Nightmares and Dreamscapes

Chapters

Prologue: The Landmark.
Chapter 1: Two Desires
Chapter 2: Two Desires (Part 2)
Chapter 3: Grudge match.

Prologue: The Landmark.

Alone...

She sighed as she visually swept the area all around her. Nothing but grey rock and dust... again. She hesitated and turned to he right, seeing exactly what she had expected. A small blue and green ball, far in the distance yet right out of her grasp. Its vibrant colors taunting her in contrast against the moons dark and melancholic atmosphere.

She knew what was coming next...

"Awww, look who it is. The sad lonely princess all alone on a big, grey ROCK."

The hissing, sour voice gave her pause. But only for a second.

"What do you want?" She insisted, making it he own personal mission not too look at the owner of the voice.

"Acknowledge me, it's because of you I even exist..."

"No..."

"Cooome on..." The voice purred. This did nothing but effectively send shivers up her spine.

"I said no." she declared.

"Lulu please." This time it was not the voice filled with pure malice but a lovely mother-like one. Only one pony gave off such a motherly vibe. And despite doing this a hundred times before, despite every fiber of her being screaming against it she turned around with hope-filled eyes.

Only to be met with a strange and uninviting forest.

Massive trees festered with wood rot and insects loomed over her. Glowing eyes watched her from bushes, hungrily awaiting their next meal. The ground was damp, so damp in fact that she nearly sunk into the ground. Overhead hung the moon. Shaped like a large silvery sphere that bathed the forest in a light that seemed a little less than inviting.

She looked down at her hooves, which were now no bigger than a filly's. This had happened before as well...

And she knew what to do.

She moved forward, ignoring the hungry eyes of the creatures and the sense of impending doom. Anything to get this over with. When this had happened the first time and she hadn't moved. Well what happened was alot worse than what happened next.

As she trotted in silence a rustling in the bushes became apparent. Before this would have alerted her, but she didn't even bother too acknowledge it. She opted to trot forward in a stoic silence.

She stopped exactly under two of the nightmareish trees. They twisted around one another, as if doing some sort of natural dance. But it didn't come off as enticing or soothing in any way.

The rustling stopped...

She continued to stare forward...

There was no sound, not even crickets chirping...

A small patter started as raindrops began to fall from the sky. Within seconds it turned into a roar, as the light drizzle soon turned into a downpour. Still even then the overpowering rain couldn't stop this...

THUNK!

Something landed behind her.... If the massive shadow cast over her was any testament to its size than she hated the idea of facing it....

"Poor little lulu all alone...." a taunting voice echoed.

"Shutup...."

"Maybe the little freak should just give up. Drop down and accept it all."

"SHUT UP!!!"

Luna turned around to face the voice but was greeted by a rush of darkness. Before she could blink she was in pitch blackness, surrounded by nothing and all alone again....

"All alone again....." Luna whimpered now a fully grown mare.

She plopped down as wisps of darkness reached out for her. Dancing with a soft hiss around her.

"I don't want to be alone again..."

"You don't have to be. We'll always be together you and I, and we'll show those ponies true terror...."

The wisps rushed forward and engulfed Luna. They swirled around and around her, lifting her slowly into the air. Screams of angst and despair echoed throughout the darkness, slowly but surely turning into mad cackling.

"Yessss! YES! WE'LL NEVER BE ALONE AGAIN!"

Chapter 1: Two Desires

Sherclop surveyed his surroundings with an intensity unmatched by any other Detective. Lighting his pipe and taking a long drag he smiled widely and nodded to his long-time partner and best friend Watson. With that same loop-sidded grin the ecentric detective always had plastered on his face he said.

"Watson, I have deduced the case!"

"And what is your deduction sir?"

Sherclop puffed some of his pipe smoke into the air and turned to the suspects lined up in the room. One was a Griffon writer, the other two were two minotaurs on honey moon, the third one was a upper-class unicorn from canterlot and the last suspect was a refined zebra with an upright posture.

"The culprit is-"

"Kiiids~! Dinner is ready!"

Trixie used her magic too close the book with reluctance. She gently put it down on her nightstand and hopped off of her bed. Her sister quickly hopped off of her bed on the other side of the room. She galloped out of the door leaving Trixie to her own devices.

She couldn't help but glance back at the book one more time.

Hopping off of her bed aswell, she slowly trotted over to the door. Taking one look back at her room she smiled.

"One day, I will be a hero just like all of you." she said, shutting the door gently and leaving the seemingly endless supply of heroic posters, books and pictures. Millions of depictions of caped heroes, the alicorn princesses and real heroes clad in armor all stared on with a stoic or fierce face.

Almost as if they were facing an oncoming storm.

Trixie blew a strand of her mane from her eye. Some hero she was now... embarrassing herself in front of an entire town TWICE and being degraded to... busy work.

She muttered her laments under her breath as she trudged on.

"Trixie, is everything alright up there!?" A stallion shouted from behind her.

"Yup!" Trixie barked back, struggling to keep her business facade up. The stallion didn't say another word as he popped his head back into the carriage.

...The carriage that she was currently pulling and 'guarding'. When she had been approached back in fillydelphia to be a body guard she didn't expect to pull the carriage as well! But... it was alright they were a very rich family, the famous well-to-do's were a well... famous earth-pony family that was well known for their craftsmen ship in mechanics, it was all she could do to not drop everything right there and kiss their hooves.

But she had way more pride than that and besides, the family was pretty tolerant with her since then. Save for the two foals who instead of tolerating her just absolutely adored her. Something about her background drew them in.

The father was a bulky, light brown stallion. With a handlebar mustache, big bushy eyebrows and a swept mane cut to match the mustache. His cutie mark was a simple, grey wrench. The mother on the other hoof was the complete opposite of him, a grassy green coat with a light pink mane and tail done up in a complicated bun that could only be described as unnecessary, her cutie mark was a brass cog with two arrows swirling around it.

The kids were... better off too say the least. The older sister, Speed Pan had her fathers bulk but mothers color scheme. That toppled with a shorter mane and tail than most others led to ridicule of the poor filly. Her younger brother, Hex Nut was slightly luckier. He too had the bulk of his father but with extra pudge to go with that. A jet black bowl cut mane and his large, square glasses kept him in the same situation as his older sister. Both had yet to earn their cutiemarks which didn't help with the social problems they already possessed.

Trixie wiped some sweat off of her brow and focused on the scenery around her, trying to ignore the burning in her legs. They were on a rather large dirt path. Surrounding it were bushes covered in multi-colored flowers and oak trees so high they could have been used as buildings. The sky was a clear blue today, which was good for her because she didn't feel like dealing with the rain. Every once in awhile they would pass an opening that lead to deeper parts of the forest and the sounds of the forest toppled with that of faint music drifting from the carriage helped Trixie relax and mull some more over her position.

But, they had asked for a little much here. First they had asked for escort through the everfree forest. Which wasn't the ideal place for ponies of their upbringing. Not only were creatures like manticores, timberwolves, and even dragons abundant here but so were theives and rogues. So keeping an eye out was a constant here.

But it wasn't like she hadn't been practicing up on her offense magic. After failing to defeat Twilight the second time she had begun to train herself feverishly. She had spent days in and out perfecting offensive, defensive and more. Soon she would be on Twilights level.

Speaking of that purple mare, the second fault in their offer was their destination... Ponyville. She would have a problem if she had to wait for her pay...

A couple of more hours passed like this. Just her deep in thought with some music floating through the air until dawn hit. The blue sky was replaced with a orange and yellow tint now, giving the forest a warmer feeling which almost overshadowed the constant feeling of danger. By now they were two miles away from ponyville but could not continue the trek.

She huffed to herself as she plopped herself down in the soft grass.Normally she wouldn't let her glorious, well-kept mane and fur touch this ground. But it just felt too nice to get up. She watched silently as two foals played tag with one another. Further away in the clearing the parents were setting up camp, the mother fanning herself while the father began to start a fire.

Maybe they wouldn't be too bad off on their own...

The father let out a frustrated cry as the fire blew up in his face, leaving him with a soot covered face and a terrible mane-cut.

Nevermind....

Trixie sighed to herself and tipped her magicians hat lower to try and ignore it. She sighed again and tipped it up to see the father standing in front of her with an expectant smile.

Trixie plopped herself down in the grass again. This time even more exhausted than before. She closed her eyes for a second...than re-opened them. The mother stood in front of her this time, with a mallet in one hoof and tent stakes in the other.

"I'm so sorry too bother you dearie but could you help me?"

She sighed again, thinking about the massive check she should get after this.

One the outskirts of the clearing, far away from either Trixie's or the Well-to-do's eyes nimble creatures moved across the bushes quickly. Some kept their luminescent yellow eyes fixated on the foals. Some of these creatures snapped their wooden jaws hungrily as the foals let out a squeal of delight.

A larger pair of yellow eyes appeared to loom over the eager creatures. They seemed to hover in the darkness, observing the foals play. A large snap followed by the sound of a growling stomach alerted the creatures to the presences shadowing them.

"Them ponies look like a right fine snack." There was a canopy of grunts from the wolves almost as if they were agreeing.

"Ah want em' by midnight ya' hear?" The dominant pair of eyes leered down at the others, causing them to whimper and cower away.

"Good, glad we all understand the game plan..." The dominant glow seemed to fade away as the others grew in intensity.

The mother nodded with encouragement as Trixie finished setting up the last of the tents.

"Oh thank you so much Trixie. My husband and I don't know how we could cope without you!"

Trixie nodded through a faux smile and clenched teeth. "Yes, well I imagine you wouldn't have gotten very far..." she grunted out. The mother gave her a confused look before smiling. "Oh! Is this commoner humour? A little rude but funny I guess..."

Trixies totally-not-forced smile wavered. "Yes well...."

The mother gave her an expectant look.

"This is the wort job I've ever taken. I hate it and you, my employer. But that's alright because I'm only doing this for the paycheck. Did it ever occur to you that ponies only put up with your crap because of your social status? You probably made a fool of yourself at so many events but ponies keep their mouths shut because they have too, because your rich plot is too good to be laughed at. How is it? Being a social shell so stupid and ignorant that you can't even get the largest hints you freaking bimbo. I could literally turn you into a frog and they would throw me a parade.

"Haha yeah, commoner humour..." Trixie instantly snapped her mouth shut. Glaring at the mother as she turned around and trotted away.

"Trixie is too good for this..." Trixie muttered under her breath.

"Trixie!" Two sets of tiny hooves pounding against the ground caught her attention.

As soon as she turned to greet her new accomplices they skidded to a stop in front of her hooves. Hex Nut panted heavily as his brother pan trotted up to her with a smirk. "Hex Nut and I raced over too see who was fastest." Pan said proudly beaming a smile at her brother. "He aint' got nothing on me!"

Hex Nut peered over his heavy glasses with a look of annoyance. "Yeah.....well.....it's cos you got those muscley stallions legs."

"I do not have stallions legs!" Pan said bringing a hoof to her chest in shock.

"Yuh-huh, all the stallions at school think so!"

"Y-You, they do not!" Pan stamped her hoof on the ground, adding humor to her already beet-red face.

Trixie quirked an eyebrow and peeked over at their parents who were too busy doing their own things to even acknowledge their children. She smirked and turned back to the children, strapping in for the ride.

"And everypony thinks you eat cat-poo." Hex said crossing his fore-hooves as if he made a valid point. Pans mouth simply hung open in response.

That had escalated quickly.

"I'll make you eat those words!" Pan screeched before tackling Hex to the ground.

Trixie watched on in mild amusement as the two wrestled. Pan suddenly flipped Hex over and wrapped her fore-legs around his neck. She put him in a choke hold until Hex pounded the ground three times. She triumphantly let him go and beamed down at him.

"She does have muscular legs." Trixie thought to herself.

"So..." Pan said nonchalantly rubbing some dirt off of her hoof. "I was wondering if you wanted to tell us another story Trix?"

As if he didn't just suffer a humiliating defeat to his sister Hex hopped up eagerly. "Yeah! I really like the one where you took on a dragon, ursa major and hydra at the same time!"

That totally happened...

"Well if you insist..."

"Nopony was insisti-"

"This is the story of the time Trixie faced THE Princess Twilight Sparkle in a magic duel."

By the time Trixie had finished her long-winded and over the top story night had fallen. Though Pan and Hex didn't even notice, they were so invested in Trixie's story.

They had moved over to the fire. Not for warmth or light but just for a certain setting. And it worked perfectly. While the wind picked up and softly swayed the grass and fireflies danced around the clearing they sat there, enveloped with a warm orange and yellow glow. The stars slowly dotted into existence as heavy clouds moved slowly over them, threatening the Everfree with rain but not actually doing so.

The tents lay silently a couple of feet away. The parents sleeping soundly in them, entrusting their children with Trixie.

"And that's when the humble and changed Trixie decided to leave the town. Or course leaving the princess a gift."

Pan and Hex clopped their hooves in approval. They were always easily entertained by her stories.

"Wow, I can't believe the Element had to trick you to win!" Hex shouted.

"Yes well, Trixie is just that awesome." She fluffed her mane as she soaked up the attention.

"Alright. While you were telling that story I remembered one I heard awhile back." Pan said.

"It's not the jelly one is it?" Hex asked.

Pan shot him a look that caused him to cower away.

"Continue..." Hex muttered.

"This is a story I heard from my foal-hood. A story that takes place in these exact woods. You see a lot of ponies did not know where these woods came from. They supposedly sprouted up over the night! So naturally they would send some experts in to try and figure it all out. One of these experts was Star swirl the bearded..."

"When Star-swirl and his research team first entered the Everfree woods the most trouble they had crossed was a stray bear or timber wolf. But on the third night they had caught on too something, something never before recorded or sighted in the history of equestria.

A group of ponies stormed through the everfree, the unicorns utilizing their magic as flashlights and the pegasi searching up above. The earth ponies used their strength to clear out any heavy foilage that would block their path. They moved frantically, erratic as if they were tracking something which... they were.

Standing proudly among the many ponies was none other than Star-swirl the bearded. His brown coat shimmered almost heriocally in the moon-light. He was a frail looking pony, a thin body with a think beard that reached down to his hooves. A large, blue wizards hat slumped over his head as his golden eyes watched the ponies work frantically.

All of a sudden his eyes darted over to a set of bushes.

"There!" Starl-swirl had shouted. Seeing movement among the bushes. The ponies worked quickly to clear them away.

The group gasped as a large, shadowy figure sprinted from the bushes. Before any of the pegasi could react it lept into the trees in a single bound.

"Onwards!" Star-swirl shouted.

Every pony there scrambled after the figure. The pegasi taking to the air and keeping their eyes pinned on the target. Some earth ponies upon catching up attempted to buck it out of the trees but with no avail.

One pony which was clad in golden armor chucked a spear into a tree-top. There was a shout of surprise as the shadowy figure fell from the tree, just barely dodging the spear. It landed ungracefully on the ground with a thud and instantly got back up.

"Those that were there that day said it stood just a little under seven feet, had these.... canine teeth and eyes that had like... no pupils or anything like that.

The pony closest to it, a female earth pony moved to apprehend the figure but it turned on its heel suddenly and kicked up some dirt into her eye. The pony screeched and fell back on her rump, clutching her eye. The figure did a gesture that involved its middle finger and sprinted off into the woods.

Eveypony else tensed up to go after it but Star-swirl halted them. Shaking his head slowly. Despite the adrenaline coursing through their veins the ponies listened to him and let the figure run off.

"That's interesting...." Trixie muttered as Pan sat back with a smile.

"I know. Our nanny was the descendant of the mare in the story. She said that she would never talk that much about it though. All she mentioned once was that whatever it was, it was fierce. They tried to track it later but the tracking team came back in full body casts!"

Trixie leaned forward slowly. "Did they say anything else?" she asked, quirking up an eyebrow.

"Well let's see...."

Hex watched as the two mares began to discuss amongst themselves. Realizing they had forgotten about him he shrugged and hopped off of the log. He trotted to the outer-edges of the clearing to relieve himself of some duty.

After pushing past some bushes with some considerable effort Hex found himself in a smaller clearing. A swarm of fire-flies floated around here, doing their intricate, graceful dance.

In the middle of the clearing was a massive tree, the top so high up that Hex couldn't even see it. He hummed to himself quietly as he trotted over and began to evacuate a couple of cups of big chug.

In the middle of his business a low growl resonated throughout the night air. Hex stopped abruptly and slowly turned around. A larger pair of fire-flies moved around slowly, moving to the left and right quietly. They began to bob up and down, Hex's eyes following them the entire way. Suddenly another growl emitted right in front of him and the nature of the 'fireflies' were truly revealed....

"So I told him-" Pan and Trixie were interrupted as Hex came sprinting out of the bushes as fast as his stubby legs would carry him. He huffed and puffed attempting too form words. He didn't even need too though because a large timber-wolf came sprinting out of the foilage after him.

It leapt through the air.....

and was blasted away by a well aimed blast on Trixie's part.

All at once what seemed like hundreds of timber-wolves came lumbering through the bushes on all sides of the clearing. Pan scooted closer to Trixie as Hex halted to a stop by them. He too took his place at her side as she studied the pack of wolves around them. She had counted twelve so far, but if the leering eyes peering out of the bushes were accountable at least thirty.

"Behold, the true power of the great and powerful TRIXIEEE!" Trixie stood on her hind-legs and pointed to the sky. With a shout her horn began to emit a powerful, white glow. The glow intensified citing a pause from the timberwolves. But they quickly steeled themselves and rushed forward.

With a shout Trixie fell back to all fours and unleashed the built up energy. In a massive surge of energy a white wave rushed forward, moving like a literal wave from the ocean. The fluid motion of the magic washed over the timberwolves she was facing wiping out at least five of them.

She whirled around to deal with the others but was too late. One of the smaller ones tackled her to the ground, it opened its toothy maw and shot forward to finish her. Trixie shot her hooves out and gripped the sides of its face, keeping the hungry wolf just centimeters away from her beautiful face.

Trixie tried her hardest to focus. After a couple seconds of magical slip-ups and disasters she finally summoned what looked like a giant magical crochet mallet. The timberwolf looked at it for a brief second before being swatted away with a yelp.

She rolled over to her hooves just in time to see the foals get snatched up. Hex cried out for help while Pan struggled in the wolves grip. As if to make matters worse. Two more wolves were dragging the parents along as well... who were still fast asleep. She went to fire another blast but one of the heavier wolves hopped on her back weighting her. Trixie shouted in surprise as they both tumbled to the ground.

Within seconds the wolf was knocked off by her. She instantly scrambled up and fired a shot at the wolf carrying Hex. Right before the beam made contact another timber wolf lept in front of the beam. It instantly exploded into a pile of splinters and twigs, not so much as a whimper coming from the wolf.

Trixie growled and tried to shoot again but was tackled from the side. She needed to get to those kids! With a grunt she heaved the timber wolf off, luckily this one was the lighter of the others. A quick survey showed her that the other wolves were indeed coming out of their hiding spots.

There was no way she could divide her focus on both the wolves and the Well-to-do's. Besides... there was one last cry from Hex before the wolves disappeared behind the bushes.

"Uhg!" Trixie exclaimed stomping a hoof down. She whirled around and glared at the Timber wolves. There had to be atleast fifteen staring her down but that didn't deter her in anyway. "You are SO going to regret that!" she shouted. Her horn began to hum but stopped when one of the wolves were tackled by a brown blur.

Another one yelped out as it too was tackled. And another...and another. Trixie slowly moved out of her defensive stance when all of the timber wolves were soon battling.... other wolves. Though instead of yellow eyes these ones had green eyes. In a flurry of claws, teeth, and howling a practical war broke out in front of her.

Trixie quirked an eyebrow as she watched everything unfold in front of her.

It wasn't long before more of the green eyes joined in the fight against the yellow eyes. The fight quickly went in the green eyes favor, the yellow eyes running back into the woods around the clearing yipping in defeat.

One of the green eyed wolves let out a victorious howl. Its brothers soon joining it eagerly. But it wasn't over yet. As soon as the wolves lowered their heads they all stared directly at her.

What seemed to be the alpha of the pack. A big, burly looking wolf that was about just under Candance height wise growled and took a step forward. It gave her a predatory glare and snapped its jaws hungrily.

Trixie moved into a defensive stance again.

Then a high-pitched whistle carried through the air. It seemed to come from all sides as the wolves listened attentively. The Alpha instantly went from a prowl to a sitting position. Not even seconds later after the whistle another wolf broke through the bushes. It sprinted towards Trixie so fast that she could hardly even see it.

But she could!

She aimed her horn at the wolf but couldn't get a blast off before it got there. It slid to a halt at her hooves and panted up at her like some kind of domestic dog.

"....What?"

She noticed that the wolf had a rolled up note in its mouth. Using her magic to take the drool-covered paper she read it over.

Trixie slowly peeked over the top of the paper. The wolf continued to sit there and pant, giving her some blank expectant stare. "You've got to be kidding...." Trixie muttered.

Should she trust them? They did save help come in when they were completely unneeded and fight off those other wolves. But then again they themselves were wolves. She took another look at the nonsense of a note and shook off any doubts. Maybe whoever made this note knew where the well-to-do's were.

She let out a long sigh.

After what felt like hours of pushing through heavy shrubbery and trotting in circles Trixie was about ready to call somepony out on this. What sentient being could run a pack of timber wolves!? They were one of the fiercest creatures in the Everfree. The fact that somepony could control them let alone as many as the ones that packed into the clearing was ridiculous.

Most of the wolves had stayed back and guarded the area, so she didn't have to worry about her stuff.... maybe. And about five of them were currently taking her wherever so she didn't have to worry about being attacked... not like she needed too.

"Where are you taking Trixie? This mare has some important business to attend too." The wolves seemed unresponsive to her.

Trixie opened her mouth to say something again but the sound of rushing water cut her off. The wolves nudged their way through a curtain of ferns. Seconds after that Trixie found herself standing on the back of a pond. The sand here was soft and wet, dampened and gray from the lack of light. Up above was a waterfall, falling down below and forming the quite exotic sight in front of her right now.

The place where the waterfall and water met was kicked up with a powerful spray. This caused a rather thin layer of mist to cover the area. All five wolves sat down forming a half-circle around the pond. The first wolf to howl was in the middle. After that the wolf to its right joined and the wolf to its left, then the far right and the far left.

For a couple of seconds nothing happened. Then the ground began to rumble and shake. Trixie let out a low 'oh' of surprise as a cobblestone pathway rose out of the pond. It was covered in moss and water but it looked as if it was just made. The wolves moved forward as if they had done this a million times before.

Trixie not one to fall behind quickly followed them. As they neared the waterfall it parted, being controlled by an unknown force. This led way to a massive hallway. As she stepped into it she couldn't help but admire the architecture. Massive stone pillars roughly about the size of three stories supported the intricately painted roof. Massive paintings decorated the walls around them, their golden frames matching the tattered red and gold carpet they were on.

Trixie squinted as it dawned on her. This as a royal room.... or used to be. The paintings on the roof all depicted Luna and Celestia doing one deed or another. Saving equestria, knighting ponies and attending festivals. The paintings depicted different important ponies throughout history, Star-Swirl, Snowflake, and many more.

Trixie wasn't easily awed, but even in this aged room she couldn't help but let her jaw drop. Which also sparked her curiosity as to how old this room was and who lived in it?

As they reached the end of room Trixie noticed even more. Two massive statues of Celestia on the left and Luna on the right stood proudly over the room. With spray paint on them.....

"Jay wuz here." was sprawled across Celestia's face. Trixie quirked an eyebrow as she noticed "XXXXL" on Celestia's flank and "Ice cream" on one wing and "Cakey cake" on the other. Luna's statue wasn't spared either, "Who wants a taste of the dark side?" was painted on her chest while "Can't lovegood" was sprayed down the arch of her back"I'm the thirteenth man to touch the moon!" was on her side.

Whoever did this had a lot of spare time...

And she was sure most of those were references...

It was then that Trixie noticed the large spray paint just above the hole in the wall.

"STAY OUT!"

"Nothing here!"

"Maybe...."

One of the wolves nudged her catching her attention. She turned too see what they were trying to hurry about. The two thrones in the room were knocked out of the way, leaving a massive unnatural hole in the wall. The thrones themselves once luxurious now lay on their sides decrepit, and most likely uncomfortable.

A timberwolf nudged her side lightly snapping her out of her trance. It nodded its head to the hole in the wall and sat back on its haunches. Joining the other wolves in giving he an expectant stare.

She stepped over the once royal thrones cautiously and moved into the hole. It was wide enough to fit another three ponies atleast and Trixie couldn't help but wonder what had made this hole and why it had made it.

She trotted through the tunnel softly. She didn't even have to worry about her hooves getting dirty, the trek to even get here in the first place had already solved that. But her legs were getting increasingly worn-out.

Another thing that bothered her was the fact that she could see zero light at the end of the tunnel.

"What rubbish is thi-" Trixie let out a surprised shriek as the ground gave out from under her. Sending her deeper into the abyss. Strangely enough though what was taking her down was another tunnel, much smaller this time around, not a massive, gaping hole.

She tried to halt by putting her fore-hooves out but found that just kicked up dirt in her face. She voiced her disdain with some very choice words.

After a couple minutes of tumbling Trixie suddenly rocketed out of the tunnel. She could feel herself flying through the air then landing on something padded, then something hard. With a grunt she pushed herself off of the ground. After rubbing her fore-head softly she turned around to see a worn out mattress duct-taped to a wall. Across from the mattress was the opening to the tunnel.

"Reeeal innovation at work here...." She muttered sarcastically.

She turned around to see another tunnel leading forward.

"Really!?"

Five more tumbles and and ten more tunnels later Trixie finally found a tunnel with light at the end. With a little more caution and excitement she moved to the very end of the tunnel...

Too come out where she had started.

"....."

The wolves were still there as if expecting her.

"....."

Without hesitation the alpha nudged its snout under the red carpet the led to the hole. In one swift motion it tossed its head up revealing a trap door under the red carpet.

A small sticky note reading "Suck it." was taped to the heavy wooden door.

Trixie's eye twitched....

Before she could go off on whatever unknown force that was toying with her the wolf gripped the handle in its mouth and opened the door. Trixie stared down into the trap door too see..... another tunnel.

"You know what. Trixie is done with this nonsense. Tell your 'master' that he's a bucking creep. And he most like-" One of the wolves head butted her flank sending her tumbling to the abyss once again. A shrill scream was let out all the way to the bottom.

Darkness surrounded them....

Nothing but darkness...

Suddenly light flooded the young foals vision as they were ushered from the pitch black darkness and into the significantly lighter area. The first thing they had noticed was their parents, who quickly rushed over and embraced them in a tight hug. The second thing to make itself apparent was the sheer amount of animals in the room.

Manticores, Bears, Timberwolves, Cockatrices, Rockodiles, Parasprites and many more. A hulking creature built like a wall with the head of a jackal growled and snapped its jaws in one corner while a creature that could only be described as nightmare fuel slithered in a black murky pit of its own mess.

Beyond all of that was the (at the moment) under-appreciated beautiful room which they were in. The walls were made of blue crystals that despite no entrance of light reflected light constantly, giving the crystals a eerie glow. The area itself was big enough to house a group of Ursa Majors and their cubs, a still pond taking up a quarter of it. The ground was made of a soft, brownish-yellow sand that led into a crystal, clear pond that was comparable to a mirror. Miniature cliff faces hung in the walls over head overlooking the area.

Reflections stood in reflections making the sight even more breath taking.

If they weren't focused on the creature emerging from the pond that was.

What it could be described as was a bipedal alligator with giant, clear crystals jutting out of its back. Its mossy, scaly skin looked so thick that a sword couldn't pierce it. Its bulking figure moved forward with a swagger that screamed alpha male and this became apparent because all of the other inhabitants of the room quickly backed down as it emerged. Its long snout riddled with unrealistically sharp teeth twisted into a scowl. Two piercing, glowing yellow eyes stared the well-to-do's down with seething anger.

"Well, well, well looks like ya'll didn't fail me after all!" The creature exclaimed cheerfully rubbing its hands together. "Ah get to eat something other than twigs."

"What do you want!?" The mother asked suprisingly calmly catching the creatures intention.

It quirked an..... what should be an eyebrow and gave her a playful smile. "Excuse me where are my manners. My name is Grudge and ya'll are gonna be my meal tonight."

Hex and the parents gulped. Pan on the other hoof twisted her face into a scowl. "You eat ponies? That doesn't seem very healthy..."

"Ah don't think ah should care about that."

"Really?" Pan inquired. "Cos' it looks like you're putting on a little weight there."

"What! Am not.." Grudge looked down at his stomach and quickly glared back at her. "Don't play games with me girl, a lizard-man's gotta watch his figure. Don't wanna disgust all the sexy lizard ladies of the bad lands."

"I think I just threw up a little." Pan muttered.

"Me too..." Hex shakily agreed.

"Um, mister Grudge" The father stepped forward. "Could you please not use that kind of language there are children here."

Grudge ran a scaly hand down his face. "You are making me warm blooded..." he grunted. "Fine, ah won't use adult words while ah eat ya'll."

"Thanks."

"Now, prepare too-"

"Wait a minute." Pan waved a hoof in the air to catch everybody's attention. "I think Hex and I are old enough to hear that."

"Thank you!" Hex added.

"Well honey, there are some things you children shouldn't be hearing about and sexy lizard ladies are one of them." The father placed a hoof on Pan's withers calmly.

"Pulley!" the mother exclaimed. "You just said it!"

"Oh! Sorry dear!"

"Oh, whatever. It's okay at this point the children have already been tainted by that beast over there."

"I dare say you are right my dear, only a brute would use such langauge in front of child-"

"EEEENOUGH!" Grudge shouted.

The banter ceased as the family focused on him.

"First of all, you just said what I said in front of YOUR kids so ah think that makes you a hypocrite! And second of all you're supposed to be fearing for you LIFE right now, ya know the thing that keeps you in the waking world!?"

"Well, sorry mister Grudge but i'm afraid we can't do that." The father said calmly.

"What!? Why?"

"Because our bodyguard is most likely on her way here and will be here any second now."

The foals seemed to perk up at this. "Yeah Trixie's gonna kick your butt!" Pan piqued. "Yeah she took on the Elements of Harmony once!" Hex added.

A low throaty laugh came from Grudges maw. "You seriously think some pansy lil' pony can take on me? ME!? HAHAHAHA!!!"

"Yes." All four ponies said at the same time.

Grudge stopped his laugh abruptly. His eyes widening in surprise.

"O.K... you seriously do think that. Why don't we wait for her to show up then.... in oh let's say the next three hours. And when she gets here ah will beat the living snot out of her and prove you guys wrong." Grudge crossed his arms and smiled maliciously. "And if she don't show up in the next three hours. I get to have a four course meal."

The family traded looks before slowly and cautiously sitting down.

"YAAAHHHHHHHHHHH!" Trixie suddenly found her scream cut short as he landed into the ground in a very ungraceful manner. Slowly getting up and dusting herself and her mane off she sighed and face-hoofed. Then slowly pulled the hoof away with a look of shock on her face.

The sight in front of her was absolutely beautiful sight. An Ebony colored ground, roof, and rocks decorated the room, different shades of grey swirled in at some points. The only thing illuminating the room were these giant spotted mushrooms that gave off a calming green glow. A waterfall tinted green by the light ran calmly off to her far left. Everywhere else was covered with some very strange things to find in a cave like this.

A bookshelf all filled with the same colored books laid against a wall. A writing desk with a glass bottle ship n the middle of the cave, with various colorful wrappers of candy littered around the desk. A surprisingly clean wooden bed rested near the waterfall, sagging from most likely years of use.

The size of the cave while not overwhelming was large enough to comfortably fit a large family of ponies in.

A decorative chandelier hung at the very top, the crystals broken and fabric battered giving the cave a somewhat uneasy effect.

Various spray painted words hung in the walls above.

HI NOW BYE

BRUH LEAVE

YOU GOT THREE STRIKES

TRANSFORMERS 4 WASNT THAT BAD

IT ACTUALLY WAS

A shadow suddenly swept over her breaking her from her trance.

"Who's there?" she demanded whirling around to where she had felt it come from.

A slow, raspy laugh filled the cave. This obviously made her beyond uneasy.

"You better come out right now. Trixie is not a mare you want too mess with!" To help her point she stamped one hoof on the ground.

Another shadow swept over her in response, this time from her left. She whirled around just in time to catch a glimpse of something large moving behind a rock.

She glared at the rock as if look could kill. She kind of wished they could right now. Readying her horn and summoning a ball of luminosity she shined the makeshift torch at the rock.

Something shifted along the roof, quickly moving out of her sight.

"SHOW YOURSELF NOW!" She screamed furrowing her brow.

A shadow moved over her again, this time slowly... a lot more slowly. The shadow felt as if it were a weight crushing down on her with the knowledge that something was behind her.

The shadow seemed to have some kind of sinister smile etched into it. The eyes and mouth imprinted to make some sort of angry smiley face in the shadows head.

"Boo!"

Trixie whirled around, horn fully charged and body tensed for battle. She had come face to face with a.....

Chapter 2: Two Desires (Part 2)

A tender hum floated through the air leaving a sense of serenity that was hardly found in other places. The room was intricate and wealthy, a completely different change of scenery from the cave. However far that place was... while fights and anger happened off in the forest one could only find peace and happiness in this room.

Flowers of all kinds lined a large mirror with a gold rim. The walls and floors while polished marble where somehow giving off a soft yellow-orange glow giving the room a sense of sunset or sunrise. In the middle of the room so large it could practically be considered a small house were a large white carpet and a, exceedingly large fluffy bed with the matching cartoonish sun mark printed on them. Off in the left corner with the mirror was a large marble dresser, a polished wooden desk covered with neatly stacked papers, a large birdcage containing a currently sleeping phoenix. Various artifacts like staffs and magical books were spread across the room in a chaotically neat way.

In the middle wall were two large doors printed with the same sun marking. They were decorated in such a way that the gold and marble simulated a certain princesses color scheme. Across from that was a large balcony, the white, almost transparent curtains billowing softly in the wind as the glass doors were kept pushed open.

Despite the constant stimulation of the day time the night time was currently the dominant of the two.

Off to the right were two doors, one with another carpet in front of it, albeit a little smaller. and the other left blank save for a bunch of paintings surrounding the wall around it. The door next to the one infested with pictures swung open revealing a bath-robed Celestia.

The immortal alicorn who fought off dragons, armies and the worst of evils let out a loud yawn. With a fan off her hoof she smacked her lips together, trotting over to the luxurious bed. Rubbing her eyes softly she slid into the bed, pulling up a piece of crisp paper. She smiled as she read of the note Twilight sent her today, this time it was about teaching the others the value of sharing.

Celestia seemingly pulled a paper and quill out of nowhere.

"Dear Twilight, I-" Celestia suddenly stopped as muffled shouting and screams came from behind her door.

All she managed to pick up where things like "Princess calm down." and "Somepony stop her!". Just as she got up too see what the noise was all about a burst of light sent two guards tumbling through the door. They both rolled to a stop, seemingly unconscious. Celestia went from serenity to shock real fast.

Who would dare attack the castle.

She thought about it for a second.

Okay, many things would dare attack the castle but who else is a princess?

A low whimper came from the doorway. Celestia instantly got up realizing who's voice it was.

Not even seconds after the realization Luna came limping through the doorway. Sniveling with her head low.

"Sister, I can't hold it off any longer." she muttered before collapsing. Celestia was instantly at her sisters side, already nursing her gently.

"What happened!?" Celestia demanded, trying to keep her voice calm.

"nn..."

Celestia leaned in slowly.

"nnnn..."

"Sister.... "

"Nothing I can't handle."

Luna shot up, her horn glowing with an intense magic that nearly blinded Celestia. But before she could even touch the princess a blue bubble of magic surrounded Celestia. Luna out a cry of frustration as she was forced back by the field. The princess of the night glared over at the door, where one of the unicorn guards had managed to pick themselves up. Luckily for Celestia the shield was a surprise otherwise it wouldn't have held, unluckily for him her attention was now on him.

A simple blast of magic took care of him.

By the time she turned back to Celestia though, the day princess was already in a battle ready stance. Already having put distance between them.

"You were destroyed." Celestia growled.

The room grew colder as the night princess rose to her full height. "No, no... sleeping, waiting, still a little broken but nothing a couple of cakes- minutes fix. It's so exhausting too stay in control of this body." She fluffed her astral mane with a toss of her head. "Your little sister is trying ever so hard to gain control."

Celestia gritted her teeth in anger. "Let her go."

"Oh Tia."

"Don't you dare ever call me that!" The room seemed to rumble as Celestia shouted.

A low chuckle was her only response. "Ok, fine I simply won't call you TIA. I mean that's not a fitting nickname for a.... nng what is the word? Still working out the kinks.... ah yes, slave."

Before Celestia could react an explosion echoed from the outside. She snapped her attention to the balcony and galloped over, appalled at the sight before her. A literal army was raging through Canterlot, terrorizing nobles, pillaging stores and causing destruction equivalent to the changeling invasion. The army was diverse, Griffons, Minotaurs, Buffalo, earth ponies, unicorns, Pegasi and many more races all ran around chasing the nobles. Some laughed, others roared but they seemed to enjoy one thing, hurting and scaring the ponies. She spotted some flying in through the air and others crawling from the sewer covers, joining in on the mayhem.

"How did..."

"It wasn't easy to sneak an entire army right under THEE gaurds nose. But it's pretty easy if you're in charge of it. Oh and also you might want too tell your little 'prodigy' that a giant boulder isn't the most conspicuous way to hide a mirror pool. "

It then dawned on Celestia that Luna was in charge of the night guard.

A shrill scream broke Celestia from her trance.

The image of Luna disappeared showing the true thing that lurked underneath. Nightmare Moon....... a malicious smile formed across her face.

With an uncharacteristic war cry Celestia whirled around and let all of her power loose.

Trixie shot off another blast at the ceiling in front of her. The area once as neat as it could get was now absolutely destroyed, some mushrooms missing chunks, the bed and desk flipped which left the bottled ship scattered everywhere. The book desk lay face down, some books slipping out from underneath. The cave was riddled with blast holes.

Trixie held her breath. Trying too pick up the tiniest movement. THERE! A pair of stark white eyes peered at her from the darkness, soon after a toothy smile joined them, the canines exceedingly pronounced. The whole affect of it all gave off the feeling of nightmareish, court jester and creepy fools did not sit well with Trixie.

She fired again. The shot missed but the faint, white glow of the beam revealed some very interesting details. Its furless skin was a light brown, the only thing looking at all close to fur was the shaved hair on its head. Whatever it was it was as close to a mountain of meat as it could get, with a torso and shoulders so wide it almost looked unnatural, its arms looked almost as if they were thicker than tree trunks which made its head and legs look laughably small, even though they were just as functional as the arms. In fact this was proof as it sprang up and clung to the ceiling.

Then it began to crawl towards her.

Nope.

Trixie made sure not to miss this time as she caught him in the back with a paralysis spell. The creature let out a low grunt as it fell to the ground, stiff as cardboard. She took a step towards it before it twitched suddenly.

"Fuark..." it gurgled.

"That'll teach you not to mess with Trixie..." she muttered dropping all caution and looming over him.

Now that she got a better look at it, it wasn't as bad as she thought. It looked like a strange male minotaur. It wore a black shirt with a cursive dark green "J" on the back, woodland green pants that had pockets seemingly everywhere, and what looked like red and white shoes. His entire outfit looked as if it was held together by duct tape, staples, stitches and....syrup.

She stopped and looked at his face. His eyebrows were really thin taking away from the intimidation he possessed earlier. Despite the situation he was in he still had that same smile plastered on his face. His eyes hadn't changed from the stark white giving him the effect of a hero wearing a mask.

"Yu gno lt mmm gggg..."

Trixie looked at him and quirked an eyebrow. "Are you Jay?" she asked, keeping her focus on another spell just in case.

"Yee." Jay gargled.

"WHY DID YOU MAKE TRIXIE GO THROUGH SO MANY DAMN TUNNELS!!?"

Jay mumbled what seemed like a lot of gibberish.

Trixie sighed and rolled her eyes, she bought her horn down and tapped his chest lightly. A dull white light spread throughout his body before fading away. Jay instantly jumped up, showing that his height was easily under seven feet. Trixie nearly cowered away when he snapped his head towards her.

"It.Was.Funny." he muttered.

"....."

"Besides." He let out a grunt as he cracked his neck and rubbed his wrist tenderly. "We're even now." He gestured to the destroyed room around them, calling her attention to it.

"Trust me Trixie could do a lot worse...." she said with a leer.

"Well JAY says try it and JAY will show Trixie what JAY can really do. Seriously why do you talk like that? I've never met someone who talks like that." Jay picked up the remains of his ship in a bottle and visibly deflated. "I worked very hard on that ship...." he muttered.

"Why did you attack Trixie?" Trixie snapped, getting increasingly irritated.

Jay turned back to her with a look of genuine surprise on his face. "What? You've never been greeted like that before?"

"NO."

Jay scratched his head "Could'a swore that's how you guys said hello."

Trixie pulled the rim of her hat down and let out a muffled scream. She yanked it back up and glared at him with an intensity so fierce it could be mistaken for a wild predator. "You thought that ponies said hello by terrorizing each other and then attacking each other? And speaking of which you're obviously not from around here so what are you? Some kind of alien?"

"Yes! Well and no.... I'm not from this world."

"So you're an alien."

"No, I'm not from this dimension.... I think."

"Alien."

"No, no, no you're not hearing me. I'm not an alien I just didn't come from here."

"Yeah, alien."

"No-"

"JUST....." Trixie sighed and took a long breather, already growing tired of this Jays antics. "Tell me what you are please." she murmured rubbing the bridge of her muzzle.

"I'm a human! Well, used to be. Don't know what I am now." Jay turned around and began to move towards a pile of rocks.

"Hu-Men? Wait, you mean all Humens don't look like that?"

"Yeah..." Jay muttered stuffing his hands between two large rocks propped up in the corner. "Now cool it for a second with the questions, I'll show you what I needed to than you can leave." With a grunt and a considerable amount of effort he began to push the rocks apart.

Trixie's eyebrows dropped and she pointed her horn at him. Her horn began to hum and glow as she focused on one thing. Aura reading, if this humen was telling the truth and he wasn't from this world than his aura would be different. She focused on seeing the force around his body, taking in every little detail. The strange clothes, the jester face, the hair, everything she could see.

Auras were basically a frosted window to ones soul. While it could show you some of what they were about it couldn't show you all of it. But it was useful for tracking spells, Celestia's guards, hunters and law enforcement would use a variation of this spell whenever they needed too. Each aura was unique in its own way, but it always pertained to its race in some shape or form. For example ponies had a wobbly, easy-going aura while Griffons had a firey like aura.

It wasn't long before she saw her results. And it was more surprising than she thought. A darker green aura snaked and slithered like vines around a water-like purple aura. The green aura kept the purple aura from escaping its grasp. As Trixie watched she noticed a peculiar movement on the upper left corner. The green aura had what looked like a mouth filled with sharp teeth at the end of it. It growled at the purple aura and shot forward, sinking its teeth in.

Trixie gasped as she was jolted from the spell the auras disappearing with a soft hiss. This caused Jay who was oblivious to her doings until now to glance back at her.

"Everything alright?" he asked.

"Y-yeah fine..." Trixie muttered, giving him a deer light stare.

He gave her a suspicious look for a second before turning back to the rocks and continuing to push them apart. Trixie stared forward at him, the green aura meant only one thing. Alteration magic,a special kind she had never even seen before, and it had him in its grasp good. Good enough to nearly overwhelm his soul. She stayed silent as he finished his work, revealing a built in wooden door.

"Come here." he muttered gripping the door handle.

She reluctantly came to his side, still shocked at what she had just witnessed.

He turned back to her, his smile somehow growing more confident. "Ready to feel like a pimp?"

Before Trixie could respond he swung the door open. A gold light instantly blinded her, causing her to shield her eyes. "What the-"

"Welcome to Jays fantastical treasury!"

Trixie lowered her fore-leg and instantly let her jaw drop. What seemed like mountains of bits, gold bars, crowns, scepters, and many more were scattered across the massive cavern. This cavern was significantly bigger than the other one, about four acres long of shining piles of gold. The ground was dug inwards acting like a bowl of sorts, while hundreds of lanterns hooked to chains in the ceiling acted as the light for this room. They stood on the outer-edge at least a good fifty feet above the ground.

There was so much that she could pocket more than the well-to-do's could ever give her. "How did you..."

"I had a long time."

She turned to him and quirked an eyebrow. "How long?"

The smile wavered for a brief second. "Long enough, follow me." Before she could prod anymore into it he leaped off and slid down the wall of the bowl.

She slid down more cautiously than he did after him. When she reached the ground she couldn't hide her awe as she peered up at the gold piles. They had looked even bigger from down here. She trotted slowly after him as he strolled through the paths in the golden mess.

"I swear you guys shit this stuff or something. I know Dragons with twice as much gold as this and your economy is still thriving." He turned a corner suddenly.

"Wait a minute. How come you don't have any gems around?" she asked eyeing the gold piles.

"Only like em' if they're on something, like a crown or something. Otherwise the Dragons can have em." He stopped suddenly. "Here we are." he said before moving forward at a faster pace. Trixie watched with curiosity as Jay dragged out a large, wooden and silver chest. He jiggled the padlock on it before swiping at it instantly shattering it.

He looked back at her before opening it. The creak of possibly thousand year old wood lay heavy in the air as he smiled broadly. "Listen, I may as well tell you what you're up against. And let me tell you, it ain't nice.... This place didn't used to be so empty, in fact most of the Everfree animals would kick it with me. I was the alpha after all." He let out a soft chuckle. "Those were the days.... then he showed up..."

Jays shoes crunched against the forest ground as he strolled through the woods. A small posse the consisted of two Manticores, a small squad of Timber wolves and a Bear trailed behind him. He whistled a soft tune that some unseen birds in the treetops repeated back to him. Multiple sun spots that broke through the thick canopy dotted him and the heavily grown path he was treading casually. Eventually he came to a break in the thick forest, a small clearing illuminated by an opening in the treetop. The area was big enough for a small house at most, littered with mossy logs, rocks and multi-colored flowers.

Jay let out a long whistle. "Nice spot." he muttered producing a small woven basket. He skipped over to one of the logs and plopped himself down as the posse of animals flooded into the clearing. The bear smacked its back against a tree and began to rub itself against the trunk, letting a look of satisfaction befall its face. The timber wolves joined Jay as they sat around him while the Manticores just dealt with their own business.

Jay reached into the basket and pulled out two bowls and a jar of peanut butter. He popped off the lid with his thumb and scooped out some scoops of the buttery goodness, plopping them down into the bowls. With a curt nod he dropped both bowls and kicked them over to the wolves.

As they began to enjoy their snack Jay reached into the basket and pulled out a ham on rye sandwich. He took a bite out of the sandwich, enjoying the savory taste. The way the bread contrasted with the sweet taste of the ham. The dry texture of the bread and moist texture of the ham. The taste of the che-

"Wait a minute, where the hell did I even get this sandwich from?" Jay stared at the sandwich for a couple minutes before shrugging and taking another bite.

"Mmmmm." A sudden snap of a twig alerted Jay. He whirled around as the wolves pulled away from their meals and looked off into the same direction.

"Whof ther?" Jay swallowed the bite and grimaced.

"Who would dare interrupt my tasty and unlikely meal?" He got up, put the sandwich down and dusted off his pants. "Well?"

After some more shifting the perpetrators stepped out of the bushes and into the clearing. It was the two Manticores that had accompanied him. Though they seemed different than before.

Upon seeing this Jay clapped his hands and shot them a goofy smile. "Ah, it's just you two." He stopped and lowered an eyebrow. "You guys didn't sneak off and make me an uncle did ja'?"

They continued to stare forward, unresponsive as two mannequins in a clothes shop.

Jay quirked an eyebrow. "Riiiiight, well if you guys want something I still have some fish in there somewhere.... wait where the hell did I get fish?"

As Jay turned around to rummage through his basket a sudden weight tackled him. Jay let out a shout in surprise, the wolves instantly springing to action and darting forward. Two of them moved to take the weight off of his back but were destroyed by the swipe of a mighty paw. Shattered twigs and splinters sprinkled everywhere. The other two wolves backed off, whimpering softly.

"Ricky Spanish do something!" Jay managed to grunt out to the bear. With no response Jay got frustrated and managed to shake the weight off. Turning around he realized that it was one of the Manticores themselves, its eyes glowing an eerie yellow. A quick look at the bear confirmed his belief that it to had yellow eyes.

Jays look of shock soon twisted into anger. "Y-You.... YOU ARE GOING TO PAY FOR THIS!"

Before the Manticore could react he grabbed its mane and twisted his hands, locking them in the fur. With a growl he sent a knee into the Manticores muzzle, stunning it. He then planted both feet firmly into the ground and used all of his strength to sling the Manticore over his shoulder and slam it into the ground.

Before it could break free, he regained his footing by shifting he weight and flinging it over again. As it slammed into the ground with a sickening thud, he pulled it up and sent a headbutt into the Manticores snout. The four-hundred pound creature let out a whimper as Jay let go, letting it drop to the ground. It swayed around for a brief moment before falling over.

The bear and other Manticore which had been somewhat cautious and avoided engaging during this, but they steeled themselves and rushed forward. Jay turned towards them with a crazed look on his face that screamed 'Lester the Molester'. He jumped back from the blind swipe the bear had sent out, just barely missing out on being minced meat.

The bear, still off balance from the weight of the first swing sent out another. This time Jay was barely hit, just being grazed. Digging his feet into the ground for more power, he rocketed forward. Sending the top of his head into the bears gut forming some sort of ineffective headbutt. Oddly enough the bear doubled over, giving Jay enough time to dodge the Manticores pounce.

He went straight into the air, going a good six feet off the ground. Firmly pushing his legs together and bending his legs to expose his knees, he drove his full-weight down. Sending it crashing into the Manticores head. He hopped off as the beast let out a mewl, tiny newly hatched birds circling around its head as its eyes danced around in a funny way. Jay used this moment to finish it off with a haymaker to the face.

He growled at the unconscious body and turned his attention back to the bear. Which was gone.....

"What the..." he was suddenly tackled from the side by a brown blur.

Jay struggled to keep the snapping timber wolf jaws away from his face. His hands kept fumbling and slipping away as the wolf lunged forward with every snap. Letting out a frustrated cry, Jay rolled his back and tucked his legs under the wolfs stomach. He bought them in tight and launched them forward into its gut, moving in a cradle-like motion he sent the wolf off and into the distance.

He rolled backwards and hopped up, now standing again.

What seemed like hundreds of yellow eyes surrounded him. In the sky, in the bushes, in the trees. They all leered down at him an that's when Jay knew he wasn't going to win.

Suddenly a slow clap got his attention. With a look of confusion he turned away from the eyes and turned his attention to the source of clapping. A reptilian creature stepped out of the shadows and made a motion as if it were tipping a hat. It also winked which made him extremely angry for some un-explicable reason.

Jay took a step forward to let some more anger loose on the newcomer but the yellow eyes all around him moved forward in unison. The reptilian tsked and wagged a finger at him.

"Ah,ah,ah you may be able to take on a couple of em'. But you an' ah both know you can't take on an army." The reptilian crossed his arms. "Names Gator Rudge. But you may call me Grudge."

"Hah, hah..." Jay said through gritted teeth. "What do you want so much that you would go and ruin a perfectly good picnic?"

Grudge clapped his hands together excitedly. "Your title of course!"

Jay raised an eyebrow slowly and questioningly.

"Oh don't give me that look, you know' Alpha? Dominant male? The King of Everfree?" Grudge cracked a toothy smile. "Ah wanna be the new alpha male."

Jay took a step forward with a growl and was stopped again by the eerie simultaneous movement of the yellow eyes creatures.

"Welp." Grudge said taking a hold of Jays sandwhich. "Waddya' have to say about that matter?" he asked taking a big, slobbery bite.

Jay shot a glance at the eyes all around him and looked back at Grudge. "How are you doing that?" he asked, standing down for the time being.

"Hmmm? Oh, the mind control? All of my kind can do it in different ways, some in anger, others in lust, mine is pure fear brother'. Which is strange because you've been staring in my eyes for the past three minutes and you're not even close to falling under. You don't think ah'm scary?"

Jays smile grew wider. "Not at all."

Grudge chuckled. "Heh, you're funny. Maybe ah'll have that beaten outta ya."

"No you won't." Jay said smugly.

"And why's that." Grudge lumbered over to Jay, standing a good two feet over him. "Why.is.that?" he poked his chest with every word.

"Because I have an very elaborate and whimsical pl- POCKET SAND!" Jay threw sand into Grudge's eyes causing him to shout in a mixture of pain and surprise.

Jay sprinted off into the woods as the yellow eyes just stood there blankly awaiting orders from their master.

A faint 'King of the Hill saves me again!' could be heard as Jay disappeared into the distance.

The glamour of the treasury made it very easy for Trixie to break away form the story but that didn't go without saying she hadn't been invested.

By the time Jay had finished his story various items from the chest were littered everywhere. Robes, swords, shields, staffs, amulets, and more. And he was STILL digging through the chest.

"Uhm, Trixie is running on a schedule here, you know family to save, creature to fight?" She said in such a snappy way it made Jay briefly pause.

"Yeah, well magic chest. Got it right off the big girl herself." Jay grunted as he threw out a pair of giant scissors.

Trixie ducked as they sailed over her head, before perking up suddenly in realization."Big gir- wait you don't mean."

"Ceeeelestia the goddess of the sun, briefly the moon and immortal god who has fought in like tons of wars? Nah, I mean her under-guard who had been on duty that night. She was asleep. They put up a fight though."

"Mhm... Trixie made a mental note of that as she watched him with a little more caution.

"AH! Here it is!" Jay pulled out a brown leather book. It wasn't long after he held it that the front cover grew a mouth and a pair of gnarly teeth, it growled and snapped at him. A couple times even nearly slipping out of his hands, the whole time it tried to rip off his face off Jay just flashed it an amused smile.

Trixie flinched away though as it came centimeters from his face, chomping its jaws down and barely grazing his nose. Jay held the book out at arms length as it began to writhe in his grip.

Then the growling slowly turned into a heavy panting. The book seemed to slump in his grip, a velvet bookmark hanging out of the unlikely maw as some sort of pseudo tongue.

"Knew you would tucker yourself out." he said flicking the top of the books bind.

A small yip was the only response.

"Oh, go ahead and speak up. You and I both know better."

The book growled softly, making more of a "Grrr" sound than anything.

Trixie was beginning to think this guy was crazier than he looked.

"If you speak up I'll get you some more of them frosted, donut holes you like."

"Grrrr... I hate you." The book squeaked in a voice so high pitched it made the breezies sound intimidating.

Trixie's eyes widened. She hadn't realized it earlier but she had read about that book. It was a book of forbidden knowledge, rumored too hold the arts of dark magic, hexes banned from all around and the secrets to ultimate power. It was said to topple whole civilizations, defeat whole armies, put beggers into the thrones of rulers.

"What do you want this time you slobbering maniac." It spat at Jay.

"Hey! Keep talking too me like that and I'll use you as a coaster again!"

The book began to visibly sweat(?). "N-No that's fine, just tell me what you need."

Trixie debated interfering but decided against it. Her interest keeping her from doing so.

"A couple' of months ago I asked you on how to take down a lizardman."

"You and your feuds....you know I was literally one of the most powerful things Celestia and Luna owned. Whenever there was a war, who did they consult? Me. Whenever a dragon attacked a town, who did they come running too? Me. And what do you ask me for? If you can fight this or that or if anime harems actually exist!"

"Tch, we both know I ask important stuff too...."

The book made some sort of strange sound like someone rewinding a tape. When it opened its mouth the voice was not its own but rather Jays. "Yo' How many licks does it take to reach the center of a tootsie pop."

A visible sigh rushed out.

The next voice was the books own. "One if you do it right...."

Jay tugged at his collar and shot a glance back at Trixie who gave him an amused look. "Yes well, we're kinda cut for time here, get on with it." He said wagging his hand.

"Yes, well..." The book started. "Last time you asked, I told you, you needed a unicorn that was at least somewhat good with magic."

"Ahem." Jay gestured over to Trixie who quirked an eyebrow.

"Ah didn't see you there ma'm. Anyway, a lizardman has nearly impenetrable skin. But if she was to use a certain spell called the 'Traiciens in the arma' spell she could make his skin as soft as a newborn kitten. It's a really simple spell to learn really..."

Jay went to say something but was stopped by an unknown sound. He listened intently, just like the wolves had been earlier. With wide eyes and an attentive look he stared off into the distance.

"Uhm?" Trixie started but he stuck up a finger and shushed her.

Jay slowly slid out of the trance he had been in. Turning to face Trixie with a crooked smile.

"Sooooo.... good news and bad news. Good news they found his hideout and where the family is.... bad news is it's an hour walk and we got thirty minutes before he decides to eat them..."

"If someone hadn't wasted Trixie's time she would've found them in twenty...."

"Relax! I got this." Jay tossed the book at her. She instinctively caught it with her magic, nearly dropping it as she realized that she was in possession of a very powerful tool.

A tool that let out a long sigh of relief. "Ah, it's sooo good to be out of those sweaty hands and feel the warm embrace of magic again..." It purred.

"Jay, you better tell Trixie that you have a way too reach that family ASAP." Trixie growled.

Jay scratched his head. "Of course I do....."

She stared him down with a look of impatience.

"Look, I think I've got a way."

Her eyelids dropped lower.

"OK! Jeez I got a fifty/fifty deal kinda going on. Depends if I can use it."

"Jay..." Trixie started.

"Book!" Jay called out, already scaling his way up the side of the pit. "Teach Trixie that spell I"ma get the Orb ready!"

Trixie turned to look at the book as it gave the impression of staring at her. "Orb...?" Trixie asked raising an eyebrow.

"You'll see in a few...." The book began. "Now focus on me. Let's begin, the sooner the more doughnut holes are in it for me....."

Jay burst through the door and skid to a stop. Without even paying tribute to his destroyed possessions he sprinted over to the fence. Stopping just before he crashed into it he peered out at the waterfall and formed a square with his fingers, he hummed to himself quietly as he peeked out from behind them. With a nod of his head he backed up slowly.

Upon reaching the other side of the room he sprinted forward as fast as he could. Just as he reached the fence he hopped up and planted his foot on the top of it, with a grunt he pushed off of it. He shot straight through the waterfall, bursting forth with an explosion of foamy water and gripped onto the rocky wall behind it, holding his spot for a second and shaking some water off.

He looked up and began to scale the wall, managing to stay clinging to the surface despite the water. The smell of sulfur and heavy water began to permeate his nose as he continued his trek.

The sound of roaring water growing even louder than the already deafening power it held as he approached the head of the waterfall.

Stopping a good couple feet away from the head of the waterfall he reached up and gripped onto a ledge. The ledge lead into a narrow tunnel that had a beam of light illuminating a flimsy ladder at the end of it he pulled himself into the tunnel with ease and navigated it with even less effort.

As he reached the ladder he shielded his eyes with one hand and looked up. The light of an unknown object flooded down a distant charming sound that sounded like wind chimes being blown gently humming down. A narrow hole stretched so far down that the light was something akin to viewing the sun from far away, with just enough room for the ladder and himself to climb it it would be kind of challenging.

He stepped on the first rung of the ladder and pulled himself up. He climbed the ladder with ease, clearing it in six minutes without any hindrance.

He pulled himself into a fundamentally different setting. A large, stark white brick room. The room was a perfect, uninterrupted three hundred and sixty degrees. The roof which was painted like a sunny day with tons of clouds in the sky, was low enough for him to reach without a problem. The light which revealed itself to be a giant orb, which gave off the same aura as a unicorns spell, chimed and hummed softly in the room. Jay stared up at it for a second before scratching his head.

"Let's see if I remember how to use this thing..." he muttered reaching up and tapping it once. As soon as his finger made contact the orb seemed to expand itself, the soft chimes and hums briefly turning into a deafening drone.

He pulled his finger away. He quirked an eyebrow before shoving both hands into the Orb. They instantly sunk in, the Orbs surface offering no resistance. What felt like multiple cats purring began to trickle up Jays arms as the Orb droned on and on. Suddenly he was yanked forward. Pretty soon he went from just his fore-arms in to all the way to his shoulders.

His shoes squeaked and skidded across the smooth ground as he struggled against the Orbs grasp. A brief look of panic flashed on his face before being replaced by determination. Placing one foot behind the other he steeled himself.

Giving it all he yanked backwards. With a plop the Orb released its hold of him, Jay instantly toppling over himself and crashing into the ground.

Picking himself up and playing it off like it never happened he smiled at his balled up hands. Opening them gingerly he revealed smaller, glowing orbs. Each one humming softly they gave off a symphony of soft noise that melted into an angelic kind of music. He picked one up in between his fingers and examined it.

"Sweet..." he muttered, quite obviously satisfied with himself.

"WHO DARES TO USE THE MAGICAL ORB OF ZOA!?" A husky, older female voice boomed.

Jay flinched, nearly dropping the smaller orbs in the process. He turned back to the Orb and stared at it with mild shock. "Well, you've never done that before." he muttered walking up to it.

"THEY WHO DARE TO USE THE ORB MUST GIVE THE PASSWORD!"

Jay scratched his head and looked at the orbs in his hand. "Uhhhh...."

"THE PASSWORD IS NOT Uhhhh!"

"...." Jay looked back and forth silently.

"THIS ORB WILL SELF DETONATE IN THE NEXT TEN SECONDS!"

"Wait!" Jay shouted.

"NINE!"

"Shit!" Jay hissed as he chucked one of the orbs into the ground. A bright light followed by a loud bang engulfed his senses.

"You're really not going to practice?"

"Nope." Trixie simply stated, shoving as many bits as her magic could handle into her satchel. The book hovered around her, switching sides whenever she moved to grab more.

"And why is that?" The book inquired.

"Because you already told Trixie HOW to do the spell, therefore she already knows it."

"Well you're just the little egomaniac aren't you?" The book's demeanor seemed to drop a little. "Look." It started. "Jays kind of a dingus but he's a really good guy. He just wants to free his friends and stop Grudge."

Trixie stopped and quirked an eyebrow at the book. "And?"

The book seem to let out an audible sigh. "Do you know why he waited for a unicorn to show up? Because last time he went to go search for one nobody would help him because they ran at the first sight of him."

"Well understandable since he ATTACKED Trixie!" Trixie suddenly shouted, shoving her snout into the books 'face'.

The book backed up but seemed to relax. "He's been in the Everfree for five-hundred years that's how they get-"

Trixie held up a hoof, a look of curiosity plastered on her face. "Five-hundred years?"

"Well, yeah. Didn't he tell you why he lives here?"

Before Trixie could acquire more information a sudden flash of light and a bang engulfed the room. Shielding her eyes shortly she let out a yelp of surprise as something grabbed her, briefly hearing the book scream something as well. Another bang and flash of light and they were suddenly outside, the serene sound of nocturnal birds and crickets chirping and a stream running somewhere.

Trixie pushed away to find that none other than Jay had been the one holding onto her. Before she could even say anything she was interrupted by a loud boom. The whole forest seemed to shake as the sound thundered throughout the forest, cutting everything off or making them quiet.

The night sky was now lit up brighter than the daytime. Everything from the birds overhead to every blade of grass being visible.

She looked back to see a bright flash peeking over the tree tops in the distance. Birds and all kinds of animals retreating from it as well.

"Wha-"

"YOU IDIOT!" The book shouted. It flew forward hitting Jay on the fore-head with the end of its body. "You forgot to put in the password!?"

Jay rubbed his head and frowned. "No... Well, yes but it was a brief moment of forgetfulness."

"Brief moment of for- I hope you realize your home was just decimated! I knew it, I knew the Orb of Zoa would've been too much for you to handle on your own!" The book flew forward and smacked him again.

Trixie's ears perked up at the word 'Zoa'. She turned back and gave the two bickering a thousand-yard stare. The more she was learning about this 'humane' the stranger and stranger he seemed.

"Well....it's not a total loss. At least you got some portable orbs out of it. How many do you have?" The book hovered around Jays head slowly.

"Uhm... didn't count. I was trying to you know, not be blown to itty, bitty, little bits." Jay rolled the orbs around in his hands before continuing. "I think like four?"

"Waitaminute." Trixie interrupted. Her magic enveloped the orbs and bought them over to her, letting them hover in front of her face so she could study them. "Are these going to help at all?" she demanded.

"Of course!" Jay said with a beaming smile. "Those orbs you got in your han-...hoov- err, aura, are genuine teleportation orbs."

"...."

Jay covered up the silence with a cough and continued. "Well, basically, in laymans terms. These can teleport you anywhere in the world, but the catch is you have to envision it perfectly."

"So these are like an advanced teleportation spell in the waiting..." Trixie murmured. She suddenly stiffened, a sour look overtaking her features. "So what was the point of getting these? We don't even know where our big bad guy is."

"Ah, we don't! But I got something coming in right about...... now."

As if on queue a squawk echoed throughout the air, alerting everybody to a presence in the sky. A brown and white streak zipped by overhead, dropping off a small white piece of paper that floated down, rocking back and forth across the sky.

Jay snatched it when it got close enough and stared at it for a few seconds. "Yes!" he shoved the paper into the orbs light and flashed it at Trixie, revealing that it was a picture of a mossy cave covered by massive brush and thick trees. A dirty, dead path lead into the abyss of the gaping hole staring into the picture.... to the left was one of the wolves holding a painted 'Wish u were here' sign.

"What in-" Before Trixie could continue he walked over, snatched three orbs out of the air and crushed his hands around the last of the orbs, a flash of light overtaking the night.

"Tartarus...." she finished, seeing that they were now in the area that was pictured.

Jay clapped his hands together happily, his smile fully stretched across his face. "I love it when a plan falls together!" he said, putting on the imitation of an older guy.

Trixie moved around in a circle slowly while Jay danced and laughed behind her. The Book could be heard reprimanding him and reminding him that they hadn't even fought yet.

The area was part of the spookier area of the Everfree. All the trees were dead, the brown, dry grass cracked as a gust of strong wind bellowed throughout the night sky, sounding like a ghost moaning. On top of all of this the night sky suddenly seemed considerably darker, almost on the verge of the area being pitch black.

"Alright!" Jay exclaimed snapping her out of her observational trance. "Let's do this." He took his first step toward the cave... and was instantly stopped by a wall of white aura.

He let out a yelp of surprise upon bumping into it. Just as he was startled into backing up, the wall closed and folded around him, forming a transparent cube to act as a holding cell. Out of surprise he dropped to his knees and stared up at Trixie.

The intensity of her magic died down revealing her stoic face. "Trixie can take it from here. She's sorry Jay but you're too strange for this mare to trust."

"Wait!" Jay exclaimed as he began to pound against the cubes surface. "You need me! Listen to me!" The cube hovered into the sky then suddenly shot forward, disappearing into the night along with Jay.

"What did you do that for!?" The Book exclaimed.

Trixie produced a file from under her hat and begin to file her hooves. She stared at the book for a second and looked back at her hooves. "You'll be useful." She said, before anything could be done her horn flashed and the Book fell to the ground with a thud. "And Trixie just found out that paralyzation spells do indeed work on books." she said as her aura nabbed the book and slipped it into her satchel.

She turned around and stared at the deep, dark cave before her.

With a heavy sigh she trotted forward, no knowing what she was getting herself into.

Chapter 3: Grudge match.

The night sky teetered back and forth slowly. Rocking like a boat on a stormy night.

Well, at least that's what Jay saw.

"Ohhhh my head..." he grunted sitting up.

Pain racked every cell of his body. A thundering pounding went away in his skull like a jackhammer and his left arm felt funny. One glance down at it revealed that it was considerably lower than his other arm and looked out of place.

"Dislocated.... of course..." Gripping his left fore-arm he pushed in, a mixture of a crunching and snapping sound echoing throughout the air followed by a pained scream.

He looked at his arm and wiggled his fingers. His smile was gone, replaced by a curious look.

"How did I end up here...." he tapped his chin for a few seconds before letting his composure drop, slumping over his own form and staring at the ground. "I remember now."

Trixie towered over him. Green smoke flowing from her nostrils as her piercing red eyes stared down at him. Her hat which was decorated with the skulls of the newborn and painted crimson with the blood of her totally morally right enemies laughed manically, bought to life by the pure evil eminating from her being.

A long tattered cape flowed behind her as one of her six legs pawed at the ground.

"Jayyyy." She hissed, making his skin crawl.

"You're garbage, and you'll always be garbage. You did nothing but show me hospitality and I took it and snuffed it out like the evil, heartless wench I am. Hold on a sec." She took a sip of a red liquid from her goblet of tortured souls.

"I no longer have the need of a meager creature such as you!" He voice boomed throughout the red tinted sky.

Jay gulped and adjusted his priest robes, his very being radiating beauty and passion despite the evil in front of him.

"Now, we can talk this out." He said very reasonably and passively. "Just please. All I want to do is help you!"

"NONSENSE!" The creature roared. "YOU'RE NOTHING TOO ME!"

Suddenly the ground split from underneath Jays feet. A burning light washed over him, the feeling of malice too strong for him. Millions of crimson tentacles shot up and grabbed him, beginning to drag him into the depths of the earth. Trixie began to cackle wickedly.

"I hope you enjoy leather. Cause' you're going to be my bitch!" Trixie taunted.

That was the last thing Jay heard before he was yanked down...

He suddenly straightened up. "That cheeky little horse..." he muttered scratching his head. He looked around at the area around him. Tracing his impact from the massive crater into the ground all the way to the broken treetops on his left. "So I came from that way, huh."

Jay sniffed the air, the smell of burnt grass, brushel and wood still fresh in the area. Turning slightly he sniffed the air again, this time picking up a chlorine like smell and multiple flowers under the smoky smell. Directing his nose the other way he sniffed again, this time the chlorine smell was stronger and coupled with the scent of ozone.

That was Trixie's scent.

And he couldn't pinpoint exactly where she was but she was far....

Jay let out a frustrated groan and shoved his hands in his pockets.

He stood out in the middle of the clearing, a lonely figure for all but thirty seconds before he pulled something out of his pockets. He did it slowly, cautiously, like a kid unwrapping his last piece of candy.

The glow of an orb filled the night sky...

Trixie used her horn to light the way through the cave. It was appreciated... it turned out that there were more twists and turns than the tunnels she had been in earlier. But she knew her efforts were not going to go unrewarded, the sound of a deep laughter echoing throughout the caves and growing louder and louder led her to believe that she had the right way.

After what seemed like at least another hour of trudging through the cave she saw a sky blue light illuminating the end of the tunnel. The gutteral laughter boomed just beyond the light, leaving the owner of the voice anonymous. This was it....

She was right beyond the light.

As she stepped through it was like the whole word transformed around her. The inky black darkness was now replaced by multiple blue crystals, the hue and sudden change in light nearly blinded her. But the laughter was louder than ever now, she bought away her hoof to see ... she didn't know what it was. What could only be described as a lizardman rolling on the ground laughing.

Then she noticed what was happening.

The father of the well-to-dos dressed like a women and walking around in high heels, singing a sapphire shores song with a look of terror plastered on his face. A beefy creature with the head of a jackal sat their and stared him down making sure he wouldn't stop what he was doing. The rest of the family was off in the corner, looking on at the father with a mixture of shame and humor.

The lizardman wiped away a tear from his eye and waved a big, clawed hand in the air. "This is too great! Make him dance to!"

The Jackal creature growled and the father instantly began to bob up and down.

It was by now that one of the timber wolves in the area had noticed her. It stood up and let out a loud howl, catching everything's attention. As if one single being everything in the cave turned to stare directly at her. Their yellow eyes fixated on her.

The lizardman rolled over and looked at Trixie.

Then he began to laugh again. "Bahahahaha! This is the champion you have!? Oh, OH make it stop!"

Trixie glanced at all the creatures as the laughter finally began to die down. The lizardman picked himself up off the ground and lumbered over to her.

Everything that led up to this moment seemed to go obsolete at once. As the lizardman towered over her, she all of a sudden wished she had done things differently and stayed at the rock farm.

"Ah'm Grudge. And you're....."

Trixie glanced at the family in the corner, each one of their eyes pleading and begging for help. With a deep breath she steeled herself and glared at Grudge. "The great and powerful Trixie." she said softly.

"Huh?" Grudge leaned in.

Seemingly out of nowhere pink smoke went up in his face, blinding him. "THE GREAT AND POWERFUL TRIXIE!"

Grudge cursed as he stumbled away from her, holding his eyes and shouting out of anger. "WHAT IS IN THAT SMOKE!?"

"Cayenne pepper!" Trixie exclaimed.

Grudge sent out a blind swipe, which Trixie gracefully dodged. As she landed under him she sent out a powerful blast of magic that caught him under the chin. Grudge let out a roar of pain as his head was whipped back by the sheer power of the beam.

Seeing her chance Trixie slowly traced the beam down his body and focused on the gut. Suddenly it intensified, sending Grudge flying back and into the murky, blue water.

He picked himself out of the water, his yellow eyes burning with ferocity. He stood as if he didn't just take one of her strongest moves to the face. "Ah guess we started...." he growled.

Trixie sneered.

"Ah got this one boys, just sit back and watch!" Grudge yelled out to the audience.

Suddenly he moved forward, crouching on all fours and running across the ground like a.... lizard. Before Trixie could get a spell off he whirled around and caught her in the side with his tail, the force of the swing and his weight was enough to send her through the air and a couple feet away from him.

By the time she hit the ground he was already making his way over again.

Trixie reached into the satchel and threw another smoke bomb, right in front of his eyes again.

Grudge let out a shout of pain and rolled over, exposing his stomach again. Trixie looked at him, and then looked up, a large smooth crystal hung from the surface, dull enough to not stab through him and just crush him. She blasted the crystal, instead of coming loose though the beam bounced off of the surface, and into another crystal, and another, and another, this continued until the beam hit a spectating vulture, which squawked in surprise while the other animals watch apathetically.

Trixie blushed brightly. "Woops."

THWACK.

Her light frame was not enough to withstand a punch from Grudge. She went cartwheeling into the air, stiffly staring forward blankly like some kind of video game character.

She smacked into the ground and skidded across the smooth ground, a digital ringing sound following her.

Managing to focus she caught herself with her magic, using her telekinesis to come to an abrupt stop just inches away from a rockadile who smacked its jaws down hungrily.

She rolled back on to all fours, slightly woozy from both blows she had taken. If the fight kept up like this she would only get a couple more good hits in before she was done with, two more hits and it was over for her. Trixie's legs suddenly gave out. One more hit and she was done. for.

"Awww, wittle pony can't keep up with the big baddie?" Grudge taunted as he sauntered over.

Trixie reached for another smoke bomb but Grudges shadow fell over before she could. Suddenly his hands clamped around her sides and lifted her into the air. He bought her to face to face level and smiled maliciously.

"Ah had a little CRUSH on a girl once." As he said this he began to tighten his grip around Trixies sides. Within seconds he was effectively squeezing all of the air out of her lungs, leaving her gasping and wheezing for precious, precious oxygen. "But ah managed to squeeze it out."

"LAME!"

Before either one of them could react a blur tackled Grudge's face. As the figure which was none other than Jay wrapped himself around Grudges face two growling brown blurs took down the jackal heads guarding the Well-to-do's. Pan and Hex cheered as the mother comforted the father.

Trixie who was just now picking herself up and gathering as much air as her lungs could hold, watched in shock as Jay crawled on top of Grudges back and mounted him using the crystals jutting from his back.

It then dawned on her that he had been the one to grab the orbs earlier, in her haste to get away from the strange creature she had forgotten all about that.

"What are ya' waiting for!?" Jay shouted snapping her out of her thoughts. "Blast him!"

Grudge reached up and got a hold of Jays shoulders. He tried to pry him off with a yank but Jay tightened his hold and managed to hook a foot under one of Grudges crystals.

"Ah'll kill you for this!" Grudge shouted.

Jay shouted something back but Trixie began to focus on Grudges body. She envisioned him standing still and his reptilian skin peeling off like a flexible armor. Upon peeling off a giant needle with a long white string snaking behind it slithered into view. Suddenly the needle rushed forward and pierced the armor, going under and over. Every time it resurfaced she envisioned the armor getting weaker and weaker.

Now she imagined this again except with a light pink aura surrounding each step. She wanted it to happen, she would WILL it to happen.

Back in reality while Grudge and Jay were busy her horn had a spiral of light slowly slide around it. The spiral shot out, twirled around and shot forward. Nothing but a needle thin beam of light heading straight for Grudge.

Just as soon as the unruly gator noticed though the beam connected with his chest. His whole body tensed up instantly. He was at a loss of words, breath or anything really, he couldn't even move.

Jay used this moment to un-mount him, taking a spot next to Trixie.

He shot her a look before returning his attention to Grudge. "We'll discuss it later." he grunted.

Trixie sneered. "Fine with Trixie." she muttered.

"Alrighty, let's finish this." Jay began to walk forward with a cocky smile on his face. He cracked his knuckles slowly, popping each finger with a step.

Suddenly Grudges eyes widened with a growl. All at once, every yellow-eyed wolf, bear, manticore, any creature present in the room at the time all lunged forward. All aimed for Jay.

The strange man let out a yelp of surprise, just barely dodging the clamping jaws of a timber wolf. As he took a step back a group of screeching rhesus monkeys leapt onto him. Their constant shrieking and furry bodies kept him distracted while a bear lumbered over to finish the job.

Trixie went to get the nuisances off of him but a Jackal head dropped down right in front of her. With a mighty roar it bought a big meaty fist towards her skull. She instinctively bought up a magical shield, the useful barrier taking the brunt of the hit instead of her.

While the Jackal head began to pound away at her shield Jay was to busy throwing off screeching rhesus monkeys to notice the bear. Before the bear could do anything though a bright red heel smacked it in the face. The shocked bear looked at the heel then at the one who threw it, Mister Well-to-do.

"Uhhh dad." Pan started.

"Not now honey, remember when we had you and your brother take those classes?"

The bear crouched to all fours.

"The Piano lessons?" Hex asked.

The bear began to charge, already closing the distance between them.

"No, honey the other one!" The Mother yelped.

"Ohhhh!" Pan and Hex simultaneously said.

Just as the bear reached the Father Pan shot forward, she whirled around, packed her legs in tight and sent out a full powered buck to its gut. The bear doubled over with a pained roar.

"Cool!" Hex shouted.

BOOM!

A horde of screeching rhesus monkeys soared through the air as Jay let out a triumphant yell. Following off of the yell he threw his head back and roared.

The roar going unnoticed in all of the commotion would serve its purpose. While the Well-to-do's were currently keeping the other creatures busy no-one had noticed the eight foot spider currently creeping out of a hole in the crystals. It instantaneously targeted Hex, crawling along the wall just out of every bodies sight.

It was over Hex now, the kid close enough to the wall for it to snatch. Its giant, ruby red eyes focused on the kid. As it crept closer to him and crawled over another deep hole in the wall, it's fangs wiggling in anticipation it failed to notice the glowing green eyes peering out at it. A growl warned the spider who stopped and turned to face the hole, its legs ticking against the glassy surface of the crystals.

A lone howl echoed throughout the air. Soon followed by many more, so many that it nearly became deafening.

Uncountable pairs of eyes followed the present pair.

Multiple timber wolves jumped out with snarls and gnashing teeth, taking the spider to the ground.

Within seconds the room was suddenly filled with multiple timber-wolves rushing in from different entrances. Some came from the higher ground, others from the main entrance. Some even popped up from the pond, different creatures of the water held between their teeth.

Trixie peered out from under her shield. Upon witnessing the growing army she huffed. "Trixie is not playing second fiddle." she muttered.

The Jackal-head reared back for another strike. This time as it bought its fists down, Trixie dropped the shield and jumped to the side. The Jackal-head smashed its fist into the ground and gave the air a confused look. Suddenly a purple beam caught it in the side of its face, seizing up every muscle in its body. It fell over like a sack of bricks, hitting the ground with a thud.

Trixie turned and began to fire beams of magic like an automated machine. Taking out creatures of the everfree left and right with a surprising accuracy.

While Trixie, the Well-to-do's and the wolves took care of the others Jay turned his attention back to the still paralyzed Grudge. He sprinted forward, disappearing from his spot, the only trace of him even being their was a gust of wind kicked up.

Just as he closed distance he leapt forward and shot out his foot.

Suddenly he was being flipped through the air. With a grunt he slammed into the ground, seeing that Grudge was now standing over him and held a tight grip around his ankle. Their eyes met, Grudge's burning with a fury and Jays still as coy as ever.

"Ah'ma break those legs, then lets see if you still have all dat spunk in ya'."

Grudge tightened his grip but was suddenly hit in the back of the head by a thick beam of magic. Jay used this chance to kick out the other foot, catching Grudge right in the throat. As the lizard man let go to grab his throat another beam hit him in the back of his head, forcing him to lean over. Jay shot out both legs like a piston straight into his gut.

Grudge keeled over completely. Supporting himself with one arm as Jay rolled back up. Grudge went to swipe at him with his free arm but found it stuck. Shooting a quick glance at it he saw a pink aura holding it in place.

Before Grudge could right himself Jay shuffled forward and sent an uppercut right under his jaw. With a sickening crack Grudges head snapped up, the world spun around him as he fell to the ground. When he hit the floor the residing thud seemed to echo throughout the universe.

Jay moved forward to finish the job.

"Jay." Trixie said in a demanding tone. He looked up to meet her hard gaze. "Don't you think he's had enough...." she muttered.

Jay opened his mouth to say something but was interrupted by a swarm of bats with yellow eyes. They swooped down and shrouded him, eliciting a surprised shout from Jay followed by a couple choice words. Before Trixie could react she was swarmed too, attempting to put up a barrier between he and the tons of furry bodies shrieking at her.

They had gotten to close to her proximity. If she made a barrier she would just trap some inside with her.

The distraction didn't last long anyway as Grudge wrapped his tail around Jays ankle and yanked him down and out of the swarm. Jays head bashed against the floor stunning him for a second while Grudge reached over and grabbed Trixie's cape. Yanking her out of her swarm too he bounded, Trixie in one hand and Jay being dragged by his tail into the water.

Jay and Trixie were instantly submerged underwater. Jay first mistake was gasping for air, instead getting a lungful of water. WHile he choked and panicked Trixie managed to hold her onto her hat and breath and get a glimpse of what was going on.

Grudge who was a surprisingly good swimmer was pulling them to the deeper end of the water, obviously getting ready to drown them both. She tried to focus on a paralyzation spell but Jays thrashing and the increasing depth of the water was distracting her too much. Instead she opted to just blast him in the face instead.

A weak but effective blast connected right with his eyes, causing Grudge to shout out in surprise. Jay in all of his thrashing reached into his pocket and pulled out one of the orbs, he bought it up and bit into it, a light engulfing the water and causing a quite beautiful display as the light bounced off of the crystals.

They were in mid-air again, tumbling down one of the walls of the cave and being thrown back into the fray. As they crashed into a large crystal Grudge lost his grip of them both, each one rolling in a different direction from the other.

As if planned they all crashed into the ground at the same time, only a few feet away from each other but back in the battle.

Jay coughed up sputters of water as he struggled to get up, his grin gone and replaced by a twisted scowl of pain.

Trixie shook the excess water off of her, sending droplets everywhere. By the time she finished Grudge was already up, a wicked smile stretched across his muzzle. "Pathetic..." he growled. Shooting a brief look at Jay he whacked him with his tail, sending Jay into a wall which knocked a bunch of crystals loose.

"Absolutely pathetic, you had me right there. All you had to do was let go of your stupid little morals for ONE SECOND!" Grudge began to breath heavily. "BUT YOU SEEM TO THINK YOU'RE TOO GOOD FOR THAT! YOU AND YOU STUPID LITTLE HORSEY LIFESTYLES MAKE ME SICK!"

Trixie's readied her horn but Grudge lunged forward, right in front of her within a second. The sudden change in advantage caused Trixie to freeze up, leaving her to his mercy.

"Well..... let me tell you something. When you live such a soft lifestyle you ain't ever ready for the hard times..." he growled. His big, scaly hands lifted over above Trixie's head. Splaying out his claws he smiled even wider. Trixie was too paralyzed by fear to do anything, his furious yellow eyes were keeping her in place. Something about them was so terrifying...so hypnotizing.

He bought his claws down.

All of a sudden a large crystal bashed into the back Grudges head sending him reeling forward and missing the swipe by a long shot. This broke Trixie out of her trance, letting her move back and asses the situation. He whirled around and roared but found another crystal the size of his head crashing into his face.

"Oh shut up!" Jay shouted picking up another loose crystal and chucking it.

This time it caught Grudge on the shoulder sending him moving a step backwards.

"People like you and me ain't ever gonna have the easy life again!" Another crystal connected with grudges snout, a sickening crack following its shatter.

"We're not supposed to!" This time a crystal connected with his gut.

"We're supposed to sit back and take it like a bunch of hardasses!" A crystal crashed into his groin, sending him reeling over and gasping for air.

Jay stopped at the foot of his head. Grudge rolled over and pleaded silently. Jay held a crystal the size of his body over his head, staring down at Grudge with a crazed look. "NOT blame others for it!" He bought the crystal down.

Two things happened. First the crystal shattered into billions of pieces but not before practically breaking Grudges face in a million different places.

And second, every yellow-eyed creature in the cave stopped fighting simultaneously. All at once they began to slip from their trances, Jays wolves backing off at the site of this.

The Well-to-do's backed off of the manticore they had been ganging up on.

It then became apparent to Grudge the cave had gone silent. The link had been broken, he no longer could keep up his link with the creatures of the everfree.

Which meant.

Upon opening his eyes albeit slowly and painfully, Grudge nearly messed himself. Jay and Trixie stood over him, Jay 's jester smile still being worn and Trixie's purple eyes staring at him with disdain. Multiple bodies of the creatures were behind them, staring directly at him with a lack of yellow in their eyes.

"Uh.... I spose' it ain't too late to talk it out?" He manged to sputter out.

Before he could react a cockatrice slid into his view and cawed right in his face. Grudge let out a scream but was quickly frozen, engulfed in stone and forever giving a silent scream.

"Well..." Jay said folding his arms. "That was kind of underwhelming." he muttered.

"How so?" Trixie incquired.

"Well I mean we had two whole chapters leading up- Waitaminute. We need to have a chat!"

"WE don't need to do anything. Trixie needs to get the family out of here and to ponyville right now. Celestia knows what else is gonna attack them."

"Nothing. They're good guys really. Just you know, circle of life and all. Speaking of bottom of the food chain, where's Book?"

"Right in my satchel."

"Well give him back." Jay quirked an eyebrow and leaned forward. "Unless you want me too take him by force."

Trixie chuckled softly and flashed him a cocky smile. "We both know that's a fight you're not going to win." She purred.

Jay went to lunge forward but was stopped by the clopping of multiple hooves. Both of them straightening up like a kid caught stealing they turned to face the Well-to-do's.

"That.Was.AWESOME!" Hex shouted.

"Yeah you guys were all like BAM, POW!" Pan pumped her hooves in the air the emphasize.

"Then we got to fight!" Hex began to jump up and down.

"Yeah and we got to hit a bear!" Pan shouted.

"AND YOU!" Both of them shouted pointing at Jay. "You were so cool!" Hex shouted.

"But really stupid." Pan said leaning back.

"You're welcome...." Jay said through gritted teeth.

"Now kids, don't point." The Father said. Both parents trotted over to Jay. "We sincerely thank you for your help Mister...."

"Jay, it's just Jay. I ain't got a last name..... not anymore."

"Hmm?" They both had managed to just barely catch his words.

"Nothing, It's just Jay."

"Well Mister...Jay. Once again thank you for your help."

The parents suddenly turned on Trixie who flinched. "And you...."

"...."

"All those stories you told us were certainly true!" The Mother gushed.

"I must say they were. You handled yourself better than we thought." The Father added. "And to think we doubted your abilities. But you quite obviously let us get caught so you could find the evil-doer right!?"

The two leaned in and gave her a hopeful look.

She looked back at Jay who gave her a knowing smile.

"Y-Yeah. Trixie had to figure out who would dare nab the family under her protection."

"HAHA!" The Father beamed. "Risky move but clever!"

"I knew even with our kids here that they would be fine." The Mother cooed.

"Yes, yes quite."

"Yes, well. Just make sure to pay Trixie extra for her services." Trixie said with a coy smile.

"Oh, we went bankrupt months ago!" The Mother smiled widely. "We just hired you because we needed protection."

Trixie's face went blank as a slate. Her emotionless eyes twitching slightly. "You- you what?"

"Yup, lost everything after the whole Tirek deal. We were actually going to start anew in Ponyville." The Father rubbed the back of his head. "Out kids don't know yet but they never really cared about money just about making friends."

By now Jay was laughing to himself in the back and shoving his middle-finger at her.

"I'm sorry Trixie but we didn't have any other way."

".... You know what, Trixie is strangely okay with this." Trixie said. She shot a glance at Pan and Hex who were dancing around each other while some animals watched. "Trixie doesn't know what it is, but Trixie doesn't feel upset right now." She turned and stared at the petrified Grudge. "Not one bit...."

Jay and Trixie sat under the night sky, glad to finally get some relief from the commotion. They were back in the clearing where it had all began, the Well-to-do's fast asleep and most of the animals back in their rightful places.

The two sat in silence. Trixie sat upright on a log while Jay splayed out across the grassy ground, leaning his head against the log for support. He yawned and stretched out his arms, smacking his lips lightly. A dying fire cackled softly off to the side of them, leaving them with nothing but the sound of their thoughts and the sound of the forest.

"Trixie is sorry for the way she had acted earlier...." Trixie suddenly said breaking the silence.

Jay shifted towards her and gave her a quick look of surprise.

"Didn't know you were the 'sorry' kinda type..." he muttered.

"Yes well... don't get used to this kind of treatment. Trixie didn't know what to think with somepony like you around." Trixie sighed heavily and reached into her satchel. She pulled out the book and stared at him. "There more Trixie figured out about you the more you..."

"Scared ya'?" Jay said shifting towards her. "Freaked you out? Made your fur brown? Yeah, you don't know how often I hear that."

Trixie stayed silent and stared at the book briefly. A quick flash of pink light and she tossed the book on Jays chest.

"Soooo good to be back..." The book cooed. Soon after that the book began to snore.

Jay furrowed his eyebrows. "Dude's gettin' old..." he muttered to himself before putting the book off to the side gently. Jay turned back to the night sky. "We'll head to Ponyville in the morning, ain't too far." he simply said. Trixie looked back up at the sky as well.

"Why... did you come back?" Trixie asked.

Jay stayed silent, staring off into the distance. Suddenly he shifted and faced Trixie again.

"I wanted my forest back of course..."

Trixie let a soft smile grace her lips. "Of course." she repeated. As they both turned back to the night sky they let the unspoken agreement hang in the air like a golden trophy.

They had made a pretty good team back there...

Celestia's throne room....

CRASH!

The roof exploded sending rubble and pale moonlight everywhere. The thundering explosion had been none other than Celestia herself, crashing through the roof full force. Her pristine white fur was now caked in dirt and soot. Multiple burns and brusises racked her body, effectively proving to get the best of her as she couldn't move.

Her golden armor was dented and dirty now, The chest plate and helmet so riddled with holes and openings they were useless and her right leg piece missing.

One of her wings was twisted so that both of them faced to the right now... she was lying on her back. And even if the left wing hadn't been twisted the right one was bent at an angle in several different places.

A shadow washed over her, blocking the moonlight out. Nightmare Moon touched down softly next to Celestia, the only thing indicating she had taken any hits was a single dent in her chest piece.. Without even paying any attention to her she trotted over to the throne with a big, goofy smile on her face.

"This is going to be an amazing ruling place don't you think sister?"

Celestia said nothing, instead opting to stare at the sky blankly.

"Hmph. No answer sister? We thought thee to be the talkative type, you know with all those events you've been hosting and such." Nightmare Moon paused. "Oh my, We seem to be fixing the problem."

Celestia slowly rolled her eyes too look at her.

Nightmare Moon smiled. "Luna finally seems to be accepting us."

Celestia closed her eyes silently, turning her head away from the abomination in front of her.

Nightmare Moon sauntered over to the throne and plopped down on it. A loud boom could be heard outside, jolting Celestia but not getting her to move.

"You're probably thinking about how the Elements have already noticed all the noise or how their castle alerted them to my presence. And about how they're on their way too take care of us. Tartarus you may even be thinking about how all of Equestria is rallying behind them, already ready to help their benevolent ruler." Nightmare Moon looked at the night sky, her smile growing wider.

"But we have bad news for you."

"The army isn't just here."

A hand full of royal guards swarmed around an unconscious Shining Armor and a barely conscious Candance. They stood in the throne room of the crystalline palace, watching with stoic faces as the front doors were pounded on repeatedly. Suddenly the doors flew open, revealing a writhing, black mass.

Multiple shouts of orders filled the room as guards took different places, their spears primed and ready.

"Steady!" a blue crystal guard shouted.

The mass shot forward suddenly, revealing itself to be multiple ravenous changelings.

A collective yell from the guards filled the throne room.

"They're everywhere."

The Ponies and the Buffalo of Appleoosa fired off another row of pies. The incoming griffons clad in blue armor all squawked in surprise as the pies connected with their faces, taking them out of the sky. Braeburn shouted something to the sheriff but before anything could be done Diamond Dogs sprouted up from the ground, grabbing different residents and pulling them into the earth.

"This is a full scale invasion sister."

Ponies in Fillydelphia fled as an army of multiple species marched through the streets. A group of rowdy Minotaurs burst through

"And of course... I took out as much of your help as I could."

"And just how did you get in here?" Discord demanded staring at the ponies in robes all around him. "Nopony, and I mean nopony except for Pinkie Pie have gotten in here before.... and maybe that mailpony." he opened the window of his house to see the mail pony floating right on by, they waved at each other before he returned to them.

"Hmm, something tells me plot device is incoming." Discord muttered stroking his beard.

"It's hopeless Tia. And your precious little elements aren't on their way, they've blocked off the town like a bunch of cowards. Nopony goes in nopony goes out."

Celestia stared forward silently, looking up at the moon. "You can tell them to come out now. I know they're there." she said softly.

Nightmare Moon's eyes widened. "We're surprised you can still talk. Let alone sense somepony else...."

She clapped her hooves twice twirling one in the air shortly after. "As they say 'the jig is uh up' is it? Come on out you two."

A low, throaty chuckle echoed around the room as all of the torches were lit up simultaneously. But it was off, instead of the warm, orange glow taking the room it was taken by a sickly green. The green flames let Celestia's and Nightmare Moon's shadows dance against the throne room walls.

"What in my mothers name..." Celestia tried to get up but instead let out a groan of pain, falling back over and struggling against the ground.

"Oh Tia, two good friends of yours would love too see you."

"Indeed...." A soft, raspy voice spoke. It was old...too old. In fact it was so old Celestia had thought she would never hear it again.

"No..." She mewled softly.

Tirek stepped into the green light, a crooked smile on his withered face. "Celestia. I thought you were above kissing the ground."

Celestia tried to get up again, this time glaring at Tirek the whole time. The withered demon watched her silently with amusement. Finally Celestia gave up collapsing again.

She let out a heavy breath as what was really happening set in on her.

"It's not over yeeet~!" Nightmare Moon sung.

"No it isn't." Celestia perked up at the voice, her eyes widening ever further.

"In fact my children and I are just getting started." Chrysalis said with a flip of her mossy, green mane. She trotted into Celestia's view and gave her a beaming smile.

Celestia's breath hitched, if these guys were free just because of Nightmare Moon who knew what else she had done.

"H-How... The Elements beat all of you." Celestia managed to get out.

"Well..." Nightmare Moon started. "It's a really long story, one that involves a lot of planning."

"W-Why would you all join forces, you each want very different things! Tirek and Chrysalis cannot co-exist, without love there is no magic! There would be nothing for you Tirek!"

"Oh whatever!" Chrysalis said flippantly. "He's going to be good enough as it is."

Celestia gave them a confused look.

Chrysalis smiled maliciously. "We've got a master plan! And it is soooo wonderous!"

"And Tia, oh Tia, we're afraid we cannot let you know that plan as it is a secret after all. But uh, we'll let you in on phase one."

Suddenly a sharp pain overtook Celestia's body. It was so sudden and powerful that it nullified all the other pains in her body. The sun-goddess let out a long shriek as every cell of her body was wracked with pain.

Tirek stood just a few feet away from her. His mouth wide open and sucking in her magic eagerly. Suddenly the magic disappeared, leaving Celestia's limp body to drop. The goddess was silent, too silent for Nightmare Moon's liking.

The nightmare froze. "Is she..."

Chrysalis felt around Celestia's neck for a second then stood back up. "She's alive....unfortunately."

A smile cracked on Nightmare Moons face. "Good, don't want her gone too early now. We still need her."

Tirek who was considerably bigger and beefier now clenched his fists with a growl. "This isn't enough!" he shouted.

"Patience Tirek, you'll have a lot more coming your way. Once our plan takes off and it WILL. You'll have as much magic as you want and Chrysalis will have as much love as she wants."

"But I want more now!" Tirek growled.

Nightmare Moon glared at him. Tirek froze in his spot, his face contorting in pain. "A-A-ALRIGHT!" he shouted. Chrysalis watched as Nightmare Moon let him go from whatever influence she had on him, Tirek dropping to the ground with a thud and pained breathing.

"Go out and join your brothers for now. The plan will not be set in motion until tomorrow morning."

Tirek all to eager to get out of their teleported off somewhere. Chrysalis stared at Nightmare Moon before speaking. "What did you do to him?" she asked cocking an eyebrow.

"Just a little insurance to make sure he didn't turn on us Chrysalis." Nightmare Moon turned and looked at the moon.

Chrysalis's eyes narrowed. "What kind of insurance?" she asked suspiciously.

"Don't worry about it, you have your children to stay. Tirek has nothing but promises to go on and he oh so loves to break promises. Worry not, for we have no plan to use the insurance on you."

"Mhm..." Chrysalis hmphed. "You're still going to raise the sun for these.... ponies." She said the last word with so much disdain it sounded toxic.

"Obviously." Nightmare Moon simply stated.

"But why? I thought you wanted eternal night so the ponies could love you."

Nightmare Moon turned away from the night sky and stared down at the ground. "While it's true that we desired to be loved for the ongest time we are no longer eager for their love. For now we desire something else, something that no amount of fear could ever give us."

"And what is that?"

"Companionship.... We do want love but we want love from a reputable source."

The words hung heavy on the air as Chrysalis let them sink in. She stared at the unconscious Celestia one more time before slinking off into the shadows.

Nightmare Moon looked back up at the moon. She let the moonlight bathe over her as she smiled maliciously. "And companionship we shall obtain."