Millennium Wake: Part 1

Chapters

Chapter 1
Chapter 2
Chapter 3
Chapter 4
Chapter 5
Chapter 6
Chapter 7
Chapter 8
Chapter 9
Chapter 10
Chapter 11
Chapter 12
Chapter 13
Chapter 14
Chapter 15
Chapter 16
Chapter 17
Chapter 18
Chapter 19
Chapter 20 (Slightly Altered)
Chapter 21
Chapter 22
Chapter 23
Chapter 24
Chapter 25

Chapter 1

The Everfree Forest holds many dark and twisting ways. Ponies fear what lurks in that darkness, and rightfully so. That patch of foreign malice in the middle of Equestria is like a blatant, evil laugh in the face of all reason and reality. As anypony could tell you, the weather there acted on its own. Animals, namely the monsters that called the place home, ran rampant and free of any need of pony care. Even the plants grew haphazardly and out of control. Gnarled trees that were far older than Equestria itself soared to claw at the sky and silently promised that they would be there long after the pony nation had passed away.

In short, it was not a happy place. It was definitely not a place anypony with half a lick of horse sense would want to be caught in. Thus, it was the perfect place to hide a secret.

They had thought that nopony would ever expect to find her there, and they were right. Besides, even if somepony had thought to look for the most valuable magical anomaly in Equestrian history in The Everfree Forest, the very thought of such a place surely would’ve deterred them.

There was no need for Royal Guardponies to patrol the perimeter. No, only the Forest itself and a few paranoia-induced safety spells closely surrounding the secret kept the place safe and free from prying eyes. No pegasi, or any other sane sentient creature, dared fly this far over the Forest. Even if they had, the illusory charms would cause the clearing in which the secret resided to appear as nothing more than another patch of dark canopy indistinguishable from the rest of the trees.

And if all else failed, there was the Guardian, who had been there and refused to leave since day one. Even the creatures of the Forest feared the Guardian, and he never let a single pair of menacing eyes so much as casually glance at the secret—his secret, his treasure—without tearing them to shreds and burning the shreds into ash. But, though the guarding spells persisted, even the Guardian himself could not endure the tides of time that eventually claimed all but the sleeping secret.

Of course, the secret herself knew none of this. No, all she knew was that when she finally awoke, she was very, very confused. Not long after, she would find that she was all alone in a world she didn’t belong in.

. . .

Rarity stretched and yawned, relishing the soft cushions of her bed. Wait, her bed? But hadn’t she just been…Oh, how thoughtful! Twilight must have moved her here after that enchanted apple sleeping aide worked its magic. And what magic it had been. The spell had worked right away, and the white unicorn must have fallen asleep right then and there on her hooves. Now that she thought about it, the last thing the fashionista remembered was taking a bite of the apple and watching Twilight’s surprised face as the ground rushed up to meet her.

Rarity hadn’t felt this rested in ages; she’d simply have to thank her magical friend and ask for more of those apples. There was no way the dedicated dressmaker, as much as she needed to stay up late when the job required it, was going to let insomnia keep her up when the job did not.

Rarity, realizing something, felt about with her hind hooves. Opalescence was usually snuggly asleep at the end of her bed in the early mornings when the unicorn awoke. If she wasn’t, then that could only mean…Oh, don’t tell her she’d overslept?! How strong had that enchanted apple been, anyhow? Maybe Rarity would have to give Twilight a scolding instead of a thank-you. How long had she been asleep, anyway?

Rarity opened her eyes and turned to the side to face her bedside clock. There was nothing there, nothing but darkness. The early morning light should’ve been streaming through her curtains by now to illuminate at least that much space, but as she looked around the white unicorn couldn’t see anything but the oppressive, encroaching blackness.

Don’t tell her it was night! She couldn’t have slept all day and then into the next night, could she?! Wait, maybe she hadn’t…Yes, that had to be it. The sleeping aide, instead of working too well, must have worked half as well as Twilight had thought it would. Instead of helping Rarity sleep through the night, the enchanted apple must have only made her sleep through half of it, or something in between the evening she ate the apple and the next morning. It could be anywhere between ten-o’-clock at night or five in the morning.

Rarity breathed a sigh of relief. Her insomnia problem might not have been cured, but at least she hadn’t slept the day away. She tried to close her eyes again and slip back into the welcome slumber for as many hours as she had left of the night, but try as she might the loss of consciousness wouldn’t come. The white unicorn felt restless, like she had slept enough for the rest of her life.

Well, that was insomnia for you, the fashionista supposed. It looked like it would be another long night of waiting sleeplessly in her bed, staring up at the ceiling she couldn’t see, until Celestia raised the Sun at long last to start the day.

But if it was still nighttime, then why wasn’t Opal purring contentedly at the edge of her bed? Rarity, a twinge of fear blossoming in her stomach, lifted herself up into a sitting position and swung her hind legs off the side of her bed…or she would have if she hadn’t bumped her head against something in the dark.

Cursing under her breath and then cursing herself for cursing, as it was a very unladylike thing to do, Rarity cautiously reached a front hoof forward to touch whatever she had hit her head on. It was cold, but made a slight, clear ringing sound when she touched it. Rarity’s fur stood up on end as she hastily withdrew her hoof, seeing crackles of magic dance along her foreleg. Sniffing the air confirmed it; whatever was there in the dark above her was magically charged.

But what could it be? Rarity wasn’t quite so scared now as simply curious; the only explanation she could think of was that Twilight had cast some sort of spell over her bed. Why her magical friend would do such a thing, though, was beyond the white unicorn. What purpose could a magical barrier around her bed serve? Why would Twilight cast such an enchantment?

Enchantment or not, Rarity quickly came to the conclusion that whatever this thing was wouldn’t stand in the way of her finding her beloved cat, wherever she had scampered off to. It wasn’t like Opal to stray from Rarity’s side at slumber, and the idea that something had caused her to do so sent unwelcome chills of worry down the white unicorn’s spine.

Rarity concentrated and her horn sparked, flashed, and then burst into a strong glow. Now she would get to the bottom of whatever was keeping her constrained to her bed, and hopefully shed some light—no pun intended—on whatever had happened to Opal.

But before the white unicorn could even get a look at anything with her light spell to cut through the darkness, the world reversed and exploded into blinding light that obscured everything. Rarity cried out in pain and hid her eyes, the burning sensation of the bright burst still hammering away at her sight. The flash lasted for less than a second, and Rarity hesitantly peeked out from behind her hooves after the afterglow of the blast had finished causing spots to dance behind her eyelids.

Rarity found herself in the midst of a clearing in a dark forest, sunlight shining down from above to cut swathes in the shadows that played about the edges of the tree line. There were flowers growing all around the glen, and the bright green grass swayed in the slight summer breeze.

Rarity looked around in utter confusion. It went without saying that this wasn’t her room, but what dumbfounded the usually clever unicorn was why in Equestria she was outside in the first place. And why had it been dark just seconds ago when now it was clearly day? Had she slept until morning after all? If so, that was good news for her insomnia and gratitude due Twilight after all. But what was she doing outside?!

Rarity snorted, thinking that this was probably a certain pegasus’ idea of a joke.

“Very mature, Rainbow Dash,” Rarity chuckled despite herself. She’d have to retaliate of course, but that’s where the fun came in. Just because Rarity was a lady didn’t mean she wasn’t allowed to partake in some good-natured vengeance.

The white unicorn swung her legs over the side of the bed, too late realizing that she’d simply hit the magical barrier. Only that didn’t happen. The barrier must have disappeared during that flash of light. Rarity realized just as quickly that Twilight must have cast the spell over her bed to make it seem dark inside the barrier, so that she would remain asleep even without dawn’s first rays creeping over the horizon. Rarity would certainly sleep through anything without her alarm clock or the morning’s light to wake her.

“Shame on you, Twilight,” Rarity huffed. “I didn’t take you for a prankster. You must have let Rainbow goad you into her silly plan. Then again, maybe that means you’ll be willing to help me get a little payback.”

At least that solved the mystery. The sleeping aide had worked, and may have even been a part of the prank all along, the other ponies prying off of Rarity’s recent insomnia to work some mischief. After falling right to sleep in the middle of Twilight’s library, the lavender unicorn and their cyan pegasus friend must have levitated her to her bed and then taken that out in the woods somewhere near the edge of town. The barrier would ensure that Rarity wouldn’t wake up until who knew when, and her friends would all have a good laugh when she grumblingly trotted back into town with her mane all in a frizz.

It would work, too. Rarity would be in a bad mood for weeks if she had to walk though Ponyville without being able to go through her morning preparations. The white unicorn sighed. Oh, well. That would just make her revenge twice as sweet when the time came. Maybe she could even recruit Rainbow Dash to help her get back at Twilight after she had gotten Twilight to help her get back at Rainbow Dash.

Sighing exasperatedly as she got to her feet, the fashionista turned to survey her surroundings more fully, and screamed.

Rarity backed away at a breakneck pace from the…thing…grinning evilly in front of her, leering at her with its jagged black teeth. Rarity turned to run, but came face to face with the back of the creature, where its massive spiked tail slid underhoof to trip her up and send the white unicorn tumbling on the grass.

Rarity cowered into a ball, knowing there was no way she could outrun the monster now. What had her friends been thinking?! She had thought they hid her bed in the outskirts of Whitetail Wood, not in the Everfree Forest!

“Please, don’t eat me!” Rarity shrieked, hooves covering her head.

She waited for the inevitable CHOMP of the monster’s teeth ripping into her flesh.

But it never came.

Rarity opened one eye in surprise, looking back at the beast, seeing it grinning at her all over again. The white unicorn shrieked once more, but the creature didn’t so much as flinch.

What?

Rarity hesitantly rose to her hooves, and even more hesitantly trotted up to the monster, noticing a very key detail as she did so.

The thing was dead, and had been for a while. The monster, though a massive creature with terrible claws and teeth and horns and spines and wings and a tail was now nothing more than a rotting skeleton. The thing, which Rarity realized must have been a dragon in life, stared back at her with its empty eyes.

Okay, THAT was too far. Putting the dead skeleton of a DRAGON around her bed in the middle of The Everfree Forest?! Where had her friends even FOUND a dragon skeleton? And what if Spike learned of this? How could the baby dragon live knowing his best friends had handled the remains of his own kind for kicks?

Well, he couldn’t, and Rarity knew for a fact that Twilight would never dream of even trying. Neither would the other ponies. That had to mean that this was not their doing…

That twinge of fear in Rarity’s stomach from earlier grew into the beginnings of a panic. The last thing she remembered was taking a bite of the enchanted apple Twilight had offered her after she had come to the lavender unicorn’s library seeking a sleeping aide. Now she was in The Everfree Forest, who knew how deep within, facing a dragon skeleton. And her friends had nothing to do with this.

Something was very, very wrong.

“What’s going on?!” Rarity whispered fretfully to herself as she turned in place, looking for any sign of where to go from here. If there was one thing she did know, it was that she couldn’t stay in The Everfree Forest.

“Rarity!”

The white unicorn whirled about, facing her bed once more. Though, now that she was actually looking at it, Rarity could see that it was definitely NOT her bed. It looked more like a…coffin. Richly enameled black wood topped with white sheets and a pillow with no covering but what must have once been the now dissipated barrier.

There was a golden plaque adorning this side of the coffin. Rarity trotted up and squinted her eyes to read it, but jumped back when a green light burst into being in front of her, obscuring the plaque entirely. Rarity gasped in surprise, for what she saw before her now was a completely green version of…Twilight?

“Good morning, Rarity!” the green Twilight announced cheerily. “We’re so happy you finally woke up!”

“Wha—” Rarity tried to say.

“Please do not attempt to communicate with me, as what you see before you is nothing more than a magical recording. I left it for when you woke up,” the green Twilight went on as if Rarity wasn’t even there. “We didn’t know how long you would be asleep. We tried everything to wake you, but nothing worked. I’m so sorry this had to happen to you; I had no idea that apple I gave you had an enchantment this strong on it. That’s what puzzles me. I know for a fact that not even my magic is strong enough to put a pony to sleep for this long.”

What was she talking about? How long had Rarity been asleep?! As the white unicorn looked closer, she did indeed see that this false image of Twilight looked…older?!

“After a while, we realized that we couldn’t wake you with simple spells and potions,” the recording carried on. “And the magical community at Canterlot was starting to ask questions. I realized that this incident could very well be the next big magical anomaly. This would make you very valuable research material, and none of us wanted to wake up one morning to find that you had been stolen from us by some unscrupulous thieves wanting to sell your sleeping self to the highest bidder.”

Was that a grey streak Rarity saw in Twilight’s mane? Were those…wrinkles?!

“So we hid you deep in The Everfree Forest,” the not-Twilight continued. “Where nopony would think to look or dare to go. Don’t worry; I made sure to put up the highest grade of magical defenses I could. These same spells will protect you on your way out of the Forest and lead the way back to Ponyville, but they shouldn’t really be necessary anyway. Spike here insisted on staying to watch over you just in case.”

SPIKE?!?!?!?!?!?!?!

That…that dragon…the little baby purple-and-green bundle of joy…Twilight’s number one assistant…the skull…the skeleton…no, no it couldn’t be—

“We all look forward to your return to Ponyville,” the recording finished. “We’ve been waiting for this day for some time, as you can imagine. Thankfully, we all found jobs close to home, so you shouldn’t have to worry about it being hard to find one of us. See you soon!”

The green Twilight winked out leaving Rarity alone with…with…

“Spike!” Rarity burst into tears, falling on the dragon’s skull. “NO! THIS-THIS CAN’T BE! THIS CAN’T BE HAPPENING!”

How long had she been asleep?! How long that even a dragon hadn’t lived long enough to see her wake?! And why didn’t she feel or look a moment older then when she’d been in Twilight’s library who knew how long ago?! How could she have slept through the entirety of what must have been her friends’ lives?! Through all of Spike the long-lived dragon’s life?! How could she have been blissfully unconscious without even dreams to disturb her when everypony she had ever known and loved had long since turned to dust or bone?

Rarity sobbed for Spike, for her friends, for her family, for all she had lost for she didn’t know how long. Her tears stained the yellowed bones of the dragon who had once loved her, had loved her enough to stay by her side to even past his own dying day. They trickled down the cracks in his skull, into his empty eye sockets, and down his blackened fangs.

Click.

Rarity lifted her head at the sound, tears still streaming down her face. Not really caring anymore whether it was a horrible monster come to eat her, whether the safety spells had long since decayed away with Spike’s flesh, Rarity saw instead the little golden plaque she hadn’t gotten to read earlier.

“Here sleeps Rarity,” she read through her tears. “The most generous pony in Equestria. A true friend, daughter, and sister. We eagerly await the day she awakes and returns to us all.”

Below that was a row of numbers on wheels, with the caption “Has slept for this long.”

Rarity, hardly daring to look, read how long she had been lost to the world, ignored by time itself.

1,000 YEARS.

. . .

One.

Thousand.

Years.

Not even a dragon could live that long. And she, Rarity, the most mortal of ponies, had slept away a millennium like it was the bat of an eyelash.

Rarity didn’t know how long she contemplated this fact, legs drawn in close as she curled into a ball. Didn’t know how long she was a prisoner to her own mind as visions of her friends and family growing old and turning to dust danced behind her eyelids.

What she did know was that when she finally broke free of her mental prison, forcing her way through the chains of loss and despair and incredulity, it was brighter in the sky. The Sun was almost directly overhead, meaning it was almost noon. Hadn’t it been morning when she woke up? Rarity couldn’t remember.

The white unicorn turned to face all that was left of Spike one last time. A single tear traced her cheek, the last bit of crying she had left in her.

Just…how…could this happen?

Rarity didn’t blame Twilight. The white unicorn believed her magical friend when she said that even she couldn’t have cast an enchantment that powerful. But then…what had? Rarity was a unicorn, yes, but she was a dressmaker, an artist; she didn’t keep track of magical learning and whatnot beyond her schooling years. She was just as likely to beat Rainbow Dash in a race as she was to know something about magic that Twilight didn’t know…

…Or she would have been, if either of them were…alive…

Rarity started to sniff again. No. There was no time for that now. Later, yes, definitely, but safety spells or not, she did not want to be stuck out here in The Everfree Forest at night.

Swallowing her tears and hardening her resolve not to cry about this, not now, Rarity stepped out of the peacefully lit clearing and into the darkness of The Everfree Forest. Leaving Spike behind, as well as the coffin where she had slept a thousand years.

No, mustn’t think about that. Must think about…Ponyville? What would it be like after a millennium? Would it even be there at all? It had to be, didn’t it?

But if even a dragon couldn’t last a thousand years, then what guarantee did Rarity have that Ponyville had? Her old beloved boutique was probably in ruins now, if it hadn’t been demolished hundreds of years ago to make way for some crude building of concrete. If so, that building—and the one after it, and the one after it—were all probably long gone by now anyhow.

Rarity shuddered.

What could possible last a thousand years? And why had she been able to?

Well, The Everfree Forest certainly seemed to have aged well. It didn’t look the slightest bit different. Same gloomy atmosphere, same dark trees, same horrid sounds of things better left alone lurking just out of sight.

But that wasn’t a very comforting thought. The Everfree Forest had been here long before Equestria itself, which was a very, VERY old nation. Who knew how long the Forest could last. What Rarity needed wasn’t the same location, what she needed was a familiar face.

Princess Celestia!

Of course! Why hadn’t Rarity thought of her sooner?! The Solar Princess was immortal. Nopony even knew quite how old she really was, and she didn’t seem to have any inclinations of telling. But who cared?! The Princesses, both Celestia and Luna, had to be alive. Surely they would know of Rarity’s plight, and surely they would want to see her once they learned she had finally awoken.

Picking up her pace and determined to see a familiar face, Rarity launched herself into a gallop. Just as quickly, though, the white unicorn skidded to a halt. Did she even know which direction Canterlot was from here? The Everfree Forest was deep, and she could very well be lost inside it forever if she didn’t have some way of finding her way out…

“Twilight’s Spell!” Rarity brightened up, but then deflated again. “But after a thousand years, even the enchantments would’ve deteriorated, wouldn’t it have? But, my sleeping spell didn’t, so…it must still be effective!”

Rarity beamed, looking around, but saw nothing.

“But…how does it work?” the white unicorn wondered. Snorting angrily at yet another though decidedly smaller difficulty, Rarity stomped her hoof. Sparks erupted from where she’d touched the ground, leaping up with Twilight’s old familiar purplish aura. The magic swirled into a floating orb in front of Rarity’s face, waited a moment, and then sped away through the woods. “Wait!”

Rarity galloped after the thing, certain it was the spell meant to guide her back to Ponyville…or whatever the place where Ponyville had once been now was. Why did Twilight have to make the spell so fast?!

Rarity twisted and turned, racing down the dark paths of the Forest. The spell was always just out of the white unicorn’s reach. She followed the trail of sparks it left in its wake like a madpony, desperate not to let her one chance of getting out of this horrid wood and back into sunlight get away from her.

Left, right, right, forward a bit, around the boulder…

Rarity was panting for breath by the time she finally stumbled out of the Forest. Gasping for air, the white unicorn raised herself up and watched the spell orb dissipate, its work complete. Rarity really wished Twilight had made that spell slower; the white unicorn may have been in shape, but she wasn’t practically a professional athlete like Rainbow Dash was…er, had been.

Biting back tears and straining not to give into the emotion, Rarity looked up at what had once been Ponyville.

And fainted.

. . .

Chapter 2

“…Miss…”

“Miss…!”

“MISS!”

Rarity awoke with a jolt, screaming. This only served to elicit the one who had awoken her to jump back in surprise with a gasp of his own. A scruffy-looking older earth pony with a patched and tattered jacket and straw hat, he stumbled over his own hooves and tumbled backwards, landing sprawled on his back.

“Oh!” Rarity gasped. “I’m ever so sorry! I didn’t mean to frighten you. You see, you frightened me, and then…oh, where are my manners? Allow me to introduce myself: I am Rarity.”

The white unicorn offered a hoof to help the earth pony up, which he graciously accepted.

“Weren’t no problem, ma’am,” the stranger assured as he got to his hooves, tipping his hat. “But are you alright? What happened to leave you out like a light by The Everfree Forest like that?”

“Oh, uh…” Rarity struggled to come up with an explanation. If she told him the truth, he’d probably think she was crazy, as any knowledge of her predicament could have been forgotten by history after a thousand years. Finding her unconscious by the side of the Forest probably wasn’t helping her in that regard either. “I…I can’t seem to remember.”

“Amnesia, huh?” the earth pony mused. “I heard that the bandits out on the Sands make their victims lose their memory after they rob ‘em dry. That way, they don’t even know they was robbed when they finally come to, if they come to at all. I never heard o’ that happenin’ on this side of the Walls, though.”

“Yes, bandits, that must have been it,” Rarity quickly latched onto the alibi.

“Frankly I’m surprised they let you live at all,” the earth pony shook his head sadly. “A pretty thing like you…well, let’s just say I’ve heard what they do to pretty mares.”

“Well thank you for not doing the same,” Rarity spoke, graciously realizing that this random stranger had had the perfect opportunity to take advantage of her whilst she was unconscious and didn’t appear to have even thought of doing so. “How chivalrous of you.”

“Chivalrous?” the stranger echoed, looking confused. Then, after a moment of looking blank, he suddenly realized what she meant and blushed fiercely. “Oh, uh…don’t mention it. It weren’t nothin’. But if you don’t remember anythin’, then why don’t I give you a lift? The next town ain’t too far away.”

Suddenly Rarity seized up, the reason for her fainting in the first place rushing back as it reared its ugly head all over again. The white unicorn’s gaze shot past the traveler, staring up at the first sight she had seen after exiting The Everfree Forest. Her first glimpse of all that was left of Ponyville.

And screamed.

“What happened?!” she shrieked. Everywhere before her, chunks of the ground were no longer part of the ground. Instead, entire islands complete with buildings floated haphazardly through the air. Inverted buildings floated aimlessly through the wreckage of reality, where pigs flew between clouds.

Pink clouds.

Pink cotton candy clouds.

Raining chocolate milk.

The scruffy stranger whirled around in shock at the white unicorn’s outburst, his eyes wide with fear. Just as quickly, though, those same eyes scrunched up with confusion before turning back to Rarity with a glow of realization.

“When did Discord get out?!” Rarity shrieked. “Where’s the Elements of—but, but they’re all…No!”

The earth pony laughed.

“What are you giggling about?!” Rarity demanded.

“You really must’ve lost your memory, Miss,” the traveler commented. “I can see why Pinkieville would be a scare for ya, if you don’t remember seein’ anythin’ like it ‘afore.”

“Pinkieville?” Rarity echoed.

“You really don’t remember anythin’ at all, do you?” the earth pony asked curiously. “Even the ones they leave alive out on the Sands can remember everything up to a few days ‘afore they got attacked.”

“No, I don’t remember anything…but my name,” the white unicorn assured, a stern tone rising in her voice. “Now, enlighten me. What in Equestria is going on?!”

The earth pony gave Rarity an even more dubious look this time.

“Are you sure you didn’t forget everything up for the past thousand years?” he asked.

“What!?” Rarity gasped. “How did you—I mean, what are you talking about?”

“Let me explain,” the traveler said, finally catching on to the white unicorn’s rising agitation. If anything, he looked a little frightened by it. “Pinkieville is the way it is ‘cause all the magical radiation messes with reality. At least, that’s what the folks at Pinkie Pie’s Party Supplies and the government say.”

“Pinkie Pie?” Rarity repeated, confused now more than ever. “How do you know the name Pinkie Pie?”

The earth pony gave her another odd look, but then just shrugged it off as yet more of the ‘amnesia.’

“Everypony knows Pinkie Pie,” the traveler told her. “She’s only the most famous maker o’ gimmicks there ever was, and her company’s been makin’ ‘em for her ever since.”

“…and…what’s a ‘gimmick?’” Rarity inquired, feeling a little stupid now and hating the feeling. Getting to the Princesses might be a bit harder than she thought if she didn’t even know her way around a conversation with another common pony!

“Gimmicks is the best product this side o’ New Canterlot!” the traveler announced cheerily. Rarity was about to ask another incredulous question about ‘New Canterlot,’ but bit her tongue and instead opted to file the information away for later. These answers were getting her as many new questions as they were glimpses of what the world was like in this new age. She’d need something like a library to properly learn everything that had happened in the past millennia…a library! Twilight’s library! If it was still there…oh, Rarity hoped so. “In fact, that’s why I’m headin’ to Pinkieville in the first place. I gots to restock on my gimmick inventory for the general store back in Appleoosa. I would just have the supplies flown in like they do for most everywhere else, but nopony ever delivers anything over the Walls unless it’s on government business or one of the companies has a big project goin’ down. So far as I know, Pinkie Pie’s Party Supplies has a plan to expand out onto the Sands someday, but until then I has to haul in new gimmicks every year all on my lonesome.”

“Sounds…delightful,” Rarity decided. “And I would ever so much appreciate a means of transportation into the next town. Even if it does look as dreadful as that.”

The earth pony laughed again for some reason, but nodded his head.

“Certainly, Miss,” he agreed. “Right this way.”

The traveler trotted to a dirt road that Rarity hadn’t seen before, where a large wooden cart waited. Even though it was empty, the shoddy vehicle still looked far too heavy for one pony to have pulled all on his own all this way. The white unicorn wondered how in Equestria he was going to manage it when it was loaded with ‘gimmicks,’ as the stranger called them.

The earth pony climbed the short flight of creaky steps made of makeshift boards nailed to the side of the cart. Rarity followed, careful not to step on any protrusions and worrying that she might get splinters in her hoofacure. Her thousand-year old hoofacure that she’d gotten with Fluttershy back when Pinkieville had still been Ponyville.

Rarity shuddered and swallowed the tears that threatened to rise within her. No, there would be time to mourn later. There would be. Rarity wouldn’t let her friends have died without paying her respects to them, she promised herself that, even if her friends’ deaths had occurred centuries ago.

“Um…excuse me, but how are we going to get to…Pinkieville…if we’re both sitting up here on the cart?” Rarity wondered as she sat next to the stranger on a wooden bench protruding from the rest of the vehicle.

“I gots ol’ Oscar fer that,” the earth pony replied, putting his hoof to his lips and blowing a loud, clear, whistled note. Rarity looked around, wondering who the pony ‘Oscar’ was that this generous traveler was travelling with. And why hadn’t he been mentioned before? The way he was talking, Rarity had thought that the earth pony was travelling alone. “I let him loose to do some grazing whilst I checked to see if you was alright.”

“Why do you talk of this pony as if he was nothing more than a beast of burden?” Rarity asked with a hint of agitation. “Nopony deserves to be treated like a pet!”

“Pony?” the stranger laughed. “Naw, ponies don’t pull stuff. Chimaeras do that. And chimaeras don’t come finer than Oscar! Here he comes now, ain’t he a beaut?

Rarity turned to see where the traveler was pointing and shrieked again, jumping in her seat.

“What in Equestria is THAT?!” Rarity squealed. “It’s hideous!”

“Hideous?” the earth pony actually looked offended. “I’ll have you know I paid good money for Oscar here and he’s been worth every bit!”

The creature both ponies were referring to, apparently Oscar, came bounding over the hill of a grassy meadow just beyond where the white unicorn and the earth pony had been talking. It was a hulking thing, loping towards the cart with massive forelegs and tiny hind legs that hardly touched the ground. In fact, they DIDN’T touch the ground; the hind legs, Rarity realized with horror, weren’t hind legs at all. They were a set of arms and hands, like Spike had had, only these fell from behind and underneath the beast. One absentmindedly scratched the tongue spilling happily out of the creature’s gaping maw.

If anything, it reminded the white unicorn of a squat, scrunched-up Discord without the look of malicious intelligence in its eyes. The forelegs were massive lion paws, as if they had been sown onto Oscar after being taken from a manticore. The hind legs—er, hands—were dark and hairy and looked even more dexterous than Spike’s had been. The head, however, looked akin to a giant dog’s cranium.

Rarity was beginning to wonder if Discord really was behind all this after all. That would explain a lot, like why Ponyville looked like the malevolent wonderland he’d turned it into upon his escape over a millennium ago. It sounded a lot more likely than Ponyville being renamed after Pinkie Pie and turned into a nonsensical ‘gimmick’ factory.

“Hey there, Oscar!” the earth pony piped up lovingly to the abomination. “Ready to go get some o’ that cotton candy I promised?”

Oscar’s eyes lit up and he began to drool, droplets of thick saliva pouring down into puddles on the road before him. Rarity tried very hard not to shudder.

“Alright, then!” the traveler smiled. “Let’s get a move on and show our new friend here what you’re worth!”

The chimaera, as the stranger had called it, about-faced and picked up the rope dangling from the front of the cart in his protruding hind-arms before running along the dirt road on his powerful two legs. Rarity struggled to stay on the bouncing vehicle, but it wasn’t easy, though the earth pony didn’t even look like he minded the bumps.

“Wh-where did th-that thing c-come from?” Rarity tried to ask between bumps. “I’ve never seen something like that in Equestria before!”

“There you go goin’ on about ‘Equestria’ again. ‘Course you hasn’t seen anything like Oscar round these parts,” the stranger agreed. “Oscar here’s a third-generation pulling-class from the Fluttershy Fabrications company. He wasn’t made in the factory out in the zebra territories, mind you. He’s cross-bred with several other cart-pullin’ types, but each original was genetically engineered by the factory. Due to his unique breedin’, there ain’t another specimen like him in all the Lands.”

Fluttershy was responsible for the beast before her?! But Fluttershy had loved animals, not butchered them and then stuck the parts back together randomly! How could this be her legacy? And what did ‘going on about Equestria again’ pertain to? Rarity’s head was starting to hurt. She really had to get to that library, and then she REALLY had to get to the Princesses. Assuming they even still remembered her. But they had to, right?

Rarity was jerked out of her thoughts by a torrent of chocolate milk splashing over her as Oscar ran through a particularly large puddle of the stuff. Little pitter-patters of the sweet liquid began to pepper her mane as the cart passed under the cover of cotton candy clouds zooming by overhead.

“My mane!” the white unicorn complained. “Where am I going to get a proper hairdresser to fix it in this place?!”

“That’s the thing about comin’ to Pinkieville,” the stranger laughed. “You can never expect anything but the unexpected. Don’t try to fight the chaos; that just makes it worse.”

“Please refrain from using the word ‘chaos’ in my presence,” Rarity intoned. “Pinkie Pie was ‘eccentric’ and ‘spontaneous,’ but NOT ‘chaotic.’”

“Suit yourself,” the stranger mused.

As Oscar pulled the cart past the first buildings (all of which were floating and upside-down), Rarity could see for the first time that these structures were indeed far different from anything that had ever been built back when this town was still Ponyville. Immense concrete constructions stained with chocolate milk, buildings that looked to be nothing more than glass and steel framing, and even what appeared to be billboards soared by and twirled in the air. Now that she was up close, the white unicorn could see pegasi flying between the chaotic cacophony of buildings. Other ponies simply…walked on the air?!

“Are those ponies…flying?!” Rarity inquired, pointing to the earth ponies and unicorns who happily strolled through open expanses of air from one inverted building to the next. “They’re not pegasi, and even if they had temporary pegasi magic, they aren’t even walking on any clouds!”

“That’s the magic o’ gimmicks,” the stranger smiled knowingly. “They can do almost anything you can imagine, includin’ walkin’ on air. O’ course, if you want the really amazin’ stuff you have to pay a little extra. I just order the more affordable varieties, though thankfully the ‘go-away-gravity-gummies’ are among the cheaper products. That’s why they let the employees use ‘em, I reckon.”

This was all Pinkie’s doing? A thousand years had evolved a pink party pony’s legacy from crazy antics to spells that messed with reality itself? But how was that even possible? Even if Pinkie had seemed to defy the laws of physics at times, she wasn’t a unicorn or even a pegasus, and had thus possessed no magic to instill whatever gifts she had into anything other ponies could use. Right?

Rarity’s head was beginning to hurt from it all.

Oscar finally came to a skidding stop at the largest inverted building, thankfully in a spot where the cotton candy clouds weren’t currently overhead. This one looked even crazier than the others, seeming like some kind of overblown version of Sugar Cube Corner. The structure was made entirely of what looked like sweets and candies and pastries and goodies of all kinds, windows popping out of the sides of giant cupcakes and scoops of ice cream like it was the most normal thing in the world. Large letters hung upside-down from the top…bottom?...of the bizarre building.

“Pinkie Pie’s Party Supplies,” Rarity read, having to tilt her head to make any sense of the curling pink letters dangling from the sweet structure. “If you don’t smile, you’re better off dead! What? I know even Pinkie wouldn’t say something like that!”

“How do you know?” her companion inquired with a quirk of his eyebrow. “She a friend o’ yours?”

“How could she be?” Rarity replied quickly. Perhaps a bit too quickly. “She died over nine centuries ago.”

The earth pony shrugged and hopped down from the cart into the chocolate-ridden mud of what used to be Ponyville’s clean streets. The white unicorn, not wanting to spend another moment near Oscar if she could help it, quickly followed suit, trotting after the traveler as he strode into the front doors of what might have been the main building’s lobby and might have been its penthouse.

It turned out to be both.

The double doors slid into the wall as soon as Rarity and the traveler walked up to them, all on their own. Rarity was a bit taken aback at first, but then just pegged it as yet another oddity of this odd new age. If her late friend was responsible for something she had previously thought only Discord capable of and willing to pull off, then self-opening doors were among the least of her surprises.

Following the earth pony as she currently had no idea of what else to do, the white unicorn trotted to a large line of desks. The merchant exchanged pleasantries with the pony behind the desk they had arrived at, the two seeming to know each other from previous visits. The earth pony had said he made this trip each year, hadn’t he?

Rarity was looking around whilst the two talked, taking in the oddness of her current surroundings. The inside of a building made entirely of what seemed to be sugary sweets was a lot different than she had expected. There was no indication that she was in anything other than a fancy, luxurious building from the look of this lobby-penthouse. Cushioned chairs were spread out in surprisingly organized sections on the tiled floors between the many front doors and the many desks.

What caught Rarity’s eyes most of all, though, was the enormous portrait of, who else, Pinkie Pie herself hanging above the center of a cluster of golden-colored desks. She was smiling as ever, though her fluffed hair had streaks of gray running through it and barely noticeable wrinkles sagged under the pink pony’s eyes. Aging didn’t seem to have bothered her, though; Pinkie Pie looked as happy as ever.

“And why wouldn’t I, Rarity?”

Rarity gasped, leaping back as the picture had—impossibly—TALKED!

“What the—” the white unicorn tried to say.

“You’re not going to curse, are you, Rarity?” the portrait questioned, a sudden frown on its pastel face of moving oils. “That would be so unladylike, and we all know Rarity is the most ladylike pony there is!”

“You’re—you’re talking?!” Rarity spluttered. “How…?!”

“Magic has advanced a lot in the time you were gone, Rarity…” Pinkie Pie’s portrait said. “A lot has changed, though I guess you already know that, huh?”

Rarity simply continued to stare at the verbal painting, aghast.

“You DO know her!” the earth pony exclaimed, and Rarity realized that everypony in the penthouse lobby had turned their incredulous attention towards her now. “But how? You said it yourself…she’s been dead for over nine centuries!”

“If she’s dead then how is she talking?!” Rarity demanded.

“Sadly, I’m not Pinkie Pie,” the portrait sighed. “I’m just a magical imprint of her personality preserved through advanced—and very expensive—spells. You can thank Twilight for that. I think she has her company set up in New Canterlot…Anyway, who’s this guy? I remember singing the smile song to him the first time he came in here like I do with all my new customers, but I don’t really know him.”

“Oh, uh…” Rarity tried to speak, but found it surprisingly difficult. “This is the chivalrous pony who provided me transport into…Pinkieville.”

“That so?” Portrait Pie intoned. “Then that means he gets free gimmicks for the rest of his life!”

“WHAT?!” the earth pony gasped, looking like he was about to have a heart attack. “T-thank you! I don’t…I don’t know what to s-say!”

“Then don’t say anything!” Pinkie’s portrait smiled. “Now, if you’ll excuse me, Rarity and I have some catching up to do. Rarity, if you’ll please allow me to eat you—”

“WHAT?!” Rarity squealed, doing a very good impression of the earth pony.

“Oh, I’m not REALLY eating you, it’s just the way Twilight designed the spell so that I can take you to my personal office,” Portrait Pie explained. “Er…Pinkie’s personal office.”

Rarity stood there, incredulous for a moment, before Pinkie’s painting opened its mouth extra-wide and its tongue slurped out of the frame. Rarity shrieked, trying to back away, but stumbled over her own hooves and was helplessly caught up in the wet tongue. With a sucking noise, the tongue shot back inside the portrait’s mouth and closed, the painting going completely dark.

Rarity was deposited, wet and enraged, on the dusty carpet of a very dark room. Shaking herself, Rarity demanded “Pinkie! Why in Equestria couldn’t we have taken the STAIRS?!”

“I told you, I’m not Pinkie,” the portrait, or a duplicate of it on the wall behind the white unicorn, informed her. “I’m just a shadow of her. I’m not even real.”

Had the portrait sounded…sad…on that last note?

“Lights, please!” the portrait shouted, but not to Rarity. Suddenly the dark room was thrust into luminescence. Rarity looked around, finding herself in what did indeed look to be an office. If an office was the size of Ponyville Town Square and had tapestries of pink cascading from the ceilings advertising various gimmicks from Pinkie Pie’s Party Supplies. Each picture moved, the eyes of another Pinkie Pie watching Rarity as the white unicorn trotted in awe down the grand hall-like room towards an ebony desk. The various Pinkies showed her the marvelous uses of everything from the ‘go-away-gravity-gummies’ she’d already seen in use to something called ‘the portable hole’ and ‘pinkie sense pills.’

Though Rarity couldn’t see it, the giant portrait of Pinkie Pie hanging over where the doors to this office should have been went dark behind her. The space beneath it, where one would expect to find two ornate gateways, was nothing but bricks.

When Rarity finally reached the desk, she gazed at the stacks of paper and miniature models of gimmicks littering the workspace. The white unicorn raised her head when the pink-leather chair whose back was facing her turned to reveal its occupant to be—

“Pinkie Pie?!” Rarity gasped, then burst into a smile before leaping at the pink party pony who was too late to warn her against such a course of action. Instead of wrapping her forelegs around a dear friend, however dearly departed they were supposed to be, Rarity ran smack into the chair and fell to the floor.

“Sorry about that,” Pinkie Pie (?) said, getting up from the chair yet not offering Rarity any assistance. “It’s still me. Pinkie’s imprint. I can materialize as a hologram here in the main office, but only here, and I can’t be touched. I’m like that hologram Twilight left you out in The Everfree Forest, except I’m interactive.”

“So you’re not really here?” Rarity clarified.

“Nope,” the not-Pinkie replied sadly. “Just a magical ghost of sorts. The real Pinkie’s long-gone, like all the rest of your friends.”

“If you’re not here, then how could you move the chair?” the white unicorn inquired, slightly miffed.

“I can move anything that’s a part of this office,” the not-Pinkie explained. “Every inanimate object in here is tuned to my magical frequency.”

“Wait a minute…” Rarity said, realizing something. “You mean YOU’RE in charge of this place?!”

“Sure am,” the not-Pinkie beamed proudly. “Have been ever since the real Pinkie Pie passed on. Same goes for the other companies. They’re all run by magical imprints left by the originals.”

“Other companies?” Rarity echoed. “I heard that nice earth pony mention something about Fluttershy Fabrications, but I didn’t quite understand what he was talking about…”

“Ah, yes,” the not-Pinkie mused with a sad smile. “Fluttershy would probably weep if she learned that all her hard work had led to a warmongering business empire. As I mentioned, we’re just imprints of real ponies. We’re not even alive, not really. The rest of us think that Fluttershy’s imprint misinterpreted her wishes and took her good work in a different direction than she had planned. Then there’s—”

“Stop right there,” Rarity raised a hoof. “First of all, what in Equestria is going on?! I’ve been getting nothing but more questions rather than answers everywhere I look. What has happened to this place? To my home? And why was I asleep through all of it?”

The not-Pinkie smiled warmly, trying to look comforting. It wasn’t working.

“That’s going to take a lot of explaining,” the not-Pinkie mused. “I guess I’ll start with a brief history, and then get to what I really want to talk to you about.

“Let me warn you, though,” the not-Pinkie cautioned. “You may never look at anything the same way ever again. And that’s just the beginning. The really weird and scary stuff starts after that.”

. . .

Chapter 3

“What really weird, scary stuff?” Rarity questioned.

“First off, let me give you a little background information.” The not-Pinkie stopped Rarity short. “As you’ve already seen, the world has changed a lot in a thousand years. I don’t want you to get lost in it, and I’m sure the real Pinkie Pie and all her friends would feel the same way.”

“You really aren’t Pinkie Pie, are you?” Rarity asked, at long last. She had been hoping that this shadow of her friend could at least be a reminder of the happiness Pinkie had spread during her life, but the mannerisms were all off. Gone was the mischievous gleam in her eye. This version of the pink party pony certainly seemed to be a lot more down-to-Equestria than her friend had been. “You just… You don’t sound like her.”

“I’m the closest magic could muster,” the Pinkie’s imprint agreed. “I truly am sorry to disappoint you.”

“It’s not fault of your own, darling,” Rarity assured, seeing the downcast look on the living hologram’s fake face. “It’s just… Well, everything is so different now. It’s like Equestria isn’t even recognizable anymore.”

“That I understand. I was there when you were still kept in Ponyville for study, back when it was still called Ponyville. I watched the world grow and change, thanks in large part to your friends. But you probably shouldn’t call this Land ‘Equestria’ any more, unless you want to keep getting odd looks.”

“Equestria has fallen?!” Rarity gasped. “But, how—”

“Not fallen, just changed,” the not-Pinkie Pie stated. “It’s now The United Lands of Equestria, or simply The ULE for short. For a time it was The Solar Empire, and then The New Lunar Republic, but now things have settled on The ULE. Though, most ponies just refer to their location as whatever Land they’re currently in. This Land, for instance, is The Pinkamena Province.”

“How did any of that happen?” Rarity wondered. What had happened to her dear Equestria?

“I don’t have time to tell you much,” the pink doppelganger said. “Though I’d be happy to lend you a copy of the latest edition of ‘Equine History.’ I kept it here just in case you ever woke up, as per the real Pinkie’s orders. The same goes for several other supplies you’ll need for your journey.”

“Journey?” the white unicorn echoed.

“You see,” Pinkie’s imprint took a deep breath, as if preparing to say something rather difficult. Rarity found herself briefly wondering if a magical imprint even needed to breathe. Was it just for show, to make her seem more lifelike, or was it an unconscious act built into her psyche from when she’d been copied from the real Pinkie’s mind? Rarity didn’t want to dwell on it. “Your friends spent much of their lives trying to figure out how to wake you from your enchanted slumber, as well as what caused you to sleep for so long in the first place.”

Rarity nodded, not seeing how this was relevant. She knew all of this from Twilight’s recording back in The Everfree Forest. Where Spike’s bones were… No! There would be time for mourning later. Until this was all sorted out, she had to stay focused.

“And, after much investigation, they found something,” the not-Pinkie uttered. “They discovered something much larger than they expected, and then only a small piece of the bigger picture.”

“What did they discover?” Rarity asked, wishing this imprint would just get to the point, as well as dreading what would happen when she did.

“I don’t know,” the not-Pinkie admitted. “As far as my involvement in this whole ordeal goes, I was just supposed to be the one who delivered the message. Your friends recorded what they found out about this mess in holographic recording devices, similar to the one Twilight left for you in the Forest.”

“Could I see them, please?” Rarity inquired, hoping that she would finally be able to hear her friends speak to her again, even if only artificially. Though she was stuck out of her own time, the small hope that some of her old world had been left behind for her was like a long overdue spring to an endless winter.

“I would if I could, but during the wars between The New Lunar Republic and The Solar Empire—”

“Wars?” Rarity interrupted, taken aback. “There were wars in Equestria? And, the names of those countries... Please tell me they don’t mean what I think they do…”

“I wish I could tell you that they didn’t.” Pinkie’s ghostly clone shook her head sadly. “But they mean exactly what you think they mean. About five-hundred years ago, Princess Luna went to war with Princess Celestia.”

“WHAT?!” Rarity shrieked. “But, no! We cured her of Nightmare Moon! Luna wouldn’t, she couldn’t—”

“She didn’t.” the Not-Pinkie stopped Rarity before she went into hyperventilation. “Luna was in the right this time, but there’s no time to explain about that now. Now I need to show you what your friends left behind for you. This will explain why I don’t have time to elaborate on anything, as well as why you have to get going on that journey I mentioned as soon as possible.”

“Alright,” Rarity conceded, her head still full to bursting with questions, but the eagerness to hear her friends’ voices again drowned them out. Although, the white unicorn didn’t really see how five lifetimes’ worth of recordings would take up any less time than Pinkie’s imprint answering her questions would.

Pinkie’s shade waved a hoof, and Rarity watched as a drawer in the ebony desk unlocked with a click and slid open. A phonograph record with a pink diamond inset in the center rose out of the drawer and into the air, hovering in front of a dumbfounded Rarity before she took it in her telekinetic grasp.

“This is what my friends left behind for me?” she asked in a quiet voice. “A single record? I thought you said they all left holographic recordings!”

“They did,” the Pinkie’s mental shadow said quickly. “Unfortunately, as I was about to say, during the wars between The Solar Empire and The New Lunar Republic, this company was raided and the other Disks were stolen. All of the recordings were stored here at Pinkie’s factory because it would be closest to you when you woke up. When the armies tore through here, they took every last Disk. Every one but this one, that is.”

“But it’s just a record.” Rarity pouted. “I thought I would actually get to SEE my friends again, not just hear them on thousand-year-old technology. Does this thing even still work after a millennium?”

“Oh, I see what’s troubling you. I’m sorry I didn’t explain this earlier. Holographic recordings, like the one you saw when you woke up, are subject to their location. Recordings stored in Disks like these can be moved anywhere, though they require a hologram projector to play. And it’s not a record for a phonograph. I remember what those were like, and trust me, we’ve come a LONG way since then. Let me show you—but first, let me warn you. The Disks are enchanted so that only you can play them, but the real Pinkie told me that she wouldn’t blame you if you decided not to listen to what she had to say. If I remember correctly, this is the last Disk any of your friends ever recorded, so it might not make much sense without the others to precede it. But on top of that, these were Pinkie Pie’s last words.”

Rarity bit her lip. She had been overjoyed to hear that a piece of her past lived on for her in the startling present. But could she bear to witness it if it was nothing more than a reminder that that past was truly gone forever?

With determination in her eyes, Rarity finally spoke. “Show me. I’m not going to pass up a chance to see one of my friends again, especially if this is all I’ll ever see of them.”

The not-Pinkie smiled and waved her hoof again. A section of the desk popped out to the side, revealing what appeared to be an old-fashioned phonograph. Its collapsible playing horn magically lifted itself and straightened out, its needle raised. Rarity, still plagued by the warring fears that this really was nothing more than an old record-player and that she actually might regret hearing her friend’s last words for the rest of her life, telekinetically set the Disk onto the turntable. As soon as the diamond in the middle connected with the rest of the player, the Disk began to spin, slowly at first but rapidly quickening its pace to something far faster than any phonograph had been able to produce back in Rarity’s time. The sides of the record sliced through the air with an angry whirr.

That was where any similarities with an old phonograph ended. The diamond in the Disk burst into light, and an off-color hologram of the real Pinkie Pie leapt out of the air towards Rarity. The white unicorn jumped backwards in surprise as the giant face of her friend leered at her, yammering something soundlessly. A split-second later the words cut in, the needle spinning scratchily against the Disks’ grooves.

“…have much time,” the real Pinkie Pie, or at least a recording of the real party pony, was saying. Er, had said, centuries ago. As the grainy hologram uttered this, Rarity was able to pick out the key features in her friend’s face, reinforcing yet again how eerily real this whole unbelievable experience actually was. Like Twilight, Pinkie Pie was wrinkled and her coat had faded in color, even if the only way Rarity could see this was by the slightly lighter shade of green composing Pinkie’s form. On top of that, streaks of light-green in her poof of mane spiraled wildly out of control to show the white unicorn where her friend had gone grey.

But the thing that shocked Rarity the most was not the age, as she had expected it from seeing Twilight. The thing that shocked Rarity the most was Pinkie Pie’s expression. Gone was the carefree twinkle in her eyes and look of being blissfully oblivious to reality. Instead, a hard determination dominated her countenance, showing a focus the white unicorn had never seen her peppy friend use. Rarity hadn’t even thought it was POSSIBLE for Pinkie Pie to look that focused. Or that… grim…

Suddenly, and without warning, Pinkie’s looming face was yanked back from sight and slung to the right, leaving the hologram completely devoid of anything but a dull green glow. Well, not completely void. If Rarity squinted, she could make out the details of… Was that the same desk that was sitting before her even now? Were those the tapestries? Pinkie Pie had recorded this in the same office Rarity was now standing in!

Suddenly a dark blur raced across the hologram, supposedly where something had flown in front of it during recording. A split-second after the thing had vanished from the recorder’s view, a bloodcurdling scream of pain burst its way through the speaker.

Was that… Pinkie’s voice?

Thump.

Thump!

THUMP!

Rarity shrieked in surprise as a massive clawed paw stomped down into view, light gleaming off its serrated bony spikes. The claw was gone just as quickly, its owner having trudged out of view of the recorder’s eye.

Muffled shouting could be heard in the background now, followed shortly by a roar, before a hulking dark shape flew past the view, followed by a blast of light that seemed to be hurtling it along through the air. For a moment the hologram flared, too bright to look at.

“What’s going on?” Rarity whispered to herself, finding her voice at last, if only just barely.

“We found it!” Pinkie Pie’s face filled the view all over again, though Rarity’s face went whiter than usual as it drained of all blood… for that very same liquid was now streaming down her friend’s face from numerous gashes. “We discovered everything, but they’re trying to stop us before we can use it to put an end to them. I won’t make it through this—I knew that from the start—but I had to get to this recorder in my office to leave this message. Rarity, you have to use it! I know how bad it looks, but you have no idea how bad it’ll be if they aren’t stopped before it’s too late! You were just the start of their plan. Putting you to sleep was phase one. Getting us out of the way is phase two. If they get to phase three…Well, let’s just say that we don’t want them to get to phase three. But you can do it, Rarity! You can stop them, you can—”

Pinkie’s face abruptly cut out, replaced only by a hulking, clawed foot. The recording winked out, and the record stopped spinning instantly, its diamond dark and dead.

Rarity said nothing for several moments. She simply stood there, frozen.

“Wha…what…” Rarity tried to say something, anything.

But she couldn’t.

The last few scenes of the recording danced behind her eyes, refusing to stop replaying the last thing in the world she had been prepared to see. She had been expecting to see Pinkie Pie’s death, but thought that she would be old and have lived a full, long life full of parties and friends and fun. But what Rarity had just seen indicated none of that. No, what Rarity had just witnessed indicated quite the opposite.

Rarity had already resigned herself to watching Pinkie’s death, as it had happened centuries ago.

But she had NOT been prepared to see Pinkie Pie’s MURDER.

The white unicorn stood stock-still, unable to move, unable to think of anything other than what she’d just witnessed.

At long last, Rarity finally managed to speak “What…was that? What happened?”

But there was nopony there to answer her. Rarity looked around the massive office, seeing that she was alone. Turning, Rarity saw that even the portrait of Pinkie Pie was dark and dead.

Why had she been left alone? But more importantly than that, what had happened to Pinkie Pie? What had happened to her friend?!

Some ponies would cry under these circumstances, the tears bursting forth. Others would hunker into tiny little balls and try to ignore reality. But Rarity had already done both of those things. She’d even promised herself that she would make time to do more of them in the future the first time she learned that her friends were dead. This time, though, a cold, burning flame flickered in the white unicorn’s heart, threatening to burn her alive—and the whole world with her.

Rarity, despite everything she thought of herself, despite being lady she was, was not about to take her friend’s murder sitting down. Even if it had happened almost a thousand years ago. She needed to know why Pinkie had been killed and she needed to know what had happened to the rest of her friends. She had to find what they had left for her. She wouldn’t let Pinkie’s death be in vain. One of her friends, possibly all of them, had spent their lives trying to find out how to undo the causes of her slumber. It seemed that they had stumbled upon something much larger than that. And Rarity wasn’t about to let even one of her friends die in vain.

“Finished, I see?”

The white unicorn whirled around to see the portrait at the end of the grand hall-like office. Once again, it was alive with Pinkie’s imprint, smiling sadly. Rarity looked like she was about to say something for a moment, hesitated, and then simply nodded.

“Like I said, I don’t know what’s on there, but I believed Pinkie Pie when she told me it was going to be unpleasant,” the not-Pinkie sighed. “After all, she told me that right before she went into this office to her death. To this day I don’t know what killed her. Nopony else had gone in and nopony else had gone out. No security alarms had sounded. But none of that seemed to matter in the end.”

Rarity said nothing.

“I don’t want to keep you locked up in this office any longer, now that you know what happened here,” the not-Pinkie went on, understanding the white unicorn’s silence. “And, though I know it’s unpleasant, I’ll have to eat you again to get you to where you’re going next.”

Rarity nodded, still not saying anything. She was struggling very hard not to let emotion overwhelm her like it had back in The Everfree Forest. Only this time, instead of weeping for her fate and what she had expected to be the fate of her friends, the white unicorn was fighting a losing battle against the blue flame in her heart. A flame that wanted to hurt, destroy, and yes, even kill those things, whatever ‘they’ were. They had taken everything from her, and she intended to do the same to them.

But then Rarity paused. Did she really want revenge to be the only thing fueling her right now? What would her friends think if she was driven by nothing but hate at their loss? From both Pinkie and Pinkie’s imprint, Rarity had gathered that there was something bigger going on here. Something bigger than one little pony a thousand years out of time, and even the dearly departed friends who had tried everything they could to undo whatever had caused that to happen in the first place.

Rarity didn’t extinguish the cold fire at this, but she did cover it. She would find whatever it was her friends had wanted her to find, but not because she wanted to inflict the pain she had felt on those who had caused it. They deserved it, to be sure, but the white unicorn refused to let her thirst for vengeance consume her. She would not let it use her; instead, she would use it. The blue flame would only serve to fuel Rarity’s real drive: doing what her friends had asked her to do, because they had done so much for her. No, not even because of that; simply because they were friends. Rarity would right what wrongs they had wanted to right, but not by causing more wrong in the process.

The white unicorn thought all of this in a split second of eureka-like realization, and it brought a sad smile to her face and a tear to her eye. She would not be sad because her friends had died, she would be joyful that they had lived. And she would live for them just as they had lived for her.

By this time Portrait Pie’s tongue was already snaking towards the white unicorn from across the room. In one fell swoop, it slunk down and gobbled her up before retracting like a whip into the enchanted painting.

Rarity was deposited, a little more gently this time but no less wet, into a space that was even bigger than Pinkie Pie’s office. After shaking herself off and giving the sentient picture a mild glare, as it was still a rather undignified way to travel, Rarity took a moment to take in her surroundings.

The room was truly cavernous, and lining the entirety of it were rows upon rows of what looked like giant moving belts. Towering machines spewed all manner of odd items out onto them, where other, smaller machines reached down and applied some new part to the product before moving on to the next one to perform the exact same action all over again.

“What is this place?” Rarity inquired, trying to carefully balance between the cold fire in her heart and the will to simply finish what her friends had started, for whatever good she knew it would accomplish even if they were all long since dead.

“Factory floor 311-B,” the not-Pinkie replied, this time having to stay in her portrait. “This is where we make some of the gimmicks.”

“What exactly IS a gimmick, anyway?” Rarity ventured, truly curious. “My companion from earlier tried to explain them, but I didn’t quite grasp the meaning of what he said.”

“You know how Pinkie Pie always used to seem like she was oblivious to reality?” the pink doppelganger asked. “Even to the point of being able to defy the laws of physics?”

“I always had wondered about that,” Rarity admitted. “I always assumed that she must have had a unicorn somewhere in her bloodline and through that ancestor inherited latent magical abilities.”

“Nopony really knows where she got that gift,” the imprint informed her. “So that explanation is as good as any, even though nowadays they’ve discovered that some of the things she was able to do aren’t even possible with unicorn magic. Whatever the case, Pinkie figured out how to imbue abilities similar to her own within products she called gimmicks. Pinkie always use to use them to spice up parties, but everypony quickly discovered they could do much more than provide a good time. The demand for them exploded, no pun intended, ever since Pinkie’s first ‘pop rocks’ proved to be more explosive than dynamite.”

“And we’re in a room full of explosive candy?!” Rarity gulped.

“Oh, no,” the pink shade chuckled. “Those are made in another section of the factory. I just brought you here because this room is right next to the product testing labs.”

“Why didn’t we just go to the product testing labs, then?” Rarity raised an eyebrow.

“Because that’s where they do use ‘pop rocks,’” the not-Pinkie explained. “It’s also the workplace of somepony I want you to meet. Their shift should be ending any second now.”

As if on cue, a loud whistle blew from somewhere in the factory.

Rarity turned in the direction of a hissing noise to see steam erupting from two large steel doors. The great gateways were opening slowly on long hydraulic arms, revealing just how thick the metal was as the doors swung open. Rarity felt the same sense of unease she’d felt at learning of Pinkie’s ‘pop rocks’ when she saw the blast marks on the inside of the doorways, coupled with splatters of slime and even what appeared to be spiked candy canes.

“So who are we meeting?” Rarity asked as dark silhouettes materialized into ponies stepping out of the fog of the room beyond the doors. The white unicorn was anxious to be on her way, and so wasn’t too keen on sticking around Pinkieville any longer than she had too.

“Here she comes now,” the painting of Pinkie noted, pointing with a two-dimensional hoof out of her portrait as a blur rushed out of the testing labs and ran smack into Rarity. The two ponies tumbled over and under each other until Rarity was was on her back underneath a tangled mess of golden mane and white feathers. “Though I probably should’ve warned you beforehoof about her being… different.”

Rarity was unable to say anything, as her mouth was currently buried under the ‘different’ pony’s rump. The white unicorn angrily scrunched up her legs and then delivered a furious push to the interloper. The pony, being a pegasus, was lighter than Rarity had anticipated and flew a good distance before crashing back to the floor.

“Watch where you’re going, you ruffian!” Rarity called after the pegasus, picking herself up off the floor and attempting to dust herself off. “My mane’s had quite enough harassment today from chocolate milk and the fact that I overslept by a thousand years. I don’t need errant pegasi adding to its distress!”

Instantly, the white pegasus burst upright, launching into the air before spiraling back down again in a slow twirl. The pony zoomed up to Rarity as soon as she touched down, her face inches away from the white unicorn’s, large lavender eyes studying her intently.

Rarity tried to back up, but the pegasus followed forward each time she did so.

“Oh, this is ridiculous!” the white unicorn exasperated after she’d been backed up to the wall. “Personal space, please!”

Rarity moved to shove the intrusive pegasus away, but right before her hooves made contact, the other pony finally spoke.

“Your name is Rarity. Your height is approximately six point seven three hands. You are one-thousand and nineteen years old. Your IQ is Slightly Above Average. Your blood type is O. Your intentions are benevolent, though you have a predisposition to putting on a display of regality even when you don’t have to or want to. You are far more gifted with magic than you let on, with a rating of seven out of ten on the Standard Unicorn Magic Scale. Your weight is—”

“Stop right there!” the white unicorn belted, pushing the pegasus away. “Who are you? And how did you know all that? Has my plight become such common knowledge that everypony knows it?!”

“Quite the opposite,” Pinkie’s mental shadow cut in from where she’d been watching the scene unfold with amusement. “Nopony knows about your plight except the other imprints and I. Your tale has been forgotten by history.”

“Well somepony obviously told her!” Rarity huffed. “And I must say that I don’t appreciate my medical records and whatnot being made public knowledge!”

“They aren’t.” The the artificial ghost smiled. “In fact, even I didn’t know most of that stuff.”

“Then how did she?!” Rarity fumed.

“We haven’t the slightest idea,” the not-Pinkie replied. “It seems the real Pinkie Pie’s gift was passed on through the ages. It appeared in varying degrees in different ponies throughout her bloodline. Not one pony with the gift had it in quite the same way as Pinkie Pie herself did; they were all unique anomalies. Surprise here, the latest and last descendant of Pinkie Pie, seems to be able to size a pony up just by looking at them, among other things. But I’m sure you’ll find out about those later on.”

“Why would I stick around to find out about this crazy pegasus, even if she is Pinkie’s distant descendant?” Rarity asked. She had places to go, Disks to find, and friends to honor. She couldn’t waste her time being introduced to a pony whose relation to one of her friends was nearly drowned by a millennium of mixed genes.

“Oh, you won’t,” the not-Pinkie corrected. “As per the real Pinkie Pie’s orders, you’re to be given an escort to Sparkle Technologies in New Canterlot by the eldest and last descendant of Pinkie’s bloodline. And that pony is Surprise.”

. . .

Chapter 4

“Absolutely not!” Rarity insisted. “Even if she is a descendant of one of my closest friends, I won’t be finishing what my friends started with a creepy, crazy pegasus!”

“I’m afraid I can’t go against orders,” the not-Pinkie insisted right back. “Even if I have to strap Surprise to you with ‘silly string,’ you’re not leaving this factory without her. Besides, the road to New Canterlot is dangerous. Surprise knows how to handle herself outside these walls, but you don’t even know how the Land has changed after a millennium. Besides, she could be useful to your search.”

“How could a pegasus like that possibly be useful to my search?!” Rarity inquired angrily, shooting a look at the odd pony. Surprise was currently blowing bubbles out of her mouth, each of which was a different color and floated haphazardly through the air. Had she swallowed a gallon of multicolored soap or something? Or was that just more of her weird ‘gift,’ if you could even call it that? “She looks completely insane!”

“She is, regrettably,” Pinkie’s imprint confirmed, uneasy. “It seems that Pinkie’s gift always came with a touch of madness. In Surprise’s case, her strong inheritance of the gift seems to have resulted in a nearly total separation from reality.”

“But not even Pinkie Pie was that…distracted,” Rarity pointed out. “And although I appreciate you taking Pinkie’s orders seriously, I honestly think that Surprise would only slow me down. No offense to you or Surprise, but I don’t want my completing of what my friends started to be waylaid by an inept pegasus.”

“Oh, she’s far from inept.” The pink shade smiled knowingly, as if to say ‘if only you knew.’ “In fact, she’d be quite the valuable asset if you were to be ambushed.”

“Ambushed?” Rarity echoed, now uncertain.

“It is true that the bandits mainly rove out on the Sands like your companion claimed,” the imprint explained. “But there are plenty of dangers on this side of the Walls as well. MMMs, the Contagious, and even a few haywire Sparkle drones don’t exactly make The United Lands of Equestria as safe as they were in your day.”

“MMMs? The Contagious?” Rarity repeated, raising an eyebrow. She was almost certain these ‘dangers’ had been made up for the sole purpose of getting her to bring Surprise along. “And what in the world is a Sparkle drone?”

“MMM stands for Magically Mutated Monster,” Pinkie’s imprint told her. “They’re a result of the factories polluting the lands with magical waste back in the earlier centuries of your friends’ companies. Unfortunately, Pinkie Pie’s Party Supplies were no exception. After the green laws were passed, the pollution stopped, but the creatures affected by the pollution continued to breed and develop entirely new monstrous species. As for the Contagious and Sparkle drones… Well, you’ll find plenty of those in New Canterlot. Just try not to get bitten by either one. Or even attract their attention.”

Rarity was now decidedly less sure Pinkie’s mental shadow was making this up. The white unicorn was about to make another protest, casting a sidelong glance at Surprise, but sighed and finally turned back to Pinkie’s imprint.

“I suppose it would be wise to bring along a native to this, er, time period,” Rarity conceded. “But if she gets in the way, I’m leaving her in New Canterlot.”

“Good.” The imprint smiled. “It’s settled, then. I have your supplies ready and waiting. Are you ready?”

“What, we’re leaving now?” Rarity asked, incredulous. “But it’s almost nightfall! You said the way was dangerous, and I certainly don’t want to be stuck out facing monsters in the dark!”

“The journey to New Canterlot isn’t a long one,” the incorporeal clone said. “You should be there before sunset if you hurry.”

“Wait a minute!” The white unicorn stopped short, realizing something. “Why are you even sending me to New Canterlot in the first place? I know I’m looking for the Disks my friends left behind, but you said the company was raided five hundred years ago. How do you know there are any Disks in this ‘New Canterlot’? And what even IS New Canterlot? What happened to ‘Old Canterlot’?”

“There was a magical incident in Old Canterlot about a century after you went to sleep,” the artificial ghost answered. “Nopony knows what set it off, but there was a large explosion, and most of the city was destroyed. New Canterlot is built on the ruins of the old city. You’ll even see the new on top of the old when you start your journey. As for the Disks, I have no idea where any of them are.

“However, Twilight’s imprint over at Sparkle Technologies does, and her business is based in New Canterlot. I alerted each of the companies to your awakening as soon as I met you, and Twilight’s imprint wanted me to send you to her as soon as possible. She claims she has a spell that’ll help you find the Disks.”

“That would be most helpful,” Rarity sighed, thankful that this ordeal wouldn’t be as much blind searching as she had thought. “But why didn’t she simply send the spell here, then?”

“She insisted on giving to you herself. She claims that only she can cast the spell, but I have a feeling that she just wants to meet you. She’ll probably have her own supplies to help you on your journey as well.”

“I do suppose I need all the help I can get,” Rarity conceded, though she was getting a bit annoyed at all these perceived setbacks to her actually starting her search. “Very well, let’s be off then.”

“Excellent.” The imprint smiled. “And feel free to stop by Pinkieville anytime during your travels, if you ever happen to come this way again. As a friend of my creators, you have a lifetime supply of free gimmicks whenever you want them.”

“Thank you.” Rarity smiled back. All these imprints may be needlessly prolonging her journey, even if they did only mean to help, but at least it was good to have one friendly face on her side in this frightening new time. Wait a minute, ONE friendly face? Celestia and Luna! In all the (much unwanted) excitement, she had almost forgotten about her rulers. Whenever she got to New Canterlot, surely they would supply her with all the resources she could ever need to complete her search. Pinkie’s imprint was nice and all, as were all the free supplies, but seeing somepony who had actually been alive in her own time would be priceless. It would be so good to see faces that truly remembered her when she’d been awake, and the fact that those faces belonged to immortal monarchs didn’t hurt either.

With luck, the white unicorn would be seeing her beloved rulers within the day.

The sapient portrait’s tongue darted out again to eat both Rarity and Surprise before spitting them out back in the front lobby where the white unicorn had first entered this crazy company. Rarity shook herself off a third time, trying to appear as dignified as possible as she worked the artificial saliva out of her coat. With a wave of the not-Pinkie’s hoof, two sets of saddlebags appeared around the white unicorn and her new travelling companion. Surprise continued to say nothing, not having spoken since her informative outburst back on the factory floor. Rarity, though, thanked the new friend she had made and trotted back into the raining streets of Pinkieville.

It was sad to think that the only new friend Rarity had made in this new time was nothing but a shade of her real friend, long dead and gone. But she was a friend nonetheless, and besides, the white unicorn had other friends to look forward to. The Princesses were less than half a day’s journey from here if Pinkie’s created countenance was correct.

It seemed that the white unicorn’s earth pony travelling companion had already left with his cartload of free gimmicks, as Oscar was nowhere in sight. Surprise, though, more than made up for the absent amalgamation of animals by gleefully jumping into a puddle of chocolate milk and drenching Rarity all over again. The white unicorn tried her best to maintain her composure, but it wasn’t easy. The pegasus continued to leap and skip through the puddles in front of her, weaving her way around Rarity in circles before dashing ahead again. Though Surprise seemed to have grasped that she was supposed to be travelling with Rarity, the frizzy-maned pegasus still didn’t seem to have the slightest clue as to what else was going on. Rarity was seriously beginning to regret her decision to bring Pinkie Pie’s descendant along.

The white unicorn and her happily skipping (and sometimes flying) pegasus companion trotted out of Pinkieville and into the wide world beyond. After a good while of traveling, Rarity began to wonder why Pinkie’s imprint hadn’t sent them in a train or called for a royal escort via airship or pegasus-drawn carriage. She got her answers all at once when the trees they had been walking through so far finally thinned out to reveal what had happened to the space between the cities that had once been Ponyville and Canterlot.

A train wasn’t proposed because the train tracks weren’t there anymore. Well, they might have still been there, but a towering white wall obscured them from view. Rarity trotted over to inspect them more closely.

“I wouldn’t do that,” Surprise said suddenly, startling the white unicorn just as she was reaching to touch the wall. Rarity halted her hoof just before it came in contact, turning to eye Surprise curiously. This was the first time the pegasus had said anything normal, though she still looked as zoned-out as ever as she watched Rarity’s hoof.

“Why ever not?” the white unicorn inquired.

Surprise looked up, and Rarity followed her gaze, laying eyes on a rather sizable sign.

“Warning,” she read. How had she not seen that earlier? The sign was large and looming, written in blocky red letters. Small silhouettes of ponies with shock markings around them and glowing skeletons littered the lower half of the sign. “High-powered shock-spells in use.”

“What’s behind these?” Rarity inquired, hastily drawing her hoof back and backtrotting away from the wall. “And why are they built around the old railroad? Are these those Walls that everypony keeps talking about? Are the Sands behind here? I hadn’t thought they would be so close.”

“Those Walls and the Sands are far away,” Surprise said, shaking her head. “They use these walls to keep the two-legs separate from the rest of us.”

“Two-legs?” Rarity echoed. “What in Eque…The ULE is a two-leg?”

“I dunno.” Surprise shrugged. “I’ve never seen one.”

Sensing that she wasn’t about to get anything else from the pegasus, the white unicorn turned to follow the progress of the wall, intent on seeing how big this containment for the ‘two-legs’ was. It turned out to be a lot longer than she had expected. The wall ran across the plains, flowing over the foothills to finally climb the mountains where Old Canterlot had once sat. Whatever the two-legs were, they apparently needed a LOT of space. This wall practically halved Equestria down the middle if it continued on past New Canterlot.

“It doesn’t continue past New Canterlot,” Surprise said, interrupting Rarity’s thoughts. The white unicorn jumped as the pegasus spoke, not because she had spoken but because of what her words implied.

“How did you know—”

“And there’s another wall on the other side of the train tracks,” Surprise went on as if Rarity had said nothing. "It’s like a tunnel with no roof, except there is a roof because an invisible force field blocks the two-legs from the sky. It’s called The Walled Road; it leads from New Canterlot to the gated compound where they keep the two-legs most of the time.”

The white unicorn simply stared at Surprise with a mixture of confusion and slight fear. Had Surprise really been able to tell what she was thinking, or had it just been a good guess based on what Rarity had been looking at? Potential mind-reader or not, though, what Surprise said was just as much of a shocker. Apparently these ‘two-legs’ were dangerous enough to be kept behind strongly enchanted walls, but if they were so dangerous, then why did a walled road lead all the way from their compound to the royal city? Why did New Canterlot need a special connection to the ‘two-leg’ prison? And what in Eque—The ULE was a ‘two-leg,’ anyway? Rarity mentally filed the question away for later; if the answers wouldn’t be in the book on equine history that Pinkie’s imprint had lent her, then surely all would be explained once they reached New Canterlot.

New Canterlot, though, was a surprise in and of itself. Rarity could see what the not-Pinkie had meant by the Old and the New being right on top of each other. It was more literal than she had anticipated. Even at this distance, the white unicorn could see towering ruins of what used to be pristine shops, buildings, and even the royal palace itself. Not a single structure wasn’t fragmented in some way; even at this distance, Rarity could see that debris littered what wasn’t blasted from existence entirely.

“What happened to Canterlot?” Rarity whispered to herself. Seeing what used to be the most beautiful city in all Equestria turned to rubble and ash brought a tear to her eye. It was almost like losing a friend. As long as the white unicorn could remember, the royal city had always been there, watching over Ponyville from afar. But now, both of those settlements were gone forever. Where Ponyville had simply grown into Pinkieville, though, Canterlot had been completely destroyed.

Well, not entirely. Rarity’s eyes followed what she had at first taken to be the skeletal remains of blasted buildings up to a sight that made her jaw drop. Standing on towering stilts above the remains of Old Canterlot was a metropolis twice as large and magnificent as anything that had existed in Rarity’s real time. It soared above even the clouds, many of which it was creating as pastel-colored smog belched out of smokestacks.

The answer to the white unicorn’s second and third questions about transportation were answered as a great shadow fell across the land. Rarity looked up, expecting to see a dark cloud, but instead witnessed the largest creature she had ever seen. It was truly massive, larger than even New Canterlot. The strangest thing of all, though, was that the creature was FLYING. And it didn’t even have wings!

The only thing Rarity had ever seen that came anywhere close to what the creature looked like was something she had only read about in books. They were supposedly the largest creatures in the world, even bigger than the biggest dragons, but they were supposed to swim in the ocean instead of fly through the air! And they weren’t supposed to be green!

“Isn’t it beautiful?” Surprise jerked the white unicorn out of her bewildered contemplation again. “I always love watching the skywhale migration.”

“Migration?” Rarity echoed. “You mean there are MORE of them?!”

Surprise simply nodded, not taking her eyes off the floating mountain of blubber slowly undulating as it swam through the air high overhead. Turning to see which direction it had come from, the white unicorn saw another, and another, and another! The things swam over the horizon and just kept coming, blocking out even the Sun for moments at a time as they flew in front of it.

The strangest thing of all, though, was how the so-called ‘skywhales’ seemed to be swimming in what was roughly a straight line. They were far from single file, but the floating behemoths wove in and out of each other like a living river.

That definitely explained the reason why no means of travel by air had been provided. Flying through THOSE things, let alone near them, would be a death sentence. Even if they weren’t aggressive (Rarity had read that oceanic whales generally weren’t, but who knew what skywhales were like?), a simple absentminded flick of a tail could flatten entire city blocks.

“They’re not… dangerous, are they?” the white unicorn wondered aloud. The skywhales were far overhead, but Rarity couldn’t stop thinking about the analogy of a hawk spying a tiny field mouse far below and diving for dinner. Just one of those things could gulp down all of old Ponyville. They could easily make quick work of two tiny ponies who currently had nowhere to gallop off to and hide. “Surprise?”

But Surprise was no longer there. In a panic, the white unicorn frantically looked around for her travelling companion. Finally, an idea hit her and she looked up, and shrieked.

Surprise was soaring up towards the leader of the skywhale pod. Rarity tried to call her back down, but the errant pegasus either couldn’t hear her or was ignoring her. Doing a loop around the giant creature, Surprise then landed daintily on the airborne leviathan’s nose, leaning down to look it in the eye.

“What is she DOING?!” Rarity screamed. “She’s not crazy -- she’s stark-raving mad!”

But whatever the state of Surprise’s mind really was, what happened next was the last thing the white unicorn had ever expected. It was also something that she would remember for the rest of her life.

Rarity of course couldn’t hear the white pegasus from this distance, but it looked as if Surprise was actually talking to the flying blubbery monolith. Was that a glimmer of…understanding the white unicorn saw in the creature’s eye?

Surprise quickly flew back down after the skywhale blinked in what might have been a confirmation of some kind. The pegasus was about halfway back to Rarity, smiling like an idiot, when the skywhale opened its massive maw.

“Oh, no! It’s going to eat her!” Rarity cried.

Rarity had bee expecting teeth, but what was revealed inside the skywhale’s mouth appeared be something akin to harp strings. Thousands, no, millions of them. All of which began vibrating to create a dull whirring sound in the air.

Rarity raised an eyebrow at this, uncertain of what was going on. If this was some kind of predatory preparation to eat ponies, it certainly wasn’t like anything the white unicorn had ever seen.

The silky-strands of the skywhale increased the vigor of their vibrations, causing a rising whine to echo across the foothills below. Then, as if finally striking the right chord on a very difficult instrument, a wave of sound blasted forth across the land. One clear, ear-shattering note that rippled and danced and shook through the air as it washed over the trees and grasses and streams below as well as the other skywhales above.

Tears welled up in Rarity’s eyes. It was the most beautiful thing she had ever heard. And it was only the beginning.

The other skywhales quickly took up the note, each adding their own variation to the chord until the entire pod was singing a wordless aria. The lilting tunes rose and fell, laughed and cried, fought and made peace. It was like the anthem of the universe, and though the white unicorn couldn’t understand a word of it, just hearing it was all the description she needed. Life awakened in this song, and also died before being reborn. Stars burst into being and then exploded. The world turned, and the ponies and dragons and gryphons and even other forms of life Rarity hadn’t even heard of danced along the course of history before making way for the future.

Rarity stood there, just listening to the wordless wonder, for she didn’t know how long. Time and space seemed irrelevant; just listening to that song was life enough. By the time it finally ended, silent tears were rolling down the white unicorn’s cheeks as the last of the skywhales swam over the horizon.

The white unicorn didn’t want it to end, didn’t want to see them go, but as the last notes finally died in her ears, she shook her head as reality came rushing back. How long had she been standing there?

Rarity looked up and gasped to see that the first stars were already peeking out of a dark blue sky. The Sun was setting already?! She must have been there for hours! The white unicorn quickly looked around to see where Surprise had gotten to, and found the white pegasus staring at her a few feet off. Surprise was still grinning that lackadaisical oblivious grin, her eyes unfocused.

“I have just two questions,” Rarity spoke to her new travelling companion. “First of all, what…what WAS that?”

“Skywhale symphony,” Surprise replied. “They’ll sing for you if you’re real nice. I thought you’d like to hear it, since you haven’t before. Fluttershy Fabrications always makes sure to only release the best singers into the wild after they’re done being genetically engineered in the factory.”

“Which brings me to my second question,” the white unicorn began in a hiss. “WHY IN THE WORLD DID YOU WASTE THE REST OF THE DAY?! WE SHOULD’VE BEEN IN NEW CANTERLOT BY NOW!”

Surprise frowned, looking confused.

“New Canterlot?” the pegasus asked. “Why would you want to go there? It’s crawling with the Contagion and Sparkle drones and smoke and other nasty stuff.”

“But that’s where Pinkie’s imprint is sending us!” Rarity exasperated. “Didn’t you hear that?! You were right there when she explained all this to me!”

Surprise looked to be deep in thought for a moment.

Finally, the pegasus smiled again and said “You know, you kind of look like a marshmallow.”

Rarity looked dumbfounded for a moment before scowling. If there had been any doubts before, there were none now. Surprise was undoubtedly completely insane, just as Pinkie’s shade had claimed. The white unicorn just hadn’t thought the pegasus would be THIS insane.

“Well, this is just GREAT!” Rarity growled. “NOW what are we supposed to do?! We’re miles from civilization of any kind, and supposedly there’s acronymic monsters and sandy bandits and nasty contagious ponies and Sparkle something-or-others out here!”

“I know!” Surprise piped up. “We could make a fire and tell ghost stories! They always make me laugh. I love to giggle at the ghosties.”

Rarity was about to launch into another furious rant, but stopped when she realized that Surprise was too detached from reality to even recognize when somepony was angry with her. As for Surprise’s suggestion, the white unicorn wasn’t about to spend the night outside in unfamiliar territory if she could help it. Besides, even if they did make camp for the night, they would certainly have to take turns being on watch. Rarity definitely wasn’t going to trust Surprise not to mess up that job too; the puzzled pegasus would probably just fly away looking for talking rocks or something and leave the white unicorn to the hungry jaws of anything that came across her.

Rarity looked up, seeing the lights of Canterlot burning brightly through the night. They were certainly a lot more vibrant than in the white unicorn’s true time. How could anypony up there sleep with all that light? Sure, it was beautiful to behold, but didn’t seem to be very practical.

Whatever it was, though, the lights were still far away. It would at least take until midnight to reach them, and who knew what hungry monsters or cutthroat bandits could overtake them by then?

Then again, simply standing there and waiting for something to find them wasn’t very appealing either.

So, of course, that’s when something DID find them.

Rarity leapt in the air and screamed at the top of her lungs, almost drowning out the bellowing roar that had caused her fright. The white unicorn whirled around to come face-to-muzzle of what she saw to be, by the lights of New Canterlot and the Moon, what might have once been a timberwolf. The wolfishness was still there, but it was buried under the countless eyes peeking out of the bark-like flesh and the monstrous size of the thing. Root-like claws snaked in and out of the ground in search of nutrients while massive branches grew from the creature’s back, their tips chiseled into razor-sharp points.

This could only be one of the Magically Mutated Monsters the not-Pinkie had told her about. And it looked ferociously hungry.

Green vines covered in thorns and what looked suspiciously like mouths of Venus flytraps suddenly burst from the monster’s flesh and lunged at Rarity and Surprise. The white unicorn ducked, whirled, and twirled around the thrashing vines, narrowly dodging the writhing thorns. A fierce and fiery determination burning in her eyes, Rarity leapt forward, ducked under a swinging thorny branch, swirled around, and bucked the creature’s face with all of her might. The white unicorn both heard and felt the crunching of wood as her hooves buried deep into the abomination’s rough flesh and glowing eyes. It bellowed in pain.

As Rarity smirked in satisfaction, happy to know that she could defend herself in this new time better than Pinkie’s imprint had thought, a memory flashed in her mind. The first time the white unicorn had gone on an adventure with her friends, Rarity had delivered a very similar kick into the face of an enraged manticore. That monster had been less than half the size of this monstrosity, yet Rarity remembered that her buck had served only to make the manticore all the more furious.

The white unicorn gulped and suddenly experienced a strange and particularly vivid sense of déjà vu. A thorny vine lashed out from the creature’s new wound and encircled Rarity as fast as a strike of green lighting, causing twice as much pain as any electrical bolt would have as the thorns dug into her flesh.

Rarity cried out in pain, her horn igniting and her telekinetic grip latching onto the vine in an attempt to wrench herself free. This proved both fruitless and unnecessary, as a split second later the mutant timberwolf lifted her into the air and threw her at the ground. Rarity turned her magical focus to herself, holding back the force of inertia to land her softly on the dirt road.

The white unicorn was now twice as frightened of the beast before her and three times as determined to defeat it. Rarity picked herself up off the ground from where she’d fallen, painfully, but thankfully it wasn’t as painful as it could have been. As she rose, she winced and cried out in agony as the multitude of wounds screamed in protest.

Rarity glanced over to where she’d last seen Surprise, hoping that the pegasus hadn’t fared as badly as she had. To her surprise, the white pegasus was just sitting there! Where was all that ‘she’ll be useful in an ambush’ talk Pinkie’s imprint had told her?!

“Surprise!” Rarity called. “Help me! We have to stop this thing!”

“Why?” Surprise asked. “He’s just a cute and cuddly puppy!”

Rarity was vaguely reminded of how Fluttershy had been the only one who could defeat the manticore so many centuries ago, and then only by using that exact same mindset. Somehow, though, Rarity didn’t think pulling a thorn out of this mutant timberwolf’s paw would solve anything. After all, when you thought about it, the creature was nothing BUT thorns!

She conceded that she would be getting no help from Surprise, and told her to fly away before she got hurt. Rarity then turned her attention back on the monstrosity of plant life and magical mutation before her, preparing herself to dash forward and buck it from a different angle. As soon as she moved, however, Rarity cried out in pain all over again. The wounds that the thorns had inflicted were deeper than they looked, and she wasn’t going anywhere unless she had time to heal.

Time, though, was obviously something Rarity didn’t have. The mutant timberwolf was already crouching to pounce, fury in its eyes. With an ear-shattering roar the abomination leapt forward, Rarity just barely able to hop out of the way with tremendous effort. This caused the creature to (rather ironically) smack against a tree with enough force to tear through the wood and send the towering trunk crashing down on top of it. The monster howled in pain, trapped.

Taking advantage of the precious moments given to her, Rarity crawled away from the creature’s lashing vines and opened one of her saddlebags. Pinkie’s imprint had to have packed some kind of healing supplies, hopefully of the stronger magical variety. The white unicorn thrust her hoof into the bag, surprised at how deeply it went in before realizing that, of course, these bags were enchanted to be larger on the inside than on the outside. Leave it to Pinkie’s ignorance of physics to make such a thing possible.

Rarity shifted her hoof around the pile of supplies inside the bag, tossing out one item after the other in hopes of finding something that vaguely resembled a healing potion. Potions didn’t seem to be a product produced by Pinkie’s Pie’s Party Supplies, though, as the white unicorn found nothing but processed candies in individual wrappers.

“You’ve got to be kidding me!” Rarity huffed. “Well, ONE of these has to work!”

The white unicorn pulled out a gimmick at random, praying it had something to do with healing. It was a small cylinder of plastic that presented bright, flashily printed labels.

“Sugar Rush,” Rarity read. “Need a boost? Then you need a ‘sugar rush!’ This looks as good as anything else, so I might as well try it.”

Rarity magically unscrewed the top of the can and lifted it to her mouth. With her luck, it would probably be something like those ‘go-away gravity gummies’ she’d seen in use earlier. Those would be nice to escape the mutant timberwolf with, but they wouldn’t heal her, and Rarity was losing blood fast. The white unicorn gulped as she ingested the sugary powder inside the can, hoping they weren’t some kind of miniature ‘pop rocks.’

Rarity tasted a strong sweetness as the sugary substance poured over her tongue. Sure, it was decent candy to say the least, but the white unicorn didn’t see how it was useful—

Rarity’s pupils shrunk to an almost invisible size as her eyes widened. One eye began to twitch violently, and Rarity’s front right hoof began to stamp the ground with increasing ferocity.

‘What is IN this stuff?!’ Rarity thought to herself as her body began to buzz all over. She felt more awake now than she ever had in her life. She felt like she was energized enough to win The Running of the Leaves a thousand times over and still be ready to beat a million Rainbow Dashes in a million iron pony competitions.

And the energy was still building. It filled every inch of her being, threatening to burst out of her if she didn’t expend it. She had to do something, had to exercise, had to leap, had to kick something, had to run, had to run run run run run run—

And so she did. In a streak of white and purple, Rarity ran. Her hooves didn’t even seem to make contact with the ground. It was like she was flying just as she had when she and her friends had gone to Cloudsdale to cheer on Rainbow Dash in The Best Young Fliers Competition. Only this time, she wasn’t slowly floating on the breeze thousands of feet in the air amidst clouds and pegasi. This time, trees rushed past her as she zoomed along the ground, as did wide open plains and foothills and then mountains and then ruins of a building and then—oh, look, was that New Canterlot overhead? And then—

And then the ‘sugar rush’ wore off.

The fierce feeling of adrenaline was cut off from the white unicorn all at once. Rarity’s hooves, having moments ago felt like the ground was nothing to them, suddenly began to make pattering contact with the rubbish-covered cobblestones beneath her. The white unicorn tried in vain to plant her hooves firmly, but inertia carried her forward, sending her sprawling and tumbling over all kinds of overturned carts and piles of garbage and the thick mud coating the street.

Finally Rarity came to a halt, landing on her back after a painful tumble. Where just moments ago Rarity had felt like she had enough energy to take on the world, now she felt as if she didn’t have enough energy to take on a dandelion sandwich. The sensations of her body, of her labored breathing, of her burning muscles, of the screaming pain of her still-bleeding wounds, began to fade away and grow numb.

“No!” Rarity tried to shout, but all that came out was a whisper. “I have to get back to Surprise, have to save her from that thing… have to… have…”

But doing anything would have to wait, it seemed. The last thing the white unicorn saw before darkness enveloped her was what appeared to be a brilliant spotlight shine into her vision as ponies descended on ropes from the towering city above.

. . .

Chapter 5

“She’s awake now. I’ll take it from here.”

Was that…Surprise’s voice?

“Absolutely not, young mare,” scolded a different voice, a stern stallion this time. “We’re medical professionals, and this pony is in dire need of our care. I suggest that you back away from the patient before I have the Royal Guards restrain you.”

“But she’s my marshmallow!” Surprise whined. “I mean, uh, travelling companion. The President of Pinkie Pie’s Party Supplies herself put her in my charge!”

“I find that about as likely as your story about escaping an MMM,” the stallion laughed humorlessly. “Guards, if you would kindly get this pony out of the way?”

What was going on? And why couldn’t Rarity open her eyes? In fact, why couldn’t Rarity even feel her eyes? Why couldn’t she feel anything at all?!

“Alright, Miss,” the stallion said, seemingly speaking to the white unicorn this time. “I don’t know if you can hear me, but I’m a doctor. You’re currently suffering from the effects of a ‘sugar rush’ overdose as well as some minor wounds, but don’t worry, you’ll be perfectly fine. The wounds have already been patched with a simple healing spell, but re-energizing you from the effects of the ‘sugar rush’ will require a bit more attention. Don’t worry, though; you’re in the hooves of New Canterlot’s finest hospital now. You’ve been unconscious for about an hour, but we’ll fix you up in just a few minutes.”

That made Rarity feel a little better, but not much, considering how she couldn’t feel anything at all! All she could do was hear, listening intently to the pony who claimed to be a doctor and Surprise’s protests coupled with some shuffling noises in the background. That must be the white pegasus being restrained by the Guards. The ROYAL Guards, which meant Rarity could contact the Princesses as soon as she got out of whatever form of inaction she was currently trapped in. This brightened up her mood significantly, but knowing that Surprise was in the same room with her had a bit of a counteractive effect on her mood. Sure, the white unicorn was certainly glad that her companion seemed to have escaped the mutant timberwolf without any injuries. That didn’t change the fact that Surprise had done nothing to help Rarity during her battle with the beast, though, so the white unicorn hoped that the Guards weren’t too gentle with their restraint.

“You’re going to feel a slight pinprick of pain,” the doctor told Rarity. “That’s good, because it means your sensory receptors are coming back into action. All I’m going to do is intravenously feed you some healing potion to give you back the energy you lost during your sugar rush. You should be right as rain in a few minutes.”

Rarity did indeed feel a sharp jab of pain and winced, or at least tried to. She then felt the potion suddenly coursing through her veins, filling her up with a sense of well-being that she hadn’t felt since listening to the skywhales’ song. The feeling of the white unicorn’s energy returning to her quickly subsided when a burst of pain ignited her left hind leg.

Rarity tried to scream as her leg felt like it was on fire, but of course she couldn’t. Her leg refused to stay immobile, though, kicking and thrashing violently in spasms of agony. Wait, she was moving it! And she felt it, even if she felt it under an ocean of pain.

Next her right foreleg felt like it exploded, shortly followed by her tail, and then everywhere ignited as if somepony had thrown a match over the white unicorn after dousing her with oil.

Rarity screamed in pain, leaping up from where she’d been laying in the hospital bed. Every muscle in her body seared with heat and aches. Her eyes flew open the moment her mouth let out the screech, taking in everything in an instant. The unicorn doctor in his white coat, Surprise struggling to free herself from the Royal Guardponies in the back of the room, the IV still feeding that potion.

“Good!” the doctor exclaimed, his horn glowing as the IV was removed from Rarity’s foreleg. Instantly the pain stopped, and the white unicorn noted with relieved satisfaction that she could feel everything normally again. “The potion seems to have worked on you splendidly. You should now be as energized as you were right before you took the ‘sugar rush.’ All I can do now is warn you take it in smaller doses next time. The correct dosages are on the instructions on the label, after all. Usually abuse of such a potent gimmick would be cause for a legal reprimand, but according to your blood tests you’d never encountered any kind of Pinkie Pie-related products before. That, I must say, is most unusual, but if it was your first time then I think this little incident can be forgiven and forgotten.

“Now,” the doctor continued. “Normally I would keep you for a few more hours to run some final tests. It’s strictly protocol, and really very pointless in the end. But due to, uh, extenuating circumstances, I believe it would be best if I released you into Royal protective custody a little early.”

“Royal protective custody?” Rarity echoed. “I did want to seek an audience with the Princesses, but is ‘protective custody’ really necessary? Is something wrong?” And how did I even get here, anyway? The last thing I remember was arriving under New Canterlot…”

“It’s just the formal title, ma’am,” announced one of the Royal Guardponies in the back of the room, still struggling to contain Surprise. “We’re to offer you a guarded escort to the palace, nothing more. As for how you got here, you were spotted by one of the sub-city patrols, and we elevated you to New Canterlot before any of the Contagious could get to you. You should count yourself lucky, Miss; most ponies who wander into Old Canterlot don’t come out in one piece. Next time, we highly recommend you use the guarded stairway leading into the New city.”

There was that talk about the ‘Contagious’ again. Rarity was getting increasingly curious as to what exactly this Contagion was that everypony was so worried about. And she certainly would’ve made use of stairs up to the shining New Canterlot if she had seen any. In her crazed burst of speed she must have overshot them entirely.

“Certainly, sirs,” Rarity replied cordially. Though the armor and uniforms of the Royal Guard had changed—drastically—since the white unicorn’s true time, there was still the unmistakable familiarity of the Royal Guard about these ponies. They were large, blunt-looking fellows and quick, sleek-looking mares. Even though the types of ponies who opted to don the armor of Equestria’s only real armed forces was the same, though, the oddness of that new armor was quite striking. It was huge and bulking, for one thing, fitted with hissing joints and hydraulic pistons. These seemed to make up for how hard it would’ve otherwise been for the ponies inside to move. On top of that, the suits of mechanical armor came complete with thick helmets that would’ve fully obscured the ponies inside if their black visors hadn’t been up.

The final touch came when Rarity noticed the Royal crest emblazoned on each of the Guards’ chests. Instead of Celestia and Luna circling each other around a Moon and Sun as the day did the night, now featured on the ponies’ coat-of-arms was a circle of appendages from different creatures. Each foreleg or arm all reached to the center to clasp each other all at once. Rarity saw a pony hoof and the striped hoof of a zebra, as well as the claw of a dragon and all kinds of other forelegs and arms of creatures she didn’t recognize. This certainly was a different time and a much changed nation, but it was good to see that peace was still such a top priority to feature it on the symbol of the country. “When can we depart? I’ve been ever so eager for an audience with the Princesses.”

“There you go with PrincessES again,” the doctor uttered, confused. “At first I thought it was just a slip of the tongue. You do know there’s only one Princess, right?”

“WHAT?!” the white unicorn gasped. “What happened?! Who’s in charge?! What happened to the other Princess?!”

“Are you alright, Miss?” the doctor asked with concern. “Guards, maybe she should be kept for a few more tests, just in case. I’ve never witnessed a ‘sugar rush’ overdose cause symptoms of amnesia.”

“She’ll be fine,” a Guard assured him. “And we can depart immediately, Miss, if you’re feeling up to it.”

“Y-yes, let’s,” Rarity stuttered. She had known Equestria had changed, but WHAT IN THE WORLD HAD CAUSED ONLY ONE PRINCESS TO RULE?! Had one of them been slaughtered in the war that Pinkie’s imprint had mentioned? Was one of them simply banished, like Nightmare Moon had been? “But if I may ask—”

“The Princess told us you would be…disoriented,” one of the Guards interrupted. “Rest assured, the Princess will explain everything once we arrive at the palace.”

Rarity gulped, but nodded. She had a feeling she wasn’t going to like this, whatever the outcome was. How could she bare it if another Princess had fallen or been banished? The white unicorn had thought all divisions in the royal family had ceased after she and her friends had used The Elements of Harmony for the first time. It seemed that that was far from the case.

Rarity got to her hooves, thanked the doctor, and trotted out of the hospital room with the Guards. Surprise was finally released and she fell in step next to the white unicorn as if nothing life-threatening had happened. At least she was loyal, even if she was insane as well as useless in a crisis. No, scratch that. Surprise wasn’t useless, she was DANGEROUS. If not for the white pegasus’ messing with the skywhales, they would have gotten to New Canterlot safely before sunset and avoided the mutant timberwolf entirely. This was all Surprise’s fault!

Rarity turned to glare at the pegasus, who, sensing she was being watched, turned and smiled at the white unicorn. After a moment or so of shooting daggers with her eyes to an obliviously grinning Surprise, Rarity gave up with a sigh. Once again, Rarity had to admit that there was no use getting angry with a pony who was too insane to grasp she’d done anything wrong. Nevertheless, the white unicorn did NOT need such a potential threat travelling with her. The first chance she got, she was leaving Surprise here in New Canterlot with an apologetic and explanatory message for Pinkie’s imprint. That was probably best done after her council with the Princess, whichever one was still there, as there would then be more Guards around to keep Surprise from flying after her.

The white unicorn shielded her eyes from the bright light outside as she and her Royal escort stepped out of the hospital. She then proceeded to gawk at the sight the glistening light that was New Canterlot. Everywhere, towering buildings soared into the night sky as if they were reaching for the very stars themselves. Strangely enough, there seemed to be precious few stars to reach for. Rarity dismissed it as all the ambient light of the city blocking out any starlight. And what an ambient light it was.

Everywhere, neon signs glowed and advertised all kinds of products from the various companies her friends had created so long ago. There was an ad in bright electric pink adorning a tower, advertising the very gimmick that had gotten her here to the city and almost killed her in the process. Rarity shivered when she thought that she had come so close to being eaten by one of those Contagious in the destroyed city below.

Atop another building was an advertisement of the company Pinkie’s imprint had sent her here to see. In glowing purple was a ridiculously large sign for ‘Sparkle Technologies,’ displaying what looked like an even more mechanical version of the armor the Guards were wearing. Instead of a visor, this model sported two wide open dark holes for eye sockets. Gears and exposed pipes belched illustrations of steam and whirring motion over a caption that read ‘The new Sparkle drone, now available for domestic use, only 2,000,000 bits!’

“Two-MILLION bits?!” Rarity exclaimed. One of the Guards turned to see what she was looking at and smiled when he saw the billboard.

“I know, I can’t believe it either,” the Guard said. “It’s their cheapest model yet. My wife and I might actually be able to afford this one. It’d be great for help around the house.”

Rarity said nothing, but continued to gawk at the outrageous price. Not even Filthy Rich, the wealthiest pony in Ponyville, had had anywhere near that much money in Rarity’s day. Tearing her attention away from the advertisement at last, Rarity continued to peruse the lights of the city with her eyes.

At long last, the group arrived outside the gate of the grandest, largest structure Rarity had so far seen. It was unmistakably the Royal palace, even if the architectural style had definitely changed in a thousand years. Glass domes containing what looked like exotic plant life glowed at one end while twisting towers with spiral rooftops graced the other, and the arches in between were littered with sparkling windows. The whole place swooped and curved in an upward motion, as if reaching for the skies just like everything else in this city.

Then of course there was the giant force field covering the entirety of the place. Why was there a force field? Was the city under a national threat of some kind? If so, then why wasn’t the force field covering the entire city? And why hadn’t the not-Pinkie said anything about it?

The Guards conferred with the sentries on duty at the gatehouse, and the tall doors and a small section of the force field opened.

“Wait, Miss,” one of the Guards called to Rarity as she prepared to go into the opulent grounds. Rarity turned to see Surprise being barred from entry by two of the Guards, both pegasi, so as to keep her from simply flying over them. A unicorn attempted to restrain the pegasus’ movements further by holding her in a telekinetic grip. “This pony claimed to be your escort from Pinkie Pie’s Party Supplies. Is this true? Or would you prefer that we didn’t let her into the palace? We were only told to escort you, but she may be permitted to join you if you so choose.”

Rarity started to say something, then stopped. She had been planning on leaving Surprise behind in New Canterlot after the fiasco with the mutant timberwolf, but did she really just want to leave the pegasus out here on the street? Biting her lip and then sighing, Rarity decided that it would be better to ask whoever the Princess was to handle Surprise for her while the white unicorn was in the city. She did still have to visit Sparkle Technologies, after all, and Rarity didn’t want Surprise to simply stick around by the gate and then follow Rarity as soon as she came out of the palace. That way, Surprise wouldn’t know which direction Rarity had gone after she began her search for the Disks, and would hopefully return to Pinkieville.

“Let her in for now, please,” Rarity conceded. “My business with the Princess involves her.”

“Very well,” the Guard said, and the others released Surprise.

The group continued on into the palace, the gates and force field closing behind them. As they approached the steps to the grand double-doors that could only lead to the throne room, Rarity felt her heartbeat quicken. Whoever was behind this door and sitting on the throne, their sister would not be in Equestria. They might not even be among the living anymore. The anticipation of finding out the identity of the last Princess was almost killing Rarity, though at the same time she dreaded finding out who had been deposed.

The doors magically opened as the group reached the top of the steps, and Rarity’s jaw dropped. Sitting on the throne and smiling sadly at her was neither Princess Celestia nor Princess Luna, but—

“Cadance?!” the white unicorn exclaimed. The last time she had seen the pink alicorn had been at the royal wedding when the changelings invaded. The Princess still didn’t look a day older than a young mare. “But—what—where’s Celestia and Luna? Not that I’m not overjoyed to see you, you must realize, but...”

“But you were expecting my aunts?” Cadance smiled somberly.

“Well, yes, but—” the white unicorn stammered.

Cadance simply held up a hoof, and Rarity abruptly stopped speaking.

“I know you must have many questions,” Cadance said. “But regrettably I cannot answer several of them. What I can tell you is that I understand your surprise. I myself never expected to be on the throne.”

“What happened to put you there?” Rarity wondered, trotting forward into the room. The white unicorn stopped when she realized that nopony was following her, and turned to see the Guards and even Surprise all bowing. Rarity realized her mistake and quickly dropped to the floor as well.

“You may arise, my subjects,” Cadance announced, and everypony stood up. The pink alicorn rose from her throne and trotted down to meet Rarity halfway in the center of the throne room. The white unicorn wasn’t entirely sure how to react; Cadance had seemed like a very decent pony when they’d met a millennium ago, but that was the first and last time they had ever encountered each other. Rarity only knew Celestia’s niece from her wedding, and so was quite surprised when Cadance pulled her forward into an embrace. After a startled moment the white unicorn hugged her back. It might not have been what she was expecting, but it was still so good to see a real and living friendly face she recognized from her own time. Again, the fact that it was the face of a Princess didn’t hurt either. With any luck, Cadance would provide all the resources Rarity would need for her search, as well as further explanation for what had happened in the thousand years the white unicorn had slept.

“It’s good to see you again, Rarity,” Cadance smiled as she pulled away from the white unicorn. “I had almost given up hope that I would ever see somepony from the old days again.”

“Why ever would you think that?” Rarity wondered nervously. “Where are Celestia and Luna?”

“I wish I could tell you,” Cadance sighed, turning to face the stained glass windows of the palace. Rarity noted that they all displayed different scenes than the pictures of the previous palace, probably all of them based on the last thousand years. “But nopony knows where Celestia is. She vanished after The Solar Empire fell at the hooves of The New Lunar Republic. As for Princess Luna, well…I don’t really know how to tell you this, but—”

“She’s not dead, is she?!” Rarity gasped.

“No,” Cadance said, quelling the white unicorn’s fears. “But it might be better if she were.”

“Why would you say such a thing?” Rarity asked, horrified that she would ever hear a Princess say something so awful about another Princess. “Surely she hasn’t turned into Nightmare Moon again!”

“The incident with Nightmare Moon is long behind the royal family,” Cadance assured the white unicorn. “But…well, I suppose it would be best to show you. I do warn you, though, what you are about to see is not pleasant.”

“Is anything in this era?” Rarity laughed humorlessly.

“Actually, The ULE is prospering now more than ever,” Cadance admitted. “The nation is at peace, and has been for quite some time. Industry marches onward, the advance of magic is accelerating at a rate unmatched by any other age in history, and the standard of living is at its highest in decades. So long as ponies keep to the civilized areas of the country, that is. I’m afraid not all of The ULE is as well off as we are here in New Canterlot, and that’s even with the Contagion.”

“What is the Contagion?” Rarity inquired, getting tired of hearing that word with no explanation offered. “And what’s wrong with the ‘uncivilized’ regions? Why don’t you help them as well?”

“I do all I can to help The ULE,” Cadance assured the white unicorn. “But some things are beyond even the powers of a Princess. And answers about the Contagion must wait, I think, until after I have showed you Princess Luna.”

“Princess Luna is here?!” Rarity almost squealed. “Oh, I would ever so much like to see her!”

“She’s what I was warning you about,” Cadance cautioned. “She won’t be as you remember her, though we hope she will be some day.”

Rarity’s smile instantly vanished at this, to be replaced by a look of fearful unease. What had happened to Princess Luna to make Cadance warn her before they even saw her?

Cadance’s horn glowed, and the warm magical light encompassed both Rarity and the pink alicorn. In a flash, the throne room was gone, to be replaced by a spherical space with a fierce glow at its center. Rarity squinted to see through the harsh light, and cried out when she saw what was at the center of it. There, in the midst of a blue orb of what the white unicorn could feel was a tremendous amount of magic, was Princess Luna. Golden rings etched with glowing runes encompassed the orb, spinning around it so quickly that the dark alicorn inside could hardly be seen as they rushed around her. But the unconscious body inside the concentration of mystical energies was unmistakable.

Princess Luna looked no different than she had in Rarity’s day, but her body was littered with magically pulsing scars. The magic of the orb, fed by the runes on those rotating rings, was fed into those scars. It was like an overhauled version of Rarity’s IV back at the hospital. The white unicorn could only imagine what it must feel like to have all that energy coursing inside you.

“What happened to her?” Rarity whispered. “How long has she been like this?”

“Twilight Sparkle developed many amazing feats of magic in her time,” Cadance explained. “Even more than Starswirl the Bearded. One of those feats was a spell that could convert any power source into magical energy, a feat that was thought to be impossible. With Twilight’s new spell, Equestria quickly industrialized due to all the new raw power we had access to. But about a hundred and fifty years after your friends’ deaths, that spell was taken to new levels it never should have reached.”

The white unicorn listened with rapt attention, nodding her head.

“Ponies discovered how to breach the upper boundaries of the atmosphere,” Cadance went on. “They would build large metal ships and shoot themselves out of giant gas-powered cannons. The expeditions were originally only for research and exploration. But when the first ships returned to Equestria with stars as their cargo, things changed. It was discovered that the stars were tiny yet extremely bright magical balls of burning balefire. If we applied Twilight’s power spell to the stars, we could access more energy than we ever dreamed possible. Thus, star harvesting became a nationwide industry.”

Rarity listened on, not sure how this was relevant. She wouldn’t have even believed it was possible to take stars from the sky before all this, but nowadays she was being surprised left and right. But what did stealing the stars from the night sky have to do with Luna?

“Equestria’s future seemed bright,” Cadance continued. “But there was an unforeseen side effect to all this progress. Princess Luna began to grow weaker, her powers waning as she was wrought with illness. As soon as it was discovered that it was the star harvests that were weakening her, Princess Celestia instantly banned the practice. The threat to Luna’s health had been removed, but the night sky is still healing even to this day from all the damage that was done to it and to its Princess.”

“That’s awful,” Rarity gasped, turning to see Luna once more. The white unicorn had been asleep for a thousand years, but it seemed Luna had spent close to that time feeling her supposedly immortal body wither and hurt. What must that feel like to somepony who wasn’t even supposed to be able to feel pain or the tides of time themselves? When Rarity had seen the scant few stars overhead, she had assumed that it was only because of all the extra light in New Canterlot. Now she knew that there was a much darker explanation.

“It is indeed,” Cadance agreed. “New stars appear every now and then, but something as big as the sky is slow to heal. With Luna’s powers and immortality so severely weakened, we didn’t think she would be able to make it to when the sky was full of stars again. We would have put her in the same stasis spell you were in, Rarity, to preserve her until she could live in safety once more. But your enchantment baffled even the royal sisters. Try as we might, we could not duplicate it, and so made do with the best copy we could manage.”

“This is a copy of the curse I was under?!” Rarity questioned, incredulous. What could have been so powerful to put her to sleep for all this time that even the royal sisters didn’t understand the spell? The white unicorn knew that Celestia and Luna would’ve surely released her from her curse had they been able, but the revelation of how deeply the portents of her enchantment had run was still shocking.

“It is,” Cadance agreed. “It is nowhere near as effective as yours was, though. Where your spell seemed to place you in unconscious suspended animation, making a mortal pony free from the passing of time itself, this spell only slows time.We’re still not sure if Luna will make it to a safe time even with this spell.”

Rarity was silent for a moment, trying yet failing to take this all in.

“I didn’t want to show Luna to you at all,” Cadance admitted, breaking the white unicorn out of her thoughts. “But I have a favor to ask of you. I know that Pinkie’s imprint will have told you about the missing Disks, and I know that you will be looking for them.”

“I’d be happy to help,” Rarity said quickly, glancing at Luna again. “But what can I do?”

“In your journey for the Disks, I have a feeling you will spend some time searching out on the Sands beyond the Walls,” Cadance told her. Rarity nodded, noting how often these modern ponies kept talking about the Sands and the Walls. What exactly were they, and why did they exist? “I can’t travel there myself, or I would attend to the matter personally. All my top Guards and myself are required here in New Canterlot to keep the peace with the Contagion, as well as maintain harmony with the other states of The ULE. But star poachers, illegal star harvesters, still exist out on the Sands. I would be ever so grateful if you could deal with any you come across for me, and especially for Luna.”

“Of course,” Rarity nodded vigorously. The white unicorn was happy to do anything she could to free Luna from that state.

“Thank you,” Cadance smiled. “I knew I could count on a friend of my favorite foal to foalsit.”

Rarity smiled back, glad she could do something to ease the pain Cadance must be under to have witnessed so much distress on the part of her aunts. Not to mention what Luna must have experienced for herself.

“I do have more questions, though,” Rarity started as Cadance’s horn began to glow and her magical aura began to settle on them once again. “For starters, what happened five hundred years ago when Celestia went to war with Luna? Pinkie’s imprint didn’t have time to explain much to me, but I’ve been just dying to know what happened.”

“I’d be happy to explain everything,” Cadance assured.

With a flash, they were back in the throne room. Rarity and Cadance both jumped at the sight that greeted them when they arrived there. All of the windows were smashed inwards. Through their shattered remains thick metal coils led to what looked like more advanced, and dangerous, models of the suit that the white unicorn had seen advertised on Sparkle Technologies’ billboard. The Guards were all either tied up in more metal coils, unconscious under the iron hooves of the mechanical invaders, or worse. Was that…blood pooling underneath the head of one of the Guards? And where was Surprise?

The white unicorn noted that instead of the royal crest of The ULE that the Guards bore on their armor, these new ponies wore something rather different on their suits. The insignia of Sparkle Technologies, Twilight’s cutie mark, was emblazoned on their chests as well as where their cutie marks would’ve been. Beneath the familiar symbol Rarity could spy a motto similar to that of Pinkie Pie’s Party Supplies, only twice as disturbing: ‘Sparkle Technologies does what it must because it can. Prepare for the future with Sparkle Technologies! Nine out of ten products guaranteed nonlethal!’

“What is the meaning of this?!” Cadance roared, furious.

“What’s going on?” Rarity questioned. “What are Twilight’s companies’ guards doing here? How did they even get into the palace in the first place?”

“Those aren’t guards,” Cadance hissed, though the white unicorn could see that all the anger was directed at the metal creatures rather than at her. “They’re Sparkle drones. Robots.”

“What’s a robot?” Rarity wondered, still not seeing how these things couldn’t be guards. Sure, their suits looked even more mechanical and advanced than those of the Royal Guards, and their movement were awfully jerky and regular, but they were still ponies, right?

“It’s a lifeless hollow husk powered by magic,” Cadance spat. “And they’re not allowed on palace grounds! This goes against royal decree! I know you’re listening, Sparkle, and I’ll have your head for this!”

“Sparkle?” the white unicorn echoed, still cringing at the thought of something that looked like it was alive but really wasn’t. It was hard to imagine that those things were nothing more than enchanted gears and pipes, but the more she watched their hollow movements, the less Rarity believed she could have ever mistaken them for ponies. “You mean Twilight’s imprint? I know she must be the one who sent those…things…but why would she break into the palace?”

“Because she’s a traitor!” Cadance announced, stamping her hoof on the royal red carpet.

“I am no traitor,” spoke a voice that Rarity instantly recognized as Twilight’s. Or, rather, the shade of Twilight. If Pinkie’s imprint had been more grounded in reality than Pinkie had been, then what if Twilight’s imprint had deviated from her original personality as well? It certainly seemed to be the only explanation for breaking into the palace with mechanical monsters. The white unicorn still wasn’t sure how they had been able to do that in the first place; how could Twilight’s mental shadow be powerful enough to break infiltrate what must be the most magically protected place in all of The ULE? “I do more to help this great nation of ours than you ever did, my so-called ‘Princess.’ Therefore, it should come as no surprise to you when I come to save the visitor Pinkie’s imprint sent here to see me, not you, from your dastardly ponynapping plot.”

“You think I stole Rarity?” Cadance laughed darkly. “You are a fool as ever, Sparkle. She came to me. She wanted to see ME first.”

“I fail to see how what Lady Rarity wants is of any consequence in this matter,” Twilight’s imprint went on, voice still coming from nowhere. Rarity looked around to try and find the source, but saw nothing until one of the Sparkle drones stepped forward. A panel opened on its head and a hologram sprang out of it, displaying a false image of Twilight’s mental shadow. “What is of consequence it what’s best, and we both know that I can help the Lady Rarity find what she needs better than you ever could. Be not alarmed by my presence, Lady; I am simply shown to you now as a projection of my real self in the factories on the other side of New Canterlot. You will see me in person shortly, after I rescue you from these ponynappers.”

“But I really did come here first of my own free will,” Rarity protested. “I was planning on coming to see you as soon as I had met with the Princesses—er, Princess.”

“As I said, what you think you want does not matter,” Twilight’s imprint insisted again. “What matters is that you come with me. The simple act of my breaking into the palace should tell you all you need to know about whether Cadance or I am more powerful and thus more able to help you.

“Now,” the imprint intoned darkly, turning her attention from Rarity to Cadance. “Are you going to give her up willingly, or do I have to take her by force?”

“You’ll do no such thing!” Cadance roared, her horn igniting and her wings flared in an attack stance.

“We’ll see about that,” Twilight’s imprint chuckled, smiling. Instantly the Sparkle drones dashed forward as what looked like not-so-miniature cannons mounted on their backs began to hum with magical force.

. . .

Chapter 6

Cadance’s horn ignited, blasting a beam of pink magic directly at the Sparkle drone projecting the hologram of Twilight’s imprint. The drone was thrown back against the double doors of the palace, splintering them as the great gateways buckled inwards, the archway above collapsing into crushing rubble. Rarity was thankful that there was nopony inside that hunk of moving metal, or Cadance would be a murderer.

The pink alicorn instantly began blasting the other drones, but learning from the mistake of their spokespony robot, each had erected a miniature magical force field around itself. The shields glowed with Twilight’s familiar aura, which seemed so strange being projected by things that weren’t even alive. What was even stranger, though, was how the shields were so strong that Cadance’s blasts couldn’t pierce them! Rarity assumed, now that Celestia was missing and Luna was indisposed, that Cadance must be in charge of the Sun and Moon. That being said, what could make these robotic shields so strong that even Cadance couldn’t pierce them?

Cadance wasn’t giving up, though, and continued to blast the Sparkle drones in rapid fire succession. For all her strength, she couldn’t hit more than one robot at a time. When the alicorn focused on a different enemy, one of the shielded drones dropped its shield and shot a burst from its cannon. Cadance was taken by surprise and knocked backward into the throne, crashing through it and drilling deep into the stone wall behind it.

Each drone instantly dropped its shield and began firing into the hole, blasting burst after burst of magical projectiles. These quickly began to send cracks spider-webbing out from the point of Cadance’s impact, and huge chunks of the stone wall began to collapse inward. Next the ceiling sagged where it had lost its support, and bits and pieces of it rained down as it too looked seconds away from falling.

All of this had happened so fast that Rarity hadn’t had time to react, but she was making up for that. Whether these things were commanded by the copy of one of her dearest friends or not, Rarity wasn’t about to stand by while a princess and the first real living friend she’d met in this time were attacked. Rarity began firing spells of her own, simple self-defense incantations her father had taught her when she was a filly, at the drones. However, she too could only attack one drone at a time, and each robot put up a shield long before her spells reached them. If Princess Cadance wasn’t able to strike through those shields, then what hope did Rarity have?

Well, if her own magic wasn’t going to work, then maybe the magic of a certain pink pony would. Rarity telekinetically opened her saddlebags and felt around inside them. She noted with regret that she had lost much on the road to New Canterlot when she had begun randomly flinging gimmicks out of her saddlebag, fully planning on collecting them once again when she found what she wanted. Of course, the ‘sugar rush’ had seen to it that she left the gimmicks far behind. For all she knew, they could’ve been eaten by that mutant timberwolf.

“No, no, no!” Rarity chanted to herself as she picked up one gimmick after the other, seeing none that looked useful. Well, they may have been useful, but Rarity only knew what a precious few of the many varieties of Pinkie’s products actually did. She would be just as blind with these gimmicks as she was with the ‘sugar rush.’ Wait a minute. No, she wouldn’t. The white unicorn may have only known what a few of her partying friend’s products did, but this was one whose purpose she understood all too well. “Let’s see, the doctor said there were instructions on the labels. Ah, here they are: to use, simply lick and then toss in direction of whatever you desire to be no more.”

Rarity ripped open the bag of gumball-like candies and poured them all into her mouth. She spit them out just as quickly. Not only did she not want something so volatile in her mouth for long, these things tasted simply awful!

Catching the now-wet gumballs in the air with her magic, Rarity shot a spell at one of the drones. Its shield went up as expected, but as it and hopefully the others were distracted by the blast, the white unicorn levitated the gumballs behind each of the drones, rolling each one under one of the robots. Rarity then aimed carefully and shot a few spells into the still-crumbling ceiling, causing a scant-few debris to fall down over the robot’s heads. Again, they put up their shields, but this time they had a little surprise stuck in there with them. If Rarity’s timing was right, then—

BOOM!!

Each Sparkle-drone was instantly engulfed in a mass of fire, the sounds of explosion muted behind their shields but still ear-shattering in magnitude. Rarity could only wonder what they would be like without something to contain them. The peals of fire inside the shields, courtesy of Pinkie Pie’s Party Supplies ‘pop rocks,’ subsided after a moment of ferocious force. There was nothing left inside the shields but piles of molten metal and some magical gas. At last, the shields themselves fell apart as they had lost their power source, the red-hot pools of metal spreading out on the floor as the gaseous clouds dissipated into the air.

Rarity smirked for a moment, satisfied. But then she remembered why she’d initiated the attack in the first place, and rushed over to the hole in the wall.

“Cadance!” she called, peering inside the crater. “Cadance, can you hear me?!”

“I’m alright,” a voice called back, before the significantly messy-looking princess crawled out of the hole. Rarity helped her get down, before magically scanning her for any signs of injury. She was both surprised and relieved that she didn’t find any. “Technically, I can’t die, although the Sparkle drones certainly put up a good fight whenever they show their rusty metal faces.”

“You mean this has happened before?” Rarity inquired, looking back at all the destruction that the robots had caused. “What does Sparkle Technologies have against the government? And why don’t the other ponies turn against such a traitorous company?”

“It happens whenever Sparkle wants something that I won’t give her.” Cadance’s horn lit up as the room underwent magical repairs. Rarity marveled as the magic did its work, fixing up even the blasted stone and restoring the windows so that it looked as if they had never shattered. “And the ponies love Sparkle. She makes their lives so much easier, and is always coming up with new products that, I must admit, I couldn’t run the country without. She’s an invaluable part of ULE society, and has been ever since the incident that destroyed Old Canterlot.”

“What happened down there?” Rarity asked. “And what are the Contagious? For that matter, what are the Sands and the Walls? I have so many questions, but it feels like the more I learn, the less I know.”

“I’m sure being asleep for a thousand years will do that.” Cadance smiled. “I know Auntie Luna sure had a hard time getting back on her hooves after she was gone for a millennium as well. I’ll fill you in on as much as I can before allowing you to go to Sparkle Technologies, as even though I despise that shade of my former dear friend, I can’t ignore how useful she too will be to your search.”

“Wait a minute!” Rarity started, turning to face Cadance with a look of realization. “If you’re here, then where’s Shining Armor? Don’t tell me he—”

“Oh, no,” Cadance assured, realizing what the white unicorn was thinking. “Marrying a princess grants the husband immortality as well. He’s alive and fine, and I actually think you’ll see him soon if—”

There was a flash, and suddenly Rarity felt a hoof cover her mouth as another restrained her body.

“Madame President sends her condolences, and says she wishes it didn’t have to come to this,” announced a voice from behind Rarity as she struggled to get free. But before she could break away, or Cadance could so much as react, there was another flash, and the throne room disappeared.

“Get your hooves off me, you ruffian!” Rarity raged, swiping the interloper away as soon as the world reappeared around them. As soon as she was released, the white unicorn bucked behind her to send her hooves satisfactorily connecting with—

Nothing.

Rarity’s hind hooves swung out behind her into thin air, and she almost fell down. Whirling around, she saw nothing.

“Looking for me?” asked the same voice that had spoken in the throne room. Rarity spun around again to see a dark-purple pony a little ways off, wearing the oddest contraption she had ever seen. It was like a small suit, except surrounding the pony were swirling silver rings emblazoned with ruins, like smaller, duller versions of those surrounding Princess Luna.

Rarity snorted and raced up to the pony to give her a piece of her mind, but the other mare disappeared in another flash of light.

“What?” Rarity started, skidding to a halt in the space where her captor had just been. “Where’d you go? Show yourself, coward!”

“Over here, slowpoke!”

The white unicorn whirled around once more, to see the other pony a little ways off again. This time Rarity stayed put, instead igniting her horn and grabbing onto the interloper with her magic. The other mare just laughed and disappeared again.

“What in the world?” Rarity wondered. “I thought Twilight was the first pony since Starswirl the Bearded to be able to teleport! How can you do it?”

“Do you like it?” asked a different voice, one Rarity recognized as belonging to Twilight’s imprint, the not-pony that Cadance had called ‘Sparkle.’ Suddenly, the large dark room burst into light, revealing it to be an even grander office than the establishment Pinkie’s imprint used. Instead of resembling a grand hall, though, this office looked like a massive library, with sweeping bookshelves and multiple floors connected by bridges and balconies. “I call it the ‘teleharness.’ It allows anypony who wears it to teleport short distances. That will be all, Ricochet, thank you.”

The dark purple pony, who was now higher up in the library, saluted and disappeared again. This time, though, she didn’t reappear.

“Short distances?” Rarity repeated. “We just teleported all the way from the palace!”

“I know, it’s only short distances for now,” the disembodied voice muttered. “But rest assured, we’ll make it able to cross whole Lands someday. We even plan on opening teleportation stations eventually.”

“Where are you?” Rarity called out, looking around the office. “And why did you bring me here? I was going to come here right after I visited the palace! Cadance isn’t the ponynapper here -- you are!”

“You should have come to me first,” the voice insisted, slightly miffed. Was that what this was about? A case of damaged dignity? What kind of an ego did this mental shadow of her friend have if it thought it was more important than a Princess? “All the so-called princess wants is favors. I’m the only pony in New Canterlot who can actually help you.”

“How dare you speak of Cadance that way!” Rarity snarled. “I’m happy to help her! She’s a friend and my princess! She’s your princess too, you know!”

“That inexperienced alicorn is NOT my princess, nor is she THE Princess!” Twilight’s imprint, still unseen, laughed. “At best, she is a worthless regent. The true Princesses are either ill or missing. Equestria needs somepony like them, somepony with power and brains to lead them, not some foal with godlike powers!”

“Wait a minute,” Rarity mused, realizing something. “You want to be in charge! You think that you’re even more fit to rule than Cadance!”

“I AM more fit to rule than Cadance!” boomed the voice that was simultaneously Twilight’s and not Twilight’s. Sure, it sounded the same, but Rarity knew that Twilight would NEVER say something like that. What had happened to make a copy of her humble magical friend’s mind so power-hungry? “And soon the whole world will see that. But for now, I am here to help you.”

“Even if you are a shadow of one of my closest friends, I’m beginning to doubt that I want your help at all!” Rarity spat. “You won’t even show yourself to me!”

“You’re getting my help whether you want it or not,” the not-Twilight spat right back. “How many times do I have to say it? What you want is irrelevant. I have far more intelligence than you, and that means that between the two of us, I know what is best. Therefore, you shall receive my help, but only because you were a friend of my original. I can’t imagine why the real Twilight Sparkle would ever associate with somepony who had such low intelligence, though.”

“You’re not a copy of my friend!” Rarity shouted to the empty room. “You’re a perversion! You’re the opposite of everything Twilight was and stood for! You may not be able to understand how somepony as intelligent as Twilight would be my friend, but what I can’t understand is how she could have had the misfortune to accidentally create you!”

“Enough!” the not-Twilight roared, the echoes of her fury rebounding off the bookshelves as Rarity put her hooves to her stinging ears. “You think I’m not a copy of Twilight? I share her appearance, her every memory, and all her knowledge. Soon, I shall even share her flesh, only the body I wear shall be an improvement over the meatsack her beautiful mind was forced to wear. And when I take physical form, I won’t even be a copy of the greatest pony to ever live. I shall be an IMPROVEMENT!”

“What are you talking about?” Rarity demanded. “You’ll never be more than Twilight was! You’re not alive! You’re not even real! Pinkie’s imprint told me herself that imprints don’t actually exist!”

“A pony possessing such little knowledge will only result in an imprint who has little knowledge,” Twilight’s perversion chuckled darkly. “I, however, was copied from the most knowledgeable pony in history. But though her mortal flesh eventually grew old and died, my mind was able to grow and accumulate even more knowledge than the real Twilight ever could. And when I have a physical body, my mind will exist forever. An imprint doesn’t need to be alive, or even real. If I have a body that is real and moves according to my will, then what does it matter if I am real or my body is alive? Life itself is nothing more than the latest vestigial organ to be cast aside in the next step of pony evolution. When my body is complete, I will usher in the next epoch of ponydom, where no mind shall ever die. Encased in bodies free of the tethers of life, pony minds shall grow and learn forever. And I, being the most knowledgeable of them all with Celestia and Luna no longer present, shall lead ponydom into this next stage of our evolution.”

“You’re… insane,” Rarity conceded at last. She hadn’t wanted to admit it, for doing so meant that the real Twilight must have had a touch of insanity to her as well. The only explanation for this abomination of an imprint that Rarity could come up with was that this sentient shadow was not a copy of Twilight’s mind, but rather of the smidgen of insanity that had once plagued it long ago. Or maybe the insanity had simply grown over time to corrupt the rest of Twilight’s copied psyche. Whatever the case, this was not Twilight. It was the worst things about her, taken to new levels that the real Twilight would have been horrified to know had happened.

“Insane?” the not-Twilight, even more distorted than the not-Pinkie had been, laughed. “Could somepony insane be brilliant enough to build this?”

The desk in front of Rarity began to open up, revealing itself to be a compartmentalized mechanical structure. It hissed as gears and pistons turned and stretched, revealing the carefully guarded treasure within.

As the crumpled, skeletal mass of colored metal and magically glowing components inside the desk sparked to life, Rarity screamed.

The thing, the not-Twilight’s pride and joy, stepped out of its sarcophagus and slunk into the open, attempting to raise itself on spindly legs. The monstrosity lifted its smiling head, one eye glowing from a construction of silvery structures over a grinning assortment of metal teeth. The nearly fully-formed flesh on the other side of the face lowered one perfect purple eyebrow over a lavender iris, its half of the mouth curled into a smug, self-satisfied expression.

“Take a good look, unicorn,” the thing announced with pride. “What you see before you is the future. My body is currently incomplete, but soon this robot shall be indistinguishable from the real Twilight in her prime, never to age or grow old. The time of the weak, mortal Equus Equestrias is coming to an end. Under my enlightened leadership, Equus Mystikas Mechanikas shall be the next form of ponydom.”

“Get away from me!” Rarity screeched, backing up. She’d seen monsters before, and had never shied down from a single one. Sure, she had been frightened of The Everfree Forest manticore a thousand years ago, just as she had been terrified of the mutant timberwolf in this new time. But she hadn’t backed down from it simply because she was scared. The white unicorn had been ready and willing to fight to protect herself and the ponies around her. This… thing… though, was not a monster. It went beyond that. It was a perversion of sentience itself, for it was not alive, yet it moved. It was not real, yet it thought. And it planned to make everypony else exactly as it was, immortally lifeless and nonexistent.

“It is the nature of the weak and stupid to fear that which is beyond them,” Twilight’s imprint laughed through the half-formed teeth of its unfinished robotic body. “But even your kind will have to understand someday that I am the only future that results in their surviving to see the next evolutionary epoch.”

The mechanical monstrosity sauntered back to its coffin and lay down inside it, allowing the contraption that hid it from the world to cover it once more. The thing shot Rarity a final silver smile with a gleam of its red, glowing eye before a metal sheet slid over it, removing it from sight.

Rarity was sweating now, breathing rapidly. She had to get out of here, away from that… that THING. This dark shadow of the madness Twilight herself must have not known she possessed was a threat to her and all of Equestria simply by existing, or rather, being present but not existing. It had to be stopped. She had to get word to Cadance—but no, even the immortal alicorn princess herself had already proven she couldn’t stop Twilight’s imprint’s lackeys, let alone the monster herself. The rest of Equestria, then. Yes, that was it. Cadance had said that the other ponies loved ‘Sparkle,’ but if they knew the truth about what their beloved nonentity had planned for them, surely they would rise against her. Even if this mental shadow could best an alicorn, surely it couldn’t hope to stand out against the whole of Equestria, right?

But who would believe Rarity? Why in the world would ponies across The ULE want to believe that somepony they cherished so much was dangerously insane and had to be stopped?

“Now,” the not-Twilight announced, a disembodied voice once again. “about my assisting you in your journey. I believe that the best thing to do would be to symbiotically hardwire your nervous system into my latest model of mechanized Sparkle armor. After that we can graft your flesh to the device with some fusion spells. It won’t be as good as uploading your consciousness into a real robotic body like mine shall be, but at least this way you shall have all the powers of our highest military-grade Sparkle drones and nopony will ever be able to take those powers away. You’ll even live up to three times longer!”

“WHAT?!” Rarity screeched. “You want to stuff me inside one of those… things?! You want to make my body like your lifeless contraptions?!”

“Of course,” Twilight’s imprint verified, either not detecting or deliberately ignoring Rarity’s utter horror at the idea. Probably the latter. “What better way for me to help you than to give you all the benefits of being one of my products?”

“No!” Rarity shouted, fire in her eyes, nostrils flared as she snorted angrily. “I will NOT allow you to make me into whatever you please! I’m neither your plaything nor your puppet!”

“For the googolplex-eth time, what you want is irrelevant,” the not-Twilight sighed. Suddenly bookshelves began sliding back into the walls, revealing only darkness beyond them. Mechanical arms hissed and whirred as they stretched out of those gaping holes, the silver claws at the ends of them holding what looked like the dismantled remains of a single Sparkle drone. “I’m the most intelligent being here, so what I say goes. And I say: you’re going to become... evolved.”

“No!” Rarity repeated, her breathing and heartbeat accelerating. “No, no, NO!”

The white unicorn’s horn ignited and blasted one of the arms into scrap metal, the gears and pistons smashing and crumpling against the rest of the wall. She fired a flurry of more blasts at the advancing arms, destroying them one after the other, but more arms simply replaced their fallen comrades. The clawed contraptions began to quicken their pace, more and more of them sweeping into the light of the office, overwhelming the white unicorn. She was just one pony, after all, facing an army of what she would soon become if she lost. Facing an army of magical machines…

No, no, no, no… she couldn’t keep this up, couldn’t fend them off forever. There had to be an escape route somewhere! Rarity darted her eyes about the office even as she continued to strike down the incoming mechanical monsters. But, just like Pinkie’s imprint’s office, the only gateway into this vast library had been blocked long ago. Where the not-Pinkie’s office had simply contained a bricked-up doorway that the white unicorn could have easily blasted through, though, this office’s one door was blocked by a sheet of reflective iron. Rarity recognized the enchantment on the metal, knowing that even if it wouldn’t have simply reflected her spell back at her, there was no way she could expect to break through it.

Rarity was tiring, her spells coming with less force yet requiring more effort. This must be just what the not-Twilight had wanted; to wither her into submission and then mechanize her when she became too exhausted to resist. Pinkie’s imprint had had a factory full of gimmicks, but Twilight’s imprint had a factory full of machines. There was no way Rarity would be able to destroy them all before she finally collapsed.

“Marshmallow!”

Rarity’s eyes widened, and she jerked her gaze upwards. There, impossibly, was Surprise. The white pegasus was swooping down through the army of arms, dodging this one and that, until she landed beside the dumbfounded unicorn with that ever-present silly smile.

“Surprise!” Rarity gasped. “How did you—where were you—”

“When you vanished with the princess, I went off to look for you,” Surprise answered, referring to when Cadance had taken her to see Luna. “And now I’ve found you!”

“But how did you get in here?!” Rarity besieged. “Surprise, it’s not safe here. You have to go out the way you came—”

“I’m afraid that’s not happening, great-auntie,” interrupted a new voice. A dash of the sky at sunrise shot through the air from where Rarity saw was a small hole in the ceiling. The swirl of dark lavenders and burnt oranges and golden yellows and midnight blues landed with a metallic thump on the floor next to Rarity and Surprise. “I brought her here through the secret entrance, but now that Mother knows we’re both here, we’ll have to fight our way out.”

Rarity was able to get a good glance at this newcomer for the first time. Her jaw dropped as she did so. Standing in front of her, eyes full of anger and determination, horn sparking, was the spitting image of Twilight Sparkle. The real one. In the flesh, even if that flesh did sport a new set of additional colors and an unexpected sheen. Wait, sheen? Was her coat coated in wax or something? But no, the shine wasn’t oily, it was… metallic.

“You’re one of them!” Rarity screamed, backing away on weary legs, her horn flashing warningly. “You’re a robot!”

“No,” the new not-pony said through gritted teeth, still eyeing the oncoming arms and destroying a good many of them. “I’m Daybreak. Alright, fine, I’m technically just the imprint of Daybreak. And yes, my body is mechanical—an android, not a robot—but that doesn’t mean I sympathize with Mother any more than you do.”

“Mother?” Rarity echoed, still eyeing the newcomer warily.

“It’s alright, Marshy!” Surprise chirped, brightened up. “She’s cool. She’s the one who got me in here to rescue you!”

“But who—no, what—are you?!” Rarity demanded.

“There’ll be time for explanations later—” the newcomer tried to say.

“No!” Rarity interjected. “Either explain yourself now or I’m going to fight this battle on my own! For all I know, you could just be some new kind of mind-game distraction sent by Twilight’s imprint!”

“Fine!” Daybreak exasperated angrily, if that was her real name. It turned out that it wasn’t. “Twilight Sparkle had a daughter named Daybreak, and made an imprint of her daughter just like she made an imprint of herself. I’m that imprint. I was placed in this body by Twilight’s imprint as one of the prototypes for her own physical body. Now are you going to help me help you escape or are you going to let us both get killed—or worse?!”

. . .

Chapter 7

“YOU’RE TWILIGHT’S DAUGHTER?!” Rarity gasped. “But, how—”

“I’m a sentient memory of a mare long dead and gone,” Daybreak interrupted. “I’m just an imprint, no more a pony than Mother over there. But I prefer to be called by a name, not a copy of a name. So please, call me ‘Daybreak.’”

“No, I mean… Twilight had a daughter?” Rarity explained, her horn igniting as it blasted another robotic arm into smithereens. “I’m so happy for her! She was always so wrapped up in her studies, I was afraid she’d never take the time to start a family.”

“Well she did, and I’d be happy to tell you all about them, as I was there for most of their lives,” Daybreak told her. “But right now, I REALLY think there’s a matter a little more pressing at hoof!”

“I’m well aware of that,” Rarity affirmed, telekinetically ripping one of the metal arms in half and beating the others with it. “But how do we get out of here?”

“I’m working on that,” Daybreak assured, a spell erupting from her metal horn. It blasted over countless arms in a shockwave, each rusting and crumbling into dust at the magic’s touch.

“You mean you don’t know?!” Rarity reprimanded.

“I’m… improvising,” Daybreak stated. “Wait a minute, why isn’t your pegasus friend helping us fight?”

“She’s NOT my friend,” Rarity clarified. “And she’s completely insane. Not only is she useless, she’s dangerous. She almost got me killed on the road to New Canterlot!”

“She what?!” Daybreak turned to face Surprise. “You said you were sent by Pinkie Pie’s Party Supplies!”

“I am!” Surprise piped up. “Er, was. No, will be!”

“She really IS insane!” Daybreak shouted, a look of hopelessness creeping onto her synthetic face. “I only calculated our probability of escape with the factor of three capable ponies! How are we supposed to get out of here with only two and a liability?!”

“I’ve always told the truth!” Surprise insisted. “I don’t have a lie-ability!”

“As charming as it is to watch your idiotic infighting,” Pseudo-Twilight’s voice boomed overhead. “I’m growing tired of watching so many good robotics go to waste. I was prepared to lose some, but if my disobedient daughter and some representative of a useless company are going to get in the way, then I’m afraid I have no choice but to resort to alternative methods of evolving you. First off, though, my daughter and your little pegasus friend need to go.”

“She’s NOT my friend!” Rarity repeated.

“Then I’m sure you won’t mind me killing her.” Twilight’s imprint chuckled. “But first, Daybreak: Override Code 1375-7: Shut-Down.”

Instantly, Daybreak stopped moving, her body frozen. The light in her eyes died, as did the magical aura around her horn.

“No!” Rarity gasped. “What did you do to her?! And you stay away from Surprise! She may be the worst pony I’ve ever met, but she’s too stupid to know any better! She’s innocent in all this!”

“I’ve installed several overrides into Daybreak’s body in the rather likely event she would try to disobey me. She’s little more than a reluctant puppet of mine. And I hardly think the pegasus can be called innocent. She broke into my factory, a crime punishable by imprisonment under even Cadance’s distorted view of the law. My interpretation of justice, though, has a far more fitting punishment.”

The parts of a Sparkle Drone on the end of one robotic arm began to move all on their own. The gears began turning, and the pistons pumped as a large cannon, similar to those on the backs of the drones at the palace, turned and fired a blast right at Surprise.

“Surprise, no!” Rarity shouted, too late and too far away to defend the pegasus.

Surprise looked up from where she’d been making funny faces at her reflection in the crumpled metal of some blasted robotic arms. The blast seemed to come at her in slow motion, the lights mirroring in her widening eyes. Surprise’s mouth opened in a silent scream as she tried to duck, the first sensible thing Rarity had ever seen her do.

An explosion of rock and metal shook the office as the blast drove into the ground. Rarity turned away and shut her eyes, refusing to look at the slaughtered corpse of an innocent. An innocent slain by that… that monster that thought it was better than Twilight Sparkle. That monster who masqueraded as one of the greatest ponies to ever live, yet thought that doing the opposite of everything that pony had stood for was an improvement over the original.

Rarity’s horn charged, the blue flame in her heart getting its first chance to burn through into the real world. The flame that had been ignited by Pinkie Pie’s ancient murder. All the pain that had been pent up inside Rarity would finally be unleashed, and she could think of no recipient more deserving of her hatred than this Twilight-shaped abomination, including whoever had put her to sleep for a thousand years. But Rarity never got the chance to release her anger. Her horn’s aura blinked out the moment she realized that somepony had beat her to the punch in unleashing their rage. And it came from the last pony she had ever expected.

“You gotta be bucking kidding me.”

Rarity whirled around, preparing to blast the fake Twilight’s precious body into the next ‘epoch of pony evolution’ as a zillion shattered pieces. There on the floor, lifting herself up on shaking legs, was the pony who had just spoken. Surprise’s mane had been mostly burned off, most of what was left scorched and blackened by the heat of the blast. Somehow, amazingly, the insane pony had ducked in time to avoid being erased from the face of Equestria.

And she was furious.

There was a dark gleam, a fire that made the flame in Rarity’s heart want to gallop away and hide, flickering behind the white pegasus’ eyes. Surprise looked more focused than the white unicorn had ever seen her.

What was left of Surprise’s mane had fallen flat, as had her tail. Where once cotton-candy-like puffs of shining yellow had bounced with every movement she made, there were now golden waterfalls of straight hair that cascaded onto the floor.

“You wanna play rough, eh?” Surprise hissed, looking neither at Rarity nor at Daybreak but instead at the office all around her. Her voice carried a different intonation than Rarity was used to. Gone was the lilting joyfulness, replaced with something that made the white unicorn shiver. This was a side of Surprise that Rarity somehow instinctively knew should have never seen the light of day. Whatever was going on here, Rarity suddenly wanted very much to be far away from Sparkle Technologies for reasons that did not entirely involve Twilight’s mad imprint. “Then let’s play rough.”

Faster than Rarity’s eyes could follow, Surprise launched herself into the air. Weaving through the bursts of magical cannon fire trying to correct their first miss, the white pegasus stopped short in the center of the office. The cannons on the Sparkle drone components had expected her to continue to fly upwards and so carried on shooting over Surprise’s head. This gave Rarity a few moments to take in this new side of her partner in action before the cannons realized their mistake.

Surprise hovered for a moment, her wings flapping slowly and fluidly. The fire in her eyes was still there, but for some reason she was positioned oddly. Instead of hovering in a horizontal fashion as did most pegasi, Surprise now assumed an upright posture in the air, her hind legs dangling below while her forelegs reached behind her back.

“What is she doing??” Rarity wondered aloud as the cannons corrected their misfire and turned to aim at Surprise once again. Their dark, empty mouths glowed as blasts of green balefire came roaring out. But Surprise didn’t even try to evade the projectiles. This time, she simply smiled darkly. This time, she was somehow, impossibly, ready for them. “Surprise, get out of there!”

But the white pegasus, as always, wasn’t listening. Surprise’s forelegs whipped out from behind her back. Strapped to them were two identical long and bulky metal objects. Whatever they were, they were far too large to have been concealed behind her back. They might have feasibly come out of the larger-on-the-inside saddlebags Pinkie’s imprint had given them, but Rarity never saw Surprise’s bags open. It seemed that the objects had simply materialized behind her back just before she brought them out for all to see.

The objects turned sideways as Surprise drew them out to point to either side of her, and Rarity could see the additional details that she hadn’t been able to make out from what must have been the bottoms of the things. They had what looked like telescopes mounted on top of them, as well as multiple long, hollow cylinders. The things were narrower at the ends, while nearest to the white pegasus the odd objects were bulky and composed of several metal components. Dangling from the bottoms of the things were strings of connected wrappers containing what looked suspiciously like ‘pop rocks.’

But what struck Rarity as the oddest thing of all was that the giant contraptions were a bright, garish pink. Bright strings of color decorated each, while the unmistakable cutie mark of Pinkie Pie decorated their sides. There was even some writing along the barrels…

“Party Cannon XL,” Rarity read out loud.

As soon as the words left her lips, the room exploded. Blasts that put the mechanical cannons to shame rocketed out of the party cannons, followed by trails of streamers and confetti. The chain of ‘pop rock’ wrappers were rapidly eaten by the machines before shooting back out into the world after a brief trip through the giant cannons, each crashing into the mechanical arms and erupting in what might as well have been miniature suns.

“EAT POP ROCKS, MOTHERBUCKERS!!” Surprise laughed maniacally, her voice somehow making its way into Rarity’s ears even over the roar of the flames. Rarity had known that Surprise was dangerous, but she hadn’t thought the clueless pegasus would ever be the direct cause of the danger! This was worse than anything Twilight’s imprint had cooked up thus far. All that shade had wanted to do was give Rarity a new body, whether she wanted one or not. It looked like Surprise was about to completely obliterate her old one, as well as everything else in the office. If pop rocks were more powerful than dynamite, then how could Rarity, Daybreak, and even Surprise herself expect to live through thousands of them being ignited in such an enclosed space all at once?!

Rarity ducked down, hiding her head under her hooves and throwing up a safety spell, knowing full well the fat lot of good it would do when the fire of countless ‘pop rocks’ came burning down on her. But that fire never came. Rarity opened one eye and breathed a sigh of relief. Encompassing her was a magical dome of burning orange, protecting her from the balls of balefire blossoming everywhere outside. Liquid metal from the destroyed robotics splashed against the force field as new explosions burst into being before the old ones even had time to die. Beyond the fire and metallic carnage, Rarity couldn’t see a thing.

But wait, what was casting this force field?

“Don’t worry, great-auntie,” reassured a voice, causing Rarity to whirl around and find Daybreak sitting in a different position than the one she had been frozen in. The robotic unicorn’s horn was aglow, surrounded by the same burning orange aura as the magic of the shield. It seemed that she was equipped with magical strength equal to or maybe even greater than that of the Sparkle drones that had attacked the palace, as her shield didn’t so much as flicker as the racking explosions resounded just outside. “We should be safe in here, and it won’t be long before that pegasus runs out of ammunition. She really must be from Pinkie Pie’s Party Supplies -- they only give out Party Cannon XL and above models to the military and to their own staff. And don’t worry about her protection either. Party Cannons of that caliber are tailor-made to protect the gunners from their own projectiles.”

“You’re alright!” Rarity cheered. “Thank goodness! I thought that… that monster had done something to you!”

“I only played along to fool Mother and give me time to think.” Daybreak chuckled. “It is true that she installed terabytes of override codes into my body, but she never figured I’d find out how to delete them.”

“So you’re not under her control?” Rarity wanted to make sure.

“I am under nopony’s control.” Daybreak shot a glare, but it quickly softened. “Not anymore, not ever again. I may be just a copy of a real, living pony, but I’m still me. I can think for myself.”

“Good,” Rarity said, her reaction surprising Daybreak. “I always thought a mare should have an independent mind, and I’m not sure if I can think of anypony better to be independent from than that thing you call Mother.”

“You have no idea how long I’ve waited to hear somepony say something like that,” Daybreak sighed. “Most ponies believe Mother really is the happy, helpful pony everypony sees on the holographic advertisements. It’s good to finally not be the only one who knows the truth. But more on that later—I think I figured out a way for us to get out of here.”

“How?” Rarity asked immediately.

“Normally, Mother has the factory set up so that I can’t teleport inside it,” Daybreak explained. “It’s not an override code; she’s just set up ambient magic that is charged to be the opposite of my own teleportation spells.”

“How many ponies can teleport in this future?” Rarity wondered. “I thought it was a rather rare skill. And if that monster can stop you from teleporting, why doesn’t she stop you from using any magic?”

“Not many can teleport. The teleharness technology is built into my skeletal structure. And as long as I’m kept locked up in the factory, she can experiment on me with designs for her own body whenever she wants,” Daybreak went on. “She only stops me from teleporting so that I can’t escape the factory. And believe me, I’ve tried. But because you’re here, I think there’s a chance this time.

“As long as the pegasus is letting loose with her ‘pop rocks’, the cancellation magic preventing me from teleporting should be cancelled as well. Even Mother’s spells can’t work under all that raw magical energy. But I can only cast one spell at a time, so the moment I teleport us, the shield drops.”

Rarity nodded, not liking where this was going.

“And I can only teleport things I have some sort of magical contact with,” Daybreak finished. “I’ll need you to telekinetically grab onto Surprise when I say ‘go,’ and not a nanosecond too late. Otherwise, she’ll be left here, and Mother will kill her.”

“Got it,” Rarity affirmed, her horn warming up. She lifted her head back and peered as best she could through the blinding torrent of fire, but unsurprisingly, she couldn’t see anything but the monstrous maelstrom outside the shield. “Wait, I can’t see her!”

“Then you’re going to have to make a good guess,” Daybreak muttered, her eyes closing as she too concentrated. The android’s horn was glowing brighter than ever. “In three… two… one… GO!”

Next, several things happened at once. The shield dropped. It didn’t fade out like a dying flame as most force fields did when they were dispelled, but instead burst outward to push the fire back as much as possible. Rarity silently thanked Daybreak for giving her additional time as the flames rushed inwards. An orange glow surrounded the fashionista and the android as Rarity prepared to grab Surprise.

There was just one problem. Rarity couldn’t see Surprise. The flames were closing in as if in slow motion, even though she knew it was more like a few nanoseconds before she was fried.

“Ironic,” Rarity chuckled darkly to herself. “If Surprise weren’t trying to kill everything right now, she’d probably make the connection that if I was a marshmallow than this is where I’d become s’mores.”

The flames pressed in, Rarity able to feel the searing pain on her bare flesh. She wouldn’t be in pain for much longer though, as her body was beginning to fade along with Daybreak’s.

“No, no, no…” Rarity frantically repeated to herself. “I may hate you, Surprise, but I don’t want you to die!”

Then, just as the white unicorn was about to give up hope and surrender to the spell, some odd tide in the ocean of flames all around them swerved. There was an opening, if brief and miniscule, through which she could see—

“Surprise!” Rarity gasped, a bolt of blue magic shooting up from her horn and latching onto the dangling leg of the pegasus.

Flash.

Rarity cried out in pain, and then sighed in relief as the group appeared outside of the factory. They had all landed in a rather deep puddle, freezing cold and undoubtedly filthy enough to appall her under normal circumstances. But, of course, these weren’t normal circumstances.

Steam hissed off of the scalding metal body of Daybreak whilst the cooling water soothed Rarity’s burns. Surprise, her guns having disappeared, jumped out of the water with her teeth chattering. She had fallen in face-first.

“Cold!” the white pegasus gasped, landing on the cobblestones near the puddle and shivering. Scrunching her eyes tightly together, she shook herself, spraying Rarity and Daybreak with yet more water. “Cold! Cold! COLD!”

“This feels so good,” Rarity breathed, lying on her back and letting the filthy water splash against her coat. After a moment or so, she opened her eyes and screamed. Her body was covered in cracked burns, each one leaking a little bit of hot blood into the water even as the water seeped in. They hurt if she so much as twitched, but the water took care of that for the most part. The thing that got to Rarity the most wasn’t the pain, though. “My coat! My beautiful coat! Do you know how long it took me to brush this?!”

“I’d count yourself lucky,” Daybreak laughed. “Most of the time, Mother’s a murderer. All she did to you was the job of a shoddy hairdresser. Though I would get out of this puddle, if I were you. We don’t want your burns getting infected.”

“Infected?” Rarity echoed, leaping painfully out of the puddle and gasping when her overheated hooves landed roughly on a drier part of the street. “With the Contagion?!”

“No, no, nothing like that,” Daybreak said. “The Contagion is transmitted through direct contact with one of the Contagious. That doesn’t mean you getting infected with a lesser disease will help us get out of New Canterlot, though.”

Before Rarity could say anything else, Daybreak’s horn glowed and wrapped her two companions in orange light. The screaming in Rarity’s flesh ever since she’d jumped out of the water began to calm, the rips in her flesh melding together as her coat resumed its normal appearance. A gasp from Surprise made her look over to see the mane growing back on the pegasus’ burnt head, the scars healing and closing just as they had with Rarity.

“Thank you,” Rarity breathed with a sigh of relief. “How many spells do you know, anyway?”

“Theoretically,” Daybreak began. “All of them. I’ve read every book on magic ever written. Now we should get going before Mother—”

“ATTENTION ALL SPARKLE DRONES,” boomed a voice. The group looked up to see the billboards atop the skyscrapers flickering. Ones that advertised Sparkle Technologies switched from displaying drones to showing the pleasantly smiling face of Twilight’s imprint. Each billboard in the city, it seemed, followed suit. Even the ones advertising different companies became hijacked by the not-Twilight’s image. “OVERRIDE CODE THREE-FIVE-SEVEN-THREE-EIGHT-NINE-ZERO: CAPTURE FUGITIVES ALPHA, BETA, AND GAMMA IMMEDIATELY!”

The impostor’s face disappeared to be replaced by images of Rarity, Surprise, and Daybreak. Under each picture were their designated codenames, each flashing in red.

The sound of breaking glass echoed off of the buildings down the street, many pedestrians turning in shock to see what had made the noise. They screamed and began galloping away when a single Sparkle drone, armed with a back-mounted magical cannon, zoomed through them and darted towards Rarity and her companions. A single pony galloped up behind it, a middle-aged mare, panting for breath from trying to keep up with the tireless automaton.

“Rusty, what are you doing?” the mare wheezed. “You know you’re not supposed to leave the apartment without one of the family! Now get back home and clean up that mess you made when you jumped through our window!”

The Sparkle drone didn’t so much as look at the mare, its cannon swiveling on its mount before firing a single blast. The mare slammed into the side of the nearest building before toppling over with a sickening crunch, her corpse flaming with magical fire.

“That MONSTER!” Rarity roared. “I’m going to make scrap metal out of you!”

“No time—” Daybreak tried to say, her horn igniting. Rarity quickly counteracted with her own magic, throwing the burning orange glow off of her.

“We can’t just let those buckets of bolts murder innocent ponies!” Rarity protested, her horn charging in preparation to give the drone a taste of its own medicine.

“They’re only killing ponies who get in their way in their attempt to get to you!” Daybreak hastily explained. “The moment we’re gone, they’ll have no reason to chase us, and no reason to turn on their masters. But we have to teleport out of here before more of them show up!”

As if on cue, a door of the building to the group’s left exploded outwards, a Sparkle drone’s cannon steaming as it galloped towards them. The sound of windows breaking assaulted their ears as yet more of the things leapt from the heights to land unharmed on the streets below, and before Rarity knew it, she was surrounded. Each cannon pointed directly at her, the deadly magic inside humming as they threatened to fire.

“Now that I have your attention,” announced the unmistakable voice of Twilight’s imprint, booming from the open mouths of all the drones present. “Hold still while Ricochet pinpoints your position so that she can pick you up with the teleharness. Otherwise, there won’t be anything for her to pick up.”

“Indeed there won’t,” Daybreak spat, her horn blaring faster than the automatons could react and plucking the group from reality. Their programming compelled them to react at the first sign of action, even if there was now nopony left to fire at, the Sparkle drones let loose their blasts and blew each other apart in a ring of fire.

When the group landed, there was no cool puddle of water to greet them this time. Instead, a thick cloud of dust swirled up as they touched down in a pile of trash in the remains of an unkempt street. Rarity coughed, looking around and waving her hoof to try and fan most of the pesky particles away from her mouth. Everywhere she looked, there were the broken ruins of a once grand city, one she recognized all too well even in its death.

“Before you say anything,” Daybreak broke into the unicorn’s thoughts. “This was the only place I could take us to keep Mother from recapturing us. By the time she can lower any drones, we’ll hopefully be long gone. I had planned on getting to the Great Steps of the new city before Mother caught us, and then teleporting us to safety from there, but this will have to do for now.”

“Old Canterlot,” Rarity whispered, a tear welling in her eye all over again. “What happened to this place?”

“Nopony knows. One day, everything just exploded in a blast of powerful magic,” Daybreak answered. “But let’s make a run for the exit before a sub-city patrol find us, or—”

“The Contagious?”

“Yes, that,” Daybreak agreed, surveying their surroundings to try and find the best possible escape route. “Alright, this way.”

But Rarity didn’t follow the android, who turned in annoyance to see what was stalling her great-auntie. Daybreak’s eyes grew wide when they saw the reason.

Standing there, not a hundred yards away, was what could only be one of the Contagious.

. . .

Chapter 8

“Now tell me,” Daybreak commanded, her artificial voice grim. “Do you remember anything about our encounter with the Contagious?”

“We encountered the Contagious?!” Rarity gasped, her eyes nervously darting around. “Wait a minute, how did we…Where are we? We were just in Old Canterlot!”

“Good,” Daybreak sighed with relief, her voice crackling. “I’ve erased part of your memory—”

“You WHAT?!” Rarity nearly screamed. “What did you do to me?! My friends, my family—no, they’re all still there, I can remember them…I can remember everything…but of course, I don’t know what’s missing from my memory because I can’t remember it!”

“What’s the last thing you remember before coming here, to this forest?” Daybreak asked patiently.

“I remember…I remember that we had just landed in Old Canterlot, and then...” Rarity trailed off. “I can’t remember anything after that.”

“That’s what I erased,” Daybreak told her. “You’ve only lost the past twenty-minutes or so.”

Rarity glanced up at the sky—it was still night. Though they were not in New Canterlot any more, finding themselves instead amidst tall trees, the same star-scarce night sky was overhead. The Moon didn’t look like it had moved at all. Either Daybreak was telling the truth, or it was just roughly the same time of night…on a completely different night. But why would the android do that? What was going on? Rarity hadn’t felt this confused since she’d woken up.

“But why?” Rarity demanded. “You have no right to steal my memories! I command that you undo your spell!”

“You’ll be sorry if I do,” Daybreak cautioned. “You’d be begging me to take the memory away again. Before I took it away, you were a gibbering wreck.”

“I…what?” Rarity raised an eyebrow. “What are you talking about?”

"Exactly,” Daybreak intoned. “It’s better if you don’t know. The Contagious have scared some ponies to death. Others go mad at the sight of them. They’re just not…natural. It’s not a mortal disease they’re afflicted with, nothing that can be cured by any magic we know of. That’s why I had to make you un-see what you’d seen, for your own sanity’s sake.”

“I…well…” Rarity sighed. “Fine then. You saved my life, so I trust you. But where are we? How did we get here? And where’s Surprise?!”

“We’re in a forest outside New Canterlot,” Daybreak explained. “I teleported us here as soon as I could charge up. Surprise is behind you, cooking marshmallows on the campfire.”

“Huh?” Rarity uttered before she could stop herself. She turned to see that the white pegasus was doing just that, holding a stick over a warm, welcoming flame in the center of some rocks and wood.

“Look, Marshy!” Surprise called over once she saw that Rarity was cognizant again. “I’m roasting your relatives!”

“Did you erase Surprise’s memory too?” Rarity inquired as she and the android trotted over to join the white pegasus by the fire. “And what about you? How can you handle what we saw?”

“I’ll answer your second question first,” Daybreak replied. “Though I’d rather not answer either of those inquiries. I can bear to witness the Contagious because I’m not real. I can shut off my emotions whenever I want to, and so I simply nullify anything connected to the memories of the Contagious other than what I can bear to think about. As for Surprise…well, that’s even worse. I didn’t erase her memories because she didn’t react the same way you did. She didn’t react any way anypony who’s ever seen the Contagious has ever reacted. She laughed at them. Laughed. If the Contagious don’t scare her, then I don’t want to know what goes on in that mind, and I’m fairly certain it’s far too messed-up for me to heal, anyway.”

“Somehow I’m not Surprised,” Rarity smiled humorlessly, glancing back over at the white pegasus. “Oh, no. Did I just make a pun? I hate puns! That was so unladylike of me!”

“Unladylike?” Daybreak questioned as the two sat down with Surprise by the fire. “Twilight—the real one—always told me that being ladylike was a big concern for you. Why is that?”

“How one presents themself shows one’s self control,” Rarity replied, sounding as if she was reciting something she’d answered countless times before. “Striving towards a ladylike presentation shows my own self-discipline and self-perfection.”

“Self-perfection?” Daybreak wondered. “How can somepony be perfect? I mean, no offense, but just look at the state of The ULE. Ponies did that, and all of it to themselves. I guess I can’t really talk much, considering I’m just a shadow of a pony, but things are decidedly less than perfect nowadays.”

“I’ve noticed,” Rarity remarked dryly. “And you are right about one thing. Nopony can be truly perfect. It just means we’re being the best we can be, when we try our best to be perfect. It makes us better ponies. Maybe that’s what’s going on in this era; maybe ponies have forgotten that. Or, more likely, they’ve just fallen on hard times.”

“Perhaps a mixture of the two,” Daybreak mused. “Times have indeed been tough ever since Luna’s health began to decline. The war was horrible, not just for this Land, but for the whole world. Things got a little better after it ended, but Celestia disappearing and Luna being incapacitated certainly ensured that they didn’t get better by much.”

“I’ve been dying to know about that war ever since I heard of it. What happened all those centuries ago?” Rarity inquired, trying to hold back a yawn. Wait, was she feeling sleepy? She’d slept enough for countless lifetimes! She shouldn’t ever need to sleep again, should she? Whether she did or didn’t, though, Rarity wasn’t about to waste another second on something that had stolen away so much time from her.

A chilling thought suddenly took root in her mind. What if this happened every time she slept? No, that was absurd! Rarity was instantly ashamed of herself for even considering such a paranoid notion. But then again, it had been thought impossible for her to have been under a sleep spell that even the Royal Sisters couldn’t break, and for a thousand years at that. What if the spell wasn’t done with her? What if she would miss another millennium the instant she fell unconscious?

Best not to risk it until she had more information. But, where could she get it? Even her friends had been baffled by the spell… but they had spent much of their lives researching it, and according to the real Pinkie Pie’s last words, they had uncovered something. Surely she could stay awake until she learned what they had learned, right? After all, how long would it really take to find those Disks?

“Wait a minute!” Rarity gasped with shocked realization. “I never got the Disk-locating spell from Twilight’s imprint! How will I ever find the Disks now?!”

“Don’t worry about that.” Daybreak smiled. “You already know the spell.”

“What?” Rarity uttered, her outraged fear of never finding the Disks warring with her confusion.

“I stole the spell from Mother before I brought Surprise into Mother’s office to rescue you,” Daybreak explained. “I uploaded the spell into your brain when I wiped your memory. You won’t even have to cast any magic; your horn should just guide you to the nearest Disk.”

“Really?” Rarity sighed with relief. “Oh, thank you!”

The white unicorn closed her eyes, concentrating on her horn. Sure enough, there was a gentle tug, almost like a weaker version of the spell that dragged her across Equestria to a rock full of diamonds long ago. That was the day she and each of her friends had gotten their cutie marks, all because of one spectacular act in the sky. And, appropriately, the sky seemed to be where Rarity’s horn was tugging her.

“The spell seems to be telling me to go… up?” she asked.

“Must be in the hooves of a pegasus, then,” Daybreak observed, following Rarity’s line of sight to look at the scant few clouds in the dark sky overhead. “We can go to Cloudsdale first thing in the morning. That’d be the best place to start searching for an airborne pony.”

Rarity silently agreed, trying her best to hold back another yawn. She had to do something to distract her from her aching, exhausted body, or she’d be falling asleep any minute. Sure, it had been a long and excruciating day that had lasted well into the night, but Rarity wasn’t about to waste another moment on sleep if she could help it, not if there was even the slightest chance of oversleeping by a few centuries.

“Why can’t we go to Cloudsdale now?” Rarity asked. “But wait, won’t revealing our location just alert Twilight’s imprint to us?”

“Because you non-robotic ponies need sleep,” Daybreak answered, raising a metal eyebrow. “Aren’t you tired? And you won’t have to worry about Mother for the foreseeable future. She has little influence outside of New Canterlot and the Twilight Townships. We’re back in the Pinkamina Province now, so we should be safe from any Sparkle Technology.”

“Good. But still, I don’t feel tired,” Rarity lied. Then, realizing one of her earlier questions had never been answered, she latched on to the perfect opportunity to distract herself from sleep. “Why don’t you tell me about the war five hundred years ago? I think I may go mad if I don’t learn what happened to make Celestia and Luna fight each other again.”

Daybreak raised her eyebrow again, but after a moment of thought (or computation?) the robotic pony relented.

“In the cruelest sense of irony, the war was always waged with the best of intentions,” Daybreak began. “After the connection was made between Princess Luna’s declining health and star-harvesting, Princess Celestia instantly banned the practice. Everypony thought Luna would get better after that, but the damage seemed to be too deep. The Princess of the Night was dying. But the Princess of the Sun couldn’t bear to lose her sister again, and she definitely couldn’t bear to lose her for eternity.

“Celestia rightly predicted that Luna wouldn’t survive the tides of time to see the night sky fully regenerated, and in her desperation sought to speed up the process. Celestia reasoned that the only way to do this was to increase the amount of land the Royal Sisters ruled under the sky, so that there would be more sky over Equestria from which Luna could draw strength from. The size of Equestria didn’t at all factor in this matter of course, as Luna controlled all of the night sky, not just that over Equestria. But Celestia, in her panic, wouldn’t listen to anypony who disagreed with her mad plot. And since you very well know Equestria doesn’t have the friendliest of neighbors, the only way to increase the nation’s land was to force the other countries to join us.”

“Didn’t Princess Luna object to all of this?” Rarity spoke up. “Surely Celestia would’ve listened to her own sister about a matter concerning herself, especially one so severe as to incite war!”

Rarity just knew that Luna wouldn’t have stood for this. Surely the Royal Sister would have put her hoof down. And, with growing horror, Rarity realized that was exactly what she must have done.

“Actually, Celestia listened to her little sister least of all,” Daybreak answered. “The Solar Princess insisted that she was only doing what was best for Luna. She wouldn’t stop until her sister was well again, even if that meant taking over the entire world.

“So... that is exactly what she did.”

“She WHAT?!” Rarity gasped. A war that spanned the entire world? Rarity could hardly believe what she was hearing. How could the kind and loving ruler that she had grown up under possibly have been driven to bring the entire world into her insane war? Rarity wouldn’t have believed it at all if it hadn’t already happened.

“Not the whole world, mind you,” Daybreak corrected herself. “Just the known world. As far as the Gryphon Kingdoms to the Zebra Empire to the Buffalo Plains to the Draconic Reaches, no Land was free of Celestia’s soldiers. There was slaughter everywhere, all in the name of healing a single pony. Ponies were drafted and forced to fight in a war they didn’t understand. Many protested and rumors of rebellion grew, but after a few generations most of them had become indoctrinated in Celestia’s madness enough to willingly go along with it as they had never known anything else.

“That’s when Luna struck out on her own,” Daybreak continued. “The Princess of the Night would’ve stood up to Celestia sooner, but she had been too weak to so much as move until well into the war. It wasn’t even Equestria anymore that Celestia was spreading, even if she still called it that. The Solar Empire, as the conquered peoples called it, had by that time encompassed the entire known world. But Celestia wasn’t even about to stop there. She had plans to traverse the Unknown Lands, and some secret documents found after her defeat even suggested she planned to go farther than that. There were drawings of improved star-harvesting ships, vessels that could even make it to the Moon on their own or fly farther to worlds unknown.”

Rarity listened with rapt attention, dreading what she knew would inevitably come next.

“As much as it pained her to do so, Luna couldn’t bear to see the world a hateful slave under Celestia’s crazed iron hoof,” the metal pony carried on. “Thus the Princess of the Night sought to unite the individual seeds of rebellion in each of the conquered nations. She promised them freedom if they would only work together to stop Celestia, but Luna made it very clear that she had no intention of actually killing her sister. The Lunar Rebellion, as it soon came to be called, began their own campaign against the so-called Solar Empire. They would have lost early on, as Celestia had already conquered the known world, but the mere thought of her little sister fighting against her again when she wasn’t even corrupted broke Celestia’s heart. The Solar Empress, as the Rebels called her, began purposefully losing battles against Luna. The Rebel forces advanced, and before too long Celestia actually gave herself up in battle. Celestia tried her best to apologize for her actions to the Rebel forces, but nevertheless abdicated her throne to Luna, thinking she was unfit to rule anymore.”

“But that doesn’t make sense,” Rarity interrupted. “Pinkie’s imprint said that after The Solar Empire came The New Lunar Republic, but surely Luna would’ve disbanded Celestia’s territorial expansion after winning, right?”

“Luna tried to do that,” Daybreak explained. “But the expansion had seen ponies forced to move into the conquered Lands. After generations of living there, they neither wanted to leave nor give up allegiance to the Equestrian crown. This caused yet more tension, as the conquered peoples longed to be free though the occupying ponies wanted the system to remain as it was. To try and solve this problem Luna founded The New Lunar Republic, in which every nation would get a fair and equal say in how they were governed. For a while this worked quite well.”

“Let me guess,” Rarity sighed. “It all stopped when something terrible happened.”

“Actually, Equestria’s luck had changed by that point.” Daybreak smiled. “The bureaucracy that allowed the Republic to function simply became too big. There were too many groups that wanted things different from anything anyone else wanted. In trying to please everypony, or every being, Luna ended up pleasing no being at all. Finally Princess Cadance thought to step up into the fray and suggest The United Lands of Equestria, which would combine the monarchical system with giving every conquered nation an equal say in the government. This proved to be the best system since Equestria governed only itself, and has been maintained ever since.”

“But what happened to Celestia?” Rarity questioned.

“The Solar Princess disappeared sometime between the end of The New Lunar Republic and the start of The ULE,” Daybreak finished. “Nopony’s seen her since.”

Rarity took a moment to take all this in, though it was far from easy. To think, even if the Royal Sisters had acted only under the best intentions, that good will had somehow become warped and twisted into something that produced worldwide war. It was still hard to believe that something that horrific of that magnitude had happened at all, but with everything else that had happened to Rarity and what seemed to have happened in the millennium she was indisposed, it was getting easier and easier to accept. That’s what scared her most of all.

“But now, it’s time to rest,” Daybreak intoned. “I can sense both of you ponies have been vastly overtaxed by the day’s events.”

“Oh, not at all,” Rarity yawned, before realizing that she had let the yawn get past her. “I mean, I-… Oh, I’ve slept enough for countless ponies! I don’t need to sleep ever again!”

“Your body seems to disagree,” Daybreak chuckled. “According to the records Twilight allowed Mother and I to be privy to, you weren’t so much asleep as you were in a state of suspended animation. You still need to rest like any normal pony.”

“But… no,” Rarity denied. “I can’t-… oh, I know it’s paranoid of me, but—”

“But you’re afraid you’ll sleep for a thousand years again?”

Rarity and Daybreak turned in surprise at the appropriately named pegasus.

“Yes,” Rarity answered with a sigh. “I couldn’t bear it if had to lose everything I’m even remotely familiar with all over again, especially my friends.”

"Your friends?” Daybreak inquired. “What friends?”

Rarity paused for a moment, puzzled.

“Why, you two, of course,” Rarity stated.

“Us?” Daybreak looked even more puzzled than Rarity did. “But you only just met us.”

“And in that time both of you have saved my life,” Rarity went on. “Though with Surprise I suppose that just makes up for the time she almost got me killed, but she’s stayed with me all this time regardless, so at least she’s loyal. You, on the other hoof, saved my life the instant you met me. What’s more, you’ve already helped me with my first step towards finding the missing Disks.”

“To be perfectly honest,” Daybreak admitted. “I kind of only meant to aid you in an attempt to escape. Of course, I would’ve saved you from Mother even if I couldn’t have escaped with you, but what I really wanted was to get out of that blasted factory. Please, you mustn’t take this the wrong way, but I had been planning for us to part as soon as we arrived at the next major city.”

“Oh…” Rarity muttered, before scolded herself. What had she been thinking? Why had she automatically assumed that Daybreak would go with her on what was purely a personal journey? Of course the android would have her own life to lead, or whatever kind of existence robotic ponies had in place of lives. Just because Rarity had been almost instant friends with Daybreak’s creator did not mean she would be almost instant friends with Twilight’s creation. She sighed. “I understand.”

“I mean no disrespect,” Daybreak assured. “But I have lived a thousand years in that factory, and I long to see the world. To be myself, away from Mother. To be my own pony.”

“Of course!” Rarity said. “You deserve that, probably more than anypony.”

“But we can still be friends,” Daybreak went on. “Who knows? Perhaps our paths will cross again someday. Whether you like it or not, you’ll always be my great-auntie.”

“Thank you,” Rarity responded, smiling.

“That being said, you really should get some sleep,” Daybreak finished. “And how about this? I’ll scan you for any magic that might be what you fear to be the sleeping spell.”

The robotic pony’s horn lit up, casting the familiar warm, orange glow on the white unicorn.

“You’re all clean.” Daybreak smiled. “The only magic currently on your person is your own natural magic. No sleep spells here.”

“Thank you,” Rarity sighed with relief, releasing a breath she hadn’t known she’d been holding. “Now, I bid you all good night.”

With that, unable to physically stay awake any longer knowing she would be safe if she didn’t, the white unicorn fell asleep.

. . .

“Pssst… Hey, Marshy!”

“Hmm…?” Rarity murmured, sleepily opening one eye. “Surprise? Why do I feel…? Surprise, get off me!”

The white unicorn immediately sat up, throwing the golden-maned pegasus off of where she’d been perched on Rarity’s stomach.

“I guess that’s one way to wake you,” Daybreak chuckled as Rarity scowled. “I’ve sent word to Cloudsdale, and they’re sending a sky carriage to come pick us up. You have an audience with a most honored host.”

“What?” Rarity gasped, jumping to her hooves. “Not another crazy manager of some warped company!”

“Oh, no, this is nothing like Sparkle Technologies,” Daybreak corrected. “Rainbow Industries has always been the most loyal to the crown out of all of your friends’ companies. You really don’t have anything to worry about.”

“Rainbow Dash’s company?” Rarity wondered. “Well, of course! Where else would she have built it? Though I honestly can’t imagine Rainbow as a very industrious pony. What does she produce? Racing gear?”

“Not quite,” Daybreak laughed. “Rainbow Industries is the number one supplier to The ULE’s military as well as the primary architectural firm of all pegasi cities.”

Seeing Rarity’s dumbfounded look, Daybreak added. “Perhaps it’s better if you just see for yourself. The carriage should be here any minute.”

“Wait, how did you even send word to Cloudsdale?” Rarity wondered.

‘The same way I’m sending word to you right now,’ spoke Daybreak’s voice in the white unicorn’s mind without bothering to go through her ears first. The android’s lips hadn’t even moved. Rarity’s eyes went wide when she realized the robot pony was using telepathy, something that had definitely been rare skill in the white unicorn’s day. ‘And unlike teleportation, telepathy is indeed a much more common skill nowadays than it was in your time. There are even unicorns whose whole job is receiving and sending messages from all across The ULE. I’ll teach you the spell, if you like.’

“Yes, that sounds like it would be good to know,” Rarity spoke, still trying to wrap her mind around how such a rare skill had become so common.

‘Done,’ Daybreak thought. ‘I uploaded the spell into your mind, just like the spell with the Disks.’

“Thank you,” Rarity spoke, and then remembered she didn’t have to and searched her mind for the appropriate knowledge. There it was, at the top of her memory, though she didn’t remember having been told anything. Rarity’s horn glowed, and she thought ‘Thank you, Daybreak.’

‘Don’t mention it.’ Daybreak smiled. ‘What are friends for? Wow, friends… I haven’t had a friend since the original Daybreak.’

Rarity wondered for a moment if that’s why Daybreak had been created in the first place. Then, realizing that her horn was still glowing, instantly thought ‘I’m sorry! I didn’t mean to—’

“It’s alright,” Daybreak said abruptly, cutting Rarity off. The android pony’s magical aura faded, and she turned away to look at the sky as a shadow descended on the group. The white unicorn looked up as well to see the sky carriage they had been promised, and her jaw nearly dropped. The thing was huge, and not only was it pulled by a single pegasus, but the entire mobile structure seemed to be made of light!

The carriage gleamed and glowed, walls and beams of thick light all shining brightly as if they were solid matter. The carriage didn’t land so much as it shone on the ground beneath it.

The most striking thing of all, though, was that every single individual part of the carriage was a different color. Red, orange, yellow, green, blue, indigo, or violet, all colors of the rainbow were present and glared like thick neon material.

“Salutations,” the pegasus pulling the carriage greeted, smiling and tipping his hat. “On behalf of Rainbow Industries, I’m here to provide you three with transportation to our headquarters in Cloudsdale. I trust you all have your hover-horseshoes? Though of course you won’t need them until we actually get to the city.”

“Hover-horseshoes?” Rarity echoed.

“They’re equipped with a lasting spell that allows non-pegasi to walk on clouds,” Daybreak explained, not looking at Rarity as she trotted into the open door of the glowing carriage.

‘Oh, no,’ Rarity thought to herself. ‘The only sane friend I have in this time, and I’ve managed to anger her. Nice going, Rarity. And she’ll probably be gone before I have time to make amends!’

The white unicorn started for a second, then settled down when she checked that her horn wasn’t active. Daybreak wouldn’t have heard those last thoughts unless she also had a mind-reading spell. Which, Rarity surmised, wasn’t altogether out of the question with all the spells the android pony knew already.

The white unicorn trotted after Daybreak, settling in a seat in the carriage, followed by Surprise. The white pegasus was looking around with much delight, the glowing lights of the carriage reflected in her wide eyes. Rarity, though, was a little preoccupied trying to think of how to apologize to Daybreak before they parted ways to properly pay attention to the splendor of the vehicle.

Seeing this, Surprise looked at Rarity with what might have been concern if her eyes weren’t crossed at the time.

‘Don’t worry,’ Surprise’s voice forced its way into the white unicorn’s mind. ‘Imprints get like that sometimes when they’re reminded they aren’t real. Trust me, I know.’

. . .

Chapter 9

‘You’re telepathic too?!’ Rarity mentally screeched. ‘But you’re not even a unicorn!’

Surprise said nothing, still ogling at all the colors of the carriage.

“Surprise?” Rarity asked aloud.

“Yes, Marshmallow?” Surprise turned her head to give a lopsided smile to her favorite confection.

“You’re telepathic?” Rarity repeated. “But how?”

“Tele-what now?” The white pegasus tilted her head to the side.

“Oh, never mind,” Rarity sighed. “How long until we get there?”

“Should be as soon as the promotional material is over,” Daybreak answered blankly.

“What?” Rarity asked, one of her eyebrows raised.

“Ooh, an in-flight movie!” Surprise giggled, her hooves pressed together in front of her toothy grin. “Pass the popcorn!”

“What are you all talking—” Rarity abruptly halted herself when the wall in front of the group suddenly began to change colors. The lights shifted and rearranged, forming images and words. It was just like the neon advertisements in New Canterlot, but these pictures were moving. And then, all of a sudden, there was sound! It seemed to come from all directions, though Rarity could see no discernible source.

“Welcome, friends, to your very own Rainbow Industries complimentary sky carriage!” a cheery stallion’s voice boomed. Rarity noted that it was different from the voice of the pegasus pulling the carriage. Where was it coming from? Even magically recorded voices needed a source, but she didn’t see a broadcasting device anywhere. “While we wait for the sky carriage to reach its destination, why don’t we take a look at all the wonderful things Rainbow Industries has to offer, as demonstrated by our very own President Rainbow Dash?”

The picture on the screen was a rotating, three-dimensional model of Rainbow Dash’s cutie mark. Circling what was undoubtedly the company symbol was its slogan: “Making the world 20% cooler in ten seconds flat!”

Now, though, the image changed to show an all-too-familiar rainbow-maned pony wearing that very same company logo as a cutie mark.

“Hiya, friends!” the Rainbow Dash on the screen greeted, waving a hoof at the audience with a chipper grin. She sat behind a desk made of densely constructed cloud in a room made of a similar material. Rarity suppressed a shiver. No matter how she moved, Rainbow’s eyes seemed to remain deadlocked on her.

“Hi!” Surprise called back, waving enthusiastically.

“Here at Rainbow Industries, we produce only the finest of rainbow technology,” Rainbow Dash began. Or was it really Rainbow Dash? Since this was only the image of her, who knew if it was just another imprint? Or maybe this really was a recording from centuries ago, only—unlike the Disks—this one had been allowed to be viewed by the public. “But what is rainbow technology, you ask?

“As you probably know, after my days as a weathermare in Ponyville, I became captain of the Wonderbolts, the finest flying team in Equestria!” gushed the president of the company. “I enjoyed many years of living my dream by providing awesomeness to thousands, but did the ride stop there? Oh, no!” She rose and walked proudly to a nearby doorway, flinging it open to reveal a vast expanse of blue sky. “According to my egghead friend Twilight, whom I’m sure you all know as the founder of Sparkle Technologies, flying wasn’t the only thing I was good at. Observe…” She coiled her limbs and launched herself out into the open air, snapping her wings out and tilting into a sharp dive.

“Every pegasus has a trail,” Rainbow yelled to the audience over the roar of the wind as she pulled into a level glide. “A trail is the signature wind stream left behind by a pegasus when they fly at high speeds. Mine, as you can see, is a totally radical rainbow!”

As Rainbow flapped her wings and gained speed, the rainbow trail extended and became more opaque, shining in the light behind her.

“Like every other pegasus, I thought that my trail was just my trail, awesome to look at but not really useful,” Rainbow said as her wake left a multicolored band of light in the sky. “But as it turns out, Twilight discovered that my trail could actually be used for something. With a little magical tampering, we developed this pretty little rainbow into some hardcore rainbow technology!”

Rainbow Dash continued to accelerate at a tremendous rate, before suddenly reaching the climax of her flight. With a thunderous roar, a familiar ring of multicolored light and fire danced across the sky.

But she wasn’t done yet. Using her doubled speed from the sonic breakthrough, she whipped around and began to circle her own rainboom. The blast of light began to collapse in on itself as its creator generated a gargantuan whirlwind. The rainboom residue was quickly corralled into a tight ball of rapidly flashing color, which Rainbow approached and bucked. Turning to follow the ball of blaring light, Rainbow circled it rapidly to retain its shape. She pulled away just before it barreled into a large funnel made of clouds and was sucked out of sight.

“As you can see, though my rainbow trail is the main source of rainbow technology, we can make expo… exponent… a lot more rainbow tech with a sonic rainboom,” Dash explained, hovering in place with her face scrunched as she stumbled over a complex word. “Though the highest grade of rainbow tech comes from yours truly, we can also make it out of any rainbows we find. Just add a little unicorn magic, and…”

Rainbow landed on a bank of clouds next to the mass of stratocumulus that had devoured her rainboom. The cloud funnel apparently led to a large machine made entirely out of clouds, maintained by several unicorns and pegasi. The unicorns sent streams of magic into specific locations on the device, while pegasi carefully turned cloud knobs and levers. The unicorns wore strange devices on their hooves—apparently they were the “hover-horseshoes” that the pilot had spoken of. At the end of the machine, Rainbow Dash gestured at an assembly line jutting out of the device. Carried by the conveyor belt were the strangest machines that Rarity had ever seen. They were just like the sky carriage in how they seemed to be made out of segmented multicolored light, but these structures were in decidedly unfamiliar shapes.

“… Voila! You get rainbow technology!” the appropriately-named pegasus concluded. “Much of rainbow technology is used in the construction of pegasus cities as well as military constructs, the latter of which we’ll be demonstrating today. For example, if the military should ever need to engage in combat with a hostile force, they can just use our patented Rainbow Industries weapons harness to blow the enemy away!”

Rainbow picked up one of the light constructs and slipped it on. The device was much bulkier, larger, and obviously brighter than the teleharness. The way Rainbow moved, though, suggested that the weapons harness didn’t weigh anything at all. And why would it? It was made of light, after all.

“Vice President Scootaloo!” Rainbow Dash called to somepony off-screen. That solved it, then. Rarity knew this had to be a recording of the real Rainbow Dash if the familiar orange coat and purple mane of the pegasus that now appeared onscreen were anything to go by. Unless Twilight had made an imprint of Rainbow’s tag-along fanfilly as well? It made sense that the real Scootaloo would’ve followed Rainbow Dash to this new company, but did that mean she would have been important enough to make an imprint of? “Please bring forward the ‘volunteer!’”

The now much-older Vice President saluted wordlessly and slipped off-screen again for a few seconds. When she came back, she was dragging a very furious-looking pegasus in a straitjacket.

“What in the world?” Rarity whispered to herself. “Oh, no, tell me this isn’t going where I think it is!”

“This here is inmate #83750 of the Cloudsdale Correctional Facility, so don’t feel sorry for him, folks!” Rainbow explained, gripping her weapon harness as it began to glare and hum. “You all may remember him as one of the masterminds behind the infamous Fillydelphia Fire. That being said, I think his punishment is only fitting, don’t you?”

Rarity couldn’t bear to watch, but at the same time found herself unable to tear her eyes away from the screen.

“Hey Scoots,” Rainbow called over the growing hum of her weapon harness. “Rip off the bucker’s mask, would ya? I want to hear what his final words as the Mach 8 rips him a new one.”

“Sure thing, boss!” Scootaloo chimed, zooming over to remove the rather intimidating restraining muzzle on the winged stallion’s face. The young orange mare dashed away again just as quickly, nervously glancing over her shoulder at the pony she’d just unmasked.

“Any last—” Rainbow tried to say as the weapon harness reached the apex of its charge.

“You’re all going to die!” the restrained pegasus roared. Were those flecks of foam flinging from his mouth? “The Seekers shall uncover the truth, and all nonbelievers shall perish beneath the void of nothing when we break through to the true world!”

“Alright, crazy!” Rainbow yelled over the stallion’s ramblings, pointing the weapon at him. “I asked for your last words; I didn’t ask you to write a book!”

“You shall all—” the stallion tried to rant.

“FIRE!” Rainbow yelled with a satisfied grin.

The weapon harness, which was now glowing so brightly that it was painful to look at, erupted in a barrage of light. Prongs of light that had been sticking out in front of the harness blasted streaks of colored lightning at the screaming victim, digging into his flesh. The pegasus’ body seemed to bloat impossibly for a moment before exploding outwards in a burst of blood, sickly discolored by the beams of multicolored light.

“Success!” Rainbow laughed victoriously as the light cleared and the blood sizzled into reddish steam from the zap.

“Another bulls-eye, boss!” Scootaloo cheered.

“That’s right, folks!” Rainbow announced, turning back to face the audience. “For a tiny fee, you too can wield the awesome firepower of Equestria’s military and defend yourself and your family from anything that would do them harm! Remember, we don’t want another Fillydelphia Fire on our hooves, so be prepared to face any threat!”

The screen winked back to its display of the rotating lightning-bolt logo. The male voice from earlier shot into a rapid-fire listing of corporate minutia that was far too fast for Rarity to comprehend. And, with another flash of light, the wall had returned to its single color.

“That guy at the end should’ve talked faster,” Surprise mused as she reached into a red-and-white striped bag for another hooffull of popcorn.

Rarity could feel acidic bile rising in her throat at the grotesque fate of the criminal stallion, but swallowed it before it could complete its journey, shuddering at the awful sensation. “What the… what in Equestria—I mean The ULE—was THAT?!” she stammered. “I mean… how… why…?!

“Want some popcorn?” Surprise asked, her eyes gleaming with innocence.

“And where did you get popcorn?!” Rarity shouted, flicking a hoof at the smiling pegasus.

“Didn’t you get any when the airline stewardess came around with the trolley?” Surprise giggled.

Rarity tried to say something else, but the words just wouldn’t come. The incredulity of it all was overwhelming. Surprise she could almost understand. Rarity had been stuck with her long enough to expect the unexpected with this new yet frighteningly familiar (if a whole lot crazier) pony, but Rainbow Dash?! Rarity had known the cyan pegasus practically her whole life! How could she have just… why did she… and to a pony who hadn’t even had a chance to defend himself!? So what if he was an arsonist—what could he have done to make one of Rarity’s best friends in the world do THAT?!

“I see the treatment of Rainbow Dash’s ‘volunteer’ has upset you,” Daybreak remarked coolly. Was that a hint of gruffness Rarity detected in the robotic pony’s voice, or was it just her imagination? “It upset me as well.”

“So I’m not the only one whose brain feels like it was just abused?” Rarity inquired, still finding it hard to think at all after what she had just witnessed.

“Not at all,” Daybreak assured her. “I can’t believe they went so easy on such a monster.”

“WHAT?!” Rarity screamed.

“Oh, forgive me, I forgot,” Daybreak elaborated. Wait, forgot? How could a robot forget? “The Fillydelphia Fire happened after you fell asleep. That’s one thing you should be glad you missed. Trust me when I warn you not to go looking into what happened there. If you knew the truth, you’d think your friend was being easy on that miserable excuse for a pony as well.”

Rarity shivered, unable to do anything else.

“Anyway, it looks like we’ve arrived,” Daybreak announced, turning to look out the window. “Great-auntie, welcome to Cloudsdale.”

A smile broke out on Rarity’s face as she rushed to the window. Sticking her head out against the buffeting wind and for once not caring what it would do to her mane, she scanned the sky for any sign of what she hoped would be a familiar location. The Everfree Forest had been the same as ever after she awoke, but that wasn’t exactly a good thing. Cloudsdale, though… Well, it would just be nice to see a city that hadn’t been ruined and then built over.

“Surely the pegasi will have kept Cloudsdale the same,” she muttered to herself. “They’ve held onto that timeless classical style for millennia, so why would they change a look that works…? Wait, uh, Daybreak, darling? Where IS Cloudsdale?”

Rarity’s eyes darted across the horizons, but they were met with nothing but empty sky save a rumbling cluster of towering thunderheads in the distance.

That they seemed to be heading toward.

No… no, that couldn’t be—

“It’s right in front of us,” Daybreak informed her, looking out the window on the other side of the carriage.

Surely there HAD to be a mistake here. Daybreak must be getting back at her for that thought, yeah, that MUST be it…

“But all I see is a pack of storm clouds,” Rarity gulped, praying she would be granted at least one location in this frightening new era that had retained even the slightest bit of familiarity and normalcy. She wasn’t. “Where’s Cloudsdale?”

“That IS Cloudsdale, Marshy!” Surprise piped up, nearly knocking Rarity out of the window as she leapt over the white unicorn’s head and took wing.

“No, no that can’t be…” Rarity whispered desperately to herself. “When did such a beautiful city like Cloudsdale become that dark mess?!”

“It became like that when they built Rainbow Industries,” Daybreak explained. Was that a hint of grim satisfaction in her voice? Rarity scolded herself for continuing to think the android would hold a grudge over something so simple as a slipped thought. But robot-ponies didn’t think like living ponies did, right? So maybe there really was a grudge… Ugh, all this paranoia was making her head hurt. How had Twilight managed it all?

“Yes indeed!” the pegasus flying the sky carriage called back. “All the factory smoke made storm clouds, which some folk say ruined the beauty of Cloudsdale. Those ponies must have never seen real beauty! Now we have rainbow tech to beautify our fair city as much as we want!”

And it was true. As Rarity looked on to the growing dark blotch in the sky, she could spy shimmering points of light that grew into structures constructed out of light just as the sky carriage was. Bridges made of the stuff spanned the midnight towers while ridiculously huge billboards with moving pictures like the sky carriage’s advertisement showed off all kinds of products tailored to the city’s predominant population.

But what surprised Rarity most of all was that pegasi weren’t the ONLY population that Cloudsdale seemed to sport. As the carriage flew under and over crisscrossing bridges and around the airborne behemoths made of thick water vapor, the unicorn began to spy her own kind. Pegasi were flying everywhere in lines of surprisingly regular traffic, save the occasional pegasus that flew every which way, but everywhere Rarity looked she could see at least one pony with a horn.

“What are those unicorns doing here?” Rarity inquired.

“Rainbow technology takes magic to make, remember?” the pilot pegasus called back. “Lots of unicorns live up here now to keep the factory running. We pegasi make the rainbows and the unicorns turn the rainbows into rainbow tech.”

“And they can all walk on clouds because of those hover-horseshoes?”

“The horseshoes are cast with a stronger version of the enchantment the original Twilight used to allow your friends to walk on clouds in your own time,” Daybreak explained. Rarity gave her a funny look. “What? The original Twilight told Mother and I all of your old adventures.”

“But I don’t have any hover-horseshoes,” Rarity remarked. “Maybe I should just stay on the parts of Cloudsdale that are made of rainbows.”

“I’m pretty sure you do have a set,” Daybreak intoned with a wry smile. “Pinkie Pie’s Party Supplies makes the things. Take a look; Pinkie’s imprint undoubtedly put some in your bag.”

Rarity gulped as she complied, taking off her saddlebags and opening the flap to the larger-on-the-inside interior. Horseshoes hadn’t been among the things she had thrown out and left by the side of the road on the way to New Canterlot, had they?

The white unicorn sighed with relief at seeing a bag of four garishly pink horseshoes in a plastic bag marked with the familiar party pony’s cutie mark. She quickly put them on as the sky carriage gave a jolt and sunk a little. They were surprisingly easy to apply; they simply stuck onto one’s hooves like strong magnets.

“We have arrived at our destination,” the unhitched pilot pegasus announced as he opened the carriage door. “Welcome to Rainbow Industries!”

Rarity tentatively stepped out onto the dark cloud below while Daybreak applied to herself a spell similar to that of the horseshoes. Surprise alighted next to the white unicorn as her hooves touched the soft, spongy fluffiness. Electricity crackled and tiny peals of what might have been thunder if they were a hundred times louder rumbled with each step.

Rarity released a breath she hadn’t known she’d been holding. Thank goodness, the horseshoes worked. Of course they did. Rarity had yet to come across a Pinkie Pie’s Party Supplies product that hadn’t worked. But after her fall in what she was beginning to think of as Old Cloudsdale during The Best Young Fliers’ Competition, Rarity did have to admit she had acquired more than a small fear of heights.

After Rarity was certain that her hooves wouldn’t fall through the soft, shifting pillows beneath her, she looked up.

And her jaw dropped, a tear coming to her eye. If the skywhales’ song had been the cry and laugh of the dance of the universe, then this was what the dance of the universe looked like. Rainbow Industries was not some warped patch of unreality as was Pinkie’s company, nor was it a hulking mess of robotics as was Twilight’s. No, Rainbow Dash’s appropriately named corporation was made of neither metal nor concrete. It didn’t even have the slightest smidgeon of storm cloud in its construction like the majority of Cloudsdale did.

Rainbow Industries was a wondrous explosion of light, bursting forth in infinite myriad armies of color waging war on the blank and the drab. Pictures swirled into focus and then burst into new lines of light that circled the buildings of the complex before shooting skyward and exploding as light shows that would have left fireworks jealous. Towers made of rainbow twisted around each other before diving back down to become rollercoasters melting into rivers of shimmering brilliance, scintillating in the flashes of lightning arcing between the thundercloud buildings of Cloudsdale all around.

The lights forming the grand door to Rainbow Industries, each bearing half of the company logo, glowed all the brighter when Rarity was finally able to tear her gaze away from the rest of the palatial factory. The cyan pegasus’ cutie mark shifted and changed into a picture of the unmistakable face of the pony who had once proudly bore it.

“Hiya, Rarity!” Rainbow Dash’s apparent imprint greeted. “Welcome to the most awesome place in the world!”

“The most awesome place in the world?” Rarity breathed. “I’d say it’s the most awesome place in the universe!”

“I’ll have to remember that,” the multicolored shade laughed. “I’ll put that as the tagline on my next shipment to the military. I can see it now: ‘Rainbow Industries brand rainbow technology. Made at the most awesome place in the universe! Rarity approved!’ But anyway, if you think the outside is something, you should see the inside! Why don’t we step into my—”

“GREAT-AUNTIE RARITY IS HERE?!”

The face of Rainbow Dash’s imprint was suddenly split in half as a dash of electrified light came zapping out of the factory… and crashed right into Rarity. The white unicorn was sent into a furious tumble that only ended when the bolt of light had smacked her into the sky carriage, knocking the wind out of her.

“OHMIGOSH I HAVE SO MANY QUESTIONS AND THINGS TO TELL YOU AND—” the living laser blurted with more excitement than Rarity would have thought possible even with an extra-large dose of ‘sugar rush.’

“Hey!” Surprise cut in. “Get off of her! That’s my Marshmallow! Go find your own!”

‘Somehow, the word ‘ruffian’ just isn’t enough in this situation,’ Rarity thought as she wheezed for air, struggling to inflate her empty lungs under the pressure of the explosion of color jumping up and down on her.

“I SAID GET OFF MARSHY!” Surprise yelled, zooming into a flying tackle that knocked the polychromatic wisp off of the white unicorn. “I WILL NOT SHARE MY FAVORITE CONFECTION!”

“Alright, I believe that’s more than enough!” Daybreak shouted, stamping a hoof as her horn ignited. The familiar burning orange glow encircled Surprise and what Rarity could finally see was another pegasus and pulled the two apart. Though, it was by far the strangest pegasus Rarity had ever seen.

For starters, at first glance, Rarity had thought it was another robot. The pegasus’ forelegs and upper torso were encased in a black suit of armor that was so interlaced with magical circuitry it appeared almost mechanical. Most of the rest of her was decidedly organic, thankfully. Rarity couldn’t see any metallic gleam on the exposed sky-blue coat of this pony, like what she could see all over Daybreak, and what’s more, those eyes were very definitely alive.

But the strangeness far from stopped at the pony’s almost robotic appearance. Those very same eyes that left no uncertainty about whether or not this pegasus was alive were also the biggest shock about her. They were Rainbow Dash’s eyes, complete with magenta irises and short, straight eyelashes.

“Rainbow D-?” Rarity began to say, but cut herself short. Even if the eyes and blue coat were identical in every way to Rarity’s long-gone friend, the rest of the pony screamed of the alien and the all-too-familiar strangeness of this new era. If not for the pony’s wings, mane, and tail, the white unicorn almost could have mistaken the pegasus for a clone of the fastest flier in Equestrian history. Even a clone of Rainbow Dash, though, would never have allowed her wings to be encased in, or—dare she think it—REPLACED by the bizarre machinery gently humming with magical energy off to either side of her torso. The things jutting out from the pegasus’ mechanical armor weren’t so much wings as they were wing-shaped supportive rockets, keeping the pony aloft with soft rainbow light even after Daybreak released the pegasus from her telekinetic grip.

The mane and tail were other stories altogether. They actually looked like they were made of the same kind of rainbow light composing the sky carriage and Rainbow Industries. The pseudo-hair softly undulated before sparking into furious crackles of color and back, as if the two behaviors were warring.

“What… what are you?” Rarity asked, before she caught herself. “Oh! I’m so sorry, I don’t mean to be rude, but… what exactly are you?”

“She’s not a cyborg, if that’s what you’re thinking.” Rainbow Dash’s imprint smiled as the doors slammed closed again to reveal her glowing face. Then, seeing Rarity’s blank look, it added “She’s not part machine.”

Rarity shuddered, a horrific memory rushing back to her. She had almost become that very thing at the hooves of Twilight's imprint at Sparkle Industries. “Then what is she?”

“I’m Firefly!” the newcomer announced proudly, zooming into the air and puffing out her chest. “The most awesome pony since Rainbow Dash!”

“She’s the future captain of The Wonderbolts,” the eponymous imprint added. “Rainbow Industries is their number one sponsor. Every Wonderbolt captain since I was on the team has come from this company, and Firefly’s the most promising candidate I’ve ever trained.”

“So she’s your—I mean, the real Rainbow Dash’s—descendant?” Rarity asked, her face lighting up. Even if this new pony was more than a little overzealous, she was a living pony who seemed to actually be sane. With Daybreak leaving soon, it would be so nice to actually be able to talk to somepony who didn’t constantly refer to her as a foodstuff. “That’s great! I can’t wait to hear all about Rainbow Dash’s family!”

“She’s more than a just a descendant,” the imprint began. “And the real Rainbow Dash never had a family. But more on that later. Now, let’s all step inside, and I’ll give you the grand tour!”

The imprint disappeared as the doors opened, revealing a shining lobby where pegasi and unicorns alike flew and trotted about desks made of light and fountains spewing liquid rainbows.

Surprise and Daybreak trotted into the factory, Firefly zooming over to land beside Rarity to walk with her.

“No offense, and forgive me for not understanding,” Rarity said, turning to face Firefly as they strolled through the factory doors. “I mean, you must know that I’m thrilled to meet you. But how can you be more than a descendant of Rainbow Dash if Rainbow Dash never had a family?”

Firefly said nothing at first, her face instantly changing from one of unbridled enthusiasm to one of harried desperation. The odd pegasus leaned in close to Rarity’s ear and whispered only two words, neither of which brought any answers but opened a floodgate of new questions.

“Help me.”

. . .

Chapter 10

“Help me.”

Rarity’s eyes widened. “Help... you?”

“Help you with what?” A holographic head with a multicolored mane flashed into existence in front of the two, causing Rarity to yelp and hop into the air. “Oh, sorry about that, Rarity.”

Rarity caught her breath upon landing. Looking up, she saw the hologram of Rainbow Dash’s head trying to hold back a snicker. Rarity could almost see tears of mirth in its eyes, but they couldn’t be -- it was just a hologram. Unable to do so any longer, the imprint burst into a peal of chortles that Firefly quickly joined. This only served to add confusion to Rarity’s rather unexpected surprise.

“How are you floating there?” Rarity inquired, cutting into the ghostly head’s guffaws. “Pinkie’s imprint could only manifest as an illusion in her office, and the rest of the time she had to make do with living in a portrait! Even Twilight was just a disembodied image… well, most of the time. I’d rather it have been all the time.” Rarity stared blankly at a far wall for a moment, before blinking hard and returning her gaze to the phantom head.

“So, Twi showed you her precious project, huh?” Rainbow laughed, a foreleg appearing to wipe the giant tear from her larger-than-life eye. Wow, the designers of Dash’s imprint sure had a keen eye for absurd detail.

“And how do you know about that?” Rarity asked pointedly, starving for answers.

“I’ll tell you in my office.” A transparent blue hoof pointed to a door at the other end of the light-lobby. “It’s on the top floor.”

Rarity complied, following the rather disconcerting giant floating head into the small room. She did not see how getting into this tiny space would possibly get them to the top floor, but she let the oddity go. There were too many to keep track of if she tried to think of them all at once.

All of a sudden there was a lurch, and the bottom of the room pressed up against Rarity’s hooves. Through the slightly transparent walls of the room, she could see the lobby falling away as her immediate environment shot upward. It was like a miniature version of the sky carriage they had all just been in, only this one had no visible means of propulsion.

Rarity needed to know what was going on. She knew it might bring more questions than answers, but she didn’t care. “What is this room?

“You’ve never been in an elevator?” Rainbow’s imprint gave her a look. “Oh, yeah, sorry. I guess they were invented after you went to sleep, but only just after. I thought you might have at least heard about them in your own time.”

Rarity shook her head.

“It’s a mobile room that is pulled up or lowered down on cables to bypass the need for stairs,” Daybreak explained.

“How convenient.” Rarity let out a sigh of relief. At least ONE thing in this new era was a simple harmless advancement and not something psychotic that would try to kill her… or worse.

The room stopped moving just as suddenly as it had started, the doors opening to reveal Rainbow’s office. Like every other CEO’s sanctum she’d seen, the place was massive. Unlike the rest of the factory and every other office Rarity had seen, though, this office was surprisingly a bit unexpectedly unimpressive. Instead of the light making up most of Rainbow Industries, there were fluffy white clouds. The floor glowed faintly from the lighted ceiling of the room below, pockets of bright color poking their way through the thick cloud, but for the most part, Rainbow Dash’s office was unassumingly blank.

“How, uh…” Rarity began as the others stepped out onto the spongy material. “Rustic.”

“I know what you’re thinking,” Rainbow’s imprint announced as it floated past the others and settled over the cloud-desk. “Why would somepony as awesome as Rainbow Dash working in a factory made of such awesome stuff as rainbow technology settle for an office made of clouds? To put it bluntly, Rainbow Dash was always a little homesick for her days as a weathermare in Ponyville. Sure, she loved being captain of The Wonderbolts, but she never forgot her cozy cloud-house on the outskirts of town, just a short flight away from all of her friends. Back before the companies took off and the old world began to fade away. Equestria was changing, and your friends were the ones changing it, but Rainbow Dash was always secretly a sucker for nostalgia.”

“I can understand why,” Rarity admitted. “I can’t tell you what I wouldn’t do to see my Carousel Boutique again, and I only woke up from that blasted sleep spell a little over a day ago.”

“I’ll take note of that,” Rainbow’s imprint proclaimed. “I’ll look up some architects and build you a perfect copy. It’s the least I could do for one of my original’s best friends.”

Rarity couldn’t hide the joy in her eyes nor the excited squeak that escaped her lips.

“But back to your earlier questions.” The imprint smiled at how Rarity’s face seemed to be lit up with a glow unrelated to the lights just below the floor.. “I can appear anywhere in the factory. All of the factory’s rainbow technology is interlaced with my magical signature, and since rainbow technology is light, I can project as a hologram anywhere I want.

“As for Twilight’s little project, all of the imprints know about that. She brags about it every time we have an inter-company meeting. She acts like we’re supposed to be intimidated by the brilliance of her plans and whatnot.”

“But if you know about that abomination, why doesn’t everypony know?” Rarity demanded, suddenly stern. “Surely you wouldn’t keep something that horrid a secret?”

“We’ve told Princess Cadance, but as you’ve already seen, there’s nothing she can do.” The multicolored ghost shook her enormous head, dissatisfied. “Besides, we all know her plan will never work. Equestria’s greatest strength has always been its common citizen, even if most ponies choose to ignore that fact. They’d never stand for the copy of a dead pony’s psyche trying to turn them into metal husks.”

Rarity supposed that did make sense, though she didn’t see why the imprint hadn’t taken further action. In her opinion, no company run by somepony planning something that dreadful, be it possible or not, should be allowed to exist at all. Rarity would certainly want to know if the company she was buying products from was planning on stuffing her into a walking metal casket.

Nevertheless, she held her tongue. If Twilight’s imprint had had a thousand years to work on her monstrous masterpiece and still wasn’t done, then Rarity didn’t think she would complete it anytime soon. That being said, there were more pressing matters at hoof than a crazy contraption that might never be finished.

“Now that we’ve covered the basics, I assume you’re here for some rainbow technology to help you in your search for the missing Disks, right?” Pseudo-Dash inquired before Rarity could ask her intended question. The unicorn shuddered at the thought of ever having to use one of the nightmarish weapons she’d seen on the promotional picture-show.

“Actually, we’re here because, according to our locator spell, the nearest Disk is somewhere in the sky,” Rarity specified. “At least, it was last night. Let me check again…” Her eyes slid closed, her horn lighting up. “Yes, we must be getting closer; the tug is harder. And it seems to be coming from… somewhere nearby…

“I’m guessing it’s actually in Cloudsdale,” Rarity finished, opening her eyes as her horn’s aura dimmed. “We were hoping you could help us locate it, since Daybreak thinks the being mostly likely to be in possession of the Disk is a pegasus.”

“Certainly!” Rainbow’s face lit up—literally. “I’ll offer a free light-house for whoever comes up with the Disk! No, maybe that won’t work… Hmm… If they know what it is, they won’t likely want to part with it. It’s either just been floating around aimlessly from one holder to another without anypony knowing its true worth, or the pony wielding it will try to keep their possession of it a secret at all costs. Announcing that we know they have it may—and this isn’t very likely, mind you, but still too much of a risk—alert them and prompt them to leave the city.”

“How could they know what it is?” Rarity asked. “Pinkie’s imprint claimed that the Disks were enchanted so that only I could play them.”

“They are,” Rainbow’s imprint assured. “But… let’s just say that it’s possible the current holder knows what it is they’ve got anyway. I just hope the pony we find it with really has no idea what they’ve got.”

“What would it matter?” Rarity questioned suspiciously. “If they can’t play the Disk, then who cares if they know what it is or why it was made? I mean, I don’t even know how they could know what it is anyway. From what I’ve gathered, my… predicament… and the Disks aren’t exactly common knowledge.”

“Not to most,” the multicolored shade sighed cryptically.

Rarity was about to question things further when Daybreak beat her to it.

“You mean… oh, dear,” the android voiced. “I thought they were all wiped out with the Fillydelphia Fire. Well, wiped out or captured.”

“That’s what we told the public to stop a panic,” the imprint told the robot. “But some of us have always had doubts about whether the Fire was the end of it, or only the beginning. But really, that’s an absolute worst case scenario. In all likelihood, even if the Seekers did have members who weren’t captured a thousand years ago, they’ve been washed away by the tides of time. Each of the Royal Sisters, the other CEOs, and myself are almost certain that those lunatics would’ve done something in a thousand years if there were any left.”

“The Seekers?” Rarity echoed. “What does that crazy stallion from the promotional material have to do with the Disks? And I know you told me not to look into the Fillydelphia Fire, Daybreak, but it’s rather hard not to be curious when you all talk about it in front of me.”

“You mean you haven’t told her?” Rainbow’s imprint raised an eyebrow at the android. “Even if it was horrible, I think she needs to know. Everypony needs to know. You, of all… beings, remembers that Twilight never shut up about how those who don’t know history are doomed to repeat it.”

“She’s just had everything she’s ever known ripped away in what to her is the blink of an eye,” Daybreak replied, eyes narrowing. “I really don’t think adding THAT onto her psychological pain will do her any good.”

“True as that may be,” Rainbow’s imprint admitted, “I think she should at least have a choice in the matter. Sure, it’ll make her throw up and have nightmares, but better that then she find out at an inopportune moment. I mean, even foals are taught this stuff in school! You shouldn’t keep her in the dark like this.”

“Foals are only taught a fraction of what happened!” Daybreak shot back. “They don’t learn the details until they’ve become mature enough not to suffer permanent psychological damage!”

Rarity watched the argument go back and forth like a tennis match. She was really beginning to become irked by how they talked as if she wasn’t there. And what could possibly be so bad about a simple fire that Daybreak was afraid of her even learning about it? Even if all of Fillydelphia had burned to the ground, it wouldn’t have been that hard to take in after learning a worldwide war had been waged by Princess Celestia. Sure, it would be horrible to hear, but it had happened a thousand years ago. The nation had certainly had time to heal by now, hadn’t it?

“I hardly think Rarity is too immature for the truth,” the imprint laughed humorlessly. “She is, after all, over a thousand.”

Rarity shot the ghostly floating head a dark look while Surprise giggled.

“On top of that, it just might have something to do with her search,” Rainbow’s shade finished. “So I think she deserves to know if she wants to.”

That settled it, then.

“I do want to know,” Rarity spoke up. “I’m sorry, Daybreak. I know you’re just trying to protect me from something you think I can’t handle, but like you said, I’ve had my entire world snatched away from me in what to me feels like the blink of an eye. I think I can take at least one more bit of frightening information about the Equestrian history I slept through.”

“Fine,” Daybreak sighed exasperatedly with defeat. “But don’t come crying to me when you start vomiting every time something reminds you of what you willingly chose to learn.”

“I’ve witnessed a lot in the past day or so that I never would have thought possible,” Rarity rebutted. “I hardly believe there’s much more that can truly terrify me about what happened to the world while I was asleep. I mean, what could be worse than a worldwide war?”

“Soldiers kill each other to acquire land or enforce their ideals. And they only kill other soldiers,” Daybreak spat. Rarity looked at her with unnerved quizzicality, but the android said nothing more. Instead, she actually turned away.

“I do have to agree with Daybreak on one thing,” Rainbow’s imprint warned. “This will scar you for life. There’s even a psychological condition named after ponies who couldn’t handle being told what happened that day: ‘FFF—Fillydelphia Fire Fear.’ But we don’t gloss over the facts, because we need to prevent this from ever happening again. Are you sure you still want to know?”

Rarity looked uncertain for a moment, but then nodded her head resolutely.

“Then I’ll tell you,” the imprint said. “No, I better show you. You wouldn’t believe me otherwise.”

The hologram of Rainbow’s head glowed brightly for a moment, and four panels of light rose out of the clouds surrounding Rarity, closing her in an even tinier room than the ‘elevator.’ A whoosh of energy crackled around her as a panel slid horizontally through her, rising up flat from her hooves to rest as a ceiling overhead. At last, a solid panel of light lifted up from beneath Rarity and formed the floor of a perfect cube of incandescence.

Rarity’s heart began to beat faster, though she didn’t know why. No matter what these ponies kept saying, nothing could be that horrific, could it?

“This is what they show to all ponies who are of age,” Rainbow called from outside the cube.

The white unicorn watched as the panels all around her glowed with sudden life, forming pictures as an increasingly familiar but still disconcerting voice from nowhere began narrating.

Rarity’s first view was of the Fillydelphia skyline, the viewpoint rushing up to the city on all sides to show ponies going about their daily business. Stallions and mares went off to work, children trotted to school, each for the most part wearing a smile.

“For the citizens of Fillydelphia, the most infamous day in Equestrian history started just like any other,” announced the voice from nowhere.

After a few minutes of the voice droning on about the population of Fillydelphia and other seemingly irrelevant tidbits, Rarity’s face scrunched up in confusion. What was so blaringly terrifying about all this? She kept searching for anything that was amiss in this seemingly idyllic urban day, but couldn’t find anything remotely unsettling.

“However, a secret society known only as ‘The Seekers’ wished to change the peaceful, innocent lives of Fillydelphia citizens by ending them in ways horrible beyond anything we had ever imagined possible for ponies,” the voice droned. The scene shifted to a warehouse filled with ponies of all types. The unicorns, though, were all sporting dark blue coats for some reason. Rarity spied that though each was an adult, they didn’t have visible cutie marks, meaning they must have all dyed their coats this way. Certainly rather unorthodox and unfashionable, but not evil.

But Rarity’s eyes grew wide, sensations she’d never experienced before and never wanted to experience again pelting her horn as she witnessed what the unicorns were lined up for. The earth ponies in the room each advanced with hacksaws in their mouths and… no… NO… why were they just sitting there?! Why would unicorns allow somepony to just steal the thing that made them unicorns?!

And then… Oh, Rarity couldn’t watch this anymore. Couldn’t bear it. But she found herself unable to close her eyes, either out of being paralyzed with fear or bound by some inert magic in the moving pictures themselves. The white unicorn wouldn’t have put it past the makers of this reel, if they really wanted to make sure nopony would have to watch it a second time.

The pegasi were up next… and they licked their lips as they advanced on the dripping, severed slivers of curled bone and…

NO!!

WHY?! Why would anypony do THAT?!

“Turn it off!” Rarity shouted over the sound of the narrator’s voice. “Let me out of here!”

The earth ponies advanced again, taking out kegs of oil, which they gave to the pegasi to drink. Next came a meal of matches that were living up to their full potential. And then…

“The Seekers believed that the world we live in is a lie,” the narrator went on, sounding just as disgusted as Rarity felt but somehow still able to keep talking. “They think that, to live in what they call the ‘true world’, this world must be destroyed. They planned to start that destruction in Fillydelphia by performing spells that not even the darkest unicorns of old would even dream of casting.”

The pegasi were turning now. Their flesh boiled, their eyes melting as the blood oozing out of their rapidly expanding wounds turned to hot steam.

“LET ME OUT!” Rarity screamed, pounding her hooves against the panels. It was in vain.

“In their delusional ‘seeking’ of the ‘true world,’” the narrator continued, “The Seekers had chosen to become less than ponies by ending the lives of thousands of others through inducing a fate worse than death on themselves. They had become—”

Rarity screamed, and at long last broke free of whatever magic or shocked paralysis that had kept her watching as she blacked out. As the world faded away, the last words of the narrator rang in her ears as the images burned their way onto her eyes.

“It is ignorant disharmony that bred and empowered the windigos of legends old,” the narrator concluded as those… things… things that had once been ponies… burned their way out of the warehouse along with everypony and everything inside. The city was next, which they tore through like ravenous wolves, buildings and ponies alike. “But it was the malicious intent of purposefully harming other ponies that gave birth to an evil the likes of which Equestria had never seen. One that will forever scar our hearts and memories. It is this that brought upon us, for the first and last time, the aethon.”

. . .

“I warned you,” Daybreak’s voice whispered softly through the darkness, the first thing Rarity’s overworked mind heard after it lost contact with the world. A faint orange spark pierced the black cover of unconsciousness, growing into a warm glow of magic that further grew in intensity until it was almost a… flame…

“Get away from me!” Rarity screamed, lurching into the world of the wakeful. She shuffled as best she could across the clouds to get away from the FIRE around Daybreak’s horn.

“I was only waking you up with a simple spell,” Daybreak assured, her eyes soft. Well, as soft as cold, un-living eyes could be, anyway. “There is no fire. All the cinders were put out centuries ago.”

“Why?!” the white unicorn shouted, shooting an angry glare at the two sane ponies in the room. Well, sane imprints.

“We don’t know,” Rainbow’s shade told her. “Nopony who wasn’t in on the secret society ever really understood a lick of what they were trying to do. Most thought they were all completely insane.”

“That’s not insanity,” Rarity spat. “I’ve been stuck with insanity ever since I woke up! Look, she’s right there, bouncing up and down on the clouds like a lunatic! Sure, she’s dangerous, but she doesn’t destroy ponies for no reason! At least, not unless they do something to her first! And she doesn’t do it by destroying herself!

“No, that’s worse than insanity…” Rarity finished. “That’s evil. Not even Nightmare Moon, not even Discord would’ve done that!”

“Rather frightening, isn’t it?” Rainbow’s imprint agreed, a sad smile on her face. “To think that the worst thing to ever happen to ponies… was ponies.”

“But why?” Rarity inquired, shaking and barely able to keep her voice level, not out of fear but of rage. “Where would the convictions of these ‘Seekers’ come from? And wait a minute, how do The Seekers have anything to do with the Disks and myself?”

“Sadly enough, Pinkie Pie’s Party Supplies has always been indirectly responsible for the creation of The Seekers,” the imprint explained. “At least, that’s what we think. When we found the pony who we believed to be the mastermind behind the whole thing, he claimed to have ‘seen the truth’ after indulging in some ‘Pinkie-sense pills.’ According to his medical records, he had been released from a hospital a few months prior to the Fire for an overdose that had killed him. The doctors were able to restart his heart with some advanced medical magic, but when the stallion came to he was rambling about having seen something beyond this world.

“Further investigation led to the discovery that this secret society had been hoarding all manner of gimmicks,” the imprint finished. “They somehow believed that Pinkie’s products were pivotal to ‘lifting the veil in unreality,’ as their leader called it. That revelation broke the real Pinkie’s heart. So you see, in all likelihood this pegasus doesn’t know what they’ve got. But in case they do know that it came from Pinkie Pie’s Party Supplies, they might be holding onto it for reasons that are less curiosity and more… well, you get the idea.”

“Those monsters created flaming windigos because of Pinkie Pie?!” Rarity gasped.

“Not because of her directly,” Rainbow’s shade was quick to assure. “Their founder must have just snapped because of an overdose of a mind-altering drug. Gimmicks have been closely regulated ever since in terms of how much one pony can buy.”

Rarity was silent for a moment, not knowing what to think of all this. On the one hoof, one of Pinkie Pie’s products was responsible for that atrocity. On the other, though, Rarity knew the party pony would’ve NEVER made them if she’d known that they would be abused. Nevertheless, good intentions or not, it gave a frightening new dimension to the supplies currently within Rarity’s saddlebags.

“But now that you know what you might be up against, are you ready to go get that Disk?”

Snapped out of her thoughts, Rarity started to reply, but then held her tongue. There was no way in The ULE that she would ever want to face something that vile, but Rainbow’s imprint had made it clear that a surviving Seeker society was beyond unlikely. That meant that either they had died out long ago, or they were more powerful than anypony had ever anticipated to stay hidden for so long. Oh, what did it matter if they were still around? If such filth dared to exist in the world, then Rarity wanted to personally see to it that that dark flame was extinguished. Either way, this would be a win/win situation. She’d get her Disk back, but would also either find out that The Seekers really were dead and gone, or MAKE them dead and gone.

“Let us depart,” Rarity commanded, nodding her head with a determined smile. “I’ve waited long enough to hear some answers from my friends.”

“Excellent!” the rainbow shade pronounced gladly. “I’ll lend you a weapons harness and send Firefly along with you. She knows Cloudsdale like the back of her hoof.”

The floating head of Rainbow Dash glowed even more brightly again as weaves of light streamed out from her, forming around Rarity into a similar yet slightly updated model of the product she’d seen in the promotional picture show. Just like the real Rainbow Dash in the moving pictures, the harness felt like it wasn’t even there at all in terms of weight, allowing the white unicorn to move freely and comfortably.

Rarity looked over herself with a growing smile, admiring the beauty of the device. And this was rainbow technology when it was inactive; think of how useful it would be if, by some slight chance, a Seeker really was in possession of the Disk? Rarity started for a moment in shock, realizing how she was suddenly taking solace in wearing something so horrifically destructive. Just a short while ago she’d been horrified to see this kind of firepower used to casually bloat a pony until they exploded in a-... Okay, wiping that thought now. But, now she found herself thinking how appropriate a punishment this thing could really dish out.

She shuddered. Was really a little over a day in this frightening new era causing her to change that much? Sure, those horrid excuses for ponies deserved it, but the fact that such a shift in ideals was necessary now scared her. Rarity knew she wouldn’t hesitate to use the harness if she knew she would face a pony who had or was prepared to commit acts like what she’d recently witnessed, but the mere knowledge of it felt like a stain on her innocence, even if it was the right thing to do. Nopony should ever have to make that decision, be it just or not.

Then, a slightly less sinister but still rather annoying thought popped into Rarity’s head. Firefly was coming with them, and the new pegasus had already proven she could be just as confusing to interact with as she was to look at. Rarity prayed that she would be able to figure out what was going with Firefly if she could just talk to her when they went out searching. Rarity wasn’t sure she could stand it if this newcomer turned out to be as crazy as Surprise. One walking insanity was enough.

“Just chomp on the bit in front of you to fire,” Rainbow’s imprint explained. “The zap is attracted to bioelectricity, so you’re almost guaranteed to hit somepony if you have to use the weapons harness. The built-in magic also helps to encourage the zap to target the pony you’re looking at when you fire. Just try not to fire it around organisms large enough to have enough bioelectricity to attract the zap more than your target. Trying to shoot a weapons harness at a pony hiding in a flock of skywhales, for instance, is almost hopeless. Crowds are much easier, as most ponies have about the same amount of bioelectricity anyway and the zap will choose its magically targeted victim over other ponies.”

“Sounds safer than most products I’ve seen my friends create,” Rarity mused. “No offense to them or their imprints, of course, but they do seem more than a little responsible for this rather unsafe future, even if none of it was intentional.”

"Sadly enough, I’m sure they’d all agree with you,” Rainbow’s imprint admitted. “I’ll be waiting here for you when you get back with the Disk. Until then, Firefly, I entrust Rarity and her friends’ safety to you. Happy hunting!”

. . .

Chapter 11

Sporting a necklace of rainbow light that would unfold into a weapons harness whenever she needed it to, Rarity and her group stepped out of Rainbow Industries and into the dark and stormy morning. The city’s maelstrom winds began to buffet them as the towering cloud-buildings cracked their deafening whips. Rarity’s mane was blown every which way by the ever-present tempest in Cloudsdale, each bellow of the storm vibrating her flesh and bones. Daybreak’s mane, constructed of metal, didn’t twitch in the slightest. Nor did the rest of her. The white unicorn found herself wondering if the middle of a bank of thunderheads was really the safest place for a robot, but realized that Daybreak must have had some kind of lightning-deterring enchantment on her. Otherwise, she would’ve been struck by now.

The group stood in silence for a moment. Well, silent save for the natural roar of the city and Surprise’s bouncing up and down in excitement on the cloudy walkway. Each bounce brought a small peal of thunder and crackles of electricity. Firefly was shooting nervous glances over her back at the factory, but she too said nothing.

The tugs in Rarity’s horn were even stronger now, seeming to point to a particular skyscraper, but there was something she wanted to do before going there.

“So… I guess this is goodbye?” Rarity inquired, turning to Daybreak.

The metal pony was silent for a moment. “I suppose it is.”

Rarity turned back to face the city, filling her lungs with the ozone-rich air in preparation to say the words she was struggling to find. She’d mended problems between her fellow best friends back in her own time, certainly, but that was far different than trying not to end on a bad note with a pony who wasn’t even real, much less alive... and the only friend Rarity had in this time who wasn’t completely bonkers. Storm clouds flashed and roared in what was, despite all the sounds of the city, a rather uncomfortable silence.

“Then I wish you the best of luck in your newfound freedom,” Rarity promised. “And before you go… I just wanted you to know that it doesn’t matter to me why you were created, even if it was only to be a friend to the real Twilight’s daughter. To me, you’re your own pony. I don’t see you as just a tool of living ponies or your ‘Mother,’ no matter how anypony else sees you. To me, you really are a friend.”

“That’s beautiful,” Surprise whispered right into the white unicorn’s ear.

“Surprise!” Rarity gasped, jumping a little before shooting a glare at the insane pegasus. “Wait… where’s Daybreak?”

“She disappeared when you were trying to make amends for hurting her oversensitive feelings,” the frizzy-maned pony chortled.

She what? So, some of those lightning flashes hadn’t been lightning flashes.

Rarity turned to see that, indeed, the android pony had simply left without another word. The white unicorn tried not to be hurt at Daybreak’s sudden departure. Her only sane friend in this new time, leaving her the first chance she got... Well, Rarity couldn’t entirely place the blame on Daybreak; Rarity had known she’d brought up a touchy subject the moment her thought had telepathically slipped into Daybreak’s mind. It had been an accident, to be sure. But, if Daybreak really had only been created to be a friend to the real Twilight’s daughter, then a reminder that even the ponies who created her saw her only as a tool couldn’t weigh too lightly on her psyche. Now, the android would never know that Rarity didn’t think of her the same way, that she really did consider her a friend.

But wait, was their friendship even mutual? By the way Daybreak had acted, it seemed that the robot saw Rarity as a mere tool as well. Daybreak had helped Rarity escape Sparkle Technologies, but she had needed Rarity to escape her thousand-years of imprisonment there. She claimed she would’ve helped Rarity even if doing so wouldn’t have given her freedom, but... was that true? Surprise did seem to have a point. Disappearing as soon as they reached the next metropolis based on a single slipped thought did seem to be oversensitive, regardless of circumstance.

Suddenly not sure what to think of the robot she still hoped was her friend, Rarity turned her attention to her newest companion. “Firefly? Are you alright?”

The odd-looking pegasus had been gawking at Rainbow Industries like it was an escaped torture facility, but her head whipped around at her name.

“Of course!” Firefly almost shouted, laughing a hollow, forced laugh. “We should get cracking on finding that Disk of yours… away from the factory…” She gulped, her eyes returning to the fortress of light.

“Certainly,” Rarity agreed, raising an eyebrow. She pointed a hoof towards one of the cloudy skyscrapers sporting a rainbow tech billboard reading ‘Highlton Hotel and Suites.’ “My locator spell seems to be getting stronger, and there’s a tug every time I look at that building. Do you think you could get me down there?”

“That should be far enough,” Firefly muttered to herself, before looking at her companion with a smile. “Sure thing!”

Where once a rather odd pony had been standing, there was now the beginning of a trail of polychromatic light that dashed around Rarity’s hooves, cutting into the cloud around them. In the blink of an eye, a section of the dark, spongy material had been severed from the rest of the cloudbank. The rainbow blur solidified, revealing Firefly at the edge of the newly-formed miniature cloud. She gripped it with her mechanized front hooves and began to push it across the chasm of sky to the other building. Rarity, anxiously gripping the small cloud, silently thanked the pegasus for not zooming them across at what seemed to be her regular speed. The white unicorn would have surely been thrown off the cloud, or at the very least would suffer severe motion sickness.

Surprise floated along beside them, doing loop-de-loops around Rarity’s little island of cloud. Whenever the white pegasus wasn’t arcing overhead in her continual vertical circling, Rarity could marvel at the crackling, booming bulk of a city Cloudsdale had become.

The Highlton Hotel loomed before them at last as Firefly pushed Rarity’s section of cloud into the walkways that made up the outside of the skyscraper. Before Rarity even had the chance to begin trotting to the door, though, a pegasus in a bellhop uniform darted out the building and skidded to a stop uncomfortably close to her.

“Greetings, ma’am!” the bellhop announced cheekily. “Welcome to The Highlton Hotel, Cloudsdale’s premier five-star lodging facility! Are there any bags I can—”

“Out of the way, bucker!” Firefly’s voice shouted furiously over the bellhop’s cheerful chatter. A split second later, the owner of said voice rammed into the pegasus and knocked him across the walkway. “I don’t have much time, and you’re not about to waste it!”

“Firefly, what are you doing?!” Rarity gasped, about to rush over to the fallen bellhop who was now struggling to pull his head out of the cloud flooring. But before she could so much as move, Firefly zipped in front of Rarity with a pleading look.

“Please, you have to listen to me!” she blurted. “I’ll help you get these Disks, I’ll help you do just about anything, but you have to help me! Take me with you! Convince President Rainbow to let me accompany you on your travels after Cloudsdale! I can’t go back there! I just can’t!”

“Whatever are you talking about?” Rarity inquired uneasily, raising a quizzical eyebrow. “What’s wrong with Rainbow Industries?”

“It’s not Rainbow Industries that’s wrong, it’s President Rainbow!” Firefly cried out.

“But out of all the imprints I’ve met, she seems closest to her original,” Rarity reasoned. “What could possibly be wrong with her? If she had deviated from the real Rainbow somehow, I think I would have noticed it when I met with her.”

“That’s just it!” Firefly went on, desperate frustration straining her voice. “She’s JUST like the real Rainbow! In fact, she’s more Rainbow than the real Rainbow was Rainbow! And she’s turning me into another Rainbow too!”

“She’s what?” the white unicorn asked, trying to understand. She wasn’t succeeding.

“You have to make her let me go, or I’ll lose myself to her completely!” Firefly demanded. “I’ll be her again any moment now; increasing the distance between us always shakes up the control a little, but not for long. She never had an heir, so she’s been ponynapping ponies for centuries and... CHANGING them! Please, so I don’t become just another clone of her! Please!!”

By now Firefly had leapt up and was pressing her hooves against Rarity’s shoulders, hope and a primal fear warring in her eyes. Before Rarity could back up and let Firefly fall to the cloudy ground, or simply push her away with a cry of “Ruffian!” fueled by her own growing fear of this new pony, Firefly fell of her own accord and began coughing spasmodically.

“Help… He… H…” Firefly gasped between her wracking coughs. But before Rarity could try to help the fallen pegasus, a shiver ran through Firefly’s body that jerked it in ways that shouldn’t be physically possible for a pony. In that one swift motion, the formerly odd and now downright freaky new pegasus stood up, brushed herself off, and turned to stare excitedly at Rarity. “Hiya, Rarity! Sorry about that; sometimes being the most awesome pony in The ULE since the real Rainbow Dash takes a lot out of me, and I break down a bit. But don’t worry! The doctors say it’s only temporary, and soon I should be awesome all the time! Please ignore any un-awesome things I may have said when I wasn’t myself.”

Rarity simply stared at Firefly, her face contorted in absolute horror.

‘Don’t jump to conclusions, Rarity...’ the white unicorn said to herself, her thoughts racing. ‘She may just be as insane as Surprise is, only in a different way. Multiple personality disorder, perhaps. This doesn’t mean that something is wrong with Rainbow’s imprint too… Right? Oh, who am I kidding?! What happened to Rainbow’s imprint?! What did she do to this pony?!’

“Is something wrong?” Firefly inquired, tilting her head. “Oh, my un-awesome side must have scared you. Unfortunately, I’m told I did that to a lot of ponies before the radical President Rainbow took me into the company and brought out the real awesome me.”

“What has she done to you?!” Rarity demanded. “How long has this been going on?! Who were you before all this happened?!”

“Huh?” was all the response Firefly could muster.

“She was Firefly,” Surprise piped up, demonstrating her strange ability to analyze ponies as if they were no more than open books. “Her height was and still is approximately seven point one hands. She was and still is nineteen years old. Her coat was pink, her mane and tail were blue, and her cutie mark was two blue lightning bolts. However, her coat was dyed blue and her mane and tail were electrified with rainbow technology when Rainbow’s imprint ponynapped her from her family. Her IQ was Highly Above Average until Rainbow Dash’s imprint began supplanting her original persona, gradually lowering her intelligence to Average and altering her mindset to be a copy of that of the original Rainbow Dash’s. Where she was once kind yet introverted and very bookish, her brainwaves are slowly being forced to change into wavelengths more accommodating of thoughts focused on speed, being ‘cool’, and becoming a Wonderbolt. Her original mind isn’t gone yet, but it’s slowly dying as the copy-mind takes over.”

Rarity nearly fainted, blots of darkness swimming through her vision as she struggled not to fall into a ladylike swoon. Surprise had been right about the white unicorn in her initial uncanny assessment; Rarity really was prone to displays of regality even when she didn’t want to or need to. And if Surprise had been right about that, then the white unicorn had no doubt that the white pegasus was right about Firefly.

“Firefly…” Rarity muttered, trailing off as she searched for the words and fought not to wretch at the mere idea of what Rainbow’s imprint was doing to this poor, innocent pony. And then there was the part about Firefly being only the latest of centuries of others subjected to the same thing… How was Rainbow’s imprint even doing that, and why hadn’t any other ponies stepped up to oppose this madness?!

It took all she had not to demand that Firefly take her back to Rainbow Industries then and there so that Rarity could fire this weapons harness into Rainbow’s floating face. However, she knew the fat lot of good that would do. Rainbow technology was almost certainly completely useless against a being who was already made of light. The blue flame of cold fury bottled up inside her, though, was itching to be let out in some form or fashion with every new atrocity that fueled it. This crime was nowhere near the scale of evil planned by Twilight’s imprint, but even she had only planned to mess with ponies’ bodies, not their minds. This was the plight of a single pony, but it was still inexcusable. One way or another, Rarity made a promise to herself that she wouldn’t let Firefly’s real self die while Rainbow’s imprint stuffed her brain full of the brainwaves of a pony long dead and gone.

There was no more room for a warped imprint in this new time, be they encased in that metal monstrosity Twilight’s shade had been building or a real pony’s living flesh. Rainbow’s imprint had already proved it didn’t deserve to exist once, no less twice.

“…Stick with me,” Rarity finished lamely. “Even when we leave Cloudsdale. I’ll need you on my journey.”

Firefly -- the real Firefly -- suddenly crashed through the oppressive mindset that was trying to control her. “THANK YOU!” she blurted, tears of joy appearing in her eyes. Just as quickly as Firefly had shoved aside the darker entity she shared a body with, the monster knocked her back in and reasserted itself with a shiver. “I mean, I’ll have to see if it’s okay with President Rainbow. But thanks for the invitation, great-auntie Rarity!”

“My pleasure.” Rarity was trying very hard not to hiss her words through her teeth, choking back quivers of disgusted rage at what that polychromatic abomination was doing to this pony. “Now, let’s go get that Disk.”

“Sure thing!” Firefly saluted.

“And thank you, Surprise,” Rarity said graciously to the white pegasus. “Pinkie’s imprint said your skills would be useful, and she was right.”

“What skills?” the bouncing pony inquired, cocking her head with a curious pout.

“Never mind,” Rarity laughed humorlessly as she trotted over and helped pull the still-struggling bellhop out of the clouds. Before the pegasus stallion could say anything, though, Rarity announced “No, we don’t have any bags for you to carry, thank you. However, you could help us find somepony we believe to be staying here. Let’s see… My horn seems to be indicating… I mean, I think we need to go to the penthouse.”

The bellhop gave her a quizzical look before reassuming his cheery demeanor.

“Certainly, ma’am!” He smiled. “Please follow me. I’ll just stop by the front desk to buzz Miss Free Spirit that you’re coming up and then—”

“Let’s let it be a surprise,” Rarity interjected.

“If you say so, ma’am!” the bellhop agreed. “Are you friends of hers?”

“I suppose you could say that,” the white unicorn told him. And he could say that. He’d just be wrong.

“A SURPRISE?!” Surprise shouted. “I LOVE SURPRISES! I’M SO SELF-CENTERED!”

The bellhop raised an eyebrow at the sugary white pegasus, before shrugging and leading them all into The Highlton Hotel’s lobby. It was a far cry from the light show of Rainbow Industries’ lobby, but Rarity supposed it was posh in the style Cloudsdale had adopted. Dark thundercloud chairs littered the space in cozy clusters, each facing giant rainbow technology panels with moving pictures like the billboards outside.

The group stepped into one of the elevators waiting at the far end of the lobby. Rarity still felt a little disconcerted at the sensation of the floor rising up under her hooves.

The ride was longer than the near-instantaneous transport at Rainbow Industries had been, but the white unicorn supposed that that was due to the company’s elevator being made of light rather than the hotel’s clouds. Where the first elevator Rarity had ridden shot along on beams of light, this spongy little room could have been lifted by a cable made of lightning for all she knew.

“Here we are!” the bellhop announced as the elevator abruptly halted. Rarity felt like she should’ve kept rising on the inertia of their ascension, but she too stopped with the rest of the small room. The doors opened out onto a short hallway leading to a set of very large, very grand doors made of storm clouds interlaced with rainbow technology. The ceiling overhead was nonexistent, and why would it be anything else? There was no need for cover in a building that was among clouds higher than every other cloud over The ULE. The hallway opened up to the bright blue of morning, and Rarity had no doubt that the views of night here so close to the sky were spectacular. Well, at least they would be if there weren’t so few stars. “If you need anything, just ask Miss Free Spirit to buzz down to the front desk. Have a nice day!”

Rarity thanked him as the group stepped out into the hall and the elevator doors closed behind them. She took a deep breath, unsure of what she would find on the other side of those doors. Like Rainbow’s imprint had said, the odds of the pegasus in possession of the Disk being a Seeker were extraordinarily low. Still, the fact that she had a Disk at all was suspicious if she couldn’t play it. Rarity simultaneously hoped she would get to vent a little of her internal raging blue flame and feared the horror she would be facing if such action became necessary.

“Well, better now than never,” Rarity announced. “Ready, ladies?”

Firefly nodded while Surprise simply drooled, and the white unicorn stepped forth and knocked on the door. There was no response.

Rarity was about to ask again when Firefly flew in front of her and pressed a large rainbow-tech button next to the door. A buzzing sound erupted throughout the hallway.

“Hiya, Miss Free Spirit!” Firefly called to nopony Rarity could see. She supposed this was what was meant by ‘buzzing’ somepony, though the white unicorn couldn’t see how the sound was transferred. “We’re, uh, complimentary room service!”

“It’s about time! I’ve been waiting for that famous Cloudsdale hospitality all day!” a new voice cheered from nowhere. There was a click, and the doors opened all on their own. Firefly immediately dashed inside the plush penthouse, rushing straight towards a green pegasus mare.

“I’ll hold her down, great-auntie!” the double-minded pony shouted. “You look for your Disk!”

“Wait!” Rarity called back in alarm. “I’m sure if we just talk to her—”

Rarity’s words died in her throat as Firefly barreled straight into—and then through—the illusion that Free Spirit really was. The light composing the false pony sparked and dissipated as Firefly crashed into the wall on the other side, the illusion seeming to be somehow different than any holograms or rainbow-tech images Rarity had so far seen.

“The plot thickens!” Surprise chortled.

“What the—” Rarity gasped, halting herself just before letting an unladylike swear escape her lips. Why couldn’t anything in this new time make sense? Why was Free Spirit an illusion?! She could reason that the false pony was a spell projected by a unicorn, but there was no other unicorn in sight. And why would a unicorn cast an illusion of a pegasus in the first place? It wasn’t like seeing a horned pony in this updated Cloudsdale was uncommon.

Rarity’s question was answered when she heard a pained groan escape from the direction of Firefly, though the noise did not come from Firefly’s lips.

“Get off me, you freakin’ four-legs!” the voice shouted angrily as Firefly was roughly shoved to the ground by an unseen force. A strange imprint in the cloud-wall Firefly seemed to have just flown into suddenly pressed itself out, the air in front of it shimmering and sparking. The sparks began to intensify, flashes of light flickering into sight before vanishing again. Finally… whatever it was… gave up the ghost. “You shorted out my camouflage unit!”

Whatever Rarity had been prepared for, it was not this.

The creature standing before her rose about a full pony’s height higher than any equine besides the Royal Sisters, and IT WAS STANDING ON TWO LEGS! How did that even work?! The thing didn’t even look like it had the capacity to stand on four limbs if it had wanted to, as Discord or Iron Will the minotaur had looked to be able to. What’s more, whereas those odd creatures had had at least a little equine nature about them (or bovine, which was close enough), this thing lacked any equine features at all.

There was no hair except on its head, which was long, straight, golden, and tied up with a bow. The rest of the thing sported only smooth whitish, pinkish skin poking out of clothes specially tailored to fit its peculiar form. Those clothes somehow reminded Rarity of Applejack, with their rustic, outdoorsy quality. The thing wore a rust-colored button-down under a leather vest, though unlike any clothing the white unicorn had ever seen, the creature also wore fabric over its hind legs that covered each leg individually in navy blue fabric. It’s voice sounded feminine, though there were no familiar distinguishing characteristics to make certain it was indeed female.

As Rarity continued to gawk at the oddity that was bordering on otherworldly monstrosity, it reached behind it to grab a long cylindrical piece of metal strapped to its back. In one quick motion, the creature undid the strap and swung the metal stick around to point it at the ponies. The end of the stick glowed threateningly, humming with energy even though Rarity couldn’t sense any magic.

“What are you?!” Rarity gasped.

“I should be asking you the same question,” the creature laughed darkly. “No, wait, I KNOW what you are! You’re intruders! I also know what you’re about to be—dead, if you don’t high-tail it out of here!”

Rarity backed up nervously, then remembered herself and her horn ignited. In a flash, her magic activated the rainbow-necklace and the weapons harness unfurled around her, charging with its deadly energies.

The freaky creature narrowed its eyes, its apparent weapon humming all the louder and glowing all the brighter.

“So it’s gonna be like that, huh?” it said. It was so strange to hear such fluent Equestrian coming from that alien mouth. “We’re gonna have a good ol’ fashioned Old West standoff? All we need now are some tumbleweeds and that overplayed death-whistle-tune.”

Then again, even if it did speak perfect Equestrian, Rarity still had no idea what it was talking about.

“What is that thing?” the white unicorn asked Surprise, not taking her eyes off the alien being.

“It’s a two-leg,” Surprise answered.

“And it’s fair game!” Firefly suddenly announced, leaping up and assuming a battle stance besides Rarity as a weapons harness of her own unfurled around her from the odd contraption she was already wearing. “No two-legs are allowed outside of the walled compounds! The government will be all over your flank when we report this!”

“Not if there’s no little pony left to report me,” the two-leg snickered.

“That’s a two-leg?!” Rarity inquired incredulously. “I had thought they were something like minotaurs or diamond dogs! Where in The ULE did they come from?!”

“They didn’t come from The ULE,” Firefly noted. Rarity’s brow furrowed in confusion. Didn’t The ULE encompass the entire world? “They came from… somewhere else. Nopony really knows. What we do know is that they’re not supposed to be outside their designated compounds!”

“That’s right, keep the weird aliens locked up in their little cells while your government spends over fifty years debating whether or not to open trade with us,” the two-leg chuckled darkly, revealing a mouth of unequinely sharp teeth. “Never mind that what we have to offer could solve all your world’s problems. It’s alien and it’s strange, so that makes it bad.”

“Don’t spread your lies!” Firefly shouted. “Don’t listen to her, great-auntie! Two-legs can’t be trusted!”

The two-leg said nothing for a moment, continuing to eye the ponies, its weapon humming and crackling with that energy that wasn’t magic. Finally the grim sneer on the two-leg’s lips began to slide into a barely-controlled smile. Then it began to quiver. Then the creature did the thing Rarity had been least expecting.

The two-leg lowered its weapon and burst out laughing.

“Alright, alright, I can’t take it anymore!” the creature guffawed. The two-leg swung its weapon back behind it and stuck out a… hand? Isn’t that what the non-clawed appendages with tinier appendages on them were called? “Put ‘er there. I’m Megan, pleased to meet ya’!”

Rarity flinched back at the offered hand, looking up at… Megan with confusion.

“You mean you aren’t mad we broke into your room?” Rarity inquired suspiciously.

“Not at all!” Megan laughed. “Facing down a human takes guts. Humans are what we ‘two-legs’ call ourselves, mind you. And I like guts in my fellow sentient beings.”

“No offense,” Rarity spoke. “And I mean, you are rather frightening to look at, but that’s only because I’ve never seen anything like you. But I’m a little… behind the times. What is a human exactly, and why do they take guts to face? Also, how are you walking on clouds in the first place? I can’t sense any magic on you.”

“Two-legs don’t take guts to face,” Firefly spat. “Actually, according to my calculations, it would be reasonable to be wary of them… not you again! Get out of my head…! Your head!? This is my head! You’re the imposter here…! I said GET OUT!”

Firefly collapsed in a coughing fit again. Rarity rushed to her side, but after another violent shiver, the conflicted pegasus shook off the white unicorn’s hoof and rose back to her feet with a confident smile.

“Sorry about that,” Firefly apologized. “I have relapses from my awesomeness training every once and a while. But two-legs don’t take guts to face! I could take you with both hooves tied behind my back!”

“Oh really?” Megan chuckled wryly, raising an eyebrow. “Bring it, crazy.”

“Are you challenging me?!” Firefly sneered. “You’re not even allowed out of your compound, and for good reason! First, I’m going to kick your flank, and then I’m going to send you crying home to where you belong!”

“Come at me bro!” Megan laughed, spreading her forelegs wide.

Firefly looked like she was about to snap. Then she did snap. Flying towards Megan in a multicolored rage, the split pegasus bellowed a war cry as her weapons harness reformed into twin blades of light on either foreleg.

Megan snapped the smaller digits sticking out of her hands, and Firefly froze instantly. She didn’t so much stop as have every iota of her being have its inertia sucked away.

“Now you listen here, my little pony,” Megan announced very softly, her voice dripping with menace in a mood change every bit as swift as Firefly’s. The human walked up and put her face centimeters away from the pegasus’ nose, staring into her unmoving eyes. “The only reason your government has asked us, not forced us, to stay in the walled compounds is because they’re still debating whether or not they want to open trade with humanity. And we give them that choice. We give it to them because we’re good beings, and we believe all sentient species are equal and deserve to choose for themselves whether or not they wish to interact with other sentient species.

“We’re not the silly rumors your public has developed out of fear of the unknown,” Megan continued. “For the most part. We’re not full of lies, we’re not completely untrustworthy, and we don’t secretly intend to destroy your world. But we could destroy your world, just like we could force you to interact with us in a benevolent relationship. It would be a lot easier and faster than sitting by and listening to you bicker and slowly destroy your world yourselves, especially when we have the means to help save it, and you all are too scared to give us a chance. So either treat me with the respect my race struggles to treat yours with, or I’ll show you just WHY it takes guts to face down a human.”

. . .

Chapter 12

“Now,” Megan announced, spinning on her heels to face an understandably shocked Rarity as Firefly remained frozen in mid-air. “You seem to be the one in charge here. What will I have to pay you to not tip me off to The ULE government? I mean, it’s not like they could actually catch me if they tried, but if anyone knew I was out of the compounds, then the human government would be all over me. And they can actually do things.”

“…What?” Rarity finally blurted, completely at a loss as to what was going on.

“We humans arrived here fifty years ago,” Megan explained patiently. “I’m not sure how you don’t know that, but I can tell by the look in your eyes that this is all new for you. So I’ll start at the beginning. Like little miss frozen-in-time over there said, we came from somewhere else. I would tell you where, but it’s a rather complicated concept that would take too long to explain. But we are here now, and we’ve been offering to trade with The ULE ever since we arrived. For whatever reason, though, your government asked us not to interact with the general public until they had come to a decision on whether or not our goods were ‘safe for this world.’ It wasn’t as if your world’s OWN goods were exactly good for it, but we humans made a charter long ago not to interact with other sentient beings unless they wanted to interact with us. Thus, we’ve been waiting in those walled compounds ever since.

“However, I’m quite young by human standards,” Megan went on. “The human elders think that that makes me immature, and they’re right. Being immature and thus having a predisposition to experiencing difficulty with authority and compliant confinement, I broke all the laws of your world, and the place that we humans came from, to explore The ULE. Therefore, I would be ever so appreciative if you didn’t let anypony or any human know I was here. Any questions?”

Rarity was silent for a moment, her eyes scanning up and down the human’s figure.

“Why doesn’t Firefly think you can be trusted?” she inquired at last. If she was going to act on the presence of this “human” one way or the other, she wanted more information before making any decisions.

“Good question.” Megan shrugged. “In our travels, we humans have learned that when other sentient beings face prolonged yet subtle exposure to us, they usually come up with rumors built on the fear of the alien and the unfamiliar. Some of it’s that, but when we arrived in The ULE, the ponies already seemed to have a fear of us despite never having actually encountered us.”

Now that didn’t make sense. Why would The ULE be afraid of something they’d never encountered? If Equestrian lore had held well-known tales of dangerous two-legged beings with strange non-magical powers, then it would be a different story. But Rarity hadn’t imagined a being like a human was even POSSIBLE before encountering one herself, much less heard tales of them. Such tales developing in the millennium of her absence seemed like too unlikely a coincidence. Sure, one human was strange enough, not to mention what a whole herd of them must’ve been like. But what could’ve prompted a fear of the humans before The ULE even knew they existed?

Then again, Megan might be making this all up. Maybe it had been common knowledge for centuries that humans were dangerous and this one was just playing upon the fact that Rarity didn’t know the truth behind them.

But that explanation didn’t make sense either. Megan had no need to lie; she had already proven she could easily incapacitate the ponies with a snap of her whatever-they-were. Disposing of them after they’d been frozen in time would’ve been so easy, yet Megan was trying to ask them not to alert the authorities rather than resorting to anything unpleasant. She was performing an act of trust with beings she’d just met whose intentions she did not know.

A being that trusted in the good nature of other sentient creatures when, by its own admission, her own race had not been received warmly by Rarity’s, didn’t strike the white unicorn as the kind of being that was truly dangerous. Either that, or this human was the most clever and manipulative creature Rarity had ever met, playing off her naivety for some unseen purpose. Rarity tried to think of what that purpose could be, but could think of nothing, and so concluded that for the time being it was safe to assume Megan was telling the truth.

“You don’t have to do anything for us,” Rarity responded at long last. “So long as you really are just exploring, I see no reason to report you to anypony. Though we were hoping that you had something we… I… wanted.”

“And what would that be?” Megan wondered. “Looking for some of those human goods I was talking about? I don’t have much, but—”

“No, not that,” Rarity interjected. “We have reason to believe you have a Disk, a magical message-player, which I’ve been searching for.”

“That round black thing that looks like an old record?” Megan raised an eyebrow suspiciously. “How did you know I had that?”

“We didn’t know who had it,” Rarity assured. “I’ve simply been using a locator spell to pinpoint the Disk’s location.”

“Oh,” Megan sighed with relief. “For a second there I thought you might have somehow been following me. Well, if you want the Disk, it’s yours, so long as you keep quiet about me being out here. I could never successfully analyze the darn thing anyway.”

The human snapped her hand’s miniature appendages again, and a Disk identical to the one Rarity had viewed at Pinkie Pie’s Party Supplies appeared, floating in the air. The only difference was that the gemstone embedded into the center was a light orange, rather than pink.

“Thank you,” Rarity sighed with relief, almost not believing how easy this was. She had come here fearing the possibility of an all-out battle with a society of monstrous ponies. And, even though she’d faced something that was a lot less frightening yet arguably even more bizarre, actually getting whoever had the Disk to hoof—er, hand?—it over had ended up easier than the white unicorn had ever anticipated. “You don’t know how much this means to me.”

Rarity’s horn ignited as she telekinetically took hold of the Disk and slid it into her saddlebags. She’d have to find another Disk player before viewing it, but the simple fact that she had recovered one of her friends’ messages sent a surge of satisfaction through her, relaxing her mind and body.

“Um…” Rarity began, the comforting weight of the Disk in her saddlebag tugging gently on her torso. Megan followed the white unicorn’s gaze to the still-frozen Firefly.

“Oh, yeah!” Megan said quickly. “I almost forgot. Sorry about that.”

The human snapped her not-claws and Firefly’s inertia came rushing back, sending her crashing into the floor.

“What the… that’s not even fair!” Firefly shouted as she sprang back up and angrily assumed another battle stance beside Rarity. “You can’t take my speed away! That just proves that you two-legs are no good thieves and can’t be trusted!”

“We’ve never stolen anything from The ULE!” Megan exasperated, throwing her hands up. “Why do you ponies freak out every time you see one of us? We didn’t do anything to your world! Any problems you’re facing came from the hooves of ponies, not the hands of my people!”

“OUR hooves?!” Firefly practically raged. “If it wasn’t for you two-legs, the Fillydelphia Fire never would’ve happened!”

“WHAT?!” Rarity gasped, bile surging up her throat as she was reminded of such a horror. “But—but that was done by evil ponies and dark magic! I saw it myself!”

“Come on, great-auntie!” Firefly hissed, not taking her hate-filled eyes off of Megan. “I’m not awesome enough to take her on my own. If I was the real Rainbow Dash, then maybe—I’ll work on perfecting that later—but right now we have to get back to Rainbow Industries and tell President Rainbow before this two-leg can pull any more tricks!”

“No!” Rarity’s voice was firm, her eyes hardening as she stomped her hoof with a satisfying crack of thunder. “I want to know what’s going on right here, right now! What did you humans have to do with The Fillydelphia Fire?!”

“Philadelphia what?” Megan inquired. “I don’t know what you’re talking about. And how do you know about an ancient Earth city?”

“Great-auntie, there’s no time—” Firefly pleaded.

“Tell me or I’m leaving you with Rainbow’s imprint!” Rarity demanded.

“No!” Firefly gasped, her voice suddenly laced with fear. Her eyes lit up as an unfamiliar gleam sparked within them. “When the headquarters of The Seekers was raided after the Fire, they found scores of notes, calculations, and drawings in the mastermind’s personal chambers. Among those notes several images kept repeating, one being a drawing of a sphere labeled ‘Earth’, and the other being tall two-legged beings bearing hands yet no claws. He labeled these creatures ‘homo sapiens,’ and according to his notes, these were beings who already lived in the ‘true world’ he was always trying to get to by destroying this world. Somehow, that madpony had visions of those things, and if not for his visions, The Fillydelphia Fire would’ve never happened! We don’t know how, but the two-legs are connected with the evil thoughts that started The Seekers!”

Firefly’s voice had been straining more and more throughout her explanation, and finally she could sustain herself no more as another fit of coughs wracked her frame.

“Wait, what just happened?” Firefly inquired after the coughs had finally stopped. This was the most intense fit yet, and drops of red liquid dripped out of her mouth. “Why did I get scared by that threat? I love training here with President Rainbow!”

“Is she always this… unbalanced?” Megan inquired. “And who are The Seekers?”

“No, both of her are fine on their own, they just have to share one body,” Rarity answered, shivering slightly as she tried to wrap her mind around what Firefly had just told her. On the one hoof, it didn’t seem like the humans were directly responsible for the Fire. They may have been seen in that evil pony’s mad visions, but that didn’t mean they were the ones who had sent the visions. If it did, then they really were a darker power from beyond both this world and anything Rarity had ever imagined. “But you really don’t know anything about The Fillydelphia Fire or The Seekers?”

“Why do you keep talking about Philadelphia?” Megan asked. “That city’s never experienced a major fire save for the quark bombs they detonated there in World War VIII. And that was ancient history. How do you ponies even know we have a city named Philadelphia, much less the name of our original planet or the scientific name for the human species?”

“You have a city named Fillydelphia too?” Rarity asked in wonderment. “Ours was burned to the ground centuries ago by dark magic. And, although I’m rather baffled by this all myself, from the sound of it, the reason it was burned down was because the mastermind behind a secret society called The Seekers saw visions of your species.”

“Really?” Megan’s eyes narrowed in skepticism. “Somehow I find interdimensional knowledge belonging to a terrorist hundreds of years before we opened The ULE to the wider multiverse unlikely.”

Rarity didn’t find it likely either, but stranger things had happened—and still were happening, apparently—in this new era. Megan had spared them and simply asked for their cooperation, and that was a considerable leap of faith. But, even if there was the slightest chance this was all a grand manipulation and the two-legs really were somehow responsible for The Fillydelphia Fire, the white unicorn wasn’t about to let one go wandering throughout The ULE.

Then again, Megan had certainly been honest in one regard: The ULE government couldn’t keep the humans in those compounds if they didn’t want to stay there. If somepony as dangerously equipped with rainbow technology as Firefly couldn’t touch just one human in battle, then what would a whole herd of them be capable of? They had that strange non-magical power, and if they had planned to use it to actively pursue a plan that meant ill for The ULE, they would have acted by now. Telling a madpony to burn a city to the ground through some kind of communication from wherever the humans had come from almost a thousand years before they arrived in The ULE, and then never acting again even when they did arrive, didn’t make any sense.

“I think she’s telling the truth,” Rarity reasoned at last, turning to face the split pony. “I think we can trust her, Firefly. At least with just being a wayward explorer. There’s no reason to report her.”

“No reason my flank!” Firefly snorted. “I’m telling President Rainbow the instant we get back to the factory!”

“Don’t, Firefly,” Rarity commanded. “She already gave us the Disk, and that’s all we came for.”

“But great-auntie—”

“No buts!” Rarity intoned sharply.

Firefly looked like she was about to say something, then stopped. After a moment of silence, she inhaled deeply and looked the white unicorn in the eye.

“I’m sorry, great-auntie,” Firefly spoke firmly. “But this is something I have to do. As long as that two-leg is out here, the nation is at risk.”

“That’s just Rainbow’s imprint talking,” Rarity scolded. “That’s not you. And I ever so despise threatening you like this but, unless you hold your tongue about Megan’s presence, I’ll have to leave you here in Cloudsdale.”

“That’s not going to work, great-auntie.” The multicolored pegasus spoke more clearly and evenly than Rarity had ever seen her speak. “This is something both of me agrees on. According to the calculations of the real me, the two-leg paranoia of the not-me is actually justified. I won’t let The ULE be at risk of another Fillydelphia Fire or worse, even if it costs me myself.”

A split second after she finished speaking, Firefly vanished. A rainbow streak trailed in her wake, faster than Rarity’s eyes could hope to keep up with.

“What the—” Megan gasped. “No!”

The two-leg suddenly disappeared as the illusory pony from earlier took her place, shooting through the air after the polychromatic blur. Rarity didn’t see why the human didn’t simply snap her hand appendages again and freeze Firefly where she flew. She supposed Megan might only be able to perform that disconcerting trick when close to her target. At the speed the human’s illusory cover was moving, the invisible Megan would be within range to cast that trick again any moment now.

Or would she? Firefly wasn’t zooming off towards the direction of Rainbow Industries. Instead, she was climbing ever-higher above the nonexistent ceiling of the penthouse. Upon seeing Megan’s equine avatar fast-approaching, the split pegasus doubled in speed and dashed away before ‘Free Spirit’ could do anything. Megan soared after her, somehow invisibly flying even without real wings, but was never fast enough to catch Firefly.

After the real airborne pegasus had put considerable distance between herself and Megan, she about-faced and her weapons harness flashed into existence around her.

Instead of speeding off to Rainbow Industries and leaving Megan behind as she could have easily done, it seemed the split pegasus wanted to try her hoof at eliminating the threat she perceived Megan to be on her own. Rarity mused that that must be the wounded pride of Rainbow’s psyche winning out over how Firefly would probably be more apt to tell an authority. Megan charged Firefly as the split pegasus stood her air and let the harness charge. Rarity knew Firefly would be firing before Megan got close enough to freeze her.

“Surprise, you have to stop Firefly before she hurts Megan!” Rarity instructed, turning to her even crazier companion. “Or before Megan hurts Firefly!”

“All I have are my Party Cannons and a lifetime supply of ‘pop rocks,’” Surprise replied, sounding surprisingly reasonable. “I’d just blow them both up, and then I wouldn’t be able to laugh at them anymore. I can fly you up there if you want, but you’ll have to figure out a way to stop them yourself.”

“Fly me up there, then!” Rarity spoke. Wait, why was she so anxious to stop two beings she’d just met from attacking each other? Megan’s plight had nothing to do with her search, and neither did Firefly’s own predicament for that matter. W-wait, no! Why was she thinking like that?! It didn’t matter if they were directly involved with her search or not; they were both about to hurt each other—or worse!

“Aye-aye, Marshy!” Surprise saluted, swooping over and scooping up the white unicorn with her forelegs.

Rarity brought about one of her saddlebags and stuck her face within, searching for something that could stop these two bizarre beings from tearing into each other.

“‘Ghostly gumdrops,’ no, ‘lethal lollipops,’ no, ‘tickle tarts,’ no!” Rarity rattled off as she searched frantically for something useful. “Wait, ‘peacemaking popsicle?’”

Hoping she had found something that lived up to its name, Rarity telekinetically lifted out the gimmick, tore off its wrapper, and stuck it into her mouth. The popsicle tasted like various frozen fruits and was delightfully chilled despite having been in the room-temperature saddlebag with all of the other gimmicks.

Even with its pleasant cold taste, though, Rarity didn’t see what it was supposed to do. Her wondering ended when the chill started to spread from just her tongue to the rest of her body. The cold seeped into the white unicorn’s veins like ice water, causing her to cry out and attempt to spit out the popsicle. This didn’t work, though, as the treat seemed to be stuck to her tongue. Even Rarity’s magic couldn’t tug the sugary frozen fruit juice free, though thankfully this problem didn’t last for long. Even as she telekinetically yanked at the popsicle, the treat eventually dissolved away on her tongue.

The cold didn’t stop, though, causing Rarity to shiver and nearly make Surprise drop her. How was a gimmick that did nothing but freeze its user useful? The cold was so intense it was painful, but the worst part was that no part of her body seemed to be spared. Her tail and mane stood out on end as if frozen in place, her breath came out in clouds, and even her blood seemed to be freezing solid.

Suddenly, the white unicorn felt the familiar tingle of magic, the sensation almost identical to the feel of casting a spell even though her horn was inactive. Even more strangely, the feeling of magic seemed to be focusing on her eyes. The pressure of the magic building up without release reminded Rarity of the time she’d suffered from a horn ache back in her own time. She had tried casting a spell despite the pain in her horn, and the magic had been unable to break free into reality no matter how hard Rarity had tried. The harder she tried, though, the harder it had hurt until she’d given up.

But this time, the white unicorn had no control over the magic, or the pain it brought as it continued to build. Rarity tried to cry out, but her muscles refused to move. They were so stiff that she feared the blood within them might actually be frozen. Her eyes could move, though, and the last thing she saw before the pain reached its peak was ‘Free Spirit’ zooming up to Firefly, the blue pegasus’ weapons harness surrounded with cracking multicolored electricity.

Then the world ignited with magic, the pain and cold within Rarity bursting forth, though not through her horn. No, the gimmick unleashed its true purpose through the white unicorn’s eyes as twin beams of blue light.

Rarity cried out in shock at the violent buzzing of the uncontrollable magic. The experience was only rendered stranger by the fact that the same tingling that her horn experienced every time she used magic was now plaguing her eyes. It was about a thousand times more intense than anything her horn had ever felt, though, and her eyes throbbed.

Rarity heard the screams of both Megan and Firefly as the beams of magic struck them with a sickening crack. Seconds later, the last of the magic exited Rarity’s eyes, enabling her to watch them falling from the sky. Firefly, having been knocked out by the force of the blast, was surrounded by the same blue aura of the gimmick’s magic. Megan’s illusory pony had disappeared, and though she was still invisible, the same blue glow outlined a human-shaped silhouette.

“What happened?!” Rarity gasped. “Surprise, we have to catch them!”

"They’ll land in the penthouse,” the insane pegasus reasoned. “They’ll be fine. Well, maybe not when they wake up.”

“What do you mean?” Rarity demanded with a twinge of panic in her voice as Surprise floated them back down to the penthouse floor. Rarity saw the two unconscious figures hit the cloud-floor, which cracked mightily upon impact. When the two still-wakeful ponies touched down a moment or two later, the white unicorn saw that Surprise had been right. The clouds looked to have absorbed most of the impact, even though Rarity still wasn’t sure how Megan could stand on clouds when there wasn’t the slightest bit of magic on her. “What did I just do to them?”

“Good question, little pony,” spat a voice. The blue glow had faded away, but as it had done so Megan’s silhouette had become her entire visible form. The suddenly wakeful human rose to her feet, and she did NOT look amused. “I was wondering the same thing myself. What did you shoot me for?! I was just trying to stop your friend! If you had just stopped her, then I would’ve left her alone!”

“I’m sorry,” Rarity apologized. “I didn’t know what I was doing. The gimmick was called a ‘peacemaking popsicle,’ so I used it in the hopes it would stop you two from trying to kill each other. I didn’t actually know what it would do.”

“You used a WHAT?!” Firefly gasped, suddenly awake as well. She leapt into the air, her weapons harness dissolving around her. “Great-auntie, how could you?!”

“I didn’t know what it would do!” Rarity shot back. “I still don’t know what it did! And, if you two hadn’t been trying to kill each other, none of this would have happened anyway!”

“I wasn’t trying to kill her!” Megan protested. “I was just trying to get close enough to temporally freeze her again. I mean, I’m not sure I would’ve ever unfrozen her, since she was a threat to my freedom and all, but I wasn’t going to do any real harm!”

“I WAS trying to kill her,” Firefly moaned. “But now I’ll never be able to try again!”

“What are you talking about?” Rarity inquired exasperatedly. “Will somepony please just tell me what a ‘peacemaking popsicle’ does?”

“It does exactly what it sounds like it would do,” Surprise interjected. “It makes ponies make peace with each other!”

“How?” Rarity questioned.

“A big ol’ friendly death-threat!” Surprise replied happily.

“Huh?” Rarity exclaimed.

“A ‘peacemaking popsicle’ is one of the most powerful and thus expensive gimmicks, and even if you can afford it, they don’t give them out to just anypony,” Firefly explained with a frustrated sigh. “And for good reason. That gimmick enchants the two ponies—er, beings—who happen to be fighting in the vicinity the popsicle is eaten. The enchantment binds them together so that if one dies so too does the other.”

"What?!” Megan gasped. “I don’t want to have my life tied to somepony who wants to kill me!”

“I can’t kill you anymore,” Firefly went on. “If I do, then I die too. Just like you’ll die if you kill me. It goes further than that; whatever the state of health of one will be how healthy the other is. If one of us gets wounded so will the other, but if one of us takes a healing potion the other is healed too. And we can’t go more than a hundred yards of each other, ever, or we both die automatically. It’s to encourage the two enemies to build a friendship by making sure one will protect the other and vice-versa.”

“There has to way to break this,” Megan spoke desperately, more to herself than to anypony in the room.

“Pinkie Pie’s Party Supplies could never make a successful cure.” Firefly shook her head. “We’re stuck like this.”

“You’ve gotta be… What did you do to me, pony?!” Megan demanded, glaring daggers at Rarity.

“I’m sorry!” the white unicorn cried out. “I didn’t know! I never would have used it if I did!”

“That’s why you should always read a gimmick’s instructions before use,” Surprise joined in. “Pinkie Pie’s Party Supplies is not liable for negligent use of products. Should you seek to submit a complaint, please seek our customer service department. Office hours are ‘never’ through ‘are you kidding me? It’s not our problem!’”

“But even if it means I’ll have to be locked up too,” Firefly mused. “At least I can alert the authorities to your presence. There’s nothing you can do to try and stop me now.”

“Forget that!” Megan laughed darkly as she snapped her not-claws. Firefly winced, but opened her eyes when she realized that she had not been frozen in time again. Looking at the human quizzically, Firefly turned to Rarity and repeatedly opened and closed her mouth in silence. Hearing this, or rather, not hearing anything, Firefly let out a silent gasp and clutched her throat. She then shot an angry look at Megan. The human experimentally opened and closed her own mouth a few times, seeming satisfied with what she too didn’t hear. Megan snapped again, and her voice came back. “I may have to silence myself every time I silence you, but that’s a small price to pay if it means you can’t go blabbing off to the whole ULE.”

“I will find a way to stop you,” Firefly growled.

“I’m sure you’ll get plenty of tries,” the human remarked sarcastically, “Now that miss ‘I have to stop them from killing each other by putting both their lives at risk’ has cursed us. How am I supposed to explore The ULE now? I’ve just left one prison to be shackled in another!”

“Actually, if seeing The ULE is what you’re after…” Rarity ventured. “I’m on a search for more of those Disks. According to Pinkie’s imprint, they could be anywhere. I was planning on taking Firefly with me, and if you want, you’re welcome to join us.”

“Where would we be going?” Megan inquired, crossing her forelegs skeptically. “I don’t want ‘anywhere’ to end up being ‘nothing but Cloudsdale.’ I’ve spent the past few days exploring this city, but I’m ready to move on. However, I bought that Disk from a merchant stationed in the city right after I slipped out of the compound. She had a whole heap of the things.”

“What?!” Rarity piped up, hope sparking in her eyes. “Where?! No, wait, let me check…”

The white unicorn closed her eyes and concentrated, her horn glowing. She had been expecting a sharp tug, but instead her horn only felt the faintest of pulls.

"Huh?” Rarity wondered aloud. “That doesn’t make sense. Wherever those Disks are, they feel extremely far away. Are you sure what the merchant was selling weren’t just ordinary recording disks?”

“I wouldn’t know the difference between one recording disk and the next,” Megan admitted. “But they all had gemstones in their center like that. They were all discount, too. The merchant said no pony could get them to work, but she kept them around just in case anypony wanted to take a crack at unlocking them.”

“Those definitely sound like the Disks,” Rarity thought aloud. “But if you bought that one here, then why do they feel so far away?”

“She did say she was planning on going to someplace called ‘The Fluttershy Forests’ in a few weeks,” Megan informed her. “Maybe she left early.”

The Fluttershy Forests? Rarity had hardly heard anything about her kind pegasus friend since she woke up, save the comment by Pinkie Pie’s imprint, who had painted her in a less-than-positive light. If even another imprint (who was admittedly quite different from her original herself) thought Fluttershy’s living memory had deviated in a negative way, then how frighteningly warped could Fluttershy’s imprint have actually become?

“She must have,” Rarity agreed. “Those Disks definitely aren’t in Cloudsdale. After I convince Rainbow’s imprint to let Firefly, and thus you, come with me, it looks like our next stop will be The Fluttershy Forests.”

“Oh, boy!” Surprise squealed with glee. “I can’t wait to see all the designer genes!”

. . .

Chapter 13

“I don’t know…” Rainbow’s imprint trailed off. “I mean, she’s not done with her awesomeness training yet. It’s not a good idea to interrupt the process.”

“But she wouldn’t be quitting her training,” Rarity claimed. She tried not to shudder at the thought of her actually having brought Firefly back to the secret torture house that was Rainbow Industries, much less the fact that she was currently talking to the grand master torturer herself. “Think of it as an experience to further her… ‘awesomeness’… training. Seeing the world and, uh, learning how to be fast and cool under any conditions will be great preparation for becoming captain of The Wonderbolts.”

“I guess that makes sense,” the living memory mused. “But practicing speed and stunts is only half the preparation; Firefly still needs her regular magical shock therapy.”

Rarity struggled not to grind her teeth in rage. A small spark jumped off of her horn as she barely restrained herself from activating her weapons harness. The white unicorn cycled endlessly through a mantra in her mind of how useless the firearm would be against the imprint who was already lit up enough without a zap to the face. Still, it was hard to resist mindlessly blasting the destructive device just to vent her raw emotion.

“Magical shock therapy?” Rarity echoed through her gritted teeth. “Oh, I’m sure she can go without it for a while.” Her cheek twitched.

“I don’t think so,” Rainbow’s imprint disagreed, raising an eyebrow at Rarity’s clenched face. “Wait a minute! You could administer the therapy for me!”

“What?!” Rarity gasped.

“If I had somepony trustworthy administering the therapy at regular intervals, then travelling around the world really would be great for Firefly’s awesomeness training,” the imprint thought aloud. “And who could be more trustworthy with such a duty than a friend of my original? I’ll bring in the unicorn who regularly performs the treatment and have him teach you the spell.”

“I’m not sure—” the white unicorn began, but then stopped herself. Just because she was taught the spell didn’t mean she actually had to administer it. Rainbow’s imprint seemed to love the idea, and this would be a perfect way to get Firefly as far away from Rainbow Industries as possible. Once gone, the spell need never be cast again, nor Cloudsdale revisited. “Actually, that sounds like an… awesome idea.”

“Perfect!” The polychromatic president smiled. Then, glowing even brighter than normal, she announced “Shocking Results, would you come in here please?”

A few moments later the elevator doors opened and a startlingly familiar-looking pony trotted out. His coat was sky-blue, his mane and tail each streaked with the colors of the rainbow. Save for his lack of wings and noticeable horn, he looked just like a male Rainbow Dash!

“Doctor Shocking Results, meet Rarity! Shocking here is the best magical shock therapist I’ve ever had,” the multicolored memory introduced. “His dedication to his job is unparalleled, but I’m sure you’ll make a great substitute until you get back. This will be a well-deserved break for him; Shocking deserves a vacation, I think.”

“If you insist.” The unicorn frowned slightly. “Though I quite enjoy my job. It’s not every artist who gets to use a pony’s mind as his canvas. Though I suppose even the best of artists need time to reflect on their work.”

It took every bit of strength Rarity had not to telekinetically grab hold of the new unicorn and smash him on the floor repeatedly. Rarity cringed all the more when Shocking’s horn ignited with a multicolored glow and his magic reached out to touch her own horn. There was a rushing feeling and the white unicorn nearly stumbled in a fit of sudden dizziness.

“You now know the spell,” the colorful unicorn announced gruffly. “Cast it once a day, but you should also make use of it every time Firefly shows any signs of uncharacteristic relapse. The spell is self-perpetuating, so it grows within the subject’s mind whether daily doses reinforce the enchantment or not. However, doing so speeds up the process considerably. I shall expect a full report on how you used the spell upon your return.”

With that, the unicorn curtly exited the office.

Rarity felt as if she would need to bleach her brain after having such a vile enchantment stuffed down her horn and into her mind. She tried very hard to keep her bile in her stomach, where it belonged.

“Perfect!” Rainbow’s imprint said cheerily. She flashed brighter again for a moment before continuing. “There, I just arranged to have a sky carriage set up for you out front. Firefly can pull you to wherever you need to go.”

“Thank you.” Rarity strained a smile.

“I can’t wait to hear all about your trip when you get back!” the imprint called to the group as they trotted to the elevator.

. . .

The sky carriage was parked right outside Rainbow Industries’ front gates, just as promised. Firefly zoomed over to it and hitched herself to the front in the blink of an eye, casting nervous glances at the colossal light show that was the factory and furtive unspoken pleas at Rarity and Surprise. The carriage door opened unbidden before the two snow-colored ponies arrived and the vehicle sank ever so slightly into the clouds. Rarity and Surprise followed suit.

“Alright Firefly, take us to The Fluttershy Forests!” the white unicorn called through the front window.

The moment she finished her sentence, the light-blinds fell on the cabin’s windows one by one. Once they were concealed, a certain someone inside became visible for the first time since the group arrived at Rainbow Industries.

Rarity had debated whether they should go back to the factory at all rather than just leave, but Firefly had told her between coughing fits that unless she got permission to leave Cloudsdale, a part of her would’ve fought to stay here. Now that Rainbow’s imprint had okayed the excursion, both sides of the split pegasus were content to leave.

“I hate being invisible,” Megan complained, plopping down on one of the light-chairs, each of which was too small for her. “If only you ponies would open trade with us, I wouldn’t have to slink through your country like an outlaw.”

“But you are an outlaw, technically,” Rarity pointed out.

“Yes, but then I wouldn’t be one!” Megan argued. “All I want to do is explore. Is that so much to ask?”

The white unicorn had to admit that no, it wasn’t. But if the majority of ponies feared the two-legs for some alleged connection to The Fillydelphia Fire, then Rarity couldn’t fully blame them for not allowing the humans a free run of The ULE either.

The carriage began to jostle slightly as Firefly took off, and then lurched as she dashed into her regular speed. Or at least, what Rainbow’s imprint had forced her to adopt as her regular speed.

“This might take a while, even at top speeds,” Firefly called back through the shuttered windows. “We probably won’t be there until tomorrow morning at the earliest, so I’d suggest hunkering down for a long ride. I’m sure President Rainbow installed some inflight movies or something, so try working the picture-panel if you get bored.”

Rarity called back a thanks and sat down in a light-chair herself, Surprise hopping into the seat next to her.

“I hope we get to see something good!” the white pegasus wished. “Maybe some infomercials for hoof-cream or a documentary on the history of the nose-hair clipper!”

“I only wish I could’ve brought some of my own flicks when I left the compound,” Megan sighed. “Though my computer only allows so much data, and I had to pack the essentials for my great escape.”

“Computer?” Rarity echoed.

“All humans have a machine called a computer installed in their brain when they’re born,” the two-leg explained. “It holds all kinds of useful information, as well being able to emit shaped strings of energy. My computer is the only reason I can do—” Megan snapped her not-claws, and a glass bottle full of some strange glowing green goo appeared in her hand. “this, among other things.”

She took a swig, gulping down the liquid and letting out a satisfied belch of green cloud that sparked in the air.

“How can emitting strings of energy allow you to do that?” Rarity inquired, trying to ignore the belch. Belching in public was bad enough for Rarity’s refined sense of etiquette, but belching a green cloud that crackled with electricity was almost too much. “Or, for that matter, freeze time? And if the computer is in your brain, wouldn’t the energy just get stuck in your head?”

“There are two forms of existence in most universes,” the human answered. “Matter and energy. The two are interchangeable, though. If I tell my computer to emit the right amount of energy in the right pattern, it’ll form into one of the preprogrammed matter-blueprints. It works the other way too. If I want to store something new, I scan it and emit the right patterns of energy that will convert the object into more energy, and then store its newly-made blueprint in my computer. I can’t do it with living creatures, however — only objects. When I want to bring it back out, I just reconstruct it with the new blueprint. Flying or walking on clouds is even easier; all I have to do is continually emit energy downwards to float or propel myself through the air. My computer is even preset to do things unbidden if it’ll ensure my safety.

“As for freezing time,” Megan went on. “I have to send out a rather complex pattern that will ram into the fundamental particles that make up whatever or whoever I’m trying to freeze. This counteracts the movement of the particles and stops them, essentially halting their involvement in the greater temporal flow of the universe. If the particles aren’t moving, then the thing or person who is frozen isn’t affected by temporal passages. I can nullify sound waves in the same way by halting the vibrations in the air, though halting particles on any scale will wear off eventually. The natural unshaped energy from the rest of the universe continues to bombard the motionless particles, slowly pushing them into movement again. As for how I emit the energy if the computer is in my brain — the energy patterns are tailored to simply flow through my body rather than affect it.”

Rarity had to admit that that was quite impressive, if more than a little unnerving. Even if she had thought only the mystical energy of magic could actually do things to the world, Megan had proven natural energy could be just as effective. The system seemed so simple. If earth ponies had computers, then they could essentially become just as gifted as a unicorn — if not more so — at performing powerful non-physical tasks.

If the government under Princess Cadance was still mainly run by unicorns as the government under Celestia and Luna had been, then Rarity wondered if the reasons The ULE hadn’t opened up trade with the humans really were all based on the fear of another Fillydelphia Fire. Daybreak had wondered if forgotten virtues were one of the reasons The ULE wasn’t in the best shape despite all its advances. Based on what Rarity had seen, it wouldn’t be too hard to imagine the robot had been at least partially right, and that a desperate need to hang onto power they’d held for millennia was a key factor in the unicorn-based government keeping the country free of items such as computers.

. . .

For the first time since waking up, Rarity was… well, to be perfectly honest, she was bored.

And it was wonderful.

Other than Megan’s explanation of her odd non-magical powers, the ride through the sky had thus far proven to be beyond uneventful. The hours had passed by relatively free of anything remotely interesting. And if things weren’t interesting, then they were about as far from being horribly terrifying and dangerous as they could be. In The ULE, that was a welcome change.

Surprise had activated the picture-panel and shown Rarity what ‘movies’ were for a few hours. They were a lot like plays, save for the moving images being all recordings of ponies rather than anypony being there in the flesh. However, even if movies contained an overarching narrative, characters, and conflict like plays did, none of the stories on-screen reminded the white unicorn anything of the school plays or Hearth’s Warming Eve pageants she’d enjoyed watching back when Ponyville had still been Ponyville.

The plots made little sense to the white unicorn. Why would a lone unarmed pony investigate a spooky sound in the creepy woods at night when freaky stuff had been happening in the area? Why would the evil scientist create an elaborate death trap for the heroes and then not stick around to see if it actually worked, even when killing them in a much simpler way would’ve been so much faster and easier? And why oh why did nopony EVER look at the giant explosions happening in the background, especially if they were the ones who caused them?

Whether she understood them or not, though, Rarity did have to admit that movies were a good way to pass the time. When they had finally exhausted the prerecorded picture shows, it was late afternoon. With the movies to keep them semi-entertained, Rarity had forgotten about the light-blinds hiding Megan.

Standing up and stretching her stiff legs, the white unicorn trotted over to the window and peeked outside. She was met by a breathtaking expanse of seemingly endless ocean far below, stretching out to all horizons. There no longer being any need for Megan to hide out here, the white unicorn telekinetically lifted each of the blinds.

“Wow.” Megan whistled. “I’d always wondered why people treated the ocean like it was such a big deal. Now I know.”

“You’ve never seen the ocean before?” Rarity inquired, remembering the times her family had taken trips to the beach back when she’d been a filly. “Don’t they have oceans where humans are from?”

“They do,” Megan affirmed. “But I’ve never been there. I was born behind the walls of the compounds. I’ve only ever seen recordings or virtual reality simulations of oceans.”

The white unicorn hadn’t thought of that. What must it be like to have to live your life behind the walls of a prison constructed out of fear, especially if the beings keeping you there had no real power to stop you if you chose to escape?

“Wait a minute,” Rarity spoke up. “Where exactly are The Fluttershy Forests? I hadn’t expected we’d have to cross an ocean to reach them.”

“Why don’t you ask the zebras when we get there?” Surprise questioned.

“Zebras?” the white unicorn echoed. “You mean The Fluttershy Forests are in the old Zebra Empire?”

“Yes indeed!” Surprise nodded her head enthusiastically. “It’s The ULE’s most outlying Land. It makes shipping Fluttershy Fabrications’ products to the rest of the country a lot more expensive, but the real Fluttershy always thought that the jungles of The Zebra Empire would be the best place to manufacture stuff based on living things. It is the most biologically diverse location in the world, after all!”

Rarity gave the white pegasus an odd look. She was finding these seemingly random switches from unexpectedly intelligent and helpful to blubbering maniac almost, but not quite, as odd as Firefly’s two warring minds were downright disturbing. The white unicorn had a fleeting fear that maybe Firefly wasn’t the only pegasus who’d had a second mind stuffed into her brain, but dismissed just as quickly. Firefly was actually stuck with a domineering copy of Rainbow Dash’s imprint in her head, but Surprise’s sudden swings in intelligence never came close to the disconcertingly sober mindset that Pinkie Pie’s imprint sported.

“What exactly does Fluttershy Fabrications do?” the white unicorn inquired, hoping this period of knowledge would last long enough to finally shed some light on what had become of her dear shy friend. “I mean, I know they somehow make creatures out of other creatures, but why and how?”

“That’s not exactly how it works. However, I think how it does work would be best explained by one of Fluttershy Fabrications’ own products,” Surprise replied, looking past Rarity out the window. Turning, the white unicorn saw a pod of skywhales. They were so close that she didn’t know how she hadn’t noticed them already, even if they were high above the sky carriage.

“Firefly?” Rarity called out the front window. “Those skywhales won’t cause us any trouble, right?”

The white unicorn was more concerned about what would happen if the skywhales started singing than she was about them actually attacking. Megan’s computer might still emit the energy necessary to keep her aloft when she was indisposed, but if Rarity and the two pegasi became entranced by that hauntingly beautiful melody, then there would be nothing to stop them from plummeting to the ocean several thousands of feet below.

Rarity was glad she could take comfort in the fact that skywhales weren’t aggressive. At least, the ones flying between Pinkieville and New Canterlot hadn’t been, but if these organisms were made out of other beings, then how did she know the feral nature of a manticore or some other horrid monster hadn’t accidentally been added to the composite creatures? Then again, Surprise had said it didn’t work like that. The white unicorn had to agree that save for their green coloration, ability to fly, and huge size compared to regular whales, the airborne leviathans looked just like their oceangoing counterparts.

Rarity remembered Oscar the cart-pulling chimaera from right after she’d awoken. That odd animal definitely looked like it had been made out of other creatures, but she supposed that that didn’t mean everything coming out of Fluttershy Fabrications were all patchworks of other organisms. If they weren’t made out of other creatures, though, (which was a disturbing and confusing enough thought in itself) then how were the skywhales, uh… fabricated? Rarity had never heard of magic that simply altered a creature into something like a skywhale. Come to think of it, Rarity could almost understand why a useful transporter chimera like Oscar was made, but what was the purpose of the skywhales? Were they made only to sing their enchanting anthem?

“Nah, they’re keeping to the jet-stream,” Firefly called back. “They won’t bother us. We couldn’t even hear them if they started to sing; the airflow up there would snatch away any of the sounds. I only wish there was a nearby jet-stream going the other way that we could use. It’d sure make flying to The Forests a lot easier and quicker.”

Rarity sighed with relief.

“Though under other circumstances, I would like to get a chance to study them up close…” Firefly mused. “…Wait, no I wouldn’t! Studying is for eggheads! I was born for speed!”

Rarity’s relieved sigh dissolved into one of frustrated disgust. Getting Firefly away from Rainbow’s imprint only solved half the problem. It prevented her from being subjected to any more magical shock therapy that would further speed up the growth of a new mind in her brain at the expense of snuffing out the old one, but it didn’t remove the parts of Rainbow’s imprint that were already inside her and still slowly growing on their own. If the white unicorn was to truly help this victimized pegasus, then she knew she would have to be on the lookout for anything that could remove the alien persona without damaging the indigenous mind. If there was a spell that put a foreign mind into an already occupied head, then maybe there was a spell that could take the foreign mind back out? Rarity would have to keep a sharp eye out for any gifted unicorns.

“If you don’t prove you were born for speed, and fast, then it looks like you’ll be getting a chance to study those things up close after all,” Megan called to Firefly, breaking into Rarity’s thoughts and pointing a hand out the window. Puzzled, the white unicorn followed the pointed appendages to see that the entire pod had turned and begun descending towards them.

“What are they doing?” Rarity wondered, a bit of alarm creeping into her voice. “Surely they’re not coming after us, right? What interest would we be to them?”

“We’re about to find out!” Firefly called back. “They’re using the jet-stream to launch themselves at us. I won’t be able to avoid the pod entirely; we’ll just have to try and get through them without running into any of them until I can find an opening to get out! Buckle up; this is going to be a bumpy ride!”

Rarity hastily got back into her light-seat and complied, watching Surprise pull a rainbow-belt across her and tuck it into the seat. The white unicorn did the same, as did Megan.

“Three… two… one…” Firefly counted down. “Here we go!”

The sky-carriage lurched to the side before rebounding and almost tipping over. Rarity silently thanked whoever had invented these rainbow-restraint belts, as otherwise she and the rest of the passengers would’ve been thrown against the wall or out the window. That didn’t make it any less painful when the band of light bit into Rarity’s hide with each jerk of the carriage, but it was a far cry from having her whole body slammed into the hard light of the walls.

The white unicorn struggled to catch glimpses of Firefly out the front window between lurches, seeing the split pegasus swoop under and over and around the massive fliers. The pod swam about them in a river, not seeming to be actively trying to strike them but far from making any attempts to get out of the way. The split pegasus was getting dangerously closer and closer to the airborne leviathans as they drove further and further into the pod, and Rarity prayed that their pilot wouldn’t crash into one. Ramming into such a gargantuan creature at such high speeds would almost certainly be fatal.

“I don’t get it!” Firefly’s voice came between gusts of wind buffeted by the skywhales’ massive bodies and swimming flipper-wings. “Every time I try to break out of the pod one of them cuts me off!”

What? What in The ULE was going on? If the skywhales weren’t actively attacking them, then why were they bothering with them at all? A single one of them could have easily crushed the sky carriage with nothing but a bump against the cabin, but it seemed like they were staying just close enough to block them in without actually harming them. Of course, that didn’t mean one of the skywhales wouldn’t still crash into them at any moment. At least they weren’t singing…

Rarity’s myriad of rushing thoughts of fear and confusion were smashed to pieces when she heard Firefly cry out. Rarity looked up from where she’d been checking to make sure the rainbow-belt hadn’t drawn blood with that last lurch to see a skywhale charging right towards them.

The carriage instantly dipped into a nose dive, but Firefly hadn’t had nearly enough time to react. A screeching grate roared in the white unicorn’s ears as the top of the carriage shattered into a thousand shards to be scraped away by the skywhale’s underside. A bellow of horrific primal pain echoed out through the pod as the shards dug into the creature’s flesh, some of them raining down on the passengers.

Rarity telekinetically caught as many of the largest pieces as she could before they could impale her friends, but that didn’t stop some of the smaller shards from biting into their flesh. Rarity cried out and gritted her teeth, straining not to let her magic waver lest the smaller cuts be joined by far larger wounds. As soon as the skywhale had passed, the white unicorn thrust the fragments of rainbow tech into the sky.

Rarity was about to call out to ask if Firefly was alright, but she never got the chance. Before she could even open her mouth, the last pony—er, pony-like artificial being—she had expected to see came crashing down through the absence of ceiling.

“DAYBREAK?!” Rarity gasped as the android landed on all four hooves, cracking the floor.

“I’m sorry, great-auntie!” the android yelled over the rush of the wind screaming through the hole overhead. “But you don’t know what you’re doing! There’s no time to explain, but you’d thank me if you understood!”

The walking metal memory’s horn burst into life, her burning orange aura streaking out and into Rarity’s saddlebags before she could react. The white unicorn’s eyes went wide with horror as the robot pulled out not a gimmick but the one thing Rarity had been searching for since she awoke.

“What are you—give that back!” the white unicorn demanded, unleashing herself from her rainbow-belt without thinking. A blue glow wrapped itself around her, steadying herself against the still-dangerously wobbling cabin. If this kept up, the floor would shatter just as the ceiling had done. The spider-web of cracks was already expanding with Rarity’s added weight, regardless of her efforts to minimize it.

“I’m sorry, Rarity!” Daybreak apologized again over the raging wind. “If I knew then what I know now, I never would have let you go on your search, unless it was for the same reasons I’m searching!”

“What are you talking about?!” Rarity shouted.

“You can’t continue looking for the Disks!” Daybreak called back, something between a plea and a command in her voice. “You can’t find out what your friends wanted to tell you, much less what they left you! Please, you have to understand—your friends thought you could use their legacy to save the world, but using it will only bring about the opposite! If you use it, then you’ll only be unleashing the apocalypse!”

Rarity was beyond confused. In fact, little in this frightening new time had done anything BUT confuse her, when it wasn’t trying to maim, kill, or inflict a fate worse than death. The confusion had been building up to the breaking point since she had first awoken, and this was the final straw. This was the boiling point when that little blue flame inside her was going to explode whether Rarity wanted it to or not. Never mind that Daybreak had saved her from one of those fates worse than death. Right now, she was the source of the latest and perhaps most enraging confusion yet. Rarity had nearly died or worse to get that Disk, and that was now the only thought in her mind taking up any space not already filled with her burning anger.

In Rarity’s eyes, in that instant, Daybreak was the enemy. The android might just somehow be in the right here, but Rarity couldn’t possibly see how. And she was fed up with the baffling horrors enough that she wasn’t about to entertain the notion that there was some other impossibility she should be taking into account.

“GIVE. ME. BACK. THAT. DISK!!” Rarity roared, her magic doubling its ferocity as the aura keeping her steady on the throws of the still-cracking floor lashed out to latch onto the recording device.

“No!” Daybreak gasped, her own magic increasing its hold. The robot knew every spell ever created, had the experience of a thousand wakeful years, and was undoubtedly packed with more magic than any standard Sparkle-drone ever manufactured. She should’ve been strong enough to pull the Disk away in an instant, but what she didn’t have was the raw emotion of a real, living pony. Rarity did, and right now that raw emotion was pure, enraged determination. “Rarity, you have to listen to me! Your friends didn’t know what they were doing! They meant well, but if you use what they left you you’ll destroy the world! Please, you can’t view the Disks! They all have to be destroyed!”

Rarity said nothing, her eyes narrowing as a fresh wave of magic surged forth, driving her to yank back on the recording device with all of her might. If she had been thinking clearly, she would’ve marveled that the Disk hadn’t already broken from being the center of such a furious tug-of-war. If she had been thinking clearly, she also would’ve wondered why Daybreak didn’t just use her immense magic and knowledge of spells to destroy the Disk then and there, if she wanted to remove it from Rarity’s grasp so badly.

An enchanted inanimate object surviving a thousand years was one thing, but it was another thing entirely when a robot like Daybreak didn’t instantly smash it to pieces if she truly thought it had to be destroyed. Come to think of it, if Rarity had been thinking clearly then she would be a little more curious as to how Daybreak had managed to get out here in the middle of the sky and somehow gotten a pod of skywhales to help her reach the group.

But Rarity wasn’t thinking clearly. Any part of her mind not focused on desperately holding onto the Disk was preoccupied with pumping every iota of strength she had left into her magic.

The Disk swayed in the air between the two, each tugging at it with all their might. Megan, who had been trying to steady herself against the racking rocking of the carriage, finally managed to undo her rainbow-belt and leap into the air. She hovered, no longer hindered by the shakes of the cabin, yet now far more susceptible to the wall coming up to meet her even if she wouldn’t be thrown into it first.

Daybreak had surely noticed Megan the instant she dropped into the sky carriage, yet apparently her concern for the Disk was outweighing what might have amounted to a less-split version of Firefly’ initial reaction to the two-leg. If both of Firefly’s fear of the humans were any take on The ULE’s general consensus of the new species, then the fact that Daybreak was too absorbed in her attempt to take the Disk to even cast a worried glance at Megan spoke volumes. Whether the Disk really was more dangerous in the android’s mind than the two-legs were believed to be, though, didn’t mean Megan couldn’t prove just why some of those human-based fears weren’t entirely unfounded.

Flying over to Daybreak, Megan snapped her hand-appendages and Daybreak’s tug on the Disk instantly halted. Still pulling at the recording device with all her might, Rarity flew backwards as the Disk slammed into her, sending her soaring into—and then through—the back wall.

“Marshmallow!” Surprise cried, somehow slipping out of her rainbow-belt without undoing it and dashing after the white unicorn. Rarity fell, shaking her head vigorously to dispel the spots swimming behind her eyes and the throbbing in her horn. The pain on her chest was the worst though, the Disk having made a circular trace of blood upon its smashing impact. With her last conscious thought, Rarity pried it off her skin and slipped it into her saddlebag with a satisfied smirk.

Her overworked brain didn’t even have time to register the true lethality of the situation her body was in before she blacked out. The last thing she saw was Surprise zooming down towards her, before her body turned over in its tumbling fall and a the sight of a skywhale’s massive green hide came rushing up to meet her.

. . .

Chapter 14

“Not your Disk…” Rarity muttered in her sleep, her last moments of consciousness repeating in her mind. “It’s mine… mine… MINE!”

“RARITY!” Megan shouted.

“What?!” the white unicorn gasped as she jolted awake. “Wait, the Disk—where’s the Disk?!”

Blue magic lashed out to feel for her saddlebag, before finding it and seeping inside of it to wrap around the comforting form of the magical recorder, right where it should be.

“Oh thank goodness,” Rarity sighed with far more relief than she felt was appropriate. The Disk’s safety secured, she actually took in her surroundings, something she realized she probably should have done first. She was sitting in a large, squishy orange oval that she reasoned was supposed to be a life raft. That wouldn’t be so hard to believe if the raft wasn’t zooming through the air just as high over the ocean as they had been when in the sky carriage. Firefly was out front pulling them along by way of a life preserver tied to the rest of the raft. Megan and Surprise were sitting adjacent to Rarity, each smiling with relief of their own. “What’s going? Where are we? What happened?”

“We finally got you to wake up,” Megan replied. “That’s what’s going on. You’ve been out for the whole night.”

“I what?!” Rarity gasped. Indeed, she saw that it was almost morning, the sun creeping over the horizon with the first rays of dawn.

“After you flew through the back wall, the rest of the carriage couldn’t take any more stress,” the human explained. “The whole thing shattered. Surprise managed to catch you before you crashed into a skywhale, though you’d already hit the rainbow-tech hard enough to black out. Once we’d finally regrouped, the skywhales had stopped trying to block us in, so we all hightailed it out of there. The last we saw of the pod, it was heading back up to the jet-stream. With them gone, I formed a life raft with my computer, and Firefly’s been pulling us ever since. I’ve had to keep the raft steady with my computer, and though it’s not nearly as fancy or anything as the sky carriage, it’s gotten us this far.”

“What about Daybreak?” Rarity inquired nervously.

“Who?” Megan asked. “Oh, you mean that crazy robot? I can’t say. I lost track of her after I temporally froze her, and she wasn’t in the same place I’d frozen her in when the skywhales had passed. The freeze must have worn off, and she either caught a ride with the pod, or gotten acquainted with some fish.”

“She must be safe, then,” Rarity reasoned with a comforted sigh. “Even if she fell, she would’ve teleported back up to the skywhales.”

“I don’t know why you sound so relieved,” Megan commented with a raised eyebrow. “She did try to steal your Disk, not to mention the fact that she almost killed us all! Who was that crazy robot, anyway?”

Rarity briefly explained who Daybreak was, and why she was indeed relieved that the android hadn’t been harmed. The false pony may have almost unintentionally killed them all, but she’d also saved Rarity from a fate worse than death. After hearing the explanation, Megan looked like she didn’t know what to think of the android. Rarity could sympathize; what in the world had Daybreak been doing? And how had she even gotten out here in the first place?

The white unicorn knew teleharness technology couldn’t have teleported the false pony out to a flock of skywhales high over the middle of the ocean. If it could, then they never would have had to teleport to Old Canterlot after escaping Sparkle Technologies. Furthermore, how had Daybreak even known the skywhales would be there? And how had she known Rarity and her companions would be near the pod at that exact moment?

She supposed that since Daybreak had the Disk-locating spell as well, the robot could have used that to track her. If so, and if the robot could somehow appear halfway across the ocean, why didn’t she just appear in the sky carriage straightaway rather than using the skywhales?

A surprisingly terrifying thought struck Rarity. Daybreak had claimed that the Disks needed to be destroyed, and that she too was searching for them to do just that. That being said, the android had to know that there were Disks in The Fluttershy Forests!

Being stuck on the skywhale pod travelling the other way through the jet-stream meant that Rarity had a head start on Daybreak, if there really was going to be a race to get the Disks. But if the android had already proven she could make it halfway across the ocean before Rarity could, then what would stop her from somehow getting there ahead of them even now? And, if Daybreak had been controlling the skywhales like she’d seemed to be, then why hadn’t she just turned them around and set them to continue pursuing Rarity, or fly to the Forests before them, rather than allow them to continue their original course through the jet-stream?

It was enough to make Rarity’s head hurt. Her horn was already aching from the strain of her magical tug-of-war, so she filed all the Daybreak-related unpleasantness away for later. The important things were that she still had the Disk, and for the time-being, it looked like they had a head start on the robot.

Speaking of which, if she’d been unconscious for the whole night, then didn’t that mean…

“How close are we to The Fluttershy Forests?” Rarity called out to Firefly.

“Funny you should wake up when you did. We aren’t close at all,” Firefly called back. “We’re there! You can already see the Fluttershy Fabrications factory!”

Rarity’s eyes lit up with a mixture of excitement and fear as she rushed to the side of the life raft. She had been anxious to see the true extent of Fluttershy’s legacy ever since witnessing Oscar the chimaera. The composite creature had horrified her, prompting her to wonder how her dear friend could possibly be responsible for a creature patched together from other animals. Pinkie’s imprint had only worsened her fears when she talked about how much she had thought Fluttershy’s imprint differed from her original. But the skywhales, the first time Rarity had seen them anyway, had given her hope. If Fluttershy Fabrications could manufacture creatures capable of creating songs so heartbreaking and wondrously beautiful as that, then Fluttershy’s imprint couldn’t be all bad, right?

Rarity was still dying to know how Fluttershy had gone from being associated with the taking care of animals to the designing of them, but so what if her imprint had deviated from her original? All of the others had, and as Pinkie’s imprint had proven, even though the changes were always disconcerting they didn’t have to be horrid and terrifying.

However, no matter what theories Rarity had come up with to try and explain what had happened to Fluttershy’s imprint, nothing could prepare her for what she saw upon laying eyes on the factory.

For starters, it looked absolutely nothing like a factory. There were neither smokestacks nor smoke. There were no stones for the building and no glass for the windows. But there was wood. There was a lot of wood, actually. The bulk of the factory seemed to be being made of almost nothing but the stuff. Not made out of it, but still being made. Still growing.

The factory of Fluttershy Fabrications was a tree.

Rarity’s jaw dropped at the sight of it. She remembered going on a camping trip once in the Whitetail Woods with her friends. She hadn’t exactly been keen on the idea of sleeping outdoors with… nature… but she was with her friends, and so she had enjoyed herself all the same. Applejack had taken them deep within the woods to see the tallest tree in the area, one that seemed to stretch up to the skies.

This tree could’ve used that tree as a toothpick.

Fluttershy Fabrications didn’t seem to stretch up into the sky—it DID stretch up into the sky. Clouds swam around its middle while its leaves, some as big as city blocks, swayed in the winds of the upper atmosphere. The roots snaked out from a gargantuan trunk thicker than the bases of mountains to cover the surrounding land like a spider web of veins, crisscrossing each other through the smaller forests that grew in between them.

And that was just the tree itself; that didn’t even begin to cover what was going on around it.

Massive balloon-like things that were perhaps giant flying jellyfish floated all around the colossal plant, most connected to it by way of the intertwining of their electrically-crackling tentacles with the thick green vines emanating from the trunk. Humongous beehive-like structures buzzed with what looked like giant winged squirrels sporting curling proboscises and segmented insect eyes. Manticores with elephant trunks and grasshopper legs bounced around the roots. Polar bears with the mandibles of beetles and snake tails in place of hind legs slithered up and down the base of the tree. Armored kangaroos with crab claws and skunk tails sprayed sickly green smoke over giant red flowers with eyestalks in their centers.

Rarity could only imagine what swam in the coastal waters that some of the tree’s roots sank into.

“It’s something, isn’t it?” Firefly inquired. “All of those chimaeras designed by splicing together the genetic material of countless organisms. I’ve even heard some of the zebras and ponies who work there have been altered in order to perform their jobs… No, I don’t know any of that stuff! Only a useless know-it-all would understand anything about fabrication…! NO! You are NOT stealing this moment from me! I’ve wanted to see the biological achievements of the Fluttershy Fabrications factory my whole life, and I WON’T let you steal my brain when I’m in one of the most fascinating places in the world!” Firefly gripped her head with her hooves, clenching her eyes and teeth.

Firefly’s body shuddered violently, causing the life raft to wobble frighteningly as well, even with Megan’s assistance. The split pegasus sounded like she was almost choking, but Rarity didn’t hear a single cough as Firefly fought to see this place through her own eyes, not from some dark place far behind them. The white unicorn smiled. It didn’t seem as if the real Firefly’s mind was out of the fight just yet.

Though Rarity was overjoyed at Firefly being internally victorious, at least for the moment, the white unicorn couldn’t agree less with the real Firefly’s perception of this place. To Rarity it was an abomination, like somepony had taken everything that made sense in nature, thrown it in a blender, and then laughed as everything was churned together. She had hoped that Oscar the chimera would be the freakiest thing to come out of Fluttershy Fabrications. She had hoped in vain.

“Want us to land?” Firefly, the real one, called back. “I am certain that President Fluttershy would be eager to assist you in your search, as long as we’re here in this Land. Her resources could prove invaluable.”

If Fluttershy’s imprint was by some small sliver of hope sane, then Rarity had no doubt that her resources would indeed be invaluable. If, that was, the mere sight of her factory didn’t make the white unicorn want to throw up. She hated herself for doing this when the real Firefly was obviously so hoping to study the tree up close. But, for the sake of keeping her stomach acids where they belonged, the white unicorn decided it would be best not to go anywhere near the factory. Even if this was the home of a mental copy of one of her closest friends, Rarity feared that she might develop recurring nightmares if she saw what was inside the tree. If this was what the outside looked like, then who knew what horrors lay within?

“I don’t think we should,” Rarity replied. “My locator spell is telling us to go beyond the tree. Maybe we can stop by after we collect the Disks.”

Firefly’s face fell, but she nodded anyway. The life raft veered off-course from the tree, headed for the thick jungles growing further inland behind it. Rarity sighed with relief, thankful that they weren’t actually going into the factory, at least for now.

However, it seemed that the tree had other ideas.

A distant screech rang through the air. It was instantly joined by what sounded like the voices of thousands of others, and the leaves of the factory shook as a black cloud burst through the treetop. The shrieking only intensified as the cloud began to disperse into individual flying shadows, each zooming straight towards the group.

“What are those things?!” Rarity gasped. “Firefly, get us out of here!”

The split pegasus complied, kicking it into high-gear. Never mind that she had been flying for a full day; fear-fueled adrenaline raced through her body just as much as it was coursing through the veins of the rest of the group.

But whether the exhausting flight was taking its toll in spite of the adrenaline rush, or if the creatures were just too fast, the black cloud was closing in. Whatever those things were, they were everywhere. They swooped up below the life raft and caved in overhead like a crashing wave, while the rest sped around to the other side to capture the group in a living cage of thrashing claws, bloodcurdling screams, and flapping wings.

The monsters flew on leathery wings, buffeting the group with wind well before the flying sphere came closing in. Their screeches were like the scraping of a unicorn’s horn against a chalkboard… if the chalkboard had first been lodged in one’s brain. Their fangs dripped with saliva, their mashed faces looking like those of bats while their bodies were encased in a shining black exoskeleton. Multiple many-segmented legs curled up against the bulging sacks making up the creatures’ lower bodies.

Rarity’s horn ignited and blasted a swathe of them back while Megan repeatedly snapped her not-claws and froze countless creatures in place.

But there were far too many of them, and even if there weren’t, Firefly couldn’t fight them and pull the life raft at the same time. Webs of sticky white glistening strings shot out from the monster’s bloated flesh-sacks and netted the multicolored pegasus, holding steady even as she thrashed within them. More webs strengthened the hold and wrapped the pony in a body cast, her wings pinned against her side and her mouth restrained so that she couldn’t even chomp the bit that would activate her weapons harness, much less scream.

A similar fate befell Rarity, Megan, and Surprise. The sickly string shot out, latched onto their skin, and constricted. Rarity telekinetically tugged at the growing organic net entrapping her, but the string held. Megan was having no better luck, having almost been completely covered. Surprise, who had done nothing during the battle, was also slowly disappearing behind the webs. The white unicorn supposed that since the monsters were only capturing them in this gunk rather than causing immediate physical harm, Surprise wasn’t reacting as she had in Sparkle Technologies.

The white pegasus was also absently munching on some of the webbing. Not trying to chew through it to freedom, but just slowly enjoying the flavor. That would give Rarity as many nightmares as seeing the tree ever would have!

But harm that wasn’t immediate far from dispelled Rarity’s fears. With them all wrapped up like this, there was no way they could fight back against the monsters if they chose to leisurely dig into them with those fangs and drink their internal fluids. By that time, it would be too late for Surprise to act. It would be too late for them all.

The webs continued to douse them until Rarity was completely enwrapped in a solid glob of white webbing. She struggled with all her might, but her lungs hardly had room to expand in here, much less gain sustenance if there was no way for her take in fresh air. The white unicorn had a spasmodic fit of panic as she fought desperately to free herself, knowing this would only waste the precious air she had left, but not caring if she could just tear through to the world beyond her prison and get some more.

Suddenly the entire web shook and the white unicorn was assaulted with the sensation of movement even though she couldn’t see what was happening. Was she falling? What was going on?!

There was a tearing sound, and veins of light in front of her face were ripped into the wonderful view of the outside world. Rarity drank in the air in gulps. Her lungs hardly had room to expand, but the new air slowly eased the burning within them all the same.

Despite the blessed air, though, what little Rarity could see out of her tiny, sticky prison was not a welcome sight. The tree was looming up before them. If she glanced up, she could just make out the flapping wings of the monsters who had done this to her overhead, the strings holding up her imprisoning web dangling from its bulging bottom.

Rarity could only assume the others were in the same predicament she was. The monsters weren’t eating them then and there, but that didn’t mean they wouldn’t later, and that far from meant anything pleasant would await them within their apparent destination.

The white unicorn had nothing to do but stew over the myriad possible horrors that waited for her group inside the tree. After what felt like another thousand years, but what really must have only been a few minutes, the monsters flew her into a gaping hole in the bark. Whatever panicked theories had rushed through her head, they would now be tested.

Rarity fell a short ways and hit the ground, the scant air she was able to force into her lungs knocked out of her. Thankfully it wasn’t as difficult to breathe as before, as the bat-spider-things began ripping into her prison of web, but not into her. Rarity’s body screamed at her to leap to her hooves and fight these things, find the others, and escape out the hole they had flown into, but it was all she could do to just struggle and take in more air. There was the sound of furious flapping as she rasped, but thankfully the monsters didn’t seem to be making any more moves.

With a few gasps, Rarity at last managed to sit up and take in her surroundings. The monsters were indeed gone, but so too was the hole they had flow into. The bark had closed in on itself, nothing but a warped seam where it had once been.

Turning, she exhaled the little breath in her lungs in a relieved sigh as she spotted her companions. They too had been freed and were catching their own breaths, struggling to lift themselves from the spongy green floor.

They appeared to be in a small room made of moss and bark. Glowing fruit hung down from the ceiling while a larger flower that had yet to bloom grew from the far wall. It was pulsating like a beating heart. The veins in its unopened petals coursed with some kind of liquid, and the whole plant glowed softly.

“Well, that was fun!” Surprise cheered after she’d caught her breath, leaping into the air and hovering as she took in the room. “That silly string was so tasty, and I love the décor in here! I can’t place the style, though. I wonder if they were going for the ‘In the Fluttershy Forests, Your Garden Tends to YOU’ look?”

“Alright, so that was about the freakiest thing I’ve ever been through,” Megan announced, picking off stray bits of string that were still attached to her clothes. Surprise noticed this and hastily dashed over to scoop up Megan’s pile of discarded webbing in her mouth, earning an understandable look of disgust from the human.

“Where are we?” Rarity inquired, scanning the room for any possible exits save the ridiculously thick-looking bark. “And why were we brought here? Did we violate a law against flying near the factory or something?”

Firefly looked like she was about to respond, but she never got the chance.

“No... of course not...” spoke a soft, gentle voice. Rarity’s eyes darted to the source of the noise, seeing that the large flower from before had opened. There was nothing inside it, though; just a long dark hole that disappeared into darkness. “You are always welcome here, Rarity! And I hope my spiderbats weren’t too rough on you and your friends. They can get a little overenthusiastic sometimes, but they mean well.”

Hope, fear, and shock warred for the right to claim Rarity’s face as their own.

“F…Flu…Fluttershy?” she whispered. “Is that you...? I mean, is that your imprint?”

“I’ve been hoping for this day for so long,” the soft voice continued, apparently ignoring its guest, the flower quivering slightly as the sound emanated from it. “I’ve always wanted to meet you. The real Fluttershy told me so many stories about your generosity, and the wonderful times you spent together.”

“Please…” Rarity whispered to herself, her eyes locked on the flower, a look of utter desperation in their eyes. “Please don’t be insane! Please be let there be just a little of the real Fluttershy in you!”

“Did you say something, Rarity?” the voice asked. “If you did, I’m sorry, but I didn’t hear you.”

“Are you… a flower?” the white unicorn inquired aloud, hoping so much for a remnant of her most innocent friend, it almost hurt. She could take Fluttershy’s imprint being or living in a flower, as disconcerting as that would be. All she cared about was that it was an actual copy of the real Fluttershy’s mind, not some warped duplicate.

“Oh, no,” the voice responded. “I’m sorry if you thought I was. I’m using this flower to speak to you from my office up where the branches start. We use flowers and tubes like this one to carry sound throughout the factory.”

A feeling of dread blossomed in Rarity’s stomach at those words. Something was wrong. Something had to be off.

“Why didn’t you have your spiderbats bring us up your office instead of taking us to this little room?” Rarity asked with a nervousness that was bordering on panic.

“Before I meet you in person, I have to know if you’re... capable,” the soft voice answered.

“Capable?” Rarity echoed, the dread blossoming in her stomach pollinating, spreading seeds, and giving birth to a whole field of dread flowers. “Capable of what?”

“Survival,” Fluttershy’s imprint replied. “Just like the real Fluttershy, I love life. But a few centuries into the job I began to realize that to really love life, I had to help perfect it, so it doesn’t end before its time. If I don’t produce only the most excellent organisms, then I’m doing life itself a disservice. I want my sweet little creatures to have the best lives possible, as well as enjoy the company of other life forms who are living the best lives possible. A little later, I realized that this didn’t just apply to my company. It’s just as my company slogan says: ‘all life is connected, and so all life must be perfected!’

“But... how do I make life forms as perfect as they can be?” Fluttershy’s imprint continued. “By only using genes that carry the most essential quality to life! And of course, what quality could be more essential to life than the skill of survival? If a life form doesn’t have the skills to survive, then I figured... maybe I could help with that.”

Rarity simply stared blankly for a moment, the gears in her head turning. Fluttershy’s imprint wanted to help the creatures she deemed “imperfect” by helping them with their survival skills? How? She mowed this over for a moment, before her mind flashed back to the view of the many, many abominations crawling around outside the factory. Her eyes widened. “Wha... Fluttershy wouldn’t... She believed that all life is sacred exactly how it is, and doesn’t need to be... CHANGED like that!”

“But the real Fluttershy didn’t have as long to think about this as I’ve had,” the imprint rebutted. “She cared for all living things regardless of their survival skills, but what she didn’t know is that instead of helping life, she was actually hurting it. Is it really better to let be a life form that would die on its own? Is it really better to allow something so very weak to be a target for nature’s cruelties? We couldn’t possibly take care of all of them. There were simply too many. To make sure they weren’t killed, we had to make sure that they could take care of themselves.

“You know, after a while, I realized that ponies suffer from the same... shortcomings. I had friends... but I knew they were too weak, so I improved them. Some of them are even still around. I talk to them, but they don’t talk back to me. At least, not like they used to. They don’t even pay much attention to me. Perhaps they can’t? Oh well.” An amused chuckle echoed throughout the tree. “There were some side effects, yes... but I knew it was worth it to sacrifice their equine nature so that they wouldn’t die before their time. Some may think that makes them less if not everything in them is pony, but I think it makes them more. Don’t you agree, Rarity?”

“NO!” Rarity roared, hot tears in her eyes. “Th-that’s HORRIBLE! Life doesn’t last forever, b-but ponies make the most out of what time they have, even if they aren’t perfect! Y-you’re... they’re not even who they used to be anymore! They’re not less than ponies, they aren’t ponies any more at all! How can they enjoy their lives if--”

“Only by strengthening the weak can we eliminate untimely death!” the monster with Fluttershy’s voice interrupted. “We’ll never be able to keep all the weak alive for as long as they could live! If we make them stronger, then they will survive! And their offspring will survive! There would be no need to take care of them anymore; they could all take care of themselves! And no matter which genes perpetuated themselves, they would all survive, because they’re all strong! There would be no more untimely death. These life forms would use their survival skills to live as long as their natural lifespans allowed, without any help from anypony! Each new generation would live as long as possible, forever!”

A blue aura wrapped itself around the flower-speaker and ripped it from the wall. The flower shriveled and died instantly, its glow diminishing as its once rich red hue faded to a lifeless brown. The flowery corpse crinkled like autumn leaves as Rarity telekinetically tore it to shreds, her rage fueled by the imprint’s twisted words.

Instantly, another flower grew in its place.

“Let us out of here!” Rarity demanded, anger seeping into her voice. “I don’t care if you think I’m strong enough or not! I don’t WANT to meet you! Open the door and set us free!”

“I shall open the door, and I shall set you free,” the soft voice of the monster replied. “But not the door to the outside. And I shall free you one of two ways. How you go free is entirely up to you. You can either free yourself from being questionably weak and prove that your genes are strong enough to survive by surviving the following test, or, if you fail, I can perfect you so that you never have to fail another of life’s tests ever again! And then I’ll let you go.” The imprint’s words were punctuated by echoing, repeating giggling. “I will never lose any of my friends. Not ever again. They can’t die if I won’t let them. If she’d just had time to realize it, that’s what the real Fluttershy would have wanted: eternal friendship. She lost so many of her friends before she too passed on, but with this system, nopony need ever lose anypony else ever again. With my help, your friends will never lose you, Rarity, and you will never lose them.”

Rarity was incredulous. “No! I don’t need to be perfect. Let me out! Let me-” Her voice was drowned out by a deafeningly loud slithering noise. The mossy wall in front of them opened up to the inside of the tree, revealing a gigantic tunnel that wound up and out of sight around a far corner. Unlike the tiny room they had been in, though, this tunnel was not covered in moss nor walled by bark.

It was covered in thousands of large, unblinking eyes. Liquid continually secreted from flabs of flesh hanging over them, washing down the ocular orbs and oozing into the floor, where it was absorbed by squishy green tissue veined with pulsating red. In between the eyes, all of which were squished for space, sharp spiky thorns as long as swords jutted out from the wall. The ceiling was dotted with bony circular panels the size of large tables with a single jagged crack running down the middle of each of them.

The instant the door was opened, every eye swiveled and locked onto the group with an emotionless stare. The thorns burst out of the wall, connected to the ends of long vines dotted with other, smaller thorns. Veins pulsed along the writhing vines wherever the thorns didn’t pierce the air, and there was no doubt in Rarity’s mind about what those veins were filled with and, if she wasn’t careful, what she too would soon be filled with.

“If you don’t need to be perfected, then obviously, you are already perfect. Show me. Only when you reach my office at the end of The Hall of Life will I be convinced that you can take anything the world can throw at you. If you can’t make it by yourselves... well, then you are too weak. But if that’s the case, I can always fix that,” Fluttershy’s imprint announced, before the second flower-speaker withered and died of its own accord. Regardless of the lack of a visible source, Rarity could still hear the insane giggling.

Before the group could so much as react, vines that were thankfully without thorns sliced up through the ground, wrapped themselves around everypony and human, and tossed them into the hallway of the ‘test.’ The tiny room closed up behind them just as quickly as it had opened and, not even giving the nonlethal vines time to retract, cut them in half.

The harmless vines’ more sinisterly-inclined cousins lashed forward.

“RUN!” Rarity commanded, unleashing her weapons harness and turning as many of the vines to splattered liquefied ooze as she could, catching a myriad more in her telekinetic grip as her group dashed forward. Megan froze as many as she could, and Firefly activated her own weapons harness, chomping down on the trigger-bit with all her might as she wove in and out of the vines in a rainbow streak. Surprise might not have looked like she’d registered anything that had been said during Rarity and the not-Fluttershy’s conversation, but even she seemed to know well enough to try and avoid the jabbing vines.

The group was so preoccupied with fighting their way through the living horror that was ‘The Hall of Life’ that they didn’t notice the final trick the hallway had to throw at them until it was right on top of them. The bony panels in the ceiling opened up through the cracks down their middles, foul-smelling gas belching out as the giant mouths vomited the most terrifying creatures Rarity had ever seen. Compared to these monstrosities, the living horror of the hallway looked like a pleasant walk in the park.

. . .

Chapter 15

“Get close to me!” Rarity commanded. Her companions complied, and her magical aura enveloped them all before hardening into a shimmering ice-blue shield. The vines sliced at it relentlessly, sending cracks spider-webbing out at each impact, but the magic pumping furiously out of Rarity’s horn reinforced the barrier almost as quickly as the cracks verged on shattering it. The vines’ thorns would have been lethal enough on their own, but Rarity had to particularly worry about Surprise getting hurt just as much as she had to worry about the rest of them getting poisoned.

The poison undoubtedly in the vines may or may not have been potent enough to incapacitate them, sealing their fate as failures of the ‘test’ before any healing spells or replenishing gimmicks could be used. With the white pegasus, though, one snick across her leg would spell instant doom for them all in the form of a thousand pop rocks exploding in the confines of the corridor. The protection the Party Cannon XLs offered their user did nothing to spare anypony who just happened to be nearby.

“Alright, just stay close, and we’ll run as fast as we can to the exit,” the white unicorn instructed. “I’ll keep the shield moving with us, but be on your guard just in case one of the vines breaks through, or my horn becomes too exhausted.”

Rarity strongly hoped that last possibility didn’t happen. She had no way of knowing just how long The Hall of Life was, as it continually curled upwards and out of sight, so she also had no idea whether or not she could maintain her shield throughout the whole test or only the first bit of it. And, at least if a vine broke through, she could reinforce the breach and slice it in half. Becoming too exhausted to continue would leave her useless save for her weapons harness. And, while the weapon didn’t miss and could obliterate a vine instantly, it could only take out one vine at a time.

“Let’s move!” Rarity announced, and the group took off at a sprint.

“So you’re leaving me behind again?”

Rarity’s eyes went wide. She tripped, tumbled, and landed on her back as the shield dispersed at her broken concentration. Megan and Firefly instantly began barraging the incoming vines with zaps and halts in time, Surprise almost dancing as she zoomed in and out of the oncoming enemy, thankfully without a scratch. But the white unicorn did nothing as she lay on her back from where she’d flipped completely over, her eyes staring in mind-breaking horror at the figure who had just spoken, her stomach twisting from the voice it spoke with.

“S…Swe…” Rarity tried to whisper, to shout, to scream.

“Don’t tell me you’ve forgotten my name too!” the small pony across from her continued. The vines touched neither the familiar pony nor the two flanking her, actually moving out of the fillies’ way as they trotted over to the group. “Typical Rarity. Never had enough time to even bother remembering your own sister.”

“Come on, Rarity!” Megan demanded. “We have to get out of here!”

But Rarity wasn’t listening. In fact, she wasn’t even sure her brain was functioning properly any more. That would make a whole lot more sense than for the three ponies approaching her to be real.

“But… but you’re… DEAD!” the white unicorn gasped as she leapt to her hooves. “You can’t be here! This is impossible!”

“I can’t be here?” The filly looked genuinely hurt, right before she broke into a snide grin. Her companions snickered as well. “You’re one to talk, considering you actually WEREN’T there for the rest of my life!”

“This—this has to be a trick!” Rarity desperately thought aloud. “You’re some kind of mind-game Fluttershy’s imprint is trying to play on me—”

“Could a mind-game do this?” the filly inquired. She trotted up to Rarity, brushing the curling pink and purple mane out of her wide green eyes as she did so. She raised her hoof, coated in the same snowy-white as Rarity, and stretched it out towards her big sister. “Could a mind-game touch you?”

“Rarity, no!” Firefly gasped, whirling around with her weapons harness ready and moving to bite her trigger-bit. Before she could do so, though, the orange pegasus filly with the purple mane and tail that had been flanking the young unicorn launched herself into the air at the split pegasus.

“You know what?” the orange filly laughed as it knocked Firefly to the ground and pinned her there with more force than such a little pony could’ve possibly possessed. “I was the first you. I was Rainbow Dash the Second. I actually volunteered when the real Rainbow passed away and her imprint needed a replacement, but after I realized what I’d bitten into, I couldn’t spit it back out. I never could save myself from becoming her, no matter how hard I tried. And believe me, I tried. But no matter how hard I fought, no matter how much I screamed, and cried, and begged, one day, I was gone. And you know what else? You’re not half as strong as I was. Whether you pass the test or not, whether you are perfected or not, it won’t matter in the end. Because it won’t be you who comes out at the end of it all. It’ll be her.”

Simultaneously, Megan was poised to snap her hand appendages at the advancing ghost-given-flesh that was even now reaching out to Rarity, who was too transfixed to move. Before she could act, the human was slammed into the ground as well. Like her pegasus compatriot, the yellow earth pony filly with a red mane and tail shouldn’t have been able to hold anywhere near as much strength as she used to tackle Megan.

“What have we here?” the earth pony filly inquired with a smirk as it dug its impossibly heavy hooves into Megan’s rib cage. “A two-leg? Ah was wonderin’ when one o’ you folk would show up round these parts. It’s not like we ponies can stop ya, after all. I mean, the first sentient race y’all encountered outside your home dimension sure couldn’t, ‘specially after you blew up their universe! Sure, y’all made a charter after that not to interact with other races unless they wanted your company, but that don’t undo the extinction of an entire intelligent species!”

Unstopped by either Firefly or Megan, much less Surprise who was still dancing through the vines behind the group, the unicorn filly’s hoof made contact with Rarity. The white unicorn was still too mentally traumatized to even try and think of why she shouldn’t let an apparition of her long-dead little sister touch her.

But when the Sweetie Bell-who-wasn’t did touch her, Rarity did learn why such contact was unadvisable.

The white unicorn’s vision exploded in a flash, and the world disappeared as it drowned in darkness.

. . .

“I’ve told you all, I don’t have any idea what’s going on!” Twilight’s voice hissed through the black void. It could have been Twilight’s imprint, but there were subtle differences in the voice that seemed to indicate the original rather than that warped duplicate. The imprint had only been made when Twilight was older, after all. This voice seemed ever-so-slightly younger. “It defies everything I’ve ever learned about magic! This shouldn’t be possible!”

Rarity’s eyes opened instantly at hearing the voice. She leapt to her hooves, scanning for the speaker, and her jaw dropped.

There. Right in front of her. There it was.

The Carousel Boutique.

It looked exactly as it had the day before she’d fallen asleep. Not a single shingle or stone was out of place.

“What’s… this is…” the white unicorn tried to say, though the words refused to form in her mind, much less exit her mouth.

“We get that, Sugar Cube!” Applejack’s voice came next, also in a low but urgent tone. Rarity had heard nothing about the orange apple farmer since she arrived in the new era. She briefly wondered why before her mind realized she should probably be wondering where she was, AND WHY THE CAROUSEL BOUTIQUE WAS RIGHT IN FRONT OF HER. “We know you didn’t mean fer this to happen. But that doesn’t change the fact that you’re the one who gave Rarity the apple and you know more about magic than all the rest o’ us put together! If anypony can fix this, it has to be you!”

Rainbow’s imprint had revealed that there were inter-company meetings, so if the imprints were all somehow currently communicating with each other all at once, then that would make sense. But that far from explained the presence of Rarity’s home, still intact, untouched by time. Wait a minute, if The Carousel Boutique was here, then…

The white unicorn’s gaze swept all around her, and she gasped. The Carousel Boutique was just the beginning. Off in the distance, she could see Sugar Cube Corner. And there was Twilight’s library, and—

She was in Ponyville. Not Pinkieville, PONYville.

What in The ULE was going on?! No, scratch that—if this really was somehow Ponyville, then she wasn’t in The ULE anymore.

Maybe she never had been. Rarity started as the thought struck her. No, that was impossible, right? Sure it was—just as impossible as it was to sleep for a thousand years under an enchantment even The Royal Sisters couldn’t break.

Had it… could it really have all been just a dream? What if instead of sleeping for a thousand years, Rarity had only slept a single night just as intended? What if the enchanted apple had just had the unforeseen side effect of causing the most disturbing nightmares the white unicorn had ever experienced? But if that was so, why had Rarity awoken outside her home rather than in it?

“What about Princess Celestia?” Rainbow Dash’s voice inquired.

Rarity’s head whipped around, her attention locking on to the source of the noise. If this was somehow all real, if she really was back in her own time, then those weren’t the voices of imprints.

A desperate hope sparking in Rarity’s eyes, she cautiously trotted over to the apparent source of the slightly-muffled voices.

‘Careful now, Rarity…’ the white unicorn chided herself. ‘Don’t get your hopes up. This could just be another sick trick—’

Her friends. There. All of them. They were in there. In her shop.

A teary grin broke out on Rarity’s face. She was about to call out to them, but just then Twilight shattered any hope of that being a course of action that would do any good.

The lavender unicorn, like all the others, had been surrounding where Rarity’s bed was supposed to be. Before Rarity could say anything, though, Twilight walked away from the group and began pacing in between the window and what was revealed to indeed be the bed. But there was also somepony on the bed, sound asleep, oblivious to the concerned conversation going on around her.

“No…” Rarity whispered. “Please, no…”

But there was no mistaking the elegantly curled purple mane, long eyelashes, and painstakingly brushed white coat. It could have been just more of the trick. It could have been some illusory doppelgänger, if not for Opalescence’s soundly sleeping form curled up on top of the dozing creature.

“I’m getting more and more afraid that it might come to that,” Twilight admitted as she paced the room. “But as you all know, both Princesses Celestia and Luna are extraordinarily busy, and Cadance is still on that diplomatic trip with my brother. I want to take her to The Canterlot College first and see if any of the experts there can do anything, but after that I’m going straight to Celestia.”

“You don’t think she’ll be asleep forever, do you?” Fluttershy questioned.

“Of course not, silly!” Pinkie Pie piped up, her ever-present smile casting hope like the beam of a lighthouse. Too bad Rarity already knew how this storm ended, and the ship lost at sea never made it back home. “I’m sure that by this time next week, we’ll all be jammin’ out at my ‘Rarity Finally Woke Up’ party!”

“Yeah, Sugar Cube!” Applejack agreed. “If it comes to it, there ain’t no magic too powerful fer Celestia to not be able ta’ fix!”

Fluttershy nodded, smiling slightly.

“What’s going on in here?” inquired a voice Rarity had just heard. Her friends turned, wearing looks of shocked surprise as if they’d just been caught red-hoofed committing some horrible crime. There was Sweetie Bell, standing in the doorway to her older sister’s bedroom.

“Pinkie, you were supposed to be watching the door!” Twilight hissed as she and the others hastily moved to cover the sleeping Rarity from sight.

“And you were supposed to be the smart one!” Pinkie hissed back. “And you trusted me! Now we’ve both messed up!”

“Sweetie Bell!” Applejack announced a little too loudly to the filly. “What are you doin’ here? You an’ Applebloom an’ Scootaloo was having a rip-roaring time at yer clubhouse when I left the farm… uh, why don’t you go back there for a little while longer?”

“Because today’s our Sister Day,” Sweetie Bell responded, unease in her voice as she tried to crane her neck to see what her sister’s friends were hiding. “Rarity and I spend an afternoon together every week. What are you all doing here?”

The friends all looked at one another with pervasive discomfort. At last Twilight sighed and trotted over to Sweetie Bell, revealing the filly’s sleeping sister on the bed.

“Why is she asleep? The young pony inquired. “Is she sick? She seemed fine last week.”

“We didn’t want to tell you this yet, but I suppose now is just as good a time as any,” Twilight ventured cautiously. “You see, well… You know how your sister has been suffering from insomnia lately?”

“In-som-na-whatsit?” Sweetie Bell tried to echo. “I thought she was suffering from not being able to get to sleep. Is that why she’s sleeping now? Did she stay up all night again and has to make up for it?”

“Sort of…” Twilight replied. “You see, a few days ago Rarity came to my library to request a spell that would help her sleep. I cast a simple slumber enchantment on an apple and gave it to her. The sleep-spell worked, but… well, as you can see, it hasn’t worn off yet.”

“You mean she can’t wake up?” Sweetie Bell questioned, having trotted over to her sisters’ bedside. “Can’t you fix it with your magic, Twilight?”

“I’ve been trying since we found out the enchantment wasn’t wearing off,” the lavender unicorn explained. “But don’t worry. We’re taking Rarity to see some experts in Canterlot later today. If that doesn’t work, Celestia will break the spell. Your sister should be awake in one or two days at most.”

Sweetie Belle smiled a bit in relief at this, but still looked understandably upset and more than a little fearful.

Then the world began to dissolve again.

“No!” Rarity cried out. “Not again! Don’t leave me again!”

She beat her hooves on the window, but the glass didn’t make a sound, didn’t so much as shake. Her friends didn’t hear a word of it, nor did her little sister.

The world went black again. In the darkness, an all-too-familiar voice whispered “We didn’t leave you, Rarity. You left us.”

“No!” the white unicorn denied as focus returned to the world, or whatever nightmare of a memory this was. “That’s not true! I never wanted to leave any of you!”

“Tell me that to my face.”

Rarity’s head whirled around, and tears welled up in her eyes.

“No… No, make it stop!” the white unicorn wailed. “I don’t want to see this!”

The location hadn’t shifted, though a few key details had. The Carousel Boutique was still standing, but it looked like it had been boarded up for quite some time. A blanket of thick white also covered everything, as smoke curled out of the chimneys of a significantly larger Ponyville.

But Rarity saw none of that. No matter how much she wanted to be watching anything else but what she saw before her, she couldn’t wrench her eyes away.

A young mare with a white coat and decidedly longer but still unmistakably curled pink-and-purple mane and tail was standing not more than a few yards away. Hoofprints in the snow wove out of sight in a long trail behind her, though these depressions in the snow had almost been filled back up, unlike the deeper track left by a definitely grayer lavender unicorn.

“Tell me that to my face!” the young mare repeated, her melodious, matured voice quivering with anger. She was wearing a pink jacket, but the song note cutie mark on her flank was still visible as it shook along with the rest of her body in barely controlled contempt. “Look me in the eye and THEN tell me you’ve tried everything!”

“I’ve tried everything!” the older unicorn the former filly was talking to shouted back, looking the young mare dead in the eyes just as requested. “And I keep trying, no matter how many times I fail. But believe me, Sweetie Belle, that no matter how many times I fail, I will never give up trying to bring your sister back to us.”

“Maybe you should stop trying,” the older version of Rarity’s younger sister sighed, turning away from Twilight.

“What?!” Twilight gasped. “How could you say such a thing? I know I have my family and the company and other responsibilities besides now, but that doesn’t mean I won’t always set aside time to try and bring your sister back.”

“That’s not what I meant,” Sweetie Belle said sharply. “I couldn’t care less about the company you use to spread magic that’s already proven itself too dangerous, or the ponies you put at risk everyday by pretending like you won’t mess up their lives eventually too.”

Twilight’s face lit up with shock, and then anger. This depleted instantly at what next came out of the younger mare’s mouth.

“But after all this time, all these years, I can’t help but believe you when you say you’ve tried everything,” Sweetie Belle went on. “I didn’t want to admit it, but I guess there’s no point in denying it anymore. I’ve come to the conclusion that the reason Rarity hasn’t woken up yet is because she doesn’t WANT to wake up.”

“That’s nonsense!” Twilight insisted. “Why in Equestria would Rarity want to remain asleep all this time?”

“I don’t know,” Sweetie Bell laughed without a hint of humor. “Maybe she wants the ultimate beauty sleep. But whatever the reason, if you and even The Royal Sisters can’t do anything about this, then it’s because Rarity would rather remain dead to the world…”

“THAT’S NOT TRUE!” Rarity shouted, racing over to the two ponies. Before she could reach them, though, and hardly thinking she could change this nightmare if she could—or was it really the truth? No, it couldn’t be, could it?!—the world began to dissolve once more.

Before it faded away completely, though, Rarity caught some final words from Sweetie Belle’s older apparition.

“… Just like she’s now dead to me.”

And then everything was gone. When it all came rushing back, in a new form and in a new place, Ponyville had been replaced by a meadow near The Everfree Forest. The taller towers of the town that was not-so-tiny anymore loomed in the distance, just like the ghastly trees of The Forest loomed beyond the throng of ponies she found herself within, all gathered around a long, rectangular black box situated on a golden base.

Rarity didn’t even care anymore. If she was dead to Sweetie Belle, then she really was dead to the world. Not even realizing Sweetie Belle was long dead after waking up had felt like this. Nothing could faze her after that. Nothing…

… Except this.

Most of the ponies were milling about in black, making sad and what sounded like confused small talk.

Rarity, not really listening, caught snippets of conversation.

“Why are we attending this funeral again?” one of the stallions asked. The white unicorn recognized him as a far older Snips, one of Sweetie Belle’s old classmates. “I mean, that dressmaker moved out of Ponyville years ago! Nopony hears a word about her again until she turns up in a casket with a will requesting her funeral be held back here, and we’re all supposed to go to her funeral like she’s been a lifelong influence in all of our lives?”

“I thought we came because there was free food,” replied a much, much taller Snails.

One pair of ponies in particular, though, were having a hushed yet heated conversation near what looked like a coffin. Rarity, though, recognized it as what must be the casket she had spent the last millennium sleeping within.

“The answer is no, and that’s final!” an older mare, the only pony not wearing black, almost shouted. “Unless, that is, you want me to sing a modified version of Pinkie Pie’s welcome song called ‘Smile, Smile, Smile… Because She’s Finally Gone Forever!’ You’ll have to find somepony else to give that miserable excuse for a pony a funeral dirge! I told you I only came to this stupid ‘funeral’ of yours so I could see to it personally that she really is going away forever!”

“She’s not going away forever!” a much, much older lavender unicorn retorted in her shaky voice. “Maybe we couldn’t solve this problem, but that doesn’t mean it won’t solve itself! All spells have to wear off eventually, no matter how powerful they are! This little ruse is only to make sure nopony messes with that process by stealing her because she’s become the largest magical anomaly in Equestrian history! If nopony knows what she’s really doing in there, then nopony will bother her!”

“And good riddance!” Sweetie Belle laughed darkly back in Twilight’s face. “You know what? I used to feel abandoned. Now I’m just glad she won’t get to hurt anypony else, ever again!”

And then, at last, the world burst into nonbeing once more.

As Rarity swam through the darkness, she didn’t cry. She wouldn’t even if she had been able to in this formless void. Sweetie Belle, the real one, hated her. The nightmare copy had just been the messenger of that fact.

And why shouldn’t Sweetie Belle hate her?

Under normal circumstances, Rarity would have dismissed such a thought as utterly ridiculous. But she had just watched her younger sister grow up to be not-so-young, bitterness and resentment at her elder sister’s abandonment growing in her heart until it had blossomed into hatred.

Never mind that if even The Royal Sisters couldn’t figure out a way to break the enchantment, then what chance had Rarity had, especially if she was asleep? Her sister had needed her, and Rarity hadn’t been there for her. She hadn’t been strong enough to be there for her, and no matter how hard or impossible it would have been to be so, at that moment in Rarity’s mind that meant she had failed at being a sister. At being a pony. At being allowed to claim she understood love, much less friendship.

Sweetie Belle hadn’t been the only pony she’d left behind. Her mother, her father, each of her friends… Spike…

All had died without her. Because she hadn’t been strong enough to be there for them.

A light appeared in the void, and Rarity was rushing towards it, unbidden. She somehow knew the world, the real one, not a memory, would soon come crashing back around her. While she was trapped in the past, maybe Megan, Firefly, and Surprise might have already been incapacitated by the vines and whisked off to be altered beyond recognition. Maybe she too had been poisoned by the vines and was even now being changed into something else.

But whether or not Rarity and her friends were already doomed, she knew it didn’t matter to her. She wouldn’t fight to save herself. She didn’t deserve to remain as somepony who only caused hurt. If Fluttershy’s imprint did change her, then it really would be for the better. She would be erased from this world, and just like Sweetie Belle had said, now she wouldn’t be able to hurt anypony ever again.

Or maybe… maybe none of that was true.

Maybe that was all a lot of horseapples.

If she was in a test designed to see if she had the skills to survive, then wouldn’t surviving challenges of the mind be just as important as surviving challenges of the flesh? What proof did she have that anything that not-Sweetie Belle had shown her was true?

And even if all of it was true, what did it matter?

Maybe she hadn’t been strong enough to be there for her friends and family. But she would never be too weak to be there for those close to her again. Her first friends and family might have passed away centuries ago, but right now Rarity knew she had friends who needed her. Needed HER, not some altered monstrosity made out of her. Not for her sake, but for theirs, she would fight.

. . .

The world did come crashing back. The Sweetie Bell-who-wasn’t lowered her hoof, smiling innocently up at the older sister of the real pony she’d been copied from. The monster copies of Applebloom and Scootaloo still stood on top of Megan and Firefly, Surprise still dancing in the background. The vines had stopped moving, but were all poised to spring at each of the group.

“You’re not attacking us?” Rarity questioned as she regained focus on the world.

“You are your own worst enemy,” the little monster replied. “If you don’t fight The Hall of Life, if you stop moving and give up rather than try to get to the other side successfully, then the test won’t fight back at you. You will have forfeited, and will be perfected. We give you that option, if you want it. After seeing all the pain and loss you have wrought, Rarity, do you really want to go on being yourself when you could be so much more… perfect?”

“Actually, I know I’m not perfect, and I am deeply regretful of that,” the white unicorn answered. A snide, self-satisfied smile split the face of Sweetie Bell’s organic copy. “But I also know that my friends need me as myself, not some monster. I will never be perfect on my own, but I won’t be perfect with your help, either. I’ve always known perfection was an impossible ideal, yet I always strove for it anyway because that’s how we better ourselves as ponies. I might not have tried hard enough at being perfect when I was asleep, and that may have prevented me from staying with my friends and family in my own time. It was probably beyond my control, but I’ll always have the nagging thought that I should have done better.

“But now that I’m awake, I’ll never let that nagging thought get to me again,” Rarity finished, making herself a promise she hoped she could keep. She might not be able to, but she would try. “Because I’ll never leave another circumstance knowing I could have done better.”

“Is that so?” Sweetie Bell’s mockery asked. “Then I suppose we’ll just have to test that out.”

Her face-splitting smile stretched through her flesh until it split her face entirely, which opened up impossibly wide and roared as hundreds of sharp teeth appeared, each of which was dripping venom. The copies of Applebloom and Scootaloo did the same, each rearing up as they prepared to dart down and seal the fate of their prey.

Rarity simply smirked.

“I suppose we will,” the white unicorn agreed.

Rarity’s horn ignited and lashed out with her magic, latching onto the still-pinned Firefly and Megan as well as the still-dancing Surprise and herself. The human and the split pegasus may not have been able to escape the crushing weight of the impossibly heavy fillies by themselves, but that didn’t mean that Rarity’s added strength wouldn’t slip them out from under the monsters. Firefly and Megan were lightly brought to Rarity, who dropped them from her telekinesis and held them close with her forelegs. The instant they were close together, Rarity’s shield went up to block out the vines that had sprung back into life at her movement. Finally, the one pony still in the white unicorn’s magical grip was brought around.

“Hey!” Surprise flailed, flapping her wings madly. “Let me go! I was about to do a pirouette!”

Before the monstrous copies of Sweetie Belle and her friends could figure out what was going on, before the Applebloom-who-wasn’t and the not-Scootaloo could even lift themselves up from where they’d been tossed to the fleshy green ground, Rarity propelled the group back a little and Surprise was thrown forward to be brought crashing down on the copy-Sweetie Belle’s head. And then lifted, and brought crashing down again. And again. And again.

“HEY!” Surprise yelled. “What the BUCK! Cut this out or I’ll make you into a mincemeat marshmallow! I don’t want to have to hurt you, Marshy, but you’re making it hard not to give me motivation!”

“But I’m NOT hurting you, Surprise!” Rarity claimed. “It’s that filly’s fault for having such a hard head! See? I’m not even touching you, but her head keeps making your head hurt!”

“You’re right!” Surprise gasped.

“Oh, the insane pegasus from a company that makes party favors is going to allow you all to pass the test?” the warped not-Sweetie Belle inquired with a smirk.

“That’s not ALL Pinkie Pie’s Party Supplies makes!” Rarity corrected, smirking back. A look of unease crept onto the copy-pony’s face. “They also make Party Cannon XLs!”

“Party Cannon XLs?” Surprise echoed as Rarity pulled the pegasus close to the group’s bunched-up huddle. “Those are for amateurs! I’d never be caught dead without anything less than a BIRTHDAY BASH BAZOOKA!”

Rarity didn’t know how, but she was beyond caring. One moment Surprise was standing there in front of them on her hind legs in the peculiar stance she had taken on at Sparkle Technologies, empty-hoofed. The next moment, though, Surprise reached out to where none of the group could see. When she pulled her hooves back, they were wrapped around a cylindrical metal construct that she couldn’t have possibly hidden.

The thing was massive enough to almost take up the whole hallway, but was just as garishly pink and brightly decorated as the smaller Party Cannon XLs had been.

‘I almost wish I could see those little monsters’ faces when the ‘pop rocks’ come out of that thing,’ Rarity thought to herself.

‘Silly Rarity!’ Surprise’s voice chortled in her mind. The white pegasus was facing away from Rarity, so she couldn’t see whether Surprise’s lips were moving or not, but the white unicorn somehow doubted they were. ‘Pop rocks are for small fries. For the big guns, we use ‘pop BOULDERS!’”

Before Rarity had time to contemplate that, Surprise chomped down on the trigger-bit of her gun. The hallway in front of them, where the monsters that were not Sweetie Belle and her friends were standing, exploded. Rarity’s shield had so far kept the vines on this side of the Birthday Bash Bazooka from reaching the group, but she didn’t expect it to save them from the fire or heat of the exploding ‘pop boulders’ on the other side of the humongous firearm. Thankfully, her shield didn’t need to.

The white unicorn had calculated that keeping the group this close to Surprise would extend the protection of her gun to the rest of them. She hadn’t known for certain if this would work, but fighting to the death to stay who they were seemed far better than getting turned into something else.

It seemed she was right.

The group had just entered The Hall of Life when those little monsters had popped out, and so there was little room for the fire of the ‘pop boulders’ detonating in front of the gun. This turned out to make things actually play in the group’s favor for once. The fire exploding in every direction pushed off the walls even as it incinerated them and everything between them, rocketing the group backwards through the hall.

The group should’ve been crushed into the wall upon reaching the first turn, but Rarity had anticipated that too. Using whatever magic she had not kept occupied with keeping the group close to Surprise, she pushed them with the turn. Seeing what she was doing, Firefly fired up her odd mechanical wings and joined Rarity in pushing the group with all her might. Megan didn’t appear to be doing anything, but the haze in the air around her suggested that she was using her computer for all it was worth to propel them around the curve with energy.

Surprise, meanwhile, held on to the handles of her Birthday Bash Bazooka as she continued to bite into the trigger bit. The ‘pop boulders’ continued to blast out and shoot the group up the hall, right until they crashed through the fleshy door at the end and into the room Fluttershy’s imprint claimed was her office.

. . .

Chapter 16

“We made it!” Rarity laughed victoriously, though she was really only able to chuckle between painful coughs. If Fluttershy’s imprint had been expecting them to pass the ‘test’ at all, then she definitely hadn’t been expecting them to come rocketing through the finish line on a trail of exploding ‘pop boulders.’ Thus, the door that was very much closed had been smashed to pieces when they came flying into the room beyond, almost smashing THEM to pieces in the process.

Even as the remains of plant-tissue withered and died, though, countless vines sprung up from the floor to the ceiling where the old door had just been. They interlocked and joined together, finally merging into two solid masses of pulsing veins and squishy, leafy flesh.

“I think there’s a problem with my bazooka,” Surprise muttered to herself as she got up off the ground. The gun in question was nowhere to be found, seemingly having disappeared the moment Rarity looked away. “It didn’t have nearly as much kick as it did the last time I used it.”

“What the—” Megan gasped as she too got up, looking around the room in incredulity. Her computer must have healed whatever bashing damage she’d taken. Firefly would be healed too, then, but Rarity hadn’t been so fortunate. Her back ached, and that cough didn’t feel like it wanted to go away anytime soon. The Birthday Bash Bazooka may have shielded them all from its blasts, but not from anything else. And Surprise had been closest to the gun, meaning Rarity and the others had taken the brunt of the impact. “Where’d that giant gun go?! Where did it even come from?! That’s impossible for ponies; only humans can form and un-form objects!”

“Clearly humans have never met Surprise,” Rarity chuckled, still coughing. And oh, was that blood? Wait, blood?! Nothing to worry about—okay, it wasn’t exactly something to not worry about, but they had passed the ‘test,’ and that was the important thing. Now they would be freed, and in the meantime, Rarity could heal herself with a gimmick. She levitated one of her saddlebags around to do just that, rifling around inside it.

“Clearly,” Megan agreed, giving the white pegasus an odd and slightly uneasy look. Then, turning to Rarity, the human concernedly inquired “Wait, are you okay? I only wish my computer was configured for equine biology as well, so I could heal your wounds...”

“I’ll be alright,” the white unicorn assured. “I just need to find something useful to patch myself up—‘bubble-wrap bandages?’ I suppose that would be as good as anything else in here…”

“Oh, you poor thing!”

Everypony and human in the room jumped at the soft voice. Their heads jerked around in search of the source, but the room was completely devoid of anything. Just more of the squishy green flesh on all walls, ceiling, and floor. Some more of the glowing fruits hung down from overhead, but there was no flower-speaker that the voice of Fluttershy’s imprint could have been emanating from.

Rarity looked around with confusion and fear. She knew that they had passed the ‘test’ fair and square. She also knew from experience that ‘fair’ and ‘square’ were usually foreign concepts in The ULE.

Her eyes scanned the room a final time, still not seeing anything—there! What was that?

A small horizontal slit ran along the far wall near the bottom, and when it opened again, the gentle voice of the monster spoke “Let me fix you right up!”

More vines shot out of the walls, floor, and ceiling, each wrapping around the group and lifting them into the air. The living ropes then drew taught, holding each of their bodies tight enough to prevent much movement no matter how hard they struggled.

“Don’t worry, Rarity!” the talking wall assured. Just then the white unicorn stopped her struggling, though this had absolutely nothing to do with the words Fluttershy’s imprint may think were comforting. No, Rarity stopped struggling when two other horizontal slits higher up from the mockery of a mouth opened up, revealing two enormous egg-shaped milky white saucers. Floating in the middle of these liquid orbs were pools of darkness rimmed with blue. “You’ll be as good as new in no time! You’ll be better than new! You’ll be PERFECT!"

“WHAT?!” Rarity shrieked, half out of pain as the vines stretched her battered and bruised body. “But we passed your ridiculous, horrid test! That means you have to let us go free!”

“You got to the end, yes,” the mouth agreed. “But you didn’t pass. There were places where you struggled. You almost gave up right at the beginning!”

“But I DIDN’T give up!” Rarity retorted with a mix of rage and agony. “And stop hurting me! Stop hurting us! Stop hurting everypony! You’re nothing but a monster!”

“I’m sorry you feel that way.” Fluttershy’s imprint sounded genuinely hurt. “But maybe you’ll see things my way when you’re more like me.”

“NO!” Firefly shouted, her eyes panicked, her body flailing furiously. “I’m already turning into ONE other pony! I will NOT be turning into TWO!”

“Oh, you won’t be turning into me!” the imprint with Fluttershy’s voice giggled. “You’ll be turning into yourself, only better.”

“But I’m not myself anymore!” Firefly protested.

“Now, let’s see… Which parts of the test could you have done better on?” the imprint mused, ignoring Firefly’s retort as the things that Rarity supposed were meant to be eyes turned back on her. The cyan pegasus was still thrashing with all her might against the vines, but even more of the green ropes simply slithered around their compatriots to strengthen their hold. “You had a little trouble seeing some of the threats for what they really were, but I can fix that. You also depended heavily on your friends. I don’t think you would have been able to make it as far as you did without them, but they might not always be there for you… Though, what if they were? Yes, that’s it! I’ll give you an infinite supply of friends! Oh, I’m going to make you so perfect, Rarity!”

“NO YOU’RE NOT!” Rarity roared, telekinetically ripping her saddlebags out from under the grip of the vines. Countless gimmicks leapt out, each encased in a blue glow, as she searched furiously for anything that could get them down. Unfortunately, ‘strobe light streamers’ and ‘perceptive party hats’ didn’t look as if they would be the most useful items at the moment. She couldn’t have used up all the advantageous gimmicks already, could she?!

“I’m sorry, Rarity,” the massive mockery of a face apologized as more vines shot out of the room to snag the gimmicks and pull them out of Rarity’s magical grasp. The green ropes stuck fast to the saddlebags as well, yanking them away. Not even her weapons harness necklace was spared, snatched away by a leafy tentacle. “But I can’t let you interrupt the perfection. This is for your own good. You’ll thank me one day.”

“My Disk!” the white unicorn gasped, her magic lashing out to pull out the precious magical recording device. “Wait a minute…”

The Disk suddenly began to spin in her telekinetic hold before the magic thrust it through the air, slicing through the vines. The room shook a little as the voice of Fluttershy’s imprint cried out in pain.

Rarity dropped to the floor, galloping over to her still-retreating saddlebags and cutting them loose with another swipe of the Disk. Catching the bags once more in her magical grasp, she rifled through them with a ferocious speed. Having so many gimmicks was nice, but having so few useful gimmicks, at least near the surface of a bag that was far larger on the inside, was not. Wait, was that…

A ‘pop rock!’ Rarity ripped the savory explosive out of the wrapper. No matter how big the explosive power of such a small candy, though, it would do nothing to Fluttershy’s imprint in the long run. Hopefully that wouldn’t matter, at least being just destructive enough to give the group time to get free and somehow find a way out of this living horror. It was a lot of hope to pin on a single ‘pop rock…’

But did it really need to be just one?

Just because there weren’t any more of the miniature bombs at the top of the bags didn’t mean there weren’t more at the bottom, or that there weren’t scores of other useful gimmicks just out of reach. There was no time to get to them all, but a tiny sun would be just the thing to spark their activation. Exploding may have only been the primary function of ‘pop rocks,’ but such potent destructive magic incinerating who knew how many other intensely powerful gimmicks would surely create a catastrophic effect.

But before the white unicorn could act on this theory, more vines laced themselves around her and strung her back up in a painful stretch.

“Ouch, Rarity!” the soft voice of the monster gasped. “That wasn’t very nice, especially when I’m only trying to help you!”

The bags had been dragged to a far corner, where the vines seemed content to leave them for the moment. Rarity, however, had a different location in mind. Using all her might, she telekinetically wrenched the bags away from the vines before too many could latch onto them, like they had when they first took the bags away. Lifting the saddlebags into the air, she spit on the still-levitating ‘pop rock’ and zoomed it over to be shoved down the bag.

“Rarity, what are you—” Fluttershy’s imprint tried to say, only to have her words devolve into choking gargles as the saddlebags were magically thrust into her throat and pushed down it. The white unicorn could feel the tree trying to hack the bags back up, but she refused to give up until the tree at last swallowed the bags whole. After a few rather disturbing coughs that hacked up what looked like tree sap mixed with blood, Fluttershy’s imprint managed to wheeze “What was that for? No matter, I’m rerouting it to the tree’s recycling plant. Don’t worry, whatever that was won’t hurt me or anypony else once it gets there. I should take you there just to see it after your perfection; you’d never imagine how beautiful an internal lake of hyperactive stomach acids can be!”

Rarity felt like the monster was about to see just how beautiful her own stomach acids could be when hurled into the false face, but whatever bile was brought up was gulped down again in cold fear as a vine sporting a rather new appearance sprang up from the ground. Unlike the others, which were just prehensile plant stalks, this thing looked more like the sword-tipped vines of The Hall of Life. Unlike those poison-filled stingers, though, this monstrosity’s pulsating veins rushed with a dark fluid that Rarity somehow instinctually feared was much worse than poison.

“We’ll start with Rarity first,” Fluttershy’s imprint announced. “Not that the rest of you won’t get your turn, of course! It’s just that she’ll be the easiest to perfect. I’ve never worked with a two-leg before, and that rainbow technology armor will take some time to take off before any perfection can start with you, Miss Rainbow Dash lookalike. As for the Pinkie Pie’s Party Supplies’ representative, I’ll have to give the matter of your perfection some thought.”

No! Why wasn’t her plan working?! The horde of ‘pop rocks’ and the magic of who-knew-how-many destroyed gimmicks should be wreaking havoc right now!

“And let’s not forget to remove this little distraction,” Fluttershy’s imprint chided as vines struck out to wrench the Disk from its enveloping blue aura. “Wait, is this one of the Disks? Like the kind the real Fluttershy left you?”

“Yes!” Rarity answered. “Now give it back!”

‘And die, while you’re at it!’ she thought bitterly. ‘Why isn’t some part of the monster exploding? Surely that much magic must have done SOMETHING by now!’

“Well, I don’t want to take something one of your original friends left you, so I’ll just lay it right here,” the imprint promised as she laid the magical recording device below the white unicorn. A few tiny vines snagged onto it lest Rarity lash out and use the Disk as a weapon again, but at least it wasn’t being taken away. She could still get to it if she could just find a way out of these other vines first! “Now, let’s move on to my favorite part!”

Before Rarity could ignite her horn, before she could so much as widen her eyes in horror, the spiked vine jabbed forward and pierced deep into her chest.

The white unicorn screamed.

She could feel the dark liquid forcing itself into her bloodstream, rushing through and contaminating what felt like every cell of her body all at once. Her eyes rolled back in her head even as the veins within them bulged and darkened with the flow of the black ooze.

“Rarity!” Megan and Firefly both shrieked.

“MARSHMALLOW!” Surprise shouted. Her eyes narrowed as they turned on the false face of Fluttershy’s imprint. “No fair! I wanted to go first! Oh, well. You’ll pay for not awarding me the first turn when Marshy’s plan finally pays off.”

“What are you talking about?” the imprint inquired as Rarity’s mouth began to gurgle and dark liquid started to dribble out. Every vein in her skin looked like it was full to bursting, each vessel pulsating just as much as those on the vine and darkening with the organic sludge running through them.

“What Marshy didn’t know when she fed you her supply of gimmicks is that the saddlebags are enchanted to not allow a gimmick’s activation within them,” Surprise explained. “That way they don’t all go off in a catastrophic chain reaction, which is unfortunately exactly what Marshy wanted them to do. But the saddlebags will dissolve when they hit your recycling plant, and every gimmick that used to be in them will activate when they are exposed to the magic in your hyperactive digestive juices in three… two… one…”

“I’m afraid I still don’t under—” the monster tried to say before a lurching shake racked the room. One of the imitation eyes fell out and splattered on the floor, the empty socket behind it bleeding a river of more of that bloody tree sap. The other eye simply slumped and deadened, losing any semblance of functionality. As this happened, a decidedly un-equine scream of pain echoed throughout the room from what sounded to be very, very far beyond the walls.

The spiked vine still injecting Rarity withered and crumbled into brown dust mixed with more of the black ooze that hadn’t made it into the white unicorn’s body.

The vines holding up the group died and crumbled as well, dropping them into the sticky red pool below.

Rarity screamed as she splashed down in the gunk, the searing pain of the tree’s internal fluids scalding against the pierce in her chest. She flailed about in utter agony before violently coughing up some mixed liquid of her own and forcing her shaking frame to stand up.

“Rarity!” Megan gasped as she leapt into the air and hovered quickly over to the stricken pony. “Are you alright?! There has to be some way we can get that stuff out of you—”

“Not unless we can get out of this nightmare factory first,” Rarity managed to wheeze between coughs. Every vein in her body felt like a rushing river, and her chest throbbed around the pierce. She sat in the muck so she could get a good look at the wound, gasping as her eyes met it. The hole had already closed over. The scabbed tissue was dark like the fluid and ran out in warped root-like structures across the white unicorn’s chest. The pain lessened by the moment even as her body began to feel more energized than it had in ages. That frightened Rarity most of all. “And fast! That monster won’t stay down for long!”

“But how do we get out?!” Firefly questioned frantically. “The only door in this room leads back through The Hall of Life, and that’s closed!”

“We don’t need a door,” Rarity announced, looking up to the giant empty eye socket. The others’ faces took on suitable expressions. Rarity wasn’t feeling too keen on their only apparent exit either, but she’d already hacked up all the internal fluids she could today. Telekinetically ripping the Disk from its leafy prison on the floor and slipping it in Surprise’s saddlebags, the white unicorn leapt onto the remains of the fallen eye and then climbed up into the eye socket.

Using her magic to help her hooves dig into the fleshy walls of the upwards-rising tunnel beyond where the giant eye had once gazed, Rarity tried as hard as she could not to let herself think about what she was doing, much less what had been done and might still be being done to her. When the tunnel had finally leveled out, she allowed herself a brief moment to curl up and shiver with disgust. She would NEVER be clean again. She just knew it. She only hoped that whether she did or didn’t, she would at least still be herself when the feelings came.

And wait… what was that?

Contrasting quite heavily with the dark, glistening red of the rest of the hallway was a small patch of purple sheen. Rarity telekinetically lifted the object and brought it close to her face, squinting in the darkness. Though the thing was drenched in the sappy blood of the hallway, the dark lavender clump of hair was all too familiar.

“No…” Rarity whispered to herself, panic rising in her voice. She shakily stood up and turned her head to see her tail, which she swished to the side to better observe. Sure enough, a small yet noticeable piece was missing. It hadn’t been cut from the rest of the hair, it had simply fallen out, most likely right when she had scurried up into the filthy passageway.

Firefly interrupted Rarity’s thoughts as she zoomed past the white unicorn, skidding to a halt and sending crinkles of blood-soaked tissue squelching up into wrinkles that she hastily jumped up and away from. Surprise followed, as did Megan, each of whom remained hovering just as Firefly desperately looked like she wished she had done. Rarity shook herself and forced herself to get back up, following her friends down the dank corridor. Firefly took the lead, her rainbow technology armor producing a multicolored glow in the damp darkness.

Rarity took up the rear, the glow from her horn lighting up the end of the group. She had no idea how long Fluttershy’s imprint would be indisposed. Whether it took that monster a few seconds to find them again or a thousand years, though, Rarity was finding it increasingly hard to care. With all the thoughts of what might be rearranging within her own body, as well as what she hoped wasn’t happening to her tail, her mind had room for little else, including the revolting horror of what she was walking through.

She prayed desperately that what had happened to her tail was merely a small side effect that had even now finished its work. It would take ages to grow back the missing curl in her tail, but that would be well worth it if nothing else happened to one of the few things of pride and joy she’d brought from her own time.

The group rushed along the organic corridor for what seemed like hours and very well could have been. There was no way to judge time down here, but thankfully it didn’t seem like they were going to be down here for much longer.

“I see a light up ahead!” Firefly called back to them. “It looks like sunlight!”

Rarity’s eyes sparked with hope. If that really was sunlight, then they were so close to getting out and hopefully leaving this place behind forever. Had her mind not been so preoccupied with the gunk dissolving into her bloodstream, the white unicorn might have wondered why a tunnel behind the eye of Fluttershy’s imprint led outside. Perhaps it was there to provide ventilation for the sappy blood running through the tree. Then again, even if the thought would have crossed her mind, she would have quickly dismissed it. Who cared why the opening was there so long as they could be free?

That hope of freedom vanished instantly when something silky brushed Rarity’s hind leg. The white unicorn whirled around, and two thing happened at once. First, she saw that another significantly larger section of her tail had fallen to the muck. Second, the force of her quick turn proved to be too much for whatever weakened roots were holding what remained of her tail in place.

“What the—” Megan almost swore, whirling around herself to see what had just hit her, only to see the remains of Rarity’s tail soaking up fluids on the floor of the corridor. Her face drained of color as she looked up at the even-whiter-than-usual unicorn, who had herself turned back around and was looking at the same dark purple curls of hair. “Rarity… I…”

The white unicorn screamed like she hadn’t since... well... falling into the bloody sap of the perfection room.

“MY TAIL!” Rarity screeched. She stuck her head back and her rear forward, seeing not a single hair left. Her rump was completely devoid of any trace of what had once been there. “THAT MONSTER IS GOING TO—”

Before the significantly unbalanced pony could finish her sentence, though, a fresh wave of pain cut her off. This time, however, the agony was centered on her eyes.

“No, no, no, NO!” Rarity chanted desperately to herself as the pain in her eye sockets escalated. Red swam before them, and they felt as if they were on fire. Scratch that, they felt as if they were MELTING.

Then they did melt.

The white unicorn shrieked in pain she hadn’t imagined was possible, collapsing and writhing in agony as her vision disappeared, her liquefied eyes welding her eyelids together. The pain escalated to its peak, and her nervous system couldn’t take it anymore. She suddenly lay still, motionless. Her brain struggled with all its might to regulate her most basic functions, sending furious signals to her organs… some of which weren’t quite her organs anymore, and were becoming less so every moment.

The worst part, though, was that Rarity’s brain was so preoccupied with just keeping her alive that it failed to relieve her mind from the horror her body was wracked with. She couldn’t move, but she could experience everything, from the sealed-off pockets of swirling molten ooze her eyes had become to the subtle shifting of tissue as cells were ripped apart and reconstructed protein by protein into something new and alien.

“RARITY!” she heard Megan cry out. There were splashes next to her ears, and some of the bloody sap saturating the floor sprayed on her cheek. Next it felt like she was moving, her body being rolled over by the feel of the human’s hands. It was the first time she and Megan had actually touched, and the hands felt even more alien and bizarre than she’d imagined. No claws, no fur, no scales. Just long, knuckled appendages coated with smooth flesh.

Smooth flesh. Just like the spot where her tail used to be.

“MARSHY!” came Surprise’s voice, filling the hall. “This is no time to take a nap!”

“What is it—what happened?!” Firefly’s voice came next.

“It must be whatever that stuff was she was injected with,” Megan replied. “She can’t move, but she seems sedated for now. Can you carry her on your back? I can form some ropes to tie her down.”

There was no response, but the split pegasus must have nodded, because the next thing she knew, Rarity was being lifted by a cushion of air. Her back then met the feeling of the warm body of a pony slightly encased with metal, and bands of pressure pressed down on her, securing her in place. The rainbow technology of Firefly’s mane crackled and tickled the white unicorn’s nose.

“What’s wrong with her?” the white pegasus’ voice demanded. “Is she going to explode with creamy marshmallow goodness?!”

‘Not helping, Surprise,’ Rarity thought bitterly.

“I don’t think so,” Megan answered. “But before we can help her, we have to get out of here. Firefly, where did you say that—there! Let’s move!”

There was a prolonged rush of wind, and then the feeling of vertigo mixed with the air pouring down over her, rather than past her, as the warmth of what must be sunlight cascaded onto her coat.

Rarity heard Megan snap, and then next thing she knew, the feeling of ropes and Firefly’s body disappeared as she was lowered onto something rubbery, presumably another newly-formed life raft. There was some shuffling, and then the sensation of movement. The raft lurched forward as the air flew past them.

Despite the pain, Rarity smiled. They’d made it. She knew she shouldn’t be celebrating just yet, as the spiderbats had made quick work of them on the way in, but they were outside again in the sunlight. In that moment, for however long it lasted, they were free of that monster.

Wait… Rarity had smiled? She had smiled!

The white unicorn experimentally twitched her ears, and much to her relieved delight, found that they moved accordingly. The sensations of her body had never left, but now their sense of obedience came rushing back, almost as if they had never left either.

Rarity cautiously sat up…

“Rarity!” Megan gasped in overjoyed surprise. “You’re alright!”

… and, much to her own surprise, found that she could open her eyes.

She had expected to see the smiling face of the human and the ditzy look of the white pegasus, but she saw neither. Instead, Megan’s face was filled with utter shock. Surprise, for once, looked surprised herself.

The field of dread flowers in Rarity’s stomach erupted into a dread forest.

“What is it?!” she demanded. “What’s wrong?! I know my tail’s gone, but what else—what else happened to me?!”

She darted her gaze across her form, but found nothing amiss save for her missing tail. That would still sit heavily with her as a psychological wound, probably for the rest of her life, but at least it could either grow back or be replaced with a faux tail. And besides, that wasn’t anywhere near the psychological wounding Sweetie Belle’s copy had caused. With that, all she could hope for was that the monster had been lying.

With a relieved sigh, Rarity turned back to her companions, who were still looking at her with utter shock. Megan was trying to conceal it with a forced smile, but even if such a ruse hadn’t been completely transparent, Surprise’s unchanged expression was a dead giveaway that all was not well, even if the white unicorn couldn’t tell.

“What’s wrong?” Rarity inquired, the dread forest in her stomach not as large as it had been but still present. Something was definitely off here, though the white unicorn couldn’t fathom what it was. She blinked in confusion, and the world changed. She screamed.

What was going on?! There were no more outlines, no shadows. Everything had dissolved into blobs of color that radiated outwards. Much of what she saw was completely devoid of anything but black, though there was a patch of red and yellow where the sun should have been… and patches of red, yellow, and even green where Megan and Surprise had just been sitting. What was she seeing?!

Rarity took all this in instantly, shutting her eyes tight the moment after the mad visage of color had assaulted her sight. After a moment, she ventured to look at the world again, and sighed with more relief and even more confusion. Everything had returned to normal, including the unnerved reactions of her friends.

“What’s going on back there?” Firefly called back. She might not have been able to see whatever Megan and Surprise were seeing, but she must have more than been able to hear Rarity’s scream.

“Nothing!” Megan answered loudly before anypony could react. “We’ll tell you when we get far enough away from the tree.”

“What WAS that?!” Rarity questioned. “Everything just turned into colors! Oh, no… It’s my eyes! Something happened to my eyes, didn’t it?! What happened?! What’s going on?!”

Megan looked like she was about to say something, but stopped herself. Finally, releasing a defeated sigh, she formed a mirror and lifted in up to the white unicorn, saying “I suppose you’ll have to find out sooner or later.”

Rarity gulped and cautiously peered into the looking glass, dread fueling the forest in her stomach.

Her eyes were the same in size and shape. Her eyelashes were unchanged. But her irises, her beautiful blue rims around pools of shining dark, were gone. In their place were dark slits surrounded by ovals as green as the fire of the being she had first seen use such eyes. These were not the eyes of a pony, but the eyes of a dragon.

They were Spike’s eyes, down to the last detail. There was no mistaking it. Fluttershy’s imprint, or maybe even the real Fluttershy, must have gotten a sample of the dragon’s genetic material all those years ago. All this time, preserved, waiting to be used in the fabrication or perfection of just the right creature. That creature, it seemed, was Rarity.

The eyes of the dragon filled with up with the tears of the pony who had been forced to wear them. Thanks to Fluttershy’s imprint, Rarity couldn’t even cry with her own eyes.

But the colors… what in The ULE had that been? Hadn’t Twilight once said that dragons could see heat? Inf... Infra... In... what had she called it? Regardless, the white unicorn had found such a concept hard to imagine at the time, but was that what it looked like?

“It’s not… that big of a change…” Megan tried to comfort. “I mean, sure, your eyes are different, but it’s just your eyes! And your missing tail…”

Rarity knew she should be thankful. From what she’d seen of the chimaeras crawling along the tree, she’d gotten off quite easily. Who knew what that stuff injected into her would have done if the process hadn’t been interrupted. Megan was right, a missing tail and a new pair of eyes were a small price to pay for freedom from that place…

But that didn’t mean that it still didn’t hurt. Rarity had always taken great pride in her appearance. Many saw it as vanity, but the white unicorn had seen it as the strive towards personal perfection. Not the abominable alteration that Fluttershy’s shade saw as perfection. No, this was what being a lady was all about. Her friends, her first real friends, had understood that. How she conducted her outwards appearance was meant to be seen as a glimpse into who she was on the inside. Someone who wanted to be the best they could be at being themselves, not just for them, but for everypony around them.

And she could still do that. But much of what she’d used to do that for so long, so long that it had grown to be an important canvas on which to paint the beauty of her soul, had been taken from her. And if her tail didn’t grow back, no matter how many faux tails she bought she would never truly regain that piece of pride at being able to convey who she really was. Though her eyes could be disguised with a spell, they would always be different.

Rarity tried to smile, the tears welling in her eyes overflowing and pouring down her face. Giving up, she curled up into a ball and cried.

“Rarity…” Megan voiced, crawling forward on the life raft and slinging a comforting arm around the huddled pony. Surprise, silent, trotted over to do the same with a foreleg.

“I’ll be alright,” Rarity promised between choked sobs, finally lifting her head with renewed vigor. “Whatever this new era may do to me, I won’t let it break me. I made a promise to myself that no matter what happened, I would keep on fighting. For my friends. Even if my own body isn’t mine anymore.”

“Don’t just live for your friends,” Megan comforted. “Live for yourself as well. You’re worth it. And besides, maybe your tail will grow back.”

Rarity was about to voice that she had hoped for the same thing, when her tail DID grow back... But, like her new eyes, it most definitely wasn’t hers anymore...

. . .

AUTHOR’S NOTE: Don’t worry! Next chapter: our heroes finally catch a break, and something GOOD happens!

EDITOR’S COMMENT: I can’t wait for what happens after the cliffhanger. It’s not what you think it is. Pseudoshy doesn’t like to make matched sets, after all. What would help Rarity survive...? Something pretty freakin’ COOL, that’s what.

Chapter 17

Rarity had never experienced something slicing into her flesh until her experience with the ‘perfection’ vine. Later she would think it ironic that she should experience the same thing such a short time later, only in reverse.

Her tailbone flared with a white-hot, tearing, ripping pain, like thousands of superheated needles burning her skin and muscle away cell by cell. Every muscle clenched involuntarily in a futile attempt to lessen the overwhelming agony, and the only thing she could hear over the blood rushing in her ears was somepony screaming. Wait... it was her.

Then, all at once, a spike as long as the thorn tipping the end of the ‘perfection’ vine ripped its way out from where her old tail used to be, followed by multiple bulging segments as it arced up and around behind her. The new appendage curled back, covered in a glistening dark liquid almost indiscernible from its shining black shell.

The pain left her all at once. Whether the changes were done or her overloaded nervous system had simply somehow managed to get a handle on her mutating form, Rarity was at last plucked from the waking world and thrust into well-deserved and long-overdue unconsciousness. Her friend’s shouts faded into silence as she collapsed on the life raft, her eyes steadily drifting shut.

The last thing she saw was a single drop of something falling from the tip of her newest appendage.

Something that sparkled in the sunlight.

Just like a diamond.

. . .

“R…”

“Ra…”

“Rarity…”

“Rarity!”

“RARITY!!”

The white unicorn awoke with a gasp, her eyes darting frantically around in search of danger. Her brow furrowed as, for the first time since waking up in this frightening new era, she couldn’t see any.

“Surprise?” Rarity inquired to the frizzy-maned pegasus hovering upside-down over her. “What’s going on?”

“For somepony who has already slept for a thousand years, you sure do spend a lot of time unconscious!” Surprise giggled. “I should think you’ve had more than enough shut-eye!”

“That doesn’t answer my question,” Rarity grumbled, finding herself agreeing with the insane pony, much to her chagrin. Then again, though, she couldn’t really find it in herself to feel angry. There didn’t appear to be any danger at the moment, and that created more of a mix of mind-boggling confusion and utter peace that Rarity hadn’t felt since, well… ever.

She looked around one last time, just to be sure there weren’t any shifty red eyes lurking in the shadows. Not a single monster’s claw, slime-dripping thorny vine, or gleaming metal hide of android could be seen. There was truly nothing in the forest clearing other than the small campfire Megan and Firefly were using to roast… something… on sticks. Oh, boy.

“Ah, sleeping beauty awakes at last!” Megan chuckled. “Took you long enough, though thankfully not as long as last time. How do you feel?”

The blood drained from Rarity’ already stark-white face as she realized she felt fine, save for the missing sensation of one limb in particular. She leaped to her hooves from the leafy floor of the forest, and whipped her head around to ogle at what had recently found its home on her backside.

The long, segmented, and spiked tail of shining black stretched out behind her, lying flat and lifeless on the green grass. It looked like a scorpion’s tail, although large enough to befit a pony. Not quite as large as a manticore’s, however. She couldn’t feel anything from it, despite it being attached to her rump... Was that good or bad?

After a tense moment of all eyes watching her, Rarity spoke. “I feel fine… But as far as the… tail… goes, I don’t feel anything at all.”

A glimmer of hope sparked in Rarity’s eyes, which quickly faded into a look of horror.

“Well… since I can’t feel it…” the white unicorn mused as she stared at her tail, both dreading and desperately clinging to the words escaping her lips almost of their own will. “Maybe… it could be… removed?”

“I don’t think that would be the best idea,” Megan answered. She tapped her digits together. “I know you’ll hate hearing this, but who knows how much that tree-thing changed you in ways we can’t see? If we cut off the tail, we might be removing something vital to your new physiology.”

Rarity’s face fell. A jolt suddenly raced down her spine, causing her gaze to snap back to her new appendage when the jolt didn’t end at the base of her tailbone. Alien sensations flooded her mind as the spiked monstrosity connected to her twitched, before falling lifeless again.

She hoped that the sudden sensation of connection to this... thing... had just been a passing fluke rather than a portent of things to come. Dragging her new tail everywhere was hardly ideal, but actually being able to FEEL it was just... revolting!

Eager to get her mind off of the subject, Rarity turned to her friends. “What is that you’re cooking?”

“Beats me,” Firefly answered. “Right after we landed in The Forests as far away from that tree as I could take us, our stomachs rumbled and... Well, the next thing we knew, every tree around us started growing fruit that fell down at our hooves. They’re great raw, so we decided to see what they taste like when cooked.”

“And you trusted wild fruit?” Rarity questioned incredulously. “Especially in THIS forest?!”

“Actually, the trees of The Fluttershy Forests are all genetically engineered to actively try and provide the perfect possible habitat for all life-forms within them.” Firefly’s voice was strained, her teeth grit, almost as if she was trying to hold something back. “I surmise that it must have been one of the real Fluttershy’s machinations. That’s why we’ve been safe here, even from the factory.”

“How did Fluttershy get into changing living things in the first place?” Rarity wondered as Megan handed her one of the fried fruits on a stick. Her horn glowed as she reluctantly took it. If it really was her real friend’s idea, then it must be safe. She only hoped that her real friend’s idea hadn’t been tainted by that monster in the centuries following her death. “I know she always wanted to help animals, but when did that turn into altering them?”

“It all started out simply enough,” Firefly explained with tears in her eyes and a rasp in her voice as she struggled to keep the building coughs at bay. “The real Fluttershy was trying to discover a methodology beneficial to the restoration of damaged tissue. Magic spells only went so far, so she eventually formulated the idea to synthesize new tissue that would then be grafted onto the damaged biomass. Over time, regeneration led from replacing faulty tissue and birth defects with healthy organs, to genetically implanting or altering the tissue altogether. Finally the company was able to manufacture whole organisms crafted from the genetic blueprints of all kinds of creatures. She only ever wanted to help life by… making it as safe and self-sufficient as physically possible, but she never… forced anypony to… adopt her… strategies. That… c-came… la-… late-...”

Firefly couldn’t hold out any longer. The wracking coughs burst forth, causing her to collapse, gasping for air. Rarity wanted to do something to comfort her, but she knew that after such a spasm it would not be Firefly she would be comforting.

There had to be a way to save her. There just had to be. Disks or no Disks, Rarity mentally promised to scour the next place of magical knowledge she came across for something that could counteract such a vile enchantment.

“Whoa, sorry about that, everypony.” Firefly rose with a cocky smile, wiping at her mouth. “Did I miss anything?”

Rarity only stared at the pegasus, slightly revolted by the faint smears of red on her friend’s chin. And not because it was blood. “Speaking of how the real Fluttershy got her start,” she ventured, uncertain, as she turned to Megan. “I was beginning to wonder how the humans got their start. As well as, well… as well as that thing that little monster mentioned in The Hall of Life.”

“You want to know how and why my species destroyed an entire universe?” Megan replied, a solemn look on her face. Rarity hesitated, and then nodded. “I knew this was coming... I guess if I’m going to be travelling with you, you might as well know. I’d leave afterwards if you wanted me to, but seeing as how you seem to want to keep Firefly around, I guess you’re stuck with me as well.

“Humans have never been the most peaceful of races,” Megan explained. “Our history is splattered with bloodshed. That isn’t to say that we used war to solve all our problems, but sometimes things did spiral out of control. Despite this, we were always happy to point out to ourselves that despite our destructive nature, we never destroyed ourselves completely. There was a time in our history known as The Cold War, when we developed weapons that could wipe out our entire species. But we didn’t use them. We refused to destroy ourselves, no matter how much one side of the conflict may have opposed the other.”

Rarity nodded, listening with rapt attention. Regardless of what Megan’s people did in the past, it didn’t necessarily reflect her. However, it didn’t necessarily mean that their motives wouldn’t be present in at least some degree in her either. Megan had been right when she said that Rarity wasn’t going to abandon Firefly, and that did indeed force Megan to tag along. But, if there was even the slightest chance that Megan could be dangerous to them or anypony else, then Rarity wanted to know about it.

“However, not destroying ourselves only became half the battle when we developed the technology to travel to other planes of existence…er, other places,” the human went on. “That concept is complicated enough in itself. But when we first discovered these other places, we also discovered other peoples. Sentient beings who were definitely not human. We didn’t know what to think about them at first, but the humans in charge of the operation at the time decided that a peaceful relationship would be best. So we set up a trading agreement with the other race, and both sides prospered.

“Eventually, though, we encountered the other half of the battle,” Megan continued. “We sure didn’t want to destroy ourselves, but these other beings were different from us. And, when those differences sparked hostility between our species that neither side fully understood, war broke out. They refused to give up the war no matter how much we pleaded with them for peace. We were more advanced than they were, meaning we could better defend ourselves from anything they threw at us, but no defense is impregnable. Sooner or later they began sneaking through the cracks and causing some real casualties and damages.

“When that happened, we made it clear we’d fight back if necessary. We did some minor things as a warning to them, but nothing that actually created much harm. But still they persisted, and innocent humans who had no ties to the trading agreement were dying. Closing the portals wouldn’t solve anything , as that technology was one of the first things we traded with them. They could just open up a new portal and keep on attacking us. So we ended the problem the only way we could think of, which was by ending them. Every last one of them, and their universe to boot.”

Rarity sat silently for a moment, unsure of what to think. She was relieved to hear that the destruction had only been in self-defense, but the fact that that destruction meant the death of an entire species filled her with horror. If they could do something so horrific so easily, what could they do to The ULE?

She had no doubt that Megan’s words were true. She’d witnessed firsthoof what a single human was capable of, so who knew what the entirety of them could do? Speaking of which, if they had the technology to destroy so much, wouldn’t they have also had the technology to stop the war in some other way? It just didn’t make sense that such a horror was really all they could have thought of.

“But in a way, all clouds have a silver lining, even the darkest of thunderheads,” Megan added. “We hadn’t known if we wanted to include every living sentience as equal to us or count them all as simply different and thus not as important. The death of so many at our own hands, though, woke us up to the reality of the situation. Every sentient species is equal, and thus worthy to live out their own lives by their own choices. We continued to explore other places than our home and trade with those who were willing, but we always made it clear to the new species we met what we had done in the past. We always gave them the option to be left alone. Ever since, those who trade with humanity have done nothing but prosper. We’ve even saved a few universes that would have ended without our intervention.”

That settled it, then. Sure, they had done something horrible beyond words in the past. But, since then, they’d done nothing but be a help to those they met, just as Megan had done nothing but help Rarity and her new friends. If Megan was really as bad as the universe-destroying species that Applebloom’s impostor had made her out to be, then the human could have easily killed them all save Firefly and gone on her merry way, especially seeing how Rarity had forever altered her life in the first place. But she hadn’t. She’d stuck by them and helped them as much as she could.

“Then again, maybe I should warn you about what would happen if your nation did open trade with us,” Megan spoke up again after a moment. Rarity’s ears perked up, the dread-forest in her stomach rustling. She prayed there wasn’t some catch that would ruin the positive light that had just been shed on such a dark revelation. “We don’t trade weapons or anything, so don’t worry about us empowering you with the means to destroy yourselves. But every species that trades with us eventually adapts our technological lifestyle. You see, there was more to my escaping the human compound than just wanting to see this world. How can I explain this? Well… humans can be boring.”

Rarity quizzically raised an eyebrow. That was the last thing she had been expecting to hear.

“Human technology has advanced to the point that machines run almost everything. Your whole life is planned out from the moment you’re born and your DNA is analyzed. If you have the genetic material for artistic talent, then you’re trained to be an artist from then on out. It’s the same with every other job, be it doctor or quantum physicist. Everyone gets a job based on their talents and interests.”

“That sounds an awful lot like Equestria. I mean, The ULE, except we get our futures set after we discover our cutie marks,” Rarity interjected. “How is that boring?”

“Because that’s not the end of it,” Megan continued. “Sure, everyone is doing what they want. We even have the technology to prevent any diseases, to match you with your ideal mate, to make sure that the bathwater is never too hot or too cold… Everything’s planned out, and everything’s perfect!” Megan’s voice was starting to lose its usual placidity. “It’s horrible! There’s no instance of chance, no possibility of something unexpected happening. Sure, that means that nothing bad will happen, but it also means that nothing unexpectedly good will happen either. There’s no excitement, no need to push or challenge oneself. You’re not really living, you’re just a meat puppet operated by a machine that is programmed to smile even if isn’t even alive!” Megan blinked a few times, before horrible realization dawned on her face, and her head whipped to Firefly. “Oh… wait, no, I’m so sorry, I didn’t mean…”

Rarity turned her gaze on Firefly, seeing the pegasus staring at the ground.

“It’s alright…” Firefly, the real one, muttered. Despite her quivering, forced smile, Rarity could see tears in her eyes. “I just wish I could be more like you, then. I wish that I too could cut my strings.”

Rarity instantly knew that she HAD to find a cure, and fast.

Because of this, Rarity was beyond surprised when something resembling one fell on top of her head.

The white unicorn shrieked in surprise and sprang up, the fruit bouncing off her head and coming to rest on the forest floor. Instantly dozens of the things began sprouting from the trees and cascading down from prehensile branches. She tried to dodge as many as she could before finally ducking and holding her hooves over her head, thinking that the monster with Fluttershy’s voice really had poisoned the rest of The Forests after all. That is, until she opened her eyes and saw that the fruits weren’t being aimed at her, or any of the group, other than a certain pegasus.

As the last fruit landed at Firefly’s hooves, she looked up in surprised confusion.

“What in The ULE?” she murmured, turning her attention back to the round, plump balls of juice and sweet plant flesh. Almost instantly, her eyes lit up, and she dropped down to bury her face in the things.

“What in The ULE indeed,” Rarity agreed, wondering why in the world Firefly was suddenly so ravenously eating this new fruit. Hadn’t she just said she’d already eaten several of the other kind? What was so special about these?

A blue glow enveloped one of the juicy lumps as it was moved to hover in front of Rarity. These fruits certainly looked different than the ones Firefly and Megan (and presumably Surprise) had been roasting, but what was so special about them? She turned the fruit around in the air as she observed it. It was roughly pear-shaped, golden in hue with—

Rarity gasped as she caught sight of something most unexpected. In raised, darkly-pigmented font were words growing out of the side of the fruit.

“Temporarily releases from magical parasites,” the white unicorn read.

“They’re charged with magic themselves!” Firefly called between mouthfuls, golden juice dribbling down her chin. “I don’t know why I didn’t think of this before! I guess I thought it was impossible, but The Fluttershy Forests are engineered to provide the perfect possible habitat for life-forms. And when I wished I could cut my puppeteer’s strings, The Forests tried to grant that wish by…” The pegasus shook, before twitching violently. “NO! STOP IT! STOP EATING THAT STUFF! I’M IN CONTROL HERE, AND I’M—”

“GONE!” Firefly interrupted, cutting her other self off with a firm stomp of her hoof. She was smiling from ear to ear, tears of happiness brimming in her eyes. “At least, until the fruit wears off. I wonder how long it lasts…”

There was a moment of silence, uninterrupted by even the slightest of coughs from the pegasus.

“It works…!” Rarity breathed. “I… I don’t believe it! I knew I was searching for a cure for you, but to be given one so suddenly… I’m so happy for you, Firefly!”

“You were looking for a cure for me?” the temporarily un-split pony questioned. The tears couldn’t be held back any longer. Firefly got up from where she’d been feasting on the fruit, trotted over to Rarity, and tugged her into a tight embrace. The white unicorn was happy to return it. “Thank you. Nopony’s ever tried to save me. To my knowledge, not even my own parents.”

“Not even your own…?!” Rarity tried to echo as Firefly pulled away and sat down next to her, looking into the fire. “But… but why?!”

“I don’t know,” Firefly admitted. Rarity was eager to hear this conversation with the real pegasus continue, but as each blessed moment wore on, the fear of when the fruit’s effects would wear off only increased. Rarity promised herself to pack as many of these fruits as possible. The key to saving Firefly permanently might just be in these large golden pear-things. Maybe if she could find some expert on magic who could amplify the fruit’s effects… “Any number of possibilities have plagued me.

“Maybe they swallowed the lies that my life really would be better with President Rainbow then it would have been with them,” Firefly continued. “Maybe Rainbow Industries paid them to keep quiet, or had them… taken care of, through some other means. All I know is that back when I was a filly, one night I went to sleep in my house, and when I woke up, I was in President Rainbow’s office with the imprint herself and Shocking Results. I never saw my parents again. Several years later, when I was feeling more myself than usual, I managed to sneak away long enough to visit my old home… but there was a new family living there. I looked around for my parents further, but our old neighbors said they hadn’t seen my parents since the night their daughter went missing. I looked a lot different at that point, but before I had the chance to tell them that I was the missing daughter, the Rainbow Industries ponies found me.”

“I’m… I’m so sorry…” Rarity whispered. “Once we find a permanent cure, we’ll have to go looking for your parents as well.”

“You’d do that for me?” Firefly almost whispered. “But why? Why are you helping me so much when you have nothing to gain from it?”

“Why would I need a reason to gain from it if you’d gain from it?” Rarity said with a smile. “You need help, and that’s all the reason I need.”

“You really do represent The Element of Generosity,” Firefly said. “Everypony in The ULE hears the stories of the company founders, but I guess I could never really envision a pony that ideal. I thought most of those tales were just myths. Now, I’m happy to say I was mistaken.”

“Based on what you’ve seen of my friends’ legacies, I’m not surprised,” Rarity commented wryly, her dragon eyes shining. “Though rest assured, they’d be outraged if they learned what had become of their companies. At least, all but Pinkie Pie would, and I don’t know about Applejack. Come to think of it, I haven’t heard anything about her company since I woke up. Where is it based, and what does it produce?”

“It’s out on The Sands behind The Walls,” Firefly responded. “And, um… I don’t think you’ll like hearing this, but… Applejack doesn’t really have a company anymore.”

“What?!” Rarity gasped.

“Applejack’s Antis went under—literally—around the time of the expansion of The Solar Empire,” the currently undivided pegasus explained. “Princess Celestia had begun to use the sun itself as a weapon. She would bring it down close to the world over whatever country Equestria was currently fighting and scorch them into submission. The pony soldiers were protected by special cooling spells, but the other peoples weren’t so fortunate. One of the peoples to hold out the longest were the wandering buffalo tribes. They had magic of their own, using their shamans to protect them from the heat with previously forbidden spells brought out in this desperate time of need. They summoned icy spirits, and though the buffalo tribes had another name for them, you may know them as windigos.

“The war was fought, ironically, out of love rather than hate,” Firefly went on. “This stopped the windigos from gaining too much power as they had before the founding of Equestria, but the shamanic magic kept them strong enough to prevent solar oppression. Celestia refused to give up, though, scorching the desert and surrounding lands where the buffalo tribes made their home. The buffalo themselves were safe, but they could not protect the entirety of their lands, and so the heat of the sun turned everything not under windigo protection into ash and dust. The desert expanded, overflowing into other nations, including Equestria. Applejack’s Antis could only produce their wares in their headquarters in Appleoosa, so when the desert buried the city it ended the company.”

“What about Applejack’s imprint?” Rarity inquired, not sure what to make of all this. On the one hoof, it may have meant the end of a warped imprint’s company. On the other, it may have only ended the company of an imprint who was only slightly different than the original. “What happened to it?”

“Nopony knows,” Firefly answered. “Just like the other imprints, it couldn’t leave its factory. It was buried in sand with the company headquarters.”

“And that’s what The Walls are for? To keep ‘The Sands’ of that desert from expanding into The ULE?”

“Indeed,” the multicolored pegasus affirmed. “Though nopony understands why, The Sands didn’t stop expanding even after The Sun was put back in its proper place. The Sands would have overwhelmed all of The ULE by now if The Walls hadn’t been constructed.”

“Do you know anything about the way the imprint itself was?” Rarity inquired.

“I’m afraid not,” Firefly negated. “As you may well have already assumed, the imprints don’t get much exposure other than their advertisements.”

Rarity nodded. She had indeed assumed as much, but it was good to make sure.

“So I suppose you’re all expecting me to open up next about my tragic past?” Surprise spoke up before Rarity could ask what Applejack’s Antis had produced.

The group turned to face the snowy pegasus, who was still hovering upside-down. How she did that without all the blood rushing to her head and causing her to black out—just like all the impossible things Surprise did—was anypony’s guess.

“Not really?” Rarity replied. “Do you have—”

“Good!” Surprise announced with finality, her eyes shifting from side to side. “Because I don’t have a tragic past to bring up! My life is awesome!”

Rarity said nothing, taken aback. She had been sure that Surprise, of all ponies, wouldn’t have had any less-than-pleasant memories… at least, not before going on this search with Rarity. So why was she suddenly defensive about something that hadn’t even been brought up? Was that just Surprise being Surprise, or was something deeper at work here? Rarity certainly hoped not.

Surprise’s eyes darting nervously from one member of the group to the next, she suddenly whipped out a magical message-player from behind her back. Just like everything else Surprise carried, the phonograph look-alike couldn’t have possibly fit behind her and still remain hidden.

“Why don’t we play that latest Disk and take the focus off of me?” Surprise blurted quickly, pushing the message-player forward.

“Why didn’t you tell me sooner that you had one of these?!” Rarity demanded, her eyes lighting up. “I haven’t seen any other message-players this whole time, and I thought I would have to go back to Pinkie Pie’s Party Supplies before I could play another Disk!”

“You didn’t ask,” the white pegasus replied, still acting miffed about a conversation that had never happened.

‘Don’t think this is over yet, Surprise,” Rarity thought to herself. ‘First the Disk, and then I’m adding ‘finding out what Surprise is hiding’ to my list of things to do in this crazy era.’

‘Something tells me what you find on this Disk will thankfully make you so happy you forget about that,’ Surprise thought back, her mental voice almost a growl.

‘As well as figure out how you’re able to use telepathy without being a unicorn,’ Rarity thought with a scold, shooting the snowy flier an annoyed look.

‘That you shall never find out,’ Surprise’s thought-voice retaliated, her earlier anger having evaporated. ‘Unless you end up having to save the world… or unless you want to destroy it…’

. . .

Chapter 18

“Well howdy there, Rarity!” yee-hawed a familiar orange earth pony with a decidedly lighter coat than Rarity remembered. There were streaks of grey in her mane and tail as well. Her familiar Stetson was noticeably absent, though a beautiful replacement perched atop its former home. Rarity supposed that even Applejack would have eventually wised up about not being able to keep her beloved cowgirl hat around forever. “Uh, what do Ah say now?”

Upon this last vocalization,, Applejack’s focus had shifted from looking directly at the magical recording device’s eye to somepony out of sight.

“Just tell her what you’ve been doing and what’s going on in your life,” hissed an irritated voice that sounded suspiciously like Twilight’s.

“Oh, right,” Applejack’s older image agreed. “Well, let’s see… After Ponyville, Ah moved out here ta’ Appleoosa ta’ help Braeburn and the rest o’ the Apple family settlers. It weren’t long after that when Ah came up with the idea of antimagic and built mahself a company around the stuff. The basic idear is that ya’ take one spell and then cast another spell that is exactly the opposite charge of the first spell. This makes the two spells cancel each other out, and there ya’ have it! Antimagic!”

Rarity listened with rapt attention, not even daring to blink lest she miss a single moment of seeing one of her original friends again. Either her new draconic eyes allowed her to blink considerably less or she was just extremely determined, as afterwards she didn’t seem to remember blinking at all.

The fact that Applejack was talking about something that might solve Firefly’s problem once and for all only increased the unwavering nature of Rarity’s full attention. She already knew the spell to force a copy of Rainbow Dash’s imprint into a pony’s mind, so it sounded like all she had to do was create an antimagic spell to counteract the vile enchantment. Then, not only would Firefly be freed, but the spell itself would become useless. Nopony need ever suffer from the schemes of Rainbow’s imprint ever again, at least not for long.

The cold claws of reality gripped the white unicorn’s heart when she remembered Applejack’s company had literally been buried centuries ago. But that couldn’t be the end of it all, could it? Surely something of the company survived, right? Even if it meant digging down through a mountain of sand to get to the factory, Rarity was determined to find some antimagic.

“At first Ah just intended antimagic to be used fer prolongin’ the zap-apple harvest,” the recording went on. “If we could figure out how to stop the magic that makes all them zap-apples disappear at the end of the day after they show up, then we could harvest a whole heap more. But Ah quickly found out that with the help of some other ponies, antimagic could be used fer so many other things as well.

“Dragons use magic ta’ breathe fire, so if ya’ have the right antispell ya’ only have their strength ta’ worry ‘bout,” Applejack continued, seemingly lost in her memories of discovering such a wonder. And why wouldn’t she be proud of it? Such a discovery did indeed hold the potential to help so many ponies. If, like everything else in this frightening new era and the ages leading up to it, antimagic didn’t fall into the wrong hooves. “The same goes fer cockatrices and their nasty tricks, as well any other magical monster. Twilight supplied the magic and the unicorns, a’ course, but I came up with the idear.

“I guess that’s about all I can say ‘bout mah company,” the older earth pony finished. “It’s been hard without you, a’ course, but I can say I’m happy each of our friends’ lives have gone well. The Cutie Mark Crusaders ain’t The Cutie Mark Crusaders anymore. Scootaloo went on ta’ be Vice President at Rainbow Industries, but I’m sure you already know that from RD’s Disks. Applebloom’s the most successful architect in all o’ Equestria; she even designed this here company headquarters o’ mine. Sweetie Belle’s got her own singin’ career now, and boy do the crowds love her!”

Rarity’s face fell a little at this last mention. She knew all too well how Sweetie Belle’s life had gone. Scootaloo’s too, for that matter, if the copies in The Hall of Life were anything to go by. Admittedly, those might have all been lies. Rarity certainly hoped so, but the possibility that they had told the awful truth wouldn’t leave her alone, and probably never would.

“Speakin’ o’ which, has Sweetie Belle ever gotten a spot on one o’ these here Disks?” Applejack asked, again turning her attention away from the eye of the magical recording device. “I know all us friends get a say, but shouldn’t Rarity’s family get ta’ leave some messages too?”

“Oh, no!” the suspiciously Twilight-esque voice gasped from out of sight. “I completely forgot about the family!”

“Well we need to get them a spot on one a’ these Disks sometime, don’t we?” Applejack insisted.

“Of course we do!” Twilight’s voice—who else could it be?—agreed frantically. “And Rarity’s parents are already in The Ponyville Retirement Home! We have to go see them immediately!”

“Immediately?” the orange earth pony inquired. “You mean like, right now?”

“Yes!” Twilight’s disembodied voice responded urgently.

Applejack looked like she was about to say something else, when her eyes lit up, reflecting a familiar realization.

“Oh, no,” the older orange mare stated firmly. “Not that—not only do ya’ know how much that makes mah hip act up, think of how much it’ll scare ‘em! You could give ‘em heart attacks!”

“It’s the fastest way to get to The Ponyville Retirement Home and you know it!” Twilight’s voice insisted.

“Don’t ya’ dare—” Applejack tried to demand, but she was interrupted by a flash of light. When the fierce glow faded, the background behind Applejack had shifted from a wooden office to a room full of elderly ponies who were understandably startled. “…Ya’ dared.”

“Applejack?” a horribly familiar voice called from off-screen. “Twilight? What are you two doing here?”

Oh, no. No, no, no. NO! Not this, please!

But Rarity couldn’t pull her eyes away from the hologram, try as she might.

“Sweetie Belle!” the Stetson-wearing earth pony called, smiling and waving at somepony unseen. “It’s good ta’ see ya’ guys again!”

Suddenly the eye of the magical recording device was wrapped in another glow, though this haze was decidedly less bright than the previous. The view shifted from gasping and wide-eyed elderly ponies to spin and see—

“No!” Rarity cried out. “I can’t watch this!”

But she couldn’t tear her gaze away.

“Would you like to turn it off?” Firefly questioned worriedly.

“Quiet!” the white unicorn hissed, not even looking at the temporarily un-split pegasus as Firefly recoiled at her snap.

“O-okay,” Firefly mumbled, sounding a little bit upset. Rarity felt a tad guilty for a moment, but quickly shrugged it off; she had something more important to pay attention to.

There they were. Sweetie Belle, older than when she had supposedly given up on Rarity, but younger than when she had refused to sing at her elder sister’s ‘funeral.’ And there, older by far, were Rarity’s parents. The unsophisticated, heavily accented, and beyond embarrassing ponies who had less class than anypony Rarity had ever met.

Tears formed in her eyes as the full force of how much she missed them hit her in the face.

“We’re so sorry ta’ be interruptin’ ya’ll’s day like this,” Applejack apologized as she tipped her hat. “But somepony forgot ta’ give Rarity’s family a chance ta’ leave her a message. That, and that somepony had ta’ drag me along through another tele-whatsit!”

“It was the fastest way to get here!” Twilight repeated with indignity as the magical recording device’s eye was set down in front of Rarity’s family, the mystical haze around it diminished.

“That don’t mean ya’ had ta’ bring me along!” the orange earth pony countered. “Not that I don’t enjoy seein’ ya’ll, a’course, but thing-a-ma-portin’ does horrors for mah hip! Ow!”

“You’re leaving messages for Rarity?” Sweetie Belle inquired, her eyes just as wide and startled as Rarity’s parents (as well as everypony else in The Ponyville Retirement Home lobby, for that matter).

“Yup,” Applejack agreed. “Y’know, just in case she don’t wake up afore… well… Just in case. It’s a good thing you were here, Sweetie Belle, or Twilight would probably be takin’ me all over Equestria ta’ find ya’… Speakin’ o’ which, please don’t take me back home, Twilight. I’d rather just send fer an airship.”

“You’ll be fine,” Twilight assured dismissively. “And I’m so sorry to request this of you and your family all of a sudden, Sweetie Belle, but with my busy schedule I hardly have time to ensure the rest of The Element Bearers can record messages. If I don’t get you in now, who knows when I may find time to arrange another recording session?”

“Are you sayin’ that ‘cause you’re too busy or ‘cause your memory ain’t what it used to be and you’ll just forget?” Applejack wondered blatantly.

Twilight shot the earth pony a dark look, but turned back with a smile to Rarity’s family.

“So, uh… is there anything you all would like to say to Rarity?” the lavender unicorn inquired.

“Is there anything we would like to say to Rarity?” the white unicorn’s mother asked, tension rising in her voice. “IS THERE ANYTHING WE WOULD LIKE TO SAY TO RARITY?!”

“Of course we do!” Rarity’s father roared with as much ferocity as an old pony’s wheezing voice would allow. “But we’d ALSO like to have a few choice words with YOU, Miss Sparkle!”

“Mom! Dad!” Sweetie Belle scolded. “We’ve been through this! It’s not Twilight’s fault!”

“Who gave her the apple?!” Rarity’s mother screamed.

“You’re going to get yourselves all worked up!” Sweetie Belle reprimanded. “Calm down or you’ll give yourselves heart attacks!”

“Our hearts HAVE been attacked!” Rarity’s father shot back. “By that delinquent excuse for a unicorn!”

Both of Rarity’s parents looked like they had a few more choice words for Twilight, but with a flash of Sweetie Belle’s horn they were cut short. Each snored peacefully.

“Please don’t mind them, Twilight,” Sweetie Belle apologized. “They’ve just… they’ve had a hard time. We all have, of course, and I know that includes you and the rest of Rarity’s friends. I want you to know that I don’t blame you for what happened to my sister.

“And Mom and Dad are going to be furious when they wake up and learn that I robbed them of what might be their only chance to say something new to their daughter, but if I didn’t sedate them they might not have had another chance anyway,” the unicorn with the curling purple-and-pink mane went on. She then turned her attention away from Twilight and looked directly into the magical recording device’s eye. “But I think I speak for them as well as myself when I say that I never blamed you either, Rarity. I don’t blame you for not being here. That wasn’t your fault any more than it was Twilight’s.”

What? Could this be… could this be true? Could that monster’s tale really have just been a lie?

“Please,” Rarity whispered. “Please…!”

“I want you to know that I never blamed you, not once,” Sweetie Belle went on. “I knew that if you could have been here with us, you would be. I know that nothing in the world could have separated you from all of us if you’d had a say in the matter.”

A tearful smile broke out on Rarity’s face.

“I also want you to know that I never thought of you as anything other than somepony to aspire to emulate,” Sweetie Belle continued. “Well, aside from that one incident that lead up to The Sisterhooves Social that one year, but that only made me admire you all the more. I mean, you of all ponies, coating yourself in mud just for me? What I’m really trying to say is, Rarity, that I—we, Mom and Dad, your friends, everypony you’ve touched with your generosity and self-sacrifice—love you, and always have.”

. . .

Her sister loved her. Had never stopped loving her. And, from the sound of it, never did even after the Disk.

Silent tears of joy flowed down Rarity’s face as she huddled a short way off from the campfire, her throat tight with contentment. Her new friends had given her some time to herself, seeing her relieved grin and happily letting her absorb everything she had just experienced. It didn’t matter what this world threw at her. She could take it, and laugh in its face.

Her sister loved her, and nopony could take that away from her.

. . .

Rarity sighed happily as her eyes lazily opened.

“What a wonderful sleep...” Rarity bent herself backwards on the lush grass to stretch her stiff muscles, grunting at the elation. Her statement wasn’t directed at anypony in particular; she was just content enough to softly talk to herself and not think it strange.

She had dozed off in her seclusion from the group, and saw their still-snoozing forms a ways off around the ashes of the campfire. Firefly had explained that there was no need to set up a guard because not only would the trees of The Fluttershy Forests wake them themselves if something came up, the trees would try their best to stop any violence within their groves. As Rarity had already seen, the trees had prehensile branches, so it was no stretch of the imagination to think of them scooping down and snatching up anypony who seemed to be looking to cause trouble.

Rarity didn’t want to wake her friends yet—they had all deserved the peaceful sleep she happily saw they were experiencing—so she supposed she had some time to herself to plan the group’s next move. First, she guessed she should check where those new Disks were.

The white unicorn concentrated, her horn igniting as she closed her dragon eyes. Thankfully she had not lapsed into seeing heat again since that first instance, but Rarity was ever-weary with the fear that she would unintentionally do so and wouldn’t be able to undo it. If she didn’t know how to turn on the infra… inf… whatever it was, then she certainly didn’t know how to turn it off.

She almost gasped at the sharpness of the tug on her horn. Wherever those Disks were, they were CLOSE. Rarity opened her eyes and glanced hesitantly at her friends for a moment before finally deciding that they had had enough rest after all. She didn’t want these Disks to be spirited away before she could reach them. She lifted herself to her hooves, grunting again as her muscles woke up, before putting one hoof in front of the other. Her hooves were rather quiet on the soft grass, her steps making a light brushing noise instead of the usual clops.

“Good morning, everypony—and human!” Rarity called cheerily to her companions as she began to trot over to them, only to be halted by a pull at the base of her spine. Her breath caught in her mouth as she slowly turned her head around to see—

Rarity screamed.

“Peanut butter giants killed the presidential goat!” Surprise, apparently still somewhat caught up in a dream, gasped as she jolted awake along with Firefly and Megan. The multicolored pegasus looked around wildly while Megan sprang to her feet and formed two blades in her hands as she scanned for the danger. The blades were quickly unformed at what she and everypony else saw next.

Everypony and human’s eyes widened. The white unicorn’s new tail was not laid out flat behind her, dragged along the ground as it had been the night before. It seemed the formerly lifeless appendage had at last gained functionality, as the shining black scorpion stinger had apparently buried itself into a nearby object. It was very tall, and caught the sunlight filtering down from the canopy above, causing it to explode inside its crystalline heart. Dizzying rainbows emanated from the opaquely transparent structure, dancing up and down and spiraling out of reason or rhyme even as they played havoc with one’s reflection.

Rarity looked up at its tall, towering form to see hundreds of similar smaller forms sprouting out from its peak. They arced overhead and outwards in every direction before branching out from one another to motionlessly jab countless tiny spades into the air.

Wait… branching?

The white unicorn’s leaf-green eyes widened as their owner realized that the very ‘spades’ she was looking at had also once been green. Just as the main tower of the structure before her had once been bark-brown…

“What… but… I don’t understand…” Rarity whispered to herself in utter confusion. “How could a living tree be turned into… diamond?”

And why in The ULE was the spiked tip of her new tail stuck inside it?

Rarity’s draconic eyes grew even wider, as did her friends’.

“Oh, no…” the white unicorn whispered. “I-I thought... I...”

“Rarity…?” Megan ventured, cautiously walking over to the shocked mare.

“Stop! Don’t come near me!” Rarity shouted back, throwing a hoof in her friend’s direction as a warning.

“So that’s really what I think it is?” the human questioned after stopping abruptly.

“What else could it be?” Rarity said as she pulled away from the former tree, hard. With a popping, splintering noise, her tail shot out of the diamond structure. But instead of falling flat to the ground, the tail curled up behind her. And she could feel it. She shuddered.

The ex-tree shuddered as well, causing Rarity to unintentionally step back.

“It’s still alive?” she gasped, hope in her eyes. “Or was that just its death throes?”

As it turned out, neither assumption was correct.

The crystallized tree finished its own shudder and then stood stock still. After a moment of silence, the tree began to glow with a light of its own, though the light-show from the sunlight shining through it became no less stunning.

The tree bent down, causing Rarity to hastily back up so that the branched tower of diamond didn’t crush her in its slow but steady fall. The transformed tree stopped a moment before it touched the ground, though, and raised itself back up.

“What in the world?” Rarity wondered. Her eyes widened again when a strange primal urge flashed across her mind, new and alien and discomforting. It was quickly followed by an unintentional flexing of muscles she hadn’t possessed before, and the crunching of wood from behind.

The group whirled around, Rarity included, causing her tail to pull free of another tree. A large hole had been left behind, and suddenly a shard of diamond thrust out of it. Next came another shard, this one pointing up, and then another pointing in yet another direction. Quickly countless shards began jutting out of the tree and climbing all over it every which way until the entire plant was covered. The shards melted into one another, and the group found themselves looking at a replica of the first former tree.

Rarity had to back up to the first ex-plant when the new diamond-tree performed its own shudder and near-fall before straightening back up and standing still as if nothing had happened.

“What in the world indeed…” Firefly remarked.

“Did you mean to do that?” Megan asked worriedly.

“Did I… mean to back into the tree?” Rarity replied, not wanting to believe the conclusion her mind had concocted to explain this. “No.”

“You didn’t back into it,” Megan corrected. “You stung it.”

“I… but… I don’t even know how to use this thing!” Rarity glanced back nervously at her new tail. “I didn’t... I didn’t mean to--”

Suddenly her stomach rumbled, reminding her that she hadn’t eaten since her meal of strange fruit before falling asleep the previous night. Instantly, more of those same fruits sprouted on the still-organic trees all around and were thrown down to the group below. Several landed at Rarity’s hooves, bringing a pleased smile to her face. Maybe she could make more sense of this after breakfast. It was rather hard to think on an empty stomach, after all.

Her horn flared with a blue light as she magically picked up the fruit, opening her mouth to take a bite. But before she could, the alien urge stabbed into her mind again, her eyes snapping wide open as the muscles in her scorpion tail tensed up. It... almost felt like a desire for companionship. But it was twisted and perverted, transformed into a sickly monstrosity, channeled by what felt like a strange need to sting things with her tail.

Before she could stop herself, her newest appendage lashed out at the fruit hovering in front of her mouth. It was sliced in half with force of her sting, the two halves of the fruit hitting the ground with wet thuds and igniting a small spark of annoyance within her. Driven by a strange curiosity, she continued to stab at the other fruits with her tail. Some were bisected as well, but others were merely impaled or even pricked. A liquid distinct from the juices of the fruit oozed down the mashed remains or out of the holes in the more whole foodstuffs, shining just like the former trees.

Every fruit that hadn’t been sliced in half erupted with crystal shards before melting in on themselves in an all-too-familiar fashion, becoming giant diamonds.

The last fruit transformed or mashed, the sickening wonder driving Rarity abruptly halted, and so too did she. She smiled, surveying her work, before she flinched as she realized what she’d just done. Her mouth fell agape, her irises shrinking in horror. She had just transformed an organic entity into a dead rock. And just moments ago, she was almost ENJOYING it. This was… this was worse than a cockatrice! SHE was worse than a cockatrice!

She remembered all too well Sweetie Belle’s story of the incident with that petrifying monster. One of the most vile monsters of The Everfree Forest had terrorized them and threatened them with permanent petrification, a lifeless existence trapped in stone. If not for Fluttershy, the real Cutie Mark Crusaders would have been left as little more than statues.

But a cockatrice could only attack when one was foalish enough to lock eyes with it. The rest of the time they were just scaly, ornery, overgrown chickens.

Even a cockatrice, though, couldn’t do what Rarity had just done, driven by a surge of some new instinct she had been helpless to control. A cockatrice could only attack in the proper circumstance, but she could petrify at any time with just a sting.

What had that perversion of Fluttershy done to her to make her more monstrous than a cockatrice?!

“Marshmallow…?” Surprise ventured, taking a step towards the obviously distraught unicorn.

Rarity’s eyes darted up, locking onto the snowy pegasus. Again, unbidden and uncontrolled, the primeval need for something to be unfalteringly companionable flooded her mind. Her tail twitched, and she felt it twitch. This feeling bounced back as a command from her brain, sending the stinger slicing down through the air toward—

“NO!” Rarity screamed, the tip of her spiked tail stopping inches from Surprise’s shocked face. The insane pegasus’s eyes were crossed almost comically as she stared at the tip of the lethal barb, which dripped with a familiar crystalline fluid.

The need for friendship, warped and twisted almost beyond recognition, shrieked out a scream of its own inside the white unicorn’s brain at being denied. But what good would it have done, and why had Fluttershy’s imprint forced it into her brain anyway? Surprise was already her friend.

Almost as if in answer, a thought snapped into Rarity’s mind. Surprise was her friend now, but she might not always be. But what could turning the white pegasus into a diamond statue possibly do to solidify her friendship? Well, if it would do anything at all in that regard, all it would take to find out was a few more inches…

“NO!” Rarity roared again, snapping her tail back and retreating hastily. Her dragon eyes flickered from one member of the group to the next, each returning her understandably distressed looks with a mixture of great concern and more than a little fear for and of their friend. “Stay back! Stay away from me!”

“Rarity, relax,” Megan cautioned. “This isn’t you. It’s whatever that monster did to you. You can fight it. You just have to remember who you are, and not let that change, no matter how strong the urge is to be something you’re not.”

“Of course,” Rarity agreed breathlessly, trying not to let herself begin hyperventilating. “I would never hurt my friends… I would never… Oh, that abomination is trying to force me to hurt my friends! She took my eyes, she took my tail, and now she’s trying to take my friends too?! Who knows what else she did to me?!”

“But she didn’t take your friends from you,” Megan went on. “And she won’t as long as you don’t let her. Don’t give her that.”

“No, no, you’re right,” Rarity breathed, forcing herself to take in air without letting the breaths act of their own accord. “I need to remain calm and composed and—”

“Captured,” chuckled a voice.

Rarity whirled around, making sure to keep her tail close to her own body and nopony else’s. She looked up with the rest of the group to see a pair of glowing eyes gleaming from the shadows of a treetop.

With a rustle of leaves, the owner of the eyes slipped down to the forest floor, his still-glowing eyes dimming to reveal--

. . .

Author’s Note: chapter nineteen will be written by a guest--my awesome editor, GaruuSpike! This is a heads-up to ensure you aren’t surprised by the shift in writing style and to whet your appetites a little. I won’t reveal any spoilers, but I will say that I had a blast reading it.

Chapter 19

“This is your target. I need you to bring her to me. Her perfection isn’t complete.”

“She... she looks kinda like me and my brothers.”

“If you must know, she is one of the two beings whose genes I used to create you and your partners.”

“So... she’s my mother?”

“You could say that.”

“What are you going to do with her?”

“I’m going to complete her. She left before I was able to make her perfect. I need you to retrieve her. Simply breathe fire on her and her friends, and your work is done. It won’t hurt them. But don’t underestimate them.”

“Are you going to hurt her?”

“It won’t hurt for very long... I just need to perfect her.”

“W-why? From what you’ve told me about her, I think she’s fine the way she is!”

“Don’t talk back to your Auntie. Just be a good little hybrid and bring your mother here. And don’t show any affection towards her. In fact, it’d be better if you made her hate you. You know how to get to her.”

“But... No! I don’t want to! If she’s my mother, then I don’t want her to hate--”

“Are you listening? Don’t talk back.”

“...“

“Shh... Don’t cry. It’s for the best.”

“Why are you telling only me this?”

“It was an experiment, to see how you would react. The results were positive, so my decision to not tell the others was a good one. Do not hold back against your mother, because she will not hold back against you.”

“I...”

“Go.”

. . .

(by guest writer GaruuSpike)

(editing provided by Chaotic Dreams)

(yep, we switched places for a chapter for t3h lulz)

. . .

The creature standing in front of Rarity shook itself for a moment, allowing her to take in its form. It was... almost like a pony, but something was horribly wrong with it. “Your perfection is not complete, little pony.” It stepped towards her on four legs, its voice little more than a masculine growl. “Well, you’re not quite a pony anymore, are you?”

Rarity gawked as her eyes locked with its own, realization dawning on her face. This creature’s eyes were far beyond familiar. They were just like those of her dear friend Spike. They were just like her own. Short, sapphire-blue spines protruded from the sides of the creature’s strikingly white face, which split into a horrible, twisted, fanged grin at her expression. Its head looked somewhere in-between pony and dragon, with light-blue scales trailing from the underside of its jaw down to its underbelly. Without another word, it lunged at her with its white claws outstretched. Rarity quickly jumped to the side, letting the creature’s razor-sharp claws rake through the soil before she turned her gaze back on it. From the side, she could get a better look at it. It WAS almost like a pony, at least in posture. Its front legs ended in claws, while its back legs looked more like pony hooves. Shining blue spikes trailed down its spine, from its head to the tip of its draconic tail.

Resting on its flank was another pony feature, or at least it looked like one. It was a cutie mark. Right? Rarity stared at it for a moment, only passively noticing that the creature was grinning at her and standing still, almost as if it wanted her to study it. The cutie mark almost looked like her own. It was a single large diamond surrounded with a chilling blue flame. In fact, judging by the creature’s bleach-white body and surprisingly uniform mixture of pony and dragon traits, it almost looked like...

Her irises shrunk as she came to an unsettling conclusion. If she and Spike were ever to have had a child, this was what it might’ve looked like. But... how did this happen? She could hear the thing chuckling, a twisted chuckle that sent shivers down her spine, before it faded off as the creature’s expression changed. It looked at her with pleading, begging eyes for just a few seconds, almost like a trapped animal, before its expression shot back to stoic.

“Auntie Fluttershy has been having fun with the genetic sample she took from you during your perfection. You had to be a sniveling troublemaker and leave before it was finished, but that’s what we are here for,” the thing hissed, flicking its spiked tail in authority. On cue, two replicas of the creature emerged from either side of the forest clearing, effectively surrounding the group. Wait, they weren’t replicas... they were slightly different in color. Everything that was blue on the first one was uniformly red or green on the other two, from the spines, to the scales, to the cutie mark. But their eyes were all the same shocking green.

Firefly, Surprise, and Megan all huddled together as the beasts corralled them inward. Surprise flicked her head to the surrounding flora. “Hey, big benevolent trees of food and stuff! We’re being attacked, so uh, do something!”

Rarity scanned around her at the nearby trees, noting that they seemed to be entirely ignorant of the situation and the danger that the group faced. But the trees were supposed to help them survive!

The blue creature roared with its twisted laughter. “Auntie controls the trees, you know. Well, not completely, but she does know what they do and how to prevent them from doing anything at all. She didn’t want them interfering with your retrieval, so she deactivated their supportive function after she figured out where you ran off to.” It began a slow, intimidating walk to Rarity, that sadistic grin still plastered on its face. “Now, we can do this the easy way, or the hard way. The easy way is for you to sit still like a good pony-scorpion-thing so I can send you back to Auntie with my fire.” It released a plume of blue flame from its mouth for emphasis. “Or, I can break every bone in your body so you can’t run away.” It flicked its head to her friends. “Oh, and your lackeys, too.”

After glancing at her friends, who were apparently stalling the creatures on either side of them, she set her jaw with a glare at the offending blue thing that was threatening to hurt them. She planted her hooves firmly in the ground, flexing her tail in warning. She was only laughed at.

“That’s not going to work on us, mother.”

Rarity flinched. MOTHER? Were they really assembled from Spike’s genetic blueprint as well as her own? That was... a perfectly legitimate reason for why this creature would address her as its mother, and that fact frightened her more than anything else.

“Auntie GAVE you that tail, and she knows what it does, and how it works. Don’t try that.”

Rarity’s expression faltered for a moment, but she quickly shook her head and re-assumed it. “No. I’m not going anywhere, and you’re not going to hurt my friends!”

The creature looked regretful and mournful for a moment, staring at the ground, before it shook its head. “So it’s the hard way, huh?”

Rarity narrowly avoided the set of white claws intending to rip across her face, leaving the creature stumbling for just a moment before it righted itself and charged at her again. She dropped to the ground, catching her enemy off-guard and succeeding in tripping him. He fell flat onto his face. Rarity considered stabbing him with her tail right then and there, but she wasn’t sure if she could condemn any living creature to a fate worse than death like that... But wait, hadn’t it just claimed that they were immune to her sting? Unfortunately, in her brief moment of reflection, the dragon-pony had planted its claws into the dirt and bucked her with both hind legs. Her vision flashed white as she was sent spiraling through the air toward her group of friends, slamming painfully into the hard dirt beneath the soft grass. She almost thought she heard the sapphire-colored monster whisper an apology as she lay on the ground.

Her vision swam as she picked herself up, feeling a sharp pain lance through her chest. She could see her friends immediately assuming battle positions in response to her injury. Firefly deployed her rainbow tech weapons harness, her armor releasing a metallic whirr as it shifted into a more structurally supportive configuration. Megan, after snapping her fingers and looking shocked for a moment as she was unable to freeze the creatures, snapped her fingers again and formed two short blades in each of her hands, bending her hind legs to allow for more agility. Surprise, reflecting her name, extracted what looked like two very small, handheld versions of Party Cannons.

“Party Pistols. They shoot ‘pop-sand.’ I’m sure we don’t need massive firepower for these guys. This will make it more interesting, anyway. Everything’s been too easy so far,” Surprise commented, fiddling with her small weapons until they made clacking noises. When she looked up, all her friends were giving her overtly dark looks. She blinked. “What?”

Any thoughts of infighting were knocked away by the creatures simultaneously lunging at the group. Firefly’s weapons harness began to shine and emit a high-pitched whining noise. In a flash it released a powerful blast that knocked away the green creature, sending it flying into a tree. It quickly got back up and inhaled, before launching a blistering green fireball back at the pegasus, who jumped out of the way, almost knocking over Megan.

The human was locked in a head-to-head physical struggle against the red monster, who stared at her with an unblinking, almost unseeing expression as it pressed with all its might against her crossed blades. “Auntie wants you back at tree. You come to tree. Now!” it growled in a surprisingly deep voice. It inhaled, red fire gathering in its throat, before Megan bent down and thrust her knee into its scaly stomach. It spat out a glob of crimson blood as it doubled over, giving the human plenty of time to toss it aside.

Surprise was launching shot after shot of ‘Pop-sand’ at whichever monster was closest, tearing off a chunk of skin with each hit, but she soon found herself pinned against the floor by the blue one, who stared down at her with its ever-present sadistic smile. “Auntie wants you too, yellow-hair.” Surprise merely stared up at it as it inhaled, but before it could blast her with a tempest of raging blue fire, the creature’s skin suddenly erupted with small crystals that soon melted into a shiny coating, just like a couple of certain nearby trees. The creature stopped moving. Surprise wiggled her way out and looked to the side, spotting a very upset Rarity with the blade of her tail buried into the monster’s back.

The unicorn had tears in her eyes, her unsteady breathing showing her discomfort as she stared at the reflective diamond statue. Hadn’t the monster boasted that her sting wouldn’t work on them? But... it had, and she had just sentenced a living creature to a fate worse than death. Before she could think about it any longer, a ball of green fire impacted the statue, engulfing it. Rarity backed away, her chest still hurting as the flame fizzled out, revealing a very not-petrified dragon-pony-creature that quickly swiped a claw at her.

“All right! I finally got to try that! You’re lucky I didn’t fry you like a chicken, Sapphire!” a cocky voice called from nearby. Rarity snapped her head in its direction for a moment, laying eyes on the green monster, who had a playful, cheerful grin on his face. She looked back at the blue monster, apparently named ‘Sapphire’, noticing that he was glaring at his ally.

“Shut up, Emerald.” Not a second passed before Sapphire sucker-punched Rarity, again sending her to the ground. Another whispered apology teased across her eardrums. She must’ve just been hearing things. She growled and got back up, wiping a drop of blood from her mouth and charging at the blue monster. She planted one front hoof into the ground, lifting her body up with it and doing a quick pirouette, whipping her enemy’s face with her scorpion tail and knocking him over. She smiled. If she was going to fight, she was going to do it with style.

Hearing a set of clumsy thuds from behind her, she ducked and pulled the same trick on the approaching enemy that she had used to strike Sapphire, tripping what turned out to be the red creature and flipping it onto its back.“You stop resisting. Come with, now!” it rumbled in its deep voice as it rolled to its feet and blew a torrent of red fire at Rarity. Unfortunately, the unicorn was standing just a tad too far away, and the flames did not reach her. She stared into them, watching how they flared and crackled and sparked with magic. According to Sapphire, their flames carried a magic similar to Spike’s; the ability to teleport an engulfed object or creature to another location.

The red creature soon halted its incandescent hurricane, blinking stupidly at Rarity. “Why you still here?”

“You weren’t close enough, Ruby!” a familiar airy voice called from a distance, before a few plumes of green fire shot past the unicorn, barely missing.

“Be quiet. Your aim very bad anyway.”

“Hey, shut up! At least I usually-AGH!”

Rarity turned to Emerald to see that Surprise had tackled him, and was furiously whacking his face with her twin pistols. The white unicorn idly wondered why the pegasus wasn’t simply firing her guns in his face, but her thoughts were torn away from her as she felt her tail involuntarily bury itself into the creature in front of her. Ruby was petrified before she even looked back. Sucking up her distress, she quickly jumped away from the new statue before it was bathed in a sheet of roiling blue fire.

Watching the red creature shake itself off, she realized something. They weren’t entirely immune to her stings; they just had a defense mechanism. They could save each other with their flames. She gulped. One of the options to defeat them was to sting all three of them before they could free each other... a fate Rarity wouldn’t wish on anypony, even these vile creatures that were supposedly crafted at least partially from HER genetic blueprint. She had only stung them so far out of desperation or uncontrolled instinct. The other option was simply to incapacitate or kill them, and even then, Rarity and her friends had to get out of the forest afterward, before that psychotic mockery of Fluttershy sent something ELSE after them.

Megan was apparently going for the latter option, as she jumped in-between the red and blue creatures, her blades dancing. She cut several large gashes into the head and neck of each, shouting expletives before she was knocked away to the sound of furious roars of pain. Rarity shook her head, trying to assert the idea to herself that these creatures would eventually capture them if they didn’t aggressively fight back--one surprise blast of fire, and they would be whisked back to Fluttershy’s tree, one at a time. She would have to defeat them, and again, there were two ways to do that. Killing or incapacitating them would be more difficult, but it wouldn’t trap them in a diamond shell. But stinging all three of them would be easier, faster, and carry far less risk...

Rarity clenched her teeth and swallowed. “Megan, Surprise, Firefly! Hold them all in one place!” she shouted, her friends immediately snapping to attention. The sick, twisted mockery of Equestria that was The ULE was not going to change her. She simply needed to survive, and help her friends survive, even if she had to do something that would paint her as a monster in the eyes of just about anypony. Including herself.

“Roger!” Firefly piped confidently, moving into position and angling her weapons harness at Ruby, letting it charge.

Surprise wrapped her forelegs around Emerald’s neck, squeezing so tightly that the dragon-pony hybrid began to cough and sputter in its struggle for breath. With a crack of lightning, the red-spined monster was sent careening into his green twin, Surprise holding her ground against the impact.

Megan moved to grapple the blue creature, but it gripped her midsection and flipped over, slamming her into the ground. “Your efforts are futile,” it growled, pinning the human to the dirt with one claw-tipped leg. Whipping his gaze to Rarity, Sapphire looked at her regretfully, almost apologetically, before shaking his head with vigor. “Your little plan is more transparent than your allies, Mom. Don’t fool yourself into thinking you have friends. They will all betray you one day!” he hissed, causing Rarity to flinch. That was essentially what her new, alien urge was telling her, put into words. It wasn’t true. It wasn’t! She shook her head wildly, her irises constricting, but this only made the creature laugh. Although this time, it sounded completely forced.

Nopony seemed to notice the deep groaning emanating from something nearby.

“Your best course of action is to come back to Auntie Fluttershy and accept your perfection--then you can live in harmony with me... I mean, the rest of her works of art, who will nev—”

A heavy thunk echoed through the clearing as the monster’s monologue was interrupted by a massive pillar of diamond crashing down on his back, knocking him off of Megan and pressing his body against the dirt. His scream split the air as a horrible, wet crunch issued from his torso, a sheet of blood jetting out of his throat. He continued to cough, peppering the green grass with specks of violent red.

Rarity stared in awe and horror at the scene before her, realizing that the pillar of diamond was actually one of the trees she had petrified. Wait, no, not petrified. It had just attacked a creature that was trying to kill her! Was it... trying to protect her? Or was it just another odd and seemingly random movement, like it’s slow fall and rise just after its petrification?

Sapphire’s attitude whipped around immediately as he stared up at Rarity with pleading green eyes, trying to breathe with his undoubtedly shattered rib cage. “Mom...” he whispered, his voice hoarse. “Please... Help me...”

Rarity beat down the small flicker of maternal instinct in her chest. This THING was not her child. Neither were the other two. As Megan rolled away and stood up, Rarity began to walk away. “Mom!!” Sapphire continued to cough, his breaths becoming shorter and more labored. He was just trying to trick her. ‘Ignore him,’ she thought to herself. It was just part of his plan, and she was not going to fall for it.

“Mom, I’m sorry!”

Ignore him.

“Please!!”

“I am not your mother,” Rarity snarled, whipping her head around with a glare. “You are a monster. Not from what you are, but what you do. It doesn’t matter if you were made from the genes of Spike and I. I did not give birth to you, I did not raise you, and you are only a pawn in a scheme to turn me into something I’m not. I don’t care for you. Get out of my sight.”

“Ouch, Marshy...” Surprise muttered, still holding Emerald, who had since asphyxiated. Ruby lay dazed on the grass next to her, drunkenly pawing at the air. Neither of them would be getting up any time soon.

Sapphire continued to stare up at Rarity, tears leaking out of his eyes and mixing with the blood pouring out of his mouth. He took a few shuddering breaths. “...I-I’m sorry... I never... w-wanted this...” His voice grew weaker and weaker. “A-auntie... made me... do it... I... I love you, Mom... I’m sorry... I’m so sorry... I-...” His eyes glazed over, and he lay still.

“No, you’re not,” Rarity growled, turning away from the sight and flicking her scorpion tail in dismissal. She couldn’t get rid of the feeling that she had simply stood there and watched while her own flesh and blood lay dying under a fallen tree, but regardless of where that thing came from, it still was not her child.

Well, there it was. Her first actual kill. No, she had not ended a real life. This thing didn’t REALLY have feelings; it was only trying to trick her. Fluttershy’s imprint had definitely planned for it to stir up as much mental anguish as possible if it were to fail, so the entire ‘I’m sorry, Mom’ shtick was definitely just a facade. Crocodile tears. That monster couldn’t have been any better than those copies in The Hall of Life.

So... why did it hurt so much?

. . .

Wind whipped through Rarity’s mane, blowing it out in front of her face as she sat in the back of the vehicle Megan had conjured. Firefly was hitched to the front, her mechanical wings whirring as she pulled the group forward as quickly as she could. They had to throw off Fluttershy’s grasp of their location, and the best way to do that was to move somewhere far away.

She didn’t speak. Her friends were all gathered at the front, most likely looking back at her in concern.

Mom, I’m sorry!!

The creature’s words echoed through her mind again and again, dominating her thoughts. That thing was trying to kill her, or take her someplace where she would be so mutilated that she wouldn’t be herself any more. It wasn’t her child. She shouldn’t be feeling this way.

I never... w-wanted this...

She was beginning to doubt her previous notions. During the entire fight, the creature had seemed reluctant to hurt her, and every time it did, she heard something whisper apologies to her. Perhaps it really was him.

I... I love you, Mom... I’m sorry... I’m so sorry...

“Marshmallow?” Surprise asked softly, tapping her on the shoulder. “Are you okay?”

Rarity was silent for a moment. “I’m just fine,” she said, her voice breaking. Stop it, Rarity! That thing was merely fooling you!

Evidence suggests otherwise, her mind whispered back to her in the voice of one of her more bookish friends. She clenched her eyes, shaking her head.

“You don’t sound fine.” Surprise nuzzled her shoulder for a moment. “What’s wrong?”

“Nothing is wrong.” Rarity felt the burning of tears in her eyes, but blinked them away. She had cried enough over this. She turned back to face Megan. “Megan, I noticed that you didn’t try your time-freezing trick on those things... Why ever not?”

“There was something about them that made that ability ineffective.” Megan looked at her sadly. “Uhm... you’ve been sitting back there and moping for twenty minutes now. Really, what’s wrong? I heard what the blue monster said just before he died... Was it that?”

Rarity winced at the dead-on assumption, looking away, but said nothing. She felt a very faint urge to sting Surprise with her tail, since she was so close, but it was easy to resist. She had something more important to think about at the time.

“I think Fluttershy’s imprint is just messing with you,” Firefly commented from up ahead. “It would be the most complex false guilt-trip I’ve ever seen, but I wouldn’t put it past her.”

“Yeah, that’s pretty complicated, making you feel like you killed your own son or something,” Surprise agreed.

Rarity choked back a sudden sob. It certainly felt that way. But at the same time, it didn’t. Conflicting emotions roiled inside of her, like somepony was feeding an electric current through the lead weight in her stomach. She felt Surprise nuzzling her again.

“Marshy...”

Tears dripping from her eyes, she pushed away the snow-white pegasus, looking out at the forest that was quickly speeding by. They had left the other two monsters at the clearing instead of taking any further action, at Rarity’s request. She told them that they needed to move to get out of Fluttershy’s crosshair, but in reality, she just wanted to be as far away from Sapphire as possible.

My little test tube foal, her mind whispered to her, making annoyingly perfect logical sense. She was about to object, but found herself too emotionally exhausted to think of anything to say.

“Hey guys, we’re coming up on what looks like a village at the edge of the forest. There’s ponies walking around, I think. Uhh... they LOOK like ponies, at least.” Firefly announced, breaking Rarity out of her self-pity. She lit up her horn and cast the Disk-locator spell again, noticing that it tugged toward the very village Firefly was looking at. She swallowed, and took a deep breath to calm herself.

“I can sense a Disk there, maybe two. Let’s land,” she requested. Firefly complied and began a slow descent, creating a feeling of decreased gravity inside the vehicle. It didn’t take very long before they touched down, Rarity wiping her eyes with one hoof before jumping off the vehicle and landing on the soft dirt.

The town was built mostly out of wood, as would be practical for a settlement near a huge forest. The colors weren’t vivid, but everything seemed to be made out of many different types of lumber. Each color was pale, and each building seemed to match itself in some way. Walking to and fro were... Zebras! Rarity’s dragon eyes widened as she took them in. A few had turned to face her, some backing away cautiously. She looked over her shoulder at her scorpion tail, flicking it once. Oh, right... Well, if she and her friends could find the Disk, she wouldn’t have to stay here long to freak out the locals.

“I don’t think we should stay here very long... we’re not exactly the most normal bunch,” Megan muttered, reflecting Rarity’s thoughts exactly. They were a two-leg, a cybernetically-enhanced pony wearing a glowing suit of armor, a mutated scorpion-pony thing, and... Well, Surprise looked the most normal out of all of them, but one only had to spend a few minutes with the insane pegasus to realize that that was not so. “Can you tell where the Disk is, Rarity?”

Rarity closed her eyes and lit up her horn again, feeling a rather sharp tug to somewhere nearby. “It’s this way,” she announced as Megan snapped her fingers, disassembling their vehicle into energy and absorbing it. Rarity began to walk down the dirt road of one street, disregarding the zebras that were obviously frightened by her appearance, before turning a corner to look at a stand in what appeared to be the town’s marketplace.

Her eyes shot wide open. A pegasus was sitting at the stand, cleaning a black circular object with a small rag, scrubbing it until it shined. Arranged around her were several other black circles. Disks! The merchant peered up at her with dull amethyst eyes, smiling. “Hello! How may I help y--” She stopped abruptly as she stared at Rarity, her eyes shooting open. She dropped the Disk she was polishing, pressing herself against the back wall of her stand and whimpering in fright. Her eyes darted intermittently from Rarity’s scorpion tail to her dragon eyes. “W-...Wha...”

Megan, on the other hand, immediately recognized the pegasus from their business in Cloudsdale. “Hey, I know you!”

. . .

Chapter 20 (Slightly Altered)

Chapter 20

“W-who are you?” the merchant questioned, fear flickering in her eyes. The pegasus peddler’s wings were poised for immediate takeoff. Rarity doubted that the elderly mare could’ve gotten far, and besides, with Firefly on her tail she most likely wouldn’t have made it to the tree line at the edge of town. “What do you want?”

“What you’re selling,” Rarity answered calmly, trying to put on her kindest smile. “We can pay—er, trade—or, uh…”

The white unicorn stopped, drawing a blank. She couldn’t believe it. She’d never had any bits in this frightening new era, and the only thing she could have used to trade had been force-fed down the throat of a tree-shaped abomination. She certainly didn’t want to steal the Disks, but she COULDN’T have come all this way for nothing!

“Do… any of you have anything with which we can pay this nice pony?” Rarity inquired lamely of her companions.

“Not unless she accepts lethal explosives as legal tender,” Surprise replied.

“President Rainbow paid for everything I needed,” Firefly answered.

“As a matter of fact, I do,” Megan responded with a smile. “My computer is only able to create certain objects it’s scanned, with a few exceptions. Matter blueprints for basic survival gear are preprogrammed, including everything from food to water to gold. I can’t produce human money on command—that stuff’s all digital transactions—but I can form as much gold as necessary, in any shape I want.”

Rarity’s face lit up as the human snapped her fingers and plucked a featureless gold coin from thin air. The merchant reacted with a small squeak of shock that was quickly mixed with a glint of want.

“Not that I’m complaining,” Firefly spoke up. “But since when did gold become basic survival gear?”

“The ULE isn’t the only… place… we humans keep in contact, remember,” Megan explained as she handed the coin to the pegasus peddler, who hesitantly took it. “I don’t even know the exact number of places we interact with. But a common theme in all of them is the value of gold. Thus, just in case we ever find ourselves stranded, we can always purchase anything we might need that our computers haven’t yet had a chance to scan.”

Rarity didn’t really care how or why Megan possessed what she claimed to be an infinite supply of gold. She was just happy that such a fortunate break would finally bring her however many Disks this merchant had in her stock. Judging by all the magical recording devices stacked in boxes and laying out on the makeshift stand itself, it seemed that such mechanisms were all that the merchant sold. With any more fortune, she would have collected at least a somewhat sizeable chunk of the Disks Rarity’s friends had left her.

“This will do nicely as payment,” the pegasus peddler mused, still ogling the sparkling yellow metal in her hooves. Apparently her fear had abated with the appearance of such monetary compensation. Rarity had the sneaking suspicion that that single gold piece was worth more than all the magical recording devices the elder pony had to sell, but then again, the white unicorn supposed that it really didn’t matter. Megan had said she could make as much gold as she needed, hadn’t she? “How many antique recording devices were you looking to purchase?”

“You see, we’re only looking for a… special set of Disks,” Rarity replied. “They all have gemstones in their center, and they can only be played be a certain individual, being useless to anypony else.”

“You mean the crack Disks?” the peddler asked.

“They’re cracked?!” the white unicorn gasped. Would they still be able to function if damaged? How could they have been damaged at all anyway? Even Daybreak hadn’t seemed to be able to destroy one with all her magical power back in the skirmish with the skywhales!

“Oh, no,” the pegasus subsided Rarity’s fears, allowing the unicorn a relieved sigh. “I just call them that because, like you say, they aren’t of any use to anypony. I only keep them around for kicks, mainly. They make almost everypony who tries to use them crack with frustration, and they eventually bring them back to me demanding a refund. All sales are final, of course, but I must admit it is quite humorous to see them get so flabbergasted. I mean, I do warn them that nopony’s ever worked them, but they don’t listen. I’m guessing you’re one such… er, pony?”

“Yes, I am one such pony,” Rarity answered, putting extra emphasis on her last word. “And I would like to buy every ‘crack Disk,’ as you call them, that you have.”

“Certainly,” the old pegasus agreed, looking back at the coin with even more giddiness than before. If Rarity had thought the merchant was cheating them before, there was no doubt about it now that the pegasus realized she wouldn’t be parting with all of her wares. But once again, it didn’t really matter. Megan had plenty more bits were that one had come from, even if it wasn’t a proper bit. “Let me gather them for you.”

The merchant ducked down, picking up the magical recording device she had dropped at the sight of the group. Placing it in a box of other such Disks, the old mare lifted the unexpectedly large container onto the stand’s counter and pushed it towards Rarity.

Rarity’s draconic optics opened wide, their green glint almost seeming to glow with disbelieving shock.

There were so many! Could every one of them really be a Disk?

The white unicorn lit up her horn once more, levitating the box to the ground where she could get a better look into it. Casting the locator spell, she was almost yanked headfirst into the crate.

“This can’t be…” Rarity whispered to herself as an idea sparked in her mind. Then, turning to her companions, she instructed “Wait right here!”

The white unicorn galloped off a ways and then cast the spell again. It tugged her horn hard, but only in the direction of the box far behind her.

No... That was impossible! Were they… was this really all of them?

But how could that be?! Rarity wanted so desperately for it to be true, but how could every single Disk be here in one place? After the raid on Pinkie Pie’s Party Supplies during the war so many centuries ago, it was only logical to assume that they had been scattered across the globe. Even if they hadn’t been, how could they all end up in the possession of an old pegasus merchant?!

Because here they were. Hers. Finally.

Tears of joy in her eyes, Rarity galloped back over to the crate and her friends.

“We need a secluded place to view these,” she announced to them. “And then we need to celebrate.”

. . .

“Okay,” Rarity mused, looking over the contents of the crate which she had just dumped on the floor of the room the group was renting. Just like the pegasus peddler, whatever gut-wrenching fear the zebra innkeeper had expressed at their appearance had all but vanished when Megan produced another imitation-bit. “I don’t know which order these go in, so I suppose I shall just have to start at random and work my way through until I’m done.”

So what if they were out of order? The very first Disk she’d seen had been the very last recorded, after all.

“In that case, I think we better step out,” Megan intoned.

Rarity, confused, turned back to look at her new friends.

“What do you mean?” she asked.

“We can tell this is something important to you,” Firefly responded. “And we wouldn’t feel right watching something so personal.”

“Oh,” Rarity stated. It was all she could think to say. She had never had any qualms with viewing Applejack’s Disk with the others back in the forest. It had just seemed natural, whether it was personal or not, to view it with her friends.

“And besides, we don’t want to wait around for however long it takes you to view those things,” Surprise added. “Especially when you’re the only one of us who understands any of it.”

“Oh,” Rarity repeated, with a different intonation this time. Surprise, as insensitively honest as always, did have a point. Rarity instantly felt beyond selfish, having led the only friends she had in this frightening new time on a purely personal search. She had never once asked what they had wanted to do. The search had just been that important to her.

But did it deserve to be? Megan had only wanted to see The ULE, and though it wasn’t always pleasant, that’s exactly what the human had gotten through journeying with the group. Surprise had never really expressed any desires or needs of any kind, staying with Rarity even when the white unicorn didn’t want her to, so Rarity felt no regret there. However, wasn’t Firefly’s predicament more important than a search for thousand-year-old messages? Viewing the messages wouldn’t bring her original friends back, after all. But Firefly was alive, here and now, and she needed help.

Sure, they had found temporary help in the form of the fruits only by being on this search, as well as discovering a potential permanent cure for the multicolored pegasus’ condition. But shouldn’t helping Firefly have been Rarity’s top priority? Shouldn’t the slow, agonizing mental death of a friend who was alive more be more important to the white unicorn than what was essentially nothing more than the goodbyes of friends long dead and gone?

“Yes, you all go ahead and enjoy yourselves,” Rarity agreed, trying to keep a smiling face but not quite succeeding. “I believe I saw a spa when we came into town, and a restaurant that looked lovely.”

Her companions each gave her funny looks, seeing her strained expression, but seemed to be unable to identify it as a horrified realization of her own actions. Perhaps they viewed her look as melancholic at being about to finally say goodbye to her friends for real, even if their lives had long since ended. Either that, or they were simply too emotionally, physically, and mentally drained themselves right now to decipher the truth. Nevertheless, they strode out of the room in search of some well-deserved relaxation, leaving Rarity to the Disks.

‘I shall definitely have to ask them what they want to do from here on out,’ the white unicorn thought to herself as the door clicked closed behind her exiting friends. ‘Firefly’s predicament shall come first, and Megan will have to come along for that, but she’ll still be seeing the world. Surprise will probably come with me no matter what, though it wouldn’t hurt to ask her if there’s something I could help her with after all she’s done to help me. And then there’s the matter of finding Firefly’s parents, but what do I do after that?’

She supposed she would have to find a place to settle down in this frightening new era. As creepy as the startlingly sober remains of Pinkie’s psyche were, at least the pink imprint wasn’t psychotically dangerous, so Rarity assumed she could always ask the imprint to help her get a new Carousel Boutique started. But would anypony in this new time even want to buy her designs? She was a millennium behind the times when it came to fashion, for crying out loud!

“I… I don’t know what I’m supposed to do,” Rarity realized. Back in her own time, ever since receiving her cutie mark, she had known exactly who she was and who she was supposed to be. After making such steadfast friends, she had learned even more of who she was and her sense of belonging in the world had only increased. She had been a sister, a daughter, a friend, an artist, a lover of beauty, and the bearer of The Element of Generosity.

But she was definitely not several of those things any more. She was still a friend and still a lover of beauty. But her family had long since passed away. How could she be an artist if she didn’t even know if modern ponies would embrace her art? And even the title of Element Bearer had long since passed on to somepony new, even if Rarity had heard no mention of the modern Bearers in all her time here.

What was her purpose in this new time? Whatever it was, Sweetie Belle would want her to fulfill it to her fullest. And, since she had gained more hope from her real sister’s farewell than from anything else in her life, she would do just that. Thus, determinedly, she promised herself “But whatever it is, I will find it!”

First, though, there were some ponies… some pieces of herself… she needed to say goodbye to. She knew they would never really leave her, but she still needed to say farewell to the ponies themselves, even if only through memories made of magical light.

. . .

And so they had said goodbye. To each other, from Rarity to her friends and from them back again to her, across the centuries, across the tides of time.

Rarity had watched as her friends’ lives played out before her. She saw the rise of their companies, each of which was a wonder to benefit all ponykind, long before they fell to the whims of their insane imprints in all cases but Pinkie’s. She saw Twilight’s family, and for the first time saw the original Daybreak. She saw how each of her friends had settled down (or in Rainbow Dash’s case, refused to) and gone on to live happy, long, full lives.

Rarity spent hours staring into the structured displays of light, watching Disk after Disk in no particular order. She had watched her friends’ older selves only to watch their younger selves immediately after, followed by ages in between and then all over the spectrum once more. There really was no way to know in which order the Disks were meant to be viewed, but it didn’t matter.

All that mattered was that was that Rarity got to see her friends again.

That, and the rather startling thing Rarity found near the end of her viewing.

The Disk that had revealed the thing in question had sported a butterscotch cream-colored gem with traces of pink. Rarity had by now caught on that each gemstone represented one of her friends, from the bright pink of Pinkie Pie’s last Disk to the orange of Applejack’s Disk in which Sweetie Belle had given Rarity the most hope she’d ever had. This being so, Rarity had assumed that this would be a Disk featuring Fluttershy, long before her imprint went dangerously insane. Rarity had seen several Disks bearing Fluttershy’s gem so far, and was all too happy to see her again (and would have been to see any of her friends again, for that matter), but what the Disk truly held was not at all what Rarity had been expecting.

It had started out simply enough.

“Hello, Rarity,” Fluttershy’s face had greeted her, sprung up larger than life in a grainy green hologram. She was very, very old at this time, and spectacles perched on the pegasus’ muzzle while incredibly light streaks raced through her mane. She was smiling, but her smile held so much melancholy that it was somehow even more disheartening than a saddened frown.

Whatever could have upset Fluttershy so? She had seemed so happy in her other Disks… “I guess this is the final Disk I can give you.”

What? This was Fluttershy’s last message? It wouldn’t be the first of her friends to say their final goodbyes. Rarity had already witnessed the final recordings of Twilight, Applejack, and… Pinkie… But even though they had long since passed, the last Disk of each friend was always a bit bittersweet. It was still a chance to see them, but it also meant that no matter how many times she reviewed the Disks there would never be anything new for her to see.

“I’m so sorry that we couldn’t find a way for you to wake up,” Fluttershy’s aged image went on. “I really did want to say goodbye to your face rather than through some spell.”

Rarity knew how hard each of her friends had tried to wake her. Their various attempts filled many of the Disks. She never would’ve blamed them for giving up that she would wake, but they never had, and she would always love them for that.

“But anyways, I just wanted to say goodbye, old friend,” Fluttershy smiled with genuine warmth. “I never forgot you, and I never will.”

Rarity smiled and sniffed, biting back a tear that was equal part misery that her friend was truly gone and joy that she had always been Rarity’s friend even at the end of her long life.

And then—

“INCOMING!!”

Was that… Pinkie’s voice? But why did it sound so far away, and how could her voice even be here at all? Rarity could tell by the background that this Disk had been recorded in Fluttershy’s tree-based office.

Fluttershy seemed to be having the same thoughts.

“Pinkie Pie…?” the wizened pegasus questioned, looking around her uncertainly. “I must be hearing things. Sorry about that, Rarity, but for a moment there I thought I heard Pinkie Pie. That can’t be, of course. Pinkie Pie’s working on that special project she’s been so worked up about over at her factory. I suppose she could’ve teleported here with Twilight, but then the tree would’ve sensed the magic immediately and told me of their arrival. I guess that’s just old age for you, huh?”

Fluttershy seemed to be talking more to herself than Rarity now, as she had seen some of her friends occasionally do in their later Disks. Only this time, Rarity had heard whatever Fluttershy thought was just in her head. What was going on? And what was that project Fluttershy was talking about? Neither Pinkie nor any of her other friends had mentioned anything about a project at the Party Supplies factory.

“Hi, Fluttershy!!” Pinkie Pie announced, literally coming out of nowhere and popping up in front of her equally-old friend’s face.

“Pinkie?!” Fluttershy and Rarity gasped, at once simultaneously and a thousand years apart.

“Pinkie Pie, you could have given me a heart attack!” Fluttershy breathed frantically. “What are you doing here? How did you even get here anyway? The tree didn’t tell me any magic had happened in the area…”

“What, you think it takes magic to translocate halfway around the world?” Pinkie Pie giggled.

“Yes!” Fluttershy harrumphed angrily.

“Well it doesn’t,” Pinkie Pie assured her nonchalantly. “And I’ll tell you why! Oh, well, I guess I won’t, but my project will!”

“You mean you’re done already?” Fluttershy, still obviously very flustered, inquired. “You said you’d been planning that for years but had never had the time to do it until now. How can it be done so quickly?”

“The same way I got across an entire ocean without magic!” Pinkie explained, or rather, simply made things more confusing. “Not that I expect you to understand that, but you will if you use my project! That is, if you don’t go insane from the attempt. And I didn’t say I didn’t have time until now, I said I didn’t know the situation was so dire that I needed to do this project at all… Until now. Er, then. Back when I started.”

“Pinkie, what are you talking about?” Fluttershy demanded. “You’re not making any sense, and you’re interrupting my final recording for Rarity!”

“Rarity!” Pinkie Pie exclaimed. “Thanks for reminding me, Fluttershy! I almost forgot. And I’m so sorry that I have to barge in on your final goodbye like this, but if my plan works, you’ll thank me later and you won’t have to say goodbye to Rarity at all anyway! So don’t worry, your auntie Pinkie Pie will take care of this for you!”

“I’m a year older than you,” the wizened pegasus reminded the slightly younger earth pony. “And I’m not letting you take away my last chance to say something to Rarity! Those assertive classes taught me not to let myself be pushed around, even by my friends. I know you mean well with whatever you’re doing, but I’m afraid it’ll have to stop. In fact, I think you may have finally gone senile…”

“I’M NOT CRAZY!!” Pinkie Pie all but screamed at the ceiling, raging at something that wasn’t Fluttershy even though it clearly frightened the pegasus, and understandably so. “I’m the only sane pony in this crazy universe! But that’s not important right now—what is important is that Rarity gets my project and uses it!”

Pinkie turned to face the magical recording device’s eye head-on now.

“Rarity, my project is all detailed in a book—I’ve taken to calling it ‘The Pink Book of Parties, Pantaloons, and Paprika,’ but you might just want to call it ‘The Pink Book’ for short (and no, its contents have nothing to do with anything in the title)—that I will leave behind for you in my factory. It’ll be hidden under a magical false bottom in the saddlebags my imprint will give to you when you wake up! I only hope that WHEN you wake up, it won’t be too late…”

WHAT?!

“You have to read this book, Rarity, and PLEASE don’t go insane when you do!” Pinkie pleaded, trying to stay in the view of the device’s eye even as Fluttershy attempted to push her out of the way. “Follow the instructions, and you can save the world! If you don’t accidentally destroy it, that is, but if you don’t try to save the world then it will be destroyed anyway!

“You’re the only one who can do this, Rarity!” Pinkie called as Fluttershy finally succeeded in pushing the pink party pony away. "You’re the only pony I know I can trust. I’d get our friends to do it, but we’re too old to make the journey. I would’ve acted sooner, but I didn’t want to risk the world unless I knew it was too much at risk anyway. You have to save the world, Rarity! You have to save the world from The Seekers! You have to save it from TIREK!”

. . .

“Tirek?” Firefly echoed after Rarity had joined her friends again. She had reviewed the last of the Disks after Pinkie’s impromptu interruption, but there had never been another mention of Pinkie’s project or that name. The Seekers had been in there plenty, but according to the recordings the secret society had been eradicated just as quickly as it had shown up. Rarity remembered that there hadn’t been any other recorded instances of Seeker activity in the last thousand years, so she had assumed they were long dead and gone as well. “Who’s Tirek?”

“I was hoping you would know,” Rarity admitted, taking a sip of her fruit juice and savoring the rich, exotic flavor. The group was enjoying the luxuries of a local restaurant. Once again, the magic of instant gold had quickly abated any fear towards them exuded by both the other customers and the restaurant proprietors. “If it has something to do with The Seekers, then I certainly wouldn’t know, but everypony else in The ULE seems to know quite a lot about those dreadful pony-shaped monsters.”

“Tirek, Tirek, Tirek…” Surprise mused. “Nope, doesn’t ring a bell with me!”

‘Not that I was really expecting it to,’ Rarity thought absentmindedly.

‘I mean, I do know about everything else in your tale,’ came Surprise’s voice into Rarity’s mind without passing through her ears first. ‘Just not the ‘Tirek’ part.’

“How do you keep doing that?!” Rarity blurted, turning to face her snowy pegasus companion.

“Do what?” Surprise grinned, almost tauntingly. “Read your thoughts and then speak back to them? Pull weapons from nowhere? Et cetera, et cetera?”

“Yes…?” Rarity agreed, looking at Surprise with what might quickly evolve from uneasiness to fear. Her white pegasus friend had never looked this focused, this intelligent…

“I don't know,” Surprise announced dismissively. “But I do know that whoever Tirek is, if he’s involved with The Seekers, then we better get that Pink Book from your saddlebags before he, she, or it does. From the sound of it that book is just as apt to destroy the world as you learning about the secret past I don’t have is.”

There was a rather uncomfortably awkward silence.

“You mean we need to go back into that abominable tree?” Rarity inquired.

There was another silence.

This silence was swiftly broken by a chorus of raucous laughter from everypony and human.

“Seriously, though,” Surprise chortled as the laughter died off from each of them. “We need to get that book or the world is going to end.”

“What are you talking about?” Rarity demanded.

“I’m saying exactly what Pinkie Pie was saying to you back on the Disk,” Surprise replied, taking another bite out of the odd steaming vegetable she had ordered for dinner. It looked like a cross between a purple spider and abstract art, but the smell was heavenly. “Well, maybe not one-hundred percent exactly what she said, but the message is the same. I didn’t know it was this bad, but if my great-great-great-great-great-great-great-great-so-many-greats grandmother thought it was and went to all the trouble of actually writing about it, then things must be really, REALLY dire.”

“I might be inclined to believe you if not for two reasons,” Rarity spoke evenly. “First of all, you have yet to tell me why the world is in danger. And, although it’s certainly gone downhill since my time, I see no way in which it is nearing total destruction. Secondly, there is no way in Tartarus that I am going back to that psychotic monstrosity of a tree! Besides, that book will be melted by now, having been in the factory’s digestive recycling plant for all this time.”

“The Pink Book will be indestructible, mostly,” Surprise assured them. “Pinkie will have pushed it so that it's not entirely in reality anymore. And you really won’t go back to get the book unless I tell you why the world is in danger, is that it?”

“I won’t be going back to that tree period,” Rarity asserted.

“I didn’t want it to have to come to this,” Surprise sighed. “But I can’t do this on my own. I’ll need your help if I’m to get that book. And I think you will help me once I show you why the world is in danger.”

. . .

Chapter 21

Chapter 21:

“... So...?” Rarity ventured.

“So what?” Surprise inquired before diving back into her spidery vegetable meal.

“You said you were about to tell us why the world is in danger,” Rarity reminded her with no small amount of irritation. “And honestly Surprise, this is your last chance. If this turns out to be nothing but more of your... you being you, then I think all of us are going to retire for the night. Furthermore, I know I’ll never hear any more talk about that ghastly tree ever again.”

Firefly and Megan nodded their affirmations.

“Oh, yeah, that—” Surprise spoke, instantly snapping to attention. Seeing her so focused would have been rather unnerving under normal circumstances. Then again, there were no normal circumstances with Surprise (or in this era, for that matter). Either way, whatever seriousness the frizzy-maned pegasus was trying to pull off was completely ruined by the purple plant juices dribbling down her chin. “Well, you know how all the imprints of your friends, except for that of my great-greater-greatest grandmother, are all meanie pantses?”

“Yes...?” Rarity humored her friend, really hoping Surprise would wrap this up. It had been quite a day for all of them—scratch that, it had been quite a thousand years for the whole world. The call of the bed upstairs in the room they had rented was like a siren’s song. Rarity fleetingly wondered who would actually get to sleep in the bed. She supposed Firefly and Surprise could just snag some wisps of clouds to sleep on, and Megan very well may have her own bed stored away in her computer.

“Well, I think there’s a reason for all that,” Surprise went on. “You see, well, how do I explain this—”

“Excuse me?”a familiar, yet still quite unexpected, voice interrupted the snowy pegasus. The group turned to see the pegasus peddler standing just beyond the short fence that separated the restaurant patio from the street, a cart full of her remaining recording devices tied up behind her. When had she gotten there, and why hadn’t any of them heard her arrive? Even if she had flown here on wings as quiet as an owl’s, she couldn’t have landed that large cart without a sound. “I hope I’m not interrupting anything...”

“Actually, you are, so shove off,” Surprise answered before anypony else could reply. “Now, where was I? Oh yes, the imprints—”

“Surprise!” Rarity snapped, glaring at the pegasus before turning to the merchant with an apologetic look. “Sorry about her. We were just having dinner. How can we help you?”

“I was just on my way out of town,” the peddler explained. “And I thought I should check up on my best customer in, well, ever. I hope the crack Disks didn’t cause you too much frustration?”

“Oh, no, they didn’t,” the white unicorn answered.

“Really?” the merchant chuckled, looking surprised.

“Hey!” Surprise jumped in. “Stop expressing me on your face! And let me finish—what I have to say is really inordinate! I mean, important!”

“Just a minute, Surprise,” Rarity instructed.“Sorry about her, Miss. Was there anything else we could help you with?”

“You mean you don’t want a refund for the Disks?” the peddler inquired, looking puzzled. Rarity shook her head. “Why would you want to keep recording devices that don’t work for you?”

“Oh, they worked for me just fine,” Rarity replied.

The pegasus peddler’s face froze in a look of wide-eyed shock.

“... What... what did they say?” she questioned eagerly, almost shaking with anticipation.

“... Isn’t that a bit of a personal question?” Rarity answered, feeling more than a little unnerved by the sudden, drastic change in the pegasus’ demeanor. “No offense, but I’d rather keep that matter private.”

“But they played for you?” the merchant repeated, leaning uncomfortably close and causing Rarity to instinctually lean back, even though a full table separated them.

“Yes, I already said that—” Rarity tried to say.

“WE’VE FOUND THE ONE!” the pegasus suddenly shouted.

Instantly, flashes of red flecked with coils of swirling shadow burst into being being all around them. Zebras and ponies alike gasped and staggered back as the miniature dying stars darkened further and took on equine shapes.

What in The ULE?!

There were ponies from each of the three races, though each was sporting a coat dyed dark blue.

Dark blue... Just like...

Rarity’s draconic eyes widened.

“Run!” she shouted, her scorpion tail perking up as her heart rate skyrocketed in a primeval fear. Judging by their facial expressions, her companions didn’t entirely understand the cause for Rarity’s fear, but the fact that she was afraid at all coupled with their experiences with her were more than enough to send the group scrambling from the table.

“Oh, no you don’t!” a newly-appeared unicorn laughed darkly, his horn igniting and darting out with tendrils of magic to snatch Rarity up into the air. Other unicorns did the same for Megan, Firefly, and Surprise, each struggling for all they were worth against the magical auras.

“Let. Us. GO!” Rarity demanded, her tail thrashing wildly. Her fear-fuelled adrenaline strengthened the new primal instinct the extra appendage had come with to levels beyond Rarity’s control. She was relieved that nopony was close enough to be stung.

Her own horn ignited, furiously counteracting the other unicorn’s telekinesis. His aura began to spark and she began to fall out of it.

“I don’t think so, Prophetess,” the unicorn almost guffawed. His horn sparked all the more, though not with his natural glow, or any natural glow for that matter. That same magical scarlet darkness that had heralded the newcomers’ arrival erupted from his horn, snaking along his telekinetic trail. They accelerated as they neared Rarity, darting towards her like hungry vipers. They struck, sinking into her flesh.

Rarity screamed like she had never screamed before. Every scream she’d ever uttered in her entire life, when faced with this scream, would wither away in mind-breaking horror.

After an eternal moment, the dark scarlets and crimson shadows ripped themselves away from the white unicorn’s hide and encircled the other unicorn’s telekinetic field.

After the dark spots had finished dancing behind her eyelids, Rarity saw that the street had been deserted save for the dark-blue ponies. At least the townsfolk had had the sense to get away from these monsters.

“Funny, I only meant to hold you in place a little more tightly,” the dark-blue unicorn snickered. “I guess that’s just... our brand of magic for you.”

A memory flashed in Rarity’s mind. Spells that not even the darkest unicorns of old would even dream of casting.

“Rarity!” Megan and Firefly gasped.

“Marshy!” Surprise screeched.

Each companion moved to retaliate, before they were met with the same fate by the magic of their own captors.

“Now that we have your attention...” the pegasus ‘peddler’ chuckled. “We can finally achieve The Prophecy!”

“What are you talking about?!” Megan snarled. Even having just experienced that pain that was beyond pain, she was still trying to snap her hand-appendages, though her telekinetic prison was too strong. Rarity admired her courage. Before this was all over, the white unicorn knew they would all need such fighting spirits.

“Nothing you would understand, False One,” the pegasus spat. She turned to Rarity. “Now, Prophetess. Tell us. Tell us The Prophecy!”

“What ‘Prophecy?!’” Rarity demanded. “What could ponies like you possibly want with my friends’ messages to me?!”

“What are we talking about?” the pegasus asked. “What are you talking about? The Disks are not messages from your friends—they are the catalysts of The Prophecy, left behind by The High Seeress herself, Pinkie Pie!”

“SHUT UP!” Rarity shouted. “SHUT UP, SHUT UP! SHUT UP! Pinkie Pie was NOT affiliated with you monsters! She hated that her work was twisted by you miserable excuses for ponies!”

“Why should we care whether or not The High Seeress cared for us?” the peddler chuckled. “She was nothing more than a window to The True World. It is we who actually seek The True World!”

“You mean you recognize these ponies?” Firefly asked Rarity.

“We all do,” Rarity answered. “Well, maybe not Megan, but she can hardly be expected to know about the most horrific event in pony history if humans only came here fifty years ago. What I don’t understand is how you monsters survived a thousand years without anypony knowing you had survived the Fire!”

“Oh, the world has not forgotten us,” the pegasus explained. “And we have not been silent. All of the companies, even the useless government of this living lie, has known of our presence from the day we struck the first blow of truth. However, to quell a populace who would rather live in ignorant bliss than face reality, the powers of this world have concealed our continued existence. You’ve certainly heard of our exploits, even if you didn’t realize what you were seeing at the time. You have heard of the magical incident that destroyed Old Canterlot, have you not?”

“You did that?!” Rarity gasped.

“Yes,” the pegasus replied. “Well, not me specifically, but we did. The flame of our birth never died, Prophetess. It was only covered by those who thrive off of lies.

“But enough talk about us,” the pegasus continued. “Deliver for us, o Prophetess, The Prophecy laid down by The High Seeress Pinkie Pie herself through the Disks! Tell us the secret to destroying this world, so that we may transcend the lies and attain godhood in the true reality!”

“Pinkie Pie didn’t leave any such ‘secret’ in those Disks!” Rarity screamed. “They were messages left to me by my friends!”

“Why do you keep saying that?” the pegasus questioned again. “The Disks are not common recording devices. They are sacred objects. We should know; we’ve been collecting them for centuries after they were stolen from The High Seeress’ company during the war. Collecting until we had every last one, and then searching for centuries more to finally find The Prophet or Prophetess who could unlock the Disks’ secrets for us.”

“I should have known that finding them all in one place was too good to be true,” Rarity sighed. “I suspected that, of all the monsters that could have been responsible for this latest tragedy, it had to be you. Why couldn’t you have just stayed in the past? Why couldn’t I have just stayed in the past? Why couldn’t I have not eaten that apple?!”

A tear slid down Rarity’s cheek. She wasn’t sure she could take much more of this.

No. No, she could. She could take on anything. Her sister loved her, blast it all! Her friends needed her, and she wouldn’t be absent from these friends’ lives like she’d been from the ones before!

It wasn’t her fault for eating the apple. She knew that. But it would be her fault if she didn’t get her friends out from the hooves of these barbarians.

“If you don’t reveal The Prophecy, we have means of... persuading you,” the pegasus threatened. “Unless you want to taste the sting of what our magic can do when we actually want it to hurt, I suggest you divulge the information we require.”

“Do your worst,” Rarity spat.

“You are no stranger to pain,” the pegasus observed.

“You have no idea,” Rarity snickered. “Why don’t you let me down so that I can make you no stranger to pain?”

“Soon, but not yet,” the pegasus promised with a dark smile. “Soon, we will lower you to the ground, and you will lower yourself to your knees and beg us for mercy. You will ask us for death and thank us when we oblige you. But first, we need that Prophecy. and there are other ways of making even the strongest-willed ponies talk...”

The pegasus turned her gaze upon Rarity’s friends, and the white unicorn’s eyes widened.

“No, I’ll tell you,” Rarity pleaded. “You won’t like it, but I can tell you.”

“You will tell us,” the pegasus agreed. “But for your insolence, I believe some punishment is required.”

“No!” Rarity gasped.

The pegasus only smiled and nodded to the unicorns holding up Rarity’s friends.

FLASH.

Screams assaulted Rarity’s ears, but a smile split her face when she realized that they were not the screams of her friends. Opening the eyes she had clenched shut to spare her the horror of seeing her friends tortured, Rarity saw, amidst a cloud of dissipating magical sparks—

“Daybreak!” Rarity gasped with overjoyed relief.

The robotic pony had appeared right in the middle of the telekinetic streams of the dark-blue unicorns. The dark spells they must have been sending towards Rarity’s friends must have rebounded off of Daybreak’s reflective metallic hide, as the dark-blue unicorns were now writhing in agony, having dropped their captives.

“I warned you! Now get out of here!” Daybreak called to Rarity before turning to face the monsters who called themselves ponies. “I’ll hold them off—they can’t torture me, since I don’t feel pain—but you have to flee and destroy those Disks!”

“Destroy the Disks?!” Rarity echoed, aghast. “But they’re the only thing I have left to remember my friends!”

“If you destroy them, then these arsonists won’t have any reason to continue their insane endeavors!” Daybreak assured as she shot a blast of magic at the unicorn holding Rarity aloft. He was struck full on and fell back, turned to stone. “I ran into these guys a while back—that’s why I wanted to destroy the Disks over the ocean. Speaking of which, I don’t know how you’re going to destroy those Disks if even I couldn’t, but you have to, or these monsters will stop at nothing to get you!”

Daybreak was firing her burning-orange blasts left and right now, knocking the dark-blue ponies back with dozens of different spells.

“But we can help you!” Rarity insisted, firing her own icy blue magic into the throng of dark-blue. Her friends began to follow suit with their own methods of attack.

“No!” Daybreak argued. “Get out of here! Just stay away from Mother’s company. She’s been working on a new teleportation technology to catch you. I stole some and that’s how I was able to get to you over the ocean. In fact...”

Daybreak about-faced and fired a blanket of burning orange across the group, charging them with magic. They started to fade.

“No!” Rarity called, her voice already as faint as her even-now dissipating form. “At least come with us! You can’t take on all those monsters on your own!”

“Maybe not,” Daybreak called back to them, “but I can slow them down! Now go! Destroy the Disks!”

“NO!” the pegasus peddler roared, weaving her way through the android’s shots. She rushed towards Rarity and her friends, already too late to capture them but too obsessed to care.

Just as the world vanished around them, Rarity heard the pegasus’ parting words.

“We will seek you out!” she shouted. “No matter where you run, no matter where you hide, we will seek you out. We will rise! THE SEEKERS WILL RISE, AND THIS WORLD SHALL FALL!”

. . .

The world materialized around them.

The shadows of the towering trees signified that they had been dropped in The Fluttershy Forests, but the once peaceful groves now felt anything but safe.

“Those were The Seekers?!” Firefly blurted. “I thought they were all—how could they have survived all this time without anyone knowing?!”

“The same way nopony in the general populace knows how the imprints really are,” Rarity answered. “They only know what the imprints tell them. If the companies want The Seekers to stay a secret, then nopony will ever be any wiser.”

“Speaking of the imprints,” Surprise spoke up. “I never got to finish my very inordinate revelation!”

“Not now, Surprise,” Rarity chided. “We need to come up with a plan, and then we need to get some sleep.”

“Plan?” Megan echoed.

“The Seekers have been a secret for too long,” Rarity explained. “They should have never existed in the first place, but now that I know they still exist, I’ll have to correct that error. Once the populace knows the truth, then maybe The Seekers can be put behind bars forever, and I’ll have done some good in this world. It certainly needs some good in it, what with all I’ve seen of it.”

“Forgive me,” Megan spoke. “But like you said, I have no idea who these ‘Seekers’ are. Some kind of pony cult, I’m assuming?”

“Cult with a capital KILL,” Surprise agreed. “But they’re not that big of a threat compared to the horrific secret I’ve been trying to reveal to you.”

“I think the best thing to do would be to rest until morning,” Firefly suggested, earning a glare from Surprise for changing the subject yet again. “Then Megan can conjure up another life raft we can use to fly back to the heart of The ULE. I’m sure we can spread the word in one of the cities the companies have less influence in.”

“But—” Surprise began, raising a hoof.

“I agree,” Rarity affirmed, cutting the pegasus off. “Sorry to keep interrupting you Surprise, but I’m afraid there are just some issues a little more pressing at hoof than your theory about the imprints. With what I’ve seen of them, I’m not sure there’s any way the imprints could be any worse, even with a conspiracy theory. Now, I think it’s all time we got some much-needed rest—”

“YOU WILL LISTEN TO YOUR—” Surprise roared with an impossible volume that literally knocked Rarity off her hooves and sent her tumbling backwards into Firefly and Megan. Then, in her normal but no less frantic voice, she gasped “No, wait, NO! NO! NO! I am NOT going back to THAT PLACE!”

“Surprise!” Rarity uttered. “How... what—”

“Just—just listen to me... please...” Surprise blinked away tears. “Forget what I just said, but please, you have to listen to this. We can go to sleep right after, I promise, but I need to tell you this first!”

“... Okay,” Rarity agreed, puzzling over in her mind how Surprise could keep pulling off such strange anomalies, even if she was Pinkie Pie’s descendant. Then again, according to one of the Disks, Pinkie Pie had crossed an entire ocean without teleporting or even using magic, so the white unicorn supposed that this latest strangeness wasn’t all that far-fetched after all. “What did you want to say?”

“I lied,” Surprise replied. “About not knowing who or what Tirek was or is. Well, sort of. I don’t know who or what Tirek is, but I’ve heard that name before.”

“Where?” Rarity asked.

“I’ve been around Pinkie Pie’s Party Supplies long enough to learn a few things,” Surprise went on. “I know that Pinkie Pie’s imprint is not the copy of the party pony she makes everypony think she is in her advertisements. I know where to acquire all the dangerous ingredients needed for making ‘gimmick’ explosives, as well as how to make them even more dangerous, so that they’ll actually explode in the first place. I even know where all the secret rooms in the factory are, though I haven’t been inside all of them.”

Rarity nodded, not seeing how this was relevant, but humoring Surprise nevertheless.

“And, in my time snooping around the factory when Pinkie Pie’s imprint wasn’t looking, I learned a few things about the imprint herself,” Surprise carried on. “She’s not who she says she is. I know you think she’s the one good imprint and every other imprint went bad, but I think it’s the other way around. I’m not sure how, but I think that somehow Pinkie Pie’s imprint is the reason the other imprints went bad. They used to be the good ones, but she corrupted them, slowly. Over time, they became how you know them to be in this era. She’s not the good one—she’s the worst of the bunch, but she’s smart enough to hide that she’s been the source of all this badness.

“What’s more, she has a secret plan,” Surprise finished. “I don’t know what it is, but I know it can’t be good, especially if the real Pinkie Pie thought that it could destroy the world. It’s called ‘Project Tirek’.”

Chapter 22

“Surprise, you are one of my closest friends,” Rarity began. “but that is without a doubt one the most ridiculous things I have ever heard in my entire life!”

Surprise cocked her head, as if unsure how anything she had just said could not be taken at face value.

“Not that I think Surprise has any evidence to back up her claims,” Firefly spoke up. “But from all we’ve seen of the other imprints, what makes you so convinced that... Pinkie Pie’s imprint... is any... different?”

Rarity looked strangely at Firefly for a moment in response to her odd pauses.

“First of all,” Rarity answered. “I found each of the other imprints to be detestable perversions of their originals during my first meeting with them. All that came out of my meeting with Pinkie Pie’s imprint was the discovery that she was a little off. She was much more mellow than the real Pinkie, but nothing more.

“Secondly,” Rarity continued, turning to face Firefly directly with a look of concern. “Are you alright, darling?”

“I’m... fine...” Firefly stated, smiling despite—wait, where those tears in her eyes?! Her face suddenly contorted, a trembling rising in her throat.

Oh, no... Rarity thought desperately. Please, no! No, no, no!

Firefly coughed, her eyes widening and beginning to overflow with her tears.

“I thought... I thought I would have... more... time...” Firefly rasped, her voice severely strained. Then, at long last, a violent fit of coughs racked her body with that impossible motion and caused her to collapse to the ground.

“Firefly!” Rarity gasped, rushing over to the fallen pegasus, fearing that by the time she reached her, she would not longer be her friend at all. “Firefly, please, answer me!”

“Yeah, yeah, quit your whining, will you?” snapped a voice that, although it came from Firefly’s mouth, definitely wasn’t Firefly’s.

“No...” Rarity whispered as icy claws gripped her heart. “No, no, no... Why can’t anything in this time be... not so psychotically deranged?!”

“Where’s the fun in that?” Surprise wondered. “Oh, yeah, I almost forgot—”

“Surprise!” Rarity snorted loudly, whirling on her friend. “Please forgive me for being so unladylike, but SHUT THE BUCK UP! This era’s bad enough without your craziness adding to the mess!”

There was a moment of silence as Rarity tried to slow her breathing after such an outburst, straining with all her willpower not to let her new tail do any more than twitch in severe agitation.

“Ouch...” Megan and the other Firefly stated at last, in perfect unison.

“Hey, jinx!” the not-Firefly laughed, pointing a hoof at Megan. “Now you owe me a sugar cube soda!”

“Shut the buck up, Firefly,” Megan retorted flatly, not taking her eyes off of Rarity and Surprise.

The two ponies’ eyes were still locked, Rarity’s furious draconic pupils boring into the lavender irises of the snowy pegasus. Rarity’s right eye began to twitch. Surprise winced. Then her mane slowly deflated, falling flat at her sides. At last, beads of water welled up at the sides of her eyes, and she burst into tears.

“It’s not my fault!” Surprise cried. “It’s not like I want to be like this! It’s not like I want to never have any idea what’s going on! It’s just that it’s either this, or I’m... I’m...”

But she couldn’t finish, and helplessly broke down altogether, sobbing. She opened her wings without a word, and launched herself into the air, soaring away and leaving behind a trail of windswept tears.

Rarity’s green eyes widened.

“NO!” she roared, not caring who heard them. “What has this time done to me?! Am I just as much a monster as the imprints?!”

She could barely control her tail any longer as her raw revulsion at the world, at the imprints, at herself, threatened to overwhelm her. Sure, Sweetie Belle loved her—had always loved her—but her little sister was a thousand years dead, and the only ponies alive who needed her now were ponies she couldn’t come through for. She knew it wasn’t Surprise’s fault that she was the way she was. She knew that Firefly couldn’t help being the host of a magical mind-parasite. And though she had no real qualms with Megan, she would forever live with the knowledge that she had trapped her in Firefly’s shadow, never to leave the pony’s side lest they both die.

She just couldn’t take this anymore. She was broken, and that was all there was to it. This era had won. She gave up.

It was actually a good thing Surprise had flown off, she realized. Now Rarity couldn’t lead her into harm’s way any more.

The white unicorn, reining her tail in with all of her strength, trotted a short ways from the group, and sat down. She released her hold on her tail, which instantly began thrashing wildly from her frustration, stinging the ground repeatedly as there was nothing else within its reach.

“Rarity...” Megan began, venturing over to her friend.

“Leave me alone or I’ll sting you,” Rarity threatened quietly. She didn’t even turn around to see the human flinch. “You should follow Surprise’s lead and leave. Both of you. All I’ve done is make your lives worse. There’s nothing I can give you now but more of what you’ve already experienced.”

“So... That’s it?” Megan asked. “You’re just giving up?”

“Did I not make myself clear?” Rarity intoned.

“No, you made yourself perfectly clear,” Megan corrected. “You’re as clear as crystal. As clear as air. As clear as nothingness. Because that’s what you are, Rarity. If you’re giving up, then you’re nothing. Maybe you always have been.”

Rarity flinched herself this time, but said nothing.

“You think you have the right to stop fighting this world because of your mistakes?” Megan continued, her voice heating. “Well, you don’t. That’s not up to you. Because there are people who need you, Rarity, and you’re the only one who can help them.”

“I can’t help anypony!” Rarity shot back, darting a heated glance over her shoulder. “I can’t even helpme! Look at me! I’m not even me anymore! I’ve failed you all. I’ve failed myself. And there’s no way I’m going to risk hurting you all any more.”

“So you think you get to give up because you can’t deal with your mistakes, even though you tried to do the right thing?” Megan scoffed. “Is that it, Rarity?”

The white unicorn turned her head away, but nodded.

“My little pony, you have no idea,” Megan declared.

“Oh?” Rarity laughed humorlessly. “And what have you done that’s so terrible?”

“Why don’t you see for yourself?” Megan asked with a snap of her hand-appendages.

Suddenly the world fell away. There was nothing but darkness. No—there was nothing but nothing—as far as she could see. Or maybe couldn’t see. What did it matter? Was this what it was like when you were blind, and had no concept of light, dark, or sight at all?

No, it was worse than that. This must be what it was like to not be at all. Rarity herself wasn’t even a presence in this unplace. There was no existence here, and that included her. She tried to scream, tried to flee, but there was nothing to scream with or into and nowhere to run to or from.

Then there were words. Big, bold, blocky letters.

LOADING PSYCHIC TRANSMISSION, FIRST CONTACT FILE 00: “HUMANITY’S WARNING,” or “MEGAN’S MISTAKE.”

Megan’s mistake? What was this?

Suddenly the world faded back into being. Or rather, it darkened into existence. At least the blackness was better than the nothingness, but Rarity still felt as if she wasn’t there herself. Then pinpricks of light appeared, like a billions of shining jewels thrown into the night. One in particular grew in size until it flare with all the intensity of Celestia’s Sun.

Where am I? Rarity thought in total confusion. What is this place?

There was something below her. it was far too dim to be a star or a sun, but it flared with light all the same as it spun swiftly through space.

Suddenly the white unicorn, despite still not feeling any presence of herself, found the planet rising up to meet her. In an instant, she had descended through clouds and towering skyscrapers into a city that put New Canterlot to shame. There was one building in particular that seemed to be emphasized, and before she knew it Rarity had passed through its walls and was in a vast room filled with the strangest, most alien creatures she had ever seen. She couldn’t hope to describe them—they just were, and what they were was as strange a thing as Rarity had ever seen.

But in the middle of the room was an all-too-familiar figure.

Is that... Megan? Rarity pondered, wondering what in The ULE was going on—though she knew that, if all of this was real, she was not in The ULE anymore.

To be sure, the figure looked like her friend, but only as a mother looks like her child. This Megan was a good deal older the human Rarity knew, but the familiar features were all there. The sheer look of determination, the long golden hair, the hard, twinkling eyes. However, rather than the leather vest, orange shirt, and blue leggings that Megan wore, this human wore a stiff gray uniform.

The human was also transparent—her form shimmered and sparked every so often, as if she was nothing more than a ghost.

“The United Humanities thank you for this opportunity to commence peace talks,” the older Megan stated to the odd creatures. “We regret that we could not send an ambassador in person, but we hope that this holographic communication will be overlooked in exchange for who our ambassador is.”

A series of sounds, seeming to defy everything Rarity knew about the way sound should function, assaulted what would have been her ears had she actually been there. Overlaying these sounds, though, were words she could understand.

“And who would that be, human?” the creatures asked. “Our patience grows thin with your race.”

“We understand that,” the Megan look-a-like replied. “Which is why you shall be conversing directly with me: Megan Williams, Head Council Member of The Council of Humanity.”

A general murmuring that remained untranslated followed.

Then one of the creatures said “It is about time you showed us your leader. Now, are you ready to surrender to us and cede all of your space to our control, submitting fully and without question to our rightful authority?”

“The United Humanities have made it clear to you time and again that we will not now nor will we ever surrender to you or any other species,” the other Megan spoke. “Can there not be a mutual, peaceful cooperation between our universes?”

“No,” the other beings all shouted at once. “Never. You shall submit wholly to us or we shall devote every last moment of our existence to forcing you under our command or, failing that, destroying you altogether. There is no other alternative. You shall submit to us or be eliminated. We have the entire armada of our federation ready to attack your universe this very instant should you refuse us one last time. This is your last chance, human.

“So,” the things went on. “Do you surrender?”

“No,” Megan’s doppelganger stated grimly. And was that a touch of... Sadness in her voice? “And this is your last chance. Should you declare unending war on us, we will eliminate you. Forever.”

A sound that might have been laughter filled Rarity’s mind.

“You can never defeat us,” the alien creatures declared. “And for your insolence you shall suffer, and die. Your end begins now.”

“If that is your final stance on the matter,” the Megan-that-wasn’t sighed. “So be it.”

She flickered out like a candle in the wind.

And then Rarity was rushing upwards once more, through the walls of the building and into the space between the stars and the planet. She was turned, and saw a fast-approaching wall of what looked to be metal vessels, stretching out as far as she could see in any direction. Many of them were far larger than even the planet she had just ‘been’ on.

Then Rarity was turned again, this time facing away from the armada and towards what looked like... Like something that shouldn’t exist. it was a perversion of reality, a patch of space that seemed to collapse in on itself and swirl out of existence. Beyond it was another patch of stars, and just in front of them the white unicorn could see a single ship.

No, it wasn’t a ship at all. It was hardly the size of the building she had just been in, but it was moving far faster than any of the other metal contraptions rushing forwards to meet it.

It raced below her, and she caught just a smidgeon of what was written across it.

QUANTUM WARHEAD #1: HUMANITY’S APOLOGY. MAY WE BE FORGIVEN.

The metal pod slammed into the planet below, burrowing out of sight inside of it before—

BANG!

And there was nothing but more nothingness all over again as the planet and armada and stars and reality itself all melted away.

HEAD COUNCIL MEMBER MEGAN WILLIAMS RESIGNED SHORTLY AFTER AUTHORIZING THE ORDER TO ERADICATE UNIVERSE #2 read the blocky letters, suddenly appearing once more in the naught. SHE WAS FOUND DEAD DAYS LATER IN HER PERSONAL LODGINGS, APPARENTLY DUE TO SUICIDE. HUMANITY DOES NOT MOURN HER LOSS, THOUGH NEITHER DO WE CONDEMN HER ACTIONS.

IF YOU [INSERT UNIVERSE NUMBER HERE] CHOOSE TO INTERACT WITH HUMANITY, YOU WILL BE AT RISK JUST AS THESE BEINGS WERE. KNOW THAT WE CAN SAVE YOU JUST AS WE CAN DESTROY YOU, AND THOUGH WE HAVE NO WISH TO DO THE LATTER, WE WILL IF YOU FORCE US TO.

END PSYCHIC TRANSMISSION.

And then the world—The ULE—reality came rushing back.

Rarity collapsed onto the ground, though she came back into existence as though she had never left, having been sitting just as she was before she witnessed the death of a universe.

“What... What was that?” Rarity questioned, unable to turn herself to look at Megan. Her mind was racing, but it didn’t know what to think.

“That’s my mistake,” Megan replied. “Or rather, my potential mistake. I just sent you a psychic recording of First Contact File 00, which humanity sends to all new races we encounter in new universes. It’s general knowledge back in Universe #1. Or rather, what’s in that recording is general knowledge. But there’s a smidgeon of untruth on there.

“We definitely blew up a universe,” Megan went on. “But Head Council Member Megan Williams didn’t commit suicide. She was cloned and they killed the clone, making it look like a suicide. Her abductors put her in suspended animation and took her to the farthest reaches of the known universes. That was all illegal, of course, and the name ‘Megan’ has even been blacklisted by The United Humanities.”

“Then why is your name—” Rarity began.

“Because I am Head Council Member Megan Williams,” the human cut her off. “My father was the former Head Council Member and he still wielded a lot of power. After I resigned, he had some men remove me from general society, wipe my memory, and genetically de-age me. I was even put into a surrogate mother and born all over again.”

“Why?” was all Rarity could ask, beginning to shake in a fear she couldn’t quite control.

“To give me a second chance,” she answered. “My father didn’t want me to die with my mistake defining who I was. As soon as I was old enough, again, he told me the truth of who I was. He told me to never stop fighting for what was right, but to never make the same mistake again.

“I couldn’t take looking at other humans anymore after that,” Megan continued. “I’d heard tales all my life of ‘Megan Williams,’ and to learn I actually was her... It was too much. So I ran away to be with people who didn’t really know the extent of who I was. Humans grow up with this knowledge, but ponies have only recently been introduced to it, and then only your leaders. With your race, I could truly start over.

“But you’ve just told me everything you said you didn’t want people to know,” Rarity noted, still feeling the cold grip of fear around her heart. If what Megan said was true, then Rarity was in the presence of a killer so terrible that genocide didn’t begin to describe her actions. But the white unicorn had seen the recording—what choice had she had? Was the protection of every last one of your own species worth destroying the entirety of another universe? “Why?”

“Because you needed to know,” Megan stated simply. “And because I’m still fighting the good fight even knowing all that. If I can go on even after knowing that, then you sure as heck can. What have you done, honestly? Yelled at an insane pegasus? Allowed the death of some hybrid thing that claimed to be your son? Been too focused on your own goals to care about Firefly’s? Forget all of that. If I can move on from eradicating an entire universe, then you can get off your rump and help fix this world.”

Rarity winced at the mention of Sapphire.

But Megan was right. If this human could still be trying to do good even after all she’d done, even when she had been trying to do the right thing all along, then Rarity could too.

Megan had destroyed an entire universe. Rarity had just failed to adequately even try to help fix one planet in this one.

“Well, I suppose I should be going now,” Megan chuckled humorlessly. “I never thought I would reveal any of that to anyone. I hope it does you some good, because I know it sure as heck hasn’t done me any. Well... Goodbye.”

Megan turned to leave. Before she could take so much as a step, though, Rarity caught her in a hug.

“What the...?” Megan inquired incredulously. “What are you doing?”

“Giving you what you need,” Rarity told her, smiling through her tears of thanks. “You need to know that even if you did all that, and even if I’m just one person, I don’t care what you did before I met you. You’ve stuck by me this whole time and been a true friend, and you were even willing to risk facing your past all over again to help me see the light. So I thank you, and I want you to know that it really doesn’t matter to me what you did.”

Megan hugged her back.

“Ugh...” the Firefly-that-wasn’t interrupted. “I hate to break up your obviously meaningful moment and all, but I think you need to see this.”

“Firefly!” Rarity exclaimed, realizing what she had to do now. If she was going to keep on going, then she had to keep on going for something. She had to try and fix this era, and that meant starting with the split pegasus.

She broke off the embrace with Megan and ran over to the multicolored pony, smacking the tree she was hiding under with her hoof. Unfortunately, no medicinal fruit came down, even when she asked for it specifically.

Rarity cursed, realizing that Fluttershy’s imprint still must have The Fluttershy Forests in a state of dormancy.

Wait a minute... Firefly was hiding under a tree?

She turned to the pegasus, following her line of sight to see a spidery black shape soaring through the sky on leathery wings. In the spiderbat’s claws, a speck of white and gold screamed at the top of her lungs despite the wind that was whipping her voice away.

“No...” Rarity breathed in utter horror as the thing took her friend over them, not seeing them below, and headed back to Fluttershy’s factory.

The cold flame in Rarity’s heart flared up, and her dragon eyes narrowed in pure rage. Only this time, Rarity would use her overwhelming emotion for a purpose. It seemed they would be going back to the monstrous tree after all, and when they did, Rarity planned to end it once and for all.

That abomination would not have Surprise—or anypony else—ever again.

Chapter 23

“So what’s the plan?” Megan inquired.

“Plan?” Rarity echoed in surprise. “Twilight usually took care of that sort of thing, though those never really worked out either... I suppose the easiest way would be to simply allow ourselves to be captured. I don’t really see how we can sneak up on a giant sentient tree crawling with monsters.”

“But what if we don’t escape again in time?” the human questioned uncertainly. “What if she does more of...” she gestured at Rarity’s tail. “... This to you?”

“We won’t give her the chance,” Rarity affirmed, hoping she sounded more confident than she felt. The second-to-last thing she wanted to happen was for Fluttershy’s monster to make Rarity less of herself and more... Something else... But the first thing Rarity didn’t want to happen—nay, wouldn’t allow to happen—was Surprise suffering the same fate. “Besides, she’ll probably send us to the same place she’ll send Surprise. Searching the entire tree ourselves with monsters on our tails at every turn sounds a lot less efficient than allowing the tree to take us to Surprise on its own.”

“So how do we get their attention?” the Firefly-that-wasn’t asked in an almost bored tone. Rarity would really, really enjoy the day when she found a cure for Firefly’s affliction. “Just fly up and yell ‘hey, come get us’?”

“More or less, yes,” Rarity admitted. “Though that would look suspicious to most ponies, these monstrous minions of Fluttershy’s imprint don’t seem to be the brightest of creatures. I suppose we simply let a spiderbat catch us each and wait, hoping for the best.”

“Screw that,” Firefly’s alter ego snorted. “I have better things to do then get caught up in your lame plans. If that pegasus got herself captured, then I say it’s her problem.”

“Her name is Surprise,” Rarity declared, whirling on the fake Firefly. “And if you don’t help us, I’ll sting you.”

“You wouldn’t!” the other Firefly sputtered. “You’re too nice to do that!”

“Do I look like I’m in a ‘nice’ mood right now?” Rarity queried darkly. “You’re not my friend, and I’m not yours. We don’t like each other, and I understand that. But you are going to help us free Surprise and kill that tree.”

“Wait a minute,” the other Firefly realized, smirking. “You can’t sting me, because that’ll be the end of the two-leg as well!”

“We also die if we get too far apart from each other, do we not?” Megan inquired. “Whatever you decide to do, I’m going to the tree. If you stay, we’ll both die, but at least with us you have a chance.”

“... Fine,” the not-Firefly sighed, sulking. “But on one condition.”

“Condition?” Rarity echoed. “What makes you think you’re entitled to setting conditions?”

“Because I can think, just like you!” the other Firefly shot back angrily. “I’ve been around you long enough to get the hint that you don’t think I’m a person, that I’m just like the imprints. But even if the imprints don’t think they’re real ponies, I know I am. I can feel just like you can. So what if I’m taking over the ‘real’ Firefly’s mind? Wouldn’t you if you had no other way to live, if letting her win meant you would die?”

Rarity was taken aback. She had to admit to herself that she had never actually thought of Firefly’s mind-parasite as anything other than a disease—a mindless malignance that needed to be destroyed. What would she have done in the same circumstances? Would she fight for her own survival, even if doing so meant she’d slowly be killing somepony else?

No, she wouldn’t, she realized. Rarity smiled to herself, thankful that this era hadn’t changed her quite so much after all.

She told the impersonator as much, adding “Living off of another’s death is no way to live. Haven’t you ever tried to live with Firefly instead of off of her?”

“Do you honestly think there’s anything I haven’t tried?!” the not-Firefly spat. “I’m not pure evil, you know. I just don’t want to die, and if that means killing somepony else, then as much as I don’t like it, I’ll do so.”

Rarity was about to make a retort, but instead realized this would get her nowhere. Besides, they were wasting time, when that abomination with Fluttershy’s likeness was doing who knew what to Surprise.

“Megan, do you have anything stored in that computer of yours that can draw their attention?” Rarity inquired urgently.

“Sure thing!” Megan affirmed, snapping and materializing what appeared to be fireworks.

Perfect, thought Rarity.

The fireworks worked like a charm, igniting the night brighter than the sun for a few brilliant moments. Rarity had to shield her eyes, glad she wasn’t stuck seeing heat again. She really didn’t want to know what that kind of flash would’ve looked like were she to see its power rather than its visual effect.

Instantly, the air filled with the savage shrieks of spiderbats.

“Here they come,” Rarity announced, planting her legs firmly in anticipation. “Brace yourselves!”

One moment, she was standing beneath the dark treetops, and then suddenly—

Rarity gasped in mild pain as the claws of the spiderbat clenched her, and it took every ounce of strength she had not to let her fierce surprise take control of her new tail and plunge it into her captor. It seemed that the spiderbat had the same idea, though, and quickly sprayed her tail’s barbed end with a coating of thick webbing. Rarity shivered at the disgusting feeling of the gooey, slimy covering, but also at what its presence meant for future encounters.

She had never wanted to inflict its poison on any living thing, but if push came to shove, she had to admit that it would be pretty useful in an escape.

No! She thought desperately, her thoughts curving around a hairpin turn. Don’t think like that! You were fine before that monstrosity cursed you with this tail, and you’ll be fine without it again. Isn’t this what you wanted, after all? Something to stop your tail from being a danger?

If so, why did she suddenly feel like she’d lost the use of a vital part of herself? Was she really becoming that used to this ghastly new addition? She shuddered again at the thought.

Well, she went on in her head. At least I’m not covered head-to-hoof in that repulsive webbing this time.

She turned to see Megan caught in the claws of another spiderbat flying alongside her own, her hands restrained with more webbing. She didn’t look too happy about having her only access to her computer cut off, but she gave Rarity a hopeful smile all the same.

The imposter wearing Firefly’s body was similarly restrained, her wings tied to her side by thick sticky strings. She merely scowled at Rarity. The feeling was mutual.

Rarity only hoped that the fruit Firefly ate didn’t come with some sort of backlash. She didn’t want to deal with that arrogant parasite for the same length of time that the real Firefly had control. She swore, the first chance she was able to kill Firefly’s mental oppressor without killing Firefly, she would take it.

The monstrous tree loomed up to meet them. It was lit with several bioluminescent beings scuttling across its surface, and even the tree itself pulsed with light in places. A knot opened up for them like the first time they had ‘visited’ the tree, though this time it was higher up. It seemed like they wouldn’t have to go through The Hall of Life again, skipping the frying pan and going straight into the fire.

The spiderbats tossed them into the tree one by one, not bothering to remove their webbing. This was something Rarity hadn’t anticipated; she could function well enough without her new tail, but she had been relying on Firefly’s flight and Megan’s access to her computer. Then again, she’d already admitted that even in her own time plans had never really worked out as intended. It seemed she would just have to improvise.

She prayed she’d be able to think of something in time.

Fluttershy’s imprint’s office was much the same as before, though it had been completely healed. The doorway to The Hall of Life was still covered with thick vines and bark, while the other walls, including one in particular, were fully regenerated.

The massive imitation of Fluttershy’s eyes were too preoccupied with her latest ‘perfection’ to notice Rarity and her friends entry, her slit of a mouth contorted in consternation.

But as much as the giant face of the fake Fluttershy made Rarity’s stomach churn, what immediately drew her attention was what Fluttershy’s imprint was focused on. Her blood ran cold as she saw the snowy pegasus held aloft by the vines, saw the vine with the sword-like stinger, saw the black goo flowing through the vine’s veins, saw the stinger plunging towards Surprise’s chest before she could react and—

“NO!!” Rarity cried out, rushing forward, but already knowing she was too late. Her horn sparked, her icy blue aura latching onto the stinger even as it made contact with Surprise’s flesh.

No... Rarity mentally whispered.

She had failed.

Or... Had she...?

What in the world? Rarity thought as the stinger remained motionless at Surprise’s chest despite all the force put into driving it forward. As the vine pressed on in vain, it began to crumple, until it broke completely and splattered black goop all over Surprise and the ground.

“Oh, hi Marshy!” Surprise giggled, noticing Rarity and her friends at last. “You’re just in time! Do you think you could help this pathetic excuse for a plastic surgeon? She doesn’t even have any injection needles strong enough to start the operation!”

Surprise... Was alright? But, how?! No, it didn’t matter—that was a question for later. For now, she needed to free Surprise and then end this tree once and for all.

Rarity charged her horn even as Fluttershy’s imprint turned her gaze on the newcomers.

“Rarity!” the monster with Fluttershy’s voice squealed with glee. “You came back! I can finish perfecting you now!”

“You’re not going to be ‘perfecting’ anypony ever again!” Rarity snarled, her horn crackling as she formed a blade of magic and sent it slashing through the vines holding Surprise.

Fluttershy’s imprint gasped in pain as the snowy pegasus was released, taking wing. Meanwhile, Rarity tried her best to keep from falling over from the exertion such a spell demanded. She had seen Twilight effortlessly use the spell plenty of times, but Rarity had never thought that she herself would need to use it, much less be able to.

“Hey!” Surprise complained. “Don’t ruin this for me, marshmallow! I want to get cool new body parts like you!”

“Surprise, we have to kill this tree!” Rarity commanded. “And besides, you’re fine the way you are. I’m sorry for yelling at you earlier.” Her face scrunched up. “And my new body parts are not cool,” she added under her breath, inaudible over the background noise.

“Really?” Surprise questioned, her eyes watering as a smile split her face. “Oh, thank you, Marshy! You’re the first pony to ever say that!”

“Kill me?!” Fluttershy’s imprint wondered in horror. “But why ever would you want to kill me? All I’ve ever tried to do is help life!”

“You’re a monster who won’t leave life alone!” Rarity retorted.

“I’m sorry you think that,” the not-Fluttershy responded sadly. “But I really am helping life. Maybe you’ll see things my way when I’m done helping you.”

Instantly more vines sprang up from the floor, ceiling, and walls, latching onto Rarity limbs and hoisting her into the air as another black-goo-filled, stinger-tipped vine sprang up. Other vines grew out to try and snatch up her friends, even as the stinger-vine surged forwards to erase Rarity and replace her with something else.

Rarity’s horn sparked, telekinetically fighting against the vine as best she could, but she had already used more magical strength than she thought she had with the blade-spell. The vine’s progress barely slowed at all as it ate up the distance between them and—

BOOM.

The stinger exploded in a fiery blaze of smoke, sending black goo everywhere as the vine shriveled and died.

“Not today, motherbucker,” Surprise smiled darkly, holding a miniature smoking party cannon. Her mane and tail had once again fallen flat. “From now on, you mess with the marshmallow, you mess with me.”

“If you all won’t let me help you easily,” Fluttershy’s imprint sighed. “Then I suppose my only choice is to help you all a little more forcefully.”

More vines sprang up, but this time all they did was cover up the knothole opening. Thick bark grew over them, sealing off their only exit.

They stood in silence for a few moments.

“Um... aren’t you supposed to be cursing us with a fate worse than death?” Megan wondered.

“If that’s what you stubbornly insist on calling my help, then yes,” the fake Fluttershy responded. “And I’ve already begun.”

“What do you—” Rarity started to say, taking a step towards the face with her horn sparking threateningly. She froze when she heard the squelch of her hoof touching the fleshy floor.

Looking down with dread rising in the pit of her stomach, Rarity saw a dark sludge dripping off her hoof. Looking at the place she had just stepped, she also saw the source of the black goo.

“She’s flooding the chamber!” Rarity warned. “It’s rising through the floor!”

And so it was. Puddles of the vile substance were already pooling in areas, running over and into each other.

“Do not worry,” Fluttershy’s imprint soothed, or at least attempted to. “You will not drown. After you have swallowed enough of the improvement gel, I will drain my office and you will be free to go on your way. Just try not to panic, and it will all be over soon.”

“We’ve got to get out of here!” Firefly blurted, clearly not taking the tree’s advice. “I can’t be turned into some slow monster-thing! I can’t end up like you, Rarity!”

Rarity shot the imposter a harsh look before turning to Megan and Surprise.

“Any ideas?” she questioned hurriedly, trying to ignore the feeling of the goop rising against her flesh. The floor was completely covered now, the black liquid having reached Rarity’s knees.

“I can’t do anything without my computer,” Megan reminded them. “And I can’t access it without snapping my fingers. But even with my computer, I don’t see how I could get rid of all this gunk.”

“Surprise!” Rarity realized as she telekinetically went to work wrenching off Megan’s webbing. Even if Megan’s computer was of no use now, it could be when they finally did get out of this blasted office. If they got out of this blasted office. “Can you blow up that monstrosity’s face? We can climb through her eye socket just like last time!”

She shuddered upon realizing what she had just said—she had never wanted to have an experience like that again, but it was better than dying in this goop to be reborn as a monster. It would be so tempting to just escape as they had last time as well, but Rarity knew she would have to resist. If they wanted to truly get away from this place’s biological horror, if they truly wanted to spare everypony the potential fate of winding up as one of Fluttershy’s imprint’s pets, then they had to kill this tree.

“No offense, Marshy,” Surprise spoke up as her mane and tail reinflated, a ‘eureka’ look on her face. “But I believe I have a better idea!”

Before the others could react, Surprise zoomed around the room, grabbing each of her friends by the hoof (which should have been impossible). Then she sped towards the giant fleshy face.

“What are you—” Fluttershy’s imprint tried to say before Surprise dived inside her mouth, tugging her friends along with her before they had time to register what was going on.

“Surprise!” Rarity gasped in horror and disgust as they were pressed above and below by the moist roof and floor of the mouth. “What are you doing?! This way only leads to the stomach!”

“And that’s where we’ll find The Pink Book!” Surprise agreed as she pulled them farther down the throat.

“But we’ll be digested before we find anything!” Rarity asserted.

“A minor technicality,” Surprise said dismissively.

For once it seemed Fluttershy’s imprint agreed with Rarity, as the tongue of the tree attempted to bunch itself up in front of them and push them back out. After all, there would be no way to ‘perfect’ Rarity and her friends if they were all dead.

“We can’t have any of that!” Surprise giggled despite the situation. Pulling out her miniature party cannon again, she fired at the tongue repeatedly. A scream of pain reverberated from deep below them, and the tongue flinched and writhed, sending them all sliding down it and into the wet darkness below.

Rarity lit up her horn to illuminate the way as best she could, but the pit they were falling into seemed bottomless.

“Surprise!” Rarity scolded. “If we don’t make it out of this alive, I’m going to kill you!”

“Rarity!” Megan piped up. “Can you get the rest of this webbing off of me? If I can snap, I can levitate us so we won’t take an acid bath!”

Rarity furiously attacked the webbing with her magic, but the restraints held fast like iron. Finally she darted forward and stuck her horn into them, trying to lift her head and up slice them open. She gasped a little in pain as the webbing resisted, tugging at her horn to the point of making it feel like she soon wouldn’t have one if she kept this up. But, knowing she soon wouldn’t have an anything if she didn’t, she fought on.

“You might want to hurry that up, Rarity,” Firefly’s doppelganger informed her. “It looks like that acid bath’s coming up!”

The vertical tunnel did seem to be lighting up, even without Rarity’s magic. And if that weren’t enough indication, the temperature was spiking even as a nauseating smell permeated the air.

“Almost... There...” Rarity grunted as she fought against the webbing. Unfortunately, the webbing seemed to be winning.

And then they were out of the vertical tunnel, but still falling fast. The hole of the tree’s throat fell away up above them as a massive cavern opened up below. A substance that might as well have been lava from its coloration and all the heat it was emitting bubbled and churned far beneath them, though it was rising up faster each moment.

The heat was becoming almost unbearable, the smell overpowering.

Hot...

Hotter...

And then—

With a furious final assertion of force, Rarity finally cut the sticky strings apart.

Megan instantly wrenched her hands out of the remaining restraints and snapped, cutting their fall short on a cushion of air. Another snap enveloped them in a transparent bubble, and they all let out a sigh of relief, thankful they could do so at all. The bubble was full of breathable air, unlike the noxious fumes they’d just been faced with.

All let out a sigh of relief, that is, except Surprise.

“Aw, come on!” she huffed. “I was this close to getting The Pink Book! It’s right down there! I can feel it!”

“Surprise, let it go!” Rarity commanded. “I know how much this conspiracy theory of yours means to you and how you think that book can help you save the world, but if you really want to save the world then you need to help us kill this tree!”

“Marshy...” Surprise spoke quietly, yet firmly. “Remember when Twilight—the real one—was so upset over not having a friendship report? How you and all your friends thought it was nothing until you realized that even though it didn’t make sense to you, it should have been important to you because it was important to her?”

“How do you know about that?” Rarity inquired.

“The same way I know everything I do,” Surprise responded. “But that’s not important. What’s important is that that book is important, and I really, really need you to help me get it. Please, Rarity!”

The white unicorn saw the look of desperation on Surprise’s face and reluctantly realized she was right. Even if this didn’t make any sense, she needed to help Surprise because it was so important to her. That should have been all the reason Rarity needed.

“Alright, Surprise,” Rarity told her. “You’re right, and I’m sorry. But this is a two-way street, remember? You need to help me as well. If you help me kill this tree, I’ll help you look for this book.”

“Agreed!” Surprise cheered, hugging Rarity tightly. “Just one question, though... How do we do that?”

“I’ve been thinking about that,” Megan spoke up. “If this tree has a stomach, then what’s to say it doesn’t have a heart as well?”

“That would be ideal,” Rarity noted. “But how do we get to it?”

“I suppose we just find a way to get out of the stomach and go up,” Megan thought aloud. “Then we should find it before we would reach the office.”

Rarity spoke her agreement, and Megan levitated their bubble up to the roof of the stomach. Surprise drew her miniature party cannon again, shooting the roof enough to create a sizeable hole of burnt flesh.

The tree shook with a cry of pain.

“Well, now the imprint knows we didn’t die in her stomach,” the un-Firefly noted worriedly as Megan levitated them up through the hole and landed them on the outer surface of the stomach casing. “And if she knows where we are, why isn’t she growing more vines to catch us again?”

“I don’t think she has complete control over every part of her body,” Rarity explained. “But now that she does know we’re still alive and where we are, I suspect she’ll be sending her cronies after us.”

“Speaking of which...” Megan noted, pointing up.

The friends looked skyward, and Rarity suddenly found herself torn between two emotional extremes.

One the one hoof, she joyfully realized she could see the heart, far above them but well within reach with all the fliers there were in the group. It was suspended by various thick veins between what appeared to be giant lungs and various other organs.

On the other hoof, though, knotholes were opening up on every side of the tree. As horror fought against her joy, an army of abominations flew, slithered, or crawled through the holes, letting out a collective primal roar as they surged down towards Rarity and her friends.

Chapter 24

Time seemed to slow down as the chimaeras fell upon them. It was like somepony—that somepony of course being Fluttershy’s imprint—had taken all the primeval animal ferocity in the world and thrown it into a blender, finally pouring it out into these monstrosities. Rarity didn’t know whether to feel terrified of these multi-creatures or feel sorry for them. She did both.

Whatever the case, though, they were currently the enemy, and thus an enemy to any and all life the monster tree might try to further distort. Rarity only hoped she and her friends could get through them before they were forced to join their ranks.

“Get to the heart!” the white unicorn commanded. “Only fight when absolutely necessary! Unless we get rid of the tree, it doesn’t matter how many monsters we kill—she’ll just keep making more!”

“Aye-aye!” her friends agreed, Firefly’s parasite reluctantly nodding her head as she gulped.

Surprise launched herself into the air, exchanging her miniature party cannon for two large pink cylinders reading ‘Rambunctious Rocket Launchers’ along the side.

“For freedom!” she roared in a cackling-mad battle cry, weaving her way in and out of the falling abominations even as she blasted them to bits. Fried flesh mixed with confetti rained down on Rarity and her friends. “For friendship! For marshmallows!!”

“No way is that ditz beating me to the top!” the not-Firefly snorted competitively. “Hey two-legs, think you can keep up?”

“You’re on!” Megan affirmed with a look of determination. “Hold on tight, Rarity—and help me blast as many of them as you can!”

Rarity nodded as the human rushed to her side, scooped her up in one arm, and snapped. The two of them blasted off with a rush of air, that invisible energy of Megan’s computer flinging them upwards.

“Now it’s on!” the un-Firefly giggled, fear and the spirit of competition warring on her face. So far, they were at a stalemate. She rocketed after her bond and the white unicorn, zig-zagging in an electrified rainbow streak through the monsters as her weapons harness unfolded around her.

Surprise was doing her best to clear the path for them with her explosive party gimmicks, but still some of the monsters shoved each other aside or flew up to meet them again. Rarity’s horn sparked, igniting in a blast of magic that bombarded a squirrel-tailed polar bear-lobster into a giant flying kangaroo with an elephant’s trunk. Another spell did the same to a rhinoceros-wolf, while she telekinetically pushed a porcupine-octopus into the eyes of a lizard-monkey.

Meanwhile, Megan had conjured up a sizeable gun-like weapon of her own with her free hand and was using it to blast whatever Surprise and Rarity could not. The parasite in Firefly’s mind flew backwards at an incredible speed, vaporizing any abominations that dared to follow them back up with bolts of rainbow.

This might actually work! The monsters seemed unending, but as long as they were able to keep the creatures back, then—

Rarity was nearly torn from Megan’s grasp as something shot by her, whacking her in the face—hard—with a clubbed tail. The white unicorn furiously turned to blast the offending monster with an icy telekinetic bolt, but she froze before her horn so much as sparked, her blood running cold.

“Hello, big sister,” cooed the creature who had almost fractured her skull.

“But that’s not possible!” Rarity spluttered, her horn still sparking but now unable to go through with the act of zapping the thing before her. “We killed you! You’re dead!”

“That makes twice now,” Sweetie Belle’s doppelganger laughed with a sneer. The little unicorn filly now sported draconic wings and a matching tail, tipped with the club. “First when you left me to die of sorrow, and once again when you outright murdered me.”

“Rarity!” Megan called with a huff. With Rarity distracted, the others were having to double their efforts against the unending horde of monstrosities. They couldn’t keep this up much longer. “Don’t fall for her mind games! The tree’s just trying to get to you! Kill her and help us, or it’ll all be over!”

“You’re not the real Sweetie Belle!” Rarity screeched, blessed realization dawning in her brain as a wide smile split her face while her dragon’s eyes narrowed. “The real Sweetie Belle loved me! Never stopped loving me!”

The Sweetie Belle-who-wasn’t gulped as her eyes went wide. Rarity’s horn was sparking like never before, a crackling energy building around it like an entire lightning storm was bunched up in the small space.

“Now, big sister, let’s be reasonable about this—” the un-Sweetie Belle tried to say.

Rarity’s horn nearly exploded as the full force of her magic burst forth, unleashing a torrent of blue lightning. The screams of the fake filly echoed in the white unicorn’s ears as her phony flesh was obliterated, as was that of every monster behind her. The fake Firefly barely had time to dodge the bolt before it sliced right through to the stomach, cutting an even larger hole in the bilous sack.

The tree shook with an inequine scream.

“All right, Rarity!” Megan cheered in amazement. “Now see if you can do that again to the ones above us!”

Rarity nodded in affirmation, pointing her horn up, preparing to fire another blast with all her might.

Only a pitiful hooffull of sparks petered out.

“Uh-oh,” Rarity gulped.

“Don’t tell me you used up all your magic!” Megan uttered.

“I did for now,” Rarity replied. “I’ll have to wait to recharge.”

“I was afraid you’d say that,” Megan noted worriedly. “I don’t think we can keep taking them all on without your help. I know you don’t want to do this, Rarity, but think about it—they’re already monsters!”

“What are you—” Rarity questioned before what Megan was asking hit her. “No! I will never willingly sting any living thing!”

“It’s either them or us!” Megan claimed. “And if we let them live, then we may as well be giving this tree our blessing for its experiments!”

Rarity’s mind was racing. Them or us... Them or us... That was essentially the same argument Firefly’s parasite had made to justify her fight to live. It was either her or Firefly, and as long as she had the basic will to live, she would not give up.

But Firefly had the right to live too! Even if it meant the loss of everything Rarity was, did she really want to live with the guilt that she had inflicted such a terrible fate upon another living thing? How could she live knowing she had stolen a creature’s free will, its body, its everything from it, even if she only did so because it meant that the same wouldn’t happen to her? What good would come of fending off one crime by perpetuating it further?

“I...” Rarity sputtered. “...I can’t! I can’t do it!”

“Come on, Rarity!” Megan snapped at her. “We have no choice! It’s them or us!”

“NO!” Rarity refused. “If that’s what you think then you may as well drop me right now! I thought you came to Equestria to get a second chance, not to make the same mistake all over again!”

Megan froze, her skin paling. The monsters closed in, overwhelming Firefly and Surprise.

“I had no choice!” Megan screamed.

“There’s always a choice!” Rarity yelled right back. “If there’s no other way, then you just have to make another way!”

“I’m sorry, Rarity,” Megan whispered after an eternal moment. “But if I had to do it all over again, I would. There is no other way.”

And with that she dropped Rarity and the gun, snapping both her now-free hand-appendages.

“Megan!” Rarity screamed as she fell. “What are you doing?!”

“Forgive me!” Megan called as a current of air caught the white unicorn’s fall. Rarity, still beyond confused about what was going on, shuddered in frozen terror when the truth dawned on her. The air holding her up constricted around her, materializing into bonds tighter than spiderbat silk, binding her stiff as a board. Her legs were glued to her sides, her tail stretched straight out.

“Wait!” Rarity called. “Stop! Don’t do this! I can still forgive you, but you have to let me go now! Think of another way—freeze them! Freeze them in time!”

“There’s too many,” Megan choked, tears brimming in her eyes. She suddenly looked much more worn than the young human Rarity knew so well, all the horrors of another lifetime screaming in her eyes. “We need some allies on our side. I think I’ve figured out how to get us some.”

“NO!!” Rarity wailed, tears streaming down her face as Megan snapped again, swinging the white unicorn around like a living sword. Her tail sliced through countless creatures, each howling in outraged pain before the crystals burst from their wounds. Just like the tree, the glistening spikes covered their hosts before melting in on each other and producing perfect crystallized replicas of what the creatures had once been. Those that could fly made a bow to the still-sobbing Rarity while hovering in the air. Others dropped like the rocks they had become. “What have you done?! What have I done?!”

“MARSHY!” Surprise roared, rushing down through the monsters, propelled by the shots of her Rambunctious Rocket Launchers. She slammed into Megan, sending them both falling. She furiously began whacking the human in the face with her oversized weapons. “YOU! DON’T! HARM! MARSHY!”

“I just saved us all, you twit!” Megan tried to counter between blows.

Meanwhile, Rarity fell. Tears rose up through the air, light from the bioluminescent innards of the tree shining through the globules of water like the crystals so many of the monsters had become. She was sure Surprise or Firefly’s double would catch her, but right now she was so distressed that it was becoming increasingly hard to care. She hadn’t felt this sorrowful since the fake Sweetie Belle had convinced her that her little sister had died a dejected, bitter old mare.

I’m no better than this monstrous tree! Rarity thought in cold fury, directed at both Megan and herself. Surely there was something she could have done—she shouldn’t have used all her magic on that regenerated monster-Sweetie. If she hadn’t, then none of this would have happened.

Cold, hard claws caught hold of Rarity. She looked up through watery eyes to see two of the crystallized monsters holding her up in their transparent hands. They cut her free of her bonds, and then began ascending as more of the crystal creatures fought against their former allies, tearing into and ripping to shreds the brethren they had once fought alongside.

Rarity was finding it increasingly hard not to wish for the still-fleshy monsters to capture her. That would help to balance things out, right? She had made some of them not-them, and they would pay her back by making her not-her. That was fair, right?

No, it wasn’t. Would the real Sweetie Belle want her to give herself up? Would the real Sweetie Belle even think of her as a sister anymore if she knew what Rarity had done?

Yes, she would still think of me as her sister, Rarity realized. She hadn’t done this to the animals. Megan had. The white unicorn was innocent, having been little more than the tool used to commit such a crime.

What was done was done. She wasn’t sure if she could ever forgive Megan, but as long as these creatures were crystallized and helping her, then they were an advantage she needed to use.

“Surprise!” Rarity called. “Come on! We can settle our differences later—right now we need to destroy that heart!”

“Oh, alright,” Surprise called back, smacking Megan with her guns one last time. The human snapped, her face healing, as she began to rise back up after the pegasus. She materialized two guns of her own and began blasting back the still-fleshy creatures as Surprise did the same ahead of her, the un-Firefly bringing up the rear.

The crystal creatures and Rarity’s friends seemed to be winning. The heart was so close...

“NO!” roared a reverberating bellow of primeval terror, shaking the insides of the tree as if a monstrous hurricane were buffeting it from the outside. “NO!! You can’t kill me! I have to help! I have to help her! I have to do as I’m told!!”

Do as you’re told? Rarity thought in utter confusion. Do as who tells you?

She didn’t have time to think for long, however. More knotholes were opening in the sides of the tree, and countless creatures were pouring in. Yet more rose up from the depths below the stomach, and many even began to crawl their way down from where the heart and lungs waited. These new monstrosities were even more misshapen and malformed than the earlier creatures had been, as if they had been mashed together in a hurry.

“We’re so close!” Rarity exasperated. “Fly faster!”

The crystal creatures did as they were told, their transparent wings flapping as hard as they possibly could. It seemed to be in vain.

One of the crystallized monsters was suddenly covered in the writhing, biting forms of the new abominations. Rarity heard a spine-tingling cracking sound, and suddenly the monsters of flesh fell away to reveal that the monster of crystal had been crushed. Shining fragments and glittering dust poured down.

The crystal creatures could be killed? Wasn’t that what Rarity wanted, to put them out of their misery? Shouldn’t she rejoice at their merciful deaths? If so, why was she feeling robbed of her victory when she was so close?

“Why isn’t anything in this era a straightforward decision between good and evil?!” Rarity spat angrily, more or less directing her question at the time period itself.

More of her unwanted yet necessary minions were being crushed, overwhelmed by the onslaught. Conflicting emotions warred inside her—should she be happy or angry at their death? Could she forgive Megan, had Megan done the right thing in the first place, or would they never be real friends again?

All the questions were welling up inside her, threatening to overwhelm her completely. Even the question of whether or not she had done the right thing in walking away when Sapphire lay dying... When her own child, natural or not, had been crushed by her own crystallized servant...

And then the creatures were upon the two servants holding her up, smashing them to bits. They came for her next, her horn still sparking uselessly as she struggled to prevent her tail from doing any more stinging. But should she?

“Marshy!” Surprise called, though she too was being overwhelmed, as were Megan and Firefly’s impersonator.

Is this the end? Rarity thought as she fought for her life, but there were just too many of them. Is this how I die? A thousand years out of time, made into a monster by the twisted legacy of one of my closest friends?

“GET AWAY FROM MY MOTHER!!” roared the loudest, most furious, most vicious draconic blast of sound Rarity had ever heard. The creatures were silenced instantly, the flying variety hovering as they held Rarity and her friends in whatever appendages they had been fabricated with.

‘Mother’? Could it be?

Rarity looked skyward to see that, yes, it could be.

Sapphire was, impossibly, miraculously, horrifically, standing there on the heart of the tree, his green eyes staring down at them all.

“Sapphire...?” Rarity breathed in disbelief, hope and horror warring on her face. Could she be forgiven for her crime? Was Sapphire worth forgiving? Which side was he on?

“Hello, mother,” Sapphire sneered, and the white unicorn’s face filled with dread. “Bring her to me. I have a little payback to initiate.”

The creatures began screeching and cackling with mad glee, actually carrying Rarity and her friends right where they had wanted to go.

“Sapphire, stop, please!” Rarity called. “I’m sorry! I forgive you! Please, forgive me! Don’t do this!”

“I will have my revenge,” Sapphire chuckled darkly. “And you aren’t going to stop me, mother. I died for nothing once. When Fluttershy’s imprint found my brain in my old dead body and then put me in a fresh new body, she made certain to tell me not to die for nothing again. And so, I shan’t.”

Insults built on Rarity’s tongue. Monster. Ruffian. Abomination. But, try as she might, she couldn’t bring herself to call them out. All she could do was see a broken child, her broken child, struggling to find some meaning in his twisted life. This was the solution he seemed to have found. Rarity knew it wouldn’t bring him any solace, and she also knew that he would realize that all too late and be left just as broken as before, if not more so. However, despite it all, perhaps she deserved this. She hadn’t been in control of the tree that killed him, but she hadn’t tried to prevent his death either. Maybe this was how she was meant to go... at the claws of the child she had allowed to die.

Rarity was brought to eye-level with her ‘son.’ Two pairs of draconic optic orbs stared at each other, one horribly sorrowful, the other even more dark and veiled then when she had last seen him.

“For what it’s worth, if it’s worth anything at all,” Rarity spoke. “I’m sorry.”

Sapphire leaned in close, his cynical smile disappearing and his eyes growing soft. “You’re too hard on yourself, mother,” he whispered, his eyes glistening. His tone had shifted to be soft and sincere, like a passing breeze. He gently laid a claw on the unicorn’s shoulder. “I love you. I forgive you. I... I only hope that you can forgive me someday...” He took a deep breath, releasing a small plume of blue flame on the exhale. “Maybe we can be together after this.”

Rarity nodded, closing her eyes. She was prepared for the worst. One blast of flame from Sapphire, and she would instantly go back to drowning in the tree’s office.

A scream rang out through the tree.

A scream rang out from the tree.

Rarity hazarded a peek, then gasped in shock when she saw that Sapphire hadn’t moved an inch closer to her. Instead, he’d slashed open the heart he stood on with his tail and was now breathing fire into it. The heart was quivering, shining with an eerie blue glow from within, expanding beyond what could have possibly been normal.

Finally, the heart burst open.