, yall! I'm back!" Everyone turned and smiled at her. Apple Jack trotted next to the fireplace and set the wood down, she wiped her brow and smirked. "The apple saplins' are doin' well, they're goin' to grow up into some mighty fine trees."

"Good," Said Twilight, "Soon enough we'll have enough food to last us a very long time." Everyone in the room cheered. "Sweetie Bell? Can you help Apple Jack make some furniture in the other room?"

"Sure!" She said happily. Sweetie Bell levitated the planks of wood off of the ground and followed Apple Jack into the other room. Twilight trotted over to the others and sat down where Sweetie Bell had sat. Travis smiled and looked over to Coda.

"So, Coda! What's your story again?" Coda shook his head.

"You can never remember can you?" Travis chuckled. "Alright, I grew up in Baltimere. Me and my family owned a small house next to a ditch. I didn't have much to do so I got into singing. I fell in love with the arts, I started acting, performing, I even learned how to play the piano. That's when I got this." Coda gestured to his flank where there was a set of eighth notes inside of a heart. "Once I was 12 I moved to Ponyville, I spent two and a half years living here until everything just stopped. I woke up in the place where my house used to be and I found Twilight and Apple Jack. They brought me in and here I am."

"Okay, I'll remember that this time." Said Travis. Twilight giggled and looked around at her friends with a smile. The sounds of banging hammers sounded from the room with Apple Jack and Sweetie bell. Twilight paused.

"Apple Jack! Can you come in here for a second?" Apple jack entered the room while Sweetie Bell kept working.

"Yeah?" Said Apple Jack.

"Close the door." Apple Jack looked confused, but did what Twilight said. Now Apple Jack, Travis, Coda and Twilight were alone. "Okay, I've been thinking a lot about why ponies have been appearing out of nowhere, and I think I have a theory." Everypony looked at each other, then looked back to Twilight. Travis had a look of excitement which stood out against the other two's expressions. "I think the spell Discord cast is being reversed."

"Reversed by what?" Asked Coda.

"Time." They all looked confused. "I've been studying spells for a long time, and I can't recall Discord casting anything to sustain the History Wipe spell."

"I didn't understand a word you just said." Laughed Apple Jack.

"Most powerful spells, like the History Wipe, need another spell or power source to keep it in action. I don't remember seeing a power source for the spell to use. I think it was kept alive by the pure energy that it sucked in when it wiped out Equestria. And after fifteen years that energy ran out."

"Wait wait wait... I'm still confused." Said Travis.

"Think of it like this. The spell needs food to survive, and the feast just ended." Travis seemed to understand.

"Well it's a nice theory but how do we know if it's true?" Asked Apple Jack. twilight looked between her friends.

"Follow me." Twilight hopped from the sofa and walked out the door. Her friends looked at each other then followed. Twilight lead them deeper into the forest. after a few minutes the four of them arrived at what looked like half of a tree. it looked like something extremely sharp sliced it straight down the middle. But as they got closer they noticed the tree's stump was hollow and there were several tribal looking masks hanging from the walls. Half of a cauldron was sitting in the middle of the hollowed room.

"Is That?" Began Apple Jack, but Twilight finished her sentence.

"Zecora's hut." The other ponies looked at each other. Twilight looked down at her time dial. "Wait for it!" Slowly more of the tree appeared out of thin air. The tree and cauldron stopped growing. There was barely more than half the tree left now. Twilight looked at her friends and smiled. "History is being rewritten."

"Okay so... what are we supposed to do?" Twilight, Travis, Apple Jack and Coda had returned to the cave an Travis began questioning Twilight.

"Well every day a couple centimeters is restored. This pace it'll be..." Twilight paused, adding numbers in her mind. "At least a few months before it starts restoring Ponyville. I think we should wait and see what we can find when it gets that far."

"And what about the ponies appearing?" Asked Travis. "What's your theory on that?"

"Well I don't think they're appearing in any sort of order, it looks like so far it's been completely random."

"So you don't think we can expect Zecora knocking on our door any time soon?" Asked Apple Jack

"You can expect Zecora to be knocking on our door at any time at all. She could appear in a couple years, she could appear in a few seconds, I don't know?" Twilight explained.

"What about Discord, Sombra and Nightmare Moon? Surely they'll try to reverse... the reverse." Said Travis.

"Unless they can get another Chrysalis head, I don't think they'll... Shit!" Twilight looked at the ground with a worried look.

"What is it?" Asked Coda, all of Twilight's friends ran to her. Twilight looked at Apple Jack, then looked to Apple Jack's stomach.

"Apple Jack was shot through the stomach with a spell. She died, yet here she is, in tact."

"So?" Said Apple Jack, lifting her hoof to her stomach, looking at the spot where a gaping, charred hole once was.

"If you're back with no injuries, then who's to say Chrysalis won't come back as well?" The others looked at each other, seeming to realize what she was saying.

"What are we supposed to do?" Asked Travis, starting to get worried. Even though he was bred to love Chrysalis, he had his own hatred and fear for her. Twilight seemed to snap out of whatever trance she was in.

"Well if time really is reversing we'll need to-"

"Time is reversing!?" Twilight looked back and saw Sweetie bell sitting in the doorway.

"Sweetie Bell... You weren't supposed to hear that."

"What's this thing about Time reversing?" Sweetie Bell walked further into the room and sat down next to Twilight. Twilight looked around at her friends. They all nodded.

"Sweetie Bell... The spell Discord cast is reversing. That's why ponies are coming back. We even saw Zecora's hut being rebuilt further into the forest."

"Elaborate." Said Sweetie bell flatly. Twilight felt a spark of pride shoot through her chest.

"Almost like a kind of ripple effect going over Equestria. The ripple is turning everything it passes over back to the way it was."

"The way it was when?" Said Sweetie Bell. Twilight didn't understand. Sweetie Bell smiled at Twilight's confused expression. "I mean, if it's being reversed to the way things were. What date is it being reversed to?" Twilight finally understood.

"I would expect, just before the spell was cast. Maybe a few days to a week before." Sweetie Bell seemed to analyze this new information.

"Well when this ripple passes over the cave... If what you say is true, all of our furniture and journals, all of the new rooms will disappear." Twilight paused, she didn't think about that. "I also think we need to get as far away fro the ripple as possible." This confused Twilight once again. "if it passes over us, we could lose our memories. Travis will fall under Chrysalis' control again, Apple Jack could die again. Coda would..." Sweetie Bell stopped. "Coda would go back to Ponyville? I guess nothing bad would really happen to him." Coda shrugged.

"I've got a good life."

"Anyways," Sweetie Bell continued. "How long until the ripple passes over us?" Twilight did some math in her head.

"About a week or two." She said with confidence.

"I say we spend at least two days here then we head out to get as far away from this ripple as possible." Twilight looked to the others who all nodded. Twilight looked at Sweetie Bell who looked back at Twilight. She nodded and Sweetie Bell smiled. "Alright it's settled." Sweetie Bell stood up and began walking back towards her previous room. Twilight followed and put her hoof around Sweetie Bell's shoulders, pulling her into a half hug.

"I'm proud of you." Sweetie Bell looked up and smiled at Twilight. "I didn't know you had it in ya." Sweetie Bell hugged her back.

"I guess you underestimated me." She winked and trotted into the room. Apple Jack punched Twilight in the shoulder.

"Let's hope Discord was caught in the ripple already." Twilight nodded and watched her enter the room with Sweetie bell. They had already finished half of a chair which would go in the main room... or would've gone into the main room. Twilight thought about what Apple Jack had said. She did hope Discord was caught in the ripple already. But Twilight didn't think he actually did. He was way too clever for that. Twilight also knew they would eventually get caught in the ripple no matter how far they ran. She just hoped she could find a way to fix the past before she was sent there. Twilight brushed off the thought and said bye to Travis and Coda as they went into their rooms. She reached into her saddle bag which was lying on her desk. She pulled out Travis' poetry book. She smiled at the sight of it. She carried the book to her own bedroom where Apple Jack's bed still stood. Twilight climbed into her own bed and began reading.

Chapter 11: Re-Written

"Did you get the blankets?"

"Yep!" Twilight checked The blankets off of her checklist and looked around at the now empty cave. She had spent over fifteen years in this cave and now she had to leave it after two days. Twilight looked down to double check her list.

"Food, Blankets, Pillows, Saddle Bags, C.L.A.M.P, Journals, Poetry book!" Twilight opened her saddle bags and rummaged through them, after a few seconds she retrieved the brown book which now had the words, "Poems of a Changeling," Stitched in golden thread onto the cover. Sweetie Bell was surprisingly good a sewing, practice from Rarity's dress shop. Twilight smiled, slipped the book back into her saddle bag and checked the poetry book off.

"I think that's everything!" Said Apple Jack, rummaging through her own saddle bags looking for lost items.

"Let's head out!" Said Sweetie bell, trotting out the door. They traveled for at least three days. As they wandered they made camp in a forest on the other side of Ponyville. They figured the further away they were from the ripple, the safer they were. But where they camped far enough away it would take the ripple a few days to get to them.

"So you've been writing poetry?" Coda asked Travis. He chuckled to himself.

"What's so funny?" Asked Travis, seeing no reason to laugh.

"We're in a baron wasteland, being chased by a ripple in time that'll erase out memories and send us to the past and you still have time to write poetry?" Coda laughed a little harder. "Aaaah..." Coda wiped a tear from his eye. "It's the little things in life that keep your spirits up." There was a loud snapping noise. "Gaah!" Coda was lifted into the air by his back leg which had a rope tied around it. there was a sickening crack as Coda smacked his head against a tree trunk on his way up. Twilight slid out her blade while Sweetie Bell and Travis illuminated their horns.

"Who's there?" Called Twilight. A sharp wooden stick poked out of the darkness. Twilight's eyes focused and she saw a pale green pony lifting the stick, with a couple other ponies behind him, holding sharpened sticks of their own, one of the Ponies looked like he had a sword levitating in front of him.

"Who are you!?" The pony screamed, thrusting the stick forwards.

"I'm Twilight Sparkle," She explained, "And these are my friends. Apple Jack, Sweetie Bell, Coda," Twilight gestured to Coda who was still hanging in the air. Blood was now leaking from his head and trickling down his white fur. "And this is Travis." The ponies backed away when they saw the Changeling. His good fang bared and his horn illuminated, ready to cast a spell at anypony who attacked. "Don't worry, he's friendly."

"Only to those who are friendly back." Said Travis, kicking some dirt behind him, ready to charge.

"Anyways, we don't mean any harm and we would like it if you could let our friend down, he's losing blood quickly." A solid stream of blood was now pouring from Coda's open skin. The green pony nodded and Coda slowly began descending to the ground. Sweetie Bell ran to him and began casting a healing spell.

"Thank you." Said Twilight, "Now I'd like to speak to the pony in charge."

"That would be me." Said a deep and stern voice from behind the green pony. The silhouette of the pony levitating the sword stepped into the light. He was a unicorn who had a dark brown coat with a jet black mane. "Name's Cinder, and I don't like other ponies trespassing on our territory."

"I'm sincerely sorry, we didn't know this was private property we're just trying to get as far west as possible." Explained Twilight.

"Why're you heading in that direction." Asked Cinder, lowering his sword slightly in confusion.

"long story."

"I've got time." Cinder sheathed his sword and looked at Twilight with intent.

"Fine." Twilight slid her own blade away and sat down. "The reason you all woke up one day with no memory as to why Equestria is a wasteland is because the spirit of chaos, Discord, cast a spell."

"What kind of spell?" Interrupted Cinder.

"A spell that would make every victory that I've ever had, and turn it into a failure." Cinder laughed, making no attempt to hide his non belief in Twilight's story.

"Nopony is that important. Nopony is important enough to destroy all of Equestria if they're lives are reversed or... Whatever you said."

"And yet, here we are." Cinder fell quiet. "Anyways, the spell he cast is being undone. There is a ripple in time, that's slowly making it's way west and the farther away we get from it the better."

"But why are you runnun' from it?" Questioned Cinder.

"If we get caught in it, we'll lose all of our memories and be sent back into the past, before it all started."

"Well that's good isn't it?" Said Cinder, confused. "We'll be sent back to civilization and warm beds!" The ponies behind him muttered in agreement. "I say we head as far east as possible and be sent back to our old lives!"

"Yeah!" Shouted all the ponies behind him.

"Sugar Rush, go tell the colony we'll be coming back with prisoners and a way back!"

"Right away!" Said a female pony, she turned and began galloping away behind the others.

"Why are you runnin' away from your old lives?" Said Cinder with disbelief in his voice.

"I'd like to figure out a way to stop the apocalypse before I go to the past and have it restart." Cinder smirked.

"Whatever. Once news spreads to the colony we'll head east and go back to our old lives."

"If you go east you'll just relive the apocalypse all over again." Said Apple jack, finally speaking up after holding back her arguments. "There's no point in goin' east. You should come with us and go west. With a colony at our sides, we can stop the apocalypse with no problem." Cinder chuckled.

"I'll have to politely decline thank you very much. I'll send you on your way... You know... Away from your lives." Cinder turned and waved to the others. they turned and began walking deeper into the forest.

"How many ponies are at your camp!?" Twilight called to Cinder.

"Just over 63, wh- AAAH!" Twilight had leapt towards Cinder with her blade held outwards. She tackled Cinder and held her blade point to his throat.

"Twilight!" Apple Jack screamed. After a few seconds Twilight was tackled by two other ponies and wrestled to the ground. Soon some twine was wrapped and knotted around Twilights hooves behind her back. Twilight looked to her friends and winked with a grin on her face. Cinder brushed off his fur and got to his hooves.

"Capture them all!" He screamed. "Marching towards death or not, these ponies are now our prisoners." Apple Jack, Sweetie Bell and Travis were all tackled and bound. The two ponies who tackled and tied them up, lifted them and set them in a cart behind a tree. Cinder began trotting away towards the colony while the two ponies began pulling the cart.

"Twilight!" Apple Jack whisper shouted. "Why did you attack him!?"

"I figured it would be easier to stop the apocalypse if we have a couple recruits with us."

"Even so, how will we escape?" Twilight smiled.

"I've got a plan."

Chapter 12: The Colony

The sound of the creaking wooden wheels of the cart reverberated in Twilight's mind as she thought of her plan. Her friends all looked at her with concern and confusion on their faces. The ponies who had captured them took their saddle bags so Twilight couldn't use anything in there. They also took Twilight's C.L.A.M.P So she couldn't cut herself free. But she had already formulated an escape in her head. The cart came to a stop and the two ponies who had captured them came around the back of the cart. One of them threw Sweetie Bell over his back while the other took Coda's unconscious body. They left for a few minutes only to return and grab Travis and Apple Jack. Twilight faced the bottom of the cart. One of the ponies came back and threw Twilight onto his back, they began walking past the cart and soon it was out of sight. After a few minutes Twilight lifted her head. She gasped as she saw a tall, spiked wooden fence stretching out deep into the forest. The pony tapped his hoof on the front gates and they swung open with the sound of old, creaking wood. Inside Twilight saw many wooden structures, sounds of music and ponies laughing, smells of pastries being baked and campfires burning all seeped through the now open gate. Twilight saw vendors stalls, people paying with what looked like knives and weapons. The pony carried Twilight in and took a sharp left. Leading Twilight down an alleyway. Torches burned inside of stone bastions which lined the wooden walls of the Colony. The pony took a right and they entered a building with a long diagonal hallway leading through it. Doors were placed every ten feet down the hallway. The pony stopped at the sixth door and opened it. Inside Travis and Apple Jack were tied to a center support pillar. Twilight was tied to the support pillar as well and the pony slammed the door. It was dark, the only light Twilight could see was the outline of the door.

"What's your plan?" Whispered Apple Jack. Twilight could feel Travis' ropes shift as he moved closer to hear their conversation.

"Well first we need to cut these ropes."

"How do we do that?" Asked Travis.

"How sharp are your claws?" Asked Twilight.

"Claws? I don't have any... Oh." There was a glowing of green light next to Twilight and she felt Travis' ropes loosen. Soon Apple Jack was free as well and Travis was close enough to Twilight she could now make out his beaked face. He reached his claw behind her and cut her ropes. Twilight got up and slowly opened the door, just enough for her to see out. There were no ponies that she could see. Only torches and doors. Twilight opened the door completely. "What now?" Whispered Travis, he transformed back into his Changeling form.

"Now we find Sweetie Bell and Coda." Twilight said as she stepped out the door. She began walking down the hallway, pressing her ear against the door, then peering in for a second or two before closing it and continuing to the next door. Apple Jack went to the other side of the hallway and did the same. Travis began walking down the hallway slowly, limping slightly with every step.

"What happened?" Asked Twilight, noticing Travis' limp.

"The pony carrying me dropped me on our way here." Great, Travis thought to himself, Just when I got it fixed they go and screw it up again... I'll get Sweetie Bell to heal... Travis stopped in the middle of the hallway. His eyes zooming in and out of focus. After a few seconds he zipped into the air and flew down the hallway as fast as possible. His bug-like wings flapping furiously. Passing at least fifteen doors he stopped and opened the sixteenth. "They're in here!" He called. Twilight and Apple Jack galloped down the hallway and looked through the open door. Inside there was an unconscious Coda and Sweetie bell. Both were tied up to a center Spire like Twilight. In the corner of the room Twilight saw her saddle bags. Travis and Twilight entered while Apple Jack stayed back and kept watch. Twilight slipped on her saddle bags, passing Apple Jack's to her and handing Travis' to him. Twilight reached for Sweetie Bell when she was tackled by Apple Jack. Travis and Twilight fell to the ground and Apple Jack shut the door as quickly and quietly as possible.

"Apple Jack, what the-"

"Shhhh!" Apple Jack cut off Twilight's sentence. Hoofsteps sounded from behind the door. Twilight saw four hooves beneath the door pass by. They waited for what felt like minutes until they couldn't hear the hoofsteps anymore. "Sorry." Said Apple Jack, helping Twilight and Travis off the ground. "Saw somepony comin' and didn't know what to do."

"You did the right thing." Said Twilight, Apple Jack smiled with pride. "Just be gentler next time." Apple Jack nodded. Twilight turned back to Sweetie Bell and noticed she had a black eye. Coda's head had a bandage around it, a large red stain had appeared on the left side of his forehead. Twilight lifted Sweetie Bell onto her back while Apple Jack picked up Coda. Twilight opened the door and poked her head out. "Cost is clear." She said to the others. They began walking back down the hall and after a couple minutes they found themselves in front of a large wooden door. Twilight cracked it open and peered through. She smiled as a purple mare came into her view. She shut the door and began to whisper. "Travis, I want you to question the mare on the other side of this door. Do you think you can capture her?" Travis looked through the crack in the door.

"Yeah." He said, observing the ponies muscle mass and weapon. He seemed like he knew a lot about this. He was bred to be a warrior after all.

"Find out if she has any close friends or relatives. A coltfriend would be great. I want you to get as much information about Cinder and the Colony as possible." Travis nodded. His eyes zoomed out of focus, the color slowly shifted from green to red. A large slit formed in place of a pupil. His left wing slowly turned into the head of a goat, his right became the head of a dragon. A tail sprouted from his flank and grew into a green snake. His own head slowly morphed and grew a large red mane. His fangs enlarged and fur sprouted all over his body. After a few seconds he was fully transformed into his new form of a Chimera. He winked at Twilight. She opened the door wide and he entered the hallway in which the pony guarded. There was a loud scream which quickly became a muffled yell.

"What is your name?" Said the dragon head in a hushed, rumbly voice.

"Star Blaze." Said the trembling purple mere.

"How many loved ones do you have?" Said the goat head in a higher, vibrating voice which bounced from pitch to pitch.

"What?"

"Answer the quessssssstion!" Said the hissing green snake of a tail. It's hiss echoed through the halls lasting way longer than it should.

"Just my brother and my husband." Said a terrified Star Blaze.

"Good." Said the dragon head.

"When you wake up, don't speak of this encounter." Said the lion head in a deep and stoic voice. Travis the Chimera grabbed the spear Star Blaze had been holding in her hoof and whacked her over the head with the wooden end of it. Star Blaze fell unconscious in an instant. Travis grabbed her body in the lion's mouth and carried her back into the hallway. Twilight opened one of the many wooden doors which lined the hallways and Travis set Star Blaze down gently on the floor.

"Nice work." Said Twilight. There was a large green light as the Chimera before her morphed into the purple pony she had just seen guarding the doorway.

"Thanks!" Said Travis in his now female voice.

"Now go find out what's going on here." Travis saluted and galloped through the doorway. His hoofsteps faded into the distance and Twilight shut the door. "Follow me." She said to the others. Twilight began galloping down the hallway in the opposite direction of the door, making sure Sweetie Bell doesn't fall off of her back. Apple Jack carrying Coda followed. Twilight eventually arrived at the door where she had originally entered.

"Uuughhh." Sweetie Bell's eyes slowly drifted open. Twilight slowly lifted Sweetie Bell off her back. Sweetie Bell got to her hooves and noticed her eye was shut. She put a hoof to it and winced in pain.

"What happened?" Asked Twilight, setting her hoof on Sweetie Bell's shoulder and looking into her good eye.

"I kept trying to escape, and the pony carrying me hit me with his spear, he slipped and hit me in the eye, then he whacked me over the head." Twilight rubbed Sweetie Bell's shoulder.

"Well if it makes you feel any better, I have a plan." Sweetie Bell smiled.

"That does make me feel better." Twilight smiled back. She turned towards the door and opened it. The sound of crowds filled the hallway as Twilight and her friends exited through the door. Twilight walked to the corner of the building and looked out into the crowd. She didn't recognize anypony.

"Set Coda down." Said Twilight, looking to Apple Jack, she obliged. "We'll come back for him later." Coda was propped up against the side of a building. Twilight nodded to Sweetie Bell who walked around the corner into the crowd. Twilight and Apple Jack followed closely behind. As she was walking Twilight reached into her saddle bags. She rummaged around for a few seconds then pulled her hoof back. She hadn't felt the C.L.A.M.P which means Cinder must have it. No doubt trying to figure out how to use it. "Twilight!" Called a voice from above. Twilight looked up to see Travis in his purple earth pony form floating above Twilight. He landed next to Twilight and opened his mouth to speak but Twilight cut him off.

"How and why are you flying?" She whisper shouted. "You're an earth pony now, you shouldn't be able to fly."

"I still have wings," Explained Travis. "You just can't see them." Twilight shook her head as she continued to follow Sweetie Bell through the crowd.

"Don't you think that if somepony saw an earth pony flying they would think it's a little suspicious?" Travis lowered his head slightly.

"I didn't think about that, I was too busy trying to find you." Twilight lifted her hoof to her forehead.

"What information did you get?"

Travis regained his look of confidence. "Cinder used to be a blacksmith who worked in Canterlot. He made all sorts of weapons and armor for the royal guard. He was the first to wake up out of everypony here, so he declared himself leader. Other ponies began showing up and he slowly started the Colony. Him and all of the other ponies worked on this compound for the past six years."

"So they've been all the way out here this whole time." Twilight stopped in the middle of he crowd. The others stopped as well. "That means there could be ponies all across Equestria." The others looked at each other, all of them with mixed feelings. "This is extremely good news." Twilight continued walking through the crowd of ponies. Travis looked around, feeling outnumbered. "We need to get somewhere high." At this, Twilight noticed a guard tower in the distance. It stood in the corner of the town with two ponies overlooking the crowds. Twilight looked at Sweetie Bell who nodded. Twilight and he others placed a hoof on Sweetie Bell's back. Sweetie Bell screwed up her face in concentration and they vanished In a flash of blue light. They reappeared several yards away at the base of the guard tower. "Travis, you go to the top and take care of the guards. The rest of us will head up the stairs. Travis nodded and flapped his invisible wings. Twilight and the others began making their way upstairs. They passed two floors seeing nothing but racks of swords and knives. Twilight paused when she saw a few sets of armor. It was silver and blue with great detail carved into the metal. Three of them even had holes for a unicorn's horn to fit through. Twilight removed her saddle bags and began putting on the unicorn compatible armor. The others followed her lead. Sweetie Bell's armor was a little too big for her but it would have to do. They returned to their course back up the stairs where hey found Travis, standing before two unconscious ponies. Twilight nodded in agreement and walked over to the edge of the guard tower.

"Ponies of the Colony!" She called over the mass of multicolored ponies before her. Slowly the bustle of he crowd Diminished. "My name is Twilight Sparkle, I am here be-"

"Twilight!?" Twilight looked down to see a familiar scrawny pony, wearing an apron.

"Mr. Cake?" Twilight's heart filled with joy but she brushed it away to continue her speech. "I am here because of the same reason you're all here. The spirit of chaos, named Discord, cast a spell that caused all this. However, that spell he cast is slowly reversing. There is a ripple in time, slowly making its way west. If we're caught in this ripple, we will lose all of our memories from the apocalypse and return to the past before it all began. If we don't find a way to stop the apocalypse from ever happening, we'll be sent back and relive it all over again." Twilight surveyed the crowd, some faces looked confused, some looked scared, while others looked intrigued. "I am trying to find a way to stop the apocalypse so we can to back to our old lives and live in peace. But we need more people to help us survive and to help us figure out exactly how we're going to manage to do that. Do we have any volunteers." The crowd remained silent.

"They won't join you!" Yelled a familiar voice. Twilight looked down to see Cinder standing at the base of the tower, horn illuminated and sword clutched in Twilight's C.L.A.M.P on his wrist in front of him. "They're loyal to me. I was the first pony to ever wake up in this wasteland. I know it better than anypony!"

"How log have you been here?" Asked Twilight with fake interest in her voice.

"Six years!" He said in an impressive, booming voice. Some ponies In the crowd nodded with impressed looks on their face.

"Try fifteen years." Said Twilight. Some ponies I the crowd gasped, everypony began talking all at once.

"That's impossible!"

"Fifteen years alone?"

"She's lying!"

"Maybe we should go with them."

"Silence!" Screamed Cinder. His voice echoed out into the forest. The crowd fell silent within seconds. "That is impossible!" He yelled up to Twilight. "If you know Equestria so well then Why have I never seen you before?" "
I lived near Ponyville for fifteen years." Twilight responded. "Half of my life I spent trying to rebuild my home town, trying my best to keep myself from going insane!"

"And clearly you failed in your attempts!" Called Cinder. Ponies In the crowd muttered sounds of agreement.

"Then why am I here!?" Yelled Twilight back, "Why would I design that machine on your wrist? Why would I come all this way for nothing!?" The crowd and Cinder remained silent. A couple guards wearing armor similar to Twilight's set and carrying or levitating swords and spears made their way through the crowd and stopped at Cinder's side. He looked to the guards and smiled.

"Well come down here and fight then!" Yelled Cinder. "Prove your determination!" Twilight looked to Travis and nodded. Travis smiled and winked, he galloped towards the edge and lept over he railing. On his way down he transformed into his changeling form and landed on the ground with a thud. Twilight, Sweetie Bell and Apple Jack appeared behind him. Travis hissed and kicked up dirt. The guards charged and so did Twilight and her friends. Blasts of magic flew into the air as the crowd screamed in terror, but they remained still. Watching the battle that unfolded before them. Travis and Sweetie Bell took down a Pegasus wielding a spear, while Apple Jack engaged two ponies at once. One unicorn had a sword levitating and one had a spear which was attached to a special modification on his armor. Twilight stayed to fight Cinder. He ran at Twilight flailing the sword in circles above his head but Twilight narrowly rolled out of the way. Twilight kicked her back legs and hit Cinder square in the chest. He stumbled backwards and shook his head in pain. He looked up with rage in his eyes. He charged once more, Twilight rolled out of the way but the tip of his sword scratched a small cut in her cheek. Twilight kicked her back hooves once more with expert precision. She narrowly managed to hit the C.L.A.M.P on his wrist. It went flying across the dirt path and Twilight narrowly managed to grab it before him. She slipped it onto her wrist and smirked at the familiar feeling. The sword was still clamped to it, Twilight flourished the sword in circles and pointed it to Cinder's face.

"Surrender." Said Twilight.

"Never!" Twilight flicked the sword to the right and left a cut on his cheek, in he same place as Twilight's identical cut.

"Surrender." She said again.

"Never!" She flicked the sword to he left and cut another mark into his other cheek. "Okay!" He yelled in pain. Twilight stabbed the sword into the ground and turned back to the crowd. Travis had taken the shape of Cerberus and the other guards were cowering in fear.

"If you wish to join u-"

"Look out!" Screamed Mr. Cake. Twilight turned to see Cinder charging at her. His sword levitating in front of him. He was a few inches away from Twilight, giving her no time to react. A white furred hoof came from out of Twilight's vision, the hoof collided with the side of Cinder's face, sending him flying through the air. He hit he ground with a grunt and a thud. He was knocked unconscious. Twilight looked over and saw Coda Singer, his left, rear hoof still extended. He lowered it back to the ground, a look of satisfaction on his face, eyebrows furrowed beneath his bloody bandage.

"I woke up and heard the commotion, came here as fast as I could."

"Thanks!" Said Twilight with gratitude. Coda nodded and Twilight turned back to the crowd. "Anypony who wishes to join us! Step forwards!" The crowd didn't move for a few seconds. Mr. Cake made his way out of the jungle of other ponies and stood by Twilight's side. Another pony walked out of the crowd. She had a white coat of fur and an extremely light blue mane. Her name was Sugar Rush if Twilight remembered correctly. She was the pony who was sent to warn the town about Twilight and the others. Sugar Rush stepped out next to Mr. Cake and looked towards the crowd.

"Anyone else?" Twilight asked loudly.

"I will." Twilight saw an extreme familiar pony walk out of the crowd. She flicked her deep blue hair as she walked out of the tangle of ponies and waved to Twilight. Twilight marveled at how her eye was back to normal.

"Rarity!" Twilight, Apple Jack and Sweetie Bell yelled as they galloped at her at full speed. The three of them tackled her to the ground and held her In a tight embrace.

"Good to see you too." Said Rarity, not caring how dirty her coat got rolling around In the dirt. Twilight got to her feet with a smile on her face.

"Is that all?" She called to the remaining crowd. "Then I suggest you get as far west as possible." Twilight looked to Sweetie Bell who smiled and illuminated her horn. The six ponies vanished in a flash of light, leaving he crowd I awe of what just happened.

Chapter 13: Memories

Twilight, Sweetie Bell, Travis, Coda, Apple Jack and Rarity teleported out of the Colony in a flash of light. Sweetie Bell didn't look like she needed to try as hard as she did last time. She was getting better. Twilight, Apple Jack and Sweetie Bell hugged Rarity once again. She smiled and returned the hug.

"Nice to see you all again. And who are they?" Rarity gestured to Travis and Coda. They smiled nervously, Rarity gave a confused look when she noticed Travis' sleek black body and glowin green eyes.

"That's Travis." Said Twilight.

"Pleased to meet you!" Said Travis, stepping forward slowly, trying not to scare Rarity. She took his hoof and shook it.

"Charmed, I'm sure." Said Rarity.

"And that's Coda Singer." Twilight pointed to Coda who waved wih a smile on his face before Rarity began speaking.

"Goodness! What happened to you?" She ran to Coda and inspected his bloody bandage.

"Oh uh... Banged my head on a rock." Rarity slowly lifted his bandage to reveal a large, red gash just a few inches above his eye. Rarity and Coda both winced.

"You poor thing!" Rarity said with concern in his voice.

"It's nothing." Said Coda.

"Nonsense!" Retorted Rarity. She illuminated her horn and pointed it at Coda's head. The gash on his forehead solely began to knit back together. After a few seconds it was no longer visible. "There you go my dear. You'll still have a scar beneath your coat but nopony will notice a thing." Coda pressed his hoof to his forehead hen inspected it for blood. He smiled when he didn't find any.

"Thanks!" Said Coda great fully.

"No problem." Said Rarity. She turned back and saw Sweetie Bell with her black eye. "And what happened to you!?" Rarity ran to Sweetie Bell and instantly illuminated her horn.

"A guard hit me a couple times." Said Sweetie Bell as her eye changed back to it's normal white color and it began to open. "I'm glad you're here big sis."

"I'm glad I'm here too." Rarity and Sweetie Bell embraced eachother again. "So what happened here exactly?" She said as she pulled herself away from Sweetie Bell's hug.

"Long story." Said Twilight. Rarity smiled at her. "But lets walk and talk." Twilight and the other's explained their stories and how hey found out about the Colony. They explained how they escaped, how Travis turned into a Chimera, how they fought with Cinder and defeated him.

"I know that part." Said Rarity. "What is that ugly thin around your wrist." Rarity gestured to the C.L.A.M.P.

"Oh uh... This helps me pick things up." Twilight explained.

"We'll why don't you use your magic anymore?" Pried Rarity.

"I lost my magic." Rarity stopped dead in her tracks.

"What!? How!?"

"Before my thirteen years here started, I cast a spell to send me back in time. I spoke to myself, didn't tell her anything of course, then came back here. After that my magic slowly just... Stopped. I can't use it anymore."

"That doesn't make any sense." Said Rarity, resuming her pace as her and the others began walking again. Hey we're now deep in the forest. "If you cast a powerful spell like that it would drain you of energy for around a day. You would just be exhausted you wouldn't lose your magic." Twilight shrugged.

"It's gone now so I'm stuck with this." Twilight lifted her hoof with the ugly bronze C.L.A.M.P attached to it. Rarity shook her head.

"You simply must let me fabulize that thing once we set up camp somewhere." About an hour passed and they finally emerged from the forest. They found themselves in a large clearing. Twilight looked up she saw no clouds in the sky.

"I recognize this place." Said Twilight, looking around at her surroundings. Rarity and the others didn't seem to recognize it at all.

"Where are we exactly?" Asked Coda, looking across he empty field but Twilight kept her eyes on the sky.

"We're below what used to be Cloudsdale." Rarity looked to the sky as well and slowly remembered falling from the sky, her butterfly wings had burst into flames and with an explosion of Rainbow she was caught in midair. The memory flashed over Rarity's eyes and she recognized it as well. "Which means." Twilight turned back to the forest and began galloping as fast as she could, she was aimed slightly to the left from where they emerged. The others looked at eachother, shrugged, and followed Twilight as quickly as they could. They ran for a few minutes before Twilight stopped suddenly. The others stopped behind her and tried to see what she was looking at. All they saw was an empty dirt path.

"These used to be railroad tracks." Said Twilight. She leapt onto the path and began following it to the left. Afte another two minutes they found themselves in front of the ruined gates of Canterlot. The castle behind the gates was overgrown and partially destroyed. Twilight could make out the windows of the throne room, mos of them were smashed or broken over time. Most of the taller spires had felled due to age and most of he castle was covered in moss and vines.

"Do you think they're in there?" Asked Apple Jack.

"No." Said Twilight. "If Discord, Sombra and Nightmare moon were still there, it would be in better shape." Apple Jack turned back to the castle and marveled at the sight. Memories of Celestia flitted across Twilight's mind. Travis felt her twinge of sorrow and looked at her. Twilight noticed and quickly blocked out her emotions. Travis shook his head and turned back to Canterlot. Twilight poked the gates with her hoof. The gates squealed in resistance. Twilight looked back at the others, they all shrugged and Twilight opened the gates fully with a screech of rusty metal on rusty metal.

Twilight and her friends walked through the gate and continued down the dirt trail. As they got closer and closer the shadow of the castle loomed over their heads, Twilight still thought it was very unlikely Discord and the others were still in Canterlot but Twilight knew it was still possible. She paid close attention to the darkest spots of the road. Places beneath bushes, deep in the forest behind them. Twilight anticipated a Sombra to come leaping out of the darkness, or Nightmare moon to suddenly attack from the skies, or maybe Discord teleporting in front of them and casting some crazy spell that turns their hooves into pillows or something.

Twilight disagreed with this thought. Discord had become much more violent the last time they met. His spells caused pain, real pain. Twilight remembered Discord slapping her across the face, sending her flying across the throne room in the castle before her. She shuddered at the memory.

Eventually Twilight and the others approached the large wooden front doors of the castle. So many memories flashed by Twilight's eyes. Most of them ruined by Discord's spell. That was another effect, when all of Twilight's victories were shifted into failures, her memories changed into nightmares. Apple Jack lost her farm to Flim and Flam, Luna was lost deep inside of Nightmare Moon, Chrysalis murdered Shining armor and Cadence, Discord's reign never ended. Twilight had tried to block her memories of Pinkie, she didn't know what she'd do if her memories of Pinkie were ruined.

Twilight pulled herself from whatever trance she was in to find her hoof was on the splintered wooden door. She looked back at her friends who were all looking at her with concern on their face. She looked back to the door and pushed it open. Twilight recognized the large entryway. To her right was the large hallway leading to the dungeons, to her left was the hallway leading to the sleeping chambers. Another memory attempted to whizz through Twilight's brain but she blocked it.

"Where to?" Asked Apple Jack. Twilight turned to her left and began walking. "Dungeons it is." It seemed Apple Jack remembered the layout of the castle as well. How could they forget, Celestia practically crammed it into their heads before the attack on Canterlot. Twilight looked back and noticed Rarity was shifty eyed as well. Sweetie Bell and Coda seemed amazed at the sight of the old, overgrown castle. Travis was acting very strange. He kept moving his head up and down, left and right. He kept shaking it, almost like he was trying to shake off some kind of insect.

"Are you alright?" Asked Rarity, noticing his strange behavior as well.

"F-fine." Said Travis in a strained voice. Twilight stopped and put her hoof on Travis' shoulder. He froze, his eyes shifting in and out of focus. His eyes staying out of focus a bit longer than they should. Twilight could tell he wasn't sensing emotion. "Something is seriously wrong." He said through gritted teeth.

"With the castle?" Asked Coda.

"No," responded Travis. "Something outside the castle, or... Under it? I can't tell." Twilight looked deep into Travis eyes. His eyes flitted upwards and met her's. He inhaled deeply and his eyes zoomed back into focus, growing large and deep green. Twilight smiled. "There's a lot of emotion in this castle, echoes of emotion. Though It sounded long ago the echo is still thunderous." Twilight pulled out Poems of a Changeling and wore down Travis' quote.

"You'll have to finish that later." Said Twilight. Travis smiled a strained smile and they continued walking. Twilight arrived at the metal barred door leading down to the dungeons. Twilight screeched open the door and looked deep into the darkness. Rarity, Sweetie Bell and Travis illuminated their horns and lead the way. Twilight and Coda followed. After a few seconds of stairs they found themselves at the familiar dark, dirty, damp room with sets of chains across the wall. Twilight recognized the set of chains she had been placed in all those years ago. Across the room was a brick on the floor and a hole in the wall where Celestia had stashed a key which they used to escape.

"Aah!" Travis screamed and clutched his head in pain.

"What's wrong!?" Yelled Sweetie Bell, running over to Travis' side. Travis fell to the ground, still clutching his head and screaming.

"Get him out of here!" Yelled Twilight, galloping over to Travis and throwing him over her back. She galloped up the stairs and exited the dungeons, Travis stopped screaming and shut his eyes.

"That room." Said Travis, wincing as he spoke and still breathing heavily. "There was... Too much emotion in there. Or... There used to be." Twilight looked back down the stairs and remembered the conversation she had with her friends all those years ago.

"We can't save Pinkie... Pinkie's dead." Travis winced and Twilight pushed away that memory. "Alright we'll stay away from that room then." Said Twilight, feeling a twinge of guilt in her heart. Sweetie Bell kissed her hoof and planted it on Travis' cheek. Travis inhaled once more and was better in no time. He got to his hooves and smiled at Sweetie Bell who blushed. Twilight shook her head and waited for the others to come up the stairs.

"Should we head to the sleeping chambers?" Asked Rarity.

"I don't see why not." Said Apple Jack, "What d'you say Twilight." Twilight didn't respond. "Uhh... Twilight?"

"Huh?" Twilight jumped as she zoned back in to Equestria. "Yeah, let's go." The others shrugged as they began walking to the other side of the main hall. Twilih recognized the long hallway covered in doors. She remembered exactly which one lead to the sleeping chambers. When she approached it she paused.

"Maybe you should stay here." Twilight said to Travis. "The dungeons didn't have half the emotion this room has in it." Travis was shaking already. He nodded in obvious agreement.

"Don't have to tell me twice." Twilight reached for the knob. An image flashed before her eyes, a door with three balloons painted onto the wood. Twilight blinked as the image disappeared as quickly as it came. Travis grunted and moved a few steps backwards. Twilight exhaled and opened the door. Inside she saw a large bed. The rest o the room was empty, a shattered window adorned the wall behind the bed. On the side of the bed facing Twilight, there was a large, red stain. Twilight knew very well why it was there. Another memory flashed by her eyes.
Chrysalis lying on a bed, clearly asleep. Twilight crept up close to the bed. She illuminated her horn with one of the most powerful spells she knew. Chrysalis' eyes opened and she looked up a Twilight. She didn't hesitate, Twilight shot a bolt of red lightning. A large, singed hole was plunged into Chrysalis' stomach. Red blood came pouring out. Twilight realized too late that changeling blood was green. With a flash of green light Chrysalis' body transformed slowly, the black insectoid skin changed into bright pink fur and Chrysalis' body changed into the body of Pinkie. A shadow of a smile still etched onto her face from the joy of seeing her best friend again.
Twilight felt warm tears flowing down her cheeks. She heard the muffled screaming of Travis, and the yells of Apple Jack in Twilight's ears.

"Twilight! Snap out of it!" Apple Jack slammed the door and Twilight came back into reality. Travis' screaming ceased and Apple Jack stopped her yelling.

"We should leave." Twilight said Shortly. Apple Jack nodded and they began walking back to the main hall. Travis and Sweetie Bell left first followed by Coda and Rarity. Apple Jack and Twilight stayed back and looked around the hall. Out of the corner of Twilight's eye she could have sworn she saw something black, whip behind a corner. Apple Jack tugged on Twilight's mane and pulled her out the door. They galloped as far away from the castle as possible until they reached the forest. Twilight counted heads and made sure she found six.

"Let's head west." Said Twilight. The others nodded and followed Twilight. They wandered through the forest and found themselves in the clearing beneath what used to be Cloudsdale. Twilight heard a sound which resembled rumbling thunder. Twilight looked around for the source of the noise and saw a massive crowd of ponies, all heading west.

"Who are they?" Asked Coda, looking in awe at the crowd.

"It's the colony." Responded Twilight. A spark of hope filled her chest and inside she knew it would all be over soon.

Chapter 14: Planning

Twilight gaped at the sight of all the ponies. They were all walking in the same direction, west. They had believed Twilight's theory and followed her advice. Twilight felt a shock of pride run up her spine as a smile spread across her face. Travis gave Twilight a friendly punch on the shoulder.

"You did it." He said with his own smile, sharing the same emotion of pride. Sweetie Bell put her own arm around Twilight and half hugged her.

"Well I'll be!" Said Apple Jack, leaning against a tree and crossing her hooves. Rarity gave a small smirk herself and Coda reared up on his back legs. Twilight pulled away from the crowd and looked around the clearing. A few large rocks were scattered across the green grass. Twilight galloped to the tallest rock she could see and climbed to the top. She now saw with a full view of the clearing. Just how many ponies showed up. She stood up as straight as she could and cleared her throat.

"Ponies of the Colony!" She shouted as loud as she could, while still trying to sound authoritative. The ponies didn't notice and continued marching west. Travis buzzed over to the rock and nodded at Twilight. He slowly began morphing and changing, black, smooth, insectoid skin became blood red scales. he grew massive in size and reappeared from the cloud of green light as a towering dragon. He let out a ground shattering roar and the crowd of ponies before them screamed.

"I require your attention!" The dragon yelled in a loud, deep, bellowing voice. The ponies fell silent as Travis transformed back into his old, Changeling self. He smiled at Twilight who nodded in appreciation.

"You have travelled this distance no doubt to help me in finding a way to stop the apocalypse." A few ponies shouted in agreement. Twilight heard the shushes and whispers of disapproval from other ponies in the crowd. "If this is true, I wish two things of you." Some ponies looked confused. "I want you to constantly be ready for attack or movement," Twilight saw a few ponies nod their head. "And I want the smartest minds you have, every strategist, map maker, general. Everypony who knows the layout of Equestria and who think they can move a large group of ponies easily. All who are up for this task, step forward and report to my friend Travis." Twilight gestured to the Changeling standing next to her. His expression switched to shock quicker than Twilight could blink. he leaned towards her inconspicuously.

"What are you doing?" He whispered.

"You're best suited for the job." Twilight explained. "You may have pony DNA but you were purposefully being bred to be a warrior. You may not be as strong as your warrior brothers but you have all those strategies bouncing around in that Changeling head in yours." Twilight smiled a smug smile and looked out at the crowd. At east fifteen ponies began walking out of the crowd, heading towards Twilight's rock.

"But I can't remember any of those strategies." Retorted Travis, still shocked and now worried.

"You will." Said Twilight with confidence. "It's in your blood." She gave him a friendly punch on the shoulder, she began shouting to the crowd again. "I want the rest of you to set up camp here for the night! We will start moving in the morning." Twilight stepped down from the rock and began walking back to her friends, Travis and the fifteen ponies who had stepped forwards were following. When Twilight reached her friends she turned her back to Travis and the fifteen other ponies. "Are any of you map makers?" She asked.

"No, but I have a map!" Said a pony with a grassy green mane and a grey coat. He reached into his saddle bags and pulled out a folded piece of parchment. Twilight took it and opened it up. It was a complete map of Equestria, excluding the Frozen North of course. She pulled out a quill from her own saddle bags and began etching a line across the map. The line crossed the Everfree Forest just about where Zecora's shack was.

"This was the ripple at it's original point when I first found out about it." The other ponies looked over each other's shoulders with interest. "By now it should be around..." Twilight's eyes pointed towards the sky as she did math in her head. "Here." Twilight drew another slightly curved line only about an inch in front of the first one.

"But that's barely anything!" Said a pony with a deep blue mane and pale red coat.

"Actually..." Twilight paused as she did some more math mentally. "I think it's speeding up." A few ponies gasped.

"Speedin' up?" Said a shocked Apple Jack.

"It shouldn't be this far yet, it had advanced a few more feet than expected."

"Well how long until it reaches us?" Asked a worried Rarity in her distraught voice.

"I don't know," Said Twilight, putting a hoof to her chin and thinking for a moment. "I would have to see for myself tomorrow." Twilight rolled up the map. "Can I keep this?" Twilight asked to the grey pony.

"Go ahead." He responded. She nodded and tucked the map into her bag.

"Travis? Come with me, same for you." She said to Travis and the other ponies. Travis nodded and followed after her, the fifteen other ponies followed Travis. Twilight led them to the rock she had stood on earlier and sat down on the grass. "Alright, we need to start trying to figure out how to stop this thing." Everypony remained silent.

"What do you know about Nightmare Moon, Sombra and Discord?" Asked Travis.

"As far as I know they could still be out there. Chrysalis could've returned as well."

"She didn't." Responded Travis, "I would've felt it."

"What do you mean?" Asked Twilight.

"The hive mind still exists there's just Nopony on the other end. If another changeling was here, I would've felt it." Twilight pondered this thought. She had studied changelings after the whole Chrysalis, Cadence mix up, but she hadn't found out much about the hive mind. This could be interesting.

"Okay, well Sombra, Discord and Sombra could still be out there, and I think if we manage to... Destroy one of them..." Twilight was cut short by Travis.

"Woah, woah, woah!!! We can't just kill one of them!"

"Well getting rid of their powers won't do much, they'll just be sent back in time and regain them. I think if we completely destroy their bodies then they won't be sent back. The apocalypse will never happen." Travis got up and pulled Twilight by the mane, he lead her behind the rock away from the other ponies who all looked at each other in confusion.

"What has gotten into you!" He whisper shouted to her.

"What do you mean?" She responded.

"Twilight, I've seen your past. You never acted like this, you never even thought about killing anyone before!" Twilight's face became emotionless. "What happened to you?" Twilight turned her head and stared into Travis' eyes.

"Take a look." She said in response.

"I already d-"

"Look deeper, stare a little longer." Travis looked back into Twilight's deep purple eyes, and his own began to whizz in and out of focus. After what seemed like a minute his eyes returned to normal. He took a step back in shock.

"Wh... Where's your peace? Friendliness? Mercy?"

"Mercy?" Twilight took a step forward, her expressionless face turning to frustration. "Why would I show mercy to them!?" She shouted. "Why would I show mercy to the ponies responsible for the death of my friends!?"

"I see..." Said Travis, "So your mercy was replaced with selfishness!" Twilight slapped her hoof across Travis' face. He held his hoof to the cheek she had slapped.

"How dare you!" She screamed, tears welling up in her eyes. "You think I'm only doing this for my benefit!? I'm doing this for everypony, So they can go back to their families! So Apple Jack can see her little sister! So Mr. Cake can see his wife and children again! Don't you ever say I'm doing this for my benefit."

"How dare you!" Retorted Travis. "I can see your emotions, you're only doing this because you have nothing left to lose! I'm not saying stopping the apocalypse is a bad thing, but the reason you're doing it is wrong."

"Is everythin' alright?" Apple Jack asked as she came around the corner. Twilight an Travis gazed at Apple Jack for a few seconds.

"Fine..." Said Twilight, wiping the tears from her eyes and walking past Apple Jack, purposefully bumping into Travis on her way past. Apple Jack raised an eyebrow at Travis. He nodded nervously and followed Twilight back to the other ponies. Apple Jack shook her head and walked after the two. The three of them approached the group of ponies.

"For now everypony should get some rest." The fifteen ponies nodded and head off into the field with the others. Twilight turned to Apple Jack and Travis, "We should get to sleep as well. Tomorrow I'll go find out how fast the ripple is accelerating." Apple Jack and Travis nodded, they followed the other fifteen ponies out into the field. Twilight watched them set up blankets on the grass and lay down on them. A few ponies had set up in the shade of some rocks, they weren't used to sleeping outside in the sun. Twilight climbed back up to the top of her rock and set her own blanket down on the surprisingly flat surface at the top. She looked out over the Colony... Her Colony. She had a feeling this would all be over soon. At this thought she closed her eyes and drifted off to sleep.

Twilight woke to the sound of hoofsteps. She opened an eye just enough to see, the feeling of sunlight on her pupils stung for a second but her vision was soon back to normal. In front of her she saw a set of black, armored hooves. She opened her eye a bit more and saw a red cape, lined with white spotted fur. Twilight lept to her hooves, slid the blade out of her C.L.A.M.P and jumped at the figure before her. The dark pony vanished in a puff of black smoke. Twilight stumbled and nearly fell off of her rock. She turned around to see the pitch black armored pony standing before her with a smile on his face.

"You!" She shouted.

"Well done Twilight." Said King Sombra in his deep, chilling voice. His green eyes flowing with evil. "I didn't expect you to come this far." Twilight jumped at Sombra once more and this time her blade pierced his armor, sinking past the metal. Sombra chuckled and pushed Twilight backwards, forcefully. Her blade slid out of Sombra's chest plate with ease as she stumbled backwards. His armor seemed to stitch back together as he laughed.

"Apple Jack! Rarity!" Twilight screamed over the edge of the rock.

"They can't hear you." Said Sombra in a playful tone. "This is merely a dream I thrust upon you whilst you slept." Sombra slammed his hoof onto the rock and suddenly a mass of screams washed over Twilight's ears. The crowd of ponies beneath the rock became a crowd of bloody, bruised, dismembered bodies. Twilight froze in shock, she could see the bodies of Apple Jack, Rarity, Sweetie Bell, Travis and Coda in the sea of corpses, but Twilight wasn't fazed. Perhaps it was because she knew it was a dream, or maybe it was because she had already seen all of her friends die once. This thought made her shudder. Twilight turned back to Sombra, anger on her face.

"Just a little example of what's to come if you continue to fight." Now Twilight was the one who chuckled.

"You think I'll stop?" Twilight's chuckle turned into a laugh, Sombra continued watching with amusement. "Why would I!? Travis was right, I got nothing left to lose. So, tell me my 'King', Why would I stop now?" Sombra looked at Twilight, intrigued.

"Because I'll kill you if you don't." Twilight was confused.

"It doesn't matter if I..." Something clicked in Twilight's brain. "You don't know."

"Don't know what?" He asked, still in a playful tone. As if a powerless unicorn could possibly know something he, King Sombra, didn't.

"Where are your other partners in crime?" Asked Twilight, changing the subject. Sombra seemed to brush off the previous conversation.

"ah, such a long story that can be made so simple. Just three words to describe four years of planning. But I think I'll save that conversation for a different time. Goodbye Twilight." Twilight's vision faded and soon it was completely black. "We will meet again."

Twilight woke up back in the field. She stood up on her rock and looked around. No sign of Sombra. She peered over the edge of the rock and smiled as she saw everypony was in tact without a scratch on them. She walked back to her blanket and sat on it, thinking about her encounter. Sombra didn't seem to know about the ripple, if he did then he would've known killing Twilight wouldn't do much good. The ripple would reach her body and she would be sent back in time like everypony else. This would give Twilight an extreme amount of leverage. She wondered what happened to Discord and Nightmare Moon, what three words were Sombra talking about. She stopped this thought and stood up again and climbed off her rock. She looked across the field and saw Coda sleeping on a green blanket. Twilight trotted over quietly and poked his wing.

"Coda?" He jerked and opened his eyes slowly.

"What is it?" He said groggily.

"Get the others, I have something important to say."

Chapter 15: Running out of time

"So what do you suppose we do now?" Asked Rarity. Twilight had just told Rarity, Apple Jack, Sweetie Bell, Travis and Coda the story of her dream meeting with Sombra. throughout the story they all shared the same outbursts. Gasps, angry cries, looks of concern.

"I'm not sure," Responded Twilight, "But I don't think he knew about the ripple." Her friends all had the same expression of shock.

"How do you know?" Asked Coda.

"He threatened to kill me." Said Twilight, expecting her friends to understand but she overestimated them.

"What do ya' mean?" Asked Apple Jack.

"If he knew about the ripple then he would've known that killing me wouldn't do anything." Explained Twilight. "My body would just be sent back in time and returned to normal."

"Well if that'll happen when you die, then killing Sombra, Discord and Nightmare moon won't do anything either." Said Travis.

"No, I'm trying to completely destroy their bodies." Twilight explained, sounding a little to light hearted, "So there's nothing to send back." Twilight's friends stared at her with intent and concern. She shook her head. "Anyways, I'm going to head out into the woods to see how much the ripple has accelerated." Twilight stood up and began walking towards the forest.

"I'll come with!" Said Sweetie Bell, galloping to Twilight's side. Twilight smiled and Sweetie Bell smiled back, She turned back to the others but her eyes stopped at Travis. "Be back soon!" Travis waved with a smile.

A few minutes of walking through the woods had passed. Twilight had been continuously kicking a stone across the forest floor, much to the annoyance of Sweetie Bell.

"Why are you doing that exactly?" She asked in a calm tone though Twilight could tell she was very annoyed which wasn't normal for Sweetie Bell. Normally she was the annoy-er not the annoy-ee.

"If anything comes in contact with the ripple, it will be sent back in time. By kicking this rock we'll know where the ripple is." Twilight looked up at Sweetie Bell who still looked confused. "The rock will disappear when we reach the ripple."

"Oh." Said Sweetie Bell in realization. "Well what if we do this." Sweetie Bell illuminated her horn and a dead tree branch levitated off of the forest floor, it floated in front of the two and began moving at the same pace. "Now we don't have to hear that noise." Twilight nodded and kicked the rock deep into the forest. Sweetie Bell relaxed a bit.

"So," Said Twilight in a smug and joyful tone. "You and Travis huh?" Sweetie Bell's face turned a shade of pink that could rival Pinkie Pie.

"What about us?" She responded, trying to hide her nervous embarrassment.

"Well it's no secret you guys are in love." Sweetie Bell's pink face began turning red, it looked like she had a raging fever.

"What do you mean?" Said Sweetie Bell in a shaking voice which cracked before the sentence could end.

"Well," Twilight chuckled, "I see you give him the occasional kiss on the cheek." Sweetie Bell continued walking in silence. "I think it's a great thing, plus now your love can keep him well fed as well." They continued for another couple of minutes in silence, Sweetie Bell's face slowly changed from red to white again. Suddenly the stick in front of them vanished. They both stopped dead in their tracks. Twilight picked up a rock and tossed it in front of her. At half arc the rock vanished as well, Twilight and Sweetie Bell looked at each other, Twilight rummaged through her saddle bags and pulled out the map. She examined it closely.

"That's not good." She said, slowly lowering the map and looking at the invisible ripple in time before her. She picked up another rock and tossed it, it vanished like the others but Twilight swore it vanished slightly earlier than the other ones.

"What is it?" Asked Sweetie Bell, trying to focus on the ripple but failing.

"It's moving a few feet a day now."

"How fast was it moving before?"

"About an inch." Sweetie Bell looked back to the invisible ripple.

"No that isn't good." Twilight slowly turned away from the ripple, she pulled Sweetie Bell by the shoulders and the two of them began walking, then trotting. Before they knew it they were galloping as far away from the ripple as possible. They soon made it out of he woods and ran to their friends as fast as possible.

"What is it?" Asked Travis, seeing the worried look on Sweetie Bell's face.

"The ripple... Getting faster." Twilight managed to say between gasps for air. She was too old to run that far.

"How much faster?" Asked Coda. Twilight paused and made the familiar face she made when she did math in her head. "About six inches an hour." Her friends didn't seem to understand. "It'll reach this field at..." Twilight looked to her time dial. "Six, in a few hours." Her friends exchanged looks. "I think we should all pack up and head further west as fast as we can." Her friends all nodded and began walking to their blankets and began packing them up. Twilight ran to her rock and climbed to the top. She resumed her speech giving position and began shouting to the sea of ponies.

"Ponies of the colony! The ripple in time is accelerating at a worrying speed. It will reach the field in no more than three and a half hours." Some ponies let out cries of shock, while others woke from the sleep that they were still in. "We need to pack up and head west before then."

"No!" A pony shouted from the crowd. Twilight looked down and saw a grey pony with a deep green mane. Twilight stood in silence.

"Why do you disagree?" She asked, trying to keep her calm.

"You've got no idea what you're doing do you!? You're just making all of this up as you go along, keeping us in the dark!" A few ponies shouted in agreement.

"Actually we're closer now than we've ever been to stopping the apocalypse. We have a theory forming."

"What's the theory?" He asked in a sarcastic tone. Twilight paused, if she told them she was planning on killing Sombra, they might not agree. She pondered this thought:

"I can't tell you yet."

"Exactly!" He yelled, his voice suggested he thought he won the fight. "I think Cinder was right! I think I we walk ink the ripple, we'll be sent back into our old lives!"

"Yeah!" A few ponies yelled.

"I say we head for the ripple! Who's with me!?"

"Yeah!" The ponies shouted again. The grey pony began galloping towards the forest, about twelve ponies following him.

"Wait!" Twilight screamed, the ponies continued galloping. "Cinder was right!" The ponies stopped dead in their tracks, their heads turned and looked back to Twilight, the ponies in the remaining crowd looked surprised as well. "If you walk into the ripple, you'll be sent back in time to your old lives." The grey pony smiled a smug smile. "But if we don't do anything in this time, you'll just live the apocalypse all over again. So yeah, you can run to the ripple and curl up in your warm house with your friends and family. But if we fail in our attempts to stop the apocalypse, you'll just see your friends and family fade from existence again. Going to the ripple may be the easiest choice, but the easiest choice isn't always the right one. Feel free to scamper away to your homes, with your tail between your legs. Or you can stay and fight! To stop this thing once and for all!" The ponies who stayed yelled screams of agreement and joy. A few ponies who had left with the grey pony began walking back to join the crowd. The grey pony's smile turned to a voice of anger.

"Fine! Join her and fall to your deaths! I'm going to see my family!" He and the remaining eight ponies continued galloping towards the forest. Twilight looked back to the ponies who had stayed. They were loyal to her, she never thought she would lead a colony. She felt a spark of pride as her face turned to a smile.

"We all need to pack up and head west!" The ponies nodded and dispersed, stuffing blankets and pillows into saddlebags. Twilight nodded curtly and hopped off of her rock, she was greeted by her five friends all patting her on the back and congratulating her.

"That guy didn't know what he was talking about." Said Apple Jack,

"Yeah!" Said Sweetie Bell. Twilight thanked them and began packing up her own blankets and pillow. She stuffed the blanket into her saddle bag and lifted her pillow, Poems of a Changeling was sitting underneath it. She smiled and carefully put it in her saddle bags.

Twilight climbed off of her rock and pulled out the map of Equestria. They would have to travel through unicorn range and reach Vanhoover. They were running out of time, Vanhoover dropped off into an ocean further west, they would have to kill Sombra soon or they would relive the apocalypse all over again. Twilight tucked away the map and looked out across the fields, ponies were already marching across the field towards the thin patch of tree leading into Unicorn Range. Twilight began walking but suddenly had the feeling of being watched. She turned back and saw nopony, looking up to her rock she saw Sombra, standing in his regal armor and cape, geek eyes flowing, a fanged grin on his face. Twilight turned around and kept walking with the others.

Chapter 16: Un-written

Twilight, Sweetie bell, Travis, Apple Jack, Coda, Rarity and the rest of the Colony have been walking west for several hours. The ripple, by Twilight's calculations, should be in the center of the clearing beneath Cloudsdale. They had reached Unicorn Way and were now heading towards the ocean. Twilight didn't know what they were going to do when they reached the water, most likely try to build a boat before it's too late. Twilight had been pondering how they were going to destroy Sombra.

She thought of setting him on fire but she didn't know if his ashes would be enough to bring him back to the past. Twilight decided to take a break from all this thinking and enjoy her surroundings, They were in a green, lush forest with a beautiful canopy of leaves overhead. Twilight looked over to Sweetie Bell who was scribbling away In Poems of a Changeling with Travis pumping out sonnets beside her. Twilight was impressed at his ability to turn anything into a beautiful speech. He wrote a poem earlier about a leaf that brought tears to Twilight's eyes.

Rarity was looking in awe at the foliage around her, multicolored flowers grew near the trunks of brown trees with vibrant green vines and moss growing on the beautiful brown bark. Twilight felt a little poetic herself after seeing the forest. Apple Jack was talking with Coda as they walked while the rest of the Colony talked among themselves, there was the perfect volume of chatter for the forest to remain peaceful. Twilight, all at once, realized how sore her hooves were and how dehydrated she was and she quickly came to a decision.

"Ponies of the Colony! We all deserve some rest, we shall stay in this forest for the next hour!" A few ponies cheered at her announcement and laid down in the soft grass. Twilight joined them and smiled as she finally relaxed. Twilight's eyelids suddenly felt heavy and they began to close, before she knew it she was in a deep sleep and a new reality formed around her. She was back in the clearing under what used to be Cloudsdale, she was standing on her rock looking over the green field where her Colony had been a few hours ago but now lay baron and empty. Twilight didn't know why she was so attached to her rock, it made her feel powerful which was something she hadn't felt since she lost her magic. But something seemed oddly familiar, besides the fact that she spent the better time of the past two days there. It was something about the air, the colors around her seemed darker and tinted grey, and then she realized why things were strange as soon as Sombra came back into her view.

"Hello again." He said with a wicked grin. To his surprise Twilight smiled back.

"Hi!" She sat down on the rock and looked him dead in his sickly green eyes. To her surprise Sombra smiled back and sat down.

"I know you've been trying to find a way to kill me." Twilight kept her grin in tact, she had suspected he had spies. "I hope you know there's no point in trying. Even if you do, by some miracle that dead Celestia has given to you, kill me. What will you do then? Rule Equestria with an iron hoof? There's nothing left to rule!"

"Then what do you do?" Asked Twilight defiantly. "If there's nothing to rule, why are you still here?"

"Oh, me?" Sombra smiled wider and chuckled under his breath. "Well, I just enjoy watching you squirm. The fact that you think you can kill me is hilarious." Twilight smirked confidently. "Perhaps you're wondering how I know all these things?" Sombra got up and strutted around the rock, clearly full of himself. "I have eyes in the shadows."

"Like who?" Asked Twilight. "So many ponies have come back it's no surprise that you've corrupted some of them."

"Oh I could easily corrupt anypony I want." His tone suggested he was completely uninterested with his current conversation. "But I wouldn't bore myself with such activities. My eyes In the shadows are the shadows themselves." Twilight noticed something different about Sombra but she couldn't quite put her hoof on it. Then it clicked.

"Why are you so... light about this whole thing?"

"What ever could you mean Twilight?" Said Sombra, sounding sarcastically surprised and offended.

"Well for the king of darkness, you seem... Happy. I've never heard you use sarcasm before."

"I guess a bit of Discord rubbed off on me, before I had to wipe the rest of Discord off of me." Twilight instantly lost her smile.

'What do you mean." She said it like it wasn't a question.

"Oops." Said Sombra, "Did I say that out loud?" Twilight stared at Sombra, a dead look on her face. "Yes I killed Discord, it was all a bit messy but it got the job done."

"How did you kill him?" Asked Twilight, getting to her hooves.

"Why so curious?" Asked Sombra in a playfully suspicious tone. "You're being a bit nosey aren't you?" Twilight didn't respond. "Let's not talk about who has already died, instead let's talk about the ponies who're going to die! Like... five ponies from your Colony." Sombra whacked his hoof against the ground and Twilight heard the distant sound of screaming. "Those screams are from ponies who're loyal to you. Crying out for their leader."

"Stop it!" Twilight screamed, she felt the dream around her begin to collapse.

"If you don't give up within the hour, I will kill you and all of your Colony personally." Said Sombra in a distant, echoing voice. And with that, Twilight woke in the forest. The screams she had heard were no longer distant, they were close and spine tingling. Twilight lept up from the grass and looked around, trying to see who was injured. A couple of ponies were all standing in a circle, blocking Twilight's view, other ponies were waking up from their own dreams. Twilight ran over to the circle of ponies and shoved two of them aside. Four ponies were lying dead on the ground, four ponies she didn't recognize. Twilight whipped her head around and saw a white hoof lying still from behind a tree. Twilight galloped over and stopped behind the trunk. She didn't know who she preferred it to be and she hated herself for preferring one over the other two. She slowly peered behind the tree and collapsed as she saw Rarity's deep blue eyes still open staring back at her. Rarity's limp body was resting against the tree, a large, black spike sticking out of her chest.

"NO!" Twilight screamed and she slammed her hoof against the ground. She pressed her ear against Rarity's chest looking for a pulse. Nothing. Twilight began pressing her hoof against Rarity's chest, trying to remember that book she read about CPR. Subconsciously she knew there was no point but she was too overwhelmed by sadness to stop. She heard another scream from behind her and she turned to see Travis fall to the ground. Sweetie Bell rushed to his side, tears in her eyes and on her cheeks.

"Get him as far away from Twilight as you can!" Yelled Apple Jack. "Stay away from the ripple." Sweetie bell nodded, illuminated her horn and teleported away taking Travis with her. Apple Jack ran to Twilight's side. "Twilight, I know you're upset. I am too but we need to get away from here and come up with a plan."

"No!" Twilight screamed I defiance. "I have a plan already. Sombra will come to us within the hour, we're going to meet him and kill him." Twilight looked up to Apple Jack who had tears in her own eyes. "Get the colony ready, we're going to fight." Apple Jack nodded and went to tell the others. A few ponies cheered out of anger and sadness and a few didn't respond. Twilight turned back to Rarity and looked her dead in her dead eyes. "I swear to you, I will kill Sombra. I will stop him." Twilight got to her hooves and wiped the tears from her eyes. "We're going back to the clearing! Prepare for a fight!" Sweetie bell reappeared. "Sweetie Bell, I need you to take us back to the clearing."

"What?" Asked Sweetie Bell, wiping away tears. "I can't teleport all these ponies at once."

"Then take us one at a time. Make sure they stay well past the middle of the field, around my rock should do." Sweetie Bell nodded and grabbed a few ponies hooves before teleporting. After around twenty minutes Sweetie Bell had teleported everypony including Twilight. Sweetie Bell looked to Travis who was sitting out in the middle of the field discussing battle strategies with other ponies. Twilight grabbed Sweetie Bell's shoulders and looked her in the eyes.

"Sweetie Bell I want you to teleport back to the forest when Sombra gets here."

"N-"

"I can't have you in danger." Twilight interrupted. "Not after what just happened." Sweetie Bell stepped closer to Twilight.

"No." She looked Twilight dead in the eyes, a fierce look on her face. "I'm going to stay behind and fight, even if I die I should just come back to life in the past right?" Twilight shook her head and opened her mouth to speak but Sweetie Bell interrupted. "I am going to fight alongside the people I love, my friends. I'm fighting for them and there's nothing you can do to stop me." Twilight smiled a sad smile.

"That's my girl." She said, hugging the confused and sad Sweetie Bell. "Just... try not to die... You're like a daughter to me." Sweetie Bell smiled.

"Here," Sweetie Bell reached into her saddle bag and pulled out Poems of a Changeling. Twilight smiled as Sweetie Bell handed the book to her. Twilight took it and slipped it into her own saddle bags.

"I'll make sure there's one last entry." Said Twilight. Sweetie Bell smirked a tear filled smirk and galloped to Travis' side, kissing him on the cheek and looking down at the maps and charts Travis had drawn in the dirt. Twilight half smiled and looked down to her time dial. Not long now. She paused, wondering what battle precautions she should take when she remembered she was still wearing armor. It had completely skipped her mind, her friends were still wearing armor as well. She didn't know how she forgot.

"Twilight." Said a voice. Twilight jumped and saw Coda standing next to her. "Are you sure about this?" Twilight nodded.

"We either stop the apocalypse or die trying, we can't run anymore. It's time to fight." Coda nodded and ran over to Travis. Twilight looked out across the field, all the ponies were gathered around Travis, each of them loyal to Twilight and willing to die for her. She still had a hard time believing it. Twilight looked back to her time dial and jumped. Time had really passed, there were only a few minutes left. Twilight slid the blade out of her C.L.A.M.P and prepared her self.

"Get ready!" She yelled across the field. Sweetie Bell and Travis and the other unicorns illuminated their horns, Coda stretched his wings and took to the skies alongside the other pegasi. A few ponies had knifes and sharpened sticks from their base. Everypony looked around, not knowing where Sombra would appear but Twilight knew exactly where he would be. Her suspicions were confirmed when she heard a cackle from behind her. She turned to see Sombra standing on top of Twilight's rock, he had a wicked smile on his face.

"You're really trying my patience Twilight Sparkle!" He screamed in an insane voice, a lot higher than before. "Honestly! How stupid does somepony need to be to lead an entire colony to their deaths!?"

"Not very stupid it turns out!" Twilight called back. "You see I know something that you don't know! Despite all of your spying!" Sombra laughed again.

"What could you possibly know that I don't?"

"Let's not focus on that right now." Twilight lifted the blade and aimed it at Sombra. "ATTACK!" She screamed. The Colony's yells of battle joined her own as the pegasi dove towards the armored pony standing on Twilight's rock. Sombra laughed and began to grow exponentially, he became a large, writhing mass of shadows with a grey armored head sticking out of the top. Black wriggling tendrils of darkness grew from the creature lying before them and struck towards the pegasi flying towards him. Twilight watched as three of the sixteen pegasi were speared through the chest, Coda managed to dodge out of the way and stab a sharpened stick into one of the tendrils. Sombra roared a mighty roar and the tentacles whipped in every direction. Pegasi fell to the ground only to get up and take back to the skies. Twilight thrust her blade forward again and screamed.

"Unicorns!" Spells and levitated weapons came flying from overhead. The spells and weapons hit Sombra but they didn't seem to have any effect. He roared once more and the tendrils grew rigid, they shot outwards and one was headed straight for Twilight. She lept out of the way and rolled across the ground.

The rigid shadow stuck into the ground and seemed to melt, the now liquidated shadow pooled up the rock and rejoined the writhing mass that was Sombra. In that moment Twilight realized just how powerful Sombra was. More and more spears of shadow shot outwards, tentacles writhing and killing ponies left and right. Twilight watched as Coda was hit with a tendril and went flying through the air, unconscious and out of control.

Twilight snapped out of whatever trance she was in and began scaling the rock, Sombra didn't notice due to the dozens of Unicorns, Pegasi and Earth Ponies keeping him distracted. Twilight managed to climb behind Sombra. She leapt at him with a mighty yell, blade stretched outwards. A tendril slammed into Twilight's side sending her flying off the rock, she hit the ground with a thud and rolled for a few feet, Twilight's C.L.A.M.P fell off of her wrist and began to roll. After a few inches the C.L.A.M.P vanished, Twilight leapt to her hooves and galloped away from the invisible ripple.

Twilight turned to Sombra preparing for a second attack but Sombra was looking right back at her. He smiled and illuminated his horn, sending a bolt of red flame towards her. Twilight seemed to watch it in slow motion, the bolt of red fire stretching towards her. Twilight seemed to relax, knowing her fate. When all of a sudden a streak of black crossed Twilight's vision, the red flame stopped and time resumed it's pace. Twilight stood still, shocked and confused as to what just happened. Twilight shifted her gaze to where the black streak had landed and she saw Travis, with a charred hole over where his Changeling heart was. Twilight ran to his side and pressed her hoof against the charred hole.

"Twilight," He started but Twilight shushed him.

"Be quiet you can... You can heal from this you'll be fine." Twilight felt more tears well up in her eyes, Travis had his own tears dripping down his cheeks.

"Get... Get Sweetie Bell." He coughed. Twilight turned and screamed for Sweetie Bell, she turned her head and saw Travis looking up at her. Sweetie Bell screamed and ran over to him. "Grab the book." Twilight pulled out Poems of a Changeling and handed it to Sweetie Bell, Twilight got up and left Travis' side. She looked straight at Sombra who stopped fighting and looked at Twilight.

"Stand down colony!" Twilight screamed. The ponies continued to attack. "I said STAND DOWN!" Her voice echoed throughout the field and the ponies fell silent and stopped their fighting. Twilight stepped towards Sombra. "How did you kill Discord." Again, she said it like it wasn't a question. Sombra cackled once more.

"That's not important right now."

"Oh it's more important than you could possibly imagine. It doesn't even matter that you killed my friend over here." Twilight looked at Travis who was whispering into Sweetie Bell's ear, Sweetie Bell was scribbling something into Poems of a Changeling. Sombra stared at Twilight, confused but seemed to give in.

"I cast a spell of my own making. Sort of like Discord's but much more powerful. Instead of creating an alternate present like this one by changing the past. I erased their past completely." Twilight understood but was still confused.

"What do you mean by 'Their'?

"Oops," Said Sombra playfully. "Me and my big mouth. I didn't just use the spell on Discord, I used it of Nightmare Moon and Chrysalis as well. But that was a long time ago." Twilight began laughing, much to Sombra's surprise. "Is there a joke I missed?"

"Yes actually!" Twilight laughed, "And it's a pretty funny one too!" She said between snorts.

"Well I hope you'd explain it to me." Said Sombra, slowly shrinking back into his armored, pony form.

"Well, you remember how I told you I know something you don't?" Sombra nodded. "That thing happens to be Discord's spell reversing." Sombra looked confused and disbelieving. "There's a kind of ripple moving across Equestria, turning things back to the way they were. Including ponies who've died. I don't just want to kill you, I wanted to erase you from history so you could never execute the plan which erased Equestria." Sombra seemed to finally understand. "And now you've done that for me! You've literally stopped yourself! How stupid does somepony have to be to seal their own fate?" Sombra grew angry.

"Then maybe I'll just have to wipe you from history as well!" Sombra screamed. He reared his head and pointed his horn at Twilight. Sombra's face was contorted in concentration, as powerful as he may be, this spell was a challenge for him. His horn illuminated with a pale red aura. The red light grew larger and brighter before Sombra yelled and released an orb of energy sailing towards Twilight with incredible speed, leaving no time for her to react, she closed her eyes and waited to be erased.

But nothing happened. Twilight opened her eyes to find that the field was gone and replaced by a world of blue, as far as the eye could see. Small, white orbs were suspended, mid-air throughout the strange world Twilight was now in.

"What is this place?" Twilight muttered to herself.

"This is the Celestial plane." Said a familiar voice from over Twilight's shoulder. Twilight spun around and saw a tall, pure white alicorn standing before her. Twilight froze, not knowing what to do, a sea of emotions rushing over her. She could only imagine what Travis was feeling.

"Celestia?" Twilight asked to her former mentor, disbelievingly. Celestia nodded. Twilight looked up and down the tall alicorn, feeling as though it couldn't be true. Celestia had a few scars on her face and flank, around three quarters of her horn was snapped off, she lost the rest of it while fighting Discord before the history wipe. felt tears well up in her eyes and she rushed forwards, embracing her teacher. After years of teaching Twilight, Celestia felt almost like a mother to her. "But how?" She said in amazement, detaching from the hug.

"When Discord erased History, I managed to escape here before the spell could reach me. This is a different dimension, it can't be effected by spells cast in the normal realm."

"So..." Said Twilight, slightly confused. "You faked your own death?" Celestia paused.

"You could say that." Twilight hugged Celestia once again.

"You're awesome." Celestia hugged Twilight in return.

"I suppose I am." Celestia pushed away from the hug and looked Twilight in the eyes with joy. "I'm so proud of you Twilight."

"Why?" Twilight asked.

"You survived for fifteen years, you raised Sweetie Bell, you found more ponies, you forgave Travis and you found out how to stop the apocalypse." Celestia listed. "You have all the makings to be my successor." Twilight smiled a tear filled smile but paused for a moment.

"Why didn't you help me?" Twilight asked, slightly angry but still sad and joyful.

"My dear Twilight." Said Celestia, looking into Twilight's eyes. "I would've, but I knew that in order to learn anything from this experience you would need to do it alone."

"Fifteen years." Said Twilight, tears of both joy and sadness now falling from her eyes. Celestia hugged Twilight once more.

"I know Twilight, I know." She held Twilight close. "But we can't focus on that, right now you need to stop Sombra."

"How?" Asked Twilight, her feelings of joy turning into feelings of hopelessness. "You saw what was about to happen, I'm about to be erased from history, and I can't even use magic." Celestia chuckled.

"Remember all those years ago, when you and your friends fought Nightmare moon?" Celestia asked.

"Yes." Said Twilight. "Why?"

"Well you said it yourself, all the elements of harmony needed was a spark. That spark still lives inside of you Twilight, with the Elements of Harmony or without them."

"I don't understand." Said Twilight, confused.

"Twilight, if there's anything you've always been good at, it's magic."

"But even if I do have my magic, i'm not powerful enough to defeat Sombra without the elements."

"Twilight, you have your friends. You don't need the elements, your friendship is strong enough." Twilight looked at Celestia, not quite certain as to what she was saying. "Trust me." Said Celestia reassuringly, "I'm basically a god remember?" Twilight chuckled and Celestia disappeared. The blue world began to fade and the field below what used to be CloudsDale took it's place. Sombra was in mid-scream, a red orb of energy was suspended in mid-air, a few feet from Twilight's face.

Time began to go from a complete halt, to a slow pace, speeding up quickly. Twilight focused all of her energy, she thought of Sweetie Bell, Rarity, Apple Jack, Coda and Travis... And that was all she needed. Twilight vanished in a flash of purple light and reappeared behind Sombra, who shouted in surprise as Twilight disappeared, the spell Sombra cast hit the ground, causing a chunk of dirt and grass to vanish a few yards away from where Travis and Sweetie Bell lay, both of them watching in awe.

Sombra turned around as Twilight spun on her front hooves and bucked Sombra in the face, sending him flying off of Twilight's rock. He soared a few yards before Twilight turned back around and summoned all the energy she could. Her horn illuminated and began to spark, Twilight smiled as the familiar feeling of red lightning rushed through her body, She shot a single bolt at Sombra, striking him in the chest and sending him further backwards.

He roared in pain and anger before vanishing into thin air. Twilight half smiled and reared up on her hind legs as what was left of the Colony, cheered. Twilight teleported down from her rock and appeared next to Travis and Sweetie Bell. Travis lay motionless, his eyes out of focus and still. Twilight knew it was too late. She moved her hoof and closed his eyes. Sweetie Bell pulled his body into a hug and cried into his limp shoulder.

"He'll be fine in the past." Said Twilight, stroking Sweetie Bell's mane. "He'll be alive and well in his hive beneath Manehattan."

"But I won't remember him." Sweetie Bell sobbed. "I won't know how sweet and sensitive he was." Twilight looked at Travis' body, he had a slight smile on his face, next to him Poems of a Changeling was open and a freshly written poem was etched into the paper. Twilight read it and felt tears well up in her eyes.

"I have an idea." Twilight pulled out a quill and flipped to the inside cover. She scribbled something and shut the book. Twilight looked to Sweetie Bell and nodded. "I think you know what my idea is." Sweetie Bell nodded. "I want you to cast the spell." Sweetie Bell shook her head, tears still running down her cheeks.

"There's no way I could cast a spell like that."

'Worth a shot." Responded Twilight. Sweetie Bell didn't respond for a few moments before nodding and looking at the book, her tears falling on the cover. She illuminated her horn and focused on the book, after a few seconds Poems of a Changeling vanished in a flash of light. Twilight smiled.

"I guess I'll forget all the lessons you taught me as well." Sweetie Bell gently laid Travis down on the grass and pulled Twilight into a hug.

"Come on," She said, pushing Sweetie Bell away and looking at her tear soaked face. "It's time to go." Sweetie Bell nodded. "The battle is won!" Twilight yelled to the colony who all cheered and celebrated. "But it's time to go back to our old lives." The colony cheered once more and began walking towards the ripple, ponies vanished left and right until the field was practically empty besides Twilight, Apple Jack and Sweetie Bell. "Let's go home." Twilight finished. Apple Jack stood up and walked forwards.

"To Sweet Apple Acres." She said sentimentally as she stepped forwards and vanished. Sweetie Bell followed.

"To my sister." Sweetie bell vanished. Twilight looked around the field full of corpses. She saw Coda lying on the ground dead, she turned and examined Travis' body as well. She looked up at he rock where Celestia was standing, a look of pride on her face. She nodded with a smile and Twilight nodded back. Twilight took a deep breath and walked towards the ripple.

"To my friends." Twilight vanished

Twilight woke with a start. She had the most horrible nightmare but she didn't like to think about it. She inhaled deeply and smiled at the familiar scent of her library home. She didn't know why but she felt sentimental, as if she hadn't been in the library for a long time. She paused, eyes closed and breath held to savor the moment. The warm feeling of blankets on her fur, the soft, plush pillow beneath her head. She exhaled and relished in the feeling of home.

Twilight climbed out of bed, making sure not to wake Spike as she did so. Spike had sapphire cupcake all over his face from yesterday. She had bought him one from Sugar Cube Corner, he was so happy. Twilight smiled and opened the door lading down into the main library. The door squeaked as he opened it slowly, Spike shifted in his blankets and muttered something about Rarity in his sleep.

Twilight chuckled slightly as she left her room. she made her way downstairs and began walking towards the kitchen when something caught her eye. A leather book was lying on the table which she didn't recognize. She had read almost every book in the library, let alone remembered what they looked like, but for some reason, Twilight couldn't put a title to the leather bound book.

She walked towards the book and examined it, the words "Poems of a Changeling" were sewn into the cover in golden thread. Twilight placed a hoof on the cover, it had a familiar feeling, like she had held it before. She opened the book and found writing in red ink on the inside cover which looked, surprisingly similar to her own. She began reading the red writing. "In the hopes that you never recognize this. Sincerely, Dusk." Twilight paused, recognizing the name... Dusk She couldn't remember where she heard it before. She brushed away the thought and read a second scribble, written below the first.

"P.S. Read the last poem." Twilight flipped through the pages and found the last poem about halfway through the book. She began reading.

There comes a time in our lives when our lives come to an end. It doesn't matter how or why, what matters is that you're with a friend. I, Travis the Changeling of Manehattan, have found love and friendship and more than I thought could ever happen. Our lives are a journey, full of joy and sorrow. And some days when Joy can't be found you can always look to tomorrow. And sure along the road, friends and family will die. But as long as there memory lives on... Like a phoenix they will rise.

The End

Like A Phoenix: Better Grammar Edition

WARNING!: This story contains references to my previous book, it is suggested you read it if you want to know the entire story

http://www.fimfiction.net/story/196274/good-guys-always-win

Chapter 1: Empty

Twilight woke up covered in a cold sweat. She had the usual nightmare. She didn't like to think about it. She was looking up at the stone ceiling of the cave which she had made her home. This place was where she spent her last moments with her friends before they were wounded or... She didn't like to think about it. Twilight swung her hooves over the side of her bed and stood up. Her ankles and knees popped, She probably slept in again. She still didn't know why she was worried about waking up late, it's not like she was going to miss anything. Force of habit I guess. She thought to herself.

Twilight slipped on her shoes which she had fashioned for herself a long time ago. They were made of lazily stitched leather. She found her hooves slowly started to ache since she spends all day outside. Everything had been starting to ache. She was 28 after all. Twilight shivered as a cold Breeze rolled through the holes in the cave walls, when her magic was stronger she carved those holes in the hopes that she could make windows eventually. Twilight slipped on her saddle bag and the C.L.A.M.P, (Another device she fashioned for herself.) opened the wooden door which was set into the stone of the mouth of the cave. Outside she saw trees and heard the chirping of birds. After the accident The Everfree forest became empty, It was really beautiful when you weren't worried about being eaten by Timber Wolves.

Twilight exited the cave and, after a three-minute walk, entered the Echo of Ponyville. Most of the buildings were rebuilt by Twilight herself. None of them were painted since Twilight couldn't find any, all of the paint she had was used for other reasons which Twilight found more important. Every building stood out as an ugly brown color with the silvery gleam of nails standing out as you walked past. As she passed a building she saw her friend Rainbow Dash.

"Hey, Rainbow!" She called out, her voice was hoarse since she hadn't talked in a while, she skipped going to town yesterday to do some house maintenance. She was thinking about putting in windows but that would mean scavenging some glass panes. Twilight re-focused on Rainbow. "How ya been?"

"..."

"Sweet! I'm just going to Sugar Cube Corner to pick up some flour. I Think I'm going to bake a cake. Anyway, see ya!" Twilight smiled to herself and trotted down the road happily. She soon arrived at Sugarcube Corner and opened the door. "Hey, Mr. Cake! Just here for some flour, do you have any? "

"..."

"Awesome! How much?"

"..."

"Alright, here's three Bits. Thanks! Hey is Pinkie here?"

"..."

"Thanks! I think I'll visit her later." Twilight slipped the flour into her saddle bag and smiled at Mr. Cake, "See you Wednesday!

"..."

"No, I think I'm going to put windows into my house, do you know where I could find any glass for sale?"

"..."

"Oh well, See ya!" Twilight walked out of the shop and started walking up the stairs towards Pinkie's apartment when she found herself crying. She knew exactly why but she didn't want to know. She slowly hobbled towards the door with a picture of Three balloons on the door. But she collapsed and began sobbing, her hoof almost touching the door. I'll get further tomorrow. Twilight wiped her tears and looked at the door longingly. She turned around and walked back down the stairs. Twilight pulled out a checklist from her saddlebag and pulled out a quill.

"Flour? Check, Sweet Apple Acres!" Twilight put the checklist away and began trotting towards the farm. On her way there she passed some of the other familiar muzzles Lyra and Bon Bon were standing next to each other, Octavia was in a music shop with Vinyl. The sight of them made Twilight happy. She finally arrived at Sweet Apple Acres, the barn was rebuilt but the trees had all died, Twilight was doing her best to grow some new ones.

"Hey A.J! Do you need help with anything?"

"..."

"Sure! I think I can do that, Is Granny Smith in there?"

"..."

"Think I might say hi, see ya!" Twilight ran inside with her new mission at hand, "Water the Apple Saplings," Twilight walked into the barn and smiled at the sight of Granny Smith. "Hey, Granny! How ya been?"

"..."

"Good. A.J sent me to water the apple saplings, I just need to grab the watering can. Anyways I'll see ya later!"

Twilight tried to levitate the watering can. With a clatter, the watering can fell to the ground and spilled all over the place. "Shit," Twilight mumbled to herself, making sure Granny Smith couldn't hear. Twilight reached over with her hoof where the C.L.A.M.P was attached. Twilight hooked the two prongs jutting out of the C.L.A.M.P onto the handle of the watering can and pushed a button on the strap of the device. The prongs closed around the handle and Twilight lifted her hoof, now carrying the watering can.

She made her way out of the barn and walked towards the stream and refilled the can. Twilight looked over and saw a familiar red haired filly.

"Oh, hey Apple Bloom, you playing down here?"

"..."

"Where's Scootaloo and Sweetie Bell?"

"..."

"Well tell me if there's any development on the whole Cutie Mark ordeal! See ya!" Twilight made her way back to Apple Jack and began watering the apple seeds, after about three hours of work Twilight walked back to the barn, unclamped the water can, said her goodbyes to the Apple family and walked back into town.

Twilight noticed the dial on her C.L.A.M.P was almost at zero, so she made her way back to her cave, on the way back she saw Rainbow Dash again.

"Hey, Rainbow! have you been standing here this whole time?"

"..."

"Well, you should try out those new cupcakes at Sugar Cube Corner. they're pretty- Gaaah!" Twilight screamed as she tripped over a rock and fell onto Rainbow Dash. She pulled herself up and looked down at what she'd done. "Dammit," Twilight said aloud, some of the stuffing had come out of rainbows chest where a large tear had formed and some of the painted wheat had been pulled from the neck of the mannequin.

Twilight loaded the mannequin onto her back and walked back to her cave. She set the Rainbow Dash replica on a table and pulled out a sewing kit. She began sewing the tear across Rainbow's chest back together and stitched the painted wheat back into the neck and head. some of the paint had chipped off revealing the golden brown color behind the rainbow paint.

Twilight set down the sewing kit and walked over to a book lying on a table, she grabbed a quill with her C.L.A.M.P and began to write.

"Day 4,745, Picked up some flour at Sugarcube Corner and helped out at Sweet Apple Acres again, dropped the watering can trying to use magic, ever since I cast that spell it just... stopped working. C.L.A.M.P needs some tweaking and I need to find some glass to make windows. I Got two inches closer to Pinkie's door, at this rate, I should be there in two days. Knocked over Rainbow today, needed to do some maintenance to fix her, I'll set her up tomorrow."

Twilight shut the book and walked over to a wall next to her bed. looking over at the 4,744 marks and added mark number 4,745. "Happy 13th anniversary." She said to herself. she felt an eclipse of different emotions inside her, Guilt, anger, sadness, joy, sentimentality. Twilight set down the quill, slid off the C.L.A.M.P and her saddle bag, slipped into bed and closed her eyes.

Twilight was in a dark room, lying in front of her was Chrysalis, she was asleep. Twilight illuminated her horn with red lightning and shot. Slowly the changeling's body morphed into the body of Pinkie. She looked up at Twilight with sadness, confusion, and joy. Pinkie disappeared and was replaced with the body of Fluttershy, she was missing a hoof, it changed into the body of Rarity who was missing an eye, then to Rainbow, covered in bloody bandages, then to Apple Jack's hat lying on the ground, then the body changed into Celestia, her horn was snapped off and Discord was laughing in the background. Then Twilight saw Spike sitting alone in the library as he was wiped from existence.

Twilight woke with a start, she was covered in cold sweat and tears... But she didn't like to think about it.

Chapter 2: Out of the Fog

Twilight went through her usual routine. Shoes, saddle bags and the C.L.A.M.P. But this time Twilight hoisted the Rainbow Dash mannequin onto her back and made her way into town. Once she arrived at Dash's spot, Twilight set her down and readjusted the mannequin.

"There ya go Dashie," Twilight said to the stuffed pony doll, "Good as new, sorry about bumping into you yesterday I tripped."

"..."

"Anyways I gotta go!" Twilight noticed the dial on her C.L.A.M.P was at 14, "See ya later!" Twilight trotted off down the gravel road towards Sugar Cube Corner. On her way there she looked into the windows of various shops to see if there were any window panes but she couldn't see any. Eventually, Twilight made it to the bakery and walked inside. "Hey, Mr. Cake! Just came by to grab a cupcake or two. Are there any chocolate ones left?"

"..."

"Awesome! I'll take two please,"

"..."

"Yeah just on a tray would be fine. Thanks!" Twilight latched the C.L.A.M.P onto the tray, "See you tomorrow, as usual!" Twilight walked out of the shop and looked towards the stairs which lead to Pinkie's door. I'll visit her later. Twilight trotted down towards Sweet Apple Acres and saw Apple Jack in her usual spot. "Hey A.J. need me to water the Apple Seeds again?"

"..."

"Alright, I'll be right back!" Twilight walked into the barn, set down the cupcakes, picked up the watering can and began sprinkling the water onto the dry soil. After another three hours work, Twilight retrieved her cupcakes and walked back to Apple Jack. "There sure are a lot of apple seeds to water!"

"..."

"Here," Twilight set down a Cupcake in front of Apple Jack, "Have a cupcake."

"..."

"It's no problem really! Think I might visit Flutter Shy today, what do you think?"

"..."

"I guess you're right, anyways see ya!" Twilight smiled and began walking towards Fluttershy's hut at the edge of town and grinned as the hut came into sight. She munched on the remaining cupcake happily, threw away the tray, rapped on the door and opened it.

"Flutter Shy?"

"..."

"Hey! Just thought I'd drop by and say hello,"

"..."

"Yeah, just finished up at Sweet Apple Acres. Hey, you don't happen to have any window panes do you?"

"..."

"You do! Do you mind if I use them to make windows at my house?"

"..."

"Thank you so much!" Twilight walked over to the closet beneath the stairs and opened it.

"Aaaah!" Twilight ducked as a black bat swooped over her head and shot out of the open window. Twilight's breath was out of control, she held her hoof to her chest, pushed it outwards and exhaled. She felt like she nearly had a heart attack, after the whole 'history wipe' thing there had been no reason to be scared, and the sudden change wasn't appreciated.

Twilight looked down and saw five, dusty sheets of glass. She grabbed them with the C.L.A.M.P and slid them into her saddle bag.

"Thank you so much!" Twilight looked at the dial on her wrist and saw the number eight. "I gotta go, see ya!" Twilight trotted out of the cottage and made her way back to Sugarcube Corner and looked up longingly at Pinkie's door. She still didn't know what was inside, every time she tried to enter the apartment, she broke down crying.

She began walking up the stairs slowly, holding back all emotion, eventually, she made it onto the landing, she was now right in front of Pinkie's door. Twilight felt tears begin streaking down her face, she reached out a shaking hoof and pressed it against the cutie mark painted onto the wooden surface. Twilight felt another explosion of emotion. Pride, anger, satisfaction, sadness, and regret.

"I'm sorry."

She arrived at her cave after a quick chat with Rainbow Dash. Twilight instantly got to work. She began sizing up the glass with the holes in the side of the cave. The holes were about two inches bigger which was perfect. This way Twilight could slip some cloth between the stone and glass to create insulation. It gets cold during the night. Twilight put some cloth on the bottom of the square hole and began to fit the glass in. After filling in the remaining three sides with cloth, she took a step back. It fit perfectly. Twilight pulled out the remaining four sheets of glass and smiled at them.

"Hello!?" Twilight dropped the sheets of glass which shattered on the ground. Nl… No that’s not right. She was alone, all alone in this empty expanse of fragmented memory, as broken as the glass at Twilight’s hooves. She looked out the now complete window but nopony was there. Must have been her imagination. Twilight looked down at the broken shards of glass all over the floor.

"Shit!" Twilight said out loud, not caring who heard. She began walking towards the broom propped up against the stone wall of the cave and began sweeping the shards of glass into a hole in the floor at the corner of the room, in order to hold a dustpan Twilight would need to make a second C.L.A.M.P. but she gave up on that idea since the first one took six years to make.

"Hello!? Is anypony there!?" The voice sounded again. This time Twilight dropped the broom and ran over to the window again. Through the fog of the Everfree forest. Twilight swore she could see a small figure, limping through the woods. Twilight pushed the second button on her C.L.A.M.P and a blade slid out of a small compartment on the wrist. She pushed open her door and walked out into the fog.

"Hello!?" Said the voice again, it was definitely a mare and judging by the size of this female shadow amongst the fog, she was just a filly.

"Stay where you are!" Twilight responded loudly, she tried her best to sound threatening. "I'm armed!" When she said his her voice cracked. She really hasn't had any reason to shout in thirteen years.

"Twilight?" The filly said, in a shocked voice. "Thank Celestia you're here!" Celestia, now that's a name Twilight hadn't heard in a long time. Twilight held out the blade, the filly noticed and jumped backward. Twilight stepped closer and slowly the filly's face was revealed.

"Sweetie Bell?"

Chapter 3: From Pupil to Mentor

"What... How?!?" Twilight was utterly shocked and completely speechless, but then something clicked in her brain. "You're not real.” Her voice faltered. Some part of her, buried beneath the fear was the most sentimental emotion Twilight had ever experienced. Joy and hope. But it couldn’t be, there was no way. “You must be a figment of my imagination."

"What?" Responded Sweetie Bell, "Of course I'm real, why wouldn't I be?"

"I've been alone for a long time, why would random ponies show up all of a sudden?" Clearly, Sweetie Bell had to be a figment of Twilight's imagination. It doesn't make any sense why a pony would randomly appear. Twilight slid the blade away and began walking back towards her cave.

"Hey wait up!" Said Sweetie Bell, who began following Twilight. "Where are we going?" She asked.

"To my cave."

"You live in a cave?" Sweetie Bell seemed confused.

"Yes, I do." Responded Twilight,defensively.

"Why?"

"Because it didn't seem right rebuilding the library."

"What do you mean rebuild?" Asked Sweetie Bell. Twilight stopped in front of her door. She would have to explain everything. Twilight opened her door and walked inside, Sweetie Bell followed. "Wow!” Said Sweetie Bell, clearly impressed. "You did all of this?"

"Just the marks on the wall, the bed, the journal, and the windows... Or, window really." Twilight began unpacking her saddlebags and she slipped off her C.L.A.M.P.

"What's that?" Asked Sweetie Bell curiously.

"It's my C.L.A.M.P."

"Your what?"

"Clamping, limbic, applicable, mechanical, processor. Basically, it lets me pick up stuff without my magic."

"Why can't you use your magic?"

"Long story." Twilight really didn't feel like getting into details. "Wait a second... Why am I explaining this to you? You're not real." Twilight opened her journal and wrote the usual entry but this time, with a saddened heart and a slipping of hope, added, "hallucinations have begun" to the end.

"Yes, I am!" Sweetie Bell stomped her hoof on the ground. "Why don't you think I'm real?" Twilight set the C.L.A.M.P down on her bedside table and took a long, appraising look of Sweetie Bell. She gave a sigh and hopped onto her mattress, her joints aching from the stressful day.

"Read my journal." She said, finally.

"What?" Sweetie Bell sounded impatient.

"Read my journal, It'll tell you everything you need to know." Twilight slipped into her bed and shut her eyes.

"Woah." Twilight turned her head and saw Sweetie Bell looking up at the wall of marks. "Can you add another one for me?" Twilight asked. Sweetie Bell looked over at the piece of chalk sitting on the desk next to Twilight's bed. She squinted her face and the chalk was lifted in the air, surrounded by a light blue, sparkling aura. Twilight lifted her head. She hasn't seen magic used properly in a long time. There was a scraping noise and the 4,758th mark was complete. Twilight felt a smile try to break its way through her emotional barrier. She turned her head away before it appeared. Twilight heard the thud of her journal being opened and the scrape of a stool moving across the floor. Soon Twilight was asleep. Fully expecting the sweet little filly to be gone by the time she awoke, and the 4,758th mark to be missing. And she would be alone, always.

...

Twilight was utterly surprised to find she didn't wake up covered in sweat, panting from fear. She woke up like she did thirteen years and one day ago. Completely normally. Twilight flicked her eyes open and looked behind her, she saw Sweetie Bell, face down against the desk, day 4,758's page in her journal was open but "hallucinations have begun" was crossed out. Twilight smiled and began packing, she slipped on her C.L.A.M.P and draped her blanket over Sweetie Bell's back. Twilight stood there for a second, looking at her sleeping face. maybe she is real Twilight thought to herself. She snapped out of it, slipped on her saddle bags and left. After another long day of helping out at sweet apple acres, visiting her friends, looking for more window panes and waiting at Pinkie's door. She now made it fully to her door but she still couldn't bring herself to open it. Twilight made it back home. She opened the door and saw Sweetie Bell sweeping dirt and dust into the hole in the corner of the room.

"Hey! I was just cleaning up a bit. Thanks for the blanket by the way." Sweetie Bell gestured to the bed which was neatly made and wrinkle free.

"Wow, you did a great job." Twilight smiled as she looked around the room. All of the rocks and dirt was gone, Twilight also noticed she was standing on a straw welcome mat with the words, "bless this mess" written in chalk.

"Thanks! Not bad for somepony who doesn't exist." Sweetie Bell smirked at Twilight.

"Don't get cocky." Twilight set down her saddle bags.

"Ummm... Twilight?"

"Yeah?"

"What did you mean by, do some maintenance on Rainbow Dash?" Twilight dropped the saddlebags.

"I'll show you tomorrow, right now we have some work to do!" Twilight picked up a rock.

"Umm... What do you mean." Twilight threw the rock at Sweetie Bell. “Gaah!” Sweetie Bell ducked as the rock hit the wall. "What was that for!?" She screamed at Twilight.

"We need to work on your magic, I saw your attempt to use the chalk yesterday," Twilight looked over at the squiggly line on the wall. "If you're gonna stay for a while, you need to educate yourself, and I happen to be the perfect tutor."

"But your said you magic doesn't work anymore." Said Sweetie Bell. "Or at least your journal did."

Twilight was offended on a very high level. "Just because I can't do it, doesn't mean I don't know how to do it." Twilight trotted over to the rock and picked it up again, "when I throw it this time I want you to focus on the rock as soon as it leaves my hoof. Imagine a barrier between you and me, ready?"

"I guess?" Sweetie Bell squinted her eyes and bent her knees in preparation. Twilight threw the rock, Sweetie Bell squinted even more and the rock slowly came to a stop in mid-air.

"Yes!" Twilight shouted, her voice cracked again.

"I did it!!!" Sweetie Bell celebrated, her voice cracking as well. Twilight watched as Sweetie Bell jumped around, happiness and pride on her face. Twilight smiled, feeling the same pride.

"All right enough celebrating, we've got a lot of work to do." Sweetie Bell got in the same prepared position, her expression made her look like she could take on the world.

Chapter 4: Two Years Later

"Come on, you can do it!" Twilight tried her best to encourage Sweetie Bell, they had recently been practicing summoning, Sweetie Bell's come a long way from catching rocks in mid-air. Her magic has been getting a lot stronger, with Twilight's help and with age. Sweetie Bell was ten now, they celebrated her birthdays with some cake that was a lot easier to make with Sweetie Bell's help. Sweetie Bell was much taller now, she was almost at Twilight height. Ponies usually stop growing at around 15 and so far it looked like she was going to be taller than Twilight. They also celebrated Twilight's birthdays. She was thirty now. Twilight found it amazing that she was three times Sweetie Bell's age.

Sweetie Bell squinted her face as hard as she could. "Come on!" Said Twilight again.

"I'm trying!!" Sweetie Bell shouted.

"Focus on a pane of glass, but don't just imagine it simply, Focus on each and every molecule." A shimmering blue aura appeared in mid-air, Twilight could see a transparent, tiny, cube of glass appear, and more glass was appearing out of nowhere.

"Come on! I need these windows!!" At that, an entire pane of glass appeared and began to fall. Twilight leaped forward and caught the glass between her two hooves. Sweetie Bell let out a sigh of relief, her face was covered in sweat and she looked exhausted.

"I think that's enough for today," Said Twilight, clamping onto the pane of glass and setting it on the table. "You've earned yourself a cupcake, on me." Twilight slipped on her saddle bags. "I'll be back from sugar cube corner."

"I still think it’s pointless going there, you're just going to make it yourself." Said Sweetie Bell, crossing her hooves and leaning against the cave wall, which was now straight. The entire cave was renovated to a cube with separate rooms. They even carved a fireplace out of stone which sat at the side of the room.

"Sweetie Bell we've talked about this," said Twilight, "I spent a lot of time with my friends in that place and so have you. Sugar Cube Corner means a lot to me and so does the rest of Ponyville."

"But I thought the spell Discord cast turned all of your memories bad." Said Sweetie Bell.

"The spell stopped working for some reason, not that it matters. By now most of my memories have changed. I still have one or two that I didn't think about while the spell was in action." Twilight stopped suddenly. "Why am I explaining this? I'm making you a cupcake! Stop complaining." Sweetie Bell rolled her eyes. "Don't give me attitude. Looks like our next lesson needs to be on respect." Twilight opened the door.

"Sorry, I just think it’s weird."

"It is weird, but it makes me feel better." Twilight stepped out of the door, "be right back!"

"See ya!" Said Sweetie Bell waving her hoof, Twilight shut the door, smiled and walked into town. After a two minute walk, she made it to Sugar Cube Corner.

"Hey, Mr. Cake! Just here for a cupcake."

"..."

"Yeah, chocolate will be fine thanks."

"..."

"Yeah, Sweetie Bell managed to summon an entire pane of glass this time! So I thought we'd celebrate with a cupcake... You know what? Make it two, I've done a good job too."

"..."

"Thank you! Oh, and can you tell Apple Jack I can't help her today? I need to do some housework."

"..."

"Thanks again!" Twilight smiled, clamped onto the tray of cupcakes and happily trotted out the door. She looked up the flight of stairs and stared for a while. "What the Hell." She mumbled. Twilight set down the tray and walked up the stairs. She made it all the way to the door with her hoof on the handle. She waited for what seemed like two minutes then she slowly turned the knob. The door squeaked as it swung inwards. It was open about three inches wide. Twilight quickly slammed the door shut and sighed. next time. She thought to herself. She walked back down the steps, picked up the tray and walked back to the cave.

"Sweetie Bell! I got you a chocolate cupcake! Your favorite!" Twilight said as she opened the door. No response. "Hello?" Twilight called.

"Hey." Said a voice behind Twilight. Twilight jumped and nearly dropped the cupcakes. She whipped her head around and saw Sweetie Bell holding some pieces of wood.

"Sweet Celestia you nearly gave me a heart attack!"

"Sorry! I went out to get some firewood."

"Well leave a note! Say something before you start talking!"

"Yeah, that doesn't make any sense." Sweetie Bell chuckled.

"Well sorry my brain's trying to make sure my heart's still working." Twilight handed a cupcake to Sweetie Bell who levitated it and merrily took a bite. Sweetie Bell trotted inside and set the firewood in the stone fireplace at the side of the room. Sweetie Bell took another bite and trotted over to her own journal which sat next to Twilight's, much thicker journal. She scribbled away with a smile on her face, shut the book and walked over to her own section of the wall where she had her own marks, representing the days since she arrived.

"Day number... 730!!!" Sweetie Bell jumped around with a smile on her face.

"Happy 2 year anniversary!" Said Twilight happily. She leaned against the wall and munched on her own cupcake. "You've grown so much since you were a little filly." Twilight looked over at the wall next to the fireplace. There they had marked Sweetie Bell's height every day. "Go on, let’s see how much you've grown today." Sweetie Bell hopped towards the wall and leaned against it, making herself look as tall as possible. Twilight grabbed a piece of chalk and drew a line against the wall starting at the tip of Sweetie Bell's horn. This line was at least two inches higher than the last one. "Wow, you grew overnight!"

"I'm gonna end up taller than you!" Said Sweetie Bell, she was jumping around the room, pure joy on her face. If there was any time for her to get her cutie mark, it would be now. But no such luck. It looked like Sweetie Bell was thinking the same thing, because she suddenly stopped and looked back at her flank. And the look of joy vanished as nothing appeared. Her flank stayed as blank as a new piece of paper. Sweetie Bell's look of hope was destroyed and she turned her head back towards the ground. A tear hit the stone floor.

"Hey, hey," Twilight walked over to Sweetie Bell and stretched her hoof around the young Mare's shoulders. "Don't worry. It'll all be okay." Said Twilight, rubbing Sweetie Bell’s back. Twilight wiped the tear off of Sweetie Bell's face.

"Sometimes I think I'll never get my cutie mark." Said Sweetie Bell, another tear hit the ground. The sound echoed through the stone room like thunder on a peaceful day. Twilight stood up.

"What's so important about a cutie mark anyways?" Asked Twilight, getting to her hooves and pacing around the room. Sweetie Bell lifted her head, a puzzled look on her face. But that puzzled face turned into an even more hopeless expression.

"It tells who you are. It shows your destiny." Responded Sweetie Bell, her voice was soft as cotton at this sentence. Another roar of thunder hummed through the room in the form of a second tear drop.

"And who determines this so called 'destiny'?" Asked Twilight, a half smile curled on her face as she kept pacing around her room.

"Nopony." Sweetie Bell was still puzzled. "It's just something that you've always been good at."

"And what if you don't like what you're good at?" This really confused Sweetie Bell. "Say you we're allergic to pears, and you just happened to be really good at cooking pear related foods. You literally would not be able to fulfill your so called 'destiny'. You would have to make another destiny."

"But you can't!" Interrupted Sweetie Bell.

"Why not." Replied Twilight, now with a full smile on her face. "You say there's a predetermined destiny for everypony. But I say... You make your own destiny. You are a young, beautiful mare with the whole world in front of her, but You can be as old as Granny Smith and still not have a cutie mark. Just because you don't have a weird symbol on your flank, it doesn't mean you don't know who you are." Twilight stopped pacing and placed a hoof on the filly’s shoulder…. No, not filly, mare. "You are Sweetie Bell, and you make your own destiny."

"Thanks Twilight." Sweetie Bell got to her hooves. "I feel a lot better."

"Not bad for an old, crazy mare." Twilight smirked and Sweetie Bell chuckled.

"Hello!?" Twilight and Sweetie Bell jumped and turned their heads. Out the window Twilight saw a figure wandering through the trees. "Hello!?" The figure called again, Twilight slid the blade out of her C.L.A.M.P, signaled Sweetie Bell to stay in the room and wandered out into the Everfree forest. Twilight saw a creature she hasn't seen since Rainbow Dash brought her friend to Ponyville. The figure noticed Twilight and jumped into the air.

"Who are you!?" They shouted at the same time.

Chapter 5: The Gryphon

Twilight looked at the beaked face of a grey and gold gryphon flapping its wings in front of her. It had bright green eyes which were flicking around frantically.

"Where am I?" The voice was definitely male, it had a soft tone to it, though worry wavered it’s way through his vocal chords.

"Who are you." Twilight said it like it wasn't a question, she held the blade outwards.

"My name's... Travis." The gryphon responded.

"Travis." Twilight said raising an eyebrow.

"Yeah... Why?" He said with his front claws in the air in surrender.

"How did you get here." Twilight asked, lowering the blade slightly but still looking fierce.

"I don't know," Travis flapped his wings and landed softly on the ground. "All I remember was..." The gryphon paused, seeming to choose his next words very carefully, "I was in a restaurant in Manehattan, then everything... Stopped. Then I ended up here, everypony was gone and Manehattan was gone as well. I flew around for a while until I saw some buildings here, I landed and started searching for ponies but all I found was a bunch of creepy pony mannequins in random places." Twilight slid the blade away and lowered the C.L.A.M.P.

"Yeah... I did that." The gryphon looked confused. "Sweetie Bell! You can come out now!" Sweetie Bell poked her head out of the door and trotted outside, she hid behind Twilight Peering over her shoulder. Though she looked grown up she still acted like a filly. The gryphon Inhaled deeply and looked between Twilight and Sweetie Bell. His face grew kind and he lowered himself to her level. Gryphons were usually much taller than ponies, and this one was just under a foot taller.

"Hi," he said in a soft, friendly voice. All signs of worry seemingly gone. "I'm Travis." He held out his claw. Sweetie Bell looked out from behind Twilight and shook his claw with her hoof.

"Sweetie Bell." She responded. Once the gryphon let to of her hoof she hid behind Twilight again. Travis smiled at her shyness and inhaled slightly. His behavior was unusual from other gryphons Twilight had seen.

"And who's your sister?" Asked Travis. His expression instantly changed back to it's tone of worry when he said this. It seems he unintentionally tried to flatter Twilight. Not that it mattered for her expression stayed flat and emotionless. Twilight raised an eyebrow and Sweetie Bell giggled.

"Twilight." She responded in a flat, intense voice. "My name is Twilight." She turned and began walking towards the cave. Sweetie Bell followed closely behind and Travis began to follow them both.

"So you live here?" He asked, trying to make conversation. Twilight didn't respond but Sweetie Bell did.

"Yes, well... Her a lot longer than me." She turned her head towards Twilight who was rummaging through the drawers of her desk. Travis gaped as he entered the cave and saw the carved walls and separate rooms.

"How long exactly?" He asked curiously, looking at Twilight with sincere concern on his face. She remained emotionless like a statue whose face was carved to represent emptiness.

"Fifteen years." Said Sweetie Bell, looking at Twilight as well. She smiled slightly. Proud that her mentor could survive as long as she did with Nopony around.

"Wow... And how long have you been here?" Travis shifted his gaze towards Sweetie Bell.

"Just two years." She said. She was still looking at Twilight.

"Thirteen years alone... How did she do it?"

"She kept herself company." Travis thought for a second.

"The mannequins?"

"Yeah." Twilight pulled some rope from the drawer and pulled up a chair.

"Have a seat." She said, gesturing to the chair. The gryphon took a step backwards but Sweetie Bell shut the door behind him. He looked around, shocked. "We don't know if we can trust you yet, so we need to question you."

"How do I know I can trust you?" He asked.

"You don't." She responded.

"Fair enough." He slowly made his way to the chair and Twilight began tying him up. Then she pulled out what looked like a metal box with some paper coming out of it. She attached some suction cups to Travis and pushed a button on the machine, the paper began pouring out of a slot in the whirring machine, with red scribbles all over it.

"Is that a lie detector?" He asked.

"Yes." Responded Twilight. "Now... What's your name." The gryphon paused.

"Travis." The pin on the machine jerked.

"You're lying." Twilight responded. The gryphon paused again.

"The name I go by is Travis." The pin stayed still. Twilight raised an eyebrow.

"Where are you from." The gryphon paused again and he had that same expression of choosing his words wisely.

"Manehattan." The pin was still.

"How did you get here?"

"I don't know." The pin remained still.

"Do you know who I am?"

"No." The pin remained still.

"Are you here to hurt us in any way, shape or form?" Twilight stepped forwards.

"No." The pin remained still.

"Congratulations you're trustworthy." Said Twilight, removing the suction cups from the gryphon and untying the ropes.

"I think you need to tell him." Said Sweetie Bell.

"Tell him what?" Asked Twilight.

"You know... What happened before you got here." Twilight stopped dead in her tracks.

"And why would I need to tell him that?" She said, not looking at Sweetie Bell.

"Maybe he can help try to reverse it." The gryphon was confused.

"Uuuhhh... Reverse what?" He asked.

"I'm gonna tell him." Sweetie Bell said to Twilight.

"Fine," Twilight responded, "but I'm not going to be here when you do, I'm heading into town to help out at Sweet Apple Acres." Twilight slipped on her saddle bags and slammed the door. Sweetie Bell turned to the gryphon and sat down.

"You might want to get comfortable."

Chapter 6: History of the Apocalypse

"A long time ago, Twilight Sparkle earned her cutie mark performing a feat of magic, once she had done this she was made a student of Princess Celestia. Many years later Twilight was sent to Ponyville to study friendship. There she met her friends Rarity, Fluttershy, Apple Jack, Rainbow Dash and Pinkie Pie. Their friendship was so strong they had their own magic and they inherited the Elements of Harmony. Generosity, Kindness, Honesty, Loyalty, Laughter and Twilight's element, Magic. With these elements they were able to beat tons of monsters, villains and all kinds of evil creatures. One day, some of their most dangerous villains teamed up and began to form a plan to destroy all of Equestria. Twilight tried to stop them but while she was fighting Pinkie, Rarity, Fluttershy and Apple Jack were killed. Discord and Sombra cast a spell over all of Equestria. A spell that would turn all of Twilight's victories into failures. Every time they beat a villain was reversed. All of Equestria began to fade, everypony disappeared except for Twilight. On the first day she held a funeral for all of her friends and her mentor. She cast a spell to travel back in time, she thought at first she could change the past but then realized she would risk whatever is left of Equestria. She safely returned to her own time. She spent the next thirteen years alone, trying to rebuild Ponyville. But after casting the time spell and with the elements gone, her magic slowly began to fade as well, she designed equipment to help her like the C.L.A.M.P, she also constructed mannequins to keep her company. She spent thirteen years doing this. Until one day I showed up. We didn't know why or how but we went with it. She spent two more years teaching me how to use magic properly and then you showed up. We need to figure out why and how. And if we do then maybe we can reverse the spell and restore Equestria." Sweetie Bell finished her story and looked at the shocked gryphon, still sitting in the wooden chair where he was questioned.

"So..." Travis was trying to understand everything. "If we can figure out how you and I got here then. Maybe we can restore Equestria?"

"Yes." Sweetie Bell answered. "Which is why Twilight may chew you out over the next couple days." At this, Twilight walked into the house. She set down her saddlebags and looked at Travis.

"I need you to scout out Canterlot."

"Me?" Asked Travis.

"Yes, you're the only one who can get there and back fast enough." Twilight began unpacking her saddlebags, she pulled out some cupcakes and a leather bound book. She also grabbed a piece of chalk and drew a line on a different section of wall, over it she wrote "Travis".

"Okay... Be right back." Travis hopped out of the chair, opened the door and took off into the sky. Twilight walked over to Sweetie Bell and drew a circle around her. She walked a couple feet away and drew another circle.

"Alright Sweetie Bell, today were going to work on Teleportation."

"What!?" Sweetie Bell shouted as she stepped out of the circle in shock. "That's some really high level stuff Twilight."

"I know you can do it." Twilight moved the chair and looked back at Sweetie Bell. "Plus you have me." Twilight sat Down in the chair and smiled. "Now let’s get started."

Twilight and Sweetie Bell had been practicing for a couple hours now, all Sweetie Bell could now teleport other objects into the circles but with great difficulty, they decided she wouldn't try to teleport herself until she could teleport other things of her size.

"Okay, where's Travis?" Asked Sweetie Bell, who had just teleported a couple of pebbles into a circle. "He's been gone for hours."

Twilight looked towards the door and stared for a couple minutes. She got out of the chair and opened the door. Since the princesses were gone the sun never sets. But now would be time where the sun begins the set. Twilight squinted and out of the corner of her eye she saw a figure come streaking across the sky. It soared towards Twilight with incredible speed. Twilight drew her blade and held it ready at her side. The figure came closer and closer until it crashed into some bushes nearby with a loud thud.

"What was that!?" Exclaimed Sweetie Bell who came galloping out the door, a look of worry on her face. Twilight held out her hoof and waved Sweetie Bell back to a safe distance. Twilight slowly inched closer to the bushes where the figure had crashed. Suddenly the bushes shook and Travis crawled out of them.

"What happened!" Asked Twilight, putting the blade away and helping Travis up. Twilight could see the outline of his ribs against his chest. He looked like he hasn't eaten in days. But as he walked out he inhaled deeply. The outline of his ribs disappeared as if that air he just inhaled was a four course meal.

"Uhhh... What was that?" Asked Twilight, getting ready to pull out the blade.

"What was what." Said Travis, sounding frantic. Before he could blink he was hooked up to the lie detector once again. "Really? This again?"

"What happened back there?" Twilight questioned with intensity.

"I crashed into the ground what do you think."

"No I mean when you breathed! It was almost like you were being... Fed or something. What was that?"

"Nothing!" The needle jerked to the side.

"Tell the truth!"

"You need to trust me!" The room fell silent when Travis said this. "We can't survive if we don't trust each other."

"What is this 'we'?" Retorted Twilight. "You just appeared out of nowhere."

"You have no choice but to trust me!"

"We can kick you out. It can be just me and Sweetie Bell again, and you'll have to try to find your own way in this wasteland. You have two choices. Tell the truth, or leave." Travis fell silent and looked at Sweetie Bell, she was staring at the floor, teleporting stones a few inches at a time. Trying her best to avoid his gaze.

"Fine..." Said Travis, giving up. He gave one more look at Sweetie Bell. His body began shimmering with a green aura. And the shape of the gryphon, morphed into a small black creature with green eyes and bug like wings. Twilight instantly drew her blade.

Chapter 7: Heart of Stone

"Get back!" Twilight screamed, she pushed Sweetie Bell away from a changeling who until recently took the form of Travis the gryphon. Twilight leapt forward and held the blade against the changeling's throat.

"Woah! Hey I'm not going to hurt you!" The changeling shouted.

"I don't care!" Twilight screamed in response. "Your kind is responsible for my friends death's!"

"I know but-"

"You know?" Twilight pulled away. "Sweetie Bell did you tell Travis about the changelings?"

"I, uh, I don't-" Sweetie Bell spluttered.

"Did you tell Travis that the changelings were involved with the fall of Equestria!?"

"No! I don't think so, no." Sweetie Bell gave Travis a questioning and ashamed look.

"How did you know the changelings were involved!" Twilight screamed. She slammed her blade back in its previous position at the changelings throat.

"All of us knew!" Yelled the changeling, glancing from the blade and to Twilight's fierce gaze. "The changelings live on a hive mind. Important information is passed through every changeling. That's why we're so coordinated."

"Yes but you're cut off from the hive mind." Retorted Twilight. "You shouldn't have that memory anymore..." Twilight's face went blank. "You were there... Which one were you!? The one who cut of Flutter Shy's leg!? The one who tortured Rainbow Dash!? The one who took out Rarity's eye!?" At this news Sweetie Bell’s face went even whiter than it already was.

"I was one of the changelings who carried your cage into the dungeons in Canterlot. You killed my friend Yekshra, and you gave me this." The changeling opened it's mouth to reveal several broken and missing teeth, one of the fangs already sticking out of his mouth was broken in half. "You also broke my leg." Twilight looked down to see his left hoof was cracked and sticking out at an odd angle.

"I should slit your throat right now." Said Twilight through gritted teeth.

"No!" Sweetie Bell leapt from her previous position and pulled Twilight's blade away. "Twilight! You're not being yourself!"

"Thirteen years changed who I was! Those thirteen years I spent alone were because of him! And all of his kind!" Twilight pointed at Travis who was looking downward in shame. She turned back to him. "And that thing you did! Outside, that was you feeding wasn't it!?"

"Yeah," He responded honestly. "The love between you two is strong." He looked towards Sweetie Bell, "She loves you like a daughter you know." Twilight jumped in front of his gaze.

"How dare you speak to her!? You're responsible for her sister's death." The changeling looked downwards, avoiding eye contact. Twilight’s face turned to that of determination. "Sweetie Bell... Lock him in the guest room." She said, unnaturally calm sounding.

"But-"

"Sweetie Bell!" Sweetie Bell got to her hooves.

"Yes Twilight."

"Oh and... Take out the bed." Sweetie Bell walked over and grabbed Travis' hoof. He screamed in pain. Twilight and Sweetie Bell jumped at the sound while the changeling pulled his hoof closed to his chest. It was bruised, a crack split the hoof partially and a strange lump grew on one side of it.

"Hold on." He grunted, panting in pain. His body shimmered green and soon he was back in gryphon form. Twilight was sickened when she saw the transformation. His front claw wasn't broken like his hoof was In his other form. Sweetie Bell tugged his claw and he walked with her unquestioningly into the guest bedroom. After a few seconds Sweetie Bell came out levitating the bed behind her. Twilight walked over, shut the door and locked it. She stared at the door, knowing that behind it was a monster, responsible for the death of Equestria.

"What are you going to do with him?" Asked Sweetie Bell. The bed she had removed from the room on the ground next to her.

"We're going to keep him in that room for further questioning." Twilight responded.

"Just make sure questioning is the only thing you do." Said Sweetie Bell. Giving Twilight a quizzical look. Twilight looked down and saw the time dial was at zero.

"We should head to bed. It's getting late, we have a long day of training tomorrow." Twilight began walking towards the door to her room, on her way past she put her hoof on Sweetie Bell's head and ruffled her mane. "See you tomorrow."

"Good night." Responded Sweetie Bell. However she stayed still and waited for Twilight's door to close. Sweetie Bell walked to the bed and pulled the blanket and pillow from from it. She the. Unlocked and opened the door to the guest bedroom. "Hey." She whispered into the room.

"Oh, it's you." Said the gryphon in the corner of the room with relief.

"I brought you these." Sweetie Bell set the blanks and pillow down neatly on the ground in front of Travis. He looked down at them them, then looked up at Sweetie Bell with a smile on his beak.

"You have a kind spirit." He said, grabbing the blanket and wrapping it around himself.

"Why are you still in that form?" Asked Sweetie Bell. Closing the door behind her so she wouldn't have to whisper anymore.

"Oh uh... Heh, the broken hoof doesn't hurt when I'm like this."

"It doesn't hurt at all?" Sweetie Be was fascinated.

"We'll it sort of... Tingles... Almost like it should hurt, but it doesn't."

"Change back." Said Sweetie Bell.

"What?"

"Change back." She repeated. The gryphon obliged and was a changeling again within seconds. Sweetie Bell walked forward and grabbed his broken hoof.

"Aah!" He pulled it back in pain.

"It's okay." She said, holding out her own hoof with a friendly smile. Travis lowered his hoof into hers and gazed at her face. She looked at his hoof with concern. "This must've really hurt."

"Heh... Yeah, that was a heavy cage your mentor dropped on me." Sweetie Bell illuminated her horn and a warmth crept through Travis' body. The crack through the hoof sealed and there was a popping noise as the joint straightened. Sweetie Bell smiled at her work and looked up at Travis.

"Go on. Try it out!" Travis pulled his hoof back and was marveled to see it was fully articulate again.

"Wow... You're gifted... Truly." He stared at his hoof and kept moving it every which way, looking at it like it was an alien limb.

"Do you always talk like that?" Asked Sweetie Bell.

"Hmm? Oh." Seeming to instantly realize what she was talking about. "It's a changeling thing... After you've... 'Fed' off of somepony, you get a kind of... Deep connection with them. I got it from Twilight too."

"It sounds like poetry." Travis looked up at Sweetie Bell. "The way you speak I mean."

"Yes I suppose it does." He set his hoof down and smiled at how he put pressure on it.

"I love poetry." Said Sweetie Bell, laying down on the floor and looking up at Travis. "Ummm... Actually... Could you..." Sweetie Bell paused.

"What is it?"

"Could you... Describe Twilight's emotions to me?" Travis looked surprised. "I know... You think after two years together you would know somepony but the way she acted tonight... I've never seen anything like it." Travis' surprised face changed to a smile. Sweetie Bell blushed and looked at the ground with her own nervous smile.

"Twilight thought of herself as the guardian of Equestria." Sweetie Bell looked up. Travis had a distant look on his face, his eyes focused on something that Sweetie Bell couldn't see. "She spent years thinking it was all her fault, due to these thoughts, as if Medusa gazed into her soul, Twilight's heart turned to stone. An impenetrable fortress where every sad thought and happy memory were mere scratches on the surface of this dark stone. She relished in things that actually made her feel true emotion. And even though the sun hangs eternally in the sky she spent a very long time In darkness. Where the only light was pretending that life was still the way it used to be. Until one day you showed up. After a couple months a crack split down the center of her stone heart and inside there was a glowing, beautiful, sensitive light blossoming. The fear and hate in her heart, bled out like rain during a storm. And then I showed up... Right when she was the most vulnerable and that crack In Her heart sealed like the crack in my hoof. All of the hate and fear was sucked back in like a sponge dropped into a pool. And now she finally found an outlet for all that anger, and hatred for anything related to her friends deaths and the fall of Equestria. She hates me... Because she hates herself inside. She blames herself and she looks at me like I'm her evil reflection In the mirror. I'm the Jekyll to her Hyde and now I fear she may soon be too far away to save. But for those two years her love for everything was rekindled by the spark of your love In return. The love between you two is strong." Travis inhaled and licked his lips. "Granted it’s a different flavor."

"That's beautiful." Said Sweetie Bell in awe.

"The world is beautiful," Travis responded. "Sometimes you just have to look through somepony else's eyes to see that." Sweetie Bell and Travis stared at each other for a while. "You should get to bed. It's getting late." Sweetie Bell stood up and opened the door. "See you tomorrow." Said Sweetie Bell.

"Promise?" Asked Travis.

"Definitely."

Chapter 8: The Way Things Were

Twilight woke up in a cold sweat. Something she hasn't done in two years but in light of recent events she found herself In the mindset she was in before Sweetie Bell wandered out of the fog. Twilight didn't trust Travis for a second. After all he was there when Equestria fell, he was there when her friends died, he was there when Pinkie... Pinkie... She didn't like to think about it.

Twilight was wandering through the Everfree forest looking for some berries which were safe to eat. They had run out of flour at Sugarcube Corner and she had yet to make some more. Until the Apple trees grew they were left with berries and anything else they could find. Twilight looked down and noticed the time dial was at ten. She decided to head home.

"I'm back!" She called as she entered the house. She liked how she could call this place a house instead of a cave. Sweetie Bell came galloping out of her bedroom and attack-hugged Twilight.

"Welcome back!" She yelled happily.

"Hey." Twilight looked over at the door to the guest bedroom. "Did Travis cause any trouble?"

"No... He's been real quiet... I guess it's because there's really nothing to talk about."

"Or because he's planning something." Twilight gritted her teeth and intensified her stare, as if she was looking straight through the door at Travis himself.

"Twilight..." Said Sweetie Bell in a mocking tone. "You're making something out of nothing. You need to relax! Let that stone heart of yours settle down for a while."

"I guess you’re right." Admitted Twilight. "I'll have to relax later though because somepony's birthday is coming up!" Sweetie Bell's face lit up with excitement.

"You remembered!" She jumped around the room happily. Twilight smiled at the sight.

"Now I'm going to go into town for your present, no peeking when I get back okay?" Said Twilight in a playful tone. Sweetie Bell nodded her head furiously and galloped into her room. Twilight grinned a glorious grin and walked out of the house to make her way to Ponyville.

"Now I'm going I to town to pick up your present so no peeking when I get back okay?" Sweetie Bell nodded furiously and galloped into her room. As soon as she walked through the doorway she leaned to the side, ear against the wall, waiting for silence. She heard the front door shut softly, and a twig snap as Twilight left the house. Sweetie Bell smiled and ran to the guest bedroom. She unlocked and opened it with a big grin on her face.

"Hey!" Said Travis, in his changeling form. He had grown more fond of it once Sweetie Bell had fixed his hoof. "So I heard that somepony's birthday is coming up!" Sweetie Bell's grin grew larger, it was reaching Pinkie Pie levels of A smile now.

"Yep!" She said proudly, sitting down on a pillow she had brought in days ago.

"So how old are you going to be?" Asked Travis, now moving to his own pillow.

"Eleven."

"Wow you're getting big!" Travis' eyes went out of focus like they do every time he does his poetry. "But I can still see the young filly inside you. Oh." Travis' eyes flicked towards Sweetie Bell, but they were still focused on something behind her. "You're still worried about your cutie mark." Sweetie Bell was jumped.

"No!" She said defiantly.

"Sweetie Bell I can read your memories there's no point lying to me." His eyes came back into focus. Sweetie Bell looked at the floor with guilt.

"Well, it's just something that a pony should get when they find their destiny. Something they've always been naturally good at. And... I can't find it."

"I think you should take your mentor's advice." Said Travis, he got up and walked over to Sweetie Bell. "But if it still bothers you... It's probably really hard to find your destiny in a barren wasteland." Travis rubbed Sweetie Bell's back. She looked up at him with a tear on her cheek. "Once this is all over," Travis wiped away the tear and put his hoof under Sweetie Bell's chin, looking deep into her eyes. "I bet you'll get your cutie mark so fast, other ponies’ heads will spin! So hang in there. Okay?" Sweetie Bell nodded.

"You always know what to say." She said, watching him as he crossed the room back to his pillow.

"Part of the job." Travis smiled modestly. Sweetie Bell thought for a second.

"I want you to tell me your story." She said suddenly.

"What?" Said Travis surprised.

"If I know your life, maybe I can convince Twilight to trust you."

"That's not going to be easy." Said Travis, giving Sweetie Bell a questioning look. "Alright." Sweetie Bell smiled and laid down on a pillow, giving Travis the same look, it was the way a child would look at a superhero.

"I was spawned to be a warrior changeling. I was supposed to be on the front lines of the attack on Canterlot all those years ago. I guess, I should be about twelve years old now."

"You're around my age!" said Sweetie Bell happily.

"I guess I am! Anyway I was supposed to be a warrior but the changeling carrying my DNA to the gene pool was..." Travis saw Sweetie Bell's confused face. Travis smiled. "Let me explain. Changelings are spawned in a pool of Genes and strands of genetic information. The genes put into me were supposed to make me strong and fearless. But the changeling carrying my genes to the gene pool tripped and mixed in some genes of ponies which we were experimenting with. Queen Chrysalis thought if we could find out how to make changelings love like ponies could, we would be fed for life. I was spawned a week later and was a complete disappointment. I was sensitive and smart instead of strong and resilient. When they found out I wasn't cut out to be a warrior they made me a henchman. My new job was. 'Do whatever we want you to do.' And that included building things, carrying things, stuff like that. And one day I was ordered to carry a cage with six ponies in it, me and my friend carried it together. I heard the ponies whispering to each other and then all of a sudden the cage was tipped forward. It crushed my leg and chipped some I my teeth. But my friend was crushed and killed. The ponies got out but one of them... Your sister lost an eye. After that I was sentenced to be killed in a couple days. But before my execution the world just... Stopped. Then I woke up in the place where Manehattan used to be. Our hive was located there before the history wipe. I changed into the gryphon form to keep my broken hoof from hurting and I took off trying to find other ponies... And I found you." Travis finished his story with a smile.

"How did your trick the lie detector?" Asked Sweetie Bell.

"I did come from Manehattan. Granted it was a hive under Manehattan but it was still Manehattan."

"And your name?"

"The name I go by is Travis, that wasn't a lie. But it's not my real name."

"What's your real name." Asked Sweetie Bell curiously.

"Trevocula." Sweetie Bell was silent.

"Travis is a fine name!" They laughed together but suddenly stopped when they heard a knocking. Sweetie Bell jumped and peered out the door. "Twilight's here! I gotta go!"

Sweetie Bell slammed the door shut and Travis was left in darkness. "Nice to see you!" She yelled. Travis sat, alone, then the door opened and Sweetie Bell leapt inside. She planted a kiss on Travis' cheek then exited as quickly as she entered. Travis rubbed the spot she had kissed.

"Nice to see you too."

Travis sat alone in darkness for two more days until Sweetie Bell's birthday arrived. On that day Sweetie Bell swore to Travis she would convince Twilight to trust him, as a birthday present for herself. Travis was planning a surprise. He knew a spell that sent confetti flying outwards like a party popper. He knew how to use magic but he didn't want to use it to escape. If I break out, how will they trust me? Travis thought this to himself every time he thought of leaving. Plus he couldn't just leave Sweetie Bell like that. Outside of his door.

"No Sweetie Bell!"

"Just hear him out." Travis prepared his party spell. The door creaked open and with a sound like a firecracker confetti and sparkles went everywhere. After half a second Travis was slammed into the wall with Twilight's blade held in the familiar position at his throat.

"What in the name of Tartarus was that!"

"It was just confetti! I knew it was her birthday and I wanted to celebrate, it doesn't hurt anypony I swear!" Twilight shoved Travis into the wall. The back of his head went numb for a few seconds. Twilight walked out of the guest bedroom and slammed the door shut, she locked it behind her and Travis was left In darkness once again.

"Twilight he's a good pony!"

"He's not a pony! He's an abomination of stolen genes and strands of DNA. He was bred to be a killer and I don't believe for a second that he might be different." Travis pressed his ear against the door. "We can't trust him!" Travis lowered his head in sorrow.

"Hello!?" There was a third voice that Travis hasn't heard before.

"Celestia dammit!" Yelled Twilight. Travis heard the front door swing open and slam shut.

"Another one!?" Sweetie Bell shouted.

Chapter 9: Of Apples and Friends

Twilight galloped out the door at full speed. She didn't have the time or patience to deal with a new pony or gryphon or changeling. She was exhausted and full of hate, and right now all she wanted to do was punish Travis. For some reason while she was galloping towards the voice of a random creature, she found herself crying. And through the corner of her tear filled eye she noticed a figure galloping towards her. If she could use her magic she would have already casted a spell at... What looked like a pony. Twilight was getting closer and closer to the other pony.

"Twilight!?" The voice sounded familiar. It also sounded joyful and confused. Twilight blinked her eyes and looked up to see a familiar freckled face. Twilight tried to slow down but she was going too fast. She tackled the other pony. They tumbled to the ground and rolled for a couple feet. Twilight opened her eyes to see the face of Apple Jack. Twilight and Apple Jack stood still, staring at each other with a look of disbelief on both of their face.

"Twilight! Boy am I glad to see you! What happ... Uhhh... Twilight." Twilight began sobbing, large tears rolling down her cheeks and landing on Apple Jack's chest. "Twilight?" Twilight wrapped her arms around Apple Jack's neck and pulled her into the world’s tightest hug. Apple Jack paused for a moment and returned the hug with a smile on her face.

"Who is.. GAAH!." Travis had walked out the door to the spare bedroom but collapsed almost instantly. Sweetie Bell came through the front door and gasped.

"Uhh... Twilight." Apple Jack began trying to push Twilight away but she clung to Apple Jack with all her might. "You can let go now." Sweetie Bell trotted over and illuminated her horn. Twilight was pulled from Apple Jack and levitated in the air. She hung there limply, too overcome by emotion to move.

"I'll take her bed." Said Sweetie Bell beginning to walk back into the house. "Good to see you A.J."

Sweetie Bell laid Twilight down in her bed and pulled the blankets over her sobbing body. She stroked Twilight's mane and walked back out into the main room. Travis was lying on a table in the middle of the room He was shaking and he was covered in sweat.

"So what's wrong with him?" Asked Apple Jack. Looking down at the changeling's shaking body.

"I don't know." Said Sweetie Bell, grabbing a cloth soaked in hot water and placing it on his forehead. Sweetie Bell looked up at Apple Jack.

"You were so quick to help him. Do you trust him?"

"We'll if what ya said is true... Then I see no good reason why not to." Sweetie Bell smiled and looked down at Travis.

"I wish Twilight believed that too." Apple Jack flicked her green eyes back and forth between Sweetie Bell's smiling face and Travis' unconscious face. After a couple seconds she put two and two together. A smirk grew beneath her muzzle.

"I bet you were quick to trust him too." Sweetie Bell looked up confused.

"What do you mean?"

"Oh come on... It's obvious." Sweetie Bell maintained her puzzled look. "You got a little crush now don't you?" Sweetie Bell's face turned red faster than Rainbow Dash could clear the sky.

"No!" She yelled, looking back down at his face.

"How old his he?" Pried Apple Jack.

"Twelve." Said Sweetie Bell hesitantly.

"Aaahh, only..." Apple Jack looked at the wall where the days after the day Sweetie Bell had arrived were marked. Apple Jack counted up the tallies and smiled. "One year older than you." Sweetie Bell's face grew a deeper shade of red. "Star crossed lovers in a barren wasteland. This should be a book." Sweetie Bell just stared at the table, trying not to look at Travis. "Don't worry. Your secret's safe with me." Apple Jack winked.

"I don't have a crush on him!" Sweetie Bell shouted.

"Okay! Okay... If you say so." Apple Jack kicked a rock across the room. "So what's his story?"

"Travis?"

"Yeah." A smile grew across Sweetie Bell's face once again, Apple Jack just shook her head.

"He was meant to be a warrior but something went wrong. He got pony DNA mixed in. He feels some true emotion." Sweetie Bell's eyes flickered and her smile grew wider. "He's sweet and sensitive. He speaks in poem sometimes... It's beautiful." Apple Jack grinned a small grin to herself.

"He sounds nice."

"Just wait till you actually meet him." At that, Travis opened his eyes and sat up. Twilight walked out of her room at the same time.

"Twilight!” Apple Jack called. “It's good to... Oh here it is again." Twilight pulled Apple Jack into another hug.

"It's good to see you too." She said into Apple Jack's ear. Travis groaned and put his hoof to his head.

"What happened?" Asked Sweetie Bell.

"Twilight's emotion... It was too much to take."

"Uhh, what?" Said Apple Jack confused.

"Oh... You must be Apple Jack.” Travis lifted himself off of the table and held out his hoof to Apple Jack who still had Twilight clinging to her. Apple Jack hesitated. "It's okay." He said with a friendly look. Apple Jack took his hoof and a smile appeared on Travis' face.

"So what's this whole emotions thingy?" Asked Apple Jack.

"Changelings get a deep connection with ponies when they 'feed' off of them."

"You've been feedin' off o' them!?" Apple Jack pushed Twilight away and looked into her eyes, trying to find any sign of harm.

"Only to keep myself alive. I'm not draining their life or hypnotizing them or anything." Apple Jack looked at Travis shiftily, then looked to Sweetie Bell. She nodded her head with a smile.

"Alright, but no funny business." Travis nodded and crossed his heart with his hoof.

"Anyways, we get a deep connection with the ponies. We can read their past, see their memories, feel their emotions. If you're powerful enough, or if you've spent enough time feeding off of a pony you can even see their destiny. Or that's what queen Chrysalis told us. Anyways when Twilight saw you, the raw explosion of emotion was too much to take." Travis did the familiar inhale. "The love between you too is strong as well. Ooh!" He paused and licked his lips... “Blueberry!" Apple Jack looked to Twilight who rolled her eyes and let herself fall back onto all four hooves.

"Sweetie Bell, take Travis back into the room." Twilight turned towards her own bedroom and began walking.

"Twilight! You can trust him!" Sweetie Bell shouted.

"He's dangerous."

"It was just confetti!" Said Travis with impatience. Twilight looked down at the mess Travis had made earlier.

"Confetti or not, he can use magic." Twilight gave Travis a look of hatred. "And that makes him dangerous... Come on Apple Jack, I've got so much to- OW!" Twilight spun around as something hit the back of her head. Twilight looked down to see a book.

"Read it." Said Sweetie Bell. "Come on Travis, I'll stay with you." She grabbed his hoof and they walked into the guest bedroom. Sweetie Bell slammed the door. Twilight reached down and picked up the book with her C.L.A.M.P. She looked at the cover, it was a fine, soft brown material and was completely blank. Twilight was about to open it when she noticed the time dial was at 3. "We should get to bed, help me move this extra bed Into my room." Apple Jack looked at the spare bed which was still in the main room.

"Why don't ya use your magic?" Twilight hesitated.

"Long story." Twilight and Apple Jack eventually got the bed into Twilight's room with great difficulty. Apple Jack quickly fell asleep while Twilight stayed up. Making sure Apple Jack was asleep, Twilight slipped out of bed and snuck into the main room. She sat down at her desk and lit a candle. She pulled out the brown book which Sweetie Bell had thrown at her and opened it. The first page read, "The Poems of a Changeling, as first spoken by Travis the Changeling, written down by Sweetie Bell the pony." Twilight looked around to make sure nopony was watching and began to read. "Poem No. 1, Heart Of Stone." Twilight paused and looked towards her saddle bag. Seeming to agree with herself she got up and pulled out a small bag of oats. Twilight resumes her position, and began reading.

"Wow..." Twilight closed the brown book with a thud, the sound was satisfying. Twilight looked towards the door to the guest bedroom. After a minute she grabbed the candle and opened the door. "Travis?" She looked in the corner and saw him curled up in a blanket with his head on a pillow that Twilight didn't remember giving him. "Travis." She said a little louder. His body jerked and he looked up sleepily.

"Hey." He said in a slurred voice. Twilight set down the candle and retrieved the book from her desk. "I read this." She placed it on the floor and slid it to him. He studied it and opened it to the front page.

"The Poems of a Changeling." He chuckled. "If I had known she was writing it down I would've tried harder." He flipped the page over and smiled at the title of the first poem.

"Travis umm... I don't... I'm sorry fo-"

"Twilight." Travis interrupted, he was now staring at Twilight. His eyes zooming in and out of focus. "You're having mixed feelings." Twilight paused and looked back into Travis' eyes. "I want you to tell me how your friends died." A tear rolled down both Twilight and Travis' cheeks. "I believe it will make you feel better."

"I thought you could see my memories." Her voice wavered with sadness, a lump growing in her throat. Travis sat down and looked at her. She took a deep breath.

"We planned the battle for Canterlot a couple days after we escaped. Sorry about the leg by the way. I was sent to infiltrate the castle while Celestia took care of the guards. I was supposed to find the sleeping chambers, inside... I saw Chrysalis sleeping. I cast a spell that would finish her once and for all but... She tricked me... After I cast the spell her body transformed into... Pinkie." Twilight swallowed hard and pushed the thought away. "Afterwards we were caught and put in the dungeons, but with Celestia's help we managed to escape. Our next mission was to find Rainbow Dash. We split up to find her and eventually I spotted her In the throne room with Discord, Sombra and Chrysalis. Nightmare moon was gone. Still don't know what she was doing out there. Apple Jack and I formed a plan then attacked. But Apple Jack was hit by a spell which was cast by Chrysalis. Flutter Shy and I began fighting. But soon she became swarmed by Changelings. Celestia flew In to fight so I went to help Flutter Shy. When I pulled the changeling's off I found her unconscious and missing a hoof from the knee down. I teleported back to our hideout where Rarity was. I told Rarity to try and heal her while I went back. I returned, Celestia's horn was snapped, Chrysalis was missing a head and Sombra was gone. I tried to fight but Discord overpowered me. I was about to teleport when Sombra showed up levitating a dead Rarity and Fluttershy." Now a stream of tears was rolling down both of their faces. "I was too weak to fight. Discord, used Chrysalis' head and Celestia's horn to cast a spell which would turn all of my victories into failures, every time I defeated a villain would be reversed. Soon all of Equestria was wiped from existence." Travis wiped the tears from his face.

"And Pinkie's door?"

"I was tricked into killing my own friend and all of my memories of her were turned into nightmares. I don't think I would be able to live through going into a place where we spent so much time together." Travis nodded as more tears fell down Both of their faces. Travis was ready to slide the book back to Twilight but he interrupted. "Keep it, I'll want to read it later when more poems are added." Twilight grabbed the candle and opened the door, she was halfway out of it when she stopped. "And Travis?" Travis looked back as Twilight pulled her face back into the room. "I'll make sure a desk and a bed are put into this room." Travis smiled and Twilight exited the room.

Chapter 10: Going Good

Day 43,480

The past few days were the happiest days I've had in thirteen years. I showed Apple Jack and Travis around the slightly reconstructed Ponyville. After Apple Jack showed up the apple tree saplings finally poked out of the soil. We've already rebuilt two buildings with the four of us working together. I've stopped trying to enter Pinkie's apartment. I see no reason to continue trying. I've parted with most of my sad feelings and I finally started feeling true joy once again. Now I know what Travis meant by a crack splitting down the center of my stone heart. I like reading Travis' poems. He wrote one or two more for me and sometimes I'd stay up late into the night reading them. Sweetie Bell's magic is getting much better. She can teleport herself a few feet now, soon enough she'll be able to teleport herself all through Ponyville. Travis almost obliterated my emotional problems. I knew it was hurting him just as much as it was hurting me. Maybe even more since he cared so much about everypony. He hates to see ponies sad or angry, whenever he saw somepony hurt or crying he would do everything in his power to make them as happy as he could. Apple Jack was working with Sweetie Bell to make some special fertilizer for the apple trees. If it works Apple Jack says they'll have enough apples to feed fifty ponies, let alone four... Or five. We found another pony. But he was in Ponyville, not in the forest. His name was Coda Singer. He has a white coat of fur and a brown mane. He didn't remember anything either. I did the usual lie detector test, he didn't seem like he wanted to harm us or stop us. He was just as confused as the rest of us were when this all started. The others and I have already carved a room for him in the cave as well as a new room in case anypony else showed up. Coda loved singing. It's literally in his name. Some nights Coda and Sweetie Bell would sing together, Travis (being a poet) would write some lyrics for them. Life seems to be looking up. But I've been thinking about why all these ponies are showing up and I think I have a theory. Anyways I'd better go. Apple Jack's coming back with some wood to make furniture, we've been thinking about carving out another room. Sincerely, Twilight Sparkle.

Twilight closed her book and smiled. She turned around and saw three of her friends talking and laughing together. Coda sat next to Sweetie Bell on a sofa they had constructed. Travis sat in a chair across from them with a smile on his face. He wasn't as much of a nuisance as Twilight made him out to be, he could use his magic so he helped out around the cave and the town a lot. He was a hard worker even though he wasn't made to be a worker Changeling, and he doesn't need normal pony food. He just feeds off of the love in the air, and now that Apple Jack had come back Travis had a feast before him which continued to restock with every bite. Coda was helping as well, he could do some heavy lifting and he was great for entertainment. Twilight chuckled at that thought. In fifteen years she'd never thought she'd be looking for entertainment. The door opened with a creak and Apple Jack walked in with some planks of wood over her back.

"Hey, yall! I'm back!" Everyone turned and smiled at her. Apple Jack trotted next to the fireplace and set the wood down, she wiped her brow and smirked. "The apple saplins' are doin' well, they're goin' to grow up into some mighty fine trees."

"Good," Said Twilight, "Soon enough we'll have enough food to last us a very long time." Everyone in the room cheered. "Sweetie Bell? Can you help Apple Jack make some furniture in the other room?"

"Sure!" She said happily. Sweetie Bell levitated the planks of wood off of the ground and followed Apple Jack into the other room. Twilight trotted over to the others and sat down where Sweetie Bell had sat. Travis smiled and looked over to Coda.

"So, Coda! What's your story again?" Coda shook his head.

"You can never remember can you?" Travis chuckled. "Alright, I grew up in Baltimere. Me and my family owned a small house next to a ditch. I didn't have much to do so I got into singing. I fell in love with the arts, I started acting, performing, I even learned how to play the piano. That's when I got this." Coda gestured to his flank where there was a set of eighth notes inside of a heart. "Once I was 12 I moved to Ponyville, I spent two and a half years living here until everything just stopped. I woke up in the place where my house used to be and I found Twilight and Apple Jack. They brought me in and here I am."

"Okay, I'll remember that this time." Said Travis. Twilight giggled and looked around at her friends with a smile. The sounds of banging hammers sounded from the room with Apple Jack and Sweetie bell. Twilight paused.

"Apple Jack! Can you come in here for a second?" Apple jack entered the room while Sweetie Bell kept working.

"Yeah?" Said Apple Jack.

"Close the door." Apple Jack looked confused, but did what Twilight said. Now Apple Jack, Travis, Coda and Twilight were alone.

"Okay, I've been thinking a lot about why ponies have been appearing out of nowhere, and I think I have a theory." Everypony looked at each other, then looked back to Twilight. Travis had a look of excitement which stood out against the other two's expressions. "I think the spell Discord cast is being reversed."

"Reversed by what?" Asked Coda.

"Time." They all looked confused. "I've been studying spells for a long time, and I can't recall Discord casting anything to sustain the History Wipe spell."

"I didn't understand a word you just said." Laughed Apple Jack.

"Most powerful spells, like the History Wipe, need another spell or power source to keep it in action. I don't remember seeing a power source for the spell to use. I think it was kept alive by the pure energy that it sucked in when it wiped out Equestria. And after fifteen years that energy ran out."

"Wait wait wait... I'm still confused." Said Travis.

"Think of it like this. The spell needs food to survive, and the feast just ended." Travis seemed to understand.

"Well it's a nice theory but how do we know if it's true?" Asked Apple Jack. twilight looked between her friends.

"Follow me." Twilight hopped from the sofa and walked out the door. Her friends looked at each other then followed. Twilight lead them deeper into the forest. after a few minutes the four of them arrived at what looked like half of a tree. it looked like something extremely sharp sliced it straight down the middle. But as they got closer they noticed the tree's stump was hollow and there were several tribal looking masks hanging from the walls. Half of a cauldron was sitting in the middle of the hollowed room.

"Is That?" Began Apple Jack, but Twilight finished her sentence.

"Zecora's hut." The other ponies looked at each other. Twilight looked down at her time dial. "Wait for it!" Slowly more of the tree appeared out of thin air. The tree and cauldron stopped growing. There was barely more than half the tree left now. Twilight looked at her friends and smiled. "History is being rewritten."

"Okay so... what are we supposed to do?" Twilight, Travis, Apple Jack and Coda had returned to the cave and Travis began questioning Twilight.

"Well every day a couple centimeters is restored. This pace it'll be..." Twilight paused, adding numbers in her mind. "At least a few months before it starts restoring Ponyville. I think we should wait and see what we can find when it gets that far."

"And what about the ponies appearing?" Asked Travis. "What's your theory on that?"

"Well I don't think they're appearing in any sort of order, it looks like so far it's been completely random."

"So you don't think we can expect Zecora knocking on our door any time soon?" Asked Apple Jack

"You can expect Zecora to be knocking on our door at any time at all. She could appear in a couple years, she could appear in a few seconds, I don't know?" Twilight explained.

"What about Discord, Sombra and Nightmare Moon? Surely they'll try to reverse... the reverse." Said Travis.

"Unless they can get another Chrysalis head, I don't think they'll... Shit!" Twilight looked at the ground with a worried look.

"What is it?" Asked Coda, all of Twilight's friends ran to her. Twilight looked at Apple Jack, then looked to Apple Jack's stomach.

"Apple Jack was shot through the stomach with a spell. She died, yet here she is, in tact."

"So?" Said Apple Jack, lifting her hoof to her stomach, looking at the spot where a gaping, charred hole once was.

"If you're back with no injuries, then who's to say Chrysalis won't come back as well?" The others looked at each other, seeming to realize what she was saying.

"What are we supposed to do?" Asked Travis, starting to get worried. Even though he was bred to love Chrysalis, he had his own hatred and fear for her. Twilight seemed to snap out of whatever trance she was in.

"Well if time really is reversing we'll need to-"

"Time is reversing!?" Twilight looked back and saw Sweetie bell sitting in the doorway.

"Sweetie Bell... You weren't supposed to hear that."

"What's this thing about Time reversing?" Sweetie Bell walked further into the room and sat down next to Twilight. Twilight looked around at her friends. They all nodded.

"Sweetie Bell... The spell Discord cast is reversing. That's why ponies are coming back. We even saw Zecora's hut being rebuilt further into the forest."

"Elaborate." Said Sweetie bell flatly. Twilight felt a spark of pride shoot through her chest.

"Almost like a kind of ripple effect going over Equestria. The ripple is turning everything it passes over back to the way it was."

"The way it was when?" Said Sweetie Bell. Twilight didn't understand. Sweetie Bell smiled at Twilight's confused expression. "I mean, if it's being reversed to the way things were. What date is it being reversed to?" Twilight finally understood.

"I would expect, just before the spell was cast. Maybe a few days to a week before." Sweetie Bell seemed to analyze this new information.

"Well when this ripple passes over the cave... If what you say is true, all of our furniture and journals, all of the new rooms will disappear." Twilight paused, she didn't think about that. "I also think we need to get as far away from the ripple as possible." This confused Twilight once again. "if it passes over us, we could lose our memories. Travis will fall under Chrysalis' control again, Apple Jack could die again. Coda would..." Sweetie Bell stopped. "Coda would go back to Ponyville? I guess nothing bad would really happen to him." Coda shrugged.

"I've got a good life."

"Anyways," Sweetie Bell continued. "How long until the ripple passes over us?" Twilight did some math in her head.

"About a week or two." She said with confidence.

"I say we spend at least two days here then we head out to get as far away from this ripple as possible." Twilight looked to the others who all nodded. Twilight looked at Sweetie Bell who looked back at Twilight. She nodded and Sweetie Bell smiled. "Alright it's settled." Sweetie Bell stood up and began walking back towards her previous room. Twilight followed and put her hoof around Sweetie Bell's shoulders, pulling her into a half hug.

"I'm proud of you." Sweetie Bell looked up and smiled at Twilight. "I didn't know you had it in ya." Sweetie Bell hugged her back.

"I guess you underestimated me." She winked and trotted into the room. Apple Jack punched Twilight in the shoulder.

"Let's hope Discord was caught in the ripple already." Twilight nodded and watched her enter the room with Sweetie bell. They had already finished half of a chair which would go in the main room... or would've gone into the main room. Twilight thought about what Apple Jack had said. She did hope Discord was caught in the ripple already. But Twilight didn't think he actually did. He was way too clever for that.

Twilight also knew they would eventually get caught in the ripple no matter how far they ran. She just hoped she could find a way to fix the past before she was sent there. Twilight brushed off the thought and said bye to Travis and Coda as they went into their rooms. She reached into her saddle bag which was lying on her desk. She pulled out Travis' poetry book. She smiled at the sight of it. She carried the book to her own bedroom where Apple Jack's bed still stood. Twilight climbed into her own bed and began reading.

Chapter 11: Re-Written

"Did you get the blankets?"

"Yep!" Twilight checked The blankets off of her checklist and looked around at the now empty cave. She had spent over fifteen years in this cave and now she had to leave it after two days. Twilight looked down to double check her list.

"Food, Blankets, Pillows, Saddle Bags, C.L.A.M.P, Journals, Poetry book!" Twilight opened her saddlebags and rummaged through them, after a few seconds she retrieved the brown book which now had the words, "Poems of a Changeling," Stitched in golden thread onto the cover. Sweetie Bell was surprisingly good a sewing, practice from Rarity's dress shop. Twilight smiled, slipped the book back into her saddle bag and checked the poetry book off.

"I think that's everything!" Said Apple Jack, rummaging through her own saddle bags looking for lost items.

"Let's head out!" Said Sweetie bell, trotting out the door. They traveled for at least three days. As they wandered they made camp in a forest on the other side of Ponyville. They figured the further away they were from the ripple, the safer they were. But where they camped far enough away it would take the ripple a few days to get to them.

"So you've been writing poetry?" Coda asked Travis. He chuckled to himself.

"What's so funny?" Asked Travis, seeing no reason to laugh.

"We're in a barren wasteland, being chased by a ripple in time that'll erase our memories and send us to the past and you still have time to write poetry?" Coda laughed a little harder. "Aaaah..." Coda wiped a tear from his eye. "It's the little things in life that keep your spirits up." There was a loud snapping noise. "Gaah!" Coda was lifted into the air by his back leg which had a rope tied around it. there was a sickening crack as Coda smacked his head against a tree trunk on his way up. Twilight slid out her blade while Sweetie Bell and Travis illuminated their horns.

"Who's there?" Called Twilight. A sharp wooden stick poked out of the darkness. Twilight's eyes focused and she saw a pale green pony lifting the stick, with a couple other ponies behind him, holding sharpened sticks of their own, one of the Ponies looked like he had a sword levitating in front of him.

"Who are you!?" The pony screamed, thrusting the stick forwards.

"I'm Twilight Sparkle," She explained, "And these are my friends. Apple Jack, Sweetie Bell, Coda," Twilight gestured to Coda who was still hanging in the air. Blood was now leaking from his head and trickling down his white fur. "And this is Travis." The ponies backed away when they saw the Changeling. His good fang bared and his horn illuminated, ready to cast a spell at anypony who attacked. "Don't worry, he's friendly."

"Only to those who are friendly back." Said Travis, kicking some dirt behind him, ready to charge.

"Anyways, we don't mean any harm and we would like it if you could let our friend down, he's losing blood quickly." A solid stream of blood was now pouring from Coda's open skin. The green pony nodded and Coda slowly began descending to the ground. Sweetie Bell ran to him and began casting a healing spell.

"Thank you." Said Twilight, "Now I'd like to speak to the pony in charge."

"That would be me." Said a deep and stern voice from behind the green pony. The silhouette of the pony levitating the sword stepped into the light. He was a unicorn who had a dark brown coat with a jet black mane. "Name's Cinder, and I don't like other ponies trespassing on our territory."

"I'm sincerely sorry, we didn't know this was private property we're just trying to get as far west as possible." Explained Twilight.

"Why're you heading in that direction." Asked Cinder, lowering his sword slightly in confusion.

"long story."

"I've got time." Cinder sheathed his sword and looked at Twilight with intent.

"Fine." Twilight slid her own blade away and sat down. "The reason you all woke up one day with no memory as to why Equestria is a wasteland is because the spirit of chaos, Discord, cast a spell."

"What kind of spell?" Interrupted Cinder.

"A spell that would make every victory that I've ever had, and turn it into a failure." Cinder laughed, making no attempt to hide his non belief in Twilight's story.

"Nopony is that important. Nopony is important enough to destroy all of Equestria if they're lives are reversed or... Whatever you said."

"And yet, here we are." Cinder fell quiet. "Anyways, the spell he cast is being undone. There is a ripple in time, that's slowly making it's way west and the farther away we get from it the better."

"But why are you runnin' from it?" Questioned Cinder.

"If we get caught in it, we'll lose all of our memories and be sent back into the past, before it all started."

"Well that's good isn't it?" Said Cinder, confused. "We'll be sent back to civilization and warm beds!" The ponies behind him muttered in agreement. "I say we head as far east as possible and be sent back to our old lives!"

"Yeah!" Shouted all the ponies behind him.

"Sugar Rush, go tell the colony we'll be coming back with prisoners and a way back!"

"Right away!" Said a female pony, she turned and began galloping away behind the others.

"Why are you runnin' away from your old lives?" Said Cinder with disbelief in his voice.

"I'd like to figure out a way to stop the apocalypse before I go to the past and have it restart." Cinder smirked.

"Whatever. Once news spreads to the colony we'll head east and go back to our old lives."

"If you go east you'll just relive the apocalypse all over again." Said Apple jack, finally speaking up after holding back her arguments. "There's no point in goin' east. You should come with us and go west. With a colony at our sides, we can stop the apocalypse with no problem." Cinder chuckled.

"I'll have to politely decline thank you very much. I'll send you on your way... You know... Away from your lives." Cinder turned and waved to the others. they turned and began walking deeper into the forest.

"How many ponies are at your camp!?" Twilight called to Cinder.

"Just over 63, wh- AAAH!" Twilight had leapt towards Cinder with her blade held outwards. She tackled Cinder and held her blade point to his throat.

"Twilight!" Apple Jack screamed. After a few seconds Twilight was tackled by two other ponies and wrestled to the ground. Soon some twine was wrapped and knotted around Twilight’s hooves behind her back. Twilight looked to her friends and winked with a grin on her face. Cinder brushed off his fur and got to his hooves.

"Capture them all!" He screamed. "Marching towards death or not, these ponies are now our prisoners." Apple Jack, Sweetie Bell and Travis were all tackled and bound. The two ponies who tackled and tied them up, lifted them and set them in a cart behind a tree. Cinder began trotting away towards the colony while the two ponies began pulling the cart.

"Twilight!" Apple Jack whisper shouted. "Why did you attack him!?"

"I figured it would be easier to stop the apocalypse if we have a couple recruits with us."

"Even so, how will we escape?" Twilight smiled.

"I've got a plan."

Chapter 12: The Colony

The sound of the creaking wooden wheels of the cart reverberated in Twilight's mind as she thought of her plan. Her friends all looked at her with concern and confusion on their faces. The ponies who had captured them took their saddle bags so Twilight couldn't use anything in there. They also took Twilight's C.L.A.M.P So she couldn't cut herself free. But she had already formulated an escape in her head. The cart came to a stop and the two ponies who had captured them came around the back of the cart.

One of them threw Sweetie Bell over his back while the other took Coda's unconscious body. They left for a few minutes only to return and grab Travis and Apple Jack. Twilight faced the bottom of the cart. One of the ponies came back and threw Twilight onto his back, they began walking past the cart and soon it was out of sight. After a few minutes Twilight lifted her head. She gasped as she saw a tall, spiked wooden fence stretching out deep into the forest. The pony tapped his hoof on the front gates and they swung open with the sound of old, creaking wood.

Inside Twilight saw many wooden structures, sounds of music and ponies laughing, smells of pastries being baked and campfires burning all seeped through the now open gate. Twilight saw vendors stalls, people paying with what looked like knives and weapons. The pony carried Twilight in and took a sharp left. Leading Twilight down an alleyway. Torches burned inside of stone bastions which lined the wooden walls of the Colony. The pony took a right and they entered a building with a long diagonal hallway leading through it. Doors were placed every ten feet down the hallway. The pony stopped at the sixth door and opened it. Inside Travis and Apple Jack were tied to a center support pillar. Twilight was tied to the support pillar as well and the pony slammed the door. It was dark, the only light Twilight could see was the outline of the door.

"What's your plan?" Whispered Apple Jack. Twilight could feel Travis' ropes shift as he moved closer to hear their conversation.

"Well first we need to cut these ropes."

"How do we do that?" Asked Travis.

"How sharp are your claws?" Asked Twilight.

"Claws? I don't have any... Oh." There was a glowing of green light next to Twilight and she felt Travis' ropes loosen. Soon Apple Jack was free as well and Travis was close enough to Twilight she could now make out his beaked face. He reached his claw behind her and cut her ropes. Twilight got up and slowly opened the door, just enough for her to see out. There were no ponies that she could see. Only torches and doors. Twilight opened the door completely. "What now?" Whispered Travis, he transformed back into his Changeling form.

"Now we find Sweetie Bell and Coda." Twilight said as she stepped out the door. She began walking down the hallway, pressing her ear against the door, then peering in for a second or two before closing it and continuing to the next door. Apple Jack went to the other side of the hallway and did the same. Travis began walking down the hallway slowly, limping slightly with every step.

"What happened?" Asked Twilight, noticing Travis' limp.

"The pony carrying me dropped me on our way here." Great, Travis thought to himself, Just when I got it fixed they go and screw it up again... I'll get Sweetie Bell to heal… Travis stopped in the middle of the hallway. His eyes zooming in and out of focus. After a few seconds he zipped into the air and flew down the hallway as fast as possible. His bug-like wings flapping furiously. Passing at least fifteen doors he stopped and opened the sixteenth. "They're in here!" He called. Twilight and Apple Jack galloped down the hallway and looked through the open door. Inside there was an unconscious Coda and Sweetie bell. Both were tied up to a center Spire like Twilight. In the corner of the room Twilight saw her saddle bags. Travis and Twilight entered while Apple Jack stayed back and kept watch. Twilight slipped on her saddle bags, passing Apple Jack's to her and handing Travis' to him. Twilight reached for Sweetie Bell when she was tackled by Apple Jack. Travis and Twilight fell to the ground and Apple Jack shut the door as quickly and quietly as possible.

"Apple Jack, what the-"

"Shhhh!" Apple Jack cut off Twilight's sentence. Hoofsteps sounded from behind the door. Twilight saw four hooves beneath the door pass by. They waited for what felt like minutes until they couldn't hear the hoofsteps anymore. "Sorry." Said Apple Jack, helping Twilight and Travis off the ground. "Saw somepony comin' and didn't know what to do."

"You did the right thing." Said Twilight, Apple Jack smiled with pride. "Just be gentler next time." Apple Jack nodded. Twilight turned back to Sweetie Bell and noticed she had a black eye. Coda's head had a bandage around it, a large red stain had appeared on the left side of his forehead. Twilight lifted Sweetie Bell onto her back while Apple Jack picked up Coda. Twilight opened the door and poked her head out. "Coast is clear." She said to the others. They began walking back down the hall and after a couple minutes they found themselves in front of a large wooden door. Twilight cracked it open and peered through. She smiled as a purple mare came into her view. She shut the door and began to whisper. "Travis, I want you to question the mare on the other side of this door. Do you think you can capture her?" Travis looked through the crack in the door.

"Yeah." He said, observing the ponies muscle mass and weapon. He seemed like he knew a lot about this. He was bred to be a warrior after all.

"Find out if she has any close friends or relatives. A coltfriend would be great. I want you to get as much information about Cinder and the Colony as possible." Travis nodded. His eyes zoomed out of focus, the color slowly shifted from green to red. A large slit formed in place of a pupil. His left wing slowly turned into the head of a goat, his right became the head of a dragon. A tail sprouted from his flank and grew into a green snake. His own head slowly morphed and grew a large red mane. His fangs enlarged and fur sprouted all over his body. After a few seconds he was fully transformed into his new form of a Chimera. He winked at Twilight. She opened the door wide and he entered the hallway in which the pony guarded. There was a loud scream which quickly became a muffled yell.

"What is your name?" Said the dragon head in a hushed, rumbly voice.

"Star Blaze." Said the trembling purple mere.

"How many loved ones do you have?" Said the goat head in a higher, vibrating voice which bounced from pitch to pitch.

"What?"

"Answer the quessssssstion!" Said the hissing green snake of a tail. It's hiss echoed through the halls lasting way longer than it should.

"Just my brother and my husband." Said a terrified Star Blaze.

"Good." Said the dragon head.

"When you wake up, don't speak of this encounter." Said the lion head in a deep and stoic voice. Travis the Chimera grabbed the spear Star Blaze had been holding in her hoof and whacked her over the head with the wooden end of it. Star Blaze fell unconscious in an instant. Travis grabbed her body in the lion's mouth and carried her back into the hallway. Twilight opened one of the many wooden doors which lined the hallways and Travis set Star Blaze down gently on the floor.

"Nice work." Said Twilight. There was a large green light as the Chimera before her morphed into the purple pony she had just seen guarding the doorway.

"Thanks!" Said Travis in his now female voice.

"Now go find out what's going on here." Travis saluted and galloped through the doorway. His hoofsteps faded into the distance and Twilight shut the door. "Follow me." She said to the others. Twilight began galloping down the hallway in the opposite direction of the door, making sure Sweetie Bell doesn't fall off of her back. Apple Jack carrying Coda followed. Twilight eventually arrived at the door where she had originally entered.

"Uuughhh." Sweetie Bell's eyes slowly drifted open. Twilight slowly lifted Sweetie Bell off her back. Sweetie Bell got to her hooves and noticed her eye was shut. She put a hoof to it and winced in pain.

"What happened?" Asked Twilight, setting her hoof on Sweetie Bell's shoulder and looking into her good eye.

"I kept trying to escape, and the pony carrying me hit me with his spear, he slipped and hit me in the eye, then he whacked me over the head." Twilight rubbed Sweetie Bell's shoulder.

"Well if it makes you feel any better, I have a plan." Sweetie Bell smiled.

"That does make me feel better." Twilight smiled back. She turned towards the door and opened it. The sound of crowds filled the hallway as Twilight and her friends exited through the door. Twilight walked to the corner of the building and looked out into the crowd. She didn't recognize anypony.

"Set Coda down." Said Twilight, looking to Apple Jack, she obliged. "We'll come back for him later." Coda was propped up against the side of a building. Twilight nodded to Sweetie Bell who walked around the corner into the crowd. Twilight and Apple Jack followed closely behind. As she was walking Twilight reached into her saddlebags. She rummaged around for a few seconds then pulled her hoof back. She hadn't felt the C.L.A.M.P which means Cinder must have it. No doubt trying to figure out how to use it. "Twilight!" Called a voice from above. Twilight looked up to see Travis in his purple earth pony form floating above Twilight. He landed next to Twilight and opened his mouth to speak but Twilight cut him off.

"How and why are you flying?" She whisper shouted. "You're an earth pony now, you shouldn't be able to fly."

"I still have wings," Explained Travis. "You just can't see them." Twilight shook her head as she continued to follow Sweetie Bell through the crowd.

"Don't you think that if somepony saw an earth pony flying they would think it's a little suspicious?" Travis lowered his head slightly.

"I didn't think about that, I was too busy trying to find you." Twilight lifted her hoof to her forehead.

"What information did you get?"

Travis regained his look of confidence. "Cinder used to be a blacksmith who worked in Canterlot. He made all sorts of weapons and armor for the royal guard. He was the first to wake up out of everypony here, so he declared himself leader. Other ponies began showing up and he slowly started the Colony. Him and all of the other ponies worked on this compound for the past six years."

"So they've been all the way out here this whole time." Twilight stopped in the middle of the crowd. The others stopped as well. "That means there could be ponies all across Equestria." The others looked at each other, all of them with mixed feelings. "This is extremely good news." Twilight continued walking through the crowd of ponies. Travis looked around, feeling outnumbered. "We need to get somewhere high." At this, Twilight noticed a guard tower in the distance. It stood in the corner of the town with two ponies overlooking the crowds.

Twilight looked at Sweetie Bell who nodded. Twilight and the others placed a hoof on Sweetie Bell's back. Sweetie Bell screwed up her face in concentration and they vanished In a flash of blue light. They reappeared several yards away at the base of the guard tower. "Travis, you go to the top and take care of the guards. The rest of us will head up the stairs. Travis nodded and flapped his invisible wings. Twilight and the others began making their way upstairs. They passed two floors seeing nothing but racks of swords and knives. Twilight paused when she saw a few sets of armor. It was silver and blue with great detail carved into the metal. Three of them even had holes for a unicorn's horn to fit through. Twilight removed her saddle bags and began putting on the unicorn compatible armor. The others followed her lead. Sweetie Bell's armor was a little too big for her but it would have to do. They returned to their course back up the stairs where hey found Travis, standing before two unconscious ponies. Twilight nodded in agreement and walked over to the edge of the guard tower.

"Ponies of the Colony!" She called over the mass of multicolored ponies before her. Slowly the bustle of the crowd Diminished. "My name is Twilight Sparkle, I am here be-"

"Twilight!?" Twilight looked down to see a familiar scrawny pony, wearing an apron.

"Mr. Cake?" Twilight's heart filled with joy but she brushed it away to continue her speech. "I am here because of the same reason you're all here. The spirit of chaos, named Discord, cast a spell that caused all this. However, that spell he cast is slowly reversing. There is a ripple in time, slowly making its way west. If we're caught in this ripple, we will lose all of our memories from the apocalypse and return to the past before it all began. If we don't find a way to stop the apocalypse from ever happening, we'll be sent back and relive it all over again." Twilight surveyed the crowd, some faces looked confused, some looked scared, while others looked intrigued. "I am trying to find a way to stop the apocalypse so we can to back to our old lives and live in peace. But we need more people to help us survive and to help us figure out exactly how we're going to manage to do that. Do we have any volunteers." The crowd remained silent.

"They won't join you!" Yelled a familiar voice. Twilight looked down to see Cinder standing at the base of the tower, horn illuminated and sword clutched in Twilight's C.L.A.M.P on his wrist in front of him. "They're loyal to me. I was the first pony to ever wake up in this wasteland. I know it better than anypony!"

"How long have you been here?" Asked Twilight with fake interest in her voice.

"Six years!" He said in an impressive, booming voice. Some ponies In the crowd nodded with impressed looks on their face.

"Try fifteen years." Said Twilight. Some ponies I the crowd gasped, everypony began talking all at once.

"That's impossible!"

"Fifteen years alone?"

"She's lying!"

"Maybe we should go with them."

"Silence!" Screamed Cinder. His voice echoed out into the forest. The crowd fell silent within seconds. "That is impossible!" He yelled up to Twilight. "If you know Equestria so well then Why have I never seen you before?" "

I lived near Ponyville for fifteen years." Twilight responded. "Half of my life I spent trying to rebuild my home town, trying my best to keep myself from going insane!"

"And clearly you failed in your attempts!" Called Cinder. Ponies In the crowd muttered sounds of agreement.

"Then why am I here!?" Yelled Twilight back, "Why would I design that machine on your wrist? Why would I come all this way for nothing!?" The crowd and Cinder remained silent. A couple guards wearing armor similar to Twilight's set and carrying or levitating swords and spears made their way through the crowd and stopped at Cinder's side. He looked to the guards and smiled.

"Well come down here and fight then!" Yelled Cinder. "Prove your determination!" Twilight looked to Travis and nodded. Travis smiled and winked, he galloped towards the edge and lept over the railing. On his way down he transformed into his changeling form and landed on the ground with a thud. Twilight, Sweetie Bell and Apple Jack appeared behind him. Travis hissed and kicked up dirt. The guards charged and so did Twilight and her friends. Blasts of magic flew into the air as the crowd screamed in terror, but they remained still. Watching the battle that unfolded before them.

Travis and Sweetie Bell took down a Pegasus wielding a spear, while Apple Jack engaged two ponies at once. One unicorn had a sword levitating and one had a spear which was attached to a special modification on his armor. Twilight stayed to fight Cinder. He ran at Twilight flailing the sword in circles above his head but Twilight narrowly rolled out of the way. Twilight kicked her back legs and hit Cinder square in the chest. He stumbled backwards and shook his head in pain. He looked up with rage in his eyes. He charged once more, Twilight rolled out of the way but the tip of his sword scratched a small cut in her cheek. Twilight kicked her back hooves once more with expert precision. She narrowly managed to hit the C.L.A.M.P on his wrist. It went flying across the dirt path and Twilight narrowly managed to grab it before him. She slipped it onto her wrist and smirked at the familiar feeling. The sword was still clamped to it, Twilight flourished the sword in circles and pointed it to Cinder's face.

"Surrender." Said Twilight.

"Never!" Twilight flicked the sword to the right and left a cut on his cheek, in the same place as Twilight's identical cut.

"Surrender." She said again.

"Never!" She flicked the sword to the left and cut another mark into his other cheek. "Okay!" He yelled in pain. Twilight stabbed the sword into the ground and turned back to the crowd. Travis had taken the shape of Cerberus and the other guards were cowering in fear.

"If you wish to join u-"

"Look out!" Screamed Mr. Cake. Twilight turned to see Cinder charging at her. His sword levitating in front of him. He was a few inches away from Twilight, giving her no time to react. A white furred hoof came from out of Twilight's vision, the hoof collided with the side of Cinder's face, sending him flying through the air. He hit the ground with a grunt and a thud. He was knocked unconscious. Twilight looked over and saw Coda Singer, his left, rear hoof still extended. He lowered it back to the ground, a look of satisfaction on his face, eyebrows furrowed beneath his bloody bandage.

"I woke up and heard the commotion, came here as fast as I could."

"Thanks!" Said Twilight with gratitude. Coda nodded and Twilight turned back to the crowd. "Anypony who wishes to join us! Step forwards!" The crowd didn't move for a few seconds. Mr. Cake made his way out of the jungle of other ponies and stood by Twilight's side. Another pony walked out of the crowd. She had a white coat of fur and an extremely light blue mane. Her name was Sugar Rush if Twilight remembered correctly. She was the pony who was sent to warn the town about Twilight and the others. Sugar Rush stepped out next to Mr. Cake and looked towards the crowd.

"Anyone else?" Twilight asked loudly.

"I will." Twilight saw an extreme familiar pony walk out of the crowd. She flicked her deep blue hair as she walked out of the tangle of ponies and waved to Twilight. Twilight marveled at how her eye was back to normal.

"Rarity!" Twilight, Apple Jack and Sweetie Bell yelled as they galloped at her at full speed. The three of them tackled her to the ground and held her In a tight embrace.

"Good to see you too." Said Rarity, not caring how dirty her coat got rolling around In the dirt. Twilight got to her feet with a smile on her face.

"Is that all?" She called to the remaining crowd. "Then I suggest you get as far west as possible." Twilight looked to Sweetie Bell who smiled and illuminated her horn. The six ponies vanished in a flash of light, leaving the crowd in awe of what just happened.

Chapter 13: Memories

Twilight, Sweetie Bell, Travis, Coda, Apple Jack and Rarity teleported out of the Colony in a flash of light. Sweetie Bell didn't look like she needed to try as hard as she did last time. She was getting better. Twilight, Apple Jack and Sweetie Bell hugged Rarity once again. She smiled and returned the hug.

"Nice to see you all again. And who are they?" Rarity gestured to Travis and Coda. They smiled nervously, Rarity gave a confused look when she noticed Travis' sleek black body and glowin green eyes.

"That's Travis." Said Twilight.

"Pleased to meet you!" Said Travis, stepping forward slowly, trying not to scare Rarity. She took his hoof and shook it.

"Charmed, I'm sure." Said Rarity.

"And that's Coda Singer." Twilight pointed to Coda who waved with a smile on his face before Rarity began speaking.

"Goodness! What happened to you?" She ran to Coda and inspected his bloody bandage.

"Oh uh... Banged my head on a rock." Rarity slowly lifted his bandage to reveal a large, red gash just a few inches above his eye. Rarity and Coda both winced.

"You poor thing!" Rarity said with concern in his voice.

"It's nothing." Said Coda.

"Nonsense!" Retorted Rarity. She illuminated her horn and pointed it at Coda's head. The gash on his forehead solely began to knit back together. After a few seconds it was no longer visible. "There you go my dear. You'll still have a scar beneath your coat but nopony will notice a thing." Coda pressed his hoof to his forehead hen inspected it for blood. He smiled when he didn't find any.

"Thanks!" Said Coda great fully.

"No problem." Said Rarity. She turned back and saw Sweetie Bell with her black eye. "And what happened to you!?" Rarity ran to Sweetie Bell and instantly illuminated her horn.

"A guard hit me a couple times." Said Sweetie Bell as her eye changed back to it's normal white color and it began to open. "I'm glad you're here big sis."

"I'm glad I'm here too." Rarity and Sweetie Bell embraced each other again. "So what happened here exactly?" She said as she pulled herself away from Sweetie Bell's hug.

"Long story." Said Twilight. Rarity smiled at her. "But let’s walk and talk." Twilight and the other's explained their stories and how hey found out about the Colony. They explained how they escaped, how Travis turned into a Chimera, how they fought with Cinder and defeated him.

"I know that part." Said Rarity. "What is that ugly thing around your wrist." Rarity gestured to the C.L.A.M.P.

"Oh uh... This helps me pick things up." Twilight explained.

"We'll why don't you use your magic anymore?" Pried Rarity.

"I lost my magic." Rarity stopped dead in her tracks.

"What!? How!?"

"Before my thirteen years here started, I cast a spell to send me back in time. I spoke to myself, didn't tell her anything of course, then came back here. After that my magic slowly just... Stopped. I can't use it anymore."

"That doesn't make any sense." Said Rarity, resuming her pace as her and the others began walking again. Hey we're now deep in the forest. "If you cast a powerful spell like that it would drain you of energy for around a day. You would just be exhausted you wouldn't lose your magic." Twilight shrugged.

"It's gone now so I'm stuck with this." Twilight lifted her hoof with the ugly bronze C.L.A.M.P attached to it. Rarity shook her head.

"You simply must let me fabulize that thing once we set up camp somewhere." About an hour passed and they finally emerged from the forest. They found themselves in a large clearing. Twilight looked up she saw no clouds in the sky.

"I recognize this place." Said Twilight, looking around at her surroundings. Rarity and the others didn't seem to recognize it at all.

"Where are we exactly?" Asked Coda, looking across the empty field but Twilight kept her eyes on the sky.

"We're below what used to be Cloudsdale." Rarity looked to the sky as well and slowly remembered falling from the sky, her butterfly wings had burst into flames and with an explosion of Rainbow she was caught in midair. The memory flashed over Rarity's eyes and she recognized it as well. "Which means." Twilight turned back to the forest and began galloping as fast as she could, she was aimed slightly to the left from where they emerged. The others looked at each other, shrugged, and followed Twilight as quickly as they could. They ran for a few minutes before Twilight stopped suddenly. The others stopped behind her and tried to see what she was looking at. All they saw was an empty dirt path.

"These used to be railroad tracks." Said Twilight. She leapt onto the path and began following it to the left. After another two minutes they found themselves in front of the ruined gates of Canterlot. The castle behind the gates was overgrown and partially destroyed. Twilight could make out the windows of the throne room, most of them were smashed or broken over time. Most of the taller spires had felled due to age and most of the castle was covered in moss and vines.

"Do you think they're in there?" Asked Apple Jack.

"No." Said Twilight. "If Discord, Sombra and Nightmare moon were still there, it would be in better shape." Apple Jack turned back to the castle and marveled at the sight. Memories of Celestia flitted across Twilight's mind. Travis felt her twinge of sorrow and looked at her. Twilight noticed and quickly blocked out her emotions. Travis shook his head and turned back to Canterlot. Twilight poked the gates with her hoof. The gates squealed in resistance. Twilight looked back at the others, they all shrugged and Twilight opened the gates fully with a screech of rusty metal on rusty metal.

Twilight and her friends walked through the gate and continued down the dirt trail. As they got closer and closer the shadow of the castle loomed over their heads, Twilight still thought it was very unlikely Discord and the others were still in Canterlot but Twilight knew it was still possible. She paid close attention to the darkest spots of the road. Places beneath bushes, deep in the forest behind them. Twilight anticipated a Sombra to come leaping out of the darkness, or Nightmare moon to suddenly attack from the skies, or maybe Discord teleporting in front of them and casting some crazy spell that turns their hooves into pillows or something.

Twilight disagreed with this thought. Discord had become much more violent the last time they met. His spells caused pain, real pain. Twilight remembered Discord slapping her across the face, sending her flying across the throne room in the castle before her. She shuddered at the memory.

Eventually Twilight and the others approached the large wooden front doors of the castle. So many memories flashed by Twilight's eyes. Most of them ruined by Discord's spell. That was another effect, when all of Twilight's victories were shifted into failures, her memories changed into nightmares. Apple Jack lost her farm to Flim and Flam, Luna was lost deep inside of Nightmare Moon, Chrysalis murdered Shining armor and Cadence, Discord's reign never ended. Twilight had tried to block her memories of Pinkie, she didn't know what she'd do if her memories of Pinkie were ruined.

Twilight pulled herself from whatever trance she was in to find her hoof was on the splintered wooden door. She looked back at her friends who were all looking at her with concern on their face. She looked back to the door and pushed it open. Twilight recognized the large entryway. To her right was the large hallway leading to the dungeons, to her left was the hallway leading to the sleeping chambers. Another memory attempted to whizz through Twilight's brain but she blocked it.

"Where to?" Asked Apple Jack. Twilight turned to her left and began walking. "Dungeons it is." It seemed Apple Jack remembered the layout of the castle as well. How could they forget, Celestia practically crammed it into their heads before the attack on Canterlot. Twilight looked back and noticed Rarity was shifty eyed as well. Sweetie Bell and Coda seemed amazed at the sight of the old, overgrown castle. Travis was acting very strange. He kept moving his head up and down, left and right. He kept shaking it, almost like he was trying to shake off some kind of insect.

"Are you alright?" Asked Rarity, noticing his strange behavior as well.

"F-fine." Said Travis in a strained voice. Twilight stopped and put her hoof on Travis' shoulder. He froze, his eyes shifting in and out of focus. His eyes staying out of focus a bit longer than they should. Twilight could tell he wasn't sensing emotion. "Something is seriously wrong." He said through gritted teeth.

"With the castle?" Asked Coda.

"No," responded Travis. "Something outside the castle, or... Under it? I can't tell." Twilight looked deep into Travis eyes. His eyes flitted upwards and met her's. He inhaled deeply and his eyes zoomed back into focus, growing large and deep green. Twilight smiled. "There's a lot of emotion in this castle, echoes of emotion. Though It sounded long ago the echo is still thunderous." Twilight pulled out Poems of a Changeling and wore down Travis' quote.

"You'll have to finish that later." Said Twilight. Travis smiled a strained smile and they continued walking. Twilight arrived at the metal barred door leading down to the dungeons. Twilight screeched open the door and looked deep into the darkness. Rarity, Sweetie Bell and Travis illuminated their horns and lead the way. Twilight and Coda followed. After a few seconds of stairs they found themselves at the familiar dark, dirty, damp room with sets of chains across the wall. Twilight recognized the set of chains she had been placed in all those years ago. Across the room was a brick on the floor and a hole in the wall where Celestia had stashed a key which they used to escape.

"Aah!" Travis screamed and clutched his head in pain.

"What's wrong!?" Yelled Sweetie Bell, running over to Travis' side. Travis fell to the ground, still clutching his head and screaming.

"Get him out of here!" Yelled Twilight, galloping over to Travis and throwing him over her back. She galloped up the stairs and exited the dungeons, Travis stopped screaming and shut his eyes.

"That room." Said Travis, wincing as he spoke and still breathing heavily. "There was... Too much emotion in there. Or... There used to be." Twilight looked back down the stairs and remembered the conversation she had with her friends all those years ago.

"We can't save Pinkie... Pinkie's dead." Travis winced and Twilight pushed away that memory. "Alright we'll stay away from that room then." Said Twilight, feeling a twinge of guilt in her heart. Sweetie Bell kissed her hoof and planted it on Travis' cheek. Travis inhaled once more and was better in no time. He got to his hooves and smiled at Sweetie Bell who blushed. Twilight shook her head and waited for the others to come up the stairs.

"Should we head to the sleeping chambers?" Asked Rarity.

"I don't see why not." Said Apple Jack, "What d'you say Twilight." Twilight didn't respond. "Uhh... Twilight?"

"Huh?" Twilight jumped as she zoned back in to Equestria. "Yeah, let's go." The others shrugged as they began walking to the other side of the main hall. Twilight recognized the long hallway covered in doors. She remembered exactly which one lead to the sleeping chambers. When she approached it she paused.

"Maybe you should stay here." Twilight said to Travis. "The dungeons didn't have half the emotion this room has in it." Travis was shaking already. He nodded in obvious agreement.

"Don't have to tell me twice." Twilight reached for the knob. An image flashed before her eyes, a door with three balloons painted onto the wood. Twilight blinked as the image disappeared as quickly as it came. Travis grunted and moved a few steps backwards. Twilight exhaled and opened the door. Inside she saw a large bed. The rest of the room was empty, a shattered window adorned the wall behind the bed. On the side of the bed facing Twilight, there was a large, red stain. Twilight knew very well why it was there. Another memory flashed by her eyes.

Chrysalis lying on a bed, clearly asleep. Twilight crept up close to the bed. She illuminated her horn with one of the most powerful spells she knew. Chrysalis' eyes opened and she looked up a Twilight. She didn't hesitate, Twilight shot a bolt of red lightning. A large, singed hole was plunged into Chrysalis' stomach. Red blood came pouring out. Twilight realized too late that changeling blood was green. With a flash of green light Chrysalis' body transformed slowly, the black insectoid skin changed into bright pink fur and Chrysalis' body changed into the body of Pinkie. A shadow of a smile still etched onto her face from the joy of seeing her best friend again.

Twilight felt warm tears flowing down her cheeks. She heard the muffled screaming of Travis, and the yells of Apple Jack in Twilight's ears.

"Twilight! Snap out of it!" Apple Jack slammed the door and Twilight came back into reality. Travis' screaming ceased and Apple Jack stopped her yelling.

"We should leave." Twilight said Shortly. Apple Jack nodded and they began walking back to the main hall. Travis and Sweetie Bell left first followed by Coda and Rarity. Apple Jack and Twilight stayed back and looked around the hall. Out of the corner of Twilight's eye she could have sworn she saw something black, whip behind a corner. Apple Jack tugged on Twilight's mane and pulled her out the door. They galloped as far away from the castle as possible until they reached the forest. Twilight counted heads and made sure she found six.

"Let's head west." Said Twilight. The others nodded and followed Twilight. They wandered through the forest and found themselves in the clearing beneath what used to be Cloudsdale. Twilight heard a sound which resembled rumbling thunder. Twilight looked around for the source of the noise and saw a massive crowd of ponies, all heading west.

"Who are they?" Asked Coda, looking in awe at the crowd.

"It's the colony." Responded Twilight. A spark of hope filled her chest and inside she knew it would all be over soon.

Chapter 14: Planning

Twilight gaped at the sight of all the ponies. They were all walking in the same direction, west. They had believed Twilight's theory and followed her advice. Twilight felt a shock of pride run up her spine as a smile spread across her face. Travis gave Twilight a friendly punch on the shoulder.

"You did it." He said with his own smile, sharing the same emotion of pride. Sweetie Bell put her own arm around Twilight and half hugged her.

"Well I'll be!" Said Apple Jack, leaning against a tree and crossing her hooves. Rarity gave a small smirk herself and Coda reared up on his back legs. Twilight pulled away from the crowd and looked around the clearing. A few large rocks were scattered across the green grass. Twilight galloped to the tallest rock she could see and climbed to the top. She now saw with a full view of the clearing. Just how many ponies showed up. She stood up as straight as she could and cleared her throat.

"Ponies of the Colony!" She shouted as loud as she could, while still trying to sound authoritative. The ponies didn't notice and continued marching west. Travis buzzed over to the rock and nodded at Twilight. He slowly began morphing and changing, black, smooth, insectoid skin became blood red scales. he grew massive in size and reappeared from the cloud of green light as a towering dragon. He let out a ground shattering roar and the crowd of ponies before them screamed.

"I require your attention!" The dragon yelled in a loud, deep, bellowing voice. The ponies fell silent as Travis transformed back into his old, Changeling self. He smiled at Twilight who nodded in appreciation.

"You have travelled this distance no doubt to help me in finding a way to stop the apocalypse." A few ponies shouted in agreement. Twilight heard the shushes and whispers of disapproval from other ponies in the crowd. "If this is true, I wish two things of you." Some ponies looked confused. "I want you to constantly be ready for attack or movement," Twilight saw a few ponies nod their head. "And I want the smartest minds you have, every strategist, map maker, general. Everypony who knows the layout of Equestria and who think they can move a large group of ponies easily. All who are up for this task, step forward and report to my friend Travis." Twilight gestured to the Changeling standing next to her. His expression switched to shock quicker than Twilight could blink. he leaned towards her inconspicuously.

"What are you doing?" He whispered.

"You're best suited for the job." Twilight explained. "You may have pony DNA but you were purposefully being bred to be a warrior. You may not be as strong as your warrior brothers but you have all those strategies bouncing around in that Changeling head in yours." Twilight smiled a smug smile and looked out at the crowd. At east fifteen ponies began walking out of the crowd, heading towards Twilight's rock.

"But I can't remember any of those strategies." Retorted Travis, still shocked and now worried.

"You will." Said Twilight with confidence. "It's in your blood." She gave him a friendly punch on the shoulder, she began shouting to the crowd again. "I want the rest of you to set up camp here for the night! We will start moving in the morning." Twilight stepped down from the rock and began walking back to her friends, Travis and the fifteen ponies who had stepped forwards were following. When Twilight reached her friends she turned her back to Travis and the fifteen other ponies. "Are any of you map makers?" She asked.

"No, but I have a map!" Said a pony with a grassy green mane and a grey coat. He reached into his saddlebags and pulled out a folded piece of parchment. Twilight took it and opened it up. It was a complete map of Equestria, excluding the Frozen North of course. She pulled out a quill from her own saddle bags and began etching a line across the map. The line crossed the Everfree Forest just about where Zecora's shack was.

"This was the ripple at it's original point when I first found out about it." The other ponies looked over each other's shoulders with interest. "By now it should be around..." Twilight's eyes pointed towards the sky as she did math in her head. "Here." Twilight drew another slightly curved line only about an inch in front of the first one.

"But that's barely anything!" Said a pony with a deep blue mane and pale red coat.

"Actually..." Twilight paused as she did some more math mentally. "I think it's speeding up." A few ponies gasped.

"Speedin' up?" Said a shocked Apple Jack.

"It shouldn't be this far yet, it had advanced a few more feet than expected."

"Well how long until it reaches us?" Asked a worried Rarity in her distraught voice.

"I don't know," Said Twilight, putting a hoof to her chin and thinking for a moment. "I would have to see for myself tomorrow." Twilight rolled up the map. "Can I keep this?" Twilight asked to the grey pony.

"Go ahead." He responded. She nodded and tucked the map into her bag.

"Travis? Come with me, same for you." She said to Travis and the other ponies. Travis nodded and followed after her, the fifteen other ponies followed Travis. Twilight led them to the rock she had stood on earlier and sat down on the grass. "Alright, we need to start trying to figure out how to stop this thing." Everypony remained silent.

"What do you know about Nightmare Moon, Sombra and Discord?" Asked Travis.

"As far as I know they could still be out there. Chrysalis could've returned as well."

"She didn't." Responded Travis, "I would've felt it."

"What do you mean?" Asked Twilight.

"The hive mind still exists there's just Nopony on the other end. If another changeling was here, I would've felt it." Twilight pondered this thought. She had studied changelings after the whole Chrysalis, Cadence mix up, but she hadn't found out much about the hive mind. This could be interesting.

"Okay, well Sombra, Discord and Sombra could still be out there, and I think if we manage to... Destroy one of them..." Twilight was cut short by Travis.

"Woah, woah, woah!!! We can't just kill one of them!"

"Well getting rid of their powers won't do much, they'll just be sent back in time and regain them. I think if we completely destroy their bodies then they won't be sent back. The apocalypse will never happen." Travis got up and pulled Twilight by the mane, he lead her behind the rock away from the other ponies who all looked at each other in confusion.

"What has gotten into you!" He whisper-shouted to her.

"What do you mean?" She responded.

"Twilight, I've seen your past. You never acted like this, you never even thought about killing anyone before!" Twilight's face became emotionless. "What happened to you?" Twilight turned her head and stared into Travis' eyes.

"Take a look." She said in response.

"I already d-"

"Look deeper, stare a little longer." Travis looked back into Twilight's deep purple eyes, and his own began to whizz in and out of focus. After what seemed like a minute his eyes returned to normal. He took a step back in shock.

"Wh... Where's your peace? Friendliness? Mercy?"

"Mercy?" Twilight took a step forward, her expressionless face turning to frustration. "Why would I show mercy to them!?" She shouted. "Why would I show mercy to the ponies responsible for the death of my friends!?"

"I see..." Said Travis, "So your mercy was replaced with selfishness!" Twilight slapped her hoof across Travis' face. He held his hoof to the cheek she had slapped.

"How dare you!" She screamed, tears welling up in her eyes. "You think I'm only doing this for my benefit!? I'm doing this for everypony, So they can go back to their families! So Apple Jack can see her little sister! So Mr. Cake can see his wife and children again! Don't you ever say I'm doing this for my benefit."

"How dare you!" Retorted Travis. "I can see your emotions, you're only doing this because you have nothing left to lose! I'm not saying stopping the apocalypse is a bad thing, but the reason you're doing it is wrong."

"Is everythin' alright?" Apple Jack asked as she came around the corner. Twilight and Travis gazed at Apple Jack for a few seconds.

"Fine..." Said Twilight, wiping the tears from her eyes and walking past Apple Jack, purposefully bumping into Travis on her way past. Apple Jack raised an eyebrow at Travis. He nodded nervously and followed Twilight back to the other ponies. Apple Jack shook her head and walked after the two. The three of them approached the group of ponies.

"For now everypony should get some rest." The fifteen ponies nodded and head off into the field with the others. Twilight turned to Apple Jack and Travis, "We should get to sleep as well. Tomorrow I'll go find out how fast the ripple is accelerating." Apple Jack and Travis nodded, they followed the other fifteen ponies out into the field. Twilight watched them set up blankets on the grass and lay down on them. A few ponies had set up in the shade of some rocks, they weren't used to sleeping outside in the sun. Twilight climbed back up to the top of her rock and set her own blanket down on the surprisingly flat surface at the top. She looked out over the Colony... Her Colony. She had a feeling this would all be over soon. At this thought she closed her eyes and drifted off to sleep.

Twilight woke to the sound of hoofsteps. She opened an eye just enough to see, the feeling of sunlight on her pupils stung for a second but her vision was soon back to normal. In front of her she saw a set of black, armored hooves. She opened her eye a bit more and saw a red cape, lined with white spotted fur. Twilight leapt to her hooves, slid the blade out of her C.L.A.M.P and jumped at the figure before her. The dark pony vanished in a puff of black smoke. Twilight stumbled and nearly fell off of her rock. She turned around to see the pitch black armored pony standing before her with a smile on his face.

"You!" She shouted.

"Well done Twilight." Said King Sombra in his deep, chilling voice. His green eyes flowing with evil. "I didn't expect you to come this far." Twilight jumped at Sombra once more and this time her blade pierced his armor, sinking past the metal. Sombra chuckled and pushed Twilight backwards, forcefully. Her blade slid out of Sombra's chest plate with ease as she stumbled backwards. His armor seemed to stitch back together as he laughed.

"Apple Jack! Rarity!" Twilight screamed over the edge of the rock.

"They can't hear you." Said Sombra in a playful tone. "This is merely a dream I thrust upon you whilst you slept." Sombra slammed his hoof onto the rock and suddenly a mass of screams washed over Twilight's ears. The crowd of ponies beneath the rock became a crowd of bloody, bruised, dismembered bodies. Twilight froze in shock, she could see the bodies of Apple Jack, Rarity, Sweetie Bell, Travis and Coda in the sea of corpses, but Twilight wasn't fazed. Perhaps it was because she knew it was a dream, or maybe it was because she had already seen all of her friends die once. This thought made her shudder. Twilight turned back to Sombra, anger on her face.

"Just a little example of what's to come if you continue to fight." Now Twilight was the one who chuckled.

"You think I'll stop?" Twilight's chuckle turned into a laugh, Sombra continued watching with amusement. "Why would I!? Travis was right, I got nothing left to lose. So, tell me my 'King', Why would I stop now?" Sombra looked at Twilight, intrigued.

"Because I'll kill you if you don't." Twilight was confused.

"It doesn't matter if I..." Something clicked in Twilight's brain. "You don't know."

"Don't know what?" He asked, still in a playful tone. As if a powerless unicorn could possibly know something he, King Sombra, didn't.

"Where are your other partners in crime?" Asked Twilight, changing the subject. Sombra seemed to brush off the previous conversation.

"Ah, such a long story that can be made so simple. Just three words to describe four years of planning. But I think I'll save that conversation for a different time. Goodbye Twilight." Twilight's vision faded and soon it was completely black. "We will meet again."

Twilight woke up back in the field. She stood up on her rock and looked around. No sign of Sombra. She peered over the edge of the rock and smiled as she saw everypony was in tact without a scratch on them. She walked back to her blanket and sat on it, thinking about her encounter. Sombra didn't seem to know about the ripple, if he did then he would've known killing Twilight wouldn't do much good. The ripple would reach her body and she would be sent back in time like everypony else. This would give Twilight an extreme amount of leverage. She wondered what happened to Discord and Nightmare Moon, what three words were Sombra talking about. She stopped this thought and stood up again and climbed off her rock. She looked across the field and saw Coda sleeping on a green blanket. Twilight trotted over quietly and poked his wing.

"Coda?" He jerked and opened his eyes slowly.

"What is it?" He said groggily.

"Get the others, I have something important to say."

Chapter 15: Running Out of Time

"So what do you suppose we do now?" Asked Rarity. Twilight had just told Rarity, Apple Jack, Sweetie Bell, Travis and Coda the story of her dream meeting with Sombra. throughout the story they all shared the same outbursts. Gasps, angry cries, looks of concern.

"I'm not sure," Responded Twilight, "But I don't think he knew about the ripple." Her friends all had the same expression of shock.

"How do you know?" Asked Coda.

"He threatened to kill me." Said Twilight, expecting her friends to understand but she overestimated them.

"What do ya' mean?" Asked Apple Jack.

"If he knew about the ripple then he would've known that killing me wouldn't do anything." Explained Twilight. "My body would just be sent back in time and returned to normal."

"Well if that'll happen when you die, then killing Sombra, Discord and Nightmare moon won't do anything either." Said Travis.

"No, I'm trying to completely destroy their bodies." Twilight explained, sounding a little too light hearted, "So there's nothing to send back." Twilight's friends stared at her with intent and concern. She shook her head. "Anyways, I'm going to head out into the woods to see how much the ripple has accelerated." Twilight stood up and began walking towards the forest.

"I'll come with!" Said Sweetie Bell, galloping to Twilight's side. Twilight smiled and Sweetie Bell smiled back, She turned back to the others but her eyes stopped at Travis. "Be back soon!" Travis waved with a smile.

A few minutes of walking through the woods had passed. Twilight had been continuously kicking a stone across the forest floor, much to the annoyance of Sweetie Bell.

"Why are you doing that exactly?" She asked in a calm tone though Twilight could tell she was very annoyed which wasn't normal for Sweetie Bell. Normally she was the annoy-er not the annoy-ee.

"If anything comes in contact with the ripple, it will be sent back in time. By kicking this rock we'll know where the ripple is." Twilight looked up at Sweetie Bell who still looked confused. "The rock will disappear when we reach the ripple."

"Oh." Said Sweetie Bell in realization. "Well what if we do this." Sweetie Bell illuminated her horn and a dead tree branch levitated off of the forest floor, it floated in front of the two and began moving at the same pace. "Now we don't have to hear that noise." Twilight nodded and kicked the rock deep into the forest. Sweetie Bell relaxed a bit.

"So," Said Twilight in a smug and joyful tone. "You and Travis huh?" Sweetie Bell's face turned a shade of pink that could rival Pinkie Pie.

"What about us?" She responded, trying to hide her nervous embarrassment.

"Well it's no secret you guys are in love." Sweetie Bell's pink face began turning red, it looked like she had a raging fever.

"What do you mean?" Said Sweetie Bell in a shaking voice which cracked before the sentence could end.

"Well," Twilight chuckled, "I see you give him the occasional kiss on the cheek." Sweetie Bell continued walking in silence. "I think it's a great thing, plus now your love can keep him well fed as well." They continued for another couple of minutes in silence, Sweetie Bell's face slowly changed from red to white again. Suddenly the stick in front of them vanished. They both stopped dead in their tracks. Twilight picked up a rock and tossed it in front of her. At half arc the rock vanished as well, Twilight and Sweetie Bell looked at each other, Twilight rummaged through her saddlebags and pulled out the map. She examined it closely.

"That's not good." She said, slowly lowering the map and looking at the invisible ripple in time before her. She picked up another rock and tossed it, it vanished like the others but Twilight swore it vanished slightly earlier than the other ones.

"What is it?" Asked Sweetie Bell, trying to focus on the ripple but failing.

"It's moving a few feet a day now."

"How fast was it moving before?"

"About an inch." Sweetie Bell looked back to the invisible ripple.

"No that isn't good." Twilight slowly turned away from the ripple, she pulled Sweetie Bell by the shoulders and the two of them began walking, then trotting. Before they knew it they were galloping as far away from the ripple as possible. They soon made it out of the woods and ran to their friends as fast as possible.

"What is it?" Asked Travis, seeing the worried look on Sweetie Bell's face.

"The ripple... Getting faster." Twilight managed to say between gasps for air. She was too old to run that far.

"How much faster?" Asked Coda. Twilight paused and made the familiar face she made when she did math in her head. "About six inches an hour." Her friends didn't seem to understand. "It'll reach this field at..." Twilight looked to her time dial. "Six, in a few hours." Her friends exchanged looks. "I think we should all pack up and head further west as fast as we can." Her friends all nodded and began walking to their blankets and began packing them up. Twilight ran to her rock and climbed to the top. She resumed her speech giving position and began shouting to the sea of ponies.

"Ponies of the colony! The ripple in time is accelerating at a worrying speed. It will reach the field in no more than three and a half hours." Some ponies let out cries of shock, while others woke from the sleep that they were still in. "We need to pack up and head west before then."

"No!" A pony shouted from the crowd. Twilight looked down and saw a grey pony with a deep green mane. Twilight stood in silence.

"Why do you disagree?" She asked, trying to keep her calm.

"You've got no idea what you're doing do you!? You're just making all of this up as you go along, keeping us in the dark!" A few ponies shouted in agreement.

"Actually we're closer now than we've ever been to stopping the apocalypse. We have a theory forming."

"What's the theory?" He asked in a sarcastic tone. Twilight paused, if she told them she was planning on killing Sombra, they might not agree. She pondered this thought:

"I can't tell you yet."

"Exactly!" He yelled, his voice suggested he thought he won the fight. "I think Cinder was right! I think I we walk ink the ripple, we'll be sent back into our old lives!"

"Yeah!" A few ponies yelled.

"I say we head for the ripple! Who's with me!?"

"Yeah!" The ponies shouted again. The grey pony began galloping towards the forest, about twelve ponies following him.

"Wait!" Twilight screamed, the ponies continued galloping. "Cinder was right!" The ponies stopped dead in their tracks, their heads turned and looked back to Twilight, the ponies in the remaining crowd looked surprised as well. "If you walk into the ripple, you'll be sent back in time to your old lives." The grey pony smiled a smug smile. "But if we don't do anything in this time, you'll just live the apocalypse all over again. So yeah, you can run to the ripple and curl up in your warm house with your friends and family. But if we fail in our attempts to stop the apocalypse, you'll just see your friends and family fade from existence again. Going to the ripple may be the easiest choice, but the easiest choice isn't always the right one. Feel free to scamper away to your homes, with your tail between your legs. Or you can stay and fight! To stop this thing once and for all!" The ponies who stayed yelled screams of agreement and joy. A few ponies who had left with the grey pony began walking back to join the crowd. The grey pony's smile turned to a voice of anger.

"Fine! Join her and fall to your deaths! I'm going to see my family!" He and the remaining eight ponies continued galloping towards the forest. Twilight looked back to the ponies who had stayed. They were loyal to her, she never thought she would lead a colony. She felt a spark of pride as her face turned to a smile.

"We all need to pack up and head west!" The ponies nodded and dispersed, stuffing blankets and pillows into saddlebags. Twilight nodded curtly and hopped off of her rock, she was greeted by her five friends all patting her on the back and congratulating her.

"That guy didn't know what he was talking about." Said Apple Jack,

"Yeah!" Said Sweetie Bell. Twilight thanked them and began packing up her own blankets and pillow. She stuffed the blanket into her saddle bag and lifted her pillow, Poems of a Changeling was sitting underneath it. She smiled and carefully put it in her saddle bags.

Twilight climbed off of her rock and pulled out the map of Equestria. They would have to travel through unicorn range and reach Vanhoover. They were running out of time, Vanhoover dropped off into an ocean further west, they would have to kill Sombra soon or they would relive the apocalypse all over again. Twilight tucked away the map and looked out across the fields, ponies were already marching across the field towards the thin patch of tree leading into Unicorn Range. Twilight began walking but suddenly had the feeling of being watched. She turned back and saw nopony, looking up to her rock she saw Sombra, standing in his regal armor and cape, geek eyes flowing, a fanged grin on his face. Twilight turned around and kept walking with the others.

Chapter 16: Un-Written

Twilight, Sweetie bell, Travis, Apple Jack, Coda, Rarity and the rest of the Colony have been walking west for several hours. The ripple, by Twilight's calculations, should be in the center of the clearing beneath Cloudsdale. They had reached Unicorn Way and were now heading towards the ocean. Twilight didn't know what they were going to do when they reached the water, most likely try to build a boat before it's too late. Twilight had been pondering how they were going to destroy Sombra.

She thought of setting him on fire but she didn't know if his ashes would be enough to bring him back to the past. Twilight decided to take a break from all this thinking and enjoy her surroundings, They were in a green, lush forest with a beautiful canopy of leaves overhead. Twilight looked over to Sweetie Bell who was scribbling away In Poems of a Changeling with Travis pumping out sonnets beside her. Twilight was impressed at his ability to turn anything into a beautiful speech. He wrote a poem earlier about a leaf that brought tears to Twilight's eyes.

Rarity was looking in awe at the foliage around her, multicolored flowers grew near the trunks of brown trees with vibrant green vines and moss growing on the beautiful brown bark. Twilight felt a little poetic herself after seeing the forest. Apple Jack was talking with Coda as they walked while the rest of the Colony talked among themselves, there was the perfect volume of chatter for the forest to remain peaceful. Twilight, all at once, realized how sore her hooves were and how dehydrated she was and she quickly came to a decision.

"Ponies of the Colony! We all deserve some rest, we shall stay in this forest for the next hour!" A few ponies cheered at her announcement and laid down in the soft grass. Twilight joined them and smiled as she finally relaxed. Twilight's eyelids suddenly felt heavy and they began to close, before she knew it she was in a deep sleep and a new reality formed around her. She was back in the clearing under what used to be Cloudsdale, she was standing on her rock looking over the green field where her Colony had been a few hours ago but now lay barren and empty. Twilight didn't know why she was so attached to her rock, it made her feel powerful which was something she hadn't felt since she lost her magic. But something seemed oddly familiar, besides the fact that she spent the better time of the past two days there. It was something about the air, the colors around her seemed darker and tinted grey, and then she realized why things were strange as soon as Sombra came back into her view.

"Hello again." He said with a wicked grin. To his surprise Twilight smiled back.

"Hi!" She sat down on the rock and looked him dead in his sickly green eyes. To her surprise Sombra smiled back and sat down.

"I know you've been trying to find a way to kill me." Twilight kept her grin intact, she had suspected he had spies. "I hope you know there's no point in trying. Even if you do, by some miracle that dead Celestia has given to you, kill me. What will you do then? Rule Equestria with an iron hoof? There's nothing left to rule!"

"Then what do you do?" Asked Twilight in a defiant tone. "If there's nothing to rule, why are you still here?"

"Oh, me?" Sombra smiled wider and chuckled under his breath. "Well, I just enjoy watching you squirm. The fact that you think you can kill me is hilarious." Twilight smirked confidently. "Perhaps you're wondering how I know all these things?" Sombra got up and strutted around the rock, clearly full of himself. "I have eyes in the shadows."

"Like who?" Asked Twilight. "So many ponies have come back it's no surprise that you've corrupted some of them."

"Oh I could easily corrupt anypony I want." His tone suggested he was completely uninterested with his current conversation. "But I wouldn't bore myself with such activities. My eyes In the shadows are the shadows themselves." Twilight noticed something different about Sombra but she couldn't quite put her hoof on it. Then it clicked.

"Why are you so... light about this whole thing?"

"What ever could you mean Twilight?" Said Sombra, sounding sarcastically surprised and offended.

"Well for the king of darkness, you seem... Happy. I've never heard you use sarcasm before."

"I guess a bit of Discord rubbed off on me, before I had to wipe the rest of Discord off of me." Twilight instantly lost her smile.

'What do you mean." She said it like it wasn't a question.

"Oops." Said Sombra, "Did I say that out loud?" Twilight stared at Sombra, a dead look on her face. "Yes I killed Discord, it was all a bit messy but it got the job done."

"How did you kill him?" Asked Twilight, getting to her hooves.

"Why so curious?" Asked Sombra in a playfully suspicious tone. "You're being a bit nosey aren't you?" Twilight didn't respond. "Let's not talk about who has already died, instead let's talk about the ponies who're going to die! Like... five ponies from your Colony." Sombra whacked his hoof against the ground and Twilight heard the distant sound of screaming. "Those screams are from ponies who're loyal to you. Crying out for their leader."

"Stop it!" Twilight screamed, she felt the dream around her begin to collapse.

"If you don't give up within the hour, I will kill you and all of your Colony personally." Said Sombra in a distant, echoing voice. And with that, Twilight woke in the forest. The screams she had heard were no longer distant, they were close and spine tingling. Twilight leapt up from the grass and looked around, trying to see who was injured. A couple of ponies were all standing in a circle, blocking Twilight's view, other ponies were waking up from their own dreams.

Twilight ran over to the circle of ponies and shoved two of them aside. Four ponies were lying dead on the ground, four ponies she didn't recognize. Twilight whipped her head around and saw a white hoof lying still from behind a tree. Twilight galloped over and stopped behind the trunk. She didn't know who she preferred it to be and she hated herself for preferring one over the other two. She slowly peered behind the tree and collapsed as she saw Rarity's deep blue eyes still open staring back at her. Rarity's limp body was resting against the tree, a large, black spike sticking out of her chest.

"NO!" Twilight screamed and she slammed her hoof against the ground. She pressed her ear against Rarity's chest looking for a pulse. Nothing. Twilight began pressing her hoof against Rarity's chest, trying to remember that book she read about CPR. Subconsciously she knew there was no point but she was too overwhelmed by sadness to stop. She heard another scream from behind her and she turned to see Travis fall to the ground. Sweetie Bell rushed to his side, tears in her eyes and on her cheeks.

"Get him as far away from Twilight as you can!" Yelled Apple Jack. "Stay away from the ripple." Sweetie bell nodded, illuminated her horn and teleported away taking Travis with her. Apple Jack ran to Twilight's side. "Twilight, I know you're upset. I am too but we need to get away from here and come up with a plan."

"No!" Twilight screamed In defiance. "I have a plan already. Sombra will come to us within the hour, we're going to meet him and kill him." Twilight looked up to Apple Jack who had tears in her own eyes. "Get the colony ready, we're going to fight." Apple Jack nodded and went to tell the others. A few ponies cheered out of anger and sadness and a few didn't respond. Twilight turned back to Rarity and looked her dead in her dead eyes. "I swear to you, I will kill Sombra. I will stop him." Twilight got to her hooves and wiped the tears from her eyes. "We're going back to the clearing! Prepare for a fight!" Sweetie bell reappeared. "Sweetie Bell, I need you to take us back to the clearing."

"What?" Asked Sweetie Bell, wiping away tears. "I can't teleport all these ponies at once."

"Then take us one at a time. Make sure they stay well past the middle of the field, around my rock should do." Sweetie Bell nodded and grabbed a few ponies hooves before teleporting. After around twenty minutes Sweetie Bell had teleported everypony including Twilight. Sweetie Bell looked to Travis who was sitting out in the middle of the field discussing battle strategies with other ponies. Twilight grabbed Sweetie Bell's shoulders and looked her in the eyes.

"Sweetie Bell I want you to teleport back to the forest when Sombra gets here."

"N-"

"I can't have you in danger." Twilight interrupted. "Not after what just happened." Sweetie Bell stepped closer to Twilight.

"No." She looked Twilight dead in the eyes, a fierce look on her face. "I'm going to stay behind and fight, even if I die I should just come back to life in the past right?" Twilight shook her head and opened her mouth to speak but Sweetie Bell interrupted. "I am going to fight alongside the people I love, my friends. I'm fighting for them and there's nothing you can do to stop me." Twilight smiled a sad smile.

"That's my girl." She said, hugging the confused and sad Sweetie Bell. "Just... try not to die... You're like a daughter to me." Sweetie Bell smiled.

"Here," Sweetie Bell reached into her saddlebag and pulled out Poems of a Changeling. Twilight smiled as Sweetie Bell handed the book to her. Twilight took it and slipped it into her own saddle bags.

"I'll make sure there's one last entry." Said Twilight. Sweetie Bell smirked a tear filled smirk and galloped to Travis' side, kissing him on the cheek and looking down at the maps and charts Travis had drawn in the dirt. Twilight half smiled and looked down to her time dial. Not long now. She paused, wondering what battle precautions she should take when she remembered she was still wearing armor. It had completely skipped her mind, her friends were still wearing armor as well. She didn't know how she forgot.

"Twilight." Said a voice. Twilight jumped and saw Coda standing next to her. "Are you sure about this?" Twilight nodded.

"We either stop the apocalypse or die trying, we can't run anymore. It's time to fight." Coda nodded and ran over to Travis. Twilight looked out across the field, all the ponies were gathered around Travis, each of them loyal to Twilight and willing to die for her. She still had a hard time believing it. Twilight looked back to her time dial and jumped. Time had really passed, there were only a few minutes left. Twilight slid the blade out of her C.L.A.M.P and prepared herself.

"Get ready!" She yelled across the field. Sweetie Bell and Travis and the other unicorns illuminated their horns, Coda stretched his wings and took to the skies alongside the other pegasi. A few ponies had knives and sharpened sticks from their base.

Everypony looked around, not knowing where Sombra would appear but Twilight knew exactly where he would be. Her suspicions were confirmed when she heard a cackle from behind her. She turned to see Sombra standing on top of Twilight's rock, he had a wicked smile on his face.

"You're really trying my patience Twilight Sparkle!" He screamed in an insane voice, a lot higher than before. "Honestly! How stupid does somepony need to be to lead an entire colony to their deaths!?"

"Not very stupid it turns out!" Twilight called back. "You see I know something that you don't know! Despite all of your spying!" Sombra laughed again.

"What could you possibly know that I don't?"

"Let's not focus on that right now." Twilight lifted the blade and aimed it at Sombra. "ATTACK!" She screamed. The Colony's yells of battle joined her own as the pegasi dove towards the armored pony standing on Twilight's rock. Sombra laughed and began to grow exponentially, he became a large, writhing mass of shadows with a grey armored head sticking out of the top. Black wriggling tendrils of darkness grew from the creature lying before them and struck towards the pegasi flying towards him. Twilight watched as three of the sixteen pegasi were speared through the chest, Coda managed to dodge out of the way and stab a sharpened stick into one of the tendrils. Sombra roared a mighty roar and the tentacles whipped in every direction. Pegasi fell to the ground only to get up and take back to the skies. Twilight thrust her blade forward again and screamed.

"Unicorns!" Spells and levitated weapons came flying from overhead. The spells and weapons hit Sombra but they didn't seem to have any effect. He roared once more and the tendrils grew rigid, they shot outwards and one was headed straight for Twilight. She lept out of the way and rolled across the ground.

The rigid shadow stuck into the ground and seemed to melt, the now liquidated shadow pooled up the rock and rejoined the writhing mass that was Sombra. In that moment Twilight realized just how powerful Sombra was. More and more spears of shadow shot outwards, tentacles writhing and killing ponies left and right. Twilight watched as Coda was hit with a tendril and went flying through the air, unconscious and out of control.

Twilight snapped out of whatever trance she was in and began scaling the rock, Sombra didn't notice due to the dozens of Unicorns, Pegasi and Earth Ponies keeping him distracted. Twilight managed to climb behind Sombra. She leapt at him with a mighty yell, blade stretched outwards. A tendril slammed into Twilight's side sending her flying off the rock, she hit the ground with a thud and rolled for a few feet, Twilight's C.L.A.M.P fell off of her wrist and began to roll. After a few inches the C.L.A.M.P vanished, Twilight leapt to her hooves and galloped away from the invisible ripple.

Twilight turned to Sombra preparing for a second attack but Sombra was looking right back at her. He smiled and illuminated his horn, sending a bolt of red flame towards her. Twilight seemed to watch it in slow motion, the bolt of red fire stretching towards her. Twilight seemed to relax, knowing her fate. When all of a sudden a streak of black crossed Twilight's vision, the red flame stopped and time resumed it's pace. Twilight stood still, shocked and confused as to what just happened. Twilight shifted her gaze to where the black streak had landed and she saw Travis, with a charred hole over where his Changeling heart was. Twilight ran to his side and pressed her hoof against the charred hole.

"Twilight," He started but Twilight shushed him.

"Be quiet you can... You can heal from this you'll be fine." Twilight felt more tears well up in her eyes, Travis had his own tears dripping down his cheeks.

"Get... Get Sweetie Bell." He coughed. Twilight turned and screamed for Sweetie Bell, she turned her head and saw Travis looking up at her. Sweetie Bell screamed and ran over to him. "Grab the book." Twilight pulled out Poems of a Changeling and handed it to Sweetie Bell, Twilight got up and left Travis' side. She looked straight at Sombra who stopped fighting and looked at Twilight.

"Stand down colony!" Twilight screamed. The ponies continued to attack. "I said STAND DOWN!" Her voice echoed throughout the field and the ponies fell silent and stopped their fighting. Twilight stepped towards Sombra. "How did you kill Discord." Again, she said it like it wasn't a question. Sombra cackled once more.

"That's not important right now."

"Oh it's more important than you could possibly imagine. It doesn't even matter that you killed my friend over here." Twilight looked at Travis who was whispering into Sweetie Bell's ear, Sweetie Bell was scribbling something into Poems of a Changeling. Sombra stared at Twilight, confused but seemed to give in.

"I cast a spell of my own making. Sort of like Discord's but much more powerful. Instead of creating an alternate present like this one by changing the past. I erased their past completely." Twilight understood but was still confused.

"What do you mean by 'Their'?

"Oops," Said Sombra playfully. "Me and my big mouth. I didn't just use the spell on Discord, I used it of Nightmare Moon and Chrysalis as well. But that was a long time ago." Twilight began laughing, much to Sombra's surprise. "Is there a joke I missed?"

"Yes actually!" Twilight laughed, "And it's a pretty funny one too!" She said between snorts.

"Well I hope you'd explain it to me." Said Sombra, slowly shrinking back into his armored, pony form.

"Well, you remember how I told you I know something you don't?" Sombra nodded. "That thing happens to be the fact that Discord's spell is reversing." Sombra looked confused and disbelieving. "There's a kind of ripple moving across Equestria, turning things back to the way they were. Including ponies who've died. I don't just want to kill you, I wanted to erase you from history so you could never execute the plan which erased Equestria." Sombra seemed to finally understand. "And now you've done that for me! You've literally stopped yourself! How stupid does somepony have to be to seal their own fate?" Sombra grew angry.

"Then maybe I'll just have to wipe you from history as well!" Sombra screamed. He reared his head and pointed his horn at Twilight. Sombra's face was contorted in concentration, as powerful as he may be, this spell was a challenge for him. His horn illuminated with a pale red aura. The red light grew larger and brighter before Sombra yelled and released an orb of energy sailing towards Twilight with incredible speed, leaving no time for her to react, she closed her eyes and waited to be erased.

But nothing happened. Twilight opened her eyes to find that the field was gone and replaced by a world of blue, as far as the eye could see. Small, white orbs were suspended, mid-air throughout the strange world Twilight was now in.

"What is this place?" Twilight muttered to herself.

"This is the Celestial plane." Said a familiar voice from over Twilight's shoulder. Twilight spun around and saw a tall, pure white alicorn standing before her. Twilight froze, not knowing what to do, a sea of emotions rushing over her. She could only imagine what Travis was feeling.

"Celestia?" Twilight asked to her former mentor, disbelievingly. Celestia nodded. Twilight looked up and down the tall alicorn, feeling as though it couldn't be true. Celestia had a few scars on her face and flank, around three quarters of her horn was snapped off, she lost the rest of it while fighting Discord before the history wipe. Twilight felt tears well up in her eyes and she rushed forwards, embracing her teacher. After years of teaching Twilight, Celestia felt almost like a mother to her. "But how?" She said in amazement, detaching from the hug.

"When Discord erased History, I managed to escape here before the spell could reach me. This is a different dimension, it can't be affected by spells cast in the normal realm."

"So..." Said Twilight, slightly confused. "You faked your own death?" Celestia paused.

"You could say that."

Twilight hugged Celestia once again. "You're awesome."

Celestia hugged Twilight in return. "I suppose I am." Celestia pushed away from the hug and looked Twilight in the eyes with joy. "I'm so proud of you Twilight."

"Why?" Twilight asked.

"You survived for fifteen years, you raised Sweetie Bell, you found more ponies, you forgave Travis and you found out how to stop the apocalypse." Celestia listed. "You have all the makings to be my successor." Twilight smiled a tear filled smile but paused for a moment.

"Why didn't you help me?" Twilight asked, slightly angry but still sad and joyful.

"My dear Twilight." Said Celestia, looking into Twilight's eyes. "I would've, but I knew that in order to learn anything from this experience you would need to do it alone." There was a long beat of silence.

“Learn anything?” Twilight repeated. Celestia looked her student in the eyes. “Why? Why learn anything!? I’m just going to forget when history is re-written.”

“Twilight,” Celestia spoke, “I know. I know it doesn’t seem to make sense but it is a test of character.” Twilight pulled away from her mentor. Celestia seemed surprised, her mouth slightly open, as a tear formed in the corner of her eye. “Once I am done healing here and you have reversed everything I will join you back in the normal world knowing what my student can accomplish.”

"Fifteen years." Said Twilight, tears of both joy and sadness now falling from her eyes. Celestia hugged Twilight once more.

"I know Twilight, I know." She held Twilight close. "But we can't focus on that, right now you need to stop Sombra."

"How?" Asked Twilight, her feelings of joy turning into hopelessness. "You saw what was about to happen, I'm about to be erased from history, and I can't even use magic." Celestia chuckled.

"Remember all those years ago, when you and your friends fought Nightmare moon?" Celestia asked.

"Yes." Said Twilight. "Why?"

"Well you said it yourself, all the elements of harmony needed was a spark. That spark still lives inside of you Twilight, with the Elements of Harmony or without them."

"I don't understand." Said Twilight, confused.

"Twilight, if there's anything you've always been good at, it's magic."

"But even if I do have my magic, i'm not powerful enough to defeat Sombra without the elements."

"Twilight, you have your friends. You don't need the elements, your friendship is strong enough." Twilight looked at Celestia, not quite certain as to what she was saying. "Trust me." Said Celestia reassuringly, "I'm basically a god remember?" Twilight chuckled and Celestia disappeared. The blue world began to fade and the field below what used to be CloudsDale took it's place. Sombra was in mid-scream, a red orb of energy was suspended in mid-air, a few feet from Twilight's face.

Time began to go from a complete halt, to a slow pace, speeding up quickly. Twilight focused all of her energy, she thought of Sweetie Bell, Rarity, Apple Jack, Coda and Travis... And that was all she needed. Twilight vanished in a flash of purple light and reappeared behind Sombra, who shouted in surprise as Twilight disappeared, the spell Sombra cast hit the ground, causing a chunk of dirt and grass to vanish a few yards away from where Travis and Sweetie Bell lay, both of them watching in awe.

Sombra turned around as Twilight spun on her front hooves and bucked Sombra in the face, sending him flying off of Twilight's rock. He soared a few yards before Twilight turned back around and summoned all the energy she could. Her horn illuminated and began to spark, Twilight smiled as the familiar feeling of red lightning rushed through her body, She shot a single bolt at Sombra, striking him in the chest and sending him further backwards.

He roared in pain and anger before vanishing into thin air. Twilight half smiled and reared up on her hind legs as what was left of the Colony, cheered. Twilight teleported down from her rock and appeared next to Travis and Sweetie Bell. Travis lay motionless, his eyes out of focus and still. Twilight knew it was too late. She moved her hoof and closed his eyes. Sweetie Bell pulled his body into a hug and cried into his limp shoulder.

"He'll be fine in the past." Said Twilight, stroking Sweetie Bell's mane. "He'll be alive and well in his hive beneath Manehattan."

"But I won't remember him." Sweetie Bell sobbed. "I won't know how sweet and sensitive he was." Twilight looked at Travis' body, he had a slight smile on his face, next to him Poems of a Changeling was open and a freshly written poem was etched into the paper. Twilight read it and felt tears well up in her eyes.

"I have an idea." Twilight pulled out a quill and flipped to the inside cover. She scribbled something and shut the book. Twilight looked to Sweetie Bell and nodded. "I think you know what my idea is." Sweetie Bell nodded. "I want you to cast the spell." Sweetie Bell shook her head, tears still running down her cheeks.

"There's no way I could cast a spell like that."

'Worth a shot." Responded Twilight. Sweetie Bell didn't respond for a few moments before nodding and looking at the book, her tears falling on the cover. She illuminated her horn and focused on the book, after a few seconds Poems of a Changeling vanished in a flash of light. Twilight smiled.

"I guess I'll forget all the lessons you taught me as well." Sweetie Bell gently laid Travis down on the grass and pulled Twilight into a hug.

"Come on," She said, pushing Sweetie Bell away and looking at her tear soaked face. "It's time to go." Sweetie Bell nodded. "The battle is won!" Twilight yelled to the colony who all cheered and celebrated. "But it's time to go back to our old lives." The colony cheered once more and began walking towards the ripple, ponies vanished left and right until the field was practically empty besides Twilight, Apple Jack and Sweetie Bell. "Let's go home." Twilight finished. Apple Jack stood up and walked forwards.

"To Sweet Apple Acres." She said sentimentally as she stepped forwards and vanished. Sweetie Bell followed.

"To my sister." Sweetie bell vanished. Twilight looked around the field full of corpses. She saw Coda lying on the ground dead, she turned and examined Travis' body as well. She looked up at the rock where Celestia was standing, a look of pride on her face. She nodded with a smile and Twilight nodded back. Twilight took a deep breath and walked towards the ripple.

"To my friends." And she vanished.

Twilight woke with a start. She had the most horrible nightmare but she didn't like to think about it. She inhaled deeply and smiled at the familiar scent of her library home. She didn't know why but she felt sentimental, as if she hadn't been in the library for a long time. She paused, eyes closed and breath held to savor the moment. The warm feeling of blankets on her fur, the soft, plush pillow beneath her head. She exhaled and relished in the feeling of home.

Twilight climbed out of bed, making sure not to wake Spike as she did so. Spike had sapphire cupcake all over his face from yesterday. She had bought him one from Sugar Cube Corner, he was so happy. Twilight smiled and opened the door landing down into the main library. The door squeaked as he opened it slowly, Spike shifted in his blankets and muttered something about Rarity in his sleep.

Twilight chuckled slightly as she left her room. she made her way downstairs and began walking towards the kitchen when something caught her eye. A leather book was lying on the table which she didn't recognize. She had read almost every book in the library, let alone remembered what they looked like, but for some reason, Twilight couldn't put a title to the leather bound book.

She walked towards the book and examined it, the words "Poems of a Changeling" were sewn into the cover in golden thread. Twilight placed a hoof on the cover, it had a familiar feeling, like she had held it before. She opened the book and found writing in red ink on the inside cover which looked, surprisingly similar to her own. She began reading the red writing. "In the hopes that you never recognize this. Sincerely, Dusk." Twilight paused, recognizing the name... Dusk She couldn't remember where she heard it before. She brushed away the thought and read a second scribble, written below the first.

"P.S. Read the last poem." Twilight flipped through the pages and found the last poem about halfway through the book. She began reading.

There comes a time in our lives when our lives come to an end. It doesn't matter how or why, what matters is that you're with a friend. I, Travis the Changeling of Manehattan, have found love and friendship and more than I thought could ever happen. Our lives are a journey, full of joy and sorrow. And some days when Joy can't be found you can always look to tomorrow. And sure along the road, friends and family will die. But as long as there memory lives on... Like a phoenix they will rise.

The End

Epilogue: Unexplained and Unnoticed

Sweetie Bell was exceptionally happy. When she woke up one fine morning in her bed, in her house, under her roof, she couldn’t help but feel like it was going to be a good day. A good life, and if it wasn’t good… It could always be worse. Her and her group of friends spend countless more days attempting to earn their cutie marks doing all of the crazy tasks you could possibly imagine. In their many miscellaneous escapades of talent searching, Sweetie Bell finds that she seems to have a natural gift for magic. Spells, well above her age and skill level seem to come easily to her and soon enough she is teleporting through Ponyville without breaking a sweat.

Somewhere deep beneath Manehattan, through a twisting, writhing maze of tunnels and passages, a hive buzzes with activity. The queen lounges on her throne and regards the unworthy and incomprehensibly lucky worker standing before her. To think, that she had planned to execute this worker, when he will end up being such a great help to the hive. Of course the buffoon who spilled the wrong genes into the spawning pool will be squashed like the insect he is… But it has brought this gift, whether made by mistake or not. Chrysalis taps her hoof on her throne and another worker comes forward as she whispers in his ear. She whispers of brainwashing, whispers of killing all the guards in the room, any other witnesses, making this worker love the queen and nobody else and finally tell no one of this mistakes existence. The worker nods and begins his work, not knowing he, himself, will be killed. Once the gift of coincidence, the one named Trevocula is secure and properly delusional. Things were looking up for the hive.

In the shade of the cloud city of Cloudsdale, there is a large happy field. Moss and ivy covered rocks protrude from the earth and climb a good six feet, like stone fingers reaching for the airborne city above. In this field, amongst the taller grass and flower patches, there is a sizeable divot in the ground. Nopony really knows how it got there. Rumors spread of a crazy old stallion, hundreds of years ago who killed his wife and began digging her grave in that very spot. However when explaining what happened to the body and the crazy old stallion, the rumors fall apart. Young fillies and colts play in this field, around this mall crater. It has caused the unhappiness of many children who weren’t paying all that much attention as to where their hooves were placed, tripping and stumbling across the lips of this indent. And those lucky enough to be born with grass colored fur find it a good hiding spot when avoiding the seeking eyes of their friends. Suns set and rise, time passes, and that divot remains a mystery. It’s true origin forbidden to be known, for when the day comes that it’s truth is revealed, that very same day will be reversed, rewritten, and all witnesses will forget. Suns will set and rise, time will pass, and the gift of ignorance will go unexplained and unappreciated. So is the way of life.

Chapter 6: History Of The Apocalypse

"A long time ago, Twilight Sparkle earned her cutie mark performing a feat of magic, once she had done this she was made a student of Princess Celestia. Many years later Twilight was sent to Ponyville to study friendship. There she met her friends Rarity, Flutter Shy, Apple Jack, Rainbow Dash and Pinkie Pie. Their friendship was so strong they had their own magic and they inherited the Elements of Harmony. Generosity, Kindness, Honesty, Loyalty, Laughter and Twilight's element, Magic. With these elements they were able to beat tons of monsters, villains and all kinds of evil creatures. One day, some of their most dangerous villains teamed up and began to form a plan to destroy all of Equestria. Twilight tried to stop them but while she was fighting Pinkie, Rarity, Flutter Shy and Apple Jack were killed. Discord and Sombra cast a spell over all of Equestria. A spell that would turn all of Twilight's victories into failures. Every time they beat a villain was reversed. All of Equestria began to fade, everypony disappeared except for Twilight. On the first day she held a funeral for all of her friends and her mentor. She cast a spell to travel back in time, she thought at first she could change the past but then realized she would risk whatever is left of Equestria. She safely returned to her own time. She spent the next thirteen years alone, trying to rebuild Ponyville. But after casting the time spell and with the elements gone, her magic slowly began to fade as well, she designed equipment to help her like the C.L.A.M.P, she also constructed mannequins to keep her company. She spent thirteen years doing this. Until one day I showed up. We didn't know why or how but we went with it. She spent two more years teaching me how to use magic properly and then you showed up. We need to figure out why and how. And if we do then maybe we can reverse the spell and restore Equestria." Sweetie Bell finished her story and looked at the shocked gryphon, still sitting in the wooden chair where he was questioned.

"So..." Travis was trying to understand everything. "If we can figure out how you and I got here the. Maybe we can restore Equestria?"

"Yes." Sweetie Bell answered. "Which is why Twilight may chew you out over the next couple days." At this, Twilight walked into the house. She set down her saddle bags and looked at Travis.

"I need you to scout out Canterlot."

"Me?" Asked Travis.

"Yes, you're the only one who can get there and back fast enough." Twilight began unpacking her saddle bags, she pulled out some cupcakes and a leather bound book. She also grabbed a piece of chalk and drew a line on a different section of wall, over it she wrote "Travis".

"Okay... Be right back." Travis hopped out of the chair, opened the door and took off into the sky. Twilight walked over to Sweetie Bell and drew a circle around her. She walked a couple feet away and drew another circle.

"Alright Sweetie Bell, today were going to work on Teleportation."

"What!?" Sweetie Bell shouted as she stepped out of the circle in shock. "That's some really high level stuff Twilight."

"I know you can do it." Twilight moved the chair and looked back at Sweetie Bell. "Plus you have me." Twilight sat Down in the chair and smiled. "Now lets get started."

Twilight and Sweetie Bell had been practicing for a couple hours now, All Sweetie Bell could now teleport other objects into the circles but with great difficulty, they decided she wouldn't try to teleport herself until she could teleport other things of her size.

"Okay, where's Travis?" Asked Sweetie Bell, who had just teleported a couple of pebbles into a circle. "He's been gone for hours."

Twilight looked towards the door and stared for a couple minutes. She got out of the chair and opened the door. Since the princesses were gone the sun never sets. But now would be time where the sun begins the set. Twilight squinted and out of the corner of her eye she saw a figure come streaking across the sky. It soared towards Twilight with incredible speed. Twilight drew her blade and held it ready at her side. The figure came closer and closer until it crashed into some bushes nearby with a loud thud.

"What was that!?" Exclaimed Sweetie Bell who cane galloping out the door, a look of worry on her face. Twilight held out her hoof and waved Sweetie Bell back to a safe distance. Twilight slowly inched closer to the bushes where the figure had crashes. Suddenly the bushes shook and Travis crawled out of them.

"What happened!" Asked Twilight, putting the blade away and helping Travis up. Twilight could see the outline of his ribs against his chest. He looked like he hasn't eaten in days. But as he walked out he inhaled deeply. The oultline of his ribs disappeared as if that air he just inhaled was a four course meal.

"Uhhh... What was that?" Asked Twilight, getting ready to pull out the blade.

"What was what." Said Travis, sounding frantic. Before he could blink he was hooked up to the lie detector once again. "Really? This again?"

"What happened back there?" Twilight questioned with intensity.

"I crashed into the ground what do you think."

"No I mean when you breathed! It was almost like you were being... Fed or something. What was that?"

"Nothing!" The needle jerked to the side.

"Tell the truth!"

"You need to trust me!" The room fell silent when Travis said this. "We can't survive if we don't trust each other."

"What is this 'we'?" Retorted Twilight. "You just appeared out of nowhere."

"You have no choice but to trust me!"

"We can kick you out. It can be just me and Sweetie Bell again, and you'll have to try to find your own way in this waste land. You have two choices. Tell the truth, or leave." Travis fell silent and looked at Sweetie Bell, she was staring at the floor, gals porting stones a few inches at a time. Trying her best to avoid his gaze.

"Fine..." Said Travis, giving up. He gave one more look at Sweetie Bell. His body began shimmering with a green aura. And the shape of he gryphon, morphed into a small black creature with green eyes and bug like wings. Twilight instantly drew her blade.