Spiders and Magic III: Days of Friendship Past

by Maximus_Reborn

Rating: teen
Tags: Queen Chrysalis, Adventure, Pinkie Pie, Tragedy, Crossover, Dark, Sweetie Belle, Sad, Applejack, Gore, My Little Pony: Friendship is Magic, Rainbow Dash
Length: 52977

Peter finds himself in a far future where Empress Chrysalis and the changelings have taken over the world. Is the future truly set?

Officially complete!

During a time of peace, Peter disappears in what seems to be an accident and is pronounced dead. However, he wakes up in a distant future where Equestria is in ruins, most of his loved ones are either dead or captured, and the world is under the rule of Empress Chrysalis. Spider-Mane must reunite with what remains of his friends to save this tattered future, all while desperately searching for a way to return to his original timeline.

*Thanks to Kestrel, Darth Cygnus, Commander Stelios, Regreme, Vandenbz, Lord Lycaon, The Slending Angel, cosmic flash, Derp McShirk, NeilHD, and Dark Seqvus, for editing!

Collab with Azu
Cover art done by JinZhan

Featured: 2/28/2015 -3/2/2015 (Thanks, everyone!)

Published 2015-02-28 23:00:02 UTC
Last updated 2015-05-05 17:18:18 UTC

Nostalgia

Chapter Two: “Nostalgia”

Buried miles beneath the Everfree Forest was a pony-made complex. Ponies worked together to maintain a stable livelihood, using the forest as a source of sustenance and materials. It was a covert base, intended as a last resort if the previous hideout was discovered, which it was a few years ago. Inside, a mare sat at a round table in a small office, drawing diagrams over a map of Equestria. Photos of ponies were plastered across the wall, each with names and dates inscribed underneath.

The room somewhat resembled a memoriam rather than an office. Still, the mare continued to work. Her bright emerald eyes scrolled through each section of the map diligently, only looking up when a grey unicorn trotted into the room with a piece of paper in her mouth. The mare sitting at the table brushed a hoof through the lavender stripe of her long mane before taking the missive, pausing to straighten the black latex suit she wore.

After reading through the text, she reached underneath the table and took out a scroll, its ribbon bearing a Crusader insignia. “Dinky, take this to the pegasi and inform them to follow this exact route to Manehattan. It’s the safest route to take. Don’t stray. Otherwise, you’ll run into a hive. If we don’t take out the hives in the southern part of the city, we’ll have another five hundred changelings to deal with. Come back as soon as you finish that. We need to talk about matters for tomorrow.”

Dinky straightened her posture before raising a hoof over her forehead in the form of a salute. “Yes, ma’am.”

Once the unicorn exited the room, Pinkamena dropped from the shadows and landed gracefully a few hoof-lengths behind the mare. “Hey, Rebel Leader.”

A smile formed on the lavender and white-maned pony’s face as she turned around, placing a greeting hoof on Pinkamena’s shoulder. “Welcome back. I’m glad to see you’re still in one piece.”

Pinkamena nodded, pausing to scan her surroundings. “We need to talk. There is something I have to show you. Alone. Is this a good time?”

The unicorn lightly chuckled as her horn glowed with magical energy, prompting every lock in the room to click shut. “Even if it wasn’t, I’m willing to make an exception for you.” The mare’s brow furrowed. “What is it? It must be serious if you’re in such a hurry to see me, Pinkamena.”

Pinkamena huffed. “There’s no point in me trying to explain this. I’ll just let you see for yourself.” She leaned against the wall before glancing off to the side. “Come on down. It’s clear.”

The mare frowned briefly, before her eyes widened as a stallion flipped from the ceiling and gracefully landed just hoof-lengths from her position. She inhaled sharply, clamping a hoof over her gaping mouth. The stallion’s unkempt chocolate mane was a shade darker than his bright hazel irises. Images of her childhood cascaded through her mind like the waves of a whirlpool. Tears formed at the corner of her eyes as she stood from her seat, slowly approaching the costumed unicorn with an extended, quivering hoof.

She choked back rising tears. “Peter? Is that... really you?”

Peter arched a brow before smiling. “Sweetie Belle?! Whoa!” He stared intently at the mare, tapping a hoof against his chin. “I just saw you yesterday, and you were so tiny then. You really grew--”

Sweetie Belle staggered to an upright position before wrapping her hooves around Peter’s neck. Her tearful gaze met his soft eyes. “Everypony said you were dead.”

The mare tightened her embrace, and the stallion lost his balance as Sweetie brought him to the ground. Flat on his back, Peter could barely return the gesture, but his smile softened as the sound of quiet sobbing reached his ears. He felt the fur around his neck grow wet as Sweetie Belle’s sobs grew in intensity. The mare buried her face into the crook of the stallion’s neck as she tightened her hold on his body.

“You really came back…” Sweetie whispered, her voice barely audible. She brushed the side of her wet cheek against Peter’s affectionately. “Twilight always said you would come back. Rarity, too.”

Peter asked half-jokingly. “Where is Rarity? I could use that mare to make me a new mask since I somehow lost my old one.”

Sweetie didn’t respond, only loosening her embrace slightly. Peter managed to glance at Pinkamena, who shook her head in response. The entire room grew silent for a long moment, as reality sank in. Peter turned his gaze to a small portrait on the wall. Rarity smiled from out of a sepia-toned photograph as a black ribbon hung over its edges. Sweetie made her way to a standing position as Peter mirrored her action with a grave expression.

“We have a lot of catching up to do,” Sweetie said, clearing her throat. She rubbed her eyes before taking a seat at the round table. Peter and Pinkamena followed her example, each taking a chair from around the room. Sweetie edged her seat closer to the stallion’s until they were inches apart. After that was done, she rested her chin against her hooves. “I’ll start with the obvious question first… How are you here? How did you come back to us after all this time?”

Peter scratched the back of his head. “Well, it really hasn’t been as long for me as it’s been for you all.” Seeing Sweetie arch a brow, the stallion explained what had happened to him, from his experiment going awry to the blinding light that rendered him unconscious. “Really, I was only out for a few minutes before I woke up here,” the stallion finished. “After I saw what happened to Ponyville, I thought I’d investigate, but I was ambushed. Pinkie popped in to save the day, and then she brought me here.”

Sweetie tilted her head to the side. “That explains why you look exactly the same as I remember. You haven’t aged a bit.”

Peter managed a smile as he chuckled sheepishly. “It’s weird. Just yesterday, you were barely half my age. Now, you’re older than me. Time really flies.” He sobered, his gaze softening. “‘Rebel leader’, huh?”

Sweetie Belle nodded, placing a hoof over her chest. “That’s right. I’ve become Commander-in-Chief of the Rebel Forces. It’s been over seven years now. I only accepted the position after our former captain was killed in action. Miss Felicia Hardy.”

Taken aback, Peter’s eyes shot open. “Black Cat? How did that happen?”

Sweetie Belle laughed softly. “I understand your reaction. Miss Felicia told me about the history you two had.” Her cheeks flushed. “She was never afraid to share details.” The unicorn’s horn glowed, enveloping a small photograph sitting on the other side of the room with magical energy. “Miss Felicia worked as a reconnaissance agent for Princess Celestia sometime after you disappeared. After the invasion, a small group of us banded together, and she led the entire way.”

Once the photograph was within range, Sweetie Belle took hold of it with her hooves and offered it to Peter. The picture contained an image of several ponies with Felicia and a teenage Sweetie at the center. The older mare grinned while wrapping a hoof around the unicorn’s shoulder. Peter managed a smile as he recognized a couple of the other ponies in the photo, particularly the blonde unicorn that resembled Derpy, Dinky. Many were lost, but there were survivors in the world.

Sweetie Belle glanced off to the side. “Felicia took me under her wing as an apprentice when the Rebellion was first formed. She taught me so much; how to defend myself, among other things.”

Peter smirked. “I see. That explains your uniform. It looks exactly like something Black Cat would wear.”

“I actually made this some time after Miss Felicia passed away,” Sweetie Belle declared, rubbing a hoof across the smooth material over her leg. “Her sense of style was very similar to what Rarity used to like. I think that’s why I got along so well with Miss Felicia.” Her eyes softened. “I really miss them both.”

Peter shook his head, pausing to gently return the photograph to the mare. His expression darkened as a grim question surfaced in his mind. “Sweetie… how many of our friends are still alive? Pinkie only gave me a hint when we visited Twilight’s grave. I have to know.”

Sweetie let out a low sigh, forcing the lump in her throat down with a swallow. She reached out, taking hold of Peter’s hoof with her own. “There’s almost nopony left, Peter. We lost everypony during the invasion of Canterlot. Pinkamena, Trixie, Applejack, and Rainbow Dash were the only ones that escaped. When the changelings swarmed Ponyville, Dinky and I only escaped because Miss Felicia was there to protect us.”

Peter was slow to respond. “...My whole family? Aunt May?” The inside of his chest tightened while his stomach curled into a knot. His entire foundation was crumbling, like grains of sand helpless before a strong breeze. Peter took in shallow breaths, finding the strength to barely speak. “Mayday? What about my little girl?”

Pinkamena winced at the mention of the filly’s name. Sweetie Belle shook her head before caressing the stallion’s hoof. “I’m so sorry, Peter.”

Pinkamena folded her forelegs across her chest and sighed. “Damn it…”

Peter brushed a hoof over his eyes. “What about Trixie? Is she okay?”

Pinkamena shook her head. “I really didn’t want to bring her up. I hate to say it, but if anypony took your death the worst, it was Twilight. Trixie tried her best to keep your family intact. Twilight was just a shell of herself, and Mayday never stopped talking about you. Trixie tried to keep it together… for the most part, even after Twilight died.”

Sweetie pursed her lips. “After the invasion, Trixie took Mayday away and raised her in the safety of the Rebel Base, back when it was located near the Whitetail Woods. However, we were found. Miss Felicia and a few others tried to buy the children and mares time to escape. Some managed, but…”

Pinkamena gritted her teeth, slamming a hoof against the wall. “The changelings found where we were hiding the foals. Trixie and I tried our best to protect everypony. We managed to hold our own for a while, but when Chrysalis arrived, everything fell apart. Trixie was knocked unconscious, and I...” She trailed off, brushing a hoof over the scar on her face. “I got careless. So, I took Trixie with me and...”

Pinkamena suddenly stood from her seat, walking out of the room in a cold silence. Sweetie Belle waited patiently until the earth pony was out of earshot, then glanced at Peter. “Pinkie really took it hard. She blames herself for what happened to Mayday and the other foals. Between that and all of her best friends dying around her, her heart has been crushed beyond repair. It’s why she’s so distant nowadays. Nopony has seen her really smile in years.”

Peter took in a deep breath before exhaling. “Damn it. I remember how much Pinkie loves kids. She practically couldn’t detach herself from the Cakes’ twins or Mayday. She’s always been a bundle of positive energy. Nothing ever really got her down, but that... that would get to anyone. The fact that it drives her shows that she’s still the same deep down. I’ll try to talk to her later. I know what it’s like to fail someone close to you. It just… feels like she needs a friend again.” He paused. “What about Trixie? What happened to her after that?”

Sweetie Belle paused for a moment before she shook her head. “When Mayday died, that was the final straw. Trixie just... lost it. She would always just talk to herself, ignoring everypony else. Trixie was borderline delusional after a few months, and that’s putting it lightly. She insisted there was a way to bring you, Twilight, and Mayday back… to reunite her family.”

Peter squeezed his eyes shut, biting his lip. He had hoped that at least one member of his family had survived. “What did Trixie do then? Is she…” he hesitated, feeling weak, “still alive?”

“I... I don’t know if you could call it ‘alive’.” Sweetie’s eyes began to swell up. “I’m so sorry to have to tell you all of this bad news, but... she’s no longer with us.”

Peter took a step forward. “What do you mean?”

Peter hadn’t noticed Pinkamena had returned until she silently stepped past him, retrieving a book from the nearby desk. She flipped to a particular page, then turned the book to Peter. The page showed a picture of Trixie, and Pinkamena pointed at an amulet around the unicorn’s neck. “This happened to her.”

Sweetie glanced between the two hesitantly. “She found a mystical charm called the Alicorn Amulet. It grants its wearer untold levels of power, supposedly matching the potency of an alicorn, as its namesake implies. However, we came to learn that the amulet slowly corrupts the mind of its host. Everything was fine... at first. Trixie became our equalizer, but her mind was already unstable by the time she started using the amulet. She grew angry, empty, and cold. There were even times when she hardly recognized us as her allies. About fifteen years ago, she left the Rebellion and set out to confront Chrysalis on her own.”

Pinkamena scoffed. “Trixie was so far gone that Chrysalis managed to manipulate the magical energies of the Alicorn Amulet and erase the remnants of her mind… what little was left. She’s just another drone now. To make matters worse, Trixie’s just as powerful as Chrysalis. We couldn’t even get close to her if we tried.”

Sweetie turned to Peter, who was starting to look physically ill. She rubbed a hoof over his shoulder. “The Trixie you know is gone. There’s nothing left to save. She’s a puppet of Chrysalis, working as her second-in-command.” Her eyes softened. “I’m so sorry, Peter.”

Peter didn’t register Sweetie Belle’s words of sympathy. His mind was just registering the fact that all of the most important parts of his life in Equestria, the family he had gone through so much to build, was completely destroyed. The small part of him that had been struggling to keep him in the present moment was lost as a flood of images, memories of those he had lost long ago, swept through his mind, washing him into a sea of despair as the tears began to stream down his face.

Luna giggled, gazing lovingly at Mayday while she decorated the top of her cake. “Just like that, Mayday. Try not to use too much icing.”

Mayday smiled brightly, managing to shape a heart on the top of her sweet treat. “Like this?”

The sounds of their laughter were perfectly in sync, a harmonic tune that could make the heaviest heart as light as the clouds. “Yes. That’s perfect, dear.”

Twilight smiled mischievously after Peter shoved some batter against her mouth, holding a tube of the sweet substance with her magical telekinesis. “Okay! You asked for it, Peter!”

The stallion could only shriek and plead for mercy, begging for his wife to consider a ceasefire. “Whoa! Wait! Let us be reasonable about this!”

Luna glanced at the couple before sighing. “I only wish your parents could do as good of a job.”

Oblivious, Mayday giggled. “Cooking’s super fun when Daddy teases Mommy!”

The image faded into darkness, despite Peter’s struggle to retain it. The world grew mute as the darkness spread. It was gone. It was all gone. His best friend. His big sister. His only daughter. His wife.

They were all gone.

Peter’s eyes shot open, and the stallion rose in a sweat, panting as he struggled to catch his breath. The blanket covering his body fell to the floor. A small squeak reached Peter’s ears before the stallion peeked down at the source, finding Mayday’s teddy bear in his hooves. That agonizingly sweet memory resurfaced, filling the unicorn’s heart with misery. Peter forced himself from the bunk, pausing as his gaze fell on Sweetie Belle, sitting across the room with a book in her lap. She hummed a quiet tune, stopping when Peter approached.

Sweetie was still in uniform, the latex hugging her body tightly. “Ah, you’re awake. Were you able to rest?”

Peter shrugged. “I guess. How long was I out?”

“A few hours. It seemed your exhaustion caught up with you,” Sweetie stated, closing the book with a hoof. “We brought you to my quarters before Pinkamena retreated for the night. Everypony else is asleep right now.”

Peter glanced at his surroundings, noting there were two beds in the room on the opposite end of each other before managing a nod. “Thanks. What are you still doing up?”

Sweetie smiled. “I’m too excited to sleep. A pony I thought was dead came back after twenty-five long years. I shared the news with everypony in the base. Your return seems to have sparked some hope. Dinky was especially happy. If I went to sleep, I might have woken up only to realize this was a dream. I want to savor this… just in case.” The mare paused, patting the available spot on the bed next to her with a hoof. “Come on. Let’s talk.”

Peter took in a deep breath, nodding as he accepted Sweetie’s gesture. The pair sat in a silence as the stallion processed what she had said. Finally, he steeled himself for the questions he needed to ask. This world had only offered him misery thus far, and it seemed more was to come with upcoming revelations, but for the sake of his family, Peter had to know how it all started.

“What can you tell me about the invasion?” Peter asked, clenching his jaw.

Sweetie glanced towards the ceiling. “Well, I wasn’t there when Canterlot was invaded, but everything’s been documented for the historical record. It was nothing short of a bloodbath. Because of Princess Luna’s weakened state, Princess Celestia was forced to raise both the sun and moon occasionally. This actually drained her considerably.”

The unicorn turned her gaze to meet Peter’s. “One day, the changelings took advantage of the fact. It happened so fast. Several hundred swarmed Canterlot, some impersonating guards. Many knights were killed in the confusion, with the changelings making the most of their telepathic communications network. Canterlot’s forces were being pushed back, until Princess Celestia and Luna were outmatched and boxed in the castle. By the time Twilight and the others reached Canterlot… it was too late.”

-u-

“Set up a perimeter along the outer walls!” Celestia yelled, prompting many knights to rush out of the castle’s gates. “We must not allow any changelings inside until the kingdom is evacuated!” Exhaling, the alicorn turned to the side and addressed her younger sister. “Luna. I’ll need you on the lookout tower should any try to sneak into the castle. If they breach the walls, we will take out the opposing forces together.”

Everypony was lost in a frenzy as changelings threatened to invade the kingdom, brazenly fighting against the knights on the outer perimeter of Canterlot. The battle slowly pressed into the town and forced many residents to retreat with guards as escorts, straining Celestia’s forces further. One of the knights approached the princess with a concerned expression, pointing a hoof at the main entrance before its large doors swung open. As changelings tore through the knights in their path, Celestia turned with a scowl and lowered herself into a defensive stance.

However, the alicorn’s eyes shot wide open at a sharp pain piercing into her chest. The muscles in her body grew numb, refusing to move at her mind’s command. Celestia took in a shuddered breath as her vision blurred. Cold started to creep through her body, and her breath rasped from her lungs. Blood spilled, staining the alicorn’s once-perfect, pink-white fur. Celestia struggled to turn her gaze to her attacker, and beheld one of her knights with his blade shoved to the hilt into her chest. The stallion’s eyes flashed to a shade of green before dark green energy enveloped his entire body.

“Your guards should never cross our terrain alone,” “he” whispered in a feminine voice. Wings sprouted from the knight’s back as his mane grew long, falling over his shoulders and morphing to a dark shade of emerald. His figure grew tall and slender, revealing the form of Chrysalis. “One knight alone can become a fount of information: curfews, defensive measures, the sleeping patterns of their benevolent rulers…” She trailed off, twisting the knife lodged in Celestia’s chest until the handle broke. Chrysalis gazed intently at the wound, chuckling. “And above all, the most effective way to mortally wound a pony.”

Celestia struggled to respond, but she could only cough up blood. The alicorn staggered, struggling to stand her ground, but it was for naught, her body’s functions rapidly shutting down. Darkness took the princess. Celestia limply fell to the floor, and her crown tumbled to the ground before the changeling queen. Chrysalis chuckled wildly, crushing the golden crown under the weight of her hoof as the alicorn died in a pool of her own blood.

“My children will no longer be oppressed by you!” Chrysalis roared, her laughter echoing off of the walls of the castle. “The Age of the Changelings has begun!”

The sight that met Luna as she rushed into the main hall sent a piercing lance of pain through her heart. Her blue eyes fixed on Celestia’s lifeless body, collapsed on the floor. A horrible storm of emotions welled up inside her. Only three years after losing her best friend, Luna was losing her beloved sister.

Luna didn’t notice the tears flowing down her face, or even the way her teeth were clenched shut. Life had dealt her a cruel fate before, but Celestia had never strayed from her sister’s side, offering unyielding support and love. But now, Luna had nothing left. For ages, Celestia remained the reliable older sister and mother figure to the younger alicorn, but now, she had been taken away, stolen unjustly. Peter and Celestia, the two most important figures in Luna’s life, were gone.

The alicorn’s body quaked with rage, her very foundation falling apart. She had nothing left to live for; all she could do was lash out. While dozens of changelings joined their queen as they continued to mow down everypony in their path, everything blurred, fading behind a bright light. Waves of energy erupted from Luna, generating a shockwave potent enough to blow everypony within range away.

“Sister! No--!” Luna roared, her tears continuing to run.

Chrysalis turned at the sound, too slow to react as Princess Luna sped across the room and tackled her to the ground. The alicorn stood, her horn emitting a bright light, but before she could follow up with her attack, a trio of changelings knocked the princess away from their queen. One managed to sink its fangs deep into Luna’s shoulder, drawing blood. The alicorn unleashed a surge of electrical energy, sending countless bolts through her attackers. As they fell, more rose. One changeling landed a solid kick across Luna’s face, causing the mare to roll violently across the floor.

She disappeared from sight in a flash, returning to a standing position before firing several beams of magic through the carapaces of a good number of her attackers. Lost in rage, Luna desperately dove after Chrysalis in spite of her blood loss. The changeling Queen used her telekinesis to pull a sword from the corpse of a knight, slashing as the princess moved within reach. The blade sliced through Luna’s flesh, and the impact sent the alicorn flying across the room, until she struck the ground with a thud. The laceration on her chest was long, stretching from the collarbone to the lower stomach.

Luna’s eyes glazed over as she succumbed to blood loss, her eyelids growing impossibly heavy. “Sister… Peter… I’m sorry,” she choked out before falling into death’s embrace, and then she vanished in a flash of light.

Chrysalis smiled wickedly, staring intently at her blood-stained sword. “The day is ours! All of Equestria belongs to us!” One changeling walked up to the queen, switching its bug-like gaze between its ruler and the door. Chrysalis nodded at its telepathic report. “The Elements of Harmony have entered Canterlot? Good. Welcome them accordingly…” She howled, “Set the explosives, and slaughter them all!”

In the meantime, Twilight and the others reached the gate to Canterlot. Changelings were spotted in the distance, most engaging guards in battle. Before anypony could react, an explosion erupted from the ground several yards ahead of them. The girls skidded to a halt, with Fluttershy and Rarity losing their balance. Both mares peeked down, unable to react as the ground beneath them burst into flames. The shockwave sent everypony else careening to the ground in different directions. The ground rumbled, before the entire area erupted in an explosion of crystal shards and magic.

Several minutes passed as the embers crackled. Twilight’s eyes fluttered open with an unfocused gaze. There was an incessant ringing in her ears, muting the outside world. Flames continued to fall and spread around her. She tried to recall what happened, at first only remembering the massive explosions as she and her friends stepped onto Canterlot grounds. Twilight’s eyes shot open at the thought of her friends, but the second the princess attempted to stand, a jolt of pain ripped across her barrel.

Blood seeped from a deep wound, in which the sharp remains of a crystal were embedded. Twilight raised her eyes, only to find another trail of blood mixing with her own on the ground. Fluttershy lay across from the princess, her mane blocking a majority of her face. Twilight reached out and took her hoof, tugging at it, but the pegasus didn’t respond, and Twilight couldn’t feel a pulse. The alicorn’s senses had yet to return. She screamed out to Fluttershy, desperate to wake her friend. Twilight glanced off to the side, catching a familiar bodyof snow-white prone on the ground, doused in flames.

Rarity still had form, but it was mangled beyond recognition. A wave of nausea swept through Twilight, and she puked onto the ground. Rarity had to have been at the center of the explosion. Pinkie rushed to Twilight’s side, stopping upon noticing the sharp stone protruding from her open wound. Tears poured profusely from the earth pony’s eyes as she clasped both hooves over her mouth. Twilight smiled weakly on seeing her. Other than singed fur and a few bruises, Pinkie Pie was okay.

Applejack trotted over to their position with a slumped form over her back. Like Pinkie Pie, Applejack was still more or less in one piece. Twilight was quick to recognize Rainbow’s colorful mane, but the alicorn felt a twinge in her chest when she got a closer look. The pegasus was maimed, a wide gash spread across her abdomen, and her right wing had been lost, blood pouring from the gaping wound.

Before long, hundreds of changelings scaled the walls and peered down, forcing their way through the wreckage towards the survivors of the explosion.

“What are we going to do?” Pinkie bleakly asked, sliding her head underneath Twilight’s muzzle as she helped the alicorn to a standing position.

Applejack watched with a furrowed brow. “Ah don’t know. It looks like they’re about to come and finish the job.” Rainbow Dash took in a haggard breath as her body began to tremble. Applejack switched her worried gaze between the pegasus and the alicorn before turning to the other earth pony. “We have to move, Pinkie. Grab Twilight and follow me.”

Twilight shook her head. “No. That won’t work. There are way too many.” The princess broke away from the group, wincing in pain for every step she took. Her horn began to emit a bright light, summoning magical energy to envelope the bodies of her surviving friends. “I’ll teleport you to safety… and buy you all time to escape.”

Pinkie shook her head defiantly. “What? No! I won’t--!” She stopped as she was pulled away. Applejack managed to keep Rainbow Dash balanced over her shoulder while wrapping a hoof around the pink mare’s neck. Pinkie attempted to squirm free, crying out when she couldn’t. “Applejack, let go! We can’t let Twilight do this!”

Twilight winced, hissing in pain as she used her magic to swiftly pull the broken crystal lodged into her body out. The alicorn’s breathing was ragged. “I’m not going to make it regardless. Let me protect you all. At this rate, they’ll just chase after us if we run. I can… stop as many as I can before I…” Twilight trailed off into a fit of coughs, blood falling from her mouth, “before I fall.”

Applejack glanced at the gaping wound in the alicorn’s abdomen, her eyes softening. “Twilight’s mind is already made up, Pinkie.” She tightened her hold as the energy around their bodies intensified.“There… ain’t nothing we can do for Twi.”

Twilight managed a weak smile as her body levitated from the ground. “Thank you, Applejack. I’ve already lost my husband and two of my closest friends. I don’t want to lose you all, too.” Like an angel, the mare’s wings spread and flapped gracefully to maintain her airborne position. Twilight’s tears rolled down her cheeks. “Tell Mayday that Mommy loves her.” Before anypony could respond, their bodies disappeared in a flash of light. As the changelings neared the alicorn’s position, a small smile formed on Twilight’s face while her irises vanished behind a bright light. “Wait for me… Peter.”

Elsewhere, a small shockwave erupted in the forest near Canterlot along the outer plains before a burst of energy ignited. The magic dissipated, revealing Applejack, Rainbow Dash, and Pinkie Pie’s forms. The pink mare shook her head and eyed her surroundings before galloping to the edge of the forest. The second she spotted Canterlot within the horizon, a violet explosion burst from the town. The pain inside of their chests swelled, instinctively telling them the horrible truth. Pinkie could only give in to her sorrow.

-u-

Sweetie Belle inhaled deeply before sighing. “That’s pretty much everything in a nutshell. As you can see, things only got worse after that. Applejack and Rainbow Dash had a big fight the next day. They haven’t seen or spoken to each other since. Rainbow Dash keeps in touch, but Applejack’s really distant nowadays. After what happened to her entire family, she just keeps to herself.”

Peter was slow to respond, merely nodding as he stood from the bed and walked across the room. His mind slowed sluggishly, processing each tragic event he had just heard. Princess Celestia’s assassination. Luna’s disappearance. Twilight’s sacrifice. It all ended in death, and Peter blamed himself for failing those that put so much faith in him. The stallion glanced at Mayday’s teddy bear, took it in his hooves, and squeezed it. He had even let his daughter down, and her death had sent Trixie into a void of madness.

A determined look formed in his features as he turned to face Sweetie Belle. He had lost everything before, nearly giving up after Gwen had died. Twilight and the others had lifted him up, and Peter had managed to create a new life from nothing. He’d found a family, friends, a beautiful wife, and cute daughter. The odds had always been stacked against him, but if he could find happiness, there was a way to save it.

Peter bumped his hooves together. “There is a way we can put an end to all of this.”

Sweetie Belle’s eyes widened. “Just like that? After everything you just heard, you’re going to fight?”

Peter nodded. “Darn right I am. I’m not Spider-Mane if I don’t at least try! While I may not have been there to stop this from happening, I’m here now, so I can help fix it. I owe Twilight and Mayday that much.”

The corner of Sweetie’s lips curled into a smile. “Now that’s the Peter I know.” The mare stood, placing a hoof over the stallion’s shoulder. “I’m with you.”

“So am I,” Pinkamena interjected, drawing the gazes of both ponies as she entered the room. “When do we get started?”

Peter gave the earth pony a smile, nudging her shoulder once she was close enough. “Right now.” The stallion turned his hazel gaze to meet the unicorn’s emerald irises. “Sweetie Belle, can you get Applejack and Rainbow Dash to meet with me?”

After a moment’s pause, Sweetie managed a nod and smile. “I’ll see what I can do.”

Bad Blood

Chapter Three “Bad Blood”

Applejack fell to the ground, staggering as she pressed a hoof over the corner of her mouth. Rainbow Dash snatched the IV hooks out of her forelegs before descending from the hospital bed. Bandages were wrapped around the mare’s midsection and where her right wing used to be. Rainbow had inadvertently reopened some of her wounds, blood seeping through the bandages, but the pegasus ignored the pain that throbbed through her body, only the breath hissing through her gritted teeth indicating she felt anything.

Pinkie hopped between the pair before they could come to blows again. Tears escaped from the corners of Rainbow Dash’s eyes as she lashed out against Applejack, blaming the earth pony.They all felt the loss of Twilight’s sacrifice, yet the pegasus considered it an act of betrayal on Applejack’s part. A friend would never have let another throw her life away like that, not when there might have been a way to save her. However, Applejack stood her ground, knowing the situation was beyond anypony’s control.

The unstoppable force met the immovable object, two wills clashing without either giving. Pinkie watched with a somber gaze as Applejack parted, turning her back to Rainbow Dash’s scowl.

They would never so much give the other a passing glance for the next twenty-two years.

Deep within the broken remains of Manehattan, a lone figure sat in the shadows of an alleyway, emerald irises perched over snow-white freckles. A light breeze brushed through the mare’s short golden locks and rustled the bandages over her scarred forelegs. Once she was certain the path was clear, she sped out of the alleyway at a sprint and slid in through a small opening in the wall of an abandoned warehouse. The building was abandoned, as its foundation struggled to hold together, wood rotting from years of neglect. The earth pony moved to the center of the room, taking a moment to rub the dirt out of her mane upon stopping.

A figure fell from the ceiling and landed a few hoof-lengths behind the mare, wearing a dark, open vest with matching shorts that revealed a long scar carved into her side. It was an impressive war wound, matched only by the scar on her jaw. The mare flicked her head, clearing the long, wild strands of her rainbow-patterned mane from her face. She stared at the blonde with a furrowed brow, and her rose-tinted gaze narrowed into a glare once she confirmed the earth pony’s identity. Wings arched away from the back of her vest, the right one shining metallically. Gears softly whirred as the wing snapped to its full reach alongside its biological twin.

“What the buck are you doing here, Applejack?!” the pegasus snarled.

“Rainbow Dash?” the blonde whispered before cursing under her breath. She stood upright on her hind legs, giving the mare a distant scowl. “Confound that Sweetie Belle. She didn’t say anything about you showing up.”

Rainbow Dash closed the gap between herself and the former farmpony until they were inches apart, jabbing a hoof against the mare’s chest. “You got a problem with me being here? What’s the matter? Do I remind you of how you made us abandon Twilight when she needed us most?!”

Applejack slapped the mare’s hoof away, glaring intently. “Get off it, Rainbow! How many times do I gotta tell ya, it’s what Twilight wanted! If we’d stayed, none of us would’ve made it out of there alive!”

“You could’ve stopped her!” Rainbow bellowed, gritting her teeth. “You let this happen!”

Applejack’s venomous glare could have bored through steel. “Screw you, Rainbow! Don’t you dare try to put the blame on me! Twilight was already a goner when she told us all to leave! Fluttershy and Rarity didn’t survive the explosion. Twi was hurt really badly. You didn’t see what I saw, Rainbow. We had to save what little we could. Why can’t you see that?!”

Rainbow Dash scoffed. “You were looking out for yourself. I have a nasty feeling that’s how Apple Bloom--”

“Don’t.” Applejack’s voice froze at the mention of her sister. She shook her head, raising a hoof. “You’re treading on some mighty thin ice right now, Rainbow.” The scars on her forelegs burned, stinging inwardly. The blonde growled, gritting her teeth. “Leave Apple Bloom out of this.”

-u-

“Apple Bloom! Come on!” Applejack cried out, galloping through the rough terrain of the Everfree Forest. The filly rushed to her sister’s side, panting as she glanced back at Sweet Apple Acres while changelings swarmed the land. They tore the barn apart, slaughtering those that stood in their way. Big Macintosh was a victim of the onslaught. Applejack prodded Apple Bloom, pushing the filly ahead as a group of changelings spotted them and split off to give chase. “We ain’t got time to dilly-dally! Now get!”

Apple Bloom sniffled, unable to hold back her tears. “Big Macintosh… Granny Smith… Aunt May…”

Applejack cringed involuntarily, knowing of the grisly images her younger sister was forced to endure. “Ah know, sugarcube. Ah know... but Ah won’t let a thing happen to you now. Ah promise!”

The Apple sisters cut through the forest, forcing their way through the treacherous paths of swamps, trees, and rugged terrain in a desperate attempt to lose their pursuers. They reached the end of a path, skidding to a halt near the edge of a cliff. A large patch of thornbushes covered the ground beneath them. Applejack turned around, only for a changeling to burst out of the forest and collide into her. Its momentum carried the two of them into Apple Bloom and over the edge, sending all three equines careening into the valley below.

Applejack landed on a small ledge, partway down the cliff. She rolled onto her stomach, just in time to see Apple Bloom dropping into the heart of the thornbush valley, along with the changeling. Her heart stopped as two screaming voices abruptly fell silent. Applejack pulled herself to a standing position before leaning over the edge of the platform to slowly climb down the rocky side of the cliff. She eventually reached the bottom, finding a safe spot to land in the valley of thorns.

She climbed over vines and crawled under branches, wincing at every thorn that caught her fur. Her sister was somewhere in the thornbush valley, and Applejack could only hope she had a safe landing.The blonde stopped in her tracks at a strange sight, a flow of green dripping from above.Applejack stopped to turn her gaze upward and spotted the changeling dangling in the air. Several vines had stopped its descent, with one wrapping around its neck. Thorns had sliced across the skin and through the throat, killing it instantly.

Applejack’s ears perked at a soft sound. The farmpony’s mouth fell agape as she located the source, ensnared within the vines. Apple Bloom could only cry, the thorns slicing through every inch of her body as she dangled in the air. Several more thorns stood before the filly, blocking Applejack’s way. Applejack cried out, driving her forelegs through the vines in a desperate attempt to reach her sister. Each thorn gashed through her fur, cutting deep into her skin. The pain was agonizing, as if her forelegs were on fire, but it paled to the anguish swelling in her heart, a delicate love being crushed under hoof haphazardly. Howling at the top of her lungs, Applejack took hold of Apple Bloom’s hooves and pulled with all of her might.

She managed to free the filly from her torturous prison. The blonde cringed, pausing to hold out her hooves as blood poured from the deep lacerations decorating her forelegs before turning away. Applejack cradled Apple Bloom into her hooves, attempting to put pressures over the worst of the filly’s wounds, but there were too many, each too wide to close with hooves alone. Before the mare could try anything else, her sister’s bright orange irises glazed over, and all of her movements ceased..

Applejack felt a crushing grip on her heart. She wrapped both hooves around Apple Bloom’s body and buried her tear-streaked face into the filly’s cold neck, sobbing uncontrollably.

-u-

Rainbow Dash smirked. “I’m actually glad Apple Bloom’s gone. It saves her the pain of seeing what kind of pony her sister turned out to be--!” The pegasus didn’t have time to react as Applejack reared back, howling as she slammed a hoof into her jaw. The force of the blow sent Rainbow flying back until she burst through the rotten remains of a wooden wall. Dust flew from the debris, filling the air. Dash rolled to a standing position, chuckling as she rubbed a hoof over the corner of her stinging lip. “Oh. Did I hit a sensitive spot? And here I thought you didn’t care about anypony.”

Applejack snarled, lowering into an attack stance as she closed the distance between herself and the pegasus. “That’s it, Rainbow! Ah’m sick of you! It’s about time Ah shut you up for good!”

Rainbow stood upright, matching the blonde’s stance. “Bring it!”

A figure swooped from the shadows and struck both ponies across the chest before either could react, knocking them to the ground. Applejack was the first to recover, shooting a glance in the direction of the intruder. Rainbow Dash shook the cobwebs from her head and growled, ready to attack the intruder, but the pegasus froze in place, inhaling sharply. Peter Parker stood between both mares on his hind legs with a stern expression in his hazel irises.

“AJ. Dashie. I like a good catfight as much as the next guy, but...” He trailed off, alternating his gaze between the two before extending a hoof to each of them. “We need to talk.”

The mares hesitantly accepted the stallion’s gesture, allowing him to help both back to a standing position. Applejack stared at Peter with a bewildered gaze, tilting her head to the side. Rainbow Dash, however, scoffed before folding her forelegs across her chest.

“How do we know this isn’t a changeling?” the pegasus whispered through a growl.

Peter grinned. “Would a changeling call you girls ‘Skittles’ and ‘Applebutt’?”

Rainbow Dash’s eyes shot open, her lips curling into a quivering smile. The pegasus dropped her guard before wrapping her hooves around the stallion’s waist in an embrace. Peter’s eyes widened as the mare’s shoulders trembled, her hold tightening by the second. All the fury that had filled Rainbow moments ago seemed to evaporate with joy taking its place. Applejack watched with a tearful gaze, extending a hoof.

“No way… it really is you,” Rainbow whimpered, choking back a sob.

Applejack closed the distance finally, wrapping a hoof around the stallions neck before resting her forehead against his. The blonde sniffled, managing a smile as her gaze met his. “You’re back. Ah don’t believe it. How?”

Pinkamena fell from the shadows above, landing a few hoof-lengths from the group. “It’s a long story, but trust me when I say he’s the real deal.”

Peter arched a brow, alternating his gaze between Pinkamena and the ceiling. “Do you have something against doors or something?”

Sweetie Belle entered the vicinity, pausing once she reached Pinkamena’s side. “I’m sorry for not being upfront to you two about this. If I had told you the truth, I don’t think you would’ve believed me or even come.” The unicorn raised a hoof. “Regardless, it’s really important that we talk.”

“I’ll say. It’s not too often somepony comes back from the dead, although this is Parker we’re talking about,” Rainbow commented, glancing between the other ponies in the room. “Something tells me this isn’t some simple ‘Welcome Back’ party.”

Pinkamenia scoffed, rolling her eyes. “You know I don’t do parties anymore.”

The pegasus nodded, turning to Sweetie Belle. “Right. So what’s up? Why’d you bring us all here together like this?”

Sweetie chuckled nervously. “Well... to put it bluntly, Peter wants to fight Empress Chrysalis and liberate Equestria.”

Applejack blinked, turning to give the stallion a stern glare. “Whoa. Hang on, Pete. Everypony’s already tried. Did Sweetie Belle not tell you how we lost Shining Armor, Princess Cadance, and the Crystal Empire?”

Rainbow Dash nodded. “Yeah. After what happened to Canterlot, Shining led the charge against Chrysalis. It didn’t end well, and after that fight, she absorbed Princess Cadance’s magic before killing her off. Since Changelings feed off of love, that made the Queen practically invincible. Now the ‘Love Queen’s’ made the castle her own fortress. She’s got hundreds of changelings patrolling the grounds. A group of five can tear a centaur apart. You can take a guess at what a bunch more can do to one of us.”

Sweetie Belle let out a sigh, pursing her lips. “Then, there are Brutes, changelings that have metamorphosized into grotesque monsters. They’re huge, almost the size of a house, and more than a dozen are sitting on the Crystal Empire’s grounds.”

Rainbow Dash leaned closer to Peter. “What’s worse is that she’s got several ponies completely brainwashed. Their minds are so far gone that they’ve become a part of the hive. They’re so infected that there’s no way to free them.”

Applejack frowned. “To top it all off, we can’t even get inside the castle to fight Chrysalis.”

Rainbow Dash let out a dry laugh. “Even if we did somehow luck out and get inside the throne room, we’d still have to deal with Chrysalis and Trixie. Even if Chrysalis wasn’t unstoppable, Trixie’s as strong as an alicorn.”

Applejack closed her eyes, letting out a slow sigh. “Face it, Pete. It just can’t be done.”

Peter exhaled. “I don’t believe this! What is wrong with all of you?! Are you sure you’re not the changelings?” he questioned, turning his glare on each mare in turn. “My friends never gave up so easily! Nothing was ever hopeless for them!”

The stallion walked up to the pegasus, brushing a hoof lightly against her jaw. “‘Quit’ wasn’t in Rainbow Dash’s vocabulary! You’re determined to become a Wonderbolt, and I know in my timeline, you will eventually! Why? Because you’ll never give up! And if I ever quit being Spider-Mane, you’ll kick the living snot out of me!”

Peter turned to the blonde, placing a hoof over her shoulder. “The Applejack I knew was too stubborn to ever throw in the towel! When you found out about Gwen, you were there to remind me that everypony falls, but only some ponies can stand back up. I got back up because that’s what you would do.”

Continuing, he moved to the other unicorn in the room. “The Sweetie Belle I knew wanted her cutie mark no matter what, and she did everything possible to earn it! Not once did she give up!”

Lastly, Peter reached Pinkamena, giving the mare a determined smile. “Pinkie Pie was the ultimate optimist. She always believed in the best of everypony, no matter how rotten they were.”

The stallion held his hooves together. “I know it’s going to be tough, but we can do this! Everypony’s counting on us, and they wouldn’t want you to give up. Let’s do this for Rarity, Fluttershy, and Twilight. Let’s stop Chrysalis together!”

Rainbow Dash tugged away, scowling as her gaze alternated between Peter and Applejack. “Are you kidding me? She turned her back on Twilight!”

Peter made his way between Applejack and Rainbow Dash, placing a hoof over their shoulders. He managed a smile. “Skittles. You know Applejack would never abandon anypony. Twilight was… at her limit. There was nothing that could’ve been done for her even if she did escape. With a wound like that she would’ve… she would’ve bled out soon after.”

Applejack’s ears lowered into her mane shamefully, the blonde’s gaze falling to the ground. “Pete… Aren’t you a even a little upset? I was the one who left Twilight behind.”

Peter shook his head. “I was told everything. You’re the most level-headed pony I know, AJ. You were the one willing to make the hard decision. I can’t thank you enough for that.”

Applejack shivered, biting down on her quivering lip. She brushed a hoof over her wet eyes. “Oh, sugarcube...”

Peter placed a hoof over the blonde’s shoulder. “Besides I know what it’s like when Twilight makes up her mind. You can’t change it, no matter how hard you try. You probably would’ve just given that girl a headache if you’d argued with her.” A genuine smile formed in his features. “I am sad about what’s happened, but I am also happy seeing that some of you are still alive because of her. That’s why I’m begging for you two to forgive each other.”

Applejack folded her forelegs and shot the pegasus a glare. “Pete…”

Rainbow scoffed, placing her hooves over her hips. “I don’t know…”

Peter closed his eyes and grinned. “This has gone on for way too long. Rarity would scold you two if she saw you act like this. Fluttershy would probably cry. Twilight would make you two apologize. Heck, Apple Bloom and Scootaloo wouldn’t want to see this either. You two always butted heads, but you always came to an understanding because of how much you cared for each other. What happened wasn't your fault-- for either of you.” Peter eyed Rainbow meaningfully. “I know the two of you have a hard time of letting things go, but now isn't the time to go at each other's throat over ghosts of the pasts, especially ghosts you couldn't help. Neither of you deserves that.”

Applejack and Rainbow shot each other a glare, but it wavered. The tension between both mares steadily dissipated as their gazes softened towards each other.

Rainbow was the first to move, extending a hoof out to Applejack. “I’m sorry, Applejack. I guess… I shouldn’t have called you a traitor. You did the best you could, and I— I was out of line.” Her eyes fell to her hooves. “And I’m sorry for… bringing up Apple Bloom…”

Applejack was slow to respond, but her hardened features softened. “...Rainbow, Ah’m sorry, too. Ah know you were only thinking about Twi. Ah hated that I couldn’t save her. You weren’t really wrong. Ah… think Ah just hated that Ah have to live with it.”

Peter’s smile remained earnest. “There’s no reason for you two to beat yourselves up. You’ve suffered long enough. Let it go.”

Applejack managed to chuckle at that, faintly echoed by Rainbow Dash. Both mares finally met each other’s gaze. Over two and a half decades of hatred had morphed into an understanding of what their best friends and little sisters would want. The tension in the air had thinned, allowing Applejack and Rainbow to breathe easily in close proximity for the first time in years. The former farmpony accepted the other’s hoof, shaking it firmly while sharing a smile. Sweetie Belle nodded, laughing triumphantly. Pinkamena’s lips curled into a faint smile as her eyes grew moist, wiping away a lone tear as it rolled down her cheek. She let out a dry laugh, rubbing her face clean before anypony could take notice.

Sweetie Belle regarded the stallion with quietly. Peter was just how she remembered him from the days of old, back when she was a Cutie Mark Crusader. She smiled softly. Peter was a hero to everypony, but to her, he was something more. The filly knew too well the stallion’s capacity for kindness and heroism.

Pinkamena smirked a faint ghost of a smile. “You’re blushing, Rebel Leader,” she whispered, her low voice only just audible to the unicorn standing beside her.

Sweetie’s eyes widened. “Wha--?” She threw a hoof over her mouth, coughing forcefully to regain some form of composure before waving dismissively. “I-I’m just happy to see everypony back together. That’s all.”

Pinkamena nodded, returning her gaze to the trio. “I know how you feel. Twilight would be happy to see this.”

After releasing each other’s hoof, Applejack gave Peter a stern expression. “All right, Pete. We’ll do it one more time, but please tell me that we have a chance.”

Peter nodded. “Trust me. I’ve been working on a plan. There’s two things we can use to our advantage. What’s Canterlot Castle looking like nowadays?”

Pinkamena huffed. “It’s a massive hive where the changelings breed and keep their young. It’s a fortress almost as heavily guarded as the Crystal Empire. Brutes and all.”

“The castle is still in one piece though?” Peter questioned, arching a brow.

Sweetie Belle’s eyes narrowed. “Yes. The castle’s structure is still the same, more or less.”

Peter let out a chuckle. “Good. That’s what I wanted to hear. We’re going to Canterlot.”

Applejack shook her head madly, her eyes widening. “Wha--?! Hang on, Pete! Were you listening to anypony? If we march into Canterlot, there’s no way we can take on all of those changelings! They’ll overrun us! There’ll be no way for us to escape the moment we’re spotted, too.”

Dismayed, Rainbow Dash frowned. “Plus… I’m not nearly as fast as I used to be. This piece of scrap metal makes for decent temporary flight, but not much else. So I can’t sneak in if that’s what you were thinking.”

Peter smirked. “Don’t worry. I have something just for that. We’ll need to grab it from the Treebrary.”

Rainbow Dash snorted. “The Library?! That was wasted years ago. There’s nothing of that left.”

Peter shook his head confidently. “The Treebrary’s gone, but the cellar is still intact.” The stallion moved forward, motioning his hooves. Each mare nodded their approval and followed Spider-Mane. Peter lifted his gaze. “Come on, girls. It’s time we take Equestria back, and I have the perfect equalizer at home.”

To be continued...

Castle Raid

Chapter Four “Castle Raid”

In the shroud of night, there stood the remnants of a castle under the watchful gaze of the moon. Vines had grown all across its foundation, breaking into the interior. Broken slabs of stone and masonry were scattered across the ground. What was once the seat of a great kingdom now stood a shattered mess. Changelings soared overhead, with more resting on the walls, each keeping a vigilant eye out for intruders.

In a chamber deep within the castle along the upper levels, countless pods rested with changelings inside. Some were fully grown, unresponsive, as if in stasis, and others resembled foals, daintily floating inside in a fetal position. Alongside those sat pods housing normal ponies, their cords connecting to that of the changelings. They glowed with a shimmering light, even as energy flowed from them to sleeping members of the changeling hive connected to the other side. Some of the bodies within the pods were dried out, waiting for patrolling changelings to remove the husked bodies.

Near the main hall outside of the pod room, a pair of changelings patrolled the area. One glanced out a window while the other peered down the empty corridor across from its position. In that instant of distraction, Pinkamena slipped out from the shadows and emerged behind one of the changelings, pressing her scabbard against its neck until she was lifting its body from the ground. The bug-like creature gasped and kicked for breath, quickly fading before the earth pony gave a swift jerk and snapped its neck. The second changeling turned at the noise, but before it could react, a blunt force struck the back of its head with massive force. It fell to the ground, already dead.

Applejack huffed, rubbing the aches out of her hoof. “Alright. We used your secret passage and managed to sneak in undetected. Can we at least try to keep it that way?”

Rainbow Dash slipped in through an open window, chuckling. “With this bunch? No way. That’d be too boring.”

The two ponies were shushed by a stern-faced Sweetie Belle, who climbed in through the same window. “The changelings will know we’re here soon enough. They always do. We should grab what we came here for and leave.”

Pinkamena dragged the body of her guard to the shadows in the corner of the room. She turned to address Spider-Mane, who had entered through the window and stepped over to the far wall. “Well, Parker? We’re here. So, what now? Your plan better work. We won’t be able to get out the way we came.”

Peter nodded, running his hooves over the wall. “Why’s that again?”

Sweetie Belle folded her hooves. “Security measure. I’d rather the changelings not find out about the passage near the castle. I’m having my ponies seal the exit as we speak so it can’t be reused.”

Pinkamena’s expression remained cold and blank. “Simply put, if we’re spotted and your plan fails…”

“We’re food. I got it. Just a second, Pinkie,” Peter whispered, tapping sections of the cracked marble before pressing a small, inconspicuous tile. A tremor ran through the room as the wall split along an invisible seam and slid open, revealing a hidden path. The torches within the secret hallway lit up, giving light to the passage. Peter let out a relieved sigh. “It’s a private room Princess Celestia and Luna showed me. Looks like it’s gone unnoticed.”

Rainbow Dash whistled, peeking inside of the corridor. “Nice. And you say you got some kind of equalizer in there?”

Peter smirked. “Yeah. It’ll only take me a few minutes to grab it. I’ll need you to stay here until I get back. The room’s got security measures. If anypony other than Celestia, Luna, or myself tries to sneak in, the room will slam itself shut.”

Applejack gave the stallion a brisk nod toward the door “Then don’t dilly-dally, sugarcube. We’ll hold the fort until you get back.”

Before anypony could respond, a series of loud hisses echoed down the castle’s corridors. They could feel the vibration of pounding hoofsteps through the floor, growing louder by the second. Applejack and Rainbow Dash dropped into defensive stances, while Pinkamena unsheathed her sword and raised it high. Sweetie Belle’s horn glowed with magical energy before the mare blasted the walls on both sides of the hall, obstructing the way with rubble.

“They’re already onto us,” she growled, as roars became audible from behind the shattered stones. The mare gave Peter a nod. “Peter! Go!”

Peter hesitated for just a moment before turning sharply and entering the passageway. At the same time, Sweetie Belle fired a bolt of energy above the entrance, causing broken slabs of marble to fall and block the doorway. Peter galloped down the corridor, skidding to a halt just before a pitfall. As he stood there, particles of light materialized out of the air, before coalescing into a bridge. The stallion followed the path, eventually reaching an empty room. He paused to glance back, making sure the light bridge had faded away behind him.

He returned his gaze to the path before him, furrowing his brow as a small, diamond-shaped box emerged from a compartment within the wall. The stallion took a deep breath before placing a hoof over a spider insignia on the box’s top. A light shone from the box before bright blue particles of energy spiraled around Peter’s forelegs, focusing around his hooves. An electric spark ran through the ground under his hooves before igniting, triggering a small explosion of magic that engulfed the stallion. The energy quickly dissipated to reveal a pair of gauntlets on Peter’s hooves.

The stallion nodded, gazing at the smooth metallic surface of the weapon. “Twilight Arms… It’s been a while, huh?”

‘Peter...’ a soft, feminine voice called out.

Peter’s ears perked at the sound, and he glanced to the side, spotting a glowing crystal across from his position. “That voice…” he whispered, slowly approaching the moon-shaped gem. The energy surrounding the gem morphed to a shade of bright blue before rushing into the stallion. Peter’s hazel irises faded before flashing to a shade of royal blue. He inhaled sharply as a familiar warmth consumed him. “Is that you… Luna?”

Back in the hallway above, Pinkamena shot a glare back at the secret passage as tremors shook the ground. “I really hope that wasn’t a bad explosion.”

Rainbow let out a dry laugh. “With Peter? There’s no telling. We’re just going to have to wait it out.” The room violently shook, as the changeling would-be assailants battered at the the rubble barricades. Dirt fell from the ceiling as a second tremor coursed through the room. Rainbow’s ears perked. “These changelings are getting restless pretty quick. Peter better hurry it up.”

“He’ll come through,” Sweetie Belle reaffirmed, nodding. “I have no doubt about it.”

Applejack managed a small smile, placing a hoof over the unicorn’s shoulder. “Same here, sugarcube. Pete’ll be back before we know it.”

Pinkamena didn’t respond, even as the room violently shook for a third time. She turned her gaze towards the ceiling directly above Sweetie Belle and Applejack’s position. Another tremor rocked the foundation of the room before a wide crack split the ceiling. Pinkamena cried out, leaping across the room just as a body burst through the ceiling. She dove into her friends, pushing them out of harm’s way just before the figure landed where they had been standing with enough force to shatter the floor.

All three ponies quickly scrambled to their feet and faced the intruder, even as the cloud of dust and debris obscured their view. Rainbow Dash also spun around at the sound of the impact, in time to see a silhouette rise up from the dust and spread a pair of wings before bursting from the smokescreen at high speed. It was a griffon with a crest of feathers hanging over her eyes and scars etched into her talons. Too slow to react, Applejack was sent flying by a vicious punch to her jaw, sending the earth pony into the far wall.

The griffon skidded to a halt, snarling as her bright green gaze settled on Sweetie Belle.

Before she could move, however, Rainbow Dash bolted across the room at lightning fast speed and tackled the griffon, pinning her against the wall. “Damn it, Gilda," she growled in a strained voice, struggling to keep her foe pinned. "I REALLY don't have the patience to deal with you right now, even if your dumb ass got yourself brainwashed." The griffon snarled, and the pegasus gasped through clenched teeth, "Damn it, don't make me fight you!”

Sweetie Belle took a step forward, levitating a large stone before slamming it over the griffin's head with a heavy, crumbling thud. “She’s not Gilda anymore, Rainbow! Don’t bother trying to talk to her! She’s just a savage beast now!”

Rainbow Dash glanced off to the side. “I know, but…”

Gilda hopped from the ground and lunged forward with tremendous momentum, slamming into Rainbow Dash’s metallic wing with her talon. The pegasus staggered back, attempting to take flight, but she was too slow to react as the griffon reached out and gripped her head in a massive talon. Just as Gilda readied to drive her free talon into the pegasus’s body, Pinkamena slid between the pair and intercepted the attack, slicing through the oncoming limb. Gilda’s eyes widened, and she staggered back as she clutched at the remains of her severed appendage, blood spilling from the wound.

Rainbow Dash reared back and drove her hooves into the griffon’s face, making her loosen her grip. Gilda released a great roar, but Pinkamena flipped high overhead, landing behind her opponent. Rainbow Dash spun in the air, delivering a swift kick to the griffon, and Sweetie Belle followed up with a bolt of magic into her back. Pinkamena drew her sword back, ready to deliver the killing blow to the griffon, but an orange blur burst into the room through the opening in the ceiling and struck the earth pony, knocking her off balance.

Pinkamena rolled back to her feet and sprang backwards, landing behind Rainbow Dash and Sweetie Belle. Applejack staggered back to a standing position, rubbing a hoof over her stinging mouth. All four ponies took in the second intruder, an orange pegasus, as she hovered next to Gilda. She brushed a hoof through her fiery mane before setting her glowing green gaze on the four rebels.

Rainbow Dash hesitantly lowered into a defensive stance. “Gilda and Spitfire? This isn’t the reunion I was looking forward to.”

Applejack shook her head. “She’s just another drone. They were probably captured years ago here. That’d explain why they’re on patrol in this here hive.” She furrowed her brow, eyeing the blood pouring from the gaping wound on Gilda’s severed talon. “Sorry, Rainbow. She’s so far gone that she can’t even feel that wound. It might as well not even be there.”

Spitfire pointed a hoof at the group, her expression cold and distant. “By order of Empress Chrysalis, you are all sentenced to death for disturbing the central hive. Turn yourselves in at once or face the consequences.”

Applejack scoffed, spitting on the ground. “Ah reckon we pick ‘face the consequences’!”

Just as Spitfire and Gilda readied to charge the group, the stones bordering the secret entrance exploded outward from the wall. They all flew past the rebels, with one striking Spitfire square in the head and the rest burying Gilda in a heap. The rebels turned to the doorway, staring in awe at the blue aura drifting from the pair of gauntlets Peter wore over his hooves. The stallion entered the room with a calm expression on his face.

“Sorry that took so long,” Peter declared, stealing a glance as the prone pegasus and pile of rubble sitting across from his line of sight. He blinked after a moment. “Is that Spitfire?”

Sweetie Belle shook her head. “Don’t worry about it. We should be leaving, since it looks like you found what you were looking for.” She trailed off, spotting a small, moon-shaped crystal gripped in the stallion’s hoof. “What’s that?”

“Something very important,” Peter murmured, his eyes softening as the crystal emitted a small light. The stallion closed the gap, offering the mare the gem. “Sweetie, I need you to hang on to this. Don’t let anything happen to it, okay?”

Sweetie Belle was struck speechless for a moment, but finally she nodded and slid the crystal into the hidden pocket of her suit. “Okay. I’ll be careful with it,” she stated, glancing back at the barricades as they began to fall apart. Changelings clawed at the stone, some reaching into the room desperately. The unicorn nodded, galloping to the window nearby. “Come on, everypony! We're leaving!”

“Right,” Peter nodded just as changelings finally managed to break through the barricades. The stallion reached into his costume, retrieving a small hoof-full of pellets. “Sorry, guys, dinner’s been cancelled. Why don’t you all take a smoke break instead?”

The pellets landed in front of the changeling crowd, releasing billowing clouds of smoke that left the changelings blind and choking. While they struggled to recover, the rebels escaped through the open window. As the last of them cleared the sill, Gilda burst from underneath the pile of rubble with a roar, while Spitfire staggered to her hooves.

The pegasus scowled, turning her eye on the crowd of changelings. “After them!”

Even as dozens of changelings poured through the window in pursuit, the sound of a revving engine roared from outside the ruined castle. Spitfire peered outside just in time to witness a strange vehicle burst out of concealment. It sported the signature colors of Spider-Mane’s costume, and it sped over the terrain on four, large wheels at an impressive speed. As Spitfire watched, still unable to take flight herself, the changelings fruitlessly took off after the machine.

Some attempted a frontal assault, only to be mowed down completely. Others were simply too slow, unable to keep with the creation’s unyielding speed. Only a pair were able to close the distance, but Applejack stood from the backseat, delivering a swift uppercut to the one changeling’s jaw as Rainbow glided in and kicked the other from the air. Her wing showered sparks, forcing the pegasus to quickly retake her spot in the vehicle with an exasperated groan. Peter turned the steering wheel sharply as the vehicle drove along the side of the castle’s walls in a daring descent. Pinkamena, sitting in the passenger's seat next to the stallion, glanced back at their pursuers while Sweetie Belle mimicked her from the rear.

Peter pulled the handle behind the steering wheel back as they neared the ground, causing the vehicle to free itself from the wall and flipped onto its wheels once at the floor. The stallion pressed the accelerator to the floor, and the engine roared as the vehicle sped off into the distance. Spitfire and Gilda hopped from the window, both landing neatly on their feet.

The pegasus let out a sharp whistle. Before the echoes could begin to fade, three galloping, changeling-like figures appeared in the distance, making the ground rumble as they approached. As they neared Spitfire and Gilda, the figures’ grotesque sizes became clear, with each the size of a small house. Gilda and Spitfire each mounted one of the beasts, and with a wave of Spitfire’s hoof, the three massive changelings took off after the speedily receding machine with their passengers in tow.

In the meantime, Applejack slid back into her seat and peeked over the side before tapping the side of the vehicle with a hoof. “Ah still can’t believe this rollin’ toaster actually works--!” She cut off, yelping as they rolled over a bump in the road. Applejack clutched at her seat belt, tightening it. “What’d you call this contraption, Pete?”

Peter chuckled, keeping his eyes on the path ahead as he drove. “The Spider-Mobile! It’s based on a gift I got back on Earth some time ago. This is really the first--and long overdue--field test I get to perform with this baby.” His smile widened. “I’m really glad the extra features are working like a charm. I put a lot of work into the adhesive tires and equilibrium balancers.”

Rainbow Dash took a deep breath, feeling the wind blow across her face and through her mane before she grinned. “Now, this is what I’m talking about! Something cool and fast! You gotta let me take this thing for a spin sometime!”

Peter smirked as he briefly arched a brow. “Sweetie Belle, what’s the fastest way back to the hideout?”

Sweetie leaned forward to reach a hoof over Peter’s shoulder and Pinkamena’s seatback, stretching her seat belt. “If we keep going in this direction, we should reach a maintenance hatch that leads to an underground passage a few miles from here.” She pointed in the distance. “We can cut through the mountains. That’s the safest route!”

Moving at a steady pace, the group managed to take the mountain path almost to the peak before the brutes came into view behind them. Still on her mount, Gilda scowled up at them before pulling a small barrel locked into the changeling’s armored neckpiece free, lighting its fuse. The brute took the barrel into its mouth and tossed it mightily toward the peak of the mountain.

Peter’s eyes widened as his spider sense blared wildly. “Huh?!”

The stallion slammed the brakes, causing the Spider-Mobile to skid to a halt. The barrel fell from the sky and landed several yards in front of them, exploding in a burst of crystal shards and magic on impact. Shrapnel scattered in the air, pelting the Spider-Mobile. One piece of the crystal shard lodged in Sweetie Belle’s shoulder as the pressure wave knocked the vehicle back, spinning until it halted at the edge of a sharp drop. They were at the peak of the mountain, and the impending descent looked to be perilous and long.

Peter glanced back at the origin of the explosion, seeing the crater it had created. “What was that all about?!”

Sweetie Belle shook her head and gritted her teeth. “Compact mines. They’re highly volatile. We can’t stay here! We’ve got to move!”

Spitfire’s brute mirrored the first, this time throwing two barrels near the peak of the mountain where the rebels were, while the third changeling pried a boulder from the ground and tossed it. The explosives landed on either side of the Spider-Mobile, but before they could detonate, Pinkamena lept from the vehicle and sliced away both fuses with her sword.

Sweetie Belle let out a relieved sigh, only to gasp sharply as her eyes fell on the boulder falling towards them. “Look out!”

The massive rock shook the ground mere hoof-lengths from their positions. The force of the impact sent Pinkamena pinwheeling through the air until she struck a tree at the top of the hill. The Spider-Mobile lost ground as its nose rose, causing the vehicle to roll down the side of the hill. Peter readied to turn back, but the boulder was sliding and rolling down the slope toward them. The stallion spun the Spider-Mobile around, putting it into gear just in time to avoid the stone. Pinkamena pulled herself together in time to watch her friends begin their barely-controlled descent down the mountain.

Applejack squeezed her eyes shut and gripped her seat as the boulder behind them sent massive vibrations through the vehicle. “C-C-C-Confound it!”

Peter fought with the steering wheel, narrowly avoided trees and obstacles in their path. “How far off course are we, Sweetie? I can’t turn around like this!”

Sweetie Belle scanned the terrain intently, even while clutching her shoulder wound. “Actually, this will work for us, but we need to keep going down! Straight down!”

Rainbow Dash peeked back with a concerned look on her face. “What about Pinkie?”

Sweetie Belle glanced back. “She knows the way!”

Behind them, the boulder began to bounce on the uneven terrain. Peter, glancing back at it, slammed on the brakes. The Spider-Mobile slowed, and the girls all screamed as the stone passed just inches over their heads before continuing its rampage down the hill.

Sweetie Belle slumped back into her seat and tried to catch her breath, beads of sweat forming at her forehead. “Well, she’ll have an easier time catching up now.”

Applejack’s hooves were pressed so hard into the back of the seat in front of her that they threatened to pierce the cover as the Spider-Mobile started moving again. “Ah really hate this thing!”

Pinkamena began to sprint down the hill, but before she could make any headway, all three brutes climbed up from behind and closed in on the mare. Without turning around, the earth pony hopped over the changeling’s hooves just as it swiped at her. However, the brute thrust its head forward into Pinkamena’s back, launching the mare several yards. She bounced and rolled across the slope, unable to slow her momentum. Gilda retrieved a spear from the brute’s armored neckpiece’s side compartment, roaring as she threw it at the earth pony, but Pinkamena sprang from the ground, deflecting the projectile with her sword before resuming her slide.

The griffon howled in frustration and reached for a second spear. This time Pinkamena slid between a pair of trees to narrowly avoid the sharp weapon. She stabbed the ground with her sword, sending her trajectory on an angle just in time to avoid getting crushed by the second brute. However, just as Pinkamena forced herself into a leap that barely cleared a boulder in her path, Spitfire rammed into her from above. The impact sent the pink mare crashing to the ground, slamming her head against the hard-packed dirt. Knocked out, Pinkamena continued to slide helplessly down the hill as the three brutes galloped after their now prone prey.

Rainbow Dash’s eyes widened in horror as she watched the spectacle, leaning from her seat. “Everypony! Pinkie’s in trouble!” She smacked her wing repeatedly, only for the malfunctioning appendage to snap off its hinges completely. The pegasus cried out in frustration. “Damn it! I can’t fly! We have to do something!”

Peter stole a glance at the brutes in the side mirror. “Hang on, Dash. I’m going to try something.” The stallion flipped a few switches before pressing a button on the dashboard. A small indicator light blinked on on the panel as oil sprayed from the Spider-Mobile’s secret back hatch. The brute leading the charge, tensed and ready to pounce on Pinkamena, slipped on its hooves as they touched the slick, causing the changeling to slip out of control and crash head-first into a boulder with a sickening crack. Peter smiled triumphantly, pumping his hoof into the air. “Oil slick! Gets them every time!”

Rainbow Dash rolled her eyes and exhaled. “Of course somepony as dorky as you would put something as cliche as an oil slick into this thing!”

Applejack managed a light chuckle. “Here Ah thought we were sittin’ ducks in a metal coffin on wheels.” The blonde turned back, scoffing as the other two brutes and their rides leapt over the path of oil. “One down, two to go. Ya got any other surprises, sugarcube? They’re closin’ in on Pinkie.”

Peter shook his head, undoing his safety belt. “Afraid not. I’ll have to save Pinkie the old fashioned way: by doing something really stupid.” The stallion turned his gaze to the pegasus in the back. “Looks like you’ll have your chance to drive sooner than you thought, Skittles. You up for it?”

Before the stallion could fully leave the driver’s seat, Rainbow hopped behind the steering wheel with a fiercely eager grin. “Oh, hell yeah!”

Peter moved to the passenger’s seat, pointing a hoof as he stood up. “Use this to go faster! Use that to stop! Use this to steer! And whatever you do, don’t press this button!” The pegasus only nodded, murmuring a barely-audible response as she already started guiding the vehicle past obstacles at high speed. Peter hopped into the backseat before standing on top of the rear bumper, maintaining his balance in spite of the vehicle’s constant shaking. “Sweetie Belle! Do me a favor and keep Dash on the right track. I’ll save Pinkie and take out those brutes!”

Applejack chuckled, earning a surprised expression from the stallion as she mirrored his actions and stood alongside him on the bumper. “Ah think it’s high time Ah got my hooves dirty, too.” The blonde smiled, extending a hoof. “Ready, partner?”

Peter bumped his hoof against Applejack’s. “Let’s do it.”

Sweetie Belle climbed into the passenger's seat before giving the pair a worried look. “Please be careful!”

Applejack whooped at the top of her lungs as she flipped from the vehicle, landing on her hooves before sliding down the hill. The blonde dug a hoof into the ground to direct her slide, slowing her descent until Pinkamena’s unconscious body caught up to her. Gilda’s brute sped towards the pair with its fangs drawn. Applejack grinned smugly, leaping forward directly onto the changeling’s face. She smashed her hoof into the bridge of its nose several times before snatching its ear, shifting the entirety of her weight to the side until the brute changed its path, now heading away from Pinkamena.

Peter slid to the pink mare, slinging her frame over his shoulder before leaping high into the air. The stallion landed on the back seat of the Spider-Mobile and gently laid Pinkamena down. Meanwhile, Applejack readied herself to climb onto the brute’s back, but the mare was forced to dodge as a spear narrowly missed her from above. Gilda snarled before thrusting her weapon a second time, forcing Applejack to swing her legs and propel herself into the air. Applejack flipped high overhead, landing on the brute’s back mere hoof-lengths from Gilda.

The griffin jabbed with the spear, only for Applejack to drive her foreleg through the wooden shaft. The sharp tip spun high into the air as Gilda threw a series of crazed slashes at her foe with her remaining talon. Applejack took a step back while dodging each attack, finally blocking the last with both forelegs before she could lose ground. She followed with a flurry of strikes, delivering a straight punch, followed by a back-hoof, and ending with an uppercut. The griffin staggered back, losing her footing on the brute’s back, and she dug her claw into its head, desperate to save herself from being trampled.

The brute cried out, shaking its head madly to free the griffon’s claw from its carapace. Applejack pulled one of the remaining spears from the brute’s side compartment of the neckpiece before slamming the head down, impaling the back of the changeling’s neck. The monster’s legs abruptly stopped moving as its spinal cord was severed. The brute’s body was overcome by its momentum, and it toppled over. Gilda lost her grip, falling into a roll on the slope. Before she could react, the changeling’s body collapsed on top of her, crushing the griffin under its weight as it rolled out of control.

Applejack hopped to safety, skidding along the hill. “That’s two down!”

She flipped high into the air as she neared the last brute, but Spitfire darted forward, wrapping her hooves around the earth pony’s waist before throwing her off. Applejack bounced off the ground, rolling across the hill. The brute made to trample over the blonde, but Peter leapt in front of her, managing to strike the changeling across the face. The brute shook off the attack and attempted to pounce on both ponies, forcing them to dodge in different directions.

Peter attacked from the side, firing strands of webbing after Spitfire, but the pegasus soared through the sky, slipping past every thread that zipped toward her. Meanwhile, Applejack spun and latched onto the brute’s side. Before she could strike the changeling, Spitfire looped around and delivered a swift kick to the earth pony. Peter dove underneath, making it just in time to catch the Applejack in his hooves. Unexpectedly, the brute increased its speed, widening the distance between itself and the pair as it galloped down the mountain. The Spider-Mobile was within its crosshairs, and Spitfire stared down at her foes. The brute huffed, opening its mouth as flames churned from inside its maw.

Sweetie Belle peeked back, her eyes widening at the approaching sight. “Rainbow! Spitfire’s gaining!”

Rainbow Dash rolled her eyes. “Thanks for the traffic update, Sweetie! You going to do sports and weather next?!”

Sweetie Belle shot the pegasus a glare, pointing a hoof at the path ahead. “If you’re going to be rude about it, then I guess you don’t want to know about the one thousand hoof drop we’re going to hit in about thirty seconds!”

Rainbow Dash furrowed her brow. “Wait. That sounds like you’re saying there’s…” Sparing a quick glance at the unicorn, the pegasus turned her gaze to the path ahead, or more accurately, the lack thereof. The uneven slope of dirt and boulders before them was about to become nothing but empty space. “A cliff?!”

The brute behind them inhaled deeply, the flames within its mouth burning more intensely. Peter furrowed his brow as he and Applejack trailed behind the beast. “Time’s running out, and I’m out of ideas,” he muttered, but almost immediately a thought struck him. “Wait! No, I’m not! Applejack!” The blonde slid next to the stallion before he continued. “Do you remember the fastball special I used to practice with Rainbow Dash all the time? How about we do our version of it?”

Applejack blinked for a moment before a confident smirk graced her features. “Good idea, Pete. Ah think it’s time we take Little Miss Spitfire out.”

Peter latched a strand of webbing onto the blonde’s back and leaped into the air with her quickly following. “Batter up!”

The stallion began to spin, all the while holding onto the webbing in his hoof, pulling Applejack into an orbit around him. Their speed increased dramatically as they whirled like a spinning propeller. Finally, Peter released his webbing, and Applejack soared through the air with her forelegs extended, slamming into the brute’s side with devastating force just as it released a ball of flame from its gaping mouth. The earth pony’s kick shattered the changeling’s exoskeleton and sent the monster flying. Spitfire and the brute bounced off the mountain and hit the ground with a huge impact.

The fireball connected with its target, exploding as it slammed into the back of the Spider-Mobile. The vehicle spun out of control as it neared the edge, slinging Pinkamena’s body from the back. She tumbled helplessly, her unconscious body nearing the cliff. Rainbow Dash quickly switched between keeping her eyes on the earth pony and the steering wheel, before leaping overboard without hesitation. She slid into Pinkamena and wrapped a hoof around her waist, driving her free hoof into the ground. The pair skidded to a halt with yards to spare from the edge of the cliff.

Sweetie Belle stood from the Spider-Mobile’s seat, ready to make her escape as well, but a jolt of pain rushed through her shoulder, causing the mare to collapse and clutch at the shard still lodged in her flesh. The Spider-Mobile spun over the edge of the cliff and began to fall. Peter slid down the the cliff, raced past Rainbow Dash, and sprang off of the edge in pursuit, soaring through the air. He shot a strand of webbing onto the vehicle as it spun, pulling himself onto the hood.

“Cars are not meant for flying!” Peter quipped, extending a hoof to Sweetie Belle. “Unless you’re Ron Weasley!"

The mare stood, allowing the stallion to wrap a hoof around her waist before he jumped with every ounce of his spider strength. Peter just managed to reach the edge of the cliff, landing on his hind legs. Down below, the Spider-Mobile bounced off the rocky outcroppings of the cliff until it reached the bottom, announcing its arrival with a fiery explosion.. Applejack slowed herself to a halt as she neared the bottom of the hill, exchanging a glance with Rainbow Dash. Peter gently placed Sweetie Belle down, giving the mare a smile before peeking down over the edge.

Applejack patted the stallion over the shoulder. “Nice save, partner.”

“All of that hard work… gone,” Peter muttered, cringing as a second explosion erupted from the remains below. “Well, it was fun while it lasted.”

Rainbow Dash nodded with a disheartened expression. “You bet. Sorry, Peter. I can’t drive worth crap.”

Shaking his head, the stallion turned back to everypony with a smile. “Don’t worry about it. What matters is that you girls are okay. I can replace the car someday, not my friends.” The stallion glanced at the unconscious earth pony resting in Rainbow’s hooves. “Is Pinkie okay?”

Applejack leaned over Pinkamena. “She hit her head pretty hard, but she’ll make it.”

Sweetie Belle limped away from the group, lifting a hatch concealed within the ground. “Everypony! Here’s our exit! We should move while we--!” She cursed under her breath, dropping the door as the pain in her shoulder surged. “Damn it!”

Peter rushed to the unicorn’s side, lifting the door with one hoof while holding a concerned look in his eyes. “Easy there, Sweetie. I got your back.” His gaze fell on the crystal lodged in the mare’s shoulder. He reached out, only for Sweetie to slap his hoof away. “Are you okay? That looks like it hurts. Should we pull it out?”

Sweetie Belle glanced away, shielding the wound with her hoof. “No, I’ll bleed out if it’s removed and not treated immediately. I can manage for a little longer. Let’s just hurry back to the base so I can take care of this and tend to Pinkamena.”

Peter arched a brow. “Are you a nurse, too? Wow. You really are talented in more ways than one.”

Sweetie shook her head. “No, but we have to learn to survive. I simply took it upon myself to learn what I could from Miss Felicia to help the others whenever I can. Adapt and survive. Anypony can do it.”

Peter chuckled to himself. “I think you’re just being modest.” He held the door open, allowing Sweetie Belle to enter the hatch first. Applejack and Rainbow Dash followed, with Pinkamena supported between them. The stallion glanced at the destruction left in their wake, his eyes falling on one of the dead brutes. Spitfire lay unconscious near its position, buried underneath one of its hooves. The stallion’s eyes softened. “I’m sorry, Spitfire. I’ll fix this. I promise,” he whispered, entering the hatch and closing the door behind him.

Memories of the Heart

Chapter Five “Memories of the Heart”

Sweetie Belle gripped the arm of her chair and inhaled deeply before squeezing her eyes shut. “Okay. On three. One... Two...”

The unicorn screamed at the top of her lungs, her voice reverberating off the walls of her private chamber as Peter quickly pulled the crystal shard out of her shoulder with a swift jerk. Without pausing Sweetie Belle used her telekinesis to quickly guide a needle through her skin, stitching the wound shut with rapid movements. Finishing her suture work, the mare gave herself a shot of antibiotics, wincing as she injected the medicine into her sore shoulder. Sweetie Belle swiftly found a pair of pills before swallowing them afterwards.

Admiring the unicorn’s work, Peter raised an eyebrow. “Are you sure you’re not a nurse?”

Chuckling weakly, Sweetie shook her head. “I’m in no way qualified to be a nurse, Peter. What little I know has been taught from others.” After a moment, she leaned back into her seat and exhaled. “That’s much better.”

Peter smirked, settling into his own seat at the round table. “I think you’re being modest. Your movements are very practiced and efficient. That’s something that comes from a lot of experience and training.”

Sweetie Belle smiled wryly to herself. “I... I honestly wish I could argue with that.” Her gaze shifted back to the stallion. “I’ve used these skills far more than I wish I’d have had to. For my sake as well as many others’.”

Peter smiled. “Somehow, I’m not surprised. You’ve always been one to look after others. I’m glad to see that hasn’t changed, even now.”

The mare’s cheeks took on a shade of pink as she looked away. “Somepony has to, right? It takes my mind off of how dreary things have become.”

The stallion nodded, looking about his surroundings. “I can see how hiding underground like this can be pretty gloomy.”

Sweetie Belle sighed. “Yeah... It certainly can be.” A quiet calm fell on the room for a moment before Sweetie gasped, “Oh. I almost forgot.” She reached into her suit, retrieving the moon-shaped crystal before offering it to the stallion. “Here.”

Peter took the stone, nodding. “Thanks, Sweetie.”

As the stallion handled the gem, Pinkamena entered Sweetie Belle’s quarters with a dull expression, giving everypony in the room a quick glance before slipping into her seat. Nearly an hour had passed after the rebels returned to base after infiltrating Canterlot Castle. Pinkamena had been rushed to the infirmary, only to check herself out the second she regained consciousness.

Sweetie Belle gave the mare a warm smile. “How’s your head feeling, Pinkamena? Need me to get you anything for it?”

Pinkamena frowned, resting a hoof over her head. “No. I’ll live. A concussion isn’t the end of the world.”

Rainbow Dash entered the door soon after, taking the seat in front of her mechanical wing. “Finally awake, Pinkie?” she grinned as she began to fiddle with the prosthesis, eliciting a groggy groan from the earth pony. The mechanism of the wing had been dismantled entirely, with nuts and bolts scattered across the table. The pegasus took hold of a screwdriver and began straightening a few of her wing’s gears. “I really hate tinkering with this thing.”

Peter leaned forward, taking a closer look at the device Rainbow was working on without leaving the crystal unattended. “I told you all Skittles was a closet dork.”

Rainbow Dash rolled her eyes. “I don’t really have a choice. Not flying is not an option.” she let out a long sigh. “I just wish these things weren’t so damn flimsy.”

Peter smiled, returning his full attention to the crystal. “If you give me a bit of time, I can make modifications to your wing later if you want.”

Rainbow grinned, nodding. “Fine. I guess I could use an egghead’s touch.”

“Ah never thought Ah’d hear that come out of your mouth, Rainbow,” snarked Applejack as she entered the room. “Twilight must be laughin’ in her grave right now.”

Rainbow set down her screwdriver. “Okay, okay! I get it, alright? So, maybe I’ve done a bit of reading and dabbling in mechanics, but I am definitely not an egghead.”

Peter paused, managing a small smile. “Really? Well, when I get back to my timeline, I’ll make sure to invite you when I make modifications to the Spider-Mobile.”

Rainbow released a small squeak, giggling. “Really?! That’d be awesome!” She paused as she stared off into nowhere for a moment. “Uh, I mean, I’m sure the me back then would really like that. Just be sure to tell me how fast it can go and how fluid it handles. I’d be all over it.”

Applejack snorted, stifling her laughter as she sat across the table from the pegasus. “And be sure not to let young me inside that rollin’ toaster. Ah can’t say Ah’m a fan of that thing.”

Rainbow Dash grinned, looking at the blonde from the corner of her eyes smugly. “Oh, come on! It’ll be fun! I’m sure she’ll love it!”

Applejack folded her forehooves. “No, thank you.” Turning her attention to the stallion, she watched Peter stare fixedly at the crystal he held with a soft gaze. Applejack leaned back in her seat and propped her hind legs up onto the table. “Okay, Pete. Ah understand why we went after your gauntlets, but can you tell us what’s the big deal with that there crystal?”

Peter opened his mouth to answer, but the crystal suddenly emitted a bright motes of light which formed into an image that hovered over the gem. It was small and ephemeral, as if it could disappear any time. A curl of sky blue light surrounded a figure of an alicorn with her eyes closed. energy particles circled around the alicorn hovering over the crystal. Princess Luna opened her eyes and smiled gently at the group of ponies around her. Applejack tipped her chair backwards in surprise, then scrambled to her hooves and leaned over Peter’s shoulders.

Rainbow Dash reacted just as well, dropping her replacement wing on the table in her shock. She rushed to the stallion’s side in an attempt to clearly see the alicorn’s tiny, glowing form. Sweetie Belle squeezed in over Peter’s free shoulder, leaving Pinkamena with only the option to peek from over Applejack’s head. They all stared at the small image for what felt like ages. The princess passed her gaze between everypony, settling it on the stallion at the center.

“Greetings, everypony. It is good to see you all again,” Luna whispered, her voice soft and slightly distorted. The princess again looked to each of the ponies’ faces before a look of sadness graced her features. “I believe it would be safe to assume that some of you are no longer with us?”

Applejack reached out to her, only for her hoof to pass through the alicorn’s ghostly image. “How is this possible? We all thought you were dead, Princess.”

A sad smile formed on the alicorn’s face as she shook her head. “Unfortunately, that is very much the case, Applejack. This is only a tiny remnant of my spirit. Moments before my death, I managed to send a part of my consciousness into Celsius. All I could do was wait, unable to move, hoping for somepony to locate me. I’m... very fortunate it happened to be Peter.” She paused to brush a hoof over her eyes, managing a smile. “I always knew you would come back, Peter. I… I can’t put into words how much I’ve missed you. All of you.”

Sweetie Belle leaned forward with a hopeful smile. “Does this mean you can return?”

Luna’s eyes softened. “Young Sweetie Belle. By the stars, how you’ve grown.” The princess fell silent, averting her gaze to the ground. “Honestly, I wish I could, but my time is very limited. It took so much energy just to sustain this form over the years. Celsius is all but depleted. I’m afraid I’ll disappear here shortly.” The crystal cracked, causing the alicorn’s image to slowly dissipate. “All I can do now is say my goodbyes to you all.”

Rainbow Dash stared with a saddened gaze. “Princess Luna…”

Peter stood from his seat and lifted the crystal, making certain his gaze stood inches from Luna. “Just like that?! You survived for this long just to give up? Give me time, Luna! I can find a way to save you! I know I can!” A second crack spread throughout the jewel, causing a small light to glow from within. Luna’s form had nearly faded from existence, yet she stood with a content smile, even as tears formed at the corners of Peter’s eyes. “No! Please! Don’t give up!”

Luna shook her head, extending a fading hoof. “Please do not grieve, Peter. There’s nothing that can be done for me. I’m living on borrowed time. I’m very lucky to have even been granted this opportunity to see you all one last time. From here, I’ll soon be reunited with my sister.”

Peter slammed a hoof to the table. “There has to be a way! Something has to--”

Applejack rested a hoof on the stallion’s shoulder, catching his attention before closing her eyes and shaking her head. “Let her say her peace, Peter. Just look at that thing.” She pointed a hoof to the all but shattered crystal in his hooves. “She... doesn’t have much time.”

Luna rubbed her eyes, giving the earth pony a warm smile. “Thank you, Applejack.” Returning her gaze to the stallion, the lower lip of her now forced smile all but began to tremble. “As long as you’re alive, that’s all that matters to me. You are my best friend, Peter. Even now, I still love you, and I will never let go of these feelings. I only wish I could have--”

The light in Celsius dimmed before shattering in the stallion’s hooves, the crystal disintegrating into dust. Sweetie Belle gasped and took a step back, covering her muzzle with a hoof as tears swelled up in her eyes. The rest of the girls lowered their heads in mourning as Peter fell to the ground.

Staring at his trembling hooves, Peter watched helplessly as the fine dust particles spread before falling to rest on the floor below and fading into nothingness. “Luna… Why? Why did you give up?” Tears began to quickly roll down the sides of his cheeks. “Why did it have to end up this way?”

Several hours had passed; yet for Peter, it felt as if an eternity was crawling by. He sat on the edge of a rooftop, staring at the earth perched overhead. Their location underground prevented anypony from gazing at the night sky, but Peter reached out, imagining that Luna’s stars were within his grasp. Sweetie Belle quietly opened the door behind the stallion’s position, closing it before taking a seat on the available spot by his side. Peter acknowledged the mare’s presence with a small glance while letting out a somber sigh.

Sweetie placed a hoof over the stallion’s shoulder. “You really should try to get some rest, Peter.”

Peter shook his head. “I thought I could save her, Sweetie. When I found that crystal I had so much hope, but all I could do was watch as she disappeared without a fight. If only I had just been there. Celestia, Twilight, Luna, Mayday... none of this would have happened.”

Sweetie’s eyes softened. “Peter. It’s not your fault that this all happened. Nopony could’ve known that you would disappear so suddenly.”

“I already failed my wife and daughter. Now, I let my best friend down.” His shoulders slumped. “Nothing’s changed. Not one bit. I have all this power, but I still always find a way to fail those closest to me again and again. What if I really can’t make a difference? What if I fail again? What if I can’t make it back to my own timeline after everything is said and done?”

Sweetie Belle shook her head. “You shouldn’t put thoughts into your head like that.” She scooted a little closer to the stallion. “Circumstances fall beyond our control sometimes. But as long as we try our best, we can’t have any regrets. Princess Luna made the most out of her situation. She even had a smile on her face until the very end. If she could still find a way to be happy, I think you can, too. After all, I think you made things easier for her.” The stallion shot the mare a befuddled expression, and Sweetie Belle rubbed his shoulder affectionately. “That’s the difference you make on those around you, Peter. You give them hope. Something to believe in. Princess Luna was finally able to rest in peace because of you.”

Peter glanced at the mare from the corner of his eye before sighing. “It almost doesn’t feel like that.”

Sweetie Belle extended a hoof to the stallion’s face, turning his head to face her. “You’re still not convinced? Everypony within the base finally believes that we have a legitimate shot at putting an end to the changelings’ reign because Spider-Mane is here to help us.” The unicorn’s smile widened, remaining earnest. “Applejack and Rainbow Dash hated each other for over twenty years, and they were able to come back on good terms thanks to you. Plus, I haven’t seen Pinkamena this lively in years. She hides it well, but I can tell she’s happier deep down.”

Sweetie Belle turned around and grinned as her gaze settled on Pinkamena, who was sleeping against the wall several hoof-lengths behind their position. “She’s determined to make sure you don’t disappear again. So am I, and everypony else here.” She returned her gaze to the stallion and brushed a hoof through his mane. “We all believe in you, Peter. So cheer up. Okay?”

Peter was slow to respond, staring at the mare with uncertainty, but his disposition faltered, allowing a smile to take form. “Thanks, Sweetie Belle. I really needed that. If so many ponies are counting on me, then I can’t give up that easily.”

Sweetie Belle giggled softly. “That’s more like it!” The mare glanced off to the side, as if contemplating something. She stood up from her seat and cleared her throat, unaware of the pink glow burning in her cheeks. “I… never had chance to thank you for earlier.”

Peter chuckled as he forced himself to a standing position. “Don’t mention it.” Before the stallion could take another step, Sweetie Belle pressed her warm lips against his cheek. Every muscle in Peter’s body locked involuntarily as his eyes grew as wide as saucers. “Uh…”

Blushing, Sweetie Belle pulled away and took a few steps back bashfully. “Thank you for saving my life, Peter. I wouldn’t be here right now if not for you.”

“S-sure. No p-problem,” Peter stammered, his face practically burning. Sweetie trotted off without giving the stallion time to recollect his nerve. After an embarrassing amount of time, Peter shook his head madly. “Come on, Parker! Get it together! You’re married! Twilight would kill you if she saw you like this.” Just as he readied to leave the rooftop, a surge of electrical energy emitted from his body before causing his form to fade momentarily. Once it dissipated, Peter held both hooves away from his face. “There it is again. What the heck is going on?”

-u-

Within the walls of the Crystal Empire’s castle, Trixie entered the throne room before lowering her head out of respect. “Empress Chrysalis. There has been another skirmish. The rebels attacked the hive in Canterlot Castle. Many were slain. Reports indicate the remaining wielders of the Elements of Harmony, the rebel force’s leader, and Spider-Mane were at the front of the attack.”

Chrysalis snarled before kicking her table across the room. “Disgusting ponies! They’ve grown exceptionally arrogant to have the audacity to attack my children!” The changeling queen took several deep breaths before exhaling slowly. Her slitted eyes gazed at the land behind the open window across from her line of sight. “Peter Parker has already become a greater nuisance than anticipated. We must eliminate him before their confidence rises any further.” Chrysalis scowled before averting her emerald gaze towards the unicorn. “Trixie, I believe it is best for you to remedy the situation… personally.”

“Peter Parker…” Trixie whispered, droning off as the amulet around her neck glowed. She shook her head. “I am… not certain that is wise, Empress.”

Chrysalis paused, her eyes widening. “You dare doubt me?” The changeling queen vanished from sight, materializing inches behind the unicorn before lifting her into the air. “It would seem you are in need of some more... persuasion.” Four strands of magical energy lowered from her horn before each lassoed around Trixie’s hooves. Chrysalis channeled her energy into the mare, releasing the unicorn from her grip and laughing as her puppet’s eyes flashed to a bright shade of crimson. “I am your Empress, one and all. My will is all you shall obey.”

Trixie’s eyes shot open, matched only by the widening smile on her features. “I exist… only for my Empress!”

“And Peter Parker?” Chrysalis questioned through hissing laughter.

Trixie nodded feverishly as a red aura emitted from her eyes. “An obstacle. Nothing more. Nothing less.”

“Good. Now go,” Chrysalis ordered as the threads of magic faded. Trixie simply nodded before slipping her black hood and cloak over her body. As the unicorn quietly stepped away, Chrysalis furrowed her brow. “Find a way to draw him out.”

-u-

A grey unicorn trotted through the halls with a small box, her golden armor clinking with each step. She quietly excused herself as she made her way to the rebel leader’s quarters. Only those with business could enter, but Sweetie Belle was a friend, and a lenient one at that. The blonde could barely contain herself as butterflies filled her gut. She’d had to make a delivery a few days ago to Manehattan, only to return just this morning, and so much had transpired, at least from what she gathered. It was impossible to even fathom how he came back, especially after all of these years.

She was just a filly when she saw him last, but the memories that stallion had left were everlasting, of a pony most idolized. However, her mother was enamored with the stallion, coming off as a complete fanmare even after the pair became very close personal friends. Nostalgia set in of a simpler time, when the most troubling dilemma the unicorn had to endure was her mother’s clumsiness. A somber sigh escaped from the mare’s mouth before she stopped in front of Sweetie Belle’s door. The unicorn gave a trio of knocks, pausing to give whoever was inside time to gather their nerve.

“H-hello?” she stammered, lowering her body. The unicorn chastised herself, the reluctant knight. Suddenly, her bright yellow irises settled on a familiar sight of crimson and blue. A pair of gauntlets sat on the table, next to an array of beakers and tubes housing various substances. The stallion in the chair turned to acknowledge the mare, his hazel gaze warm and welcoming. The armored pony inhaled sharply, unable to contain her smile as she removed her helmet. His shaggy mane was exactly like she remembered. “Wow! You really did come back!”

Peter tilted his head to the side. “Huh? Who are…?” He paused, staring intently at the mare’s grey fur, blonde mane, and golden irises. His eyes widened. “Derpy? No. You’re…” The stallion trailed off, his gaze settling on the pony’s horn. As if something clicked in his mind, Peter hopped from his seat and approached the mare with a look of awe. “Dinky?!”

The mare nodded eagerly before leaping into the stallion’s waiting hooves. Dinky’s smile only grew as Peter’s warmth enveloped her. “I really missed you,” she squeaked, nuzzling into the stallion’s chest.

Peter’s eyes softened as he gently tightened his embrace. “Hey, Dinky… It hasn’t been that long for me, but I missed you, too.” The pair eventually parted, allowing the mare to brush a hoof over her wet eyes. Peter arched a brow as he glanced at the unicorn’s armor. “So, you’re part of the rebel forces, huh?”

Dinky’s eyes widened before she straightened her posture and poked out her chest. “Yeah! I’ve been here as long as Captain Sweetie Belle, but I’m still just a cadet,” she weakly added, blushing. Dinky sobered as she sighed. “I really joined so I could be a hero like you, like my mom used to like.”

Peter’s ears lowered into his mane at the mention of Dinky’s mother. “Past tense. It sounds like Derpy didn’t make it.”

Dinky shook her head. “No, but…” She trailed off as a look of determination formed on her face. “I-I’ll keep working hard! Someday, I’ll be a hero and make Mom proud!”

Peter managed a small smile before placing his hoof over Dinky’s head, mussing her mane. “She’s already proud of you. I am, too.” The mare’s face brightened as the stallion gave her a confident smirk. “I’ll find a way to fix this. I promise.”

Dinky’s eyes widened at a belated realization. “Oh! I almost forgot. I have a delivery for you.” She reached into her box and retrieved a set of crystals. “These came from the catacombs underneath Canterlot.”

Peter nodded, taking the gems into his hooves. “Thanks, Dinky. This will make things a little easier. I’ll be able to recreate my anti-magic webbing in no time.”

Trixie wandered through the outskirts of Ponyville, staring at the dry area where the river once lay. “This place…” she whispered, placing a hoof over her beating chest. It was alien yet familiar, as if a part of her had a connection to this once beautiful river. “I remember this place somehow...” Trixie scoffed as the Alicorn Amulet flashed to a shade of crimson. “Foolish sentiments. It does not matter.”

“You’re all fools! There is a way to bring them back! I’ll find it! Just you watch!”

Trixie blinked, droning off before a throb of pain pulsated through her cranium. “Damn it,” she cursed, clutching at the side of her head. Flashes of a surprisingly nostalgic life filled the mare’s mind. Bizarre memories of delusion, grandeur, and desperation proceeded to invade the unicorn’s psyche. These thoughts had continued to haunt Trixie as of late, yet she couldn’t understand why. Images of a stallion flashed throughout her eyes this time, adding a great weight to her shoulders. “That stallion… Peter Parker...” she murmured to herself, holding a trembling hoof inches away from her face. “What... is this? Why am I...”

“As if I need the lot of you! Once I dispose of Chrysalis, I’ll rebuild my family with this amulet!”

Trixie grimaced. The inside of her chest hurt at the mere thought of that stallion’s name. “Peter…” She fell to the ground, straining as multiple images were ripped from the depths of her memories. Tears subconsciously streamed down the mare’s cheeks. There was an inexplicable pain and warmth inside her, yet she couldn’t comprehend any of it. A part of her seemed to desperately cling to the memory of Peter Parker. She clutched at her head. “Why do I feel… attachment to that stallion? Why?!”

A steady buzzing suddenly invaded her mind. ‘My will is one, and my love is all,’ Chrysalis’s voice echoed throughout the confines of Trixie’s thoughts before the amulet emitted a bright green light. Trixie’s violet pupils faded, matching an emerald shade similar to the jewel around her neck. Every image of Peter Parker began to warp, fading from existence and freeing the unicorn’s mind. ‘I am all that matters now.’

Trixie stared into the distance, all form of emotion having left her face. “Yes, my Empress.”

“Something’s just come up,” Sweetie Belle declared, entering the war room with a stern expression. “Trixie’s been spotted on the outskirts of Ponyville.”

Applejack furrowed her brow. “That’s a might unusual... It ain’t too often she leaves the Crystal Empire. What’s she up to?”

Sweetie Belle shrugged. “That’s the really unusual part. She’s just... standing still, staring off into space. She’s been like that for a few hours now.”

Pinkamena narrowed her eyes. “That mare doesn’t make a move without Chrysalis’s orders. I don’t like it. This might have something to do with our raid in Canterlot.”

Sweetie nodded. “Right. I’ve advised everypony to steer clear of the area for now. The last time we engaged Trixie, she took out an entire unit without even blinking. I’m not about to take any chances this time.”

Rainbow Dash huffed. “Smells like a trap to me. How do we play it?”

Sweetie Belle shook her head. “We don’t play it. I feel our best move is to just watch for now and prepare ourselves for anything."

Peter entered the room with a befuddled expression. “What’s going on? Dinky told me that we’re under high alert.”

Pinkamena leaned against the wall and folded her forelegs across her chest. “It’s a security measure. Trixie’s been spotted near the Whitetail Woods where the lake used to be.”

Peter’s eyes softened as he glanced off to the side. “The lake, huh?”

Pinkamena frowned. “What is it?”

Peter pursed his lips before scratching the back of his head. “Nothing. The lake is sort of our spot. Whenever Trixie was upset or I needed a place to think, we always seemed to head to the lake.” The stallion lifted his gaze until it met Pinkamena’s. “Is she there alone?”

Pinkamena was slow to respond, staring intently at Peter. “Supposedly, but I wouldn’t recommend you approaching her. For all we know, Trixie could be doing this to draw you out.”

Peter walked past the pink mare before retrieving Twilight Arms, sliding the gauntlets over his forelegs. “It’s not like I can turn down the invitation. Keep everypony back. I’ll go after Trixie alone. With my anti-magic webbing and Twilight Arms, I’ll be able to stand against her.” The stallion readied to exit the room, but Pinkamena stepped in front of the door. Peter shook his head. “Pinkie, I just watched my best friend die. I can’t just turn my back on my big sister. Not when I might be able to save her.”

“Save her?” Pinkamena scoffed coldly. “Did you even listen to us before? There’s nothing left to save.” The mare approached the stallion, unwavering as her face stood inches from his. “Trixie willingly gave herself to the Alicorn Amulet. What little bit of her that was left after that was wiped out the moment Chrysalis took over her mind. She’s just a drone. Nothing more than a living, emotionless tool. That thing is no longer the Trixie you remember.”

“That thing? How can you just say that?!” Peter shoved the mare to the side before walking for the door. “She’s still Trixie, even if you can’t see it. Just stay out of my way!”

Pinkamena did not follow, only watching with a hard glare. “If you go out there, are you truly prepared to do what needs to be done?” Her voice was surprisingly cold, unfazed by the stallion’s reaction. “You can’t just let her go if you find that you have an opportunity to defeat her for good.”

The stallion halted, turning back to the pink mare. “Just what are you suggesting?”

“Oh, grow up. You know what I mean, Peter,” Pinkamena retorted, narrowing her eyes. “Trixie is one of the greatest obstacles preventing us from winning this war. Are you willing to let her go, knowing that she will only continue to slaughter more innocents? I doubt she would want to be a part of that, if her consciousness was still there. Do what needs to be done, Parker. You’re the only one capable of putting an end to her. You’re a hero. Act like it.”

Peter offered no response as he turned his back to the mare. He remained silent, only stealing a glance back at Pinkamena from the corner of his eye. The stallion galloped away, rushing past everypony in his path. Pinkamena scoffed before tightening the strap to her sword’s scabbard over her shoulder. Just as the pink mare readied herself to pursue the stallion, Applejack placed a hoof over her shoulder.

“Don’t you worry about Pete. We couldn’t change his mind no matter what,” the blonde calmly suggested, shaking her head. However, a smile surfaced on her freckled face. “Ah’m confident he can handle this, but we’ll still be backing Pete up if he needs it.”

Pinkamena turned away with a huff, tossing the mare’s hoof off before throwing herself down into her seat. “He’s still a child. He clearly doesn’t realize the gravity of that mare’s continued existence.”

Applejack shook her head. “Hold on, Pinkie. We’ve been dealing with this for over twenty years now. Pete’s only been here for a few days. It’s a lot to take in at once. Put yourself in his shoes for a minute. How would you feel if you had to kill Maud all of a sudden?”

Pinkamena inhaled sharply at the mention of her sister’s name, looking away from the blonde mare.

Applejack frowned. “Yeah. Ah thought so.” She let out a hard sigh. “Pete has it really hard right now. He’ll come around eventually. Let’s just trust him on this one, okay?”

The pink mare nodded weakly, getting up from her seat and leaving the room in uneasy silence.

Sweetie turned to Applejack with a frown. “Did you really have to bring up Maud?”

Applejack nodded, shooting the unicorn a stern glare. “Ah didn’t like doing that, but it was the only way to get her to understand Pete’s dilemma. Pinkie’s shut herself down so hard that she almost can’t feel anything anymore… especially sympathy.”

Sweetie hesitated for a moment before reluctantly nodding. “You’re right. Sometimes, we need to be reminded of those we’ve lost so we don’t lose sight of the reason why we’re fighting in the first place.” The unicorn let out a sigh before straightening her posture. “With that said, I want you to watch over Peter, Applejack. If things start to look bad, report back immediately. We can’t take any chances of losing him if his emotions cloud his judgment.”

Applejack winked. “You got it, Rarity Junior.”

Peter traveled through the barren remains of the Whitetail Woods, pausing once a cold breeze brushed through his fur. The earth had grown dry, unable to sustain the life of the trees as their bark rotted and leaves fell. Dust spiraled through the wind before scattering. The Whitetail Woods only resembled a graveyard now. Peter slowed to a halt once his gaze settled on an individual in the distance, a majority of their figure masked behind a black cloak.

The stallion’s eyes softened upon recognizing the pony’s silver-blue mane. He slowly closed the distance, never averting his gaze. Trixie kept her back turned to the intruder, even as her ears perked at hearing his approaching hoofsteps. Once they were mere hoof-lengths apart, the mare slowly turned around with her head lowered. The Alicorn Amulet glowed brightly before magical energy erupted from Trixie. Tremors coursed throughout the ground as cracks ripped the land asunder.

“Trixie? Do you even remember me?” Peter asked, his voice barely above the hint of a whisper.

No verbal response was given from the mare. Peter cringed as his spider sense blared out of control, sending violent throbs pulsating through his cranium. Tremors rushed through the earth before the ground split apart. Trixie lifted her head as the magical energy spiraling around the vicinity levitated her frame from the ground. The mare’s emerald irises glowed, matching the brightness illuminating from the amulet. All signs of emotions had long left Trixie’s face, leaving only a distant expression in its place.

“Peter Parker…” she whispered, frowning. “I only know that you are… my enemy.”

Peter shook his head, standing firm even as the surrounding winds intensified. “Trixie… I’m so sorry.” The stallion lowered into a defensive stance before slamming his hooves together. The gauntlets released a loud clang as electrical energy surged, generating a shockwave. Trixie sped towards the stallion, forcing Peter to leap towards his foe and rear a hoof back. “Please forgive me!”

Cost of Power

Chapter Six "Cost of Power"

In the dead of night, the full moon sat in the midst of the star-patterned sky. Peter walked out of the Treebrary with a content smile before stretching his limbs high overhead. He shivered involuntarily as a cold breeze brushed through his fur. Snow continued to fall, prompting Peter to retrieve a blanket before venturing outside. The stallion arched a brow upon spotting Trixie lying on her back at the front of their home. She shifted her head as Peter found a place in the snow by her side, only to turn her violet gaze back to the sky.

“Are you sure it’s a good idea for you to be out?” Peter questioned, throwing the blanket over the mare’s body.

Trixie rolled her eyes. “You can’t expect me to stay indoors for the rest of the winter, Peter. Besides, Glacius is gone. I can safely enjoy the scenery.”

The stallion chuckled. “You sound like Twilight.”

Trixie pulled the blanket against her body, managing a smile. “We are sisters now, so that doesn’t surprise me. I’ll take it as a compliment this time.” Both ponies sat in a comfortable silence, admiring the night’s tranquil beauty. “Are you excited?” Trixie lightly questioned, clutching her blanket.

Peter smiled, chuckling. “Yeah. I’m going to have a daughter. I almost don’t know what I’m going to do with myself.”

Trixie huffed. “I just pray that your daughter doesn’t look like you. That would be rather unappealing.”

Peter rolled his eyes. “I know that’s supposed to be an insult, but I’m actually agreeing with you.”

Trixie turned her head until she could gaze at the stallion with a warm smile. “I mean no harm, Peter. I’m positive Mayday will be a beautiful filly. I’d be lying if I said her father wasn’t quite the looker.”

Peter managed a smile before sobering. “Honestly, Trixie… I’m scared.” The stallion raised one of his hooves, holding it next to the milky orb in the sky. “Am I really fit to raise a child? What if I screw up somehow?”

Trixie snorted involuntarily before succumbing to a short burst of laughter. “It’s amazing how you can be so insecure at times. Quite frankly, if I was worried, I would have told you long ago.” She stared blissfully at the star-patterned sky for a short time. “I honestly believe you’ll make an excellent father. Twilight and I have told you many times that you’re at your best when you don’t overthink things. Just do what comes natural to you.”

Peter smirked. “You sure say some cool things every now and then. Thanks, Trixie.”

Waving her hoof dismissively, Trixie only shrugged. “I will be there to make sure you don’t do anything overly stupid. Somepony besides your wife has to keep you in check.”

The stallion closed his eyes with a grin. “I’m counting on you, Auntie Trixie.”

The mare groaned at the stallion’s playful tone, unaware of how hot her face had grown. She glanced off to the side, desperate to repel her blooming cheeks and hide her growing smile. “Shut up.”

-u-

Particles of energy spiraled into Trixie’s horn before she unleashed a beam. Peter swayed his body to the side, dodging the attack, and the projectile cut through every tree in its path, continuing until it met with a boulder. An explosion erupted, generating a shockwave potent enough to disintegrate everything within a few yards to dust. The stallion galloped towards the mare, even as she levitated high into the air and fired three beams in his direction.

Peter leapt to the side to avoid the first, managed to slide underneath the second, and flipped directly over the third, all in perfect sequence. As the stallion closed the gap between himself and the mare, Trixie’s irises vanished behind a blinding light. Peter hesitated once they were inches apart, stopping his hoof in mid-punch before it could connect with the mare. Trixie’s magic snaked around the stallion’s chest and neck before spinning him high into the air, slamming the pony on the back of his head. The earth cracked, causing a crater to spread.

“Is that all you have, Parker?” Trixie scoffed, levitating over the stallion’s body. Her eyes widened before a wicked smile formed on her face. “I’m going to destroy you! Your pathetic resistance! Everything!”

Peter forced himself from the ground, shaking his head. “Of course I hesitate. Even when you’re trying to kill me, I act like an idiot and hope you’ll stop. If I don’t fight you, I’ll get killed.”

Trixie laughed, her horn becoming enveloped in a cascade of magical energies. “It doesn’t matter what you do. The end result will be the same!”

Punctuating the mare’s message, tremors rushed throughout the ground before several of the dead trees freed themselves from the earth while hovering around the unicorn. Energy enveloped each tree and transformed each into a razor-sharp spear. Black aura morphed their jagged figures and slick designs, matching that of the Alicorn Amulet. Trixie disappeared from sight before materializing a few hoof-lengths away from Spider-Mane. Once her horn flashed, half of the spears lunged out in response simultaneously. As their crimson tips neared Peter, the stallion contorted his body and narrowly dodged the attack.

Peter’s eyes softened in spite of his sixth sense blaring wildly at the mare’s malicious intent. “Trixie? Do you not remember me at all?” he whispered, his voice frail and uncertain. The mare’s expression remained cold and robotic as she lifted all eight spears with her magic. The stallion swayed in response to each attack, back-flipping once the spears attacked from overhead and slammed into the ground where he previously stood. Peter shook his head. “After everything we’ve been through, you couldn’t have forgotten! You were Twilight’s maid of honor, Mayday’s Auntie, and a sister to me! I’ve already lost most of my family! I don’t want to lose you, too!”

Trixie scowled before extending a hoof, causing all eight spears to join together and deliver a wide slash. “Then allow me to reunite you with your loved ones.”

Peter ducked underneath the wave as it sliced through the boulder several meters behind his position, splitting the stone in two. “So then it’s true. You really are just a puppet now.” The stallion grit his teeth in frustration and punched the ground before shooting the mare a glare. “Chrysalis has sunk her teeth into you too deep. I have to stop you if it means I’m going to save Twilight, Mayday, Luna, and everypony else.” Peter’s expression softened. “I have to... stop you to save you. I’m sorry if I hurt you.”

“Your arrogance makes me sick,” Trixie declared, clenching her alicorn amulet. “I have the ultimate power! I am second only to Empress Chrysalis! You are nothing compared to me!”

“The amulet.” Peter narrowed his eyes. “I guess I’ll just have destroy it then. That’s the only way I can save you!”

The mare narrowed her eyes in return and smirked. “I’d like to see you try.”

Trixie lined all of the spears behind her position, firing each at the stallion alternatively. Peter stood up on his hind-legs and ran towards the mare in a sprint. One spear quickly approached, forcing the stallion to sway his head to the side as he ran by the sharp weapon without losing momentum. Two more spears split apart and attacked Spider-Mane from both his sides at the same time. Peter dove into the air with his hooves fully extended, managing to slip over and under the dual attack. Three spears jettisoned towards the stallion, their blurred images reminiscent to that of energy beams.

Peter reached out with Twilight Arms, capturing one of the spears in his grasp. He spun the weapon around with great velocity, propelling it with enough force to deflect the incoming beams as they neared. The stallion reared back, throwing his spear towards the mare. Trixie’s eyes shot open as she used a shield she conjured up to block the projectile, but the force of the blow drove her back, staggering the mare. Peter shot a strand of webbing onto Trixie’s chest before snatching the thread. Spider-Mane drove his gauntlet directly into the Alicorn Amulet once the unicorn was within range, cracking its crimson exterior. Trixie disappeared from sight, materializing several yards away from Peter.

Energy seeped from the amulet, like blood dripping from an open wound. Trixie held a hoof over the gem before clutching at her cranium. Bolts of pain struck portions of her brain, triggering flashes of a different life to appear across her vision. An image of a train took form before morphing to that of two ponies, a stallion extending a welcoming hoof to a mare. Trixie’s eyes softened upon realizing that the ponies were Spider-Mane and herself. The images vanished from her mind, allowing the unicorn to channel her energy. Traces of magic enveloped her body, levitating her hooves inches from the ground. Both ponies stared intently at each other for what seemed like an eternity.

The conflicting energies of Trixie’s magic and Peter’s gauntlets spiraled across the breeze, generating an electrical spark upon meshing together. Both ponies narrowed their glares at that precise moment before dashing to the side, all while never losing eye contact. They matched speed, the wind whipping their manes about wildly. Sprinting on his hind legs in an upright position, Peter raised his hoof to block a magical slash of energy once Trixie closed the gap. The mare spun around until she was directly in front of the stallion, firing a beam directly at his chest.

Peter ducked underneath the projectile and drove his hooves into the ground, skidding to a halt. Once his momentum ceased, the stallion threw a fierce punch, but Trixie vanished from sight before the attack could connect. The mare materialized behind Peter in a flash of light with a spear levitating by her side. The stallion’s eyes shot open as his spider sense blared. Peter raised his hoof by the side of his head, deflecting the spear as it grinded against the metallic surface of Twilight Arms without turning around. The stallion spun around with his hoof reared back, but Trixie generated a shockwave around her body, sending Peter spiraling across the air.

Shooting a strand of webbing onto the rocky side of a mountain, Peter pulled himself to its position and clung to its surface. A fireball soared, detonating upon striking the rock several hoof lengths away from the stallion. Trixie aimed her glowing horn at Spider-Mane as it unleashed an array of infernal orbs. Standing upright, Peter sprinted across the mountain wall as two of the fireballs detonated just behind him, and the third exploded directly in front of his path. Peter never faltered, dashing through the cloud of flames until the path was clear. Trixie materialized in a flash of light several yards away in midair before flying towards the stallion with a spear in her magical hold.

Peter hopped away from the wall, spinning horizontally before punching the spear’s tip directly. A shockwave erupted from the impact, sending tremors coursing throughout the mountain. The force caused the stallion to careen to the ground, but he spun several times, managing to land perfectly on his hooves. Peter narrowly ducked his head underneath a crimson slash of energy. The stallion turned, spotting Trixie poised to attempt a second slash. Spider-Mane raised his hoof and fired a ball of webbing onto the mare’s horn, and the gossamer spread upon making contact, covering the entire appendage. Before Trixie could react, Peter lunged forward and drove his gauntlet into the amulet a second time.

The blow sent Trixie rolling across the ground for several yards before she skidded to a grinding halt. The mare’s breathing grew ragged, like glass scratching against a rough surface. The crack on the amulet’s surface had spread, and its energy pulsated, matching that of a rapidly-beating heart. Trixie’s eyes dimmed, fading to a pale shade of crimson, yet the mare smirked before standing defiantly, allowing the small embers escaping from the cracks in the amulet to burn away the webbing stuck to her fur. Energy from the atmosphere spiraled into her horn before waves of crimson erupted around the mare.

“I am the Great and Powerful Trixie,” she husked, coughing as a bright light emitted from her horn. The surrounding winds blew wildly, and tremors coursed throughout the earth. Trixie never averted her gaze from the stallion, all while maintaining a confident smirk. “It’s time we end this.”

“Trixie…” Peter whispered with guilt evident in his eyes. The ache in his chest was heavy, making it difficult to breathe, yet the stallion pushed onward, stealing a glance at Twilight Arms. “Let’s just get this pointless fight over with.”

The world fell silent as both ponies charged at each other at full speed. A long streak of crimson energy followed Trixie’s horn while a trail of blue aura snaked behind Peter’s gauntlets. The earth shook as two opposing forces met in a clash, yet nothing reached their ears. Once inches apart, Trixie unleashed a wave of energy, and Peter lunged into the sea of crimson with his hoof fully extended. The stallion closed his eyes, slipping into the void of his sixth sense. Peter’s eyes shot open before he ripped free from the tide and slammed his hoof directly into the Alicorn Amulet. A shockwave erupted between the pair as Trixie was blown back.

The Alicorn Amulet split into two halves before dissolving in a flow of crimson and emerald mist. A bright light burned, filling the entire vicinity as the mare’s black cloak morphed to a violet shade with a star-patterned design. Peter reached out for the mare’s hoof, but Trixie only stared at the stallion with a glazed expression as her frame faded into the light. Electrical currents escaped from Twilight Arms before the gauntlets’ glowing aura dissipated. The light from the explosion faded, allowing the stallion’s sight to clear. Peter’s eyes widened upon spotting Trixie lying on the ground. The stallion quickly galloped to the mare’s side, dropping his gauntlets by her legs before sliding a hoof under her back.

“Trixie,” he whispered, gently nudging the mare. No response was given, forcing the stallion to brush a hoof over Trixie’s cheek. “Oh, no. Why are you cold?”

Trixie’s eyes weakly fluttered open. “That’s because… I’m dying, you idiot,” she coughed with a half laugh, turning her head until her violet irises settled on the stallion. She managed a small smile before lifting a hoof. Trixie strained to breathe. “It took you long enough… to come back. I was beginning to think you’d never show.”

Peter stared with his eyes wide and mouth agape. “Dying? No. No, you can’t be dying! I destroyed the amulet! H-how are you dying?!”

“My very life was tied to the Alicorn Amulet. It could only be safely removed by the wielder. Should anypony remove or destroy it,” Trixie coughed out, her voice beginning to waver. “Their death would be certain.”

Peter was slow to respond, his words having fallen into the bottom of his throat. “Oh, God. No... Trixie, I... I.” He shook his head furiously before slamming his eyes shut. “Damn it! No! This wasn’t meant to happen! I was supposed to save you, not--!”

Trixie managed a weak laugh as her eyes glazed over. “Listen to me, Peter. You did save me. I never would’ve… been able to remove the amulet myself. Chrysalis took over my mind. I lost all of my will.” Tears formed at the corners of the stallion’s eyes as he struggled to not succumb to his sorrow. Trixie watched Peter with a saddened expression. “I couldn’t control myself, but I was still aware of what was happening. I-I... I’ve done so many unspeakable things, Peter. I was trapped in a nightmare, unable to wake up. I’m just... so happy that it is finally over, and that I can at least die as myself. My only regret...” she trailed off, choking back a sob and hard gasp, “is that I couldn’t be here with you longer.”

Peter’s lips quivered as tears streamed down his face. “I’m so sorry…”

Trixie inhaled sharply, only to weakly exhale. “I sought out the Alicorn Amulet just so I could see you again. I finally achieved my goal, and I don’t even get to savor it.”

Peter gritted his teeth, forcing a smile. “You’re my sister, right? You… have some of the Parker luck.”

Several seconds of silence passed before her breathing quickened, shallowing. She shivered involuntarily, clutching at Peter’s hoof. “N-No! D-Don’t leave me alone again, Peter. I’m... I-I’m so scared... Peter...? Peter?” The mare’s free hoof reached out for the stallion, failing to find its target. “Peter, w-where are you?”

The stallion took in a shaky breath, pulling the mare close with a strong embrace. “I-I’m right here, Trixie. I’m not leaving you.”

Trixie closed her eyes as her expression eased into a soft smile. “Good... Don’t ever leave me again...” she breathed out softly, all tension leaving her body as she eased into the stallion’s embrace.

A cold breeze brushed a few strands of her mane to the side. Peter’s hooves trembled, as if Trixie’s limp frame was too much to hold. Memories of his failures plagued his mind, and turmoil proved to be the void stuck within his soul. Peter could only yield to that familiar sorrow, burying his face into Trixie’s cold neck.

Nearly an entire day had passed, yet it seemed like an eternity for Peter. The stallion resided in himself, staying within the confines of his bed. He lay on his side, staring at nothing in particular with a somber gaze while Mayday’s teddy bear rested by his chest. His ears perked as the door behind him creaked open, but Peter kept his back facing whoever was entering, making no motion whatsoever. Applejack entered the room, quietly closing the door with her back hoof once she was inside. An uneasy air filled the room as the mare took a seat on the edge of the bed, making the simple act of breathing for both ponies unusually difficult.

“Ah thought Ah’d let you know that we buried Trixie out at Winsome Falls,” Applejack whispered, brushing her hooves together, “It felt appropriate to let her rest with the rest of your family.” The stallion offered no response as he pulled the teddy bear against his chest until a squeak was heard. Applejack’s eyes softened at the sight. “Ah know how you feel, Pete. Looking at you reminds me of how Ah acted after Apple Bloom passed away.”

Peter’s grip on the toy loosened before his ears perked. Applejack acknowledged the stallion’s reaction with a nod. She at least had his attention. “It was rough there for a long time. Ah couldn’t eat or sleep. All Ah could think about was how Apple Bloom died in my hooves. My parents managed to protect me before they died, but Ah couldn’t do anythin’ to save my little sister in return. Ah was alone, Peter. Big Mac. Granny Smith. Braeburn. Aunt May. You. Apple Bloom. Everypony important to me was gone. My whole family was gone. Ah thought about putting an end to it all. Life was… it just felt… meaningless.”

The stallion turned his head slightly. Applejack managed a smile as she brushed a hoof over her bandaged foreleg. “Luckily, Ah remembered how Big Mac went down fightin’ those changelings so Apple Bloom and Ah could escape. Even Granny Smith went out swingin’. Then, Ah thought about you, Pete. No matter how hard things got, you never gave up. All of my friends and family were fighters. Ah had somethin’ to live for. It’s what Apple Bloom would’ve wanted. So, Ah trained hard so Ah could get back at those changelings. Ah know it hurts really bad, but we need you to keep standin’, because you’re our hero. You’ve given everypony hope again.”

Peter’s eyes softened as his ears lowered. Applejack nodded her approval before standing from the bed. “You’re not alone, Pete. We’re all with ya ‘til the end. Try to cheer up. Pinkie’s been gloomier than usual since yesterday. Maybe you should talk to her?” The blonde’s eyes widened as a late realization came to mind. She leaned back and slid a hoof into her pocket before retrieving a small photograph. “Ah almost forgot. Ah stopped by the Treebrary after we buried Trixie, and Ah found somethin’ Ah thought you might want.”

Finally turning from his side, Peter forced himself into a sitting position before settling his gaze on the item being offered to him. The photograph wore decades of age with small tears at the edges, but the image at the center remained perfectly clear and visible. It had been taken years ago, even by Peter’s count. He sat at the center of the picture with Twilight leaning back into his hooves, the mare still being pregnant with Mayday at the time. Aunt May hugged her nephew from behind as Spike embraced Twilight’s bump. Trixie held a confident grin for the camera while lying in front of everypony. It was the first true family photo they had taken together, and it wouldn’t be the last.

Peter inhaled deeply, nodding before exhaling. A lone tear streamed down his cheek. “Applejack… thank you.” The stallion accepted the photograph, laying it on his pillow alongside Mayday’s teddy bear. “There’s still a lot to do. Everypony’s counting on us, right?”

Applejack smiled. “Yeah.”

Peter sat at the table, managing to slide capsules into the web-cartridges with his teeth. “This was so much easier with Twilight’s help. I really can’t wait to get back home already. I just hope I can find a way.” The stallion mused as he furrowed his brow before reaching for another capsule. “Even though Luna’s gone, I still can’t use my magic. I wonder if it has something to do with the fact that I’m in the wrong timeline? By that logic, my Luna is still alive, and her Nightmare Moon seal is still intact. That’s about the only logical explanation I can come up with. Either that, or the explosion that sent me here disabled my magic. That certainly sounds like my brand of luck.”

A soft set of knocks were heard at the door before it opened, Sweetie Belle entering the room with a smile. “It’s late, Peter. Why aren’t you in bed yet?”

Peter chuckled. “I slept plenty today. I just thought I’d refill my web-cartridges while I had a moment.” He lifted one of the capsules in his teeth before dropping it into an open compartment in his web cartridge. “If I’m lucky, I’ll finish this by morning.”

Sweetie Belle tilted her head to the side as she watched the stallion. “Is that what you’re doing? Hang on.” Energy emitted from her horn before magic enveloped the many capsules sitting across the table. Every compartment hatch slid open, allowing the capsules to levitate into their homes, and Sweetie Belle giggled upon completing the task, winking at the stallion. “There. Now, you no longer have a reason not to rest.”

Smirking, Peter could only shrug. “You sound like my wife.” The stallion glanced off to the side, sobering. “I’m beginning to think I might not get to go back home. It wouldn’t be the first time I went on a one-way trip.”

“You’ll find a way to get back. Don’t worry,” Sweetie lightly declared with an earnest smile, “And when you do, you’ll find a way to prevent all of this from happening. I still have faith. I just think you should help us finish this fight first.” The mare patted the stallion’s shoulder affectionately. “I understand there’s a lot on your mind, but try to pace yourself. You’re only one pony, and you can’t do two things at once.”

Shaking his head, Peter chuckled. “You really sound like Twilight now. Whenever I get depressed, she always finds a way to cheer me up.” The stallion turned his back to the desk and stretched his limbs without leaving his seat. He rubbed a hoof over his eyes, yawning. “Twilight’s always there to make sure I stay on track. You’ve been doing that for me, too. Thanks, Sweetie Belle. I mean it.”

Sweetie Belle quietly nodded, smiling at the stallion. A flurry of thoughts raced through the mare’s mind as she nervously brushed her hooves together. Peter remained oblivious, returning his gaze to the web-cartridges. Sweetie edged closer to the stallion as the temperature in her face rose considerably. She cast aside her doubts, caring not for the repercussions that were sure to follow, yet her heart rate quickened, unable to contain its excitement.

Peter let out a low yawn as he pushed the web-cartridges to the end of the table. “I’m going to crash for the night. You should--”

The stallion’s eyes shot wide open the very second something warm fell over his mouth. Sweetie Belle captured Peter’s lips in her own with a kiss, leaning into the act of affection while the stallion struggled to recollect his wits. His mind begged to part, but his body betrayed him, his muscles locking involuntarily. Peter’s mind screamed both out of horror and desperation. The stallion nearly pleaded for his spider sense to activate with the aggression of a thousand tsunamis, something to render him unconscious, give his mind amnesia, or kill him so that Twilight couldn’t do it first.

Fortunately, Sweetie Belle pulled away and held a hoof over her mouth. The mare’s face was as red as a tomato, and Peter’s burned a similar shade. The stallion shook his head madly, prompting Sweetie to quietly retreat before he could hope to say anything. Peter let out a defeated groan as he threw himself onto his bed. Whatever Sweetie Belle was thinking, it was wrong. Peter buried his face into the pillow, resisting the urge to smother himself. Slamming his eyes shut, he rolled to the side. If anything, he was just as much at fault for not stopping it sooner.

Peter pulled Mayday’s teddy bear from under the sheets and held the fuzzy toy against his chest. “I’m sorry, Twilight.”

Sweetie Belle trotted down the hallway, never lifting her gaze from the ground. Just as she neared her personal quarters, the mare collided into another pony.

“Oh, I’m sorry!” she whispered, bowing her head before rushing into her room.

The pony smiled. “It’s quite all right,” Her eyes flashed to a shade of green momentarily. “It’s quite all right.”

To be continued...

Ambush

Chapter Seven “Ambush”

Pinkamena sat on the edge of the underground building’s rooftop and stared blankly at everything beneath her, the small city unable to bear witness to the sun or moon. An unsettling twinge pulled at the center of the mare’s chest. It had occurred yesterday, the second Applejack mentioned Maud, and it continued to ache, even after a night’s rest. Pinkamena inhaled deeply before letting out a deep sigh. These emotions had long been buried, but things were beginning to change ever since Peter returned. She felt lost, like a child wandering aimlessly without her parents.

The earth pony scoffed, glancing off to the side once her ears perked at the sound of approaching hoofsteps behind her position. Peter took a seat beside the mare, never averting his gaze from the buildings across from his line of sight. Pinkamena frowned, cringing as the pain in her chest swelled. The mare’s long, straight mane hid her face from the stallion’s angle. Should he have seen her face, Peter would have found only a pained expression.

“You doing okay?” Peter lightly questioned, severing the awkward, silent air. Pinkamena didn’t offer a verbal response, only glancing off to the side. The stallion managed a smile and chuckle as he slid Twilight Arms over his hooves. “It’s weird seeing that you’re the gloomy one nowadays. That’s still sort of my thing.” The mare pursed her lips, refusing to reply. Peter tilted his head to the side. “Did I ever tell you that you look really cute with your mane down?”

Pinkamena finally turned, sharing a glance with the stallion. Her expression, while stoic, seemed to harbor surprise. “What?”

Peter shrugged. “It’s just one pony’s opinion. I really like how your mane looks right now. If you only learned to smile a bit, it’d be perfect.” The stallion paused, placing a hoof over his chin. “Don’t get me wrong. Your poofy manestyle is one-of-a-kind, but I guess I’m a sucker for long, straight manes. That was Twilight’s preferred style, so maybe I’m biased in that regard. So, don’t listen to me. That should be easy, since no one ever really listens to me. My point is that you look super cute either way.” Peter scratched the back of his head. “Like I’m one to talk. I almost never comb my mane. I think it looks cool, but everypony usually disagrees. Except for you, anyway. Then again, you and me are the weird ones.”

Pinkamena shook her head before smiling lightly. “It looks like you’re talking again. I guess we can say you’re feeling better.” The mare sobered, lowering her gaze. “Peter. About yesterday… I just wanted to say I’m sorry. I shouldn’t have pushed you so hard without taking your feelings into consideration. Family is important, and I almost forgot what it was like to lose a sister.” The earth pony’s ears shamefully flattened on her head. “It’s asking a lot, but… can we still be friends? I really don’t want you to hate me.”

Taken aback, Peter stared at the mare with a widened gaze. “Hate you? Pinkie, I’ll never hate you. Heck, I don’t even dislike you. You’re still my friend. A great one, even. I don’t like what you said, but I understand where you were coming from. You’ve been at this for so long. There’s no telling how much you’ve seen and experienced.” The stallion exhaled as his eyes softened. “In the end, you were right. Ending Trixie’s life… was the only way to save her. Now, I have to live with that. The only reason I can accept it is because of how happy she was. All I can do is promise myself to undo all of this, so I won’t have to make that horrible mistake ever again.”

The mare brushed a hoof through her mane. “There’s no shame to be had for what you did. You wanted to save your sister and believed there was a way you could. You were always an optimist… to a fault.”

“So are you, Pinkie,” Peter whispered, placing a hoof over the mare’s shoulder. ‘That’s why you’re still fighting despite the odds stacked against us. There’s always something worth fighting for.” That same moment, Applejack, Rainbow Dash, and Sweetie Belle walked through the door, each mare taking a seat around the pair. Everypony sat on the rooftop of the Captain’s quarters. Peter grinned, raising a hoof. “I’m going to keep fighting for my friends and family… those that are still alive and the deceased. We’re here together. That means we can still win this. Just because you’re all older doesn’t mean anything’s changed. We’re friends, through and through.”

Sweetie Belle giggled, taking hold of the stallion’s hoof with both of her own. “That’s right. We’re together again, and that’s the most important thing.”

Applejack frowned, wrapping her hooves around Peter’s neck. “Ah’m with ya, but Ah don’t appreciate ya calling me old! Ah’m just… mature.”

Rainbow Dash smiled mischievously, poking the stallion’s cheek while sharing a glance with Applejack. “Didn’t anypony teach you any manners, Parker? We may not look like it, but some of us are sensitive about our ages. It doesn’t really bother me, but Applejack’s the only one here over fifty.”

Applejack glared at the pegasus. “Shut your mouth, Rainbow! Ah said Ah’m just mature!”

As both mares mushed his face together with their hooves, Peter chuckled nervously. “I didn’t say it was a bad thing! You all look great for your age! Besides, I like older girls anyway-- Ow!”

Pinkamena watched the group with a quiet gaze, even as Applejack struck the back of Peter’s head repeatedly with her free hoof. She had long moved on from the past, enduring countless hardships in order to survive, but it came at the cost of her soul. Pinkamena was no longer herself, the embodiment of laughter. A small sound escaped from the mare’s mouth. It was faint yet earnest, echoing from the deepest reaches of her heart. She no longer had a reason to ignore this side of who she was. Her friends were reunited and by her side. Pinkamena placed a hoof over Peter’s own and smiled before chuckling under her breath.

Given the circumstances, life was perfect for this very second, and Pinkamena finally had a reason to laugh again.

Suddenly, an explosion erupted several buildings away, a ball of flames spreading across the vicinity. The force of the impact caused everypony to nearly lose their balance.

Sweetie Belle was the first to recover, galloping to the intercom by the door. “Somepony report! What just happened?!”

“Captain!” a mare’s voice frantically replied. “We’ve been compromised! Changelings have burst in and-- Ahh!” The message had been cut off, ending in a blood-filled scream and static.

Sweetie Belle’s eyes shot open. “Oh, no.” Using her magic, the unicorn turned the knob on the intercom until the speakers throughout the entire underground base released a high-pitched wail. “Everypony! We are under attack! Code green! Do not engage! I repeat! Do not engage! Evacuate immediately and rendezvous at the haven!”

Rainbow Dash furrowed her brow, peeking down from the rooftop. “Damn! How’d they find us?”

Pinkamena reached for her scabbard and unsheathed its blade. “Doesn’t matter. They always find a way to sniff us out.” A second explosion erupted, and flaming rubble fell across the sky, a stone landing inches away from the earth pony. Pinkamena shook her head. “They’re already in too deep. We need to fall back.”

Applejack tightened the bandages over her forelegs. “Anypony got a plan?” Tremors rushed throughout the building, prompting the blonde to steal a glance at the ground below her position. A pair of brutes charged through the vicinity, ramming several guards in their path. Applejack gritted her teeth. “They brought brutes, too.”

Sweetie Belle placed a hoof over her chest as she alternated her concerned gaze between her friends and the chaos taking place below. “Pinkamena! I want you, Applejack, and Rainbow Dash to do a sweep of the East Wing. Help everypony that you can and head for the haven. Stick together and do not separate! Understood?”

Pinkamena nodded, holding one blade in a hoof and the other in her teeth. “Understood.”

The trio shared a nod before leaping from the rooftop, landing on the ground and taking off into the streets. Sweetie bit down on her lip and shared a glance with Peter. “The rest of the girls can handle themselves in a fight, but I...” She glanced to her shoulder. “I’d need your help if I were to encounter any heavy resistance.”

Peter nodded. “Don’t worry. I’ll back you up. You’re officially under Spider-Watch. Lead the way.”

The mare’s eyes softened. “We’ll clear out the West Wing together. I have to make sure my soldiers escape safely. After that, we’ll make our retreat.”

Sweetie Belle inhaled deeply before leaping over the edge of the building. Peter hopped after the mare, soaring gracefully until both ponies landed on the side wall of an alley. Sweetie Belle shifted her momentum and skipped to the other wall in a mild descent, repeating the action until she reached the ground. Unfortunately, a bolt of pain rushed through her shoulder, causing the mare to instinctively clutch at her limb.

A pair of changelings spotted the unicorn and sped down the alleyway while she was prone. However, the moment they were mere hoof-lengths from Sweetie Belle, Peter landed squarely on one of their backs, driving the creature into the ground stomach-first. Before the second could react, the stallion spun, delivering a swift kick across its jaw, and the force of the blow sent the changeling flying into the wall with a crack.

“Thank you, Peter,” Sweetie Belle stated, rushing past the stallion until she reached the end of the alleyway.

She peeked around the corner before motioning a hoof, prompting Peter to approach the unicorn. Both ponies galloped ahead, speeding past walls of flames as the surrounding buildings crumbled under the force of deafening explosions. A trio of changelings charged through the fire with their fangs drawn. Peter shot a strand of webbing onto one of the creature’s chest before yanking him closer to his position. Once the other two changelings were close, the stallion swung his webbing around and used his captive as a battering ram. All three of the creatures collided, falling into the fire. A fourth one emerged behind the stallion, only for Peter to slam the back of his hoof between its eyes without turning around.

Once the immediate danger had passed, Sweetie Belle’s eyes widened as they fell over the body of one of her soldiers. Kneeling down to the armored stallion, the mare’s expression softened as she checked for a pulse.

“Why does it always have to end up like this...” she whispered, brushing a hoof over his eyes and shutting them gently. Further examining the surrounding area, she only found more of her resistance scattered and broken. Sweetie Belle’s limbs slowly began to tremble before she punched the ground hard, ignoring the gnawing aggravation it brought to her injury. “Why!? Why do they have keep hunting us like this!? Haven’t they captured enough of us and spilled enough of our blood!?”

The mare was all but hysterical before Peter laid a hoof on her shoulder, causing her to stop and look back to him. “We have to hurry, Sweetie. Others may still be in danger.”

She gave a weak nod. “Y-yeah.” Glancing back to the stallion once more, she climbed to her hooves.

Peter’s eyes widened once his spider-sense blared wildly. The stallion turned his gaze to the side, spotting several flaming barrels soaring over the nearest buildings. Crystal shards protruded from their sides as funnels of smoke escaped from each of their tops. One of the barrels struck the roof of the building, triggering an explosion of magical energy and crystal shards. Peter swiftly lifted Sweetie Belle into his hooves bridal style, earning a surprised squeak from the mare before leaping high into the air. The barrels detonated upon landing where the ponies previously stood, generating a shockwave potent enough to reduce everything in the immediate vicinity to burning rubble.

The shockwave from the blast propelled Peter further into the sky, but the stallion spun, tightening his hold on Sweetie Belle as they neared the wall of a building. Parker shielded the mare before the back of his skull burst through the stone. Both ponies skidded across the floor on the stallion’s back until they flew out of the other side of the building, landing on the ground. Sweetie Belle was the first to recover, clutching at her shoulder with a hard wince. Peter remained on the ground, seemingly unconscious. Half of a dozen changelings rushed onto the scene and surrounded the pair, ready to capitalize on the situation.

Sweetie Belle alternated her gaze between the swarm and the stallion. “Come on, Peter! You’ve got to get up!” Upon receiving no response, she reached down and attempted to lift the stallion, but her wound protested, sending bolts of pain through her shoulder. Sweetie cursed under her breath. “Can’t lift and run. Looks like I don’t have a choice.” She lowered herself into a defensive stance and faced her attackers. “You already took away my sister and many of my friends. I won’t let you hurt him, too!”

The mare hopped from the ground, managing to wrap her hooves around one of the changeling’s heads. She flipped behind the creature, placing her glowing horn against its back before blasting it forward. The changeling collided into three of its hive members.

Peter’s head spun as he struggled to recollect his senses. A changeling stood over the stunned stallion with its fangs drawn. Sweetie Belle’s eyes widened at the sight, but as the mare turned sharply, a bolt of pain rushed through her shoulder. She clutched at her limb, unable to react as a changeling slammed its forehead into hers.

Sweetie Belle rolled across the ground until she was beside Peter. The swarm readied to finish the pair, but a bolt of magic rushed across the area and blew one of the creatures away. Peter’s eyes shot open before he kipped up. The stallion threw his leg in a sweeping motion, managing to knock every changelings’ hooves from under their bodies. That same instance, Spider-Mane threw a series of punches and kicks in various directions, sending each changeling flying into the distance. Peter extended a hoof to Sweetie Belle, who accepted the gesture and allowed the stallion to help her to a standing position.

Sweetie Belle turned in the direction the blast came from, smiling as she recognized the blonde unicorn clad in armor. “Dinky!” The mare closed the gap, sharing a brief embrace before parting with a scowl. “You had your orders! Why didn’t you evacuate?!”

Dinky’s expression paled, matching that of fear. “I-I was worried! I was about to follow Miss Pinkamena, Applejack, and Rainbow Dash when I saw them earlier, but when I noticed you weren’t with them, I had to find you!” She tapped her hooves together nervously, alternating her yellow gaze between Peter and the rebel leader. “I was also worried that Spider-Mane was going to try and fight off the changelings all by himself. I thought he might’ve needed help.”

Sweetie Belle glared intently at the unicorn. “You have got to be kidding me! That’s reckless bravado! You’re going to get killed with that mindset!” After Dinky hesitantly nodded, the mare brushed a hoof over her eyes. She forced a nod after clearing her throat, holding a stern expression. “You’re under my watch. Did Pinkamena and the others escape already?”

Dinky nodded. “They closed off their exit. I think we’re the only ones left.”

Peter bit down on his lip. “Then, we don’t need to stick around. Let’s hurry and get out of here. We’ll just have to hope some of the others escaped.”

Sweetie Belle shook her head. “You’re right. We’ve completed our sweep. We’ll take an escape tunnel. Dinky, do you have any idea where the nearest exit that hasn’t been sealed off is?”

Dinky turned around and pointed a hoof in the opposite direction, specifically the other side of the courtyard. “Right over there!”

The trio of ponies galloped, skidding to a halt as flaming chunks of debris fell over the small doorway on the ground. Just as Peter aimed his hooves at the blockage, his ears perked at the sound of thunderous, approaching hoofsteps. The stallion turned around once a brute burst through the wall of a nearby building. A second one followed suit, both creatures directing their bug-like gazes in the ponies’ direction. Dinky shivered involuntarily out of trepidation while Sweetie Belle’s eyes widened as a third brute entered the vicinity.

Peter stepped away from both mares, staring intently at the trio of brutes. “I got this one. You two just get that passage back open.”

Sweetie Belle reached out to stop the stallion, but he hopped towards the hostiles before she could succeed. The mare snapped her hardened gaze to the armored unicorn before shifting it to the burning rubble blocking their way. “Dinky! Help me with this!”

Dinky alternated her gaze between Sweetie Belle and Peter, pausing before shaking her head furiously. “Sorry! I can’t! This is finally my chance to be a hero like him!”

“What?!” Sweetie Belle blurted out, bewildered as she watched Dinky speed out after Peter. “Get back here right now! That’s an order!” Resisting the urge to pursue the cadet, Sweetie Belle turned around with her horn glowing, blasting away the debris from the escape hatch. “Why is she so hard-headed?!”

Peter ducked underneath a brute’s hoof as it swiped at him. The second enlarged changeling approached the stallion from behind, attempting to bite the pony once within range. Peter hopped over its fangs and managed to land on the back of the brute’s neck. The stallion shot webbing over the changeling’s face before wrapping a pair of strands around its neck, never relinquishing his hold on the gossamer. The first brute lunged at Spider-Mane, but Peter pulled at his strands until the changeling he rode turned sharply, causing both bug-like creatures to inadvertently headbutt each other with a violent crack.

Dinky charged at the remaining brute, firing an array of magical beams at its head. The monstrous changeling roared, brushing off the unicorn’s attack. It rushed towards Dinky, causing her to stumble as she stepped back. Before it could reach its target, Peter slid in front of the mare and drove his hoof into the underside of the brute’s muzzle, uppercutting it with enough force to send it airborne for a few yards. The stallion dove out, landing on the brute’s head before knocking it out with an overhead strike.

"What are you doing, Dinky? It's not safe--!" Peter questioned before his sixth sense blared wildly.

One of the brutes made its way back to a standing position, forcing Peter to shove Dinky out of the way once it lunged in her direction. Spider-Mane was pinned under the changeling’s hoof, managing to sway his head and shoulders out of harm’s way for every time it attempted to bite him. Dinky leapt towards the brute, only to be swatted by its hoof. She violently rolled several yards away, bouncing off of the ground a few times before skidding to a halt.

As she slurred a response, holding a hoof over her aching cranium, nopony had noticed a fourth brute waiting on the rooftops. The bug-like creature lowered into a pouncing stance, never averting its gaze away from Dinky. Leaping high into the air, the changeling soared. Its shadow engulfed Dinky’s entire form as it rapidly descended, causing the mare to peek up at the last second. Straining to hold off his attacker, Peter caught sight of the airborne changeling. He extended a hoof and fired a strand of webbing towards Dinky that same moment, latching it onto her chestplate. However, before Peter could even hope to pull, he could only watch as she was crushed under the brute’s weight.

“Dinky! No!” Peter cried out, catching a glimpse of the horrific sight from the corner of his eye. He delivered a straight punch to the brute pinning his body down, managing to free himself. “Not again. Not again!” he screamed, delivering a barrage of punches until the brute’s exoskeleton cracked.

As the changeling fell unconscious, Peter flipped to his hooves before dashing towards the one that attacked Dinky. Images of Gwen flashed across Peter’s mind, filling his heart with pain he knew all too well. Once the stallion was within range, the changeling drew its fangs and attempted a bite. Peter slid beneath the attack until he was directly under the brute.

Pressing his hooves and shoulders firmly against its stomach, the stallion strained as he lifted the changeling from the ground. “Get off of her!”

Peter roared at the top of his lungs before throwing the brute into one of its own. His eyes softened at the sight under him. There Dinky lay, nearly embedded into the ground. A majority of her armor had been crushed beyond recognition. Peter knelt down by her side, placing the side of his head against the mare’s chest. No sound reached the stallion’s ears, and the realization slowly came into fruition, evident by his clenched teeth and seethed breaths.

“Dinky, no… Not you, too,” he whispered as the inside of his chest grew tight.

Sweetie Belle managed to remove the last of the debris from the escape hatch, extinguishing the flames before tossing away the stone with her magic. Just as she turned around, her emerald eyes widened upon falling over Dinky’s broken figure.

She held a hoof over her quivering mouth. “Oh, no.” Sweetie Belle blinked, gasping aloud as several brutes steadily entered the vicinity. Some climbed over the buildings while others approached Peter with malicious intent. Sweetie Belle cried out, “Peter! Come on!”

Oblivious, the stallion continued to stare at Dinky’s lifeless form as brutes neared his position. Sweetie reached into her costume, retrieving a few pellets before tossing them several hoof-lengths around Peter. Each exploded upon striking the ground, causing clouds of smoke to spread out and shield the stallion. As the surrounding changelings coughed for oxygen and struggled to gather their senses, Peter had not faltered, unable to free his gaze from Dinky. Sweetie Belle appeared behind him in a flash of light.

“Peter! We can’t stay here! We have to go!” she declared, alternating her gaze between the stallion and the diminishing clouds of smoke around them. Peter offered no response, all emotion having left his face. Sweetie Belle placed a hoof over his shoulder. “I know it’s hard, but we have to keep moving.” That same second, the mare wrapped her hooves around the stallion’s neck before their bodies vanished in a burst of magic. They materialized by the escape hatch just as the smoke finally cleared. Every brute in the area analyzed their surroundings, managing to spot the pair after a brief search. Sweetie Belle lifted the hatch with her magic. “Peter! You go first!”

Reluctantly, Peter jumped into the hatch and traveled down its slide. Sweetie Belle turned sharply as the brutes approached from behind. Under the hatch sat a fuse that led to a collection of bombs scattered throughout the building. The mare snatched it from its place before leaping into the escape hatch. One brute lunged forward, inadvertently driving its head through the hatch as it narrowly missed Sweetie Belle. The changeling watched as both ponies disappeared into the dark depths, unaware of the explosives primed around its position.

None of the brutes in the immediate vicinity could react once the building was engulfed in flames, causing its structure to collapse before an explosion erupted. Meanwhile, Peter and Sweetie emerged from a ground hatch in the midst of Ponyville. The mare was the first to pull herself to a standing position, pausing to share a glance with the stallion. Peter’s eyes were glazed over, lost in a trance.

Sweetie Belle pursed her lips, reaching out to the stallion before pulling her hoof back. “We should find shelter. The haven’s located on the outskirts of Ponyville, not too far from where Sweet Apple Acres used to be. It’s standard protocol to wait a few hours before rendezvousing with fellow teammates. It’ll make us harder to track once our trail’s gone cold for the changelings.” The mare’s eyes widened once a sound reached her ears. She turned, lowering her body before stealing a glance around the corner of a large stone. Dozens of changelings galloped towards the village. Sweetie cursed inwardly before facing Peter. “Please. We have to hide.”

Peter blinked, weakly glancing off to the side. “My cellar… We can hide there.” The stallion walked for a duration until he reached the entrance to his lab, lifting the debris blocking the way. Sweetie Belle squeezed in through the tight opening. Peter readied to follow the mare, but he paused, sighing desolately. Electrical currents of energy sparked across his fur before dissipating. “I’m so sorry, Dinky. Everyone I let down… dies,” he whispered before slipping into the cellar, allowing the heavy debris to fall over the entrance.

End of the Line

Chapter Nine "End of the Line"

Twenty-two years ago, Chrysalis had achieved the ultimate goal. She and her changelings had conquered Canterlot, killing both Celestia and Luna as well as half of the wielders of the Elements of Harmony. Their victories would continue to flourish as the rest of the world fell under the might of Empress Chrysalis. All signs of resistance were snuffed out, leaving only a small, ragtag group of ponies to oppose the new world order. Eventually, they, too, were wiped from the face of the planet.

Chrysalis had truly won. It was surreal, but it was reality, one that the changeling queen would revel in for years to come. She had done everything in her power to ensure that her changelings thrived. Now it was on the verge of being lost due to the brash actions of a pony that had supposedly died twenty-five years ago and his hopeless followers. Chrysalis growled under her breath. She would not fall to the one that threatened everything that she had built.

Pinkamena was the first to leap from Ursa’s head. She unsheathed both her blades, gripping one with her teeth while holding the other with a hoof before landing gracefully in the throne room. Applejack followed, bouncing from the side of a support column and performing several flips until she reached the ground. Sweetie Belle vanished from sight, materializing in a burst of light on top of a broken slab of marble before lowering herself into a defensive stance. Rainbow Dash took flight and sped through the air, slowing to maintain a position in the air near her companions. Peter readied himself to leap, pausing to rub the blue star over Ursa’s forehead before flipping from his position.

Slamming Twilight Arms into the ground upon landing, the stallion stood upright on his hind legs as traces of electricity surged across the metallic surface of his gauntlets. “Knock, knock!”

Chrysalis glared intently at each of the intruders, managing a grin after a brief hesitation. “So… the remaining wielders of the Elements of Harmony, the leader of the fallen resistance, and a dead Spider-Mane have come together. How appropriate.” Particles of dark, green and black energy spiraled around the changeling queen’s body, causing her slick mane to whip about wildly as she slowly approached the group. Her irises glowed, and strong gusts of wind roared out. “This day is twenty years overdue. Now, it is time I finally put an end to your pathetic lives!”

Everypony steadfastly held their ground as Peter stood defiantly against the Empress, glaring. “Give it up, Chrysalis! Your reign of terror is over!”

Chrysalis smirked as her hooves levitated from the ground. “Is it? Is it really?” Her horn emitted a bright light. “My changelings! Gather before me!” That same moment, dozens of changelings entered through the doorway and surrounded their queen, each showing their fangs as they hissed at the intruders. Ursa growled before her ears twitched at a sound, leading the bear to direct her line of sight to a sound coming from below. Dozens of brutes galloped across the Crystal Empire, speeding towards the castle. Chrysalis cackled maniacally and extended her hoof. “Kill them all!”

Applejack and Sweetie Belle reached into their pockets and retrieved small pellets. Before the changelings could reach the group, both mares threw the items to the ground, and clouds of smoke quickly spread out and engulfed everything in the immediate vicinity. The bug-like creatures hacked and wheezed, struggling to clear their throats while others instinctively shielded their eyes. Rainbow Dash burst out of the cloud, punching every changeling in her path before taking flight. The others spread out, dividing the changeling forces inside the throne room to the best of their abilities. Peter turned to share a glance with the astral bear perched above.

“Ursa! You have to buy us time!” Peter declared, pointing a hoof towards the approaching hordes of brutes outside. “Don’t let any of them through!”

Ursa nodded, freeing herself from the outer walls of the castle. She fell to the ground, generating an earthquake potent enough to shatter the crystal buildings under the transparent bear’s feet. Nearby brutes took flight, attempting to bypass the astral creature. Ursa reached out, capturing the changelings in her paws before crushing them with prejudice. As more neared from the side, she threw a wide slash with her claws, disemboweling those in her path. Their numbers only grew, as did Ursa’s fury, and both forces attacked each other relentlessly, neither faltering.

Peter watched the spectacle with a wary gaze. “Be careful, girl.”

Meanwhile, a group of changelings charged towards Sweetie Belle, forcing the mare to disappear from sight before they could reach her. The bug-like creatures skidded to a halt, analyzing their surroundings. Sweetie Belle materialized a few hoof-lengths behind their position, shooting each directly in the back with a beam of magic. Applejack swayed her upper body back as a changeling lunged out with its fangs drawn. Landing on the back of her shoulders, she countered by driving her legs into her attacker’s gut with a vicious kick powerful enough to send it skyward.

Rainbow Dash soared through the air, grabbing a prone changeling before throwing it at the pack chasing her. Most saw it coming with the exception of one, causing both creatures to collide in midair and crash to the ground. The pegasus dashed between a pair of crystal columns before making her way back to land behind Sweetie Belle, sliding across the ground to take out the legs of the nearest changeling. Just as the creatures originally pursuing Rainbow Dash readied to squeeze through the tight opening, a net of webbing formed at the last moment. The changelings resembled flies as they helplessly flew into the gossamer trap, their combined momentum sending them careening to the ground.

Stuck fast, they couldn’t free themselves in time before Peter landed by their side and unleashed countless strands of webbing, trapping the bug-like creatures in cocoons. Spider-Mane shot a strand onto the ceiling, catapulting himself high across the room. Pinkamena raised her blade, blocking a changeling’s attack as it lowered its fangs inches from the mare’s face. She lunged forward, driving the tip of the sword held in her mouth through her attacker’s neck. Pinkamena freed her blades as other changelings neared, disappearing in a blur before skidding to a halt behind the group.

Suddenly, the bug-like creatures stopped in their tracks as wide gashes opened in their exoskeletons, blood spraying from the wounds. Applejack dove through the air, delivering a spinning kick to the nearest changeling before following with a straight punch to another. One of the bug-like creatures lunged at both mares, but it was stopped in mid-flight via telekinesis, evident by the particles of energy enveloping its body. The changeling was launched across the chamber, bursting through a stone wall before Sweetie Belle materialized alongside Applejack and Pinkamena in a flash of light.

Peter swung on a strand of webbing, releasing it once Rainbow Dash neared his position. The pegasus captured the stallion’s extended hooves in her own, and she glided towards the rest of the group. The very second Peter landed, he ran forward, and every mare followed his lead, engaging the remaining changeling forces. Chrysalis stared intently at the ponies, gritting her fangs. The changeling queen roared at the top of her lungs as a sword materialized by her side, its form jagged and as black as the darkest void. Chrysalis lifted the weapon with her magic and galloped ahead, prompting the entirety of her changeling forces to charge behind their queen.

Both groups never relented, meeting head-on. As the others separated from his position, Peter ducked underneath a diving changeling and grabbed its back hoof before throwing the creature into a group of its own kind. Chrysalis materialized inches behind the stallion, swinging her blade in a wide slash. Peter’s sixth sense blared in response, sending pulsating throbs through his cranium. The stallion spun around with his hooves raised, managing to block the sword directly. Both of their weapons met with a loud echoing clang, generating a shockwave of conflicting blue and green electrical currents. Peter and Chrysalis stood within the blast’s epicenter, glaring as they strained to gain an advantage.

“Do you miss your lovely Twilight Sparkle?” Chrysalis chided, grinding her blade against the stallion’s gauntlets. “Well, don’t fret. You’ll be seeing her again soon enough!”

“Just shut up!” Peter growled, spinning his hoof and deflecting the queen’s momentum to the side. He slammed his hoof into the underside of her jaw, launching her body into a crystal wall. “You don’t even deserve to say her name!”

Peter hopped high into the air and dove, landing a fierce kick onto his foe’s chest, sending Chrysalis bursting through the crystal and crashing to the ground. The stallion sped into a descent with his hoof reared back, ready to strike the empress once more, but a pack of changelings intercepted the stallion, tackling him out of midair. Each creature held one of Peter’s limbs as they fell to the ground, but before they could land, the stallion wiggled his hooves free at the last moment. Peter quickly ensnared the horde of changelings into a webbed prison, latching their strands onto the ceiling.

Taking advantage of the reprieve, Chrysalis forced herself to a standing position and unleashed a massive wave of magical energy from her horn. Peter’s sixth sense blared, forcing the stallion to turn and see the attack speeding towards him. Out of instinct, he raised his hooves to block the pulse-like projectile. Although Twilight Arms managed to cancel out the black magic, it could not minimize the force behind the blow. Peter was rocketed backward by the blast, shattering a marble wall upon collision. A portion of the foundation fell, with a column landing on the stallion.

Changelings advanced to his position, but Sweetie Belle cut them off, blasting each with magic. She held her position, defending the pinned stallion. The energy in Chrysalis’ horn dissipated while she cackled before disappearing in a burst of light. Elsewhere, a horde of changelings had the remaining rebels surrounded from every angle. Pinkamena tightened her hold on both of her blades while Applejack raised her hooves defensively with Rainbow Dash lowering into a defensive stance. They stood on their hind legs with their backs against each other, even as the enemies’ numbers continued to grow.

“Like old times, huh?” Applejack chuckled, tightening the bandages on her forelegs with her teeth.

Rainbow Dash smirked. “Yeah. Different kingdom. Bigger stakes. Same stupid changelings.”

Pinkamena huffed. “Would you expect anything else?”

Rainbow Dash shrugged, smiling half-heartedly. “I don’t know. I thought I was smarter than this. I guess I’m turning into an idiot like Peter. I mean… coming here of all places? It screams ‘suicide.’”

“We’ve always been in way over our heads, Rainbow,” Applejack snorted, alternating her emerald gaze between the advancing changelings and her friends. “Nightmare Moon. Discord. Sombra. Do Ah need to go on?”

Pinkamena’s lips managed to curl into a smile. “Yet we’d do it all over again if we had the chance, am I right?”

Rainbow Dash shared a glance with both ponies, chuckling. “No doubt about it.”

Applejack grinned, resuming a defensive stance. “Then why’re we just standin’ around? Come on! We’ve gotta buy Pete a little more time. Keep the changelings busy!”

All three ponies separated, dashing in different directions. Applejack unleashed a flurry of attacks at the nearest changeling, delivering a straight punch and backhoof across the jaw before finishing with a spin kick to the torso. The force of the blow broke its chitinous shell, sending the destroyed husk flying into the distance. One changeling flew forward with the speed of a missile and narrowly missed Applejack as she sidestepped the attack, leaving it to smash into the ground headfirst. The earth pony delivered an overhead strike to her nearest foe, shattering its exoskeleton skull upon impact. Applejack paused, taking in deep, labored breaths while she forced herself to stand upright.

Faster than anypony could react, Chrysalis materialized inches behind the mare. Peter strained as he attempted to free the heavy crystal from over his body. His eyes widened in horror as he peeked up to the sight several yards away. Time all but slowed to a stop for the stallion as Chrysalis raised her blade, before thrusting toward the unaware mare. Peter could only stare as the black blade ran the mare through her back, all the way to the hilt. Applejack's eyes widened, slowly looking down with a shaky gaze to the bloodied metal protruding several inches from her stomach.

An immediate yank ripped the blade back out the way it had come. The mare’s eyes glazed over at that moment as her body fell limply to the ground. The entire battlefield grew mute, even as the fighting continued. Peter screamed while Sweetie Belle mirrored his actions. Rainbow Dash’s heart stopped at the sight. There had been decades’ worth of hatred between herself and Applejack. Just recently, it had been quenched for the most part, but something lingered, particularly within the pegasus. She took in labored breaths through gritted teeth, glaring venomously at the one that had just murdered her friend.

Throwing caution to the wind, Rainbow let out a guttural roar as she flew down from her spot by the ceiling, generating a rainboom as she sped towards Chrysalis. The rainbow-patterned wave erupted violently, knocking down everypony below to the floor, enemies and allies alike. Several changelings in the immediate vicinity of the mare all but disintegrated to ash, and the force shattered a majority of the surrounding crystals.

The upper half of the Crystal Empire’s castle exploded, giving way to the force of the point-blank rainboom. The force blew away the massive slab of marble, but Peter’s body was sent tumbling as well, leaving his skull to bash into a crystal. Stunned, the stallion fell to a hunched position. Suddenly, a bright light flashed through his mind, and images appeared before his eyes, alternating between Princess Luna and Rainbow Dash charging towards Chrysalis with tears in their eyes. Peter slammed his eyes shut, recoiling as the sharp bolts of pain rushed through his cranium.

Once the visions ceased, Peter’s heart stopped at a realization. “Rainbow! No! Stop!”

Rainbow tackled Chrysalis to the ground, only for the changeling queen to shift her momentum and hurl the pegasus across the room with a toss. Dash’s back cracked against the marble wall, and her replacement wing fell from its hinges, landing by the mare’s hoof as she forced herself to a standing position. Chrysalis galloped towards the pegasus with her sword raised. Rainbow broke one of the wing’s razor-sharp metallic feathers free and threw it to the greatest of her ability once her foe was within hooves’ length. Chrysalis managed to deflect the wayward projectile with her sword before taking a wild swing.

The pegasus ducked underneath the attack and countered with a swift kick to the back, knocking Chrysalis to the ground. The memories continued to alternate, shifting between this timeline’s past and present for Peter. He could only watch as Rainbow Dash made the same critical error as Luna did, losing herself to blind rage. She readied herself to pounce upon Chrysalis, leaping into the air.

The changeling queen grinned in spite of the mare’s rapid advance. “Fast—” she began, sidestepping the tackle with a spin. “—But not fast enough!”

With the momentum of her spiraling dodge, she followed through with a wide, countering slash that cleaved through the assaulting mare. Peter watched with a stunned expression as blood sprayed from the wide gash spread across Rainbow Dash’s chest to her hip. The force of the blow sent the pegasus flying until she struck the ground with a grim thud.

Rainbow strained to breathe, coughing up blood from her mouth as she quickly bled out. She saw Applejack’s prone figure, even as her vision blurred. Using what little remained of her strength, Rainbow dragged herself across the floor until she was inches away from the earth pony. However, before she could reach her, a downward thrust impaled her, pinning her to the floor.

Chrysalis slowly chuckled before erupting into roaring laughter as she pulled the blade out of the now lifeless pegasus.

Roaring at the top of his lungs, Peter shook his head free of the cobwebs and sped towards the changeling queen. “You’ll pay for this, Chrysalis!” A pair of changelings attempted to halt the stallion’s progress, but they were swatted aside, each in a different direction. Chrysalis snapped her head around as Peter neared. The stallion reared his hoof back, and Twilight Arms glowed in response, channeling electrical currents across its metallic surface. “I swear, even if every breath in my body is spent trying! I swear! You will pay!”

Chrysalis smirked. “Ah! There you are, I had wondered where you—”

Before the changeling queen could hope to have finished, Peter sped across the short distance to her with lightning speed, slamming his hoof into the bridge of Chrysalis’ muzzle. Her exoskeleton cracked while a shockwave was generated from the impact. The stallion followed with a backhoof across the jaw, further damaging the hardened exterior before delivering an uppercut fierce enough to send the changeling queen skyward for several yards. Using all of the power in his legs, Peter hopped high into the air until he was positioned above Chrysalis. With both hooves raised, the stallion dealt an incredible blow to the back of his foe’s head.

Chrysalis sped to the ground with the force of a bullet, shattering the castle tiles and creating a dust cloud upon her crash landing. Peter soon landed a few hoof lengths from the wreckage, eyeing the damage warily. Suddenly, Chrysalis erupted from the ground, sending shards of crystal and stone flying about. Before anypony could react, Spider-Mane’s limbs were enveloped in magical energy. Peter was levitated from the ground as Chrysalis glared intently at him.

“Twenty-five years and this is the best you can do?!” Chrysalis huffed, paying no mind to the blood dripping from the cracks in her exoskeleton. Bemused, the empress frowned. “Truly pathetic.” Chrysalis raised her head, in turn sending Peter flying into the wall. Tremors coursed throughout the entire castle from the impact. Peter fell for several seconds, landing stomach-first, inches from the changeling queen’s hooves. Chrysalis scowled at the sight. “Disgusting, loathsome creature!”

Energy spiraled from the atmosphere and took shape into a small orb over her horn. Chrysalis shot the ball into Peter’s chest, and the projectile carried the stallion across the room, blasting his body through several walls of crystal. Eventually, the energy ball dissipated, leaving Peter to bounce across the floor for several meters before skidding to a halt. Pinkamena stole a glance at the wreckage from the corner of her eye. She proceeded to run to Peter’s position, only to have her path cut off by several changelings. Before they could react, an array of magical beams sped into their chests, killing each changeling instantly.

Sweetie Belle materialized a few hoof lengths away from Pinkamena, sharing a glance before Chrysalis teleported in-between the duo. A shockwave erupted around the changeling queen’s position. Sweetie Belle was struck from the impact, her body rising into the air and then falling a couple of stories before landing on the back of her head a few hoof-lengths from Peter’s form. Pinkamena flipped out of the attack’s range, landing in an upright defensive stance. Chrysalis sped forward, swinging her blade via telekinesis. Pinkamena raised her sword, blocking it directly. Both opponents glared at each other maliciously, straining as they held their ground.

“Insignificant wretch,” Chrysalis growled, taking a step back while Pinkamena did the same. “Personally killing you will be an added bonus to today’s great victory.”

Chrysalis thrust her sword forward, forcing Pinkamena to sidestep the attack. The earth pony threw a kick as a counter, but the magical energy surrounding the changeling queen’s body ensnared her leg before swinging her entire frame. She burst through the throne room’s chair, shattering the crystal. Chrysalis fired a bolt of magic, the energy disintegrating everything in its path. Pinkamena flipped over the projectile and landed directly behind the empress. The earth pony threw a wide kick, followed by a backhoof, and Chrysalis dodged both attacks accordingly. However, Pinkamena captured her opponent’s head and neck in her hooves, throwing the changeling queen across the room.

Chrysalis bounced off the back of her head and skidded to a halt. Pinkamena retrieved both of her blades and hopped high into the air, landing roughly on her foe’s chest. She pinned the empress down, raising her swords high. However, Chrysalis’ form morphed, fading before taking a new shape. Pinkamena’s eyes shot open as a familiar grey sight took form before her. It was a mare she knew all too well. Her irises matched her straight violet mane. Although her gaze was blank and expression stoic, it sent shivers through Pinkamena’s spine. Her expression softened as she instinctively lowered her blades.

“Maud…?” she whispered before a sharp pain tore through her chest. The mare’s form retook that of Chrysalis, with the changeling holding a dagger into the earth pony’s heart before breaking the blade off. Pinkamena’s strength faded at an exceptionally fast rate, and her vision blurred. She dropped both blades before hunching over, coughing up blood. She gritted her teeth, holding a hoof over the hole in her chest. “You…!”

Chrysalis grinned, standing over Pinkamena’s figure. “It’s funny. Your sister fell for the exact same trick.” She raised her blade high over the mare’s head. “I guess foolishness runs in your bloodline. Allow me to extinguish the last of it.”

Peter screamed at the top of his lungs, tackling the changeling queen from behind. His momentum carried both himself and Chrysalis through the shattered wall and over a cliff until they eventually crashed to the ground, cracking the crystal. Peter shook the cobwebs from his head, stealing a glance at the large opening in the destroyed ceiling. Chrysalis growled, striking the ground with her hoof before forcing herself to a standing position. Magical energy spiraled around Peter’s body, ensnaring him. Chrysalis stomped toward the stallion, levitating him until his face was inches from hers.

“You should have stayed hidden, Peter Parker,” she hissed, glaring, “Now… I will crush you like the bug that you are!”

Peter scoffed. “Bad guys always seem to have the nasty habit of celebrating before they actually win.” The stallion refused to free his glare from Chrysalis. “This whole attack was a diversion to get you into position to do this!”

That same second, Peter raised his hoof and fired a strand of webbing, latching it onto Chrysalis’ horn. The gossamer spread upon making contact, covering the entire appendage. The magical tendrils holding Peter dissipated from existence instantly, dropping the stallion. Chrysalis’ eyes shot open at the sudden turn of events, but before she could respond, Peter punched her in the side of her head.

Dazed and disoriented, Chrysalis was helpless as the stallion hopped onto her back, firing a number of strands of webbing to various anchor points along her body and the ground. Once her senses cleared, the empress found her entire body cocooned in thick webbing. Chrysalis’ horn glowed, but the webbing absorbed the magical energy before it could generate into a spell.

“What is happening?!” Chrysalis yelled, bewildered. She attempted a second spell, only for it to fail as the first had. She bellowed, straining to free herself from the steel-like gossamer trap. “No! I am Empress Chrysalis!”

Peter bit down on his lip and whistled, holding the high-pitched sound for several seconds. Tremors coursed through the castle’s walls with each thunderous footstep that approached from the outside. A shadow engulfed the area, prompting everypony to turn their attention to the opening where the ceiling used to be. There, Ursa stood with a ferocious expression, her crimson eyes centered solely on Peter and Chrysalis. The stallion shot a strand of webbing onto the upper wall, yanking himself across the room until he landed a few hoof-lengths from Sweetie Belle and Pinkamena. Afterwards, Ursa roared at the top of her lungs before raising one of her paws high over her head.

“I AM EMPRESS CHRYSALIS!” the changeling queen continued to scream, failing to free herself. Ursa’s paw sped down and centered on her position. Chrysalis watched with a horrified expression as the inevitable neared. “NO—!”

Her screams were cut off once Ursa’s massive paw crushed her frame entirely, destroying that entire section of the castle. Rays of magic erupted from underneath the astral bear’s paw, racing into the sky before scattering into numerous rays of light. Every changeling in the vicinity hissed out in pain as bright aura ripped itself from their hides, soaring into the atmosphere. Peter watched in tired fascination as neon lights burst throughout the land, rising from the dank depths of the earth.

The land itself brightened somewhat, with the sun’s rays peeking through the diminishing dark clouds. The pods in the hatcheries and surrounding camps cracked before bursting, allowing some of the captives to slither free and collapse onto the floor. Ursa lifted her paw, revealing the cracked husk that was Chrysalis. The exoskeleton disintegrated into dust before the wind carried the particles away in a breeze.

Peter peeked up, sharing a glance with Ursa. He only smiled. “Good girl.” His smile quickly faded once he spotted the horde of changelings around him. They were withered and dry, pale comparisons to their previous forms. They were actually pathetic, shivering out of fear. Peter gritted his teeth as his hoof trembled with rage. He closed his eyes, growling as his body emitted a dark aura. “Leave. Now!”

The changelings ran without hesitation, upon settling their gazes on Spider-Mane and the Ursa Major. Without their queen, the hive mind laid broken and shattered. Peter watched with a somber gaze as the bug-like creatures retreated. Once they had all departed, he opened his eyes and directed his gaze skyward. The aura surrounding his body dissipated.

"It's over," he sighed before his eyes shot open at a belated realization. "Oh, God. Pinkie! Sweetie Belle!" The stallion turned around, racing to what remained of his friends. Sweetie knelt next to Pinkamena, staring bleakly at the wound in her chest. Peter stopped, sliding one hoof behind the earth pony’s head and taking hold of her hoof with his other. “Come on, Pinkie. We have to get you to a doctor.”

Sweetie Belle shook her head, sniffling. “Peter… Pinkamena’s wound is… fatal.”

Peter’s eyes widened and his mouth trembled, but he only glared at Sweetie Belle. “You don’t know that! Don’t you get it?! We’ve won! If we hurry, we can still save her!” Sweetie Belle slammed her eyes shut, fighting back tears as they fell. Peter’s own eyes swelled, matching his aching heart. He turned his gaze to Pinkamena, caring not that tears streamed down his cheeks. “Listen to me, Pinkie! You can’t die! We’ve already lost Applejack and Rainbow Dash! We can’t lose you, too! Please! Just…” He broke down, sobbing. “Pinkie…”

Pinkamena’s eyes fluttered open weakly, revealing glazed irises. “Peter? Did we…?”

Peter nodded. “Yeah. We got her.”

Although her breathing was strained, resembling the sound of glass scratching against a rough surface, Pinkamena found a way to smile. “That’s… good. I knew we could count on you…” She paused, raising her trembling hoof before placing it over Peter’s cheek. “Don’t be sad. I have no regrets. I’ll be with everypony soon...” She coughed, fighting the immense weight of closing her eyes. “Peter. I don’t want to leave with any regrets. Promise me… that you’ll smile.”

Peter’s tears continued to stream down his cheek, yet he found a way to hold a smile. “Cross my heart…”

Pinkamena coughed out a small laugh. “...And hope to fly…”

Both ponies paused, Peter lowering his forehead until it rested against Pinkamena’s before they finished together. “Stick a cupcake in my eye.”

Pinkamena sighed, sharing a final glance with the stallion before allowing her eyes to close. “I’m… so very happy that you came back… Peter…”

With one final breath, Pinkie’s hoof fell to the side. A calm breeze brushed through the vicinity. Yet the mare held her smile, even in death. Peter and Sweetie Belle sobbed uncontrollably at the loss of their last friend, with the stallion apologizing repeatedly while the mare muttered countless prayers. Even with their bruises and wounds, nothing compared to the pain their hearts currently bore. The bright blue aura in Twilight Arms faded, leaving the gauntlets a cold shade of metallic grey.

Peter eventually stood, gently laying Pinkie’s head down. He tossed the gauntlets to the side. “My friends. My poor friends.” He shook his head, rubbing a hoof over Ursa’s fur once she lowered her head near his position. “This world. It’s a nightmare.”

Sweetie Belle shook her head. “It was a nightmare, Peter, but you, Applejack, Rainbow Dash, and Pinkamena saved our world.” A warm smile formed on her face. “You gave us all hope again.”

Before Peter could respond, electrical currents rushed over his body. He held his hooves out, staring as they faded from existence. “Sweetie! It’s happening again! Something’s pulling me—! It’s stronger this time!” His voice distorted, matching his dissipating figure. Peter’s eyes widened at a realization. “The time spell! I think it’s finally wearing off! I can’t stop it!” He reached out to the gauntlets nearby, just inches from his reach. “Sweetie! Twilight Arms are yours now! Use them to protect what’s left of this world!”

Sweetie Belle reached out with a hoof. “Peter! No matter what happens, there’s always hope! Please! Don’t lose faith!” Peter’s body had completely vanished from sight, and his voice echoed throughout the airwaves before dissipating. A somber gaze formed on the mare’s face. She placed a hoof over her chest, smiling. “And… thank you… for everything.” Her ears perked at a faint sound. Sweetie lowered her head, inhaling sharply as Pinkamena shuffled slightly. “Pinkie?! Y-You’re—?! How?!”

Pinkamena coughed out a weak chuckle. “I’m way too happy to… die just yet.” She winced in pain, opening her glossy eyes to share a smile with Sweetie Belle once she knelt back by her side. The broken blade materialized next to Pinkamena’s hoof in a burst of light, landing on the ground. The wound on her chest had healed, closing off before fur grew back over the area. “All of that fighting. It… would be a waste if I died so soon… right?”

Sweetie Belle fought back her tears, brushing a hoof over her wet eyes. “You’re right.” Ursa lowered her head, gazing at both ponies. Sweetie forced herself to stand upright. She made her way to Pinkie, lifting her friend’s hoof and holding it over her shoulder, allowing Pinkamena to lean on her for support.

Pinkamena let out a weak chuckle, “Thanks, but I’m alright,” she said, lifting herself from Sweetie Belle to stand on her wobbly yet firm legs. She glanced to Twilight Arms before slowly reaching down and picking one up. “So… he’s really gone this time... isn’t he?”

Sweetie joined the mare by her side, picking up the remaining gauntlet and staring at it longingly. “Yeah… he really is. Peter’s paved the way for us. Now, we have to see things through.”

A short silence passed before Sweetie slid the gauntlet she held on her right forehoof. Glancing up to the mare across from her, she gave her a small nod. Pinkie paused briefly before returning with a nod of her own, sliding her gauntlet on her left forehoof. The gauntlet in the pink mare’s hoof emitted a dark blue aura briefly, dissipating after a duration. Pinkamena’s milky eye glowed momentarily.

The moon shone, disappearing from sight the moment the mare shut her blind eye. Sweetie Belle yelped involuntarily, blinking wildly before looking down to a stirring sensation in her own gauntlet. Moments later, a warm-white glow slowly began to envelope the weapon, before suddenly giving off a grand luminous light of a long awaited radiant dawn. In that same moment, the sun rose, giving light to the world and chasing away all forms of darkness.

Sweetie Belle stared at the sky with her mouth agape. “What’s going on?”

Pinkamena nodded inwardly and chuckled, all while keeping her blind eye closed. “So, that’s how it is…” She placed a hoof over the unicorn’s shoulder and gave Sweetie a warm gaze before walking over to and climbing on top of Ursa’s head. “Come on. We have a lot of rebuilding to do.”

-u-

An explosion erupted, sending tremors coursing through the walls of the cellar. Twilight rushed down the stairs in a gallop and skidded to a halt. Her wide eyes flashed over the scene before settling on the burn marks etched into the floor. Mayday’s teddy bear sat inches away from the spot, virtually unharmed. Twilight cried out, desperate to find her husband, but there was nothing to find. Peter was gone. However, a surge of electrical energy ran across the room before a small explosion of light erupted. Twilight shielded her eyes with a hoof. Once the light diminished, the mare turned to the scene, gasping aloud upon spotting Peter laying on the ground. Twilight ran to his side, kneeling.

“Peter! Are you okay?” Twilight questioned, furrowing her brow at his damaged costume and numerous wounds. “What happened? Why are you hurt?”

Peter’s eyes shot open. He jumped up, analyzing his surroundings frantically before settling his gaze on the mare. “Twilight?” The mare let out a surprised squeak as the stallion wrapped his hooves around her neck. “Twilight! You’re alive!” He smothered her with kisses before resting the side of his head against her shoulder, all while tightening his embrace. “I love you so much! I’m never letting you go again! I promise!”

From a distance, Discord watched from the safety of the astral plane in a theater seat with a bag of popcorn in his lap. The end credits began to scroll down a projected screen, with ‘Peter Parker’ labeled at the end of each line. The spirit applauded, whooping. “Bravo! Bravo! Encore!”

Discord grinned uncontrollably, squealing at a point. “What a show! Now, that was the most chaos I have had in a millenia! I must admit, some moments had me on the edge of my seat, and I was afraid I’d have to get directly involved to bring you back. I can’t, on a good mind, have the main star dying before the big picture, you know! As usual, you defy the odds and survive, Peter!”

The spirit leaned back, crossing his leg as his smile widened. “Quite the adventure, really. Apocalypse? Who would have thought? Oh, Peter Parker. You do not disappoint. And that ending! What a twist! The brave heroine valiantly gives her life, only for the audience to find out she survives! Well…” Discord waved his talon, causing the theater chair and projector to vanish. “Peter won't find out anyways, but if you ask me, Pinkie earned her happily ever after. The poor thing had been through so much after all.”

Nodding to himself, the spirit turned before materializing out of existence. “I suppose my surprise can wait a little bit longer. You deserve a small break after all, Peter. I’ll be back soon enough.”

To be concluded: The Epilogue

Epilogue

"Epilogue"

Peter rested on the plush comforts of the bed, never averting his gaze from the open window across from his position. He watched the tranquil beauty of the clear blue skies, losing himself in each cloud that blissfully drifted aimlessly about. The faint sounds of birds chirping reached the stallion’s ears, their harmonic whistles easing into his soul. Conversations carried on between the villagers, although Peter cared not for the specifics of what they talked about.

It was just another day within his home around the neighbors, Ponyville, and the Treebrary. It felt wondrous for these things to be back to normal. The world was whole. His friends and family were still alive. Everything should’ve felt right. Yet it didn’t. Memories of that dreadful future remained rampant, and sleep was lost to endless nightmares. The friends he had lost and the trust he had betrayed filled his heart with heavy guilt.

Several days had passed since Peter returned to his timeline, but he had not yet truly spoken about what had transpired to anypony, at least not in great detail. The stallion forced the lump in his throat down with a swallow. He wanted to free himself from what lingered in his heart. Peter glanced off to the side once somepony entered the room, recognizing the violet coat of his beautiful wife. Peter pulled himself to a sitting position before turning to face the mare as she approached him.

Twilight let out a relieved sigh, taking a seat on the available spot on the bed next to the stallion. “Pinkie’s watching over Mayday for the rest of the day, and Spike will be with Aunt May until tomorrow. That means we have the house to ourselves.” Using her magic, Twilight stretched and pulled her mane back before putting it in a ponytail. The mare turned, making certain that her violet irises were centered on Peter’s hazel gaze. “We need to talk. You’ve been unusually quiet since your accident in the cellar. What’s wrong?”

Peter pursed his lips before letting out a defeated sigh. “I can’t hide anything from you, Twilight.” An awkward silence filled the room, adding to the stallion’s unease. “So much had happened in that terrible place. I really want to forget most of what happened, but I can’t sleep at night.” He slammed his eyes shut before taking a hold of Twilight’s hoof, stealing a glance at the engagement ruby necklace she wore religiously. “I did something terrible, and I’m afraid that I’ll lose you because of it. I won’t lie to you. I just can’t do that. You deserve to know the truth.”

Twilight tilted her head to the side. “What are you talking about?”

Peter walked across the room, inhaling deeply before opening the closet. “There’s no point in me explaining what happened. I’ll just show you.” He removed a cloth, revealing a crystal ball. Placing a hoof over the orb, Peter returned his gaze to the mare. “I want you to look through my memories.”

Twilight alternated her widened gaze between the stallion and crystal ball. “Peter… what happened there?” Her husband didn’t respond, only lowering his head shamefully. He placed his horn against the orb, earning a hesitant expression from Twilight. After a moment’s pause, she mirrored his actions before channeling her own magic into the crystal ball. The energy spiraled around the stallion’s horn before an electrical surge sparked within the orb. Images began to form, first revealing the desolate remains of Ponyville. Twilight inhaled sharply at the sight. “By the stars…”

The following experience was reminiscent to years ago when Twilight bore witness to Peter’s life from his perspective, but this was different, very willing on his behalf unlike the accidental viewing then. The world was in ruin, ruled by the changelings. Twilight recoiled upon seeing the battle-hardened Pinkamena for the first time. It was surreal that the embodiment of laughter could turn into something so cold. That was only the start however, for it only worsened. The image faded, morphing to the scene of a grave. Peter was lost in sorrow, rubbing a hoof over the name inscribed on the makeshift tomb.

Twilight’s complexion paled. It was her grave. She had died, and Peter was forced to accept the news. Revelations soon came, from none other than an aged Sweetie Belle. The truth behind the invasion, Princess Celestia’s assassination, Luna’s death, Trixie’s descent into madness, and the argument that destroyed Applejack’s and Rainbow Dash’s friendship all played in rapid succession, each alternating after the last. Twilight’s heart sank once news of Mayday’s fate surfaced, forcing the mare to fight back her building tears.

Images of Peter holding Mayday’s teddy bear flashed across the crystal ball’s projected screen. Twilight sniffled at the sight. She loved Mayday with all of her heart, but Peter always praised the ground their daughter walked on. Twilight could only imagine how the loss affected him. It was only the start as the casualties mounted, and Peter was losing himself to despair after experiencing the deaths of Luna, Trixie, and Dinky in a three day span. Darkness began to fill the confines of the stallion’s mind, evident by the blurred images inside of the crystal ball.

Twilight inhaled sharply once Peter collapsed into Sweetie Belle’s hooves before the pair did the unthinkable: infidelity. A sharp twinge pulled at the mare’s chest, threatening to break. Her husband, the pony she had sworn eternal love to, had slept with another mare. Rage began to settle in, apparent by Twilight’s shaking hooves, but she froze once the image dissipated entirely. Suddenly, Twilight’s own image formed at the center of the orb.

The projection was angelic, with the mare’s smile holding a glint of light. Peter’s hoof reached out, but the mare turned her back to him. Yet he continued to chase after the princess, even as their distance grew. The image again morphed, settling back to moments ago. However, Peter was not with Sweetie Belle. He was making love to Twilight, all while whispering sweet nothings in her name and apologizing endlessly. Even then, his wife was at the center of his heart and never left.

Peter’s voice echoed throughout the crystal ball. “I just want to be with you again, Twilight. I’m so sorry. I shouldn’t be doing this! Please take me back! I don’t deserve you, but I can’t live without you! I’m sorry!” Those words never ceased, becoming more desperate and somber with each repetition. Fresh tears streamed down Twilight’s cheeks. Any hint of anger she harbored diminished, with undying love taking its place. The memory faded, with Peter’s voice whispering one final time. “I love you, Twilight.”

She had enough. Twilight shoved the crystal ball away and pushed it to the ground, freeing the stallion from the spell. The magic spiraling around his horn dissipated, allowing Peter to wake, but before he could react, Twilight wrapped her hooves around his neck. She buried her face into his chest before sobbing uncontrollably. Taken aback, Peter gazed at the mare with a bewildered expression, but he eventually recollected his nerve, pulling her body into a warm embrace.

“I’m sorry, Peter!” she cried out, her voice muffled.

Peter’s eyes grew wider as they softened. “Why are you apologizing? I’m the one that cheated.” He glanced off to the side, his ears drooping into his mane. “I’m sorry. I know what I did was wrong. I can’t even forgive myself for what happened. I want to take it back, but I can’t.” Tears began to stream down the stallion’s cheek. “I don’t deserve to be your husband, so… I understand if you want to leave me.”

Twilight placed her hooves over Peter’s cheeks, making their teary gazes met. “It’s not your fault.”

Her voice was fragile, cracking through a sob, yet it was sweet, ever earnest. As his wife sat underneath him, doing her best to mend his broken heart, Peter could only yield to his emotions. His tears continued to fall, seeping into Twilight’s hooves, and she caressed his fur, whispering sweet words meant only for her husband’s ears. It was her turn to support him in his time of need. Nothing had changed, nor would she want it to. Eventually, both of their tears ceased mutually.

Twilight sniffled. “You’ve been through so much. It’s a miracle you’re still in one piece. That’s what I care about the most. I’ll never leave you, Peter.” She ran a hoof over her necklace. “You thought about me the entire time. How can I hate you for that? You have no idea how much I love you.” Inhaling deeply, the princess let out a deep sigh as an agitated expression formed on her face. “I don’t like what happened regardless.” Her eyes softened once Peter’s demeanor shrank. She shook her head before managing a smile. “But… I do understand, and I forgive you.”

Peter’s lips quivered into a relieved smile. “Thank you, Twilight.”

Twilight brushed the side of her head against Peter’s affectionately before sighing. “Let’s just… not talk about that anymore.”

The stallion took in the mare’s sweet scent, managing a nod. “Yeah. That’s a good idea.”

They remained as such for a small duration, never leaving each other’s side. Twilight glanced to the crystal ball laying on the bed. “What happened after that?”

Reaching out for the crystal ball, the mare went to position it once more. However, her husband’s hoof placed itself upon her own. Peter shook his head. “I… don’t think it’s a good idea for you to watch anymore past that.”

Twilight tilted her head, giving him a curious look. “I’m curious, but I am also afraid. So…” she paused for a moment before looking aside. “Just tell me then. What happened next?”

Peter pursed his lips, recoiling. “We confronted Chrysalis the following morning. We managed to win, but…” He paused to shake his head grimly. “Applejack, Rainbow Dash, and Pinkie… they didn’t make it. Right after the fighting was over, the spell wore off, and I woke up here again.”

Twilight bit down on her lip before she smiled appreciatively. “I’m glad you stopped me, Peter. I… I don’t think I could’ve bore the sight of watching my friends die.”

Peter pulled back, taking a seat in front of Twilight before grabbing a hold of her hoof. “I couldn’t have done it without them. It’s thanks to them that I’m able to realize how much my family really means to me. I made a mistake, and I want to make it right.” Their gazes were only inches apart, and Twilight felt the temperature in her face increase as a result. Peter chuckled sheepishly, unaware of how rosy his cheeks had become. “You’re really the only mare for me, Twilight. That’s why…” He scratched the back of his head somewhat nervously before he continued. “I’d really like to have another child with you.”

Twilight’s mouth fell agape, unable to contain the squeak that escaped from within. Before long, the princess nodded feverishly. “Oh, Peter! I’d love to!” If Peter’s hooves weren’t on her shoulders, Twilight would’ve been bouncing in place. She paused, waving her hooves frantically. “Are you sure? I mean—”

That same moment, Peter leaned forward and captured the mare’s lips in a passionate kiss. A wide smile formed on the stallion’s face as they parted. “I’ve never been so sure about anything before in my life. I love you, and I want to show how much I want to raise a family with you. Let’s expand it.”

Twilight practically beamed, her smile matching the glow of the sun. “Okay, but let’s prepare ourselves this time. Mayday was… a surprise, to say the least. We should create a schedule and checklist.” The mare’s horn glowed before a clipboard levitated across the room. “We can start by remodeling the Treebrary while we pass the time.”

Peter exhaled, pulling the clipboard away before tossing it behind his shoulder. Twilight frowned, only to let out a surprised peep when the stallion wrapped his hooves around her body. He led them to the bed before stretching out, never averting his gaze from hers. They snuggled into each other, sharing a light kiss before Twilight turned around and pressed her back against Peter’s chest. The stallion held a hoof over the mare’s stomach, earning a content sigh for his action.

“We have plenty of time to talk about the details. Let’s just enjoy the moment,” Peter whispered, his hot breath brushing against the mare’s ear.

Twilight shuddered involuntarily, leaning further into her husband until she was able to capture his lips once more with her own. “Fine. We’ll do it your way. For now.”

-u-

Black Cat scaled the side of a building with a knapsack, pausing to glance at the night lights. Baltimare was a beautiful city, especially at this hour. She exhaled, opening a window near the top floor before entering a condominium. Treasures were organized throughout the room, and they shone brightly once the mare found the light switch. Felicia removed her mask, tossing it across the room before tossing herself onto the nearest couch. She lacked the energy to immediately remove her skin-tight attire, but the mare managed to steal a glance at the knapsack.

“Nice place you got here,” a male’s voice stated, causing Felicia to flip from the couch and land in a defensive stance. Her posture lightened once she found Peter standing across the room, poking a golden jar with diamonds embedded in it. “It certainly took you long enough. I would’ve baked a cake if I’d known I’d be waiting this long for you to show up.”

Felicia’s eyes widened. “How did you find me?”

“Wikipedia,” Peter muttered, earning a blank expression from the mare. Slow to respond, Felicia furrowed her brow. She lowered herself into a defensive stance, prompting Peter to wave his hoof dismissively. “Don’t worry. I’m not going to throw you back in the slammer. Even if I did, Princess Celestia would just let you right back out. It’d be a waste of taxes.”

Felicia chuckled. “If we had any taxes, you mean.” she eased her posture, taking a more relaxed stance. “I take it you’re the stallion I was to be expecting?”

Peter turned away from the treasures. “In the flesh.”

The mare smirked to herself. “I knew something seemed strange about this job. What, with it not being a direct request from Celestia, that is. She usually gets a kick out of telling me what danger I’m going into. She presents herself as a goodie-twoshoes up front, but I know the truth about that mare. She takes great pleasure in messing with and getting a rise out of others indirectly.”

Peter arched a brow. “Are you suggesting that our fair princess is a closet troll?”

Felicia frowned, bemused. “Yeah. Pretty much.” she paused a moment before narrowing her eyes. “Wait a minute… Just how did you find out about me anyway?”

“It’s a long story. Celestia was surprised when I told her that I’ve known for a while. I learned it from a future fan of yours,” Peter murmured, trailing off once Felicia tilted her head in confusion. Clearing his throat, he continued. “I know you act as Celestia’s personal extractor.” He grinned. “It’s pretty fitting. I’m happy to see that you’re adjusting pretty well. I guess working directly under Celestia has its perks, huh? It looks like you get paid more than I do.”

Felicia closed the distance between herself and the stallion, smiling. “That’s because my services require me to constantly go into enemy territory alone to steal something of value. Your services are only required for the highest of emergencies, Mr. Knight, and superheroes aren’t exactly needed twenty-four/seven. You’d be surprised at how many dangerous artifacts there are in this world.”

Peter shrugged. “Fair enough. I can believe that easily.” He sobered, glancing off to the side where the mare’s knapsack rested. “Speaking of which, did you find it?”

Felicia scoffed, waving a hoof dismissively. “All too easy. It was sitting in the basement of some old mage’s house. It’s just been sitting there for Lord knows how many years.” She walked to the knapsack before tossing it to the stallion. “What’s the big deal with this thing?”

Silent for a duration, Peter reached into the knapsack and pulled out something that was all-too-familiar to him. “The Alicorn Amulet is a powerful relic that was stolen from Celestia hundreds of years ago. It’s meant to augment an alicorn’s power, but it can corrupt the minds of anypony else that tries to use it. Only alicorns can properly wield it.” Placing the amulet back into its knapsack, he tucked the relic away. “I’m going to take it back to Celestia. She’ll lock it away somewhere safe.”

The stallion opened the window, leaning against the railing, but Felicia reached out, spinning him around. She eyed the stallion with a disappointed pout. “Oh, don’t leave so soon. We should catch up.”

Peter held a hoof out to the mare, shaking his head. “Unfortunately, it’s currently past my curfew. I’m already lucky that I’m not in the doghouse, and I’d like to keep it that way. Besides, Twilight would go bonkers if she found out Black Cat had escaped, and she would outright murder me if she learned that her husband, who had locked said thief up, was having a midnight snack with her.” He hopped onto the railing, sitting in a perched position before sharing a glance with the mare. “By the way, I’m really happy that you’ve found your place here.”

Felicia managed an earnest smile. “I’m honestly enjoying myself. The adventures are fun, and the pay is nice. To top it all off, it’s all legal.” She took a few steps back, allowing herself to fall onto the couch. Sobering, the mare’s eyes softened. “I guess even a two-bit thief like myself can find a purpose in this world...”

Peter grinned, earning a confused expression from Felicia. “You’re not a two-bit thief. I’ve always known how great of a girl you can be. You’re just finally using your talents for the greater good.”

Felicia waved her hoof dismissively, ignoring how hot her face had grown. “The downtime is also a perk, I guess.” She inhaled deeply before letting out a deep sigh. “Well, since you know where I live, you’re obligated to visit from time to time. If you don’t, I’ll make certain to drop by Ponyville.” Felicia gave the stallion a playful wink. “I might do that anyway. Sounds fun.”

Peter chuckled nervously. “I’ll make note of that.”

As he turned to leap away, Felicia called out to him. “Peter?”

Looking over his shoulder, he raised an eyebrow back at her. “Yeah?”

Her expression eased into a gentle smile. “Thank you. I really mean it. I wouldn’t be here like this if you hadn’t stopped me before. Looking back, I’m very grateful for that.”

Smirking, the stallion shook his head. “All I did was lock you up. You were the one who changed your ways.”

“As much as I hate to admit it, you always did know what was best for me. It just took me forever to finally realize that.” She looked about the room before setting her sight back onto him. “Even so, I wouldn’t change a thing. It brought me here after all.” She pursed her muzzle into a small pout. “Well, except maybe allowing myself to escape from a certain spider’s web.”

Peter chuckled, pausing to analyze the web-shooters on his hooves. “Sorry, but this spider’s already caught somepony in his web.”

That same moment, the stallion hopped from the window and sped into a freefall before swinging from a strand of webbing. Felicia watched the spectacle with a soft sigh and a knowing smile. “Let’s just hope this one never takes you for granted like I did.”

In the alternate future, there lay a world under reconstruction. Ten years had passed since the era of Empress Chrysalis had finally come to an end. The entire changeling race had buried themselves underground, never to be heard from again. The remnants of the world’s inhabitants lived in New Canterlot, a small yet expanding utopia. At the center of the village was the castle. Although it paled in size compared to the structure of old, it was sturdy and stood as a beacon for the new age. Ursa slept in a curled position just outside of the castle grounds, waking to glance at nearby spectators before drifting back into a slumber.

Within the castle itself, Sweetie Sun Belle held a conference with the officials of the village. The unicorn had matured further and acted as a kind, charismatic leader, guiding everypony that was willing to follow. Pinkamena Moon Pie watched the meeting from a distance with her hooves folded. She acted as Sweetie Sun Belle’s bodyguard usually, all while upholding her new responsibilities. Over time, both mares had come to understand how Celestia and Luna’s powers were passed on to them. It was a contingency plan. Princess Celestia had stored a fraction of their power within Twilight Arms.

Pinkamena furrowed her brow. “It seemed that Peter and Twilight were meant to succeed Princesses Celestia and Luna should anything have happened, but extreme circumstances led to this. Peter disappeared, and Twilight died before he could come back. Much good it would’ve done. Peter’s magic was still sealed away in spite of Princess Luna’s passing. He called it a ‘multiverse theory.’ I call it a ‘headache.’ Time travel is way too complicated for my taste. At any rate, that all changed when Peter gave Twilight Arms to Sweetie Belle. We didn’t get it right away, but we came to understand our purposes soon enough.”

The earth pony inhaled deeply before letting out a sigh. She quietly exited the throne room and ventured into the library. Countless portraits decorated the walls, showing off the past, present, and possible future. Most of the paintings had been saved from the old Canterlot archives. Pinkamena paused, staring somberly at her own picture with Twilight, Rarity, Rainbow Dash, Applejack, and Fluttershy. It had been taken the day after Nightmare Moon was defeated. Pinkamena’s gaze lowered to the ground. Even now, as she held a hoof over her chest, the pain had not subsided.

Pinkamena removed the black patch from over her blind eye, pausing to wipe away the tear that rolled down her cheek. “I’m the only one left now. I really hate it. I wish they were here. They’d probably find it funny that things turned out this way. Who would’ve thought? Me? Pinkie Pie, the co-ruler of Equestria. I’d laugh if it wasn’t so pathetic and surreal. Either way, I’m here, and I have to do this for them.”

Keeping her blind eye closed, she opened her good one before glancing at the next portrait. It was of Sweetie Belle and herself. The sun rose behind the unicorn while the moon did the same after the earth pony. “I really must talk with the locals. They’re praising us as gods when we’re no different than them. It still overwhelms me to have this power. I so much as blink and the moon rises. I wonder if it was like this for Princess Luna? I’m just happy Sweetie Belle learned how to control her powers. She was always a quick study. It’s no wonder everypony looks up to her.”

She snorted before brushing a hoof through her mane, narrowing her gaze at the lone grey strand amidst the flow of pink locks. “I’m aging much slower than usual. I don’t believe I have eternal life, but I can’t say for certain. Everything still feels the same as far as I can tell. That’s saying a lot, considering that I’m fifty-five now. Regardless, for the sake of my friends, I have to fulfill my responsibilities. No matter my lifespan, I‘ll follow Twilight’s example.”

Pinkamena glanced off to the side, settling her gaze on the orange-tinted sky. The sun had nearly disappeared behind the horizon, indicating it was nearly time for the moon to rise. That also signified another nocturnal watch for the new mare of the night. Pinkamena then turned to the portrait at the center of the room. It had become a daily ritual of the mare to gaze upon the picture, for it meant the most to the new life she and Sweetie Belle led.

It was of Equestria’s Liberators, what everypony called the group that vanquished Chrysalis and the Changeling Empire. Rainbow Dash, Sweetie Belle, Applejack, and Pinkamena stood behind Peter Parker, the unsung leader of the uprising. A stallion, once lost and believed to have died, returned to reunite his allies and defeat a tyrant before disappearing again. It was a tale of fantasy molded into reality, spread by Sweetie Sun Belle and Pinkamena Moon Pie to the populace. The world would forever remember Equestria’s guardian, Peter’s legacy, and how he, alongside his friends, paved the way for the future.

Pinkamena managed to hold a warm smile once the sun finally set. Night settled, and the stars began to shine. The mare’s milky eye glowed once she opened it, causing the moon to fully rise amidst the blanket of the dark sky. Pinkamena straightened her jacket before standing upright. Pausing to gaze at the portrait once more, she ran a hoof over Peter’s image. Her smile grew in width, showing teeth, and the temperature in her chest rose, giving the mare a renewed sense of warmth.

“I really miss you, Peter. I hope we meet again really soon,” she whispered, giggling before leaping outside.

-u-

Three years had passed since Peter’s time-traveling experience. Multiple paths had opened to prevent the future from shaping catastrophically, but he knew of only one true alternative to take. Chrysalis marched through Canterlot boldly, ignoring the glares and wary glances some ponies held towards her. Like a true queen, she walked with dignity and grace, all while holding her head high. No changeling accompanied the mare, leaving her to walk to the castle alone. There was something amiss about Chrysalis, as some spectators seemed to notice and watched with bewilderment and awe.

Her hide was considerably lighter in color, not as desolate as its normal shade of black. Chrysalis flicked her head, whipping her silky blue-green mane back. It practically shone, glowing under the sun. Perhaps the most unusual physical change Chrysalis showed were the light grey spots scattered across her body and legs. The holes that had once plagued her husk were filled in. If not for the bright blue-green wings on her sides that still resembled that of a bug to some degree and her jagged-shaped horn, Chrysalis almost matched the appearance of an Equestrian equine more than a changeling. With her tall and slender figure, one might have even mistaken her for an alicorn.

A pair of knights stood in front of the castle’s doors, reluctantly stepping to the side once Chrysalis neared. She entered without pausing, glancing at her surroundings. The throne room had been emptied, devoid of life with the exception of three individuals standing near the center of the vicinity. Once hoof-lengths apart, Chrysalis stopped in her tracks to acknowledge her audience: Princesses Celestia, Luna, and Cadance. The alicorn sisters held cautious glares towards the changeling queen while their niece only gave a nod.

With the exception of Luna, Chrysalis had met these ponies before, but nopony had left a cherishable impression on either side. One was left with a crashed wedding, another dealt with the aftermath of the invasion, and the last was exiled, never to be seen again. However, circumstances and fate led them here. Suddenly, a bright burst of light erupted at the center of the group. The energy dissipated, revealing Princess Twilight Sparkle and Prince Peter Parker. Cadance welcomed the couple with a smile while Luna weakly mirrored her actions.

Peter chuckled sheepishly, scratching the back of his head with a hoof. “Sorry we’re late. Family matters.”

The tension in the room had not lessened, particularly between Celestia and Chrysalis. The princess was visibly skeptical and cautious, leaning away out of instinct, and the queen could not hide her doubt and uncertainty as she failed to keep her gaze from the ground.

Peter stepped between them and shook his head. “Come on. We knew this day was coming. If we’re going to move forward, we have to learn to respect each other.” Celestia hesitantly nodded, sighing before lowering her guard. Peter faced Chrysalis, raising a hoof. “It’s like I promised. We’re equals here. You know how hard it was for us to make it this far. Heck, it took me forever just to make it into the hive… with your changelings constantly chasing me away.”

Chrysalis alternated her gaze between the stallion and alicorns. After a duration, she managed a half-hearted smile. “I suppose you’re right. I couldn’t begin to understand why such a stupid stallion kept coming back every day in spite of our warnings. After a week straight of such nonsense, I finally decided to hear him out.”

Twilight laughed, patting Peter’s shoulder. “My husband is very stubborn. What you saw was his ‘no matter what it takes’ mood.”

Chrysalis nodded. “At the time, I only wanted him to leave us alone. If I heard him out, he would no longer disturb the hive. Just the mere presence of a high-ranking Canterlot official sent them into disarray. However, I can say that turned out to be one of the best decisions I’ve ever made for my changelings. It still doesn’t seem real that somepony was that willing to help us.” Pausing, she inhaled deeply before letting out a defeated sigh. “I still can’t believe I let you talk me into this, Peter,” she lightly declared, her voice sweet. The mare shrugged. “However, I do this for my subjects, and turning down such an offer would throw our entire race into the danger of extinction.”

Peter nodded, sharing a smile with Twilight before returning his gaze towards Chrysalis. “I’m a knight of Equestria. It’s my duty to protect the land and everypony on it. Equestrian. Ponies. Griffins. Changelings. Whatever else. There’s no difference. We can all live together. The past three years have led us all here. It’s time to start over.”

“Peter’s right. Just because somepony’s different doesn’t mean that we can’t adapt and live as one,” Twilight lightly declared, placing a hoof over Chrysalis’ foreleg. “Peter and I have spent these last three years trying to understand you and how your means of feeding work. So far, our studies have led to wondrous results. You look so healthy!”

Peter snorted. “Yeah. I may have to call you ‘Spot’ from now on— Ow!” Twilight’s hoof was swift as per usual, striking the back of the stallion’s head. Wrapping a hoof around his wife’s shoulder, Peter grinned in spite of her bemusement. “It’s like I told you. Love is better when it’s given, not taken. It’s not something you can manipulate or mold to your liking. It’s just something that we feel, and if there’s somepony special in your life-- whether it’s your spouse, a friend, or family member-- we’ll share that affection genuinely. We trust you, Chrysalis. That’s why we’re here now.”

Chrysalis’s eyes softened. “Thank you. You’ve both been very patient and generous with us. I look forward to the days ahead. I’ll inform my changelings that we’ll be moving to Ponyville to help with the renovations to the village.”

Peter chuckled. “That sounds good, but we have to do something else first.” He turned to the three alicorns standing nearby and motioned a hoof. Cadance was the only one to react, stepping forward until she was mere hoof-lengths from the changeling queen. Peter shifted his gaze between both mares. “I think it’s time we started getting along.” He trailed off, giving Celestia and Luna a stern expression. “I mean all of us. A little trust goes a long way.”

Cadance nodded eagerly. “‘Make love, not war’ as they say. I trust Peter’s judgement. You have the Crystal Empire’s support. Your changelings are welcome in my kingdom.”

Chrysalis’s eyes widened. “Just like that? Even after what I did to you and your husband?”

“Your means may have been… less than ideal, but you were only doing it to save your people,” Cadance countered, never losing her smile, “Everypony deserves a second chance. That’s what Peter and Twilight are always saying, and I wholeheartedly agree with them.”

Chrysalis inhaled sharply once her horn glowed momentarily, emitting a soothing flow of emerald energy before dissipating. She extended a hoof to Cadance, and the alicorn accepted the gesture with hesitation, shaking it. “Thank you,” Chrysalis whispered, her voice light.

Suddenly, the entire circle grew mute as Princess Celestia approached Chrysalis with a narrowed glare. The recent history they shared was widely known. Cadance watched with concern, switching her gaze between the two monarchs. Twilight prepared to step in, but Peter placed a hoof on her shoulder and shook his head when she gave him a worried glance. Luna kept her distance and maintained her silence.

Celestia blinked, noticing everypony’s change in demeanor. She held a hoof over her mouth, stifling her laughter. “Oh, my goodness. Would you all lighten up? I look serious for a few moments, and everypony’s walking on eggshells.”

Luna released an exasperated groan, slapping her own forehead with a hoof. “By the stars.”

Peter glanced off to the side, blurting out, “Man. She really is a troll— Ow!” Twilight’s accuracy remained true, slapping the back of her husband’s head.

Chrysalis let out a relieved chuckle at the lightening of the mood. “Well, I imagine you can see why I would be so tense standing under an intense gaze like that, given our… history.”

Peter shrugged. “Oh, that’s nothing. I’ve given Luna a concussion before, and she still glares at me to this day about that. She doesn’t mean it though.”

Chrysalis rolled her eyes. “Why does that honestly not surprise me? Only you could do something that stupid to such an important authority figure and get away with it.”

“It was out of self-defense. We’ve been over this,” Peter weakly declared, brushing his hooves together nervously as Luna’s glare intensified. Out of instinct, the stallion walked up to the mare and wrapped a hoof around her neck. He brushed the top of his head against the underside of her cheek. Luna’s eyes widened as her cheeks glowed to a bright shade of pink. Oblivious, Peter chuckled. “Did I mention she’s my best friend?”

Luna cleared her throat, glancing to the side. Even now, the idiot got to her without trying. “Why must you do this to me?” She smiled inwardly. ‘And why must I enjoy it so…?”

Chrysalis arched a brow, chuckling under her breath. “I’m glad to see we’re all getting along, but we do have business to attend to.”

Celestia waved her hoof dismissively “Indeed. I’m still surprised, however. When I first heard that Twilight was communicating with you, I didn’t know what to think. I personally asked her what she was thinking. Her answer was simple: she wanted to help you.” Trailing off, she shared a smile with Twilight before returning her gaze to Chrysalis. “It will be beneficial for everypony if our races joined together. I accept the terms of the peace treaty,” Celestia stated, lowering her head out of respect. “The world as a whole will be slow to accept the change, but I want you to know that the changelings have our undying support.”

With a simple set of words, the entire world had been thrown into disarray for Chrysalis. She and her changelings had been reprimanded for many countless things. The changelings had been ostracized by society for eons, but on this day, they were set to walk along the road of acceptance. Twilight bounced in place with her ponytail following her motions, whooping cheerfully behind Chrysalis while Peter held a smile. The queen gave the stallion a friendly wink, all while the temperature in her face rose from excitement. The future was indeed changing, but it was towards that of peace and hope.

Chrysalis paused, as if a late realization had come to mind. She turned her gaze towards Twilight. “Oh, forgive me. I should have said this sooner. Congratulations on your offspring, I see your pregnancy is off to a healthy start. ”

The Changeling Queen’s words echoed in the great hall as everypony in the room froze, with Peter’s and Twilight’s complexions quickly paling.

Chrysalis glanced curiously about the mixed expressions of the ponies in the room. “Did... did nopony else notice? She seems to be about a month along.”

Cadance sped forward, capturing Twilight in a embrace. “You’re pregnant?! Again?! When were you going to tell me?!”

Twilight stared blankly at nothing in particular, even as Cadance’s hooves tightened around her neck. “We… well, we were going to surprise you with the news tonight.”

Celestia and Luna blinked, giving the changeling queen a mutual expression of confusion. Chrysalis’ horn glowed momentarily. “I could sense it. I wondered why Twilight was emitting more love than usual.” Oblivious, she turned to Peter, who was gaping.

Turning to the elder alicorn sister, Chrysalis raised an eyebrow. “Is reproduction always this celebratory amongst ponies?”

Celestia covered a laugh with a small nod. “The gift of life truly is a magical thing to us, yes.”

Chrysalis smiled. “Wonderful. You must teach me more about this, Peter.”

Eventually, Peter let out a defeated sigh and shrugged. “And I have to teach you how not to blurt out secrets.”

“You have a lot to teach me, Peter,” Chrysalis replied, managing a smile as her horn glowed once more, “and I look forward to all of it. Well... mostly all of it anyway.”

-u-

Two years had passed since that day, but time crawled within the pits of Tartarus. Tirek opened his eyes and glanced to the side once Discord materialized into existence near him. The centaur merely huffed as his partner came and went at his own leisure. If anything, their alliance was insubstantial at best.

However, Tirek managed a rare smile this time. “Only one month remains until we are ready to carry out our plan. The Sinister Six’s potential is truly unmatched. Equestria will soon be ours.”

“Yes, indeed,” Discord chuckled, waving his glowing talon until an image formed before him and Tirek. The Sinister Six stood together. Carnage laughed maniacally as tendrils whipped wildly from his body in response to his slithering, snake-like tongue. Electro scowled, channeling electrical currents through his horn. The Green Goblin smiled wickedly while Adagio Dazzle mirrored his actions. Sonata Dusk gritted her teeth, growling playfully, and Aria Blaze only exhaled in exasperation at her friend’s action. Discord squealed. “Oh, what a chaotic lot. I’ve really outdone myself!”

Once the image faded, Tirek eyed Discord with a furrowed brow as the spirit snapped his fingers. A sunhat fell over his head while a pair of sunglasses slid over his eyes. Suddenly, a shirt with flower decorations materialized over his body. Tirek only shook his head once Discord lifted a suitcase.

“Going away on another venture? Our time grows short,” Tirek muttered, a hint of annoyance filling his voice.

Discord waved his paw dismissively. “I am in dire need of a brief vacation, my friend. Once the show starts, I won’t have the chance to rest.” The spirit playfully winked at Tirek. “I’ll return two days before the deadline.”

Disappearing in a burst of light, Discord appeared in the realm of the astral plane before sitting on his suitcase as if it was a chair as he unfolded a map. “The same old chaos gets stale after a while. I could use a breath of fresh air. Now... where should I go? It’s been eons since I last went on a good vacation.” Taking several long moments to examine his map, Discord’s expression soon lit up with surprise. “Ooo! Now this looks promising!”

With a destination in mind and a snapping of his fingers, Discord vanished from the astral plane before reappearing in an all-too-familiar garden. “Huh. Would you look at that? It’s all so similar, yet... different.”

Walking a yard from his location, he came upon a large stone statue. It bore a striking resemblance to his form, that of a female draconequus. Analyzing the statue from top to bottom, Discord smirked. “I must say, I’m rather easy on the eyes as a female.” After a short pause, a small blush formed on the draconequus’s face before he waved his talon dismissively. “Oh, you’re just saying that!”

Clearing his throat to compose himself, Discord folded his arms behind his back. “Seeing as you and I are one in the same, I imagine you know why I am here. Right, Eris?” After a brief pause he nodded. “I agree, we both could use a bit of fresh chaos. I also have a stallion that I would absolutely love for you to meet, and I assure you, he is quite chaotic. However...” Crossing his arms, Discord frowned. “In this dominion, the spirit of Chaos is suppressed and still encased in stone. A truth that cannot be ignored or broken by outside influence.”

His usual cheerful expression turned uncharacteristically serious as he placed a talon against his chest. “After all, even I cannot break ‘the rules...’” After a brief pause, he nodded. “Indeed. There are always loopholes. For example...” Discord placed his talon against the statue’s forehead before his expression lit up with an almost child-like glee. “They never said which one!”

Energy spiraled around his limb and spread across his body. A bright light erupted once the chains of magic connected at the chest, and a shockwave erupted as a result, causing a smoke cloud to spread out. Everything cleared, revealing Discord petrified in stone. A figure hovered over his form, giggling. She held a fanged smile, gazing at her male counterpart.

‘Now, Eris. I really need not remind you, but do remember our agreement. You’re to come back in twenty-eight days, I have important business I must attend to in such time,’ Discord’s voice declared in her thoughts.

Eris grinned, holding out her talon until a golden apple fell into its grasp. “Sounds quite fair. I’ll make the most of it.” Taking a bite out of the sweet treat, the chimera smiled. “Do be sure that ‘she’ doesn’t get into too much trouble while I’m away. Things can get a little... chaotic around that mare.”

With a snap of her finger, the female draconequus vanished, leaving behind a fleeting message in her stone-encased counterpart’s mind. ‘Enjoy the show, Discord. If your Peter is every bit as chaotic as you say he is, I’m quite certain my lovely Patricia will not disappoint.’

‘Embrace me...’

Peter blinked, rubbing a hoof over his eyes. A low yawn escaped from his mouth. The horrific visions that plagued his sleep had not stopped, only minimized over the past five years. A voice constantly called out to him during the nightmares, ever reminding him of his failures in a future that would no longer come to pass. The visions flashed across his mind and played back memories he wished to forget: Applejack falling before Chrysalis, Rainbow Dash meeting her end, Pinkamena taking her final breath. They alternated in rapid succession before settling on a lonely Sweetie Belle. The image faded, morphing into that of Twilight. Darkness enveloped everything, consuming his entire body. Peter reached out, surrendering to unconsciousness momentarily.

‘Just rest… and embrace me.’

“Peter?” Twilight called out, freeing the stallion from his self-induced trance. He shook his head, finding himself in the comforts of his home. Twilight furrowed her brow, pausing to lay down on the rug before brushing the wrinkles out of her sweater with a hoof. “You dozed off again. Are you feeling tired already?”

The stallion readied to respond, but a small sound reached his ears. A foal snuggled its way underneath into Twilight’s side, pulling at her wing. His coat was reminiscent to Peter’s, though it was a darker shade of brown. The foal’s eyes were large and glossy, as violet as Twilight’s. His mane resembled Peter’s unkempt style, although the lone violet strand in the middle of it and his tail matched that of his mother’s. Unlike Mayday, a small horn protruded from his forehead.

The foal cooed playfully, earning an exhausted smile from Twilight. They’d brought the bundle into the world eleven months ago, expanding their family further. Twilight decided to name the baby unicorn after the biggest inspiration in Peter’s life, his Uncle Ben. The world would welcome Benjamin Parker Sparkle with open hooves. Peter chuckled once Mayday emerged from behind Twilight, hovering in the air as she braided her mother’s tail. Days like this one were quite the norm, with the children driving her to exhaustion, but Twilight loved every moment, smiling earnestly.

Peter grinned. “What can I say? I don’t have your stamina, Supermom. Are you having fun?”

The bags under Twilight’s eyes couldn’t hide the blush filling her cheeks. “Always…”

Brushing aside the dark memories in his head, Peter approached his family with a smile. The stallion pulled his daughter into the embrace, lightly bumping the tips of their noses together. Using his free hoof, he gently scooped Ben up and kissed the foal’s forehead, earning a gleeful squeal for his action. Twilight pulled herself from the ground, sharing a loving gaze with Peter before leaning forward and pressing her lips against his in a passionate kiss.

It had been eight years since Mayday was born, seven years ago when Peter Parker married Twilight Sparkle, and Ben was nearing his first birthday. The nightmares had not ceased for Peter. He remembered losing what was most important in his life. That fear would forever remain intact, but Peter swore to protect his family until the end of time.

‘Time is too slow for those who wait, too swift for those who fear, too long for those who grieve, too short for those who rejoice, but for those who love, time is eternity.’

- Henry Van Dyke

The End…

Once Perfect. Now Lost

Chapter One: “Once Perfect. Now Lost”

Peter sat in the confines of the Treebrary’s cellar, keeping his hazel gaze fixated on the collection of jewels scattered across the desk. The cellar had long been transformed into his personal workshop over the years, housing all of the stallion’s inventions. A steel door, keypad, and a retinal scan worked as the room’s point of access. With reinforced walls laced with makeshift vibranium and anti-magic crystals, nopony could enter the workshop without permission.

Only Peter and Twilight had access to the laboratory. It was a necessary precaution to prevent others from seeing, using, or stealing his inventions. This work was both advanced and dangerous, capable of disrupting Equestria’s technological balance. Peter knew he couldn't risk exposing his inventions to the world until he was sure it was ready for them. Twilight understood this fear as well, occasionally keeping JARVIS down in the cellar whenever she didn’t use it.

The stallion arched a brow as the gems emitted a harmonic tone, each frequency different from the other. “Fascinating,” he whispered, turning his gaze to the open book at the end of the desk before flipping to a specific page. “So that’s the magical frequency Starswirl was able to create in order to travel back and forth through time. Replicating that specific energy transfer, Twilight was able to generate it for a brief period.” Positioning two of the jewels together until energy began to glow from their surfaces, Peter pursed his lips together. “There has to be a way to use various materials to copy and make the spell more efficient. It nearly drained Twilight, and she only went back a few days in time.”

Peter tapped his hoof impatiently against the table, exhaling. “This type of power can be really helpful in an emergency, like if I missed a business meeting or forgot Twilight’s birthday. I can warn myself in advance.”

Peter’s ears perked at a knock at the door, prompting the stallion to turn away from his desk. Tumblers clicked into place as the door unlocked, and the room’s security precautions turned off. Two sets of hoofsteps descended the staircase slowly. Before long, two ponies entered the lab, and Peter’s eyes softened before a tiny body hopped into his waiting hooves. Mayday giggled warmly once her father tightened his embrace, leading the filly to lightly bump the tip of her nose against his. Peter couldn’t contain his smile. This was their way to greet each other daily, and even now that his daughter was four years old, she still filled his stomach with butterflies.

Twilight slowly joined the pair, smiling sweetly as she levitated a plate over to the desk. Peter acknowledged the mare’s presence with a grin, managing to capture her lips in a small kiss once she was within range. They had been married for over three years now, and Twilight’s kisses remained as sweet as honey. Peter chuckled as he parted from his wife. Mayday settled into Peter’s lap before playing with the teddy bear that once belonged to her mother. The filly had named the toy ‘Benny Bear,’ at her father’s suggestion.

No matter what anypony said, life was perfect for the Parker-Sparkle household

Peter shared a glance with Twilight after she took a seat next to his position, their flanks brushing against each other. “So, what brings you two down here?”

Twilight smiled, lifting the sandwich from the plate via telekinesis before hovering it over to her husband’s mouth. “You’ve been working on your experiment since noon. Mayday thought you might have been hungry, and I know you are.” Before Peter could respond, his stomach growled lowly , confirming the mare’s accusation. Twilight grinned smugly once the stallion took a bite out of the sandwich. “Your wife and daughter can read you like a book, Peter.”

Peter mock-frowned, forcing a pout. “You say that as if it’s a bad thing.” He paused to chew, sighing contently as the sweet taste melted in his mouth. “Peanut butter and jelly. My favorite.”

Mayday reached out, taking a tiny bite out of the treat. “Mine, too.”

Peter arched a brow, mimicking exasperation. “What has Daddy told you about being a cutie?”

Mayday playfully bumped her nose against the stallion’s. “Don’t stop?”

Peter smiled sweetly. “Exactly.”

Twilight glanced at the scattered array of notes over the desk, arching a brow at one of the equations. “You’re still working on Starswirl’s spell? Are you close to a breakthrough?”

Peter shook his head. “Yes and no. The magical properties are difficult to match. The closest I was able to get to replicating the spell you used was here.” The stallion pointed to a passage in his notes. “The properties of this gem were able to channel the energies of that crystal into this ruby, and because I used a quarter of an ounce of the anti-magic crystal dust here to negate some of the effects, I managed to send a pencil back exactly twenty-five seconds in time.”

Mayday ran a hoof over a piece of paper, giggling. “Sounds really hard, Daddy.”

Twilight’s eyes widened. “That’s because it is, sweetie. You managed to do that without using your magic?” She cupped the stallion’s face with both of her hooves, pausing to plant a kiss over his forehead next to his horn. “Peter, you’re a genius!”

“Not really. I only got this far because you provided the fundamentals. Really, I’m just trying to mock what you did,” Peter murmured, earning a baffled expression from the princess. The stallion cleared his throat, pointing a hoof at a pile of ash resting in a small bowl. “I’m doing something wrong. I’ve sent five pencils back twenty seconds back and six pencils forward thirty, but none have made it back in one piece. I’ve got to make an adjustment somewhere.”

Twilight was slow to respond as concern formed on her face. “I should’ve known better. The spell is dangerous for many reasons. Legend states that it took Starswirl several decades to perfect the spell. The two times I used it, I was still uncomfortable after the fact. Maybe…” She trailed off, placing a hoof on the stallion’s shoulder. Her glossy, violet irises stood inches from his hazel gaze. “I’m sorry, Peter, but could you just stop working on this? I just want this to stop before something bad happens.” Her voice was soft, delivered through a whisper. “Please?”

Peter cringed, his wife’s puppy dog eyes putting Ursa’s to shame. The stallion could only shrug and chuckle. “How can I say no to that face? All right, honey. You win,” he said with a grin, earning a relieved sigh from the princess. Peter ran his hoof through Mayday’s violet and pink mane, twirling the filly’s braided ponytail about playfully. “Time travel magic is sticky business, anyway. I’ll just stick to my strengths: science, physics, and mechanics. I’ll leave everything magic-related to you.”

Twilight smiled contently, nodding. “Thank you, Peter. I’m really happy that you’re willing to do this. I hate being a worrywart, but--”

Peter waved a hoof dismissively, gently placing Mayday down before standing from his seat. “It means you care. That’s one of the reasons why I married you.” Without a hint of hesitation, the stallion took all of the gathered notes, crumbled them up into balls, and threw each into the trash. “It’s not worth the risk. The experiment as a whole is nice in theory, but it’s too dangerous for any real world application. I guess I just wanted to see if I can actually do it.”

Twilight smiled sweetly. “I’m sure the next experiment you work on will be just as groundbreaking as this.”

Peter nodded. “Give me a few minutes to get rid of all of this. After I’m done, we should totally grab a bite to eat.” A coy grin formed on the unicorn’s face as he held his mouth over Twilight’s ear. “How does a date at the Rose Diner sound? We can even book a room at the hotel for the night.”

Twilight shivered involuntarily as Peter’s hot breath brushed through her fur. “That sounds nice, but we’ll need somepony to w-watch over Mayday.” The stallion nibbled on her ear, sending the mare’s mind into a blissful frenzy. “T-there’s P-Pinkie or D-Derpy-- Ah!” Twilight released a pleased moan, hitting her husband’s shoulder once he relented in his attack. Her face burned. “Just clean up this mess! We’ll be waiting upstairs.”

“Mommy’s face is red,” Mayday pointed out, oblivious as she placed her teddy bear down on Peter’s seat.

Twilight shot the stallion a playful glare as Peter poked her flank. In spite of her embarrassment, she managed a smile. “Your daddy does that to Mommy,” she whispered before sharing a brief yet affectionate kiss with her husband.

Peter smirked. “It means Daddy is doing something right, honey.”
The alicorn led the filly upstairs, pausing to give Peter a suggestive wink. “Don’t take too long.”

Peter smirked. “I won’t.”

Once his family closed the door behind them, the stallion turned his attention to the remnants of his experiment. He turned each knob underneath the beakers, cooling the temperature of most of the gems. Before Peter could do the same for the remaining three, Mayday’s teddy bear fell from the seat and bounced underneath the desk. The stallion lowered his body to retrieve the toy. However, as he did so, the temperature within the ruby continued to rise, and a surge of electrical energy coursed through the other gems until most of them combusted, shattering to pieces.

Peter’s head shot up from underneath the desk at the sound, his widened gaze falling on the remaining jewels as they emitted a bright light. “What the heck…?”

The effect was instantaneous, light spreading across the entire room. An explosion erupted, sending tremors coursing through the walls of the cellar. Twilight rushed down the stairs in a gallop and skidded to a halt. Her wide eyes flashed over the scene before settling on the burn marks etched into the floor. Mayday’s teddy bear sat inches away from the spot, virtually unharmed. Twilight cried out, desperate to find her husband, but there was nothing to find.

Peter was gone.

-u-

The days that followed were agonizing, reminiscent of a blade slowly cutting into the heart. Twilight stayed in the cellar for days as many attempted to learn what could have happened. Days turned into weeks, and weeks turned into months. No matter the means, Peter could not be sensed or found. Luna’s link to the stallion had been lost, meaning the princess of the moon couldn’t assist in the search. Zecora could not sense Peter’s presence in the Web of Life, although the strands remained intact. Everypony searched diligently, but it was for naught.

Slowly, but surely, the world was forced to accept the possibility that there was nothing to find. Peter Parker, knight of Equestria, was thereby pronounced dead, his funeral held in Canterlot exactly a year after his disappearance. Countless ponies had gathered from across the world to pay their respects, filling the streets to capacity.

Peter’s immediate family, closest friends, and associates sat along the front rows before a coffin at the end of the aisle. Shining Armor consoled both Cadance and Spike, the mare weeping while the baby dragon sobbed. Their brother was gone, his laughter taken from the world. Fluttershy bawled uncontrollably, leaning into Rainbow Dash’s shoulder for support, but the hardened pegasus was the worst, her own face stained with tears. Velvet struggled to console May, who had grown hysterical since losing her nephew for a third time. The pegasus was escorted away, her cries echoing throughout the walls of the castle. They had lost their friend, a bridge of support in this time.

Applejack rubbed a hoof over Apple Bloom’s head, sniffling as the filly cried for her second brother. Rarity shivered involuntarily before letting out a sob, managing to place a hoof over Sweetie Belle’s. The filly clutched at the scarf she made for Peter years ago, burying her wet face in the silky material. Scootaloo brushed a hoof over her eyes as the eulogy was delivered, letting her tears fall. Peter was their mentor, but above all, he was their friend, one who offered a hoof whenever it was needed.

Derpy’s tears streamed down, prompting Dinky to place a hoof over her mother’s, even as she herself sniffled. The friend that had given her a chance and supported her in her low times was gone. Pinkie Pie’s normally poofy mane was deflated, hanging over her shoulders. The earth pony had always smiled, no matter the circumstances, but she could not today; the pain in her chest too great to ignore. She never wanted to lose anypony special, not like this. Not ever.

Princess Celestia approached Luna, as if sensing her thoughts, and the smaller alicorn burst into tears, unable to hold back any longer. Even Felicia stood among the masses, wearing a dress and shades to conceal her identity. She, too, wept openly, dropping a rose over Peter’s coffin. Little Mayday sat in Trixie’s hooves with her face buried in the older mare’s chest. They were family, and their pain was the same, shared between them. Trixie tightened her hug on the filly, her own tears beginning to run.

Twilight stood before the coffin, numb to the outside world. Her eyes were unfocused as she stared at the portrait of her beloved husband, his bright smile etched into her heart. Time continued to pass, yet Twilight was immune, unmoved by the outside world as the last few months flashed through her mind. She was lost in the past, unable to free herself from the blissful memories her husband had given her. Images of those days came and went, disappearing as quickly as they came, but their effects were timeless. Overwhelmed, the princess could only articulate one feeling, from the depths of her heart.

“I love you, Peter…”

Peter’s eyes fluttered open as the stallion inhaled deeply, but dust rushed into his mouth, causing the unicorn to cough roughly. Steadily and carefully, he collected himself before glancing at his surroundings. The cellar’s walls had deteriorated, cracks and mildew having formed all across the surface. Water dripped from a small opening in the ceiling onto the rotten wood of the desk. Peter shivered involuntarily as the chill of a draft brushed against his fur. The stallion was slow to respond, his mind struggling to piece together the events prior to his loss of consciousness.

“The experiment,” he murmured, planting his hoof firmly against the ground before forcing himself to a standing position. Peter found the gems on the desk, but their forms were dull, lifeless. The stallion took hold of the ruby, inhaling sharply as it disintegrated into dust. Peter furrowed his brow at his neglected surroundings. “What’s going on? Twilight! Are you still upstairs?” No response was earned, adding to the unicorn’s bewilderment. “Honey? Mayday?” he called out more frantically, his voice filling with concern.

After a brief duration, Peter rushed upstairs and found that the door had remained sealed in spite of the rust spread across it. The stallion lowered his gaze, prompting a small blue glow to flash over his eye.

Peter exhaled. “At least the retinal scan still works.” The tumblers of the locks clicked, allowing the door to slide open, but it stopped halfway, earning a hard scoff from the stallion. “What else can go wrong?”

Peter pried his hooves into the door, straining as he forced it open, and dust fell from the outside, covering the stallion. Broken chunks of stone and wood fell into the opening, giving way to gravity. Peter managed to climb out, but his eyes shot open at the sight that waited. The once clear blue sky was black, but not because it was night. The clouds were lifeless, more like puffs of smoke than real clouds. Peter’s heart sank to his stomach as he brushed a hoof over the rough terrain he stood on. Skeletons of ponies rested nearby, their bones brittle and fragile. The grass had withered away from the earth, drying to a husk.

The stallion’s mind spun, attempting to make sense out of the entire situation, but all thought vanished into a haze of despair when he spotted the broken remains of his home, the Treebrary. Its leaves were gone, and its windows were cracked. The tree’s exterior had rotted completely away in places, exposing its interior in sections. Nothing remained, as if it had been abandoned for some time. Peter turned his gaze to the village of Ponyville, finding it in similar shape to that of his broken home. The buildings were condemned, cracked shells of their former glory. The streets were empty, devoid of life.

Peter dove back into the confines of the cellar before rushing to the supply closet. Fortunately, the items contained within were still intact, particularly his crimson and blue heroic attire. Albeit, some of the possessions had faded.

“I don’t know what’s going on, but I have to find out,” Peter muttered grimly, swiftly slipping into his costume. Dust escaped from the suit, causing the stallion sneeze. After checking the capsules in his web-shooters, Peter rummaged through the closet before exhaling. “Oh, come on. My mask was just here. Where could it be?”

Snorting, the unicorn slammed the closet door shut before exiting the cellar. He paused, spotting Mayday’s teddy bear still near the seat. He grabbed the toy and hopped out of the cellar, sealing the entrance before barricading it with debris.

Peter inhaled deeply before sighing, as he set out to explore the remains of Ponyville. “I hope I can find some answers.”

He walked through the streets of the village, gazing upon the destruction that had taken place. He searched every building, hoping to find some form of life, but it was for naught, emptiness being Ponyville’s only inhabitant. Peter walked into the Cakes’ abode, the front door falling off of its hinges. He called out for somepony, anypony, to respond, but only the echo of his voice did, as it bounced off the walls of the crumbling foundation. Peter eventually left the building and traveled to the center of the village.

Dismayed, Peter stood over the remnants of the fountain, its water supply long dried out. “What happened here?”

Suddenly, a bright light shone from one of the rooftops before centering on Peter’s entire body. The stallion instinctively lifted a hoof over his eyes as a swarm of beings filled the area. They resembled ponies, in terms of stature, but their bodies were dark, without fur and full of holes. Some bore wings like pegasi, hovering in midair over the intruder while others remained on the ground, baring their fangs. Peter stole a glance at each creature, arching a brow at the bug-like beasts. His mind summoned up information from his time reading books in the Treebrary, and he concluded that these things were changelings, a race that Twilight and Cadance had encountered before he had come to Equestria.

Before long, another dozen of the creatures appeared, surrounding the stallion from every angle, all hissing venomously. Peter lowered into a defensive stance as his Spider sense tingled at their malicious intent. However, one of the changelings was snatched into the shadows of a building, drawing the collective gazes of everypony in the area. A loud snap echoed from within the house before the vanished creature’s lifeless form burst through the window and landed on the ground outside. Several of the changelings roared in response, some aiming their glowing horns at the building.

They opened fire, unleashing countless bolts of magic, each piercing the stone, until an explosion erupted from within the building. The house’s foundation crumbled, and the structure collapsed. However, even as it fell, somepony climbed onto the rooftop and gracefully leapt high into the air before they could be buried, landing at the center of the crowd. All of the changelings rushed past Peter, ignoring the stallion as they swarmed the shadowed individual. Spider-Mane only managed to catch a brief glance of the attacker, their long, black leather jacket concealing most of their form.

Three of the changelings approached the individual from behind with their fangs bared, but the mystery pony retrieved a sheathed sword from inside their jacket and jammed its hilt into the underside of the nearest creature’s muzzle. The other two bug-like creatures swept in, but the attacker ducked out of their range, following with a diving kick. Their hoof drove the changeling’s face into the ground, and a crack echoed through the air. Just as the third bug-like creature spun around, the mystery pony took their sheathed blade and bashed it across its foe’s face several times until green blood flew from their skull. Peter’s eyes widened, catching a bright shade of pink underneath the jacket before recognizing the slightly brighter shade of the mane.

“Pinkie?” he whispered before the mare pulled her sword from its scabbard, slicing through several changelings in one fearsome slash.

One of the enemies lunged at the mare from the side, but Pinkie swayed, capturing its neck under her hoof. She delivered a swift kick to a member of the swarm before tightening her hold, snapping the creature’s neck coldly after jerking her foreleg. The remaining enemies descended from the air, zeroing in on Pinkie. The mare retrieved a second sword from a scabbard on her back, placing its hilt in her mouth. Gripping the blade with her teeth while tightening the other’s hilt in her hoof, the earth pony hopped into the air to meet her foes.

Each slice was clean, as swift as the wind, while both blades cut through the wings of each changeling. All of the hive died on impact except one. It hissed out in pain as it struggled to crawl to safety, but Pinkie trotted over to its position, and she drove her blade through the creature’s torso until its movements ceased entirely. Peter stood still, slack-jawed. Pinkie’s form was still concealed in the shadows, but there was enough revealed to show her silhouette sheathing one of her blades before she turned to face the stallion, all while maintaining a sound grip on the second.

A relieved smile finally formed on the stallion’s face. “Whoa, Pinkie. Am I glad to see you! Where’d you learn those moves--?” His Spider sense blared, prompting Peter to duck the blade as it narrowly missed his face. A second attack followed, forcing the stallion to sway his neck from the sword’s tip. Peter raised his hooves defensively. “Pinkie! Will you stop?! It’s me!”

Pinkie snarled, clutching her blade tightly. “Liar! I’m sick of you changelings impersonating my friends, especially the ones that are dead!” A dark glint beamed from her narrowed eyes. Her apparent intent to kill was astonishing to Peter. “Die!”

Peter stammered, slamming his hooves together to capture the sword in his grasp. “Dead? Die? What the heck are you talking about?! I’m still trying to figure out when you started using swords! It’s like you became a samurai overnight! Did you read a manual or something?”

Pinkie blinked, staring intently at the stallion. “Hang on. You’re not like the rest. I almost wanted to laugh just then.”

Peter smirked. “Well, you’re the only one who usually laughs at my jokes. That makes you the weird one.”

The mare let out a dry huff, staggering back. “I’ll be damned.” She placed her sword down, its tip embedding into the ground. The mare stepped from the shadows, fully revealing herself. Pinkie’s mane was straight, falling over her face and shoulders. A scar crossed her left eye, which had become glazed and milky. Standing upright, the mare coldly stared at the stallion with a dark expression. She was almost unrecognizable. “Look who crawled out of the grave.”

Peter’s eyes shot open as his gaze fell on the dark scar carved into the mare’s face. “Oh, my God. Pinkie… what happened to your eye?”

The stallion reached out, only for the mare to slap away his hoof. “You’re the one who has some explaining to do. Where have you been all of these years?” Her voice was low, dry yet mature. Pinkie kicked the ground, freeing her blade from the ground before holding its tip against Peter’s neck. “For all I know, you’re a changeling. Give me one good reason why I shouldn’t slit your throat for impersonating my dead friend.”

Peter blinked. “All of these... years? That's impossible! How long has it been?"

“Very possible and very true. You’ve been gone for over twenty-five years, Peter. We thought you were dead,” Pinkie whispered, her voice lacking humor. A few moments passed before the mare gritted her teeth, breaking her stoic expression. “How could you just abandon us like that?!”

Peter shook his head, lowering Pinkie’s sword with a hoof. “No! I couldn’t--!” He straightened his posture, glaring. “I would never abandon you or anypony. Not ever.”

This seemed to have worked, as Pinkie huffed in response and sheathed her sword. “Then humor me. How the heck am I talking to a ghost right now?”

“I don’t know,” Peter murmured, placing both hooves over his throbbing cranium. “I’d just stopped working on my Starswirl experiment. Right when I was throwing everything away, there was a loud bang and bright light. I blacked out, and I woke up here.” The stallion began to pace, matching the rush of his racing mind. “I just don’t understand it. I was barely able to send small, inanimate objects back and forth a few seconds in time. How-- Just how did I send myself two and a half decades forward?! It doesn’t make any sense!”

Pinkie let out a dry chuckle, the corner of her lips forming what appeared to be a smirk. “Well, this is a surprise. The local genius finally doesn’t have all of the answers. Who would have thought?” The mare’s ears perked at a sound in the distance. She turned to the side, running to the edge of the village before returning her gaze to Peter. “We need to talk, but not here.” The sounds of hoofsteps grew louder, sending small tremors through the ground. Pinkie stepped into the shadows, motioning a hoof. “Come on.”

Peter simply nodded, his Spider sense chiming in agreement. “Okay. Lead the way.”

Both ponies entered the Whitetail Woods before diving into a cave. Pinkie ran a hoof along the wall, pressing a concealed switch, and an underground passage opened in response. Once they entered, the mare pressed a second button on a different wall, covering their tracks. Dozens of changelings had filled the forest they had departed, clamoring for the heads of those that had slain their kin. Peter quietly watched Pinkie as the earth pony held her silence and waited for the pack to leave the area. Her silky long mane hid a majority of her face with the exception of her good, royal blue eye. The Element of Laughter’s gaze was distant and cold, far from the joyous and oblivious stare he once knew.

“They seem to have left,” Pinkie murmured before turning to face the long empty hallway. “We can’t stay for long. They’ll have an extra patrol here and near the exit within a few hours. Let’s move before we’re boxed in.”

Peter bit down on his lip. “Pinkie. What--?”

The mare closed her eyes, cringing. “Don’t… Just don’t call me that. My name is Pinkamena. Start using that instead. Or Diane. I don’t care, just so long as it’s not… Pinkie.” The latter of her statement was barely audible, delivered through a strained whisper. The expression in her steel-like face faltered, momentarily matching that of pain. The mare brushed the tail of her jacket to the side before galloping down the passageway. “Let’s go.”

“Where are we going?” Peter questioned, following the earth pony.

Pinkamena dove over a pit in stride. “I’m taking you to see Twilight.”

Peter managed to mirror her action, closing the distance afterward. A light sensation simmered at the center of the stallion’s chest at the mention of his wife’s name. A lingering thought remained, evident by Peter’s arched brow. “What about Mayday and the others? Are they with Twilight, too?”

“Some are. Some aren’t,” Pinkamena coldly declared, glancing off to the side. “Applejack and Rainbow Dash.” She trailed off, scoffing. “Those two aren’t with anypony right now.”

Peter’s blood ran cold. “What happened?”

Pinkamena shook her head. “Let’s just say that they got in a really big fight that nopony could win.”

The stallion’s eyes softened. “How?”

Pinkamena skidded to a halt upon reaching the darkest point of the passageway. She retrieved the lamp hanging from the wall, pausing to pour fuel into it. “We were friends, but above all, we were a team. When you disappeared, it all just fell apart. Twilight just wasn’t the same. She barely talked to anypony. You made her feel complete.” Once the container was full, the mare struck a match and lit the lamp. An empty smile formed on Pinkamena’s face. “I guess, in the end, she really needed you to balance her out, and… we needed that level head of Twilight’s. We were just lost without her. She was our center. Without her… it just didn’t work.”

The pair trotted through the cave, Peter staying close to Pinkamena. “Where is everypony?”

“Everypony that’s still alive?” Pinkamena bitterly questioned, causing a look of horror to surface on the stallion’s face. “They’re all being held in concentration camps as food for the hives. Changelings feed off of positive emotions, mainly love. Those that are captured are put under heavy hypnosis and live a life under hallucination, unaware that their minds and bodies are being deprived and starved. Once their body begins to shut down, they’re locked away in a pod and forcefully rejuvenated… if they’re lucky. After that, the process repeats: live, feed, and regenerate.”

Pinkamena stopped in her tracks, pointing a hoof at the ceiling. “The entire world has been drained by this point. Chrysalis and the changelings have been feeding for over twenty years now. Anypony that is viewed as a threat is killed on sight. There are only a few of us left that resist, but we don’t stand a chance against their strength and numbers. With so many years to feed, Chrysalis is probably ten times stronger than she was during the invasion, and she’s the catalyst for the other changelings. The stronger she gets, the stronger they get. The reverse also holds true.”

They reached the end of the cave, prompting Pinkamena to place the lamp down and run her hooves across the ceiling. She eventually revealed an opening that she climbed through. Peter followed the mare’s example, flipping to his hooves once reaching the top. The stallion could only shake his head at the sight of jagged rocks and countless dead trees. It seemed the entire world was a barren wasteland. Peter exchanged a brief glance with the mare before they galloped through the unrefined path in the woods.

“Canterlot was the first to fall before the rest of Equestria crumbled,” Pinkamena continued, the wind blowing through her mane and jacket. “The other kingdoms didn’t stand a chance either. The Griffin Empire. Saddle Arabia. The Crystal Empire. One by one, they all fell. Now, the entire world knows only the rule of Empress Chrysalis. She even had the gall to put her throne in the Crystal Empire. It’s nothing but a slap to the face.”

Peter readied himself to respond, but an electrical current surged through the stallion’s body before he could do so. He paused to gaze at his body while the energy emitting from him glowed. “What the heck?” he whispered, shaking his head once the electrical energies dissipated. Pinkamena glanced back after him, but Peter waved his hoof. “It’s nothing.”

Pinkamena nodded, making her way through a row of bushes before returning her gaze to the stallion. “We’re here.”

Peter forced the lump in his throat down with a swallow. His heart raced as he joined the mare’s side, searching for his wife eagerly. They had reached the remnants of a forest meadow, tiny traces of light seeping through the dry leaves in the trees. “Twilight?”

Pinkamena’s eyes softened, the mare sighing desolately before pointing a hoof across from her position. “She’s right there.”

Peter’s eyes followed the mare’s direction, settling on a small stone. The stallion’s heart sank as he read the words inscribed into the rock, ‘Here Lies Twilight Sparkle Parker. A wonderful wife, mother, and friend.’ Peter walked to the grave, collapsing to a kneeling position before bursting into a sob. His tears ran, falling from his face and sinking into the dry earth.

"You mean Twilight is...? No--!" Peter cried out.

For all of his strength, he felt completely drained, unable to face the world. Peter clutched at the pain swelling in his chest before striking the ground with enough force to crack the surface. His worst fear had come into fruition for the second time in his life, Twilight losing her life just like Gwen had. Yielding to his guilt and sorrow, Peter ran a hoof over the inscribed name on the makeshift grave.

“Twilight… I’m so sorry,” Peter whispered, his voice cracking.

Pinkamena closed the gap between herself and the stallion, standing a few hoof-lengths behind him with a somber expression. “Do you recognize this place, Peter? It’s the Winsome Falls… what’s left of it.” Peter’s shoulders stopped trembling as he lifted his gaze, staring blankly at his surroundings. Pinkamena let out a somber sigh. “Twilight told me that some of her fondest memories were here with you. It’s not the safest place, but I thought it’s where she might have wanted to be buried. Spike’s here, too… as well as some of the others.”

Peter rubbed a hoof over his sore eyes. “How…?”

Pinkamena stood on her hind legs and folded her hooves. “About three years after you disappeared, Chrysalis and the changelings invaded Canterlot. They slaughtered so many, including Princess Celestia and Luna. Twilight gave her life so the rest of us could escape.”

Peter forced himself to a standing position, managing to finally face Pinkamena before his gaze shamefully fell to the ground. “I wasn’t there to protect her, you, and everypony else. I let everypony down. I failed as a knight of Equestria, and this is the result.” The stallion pulled Mayday’s teddy bear from the inside of his costume and brushed a hoof over its mangled tie. “Why’d you bring me here?”

Pinkamena huffed. “Twilight died waiting for you. I only thought it was right that she at least got to see you.”

Peter nodded, his gaze never leaving Mayday’s toy. “It’s horrible here.”

Pinkamena softly nodded. “Yeah, it is, but what can we do? It’s just the way it’s meant to be.”

Peter glanced off to the side, as if contemplating the mare’s statement, and the stallion shook his head defiantly, shoving the toy back into his costume. “No. This isn’t the way, and I refuse to let it stay like this!” He turned his back to Pinkamena, staring intently at the rocks where the waterfall used to stand. “I know I’m in the wrong timeline. Nothing is written in stone. I may not be able to change the past, but that doesn’t mean I can’t change the present and shape this future. I’ll find a way back to my timeline later.” Peter gazed at the blackened sky. “Right now, we’re going to find Chrysalis and take her down.”

Pinkamena stared blankly at the stallion before letting out a laugh. “And just how do you plan to do that, Peter? We already tried...” She trailed off, rubbing a hoof over the scar on her face, “more times than I want to remember.”

“We’re going to try it again, Pinkie,” Peter declared without hesitation, placing a hoof over the mare’s shoulder. He managed a small smile. “Are you with me?”

Pinkamena frowned at the name the stallion used, but she brought herself to smirk, albeit barely. “I suppose I am.” The earth pony’s expression stiffened. “Do you at least have a plan?”

Peter hesitantly nodded. “I’m working on it. I do know that we’re going to need help. That includes Applejack and Rainbow Dash.”

Pinkamena scoffed, shaking her head. “You’re only back for a few minutes, and you’re already asking for the impossible out of me.”

Peter chuckled. “Oh, come on. When does the word ‘impossible’ come out of your mouth? You defied logic all of the time. Why stop that now?”

All humor left the mare’s face. “It’s still a lot to ask for, but…” She nodded, her face inches from Peter’s, “I think I know somepony who can help.”

Deep within the throne room of the Crystal Empire’s castle, the changeling Queen sat with her eyes closed, opening them as somepony entered the vicinity. Their form was concealed, hidden beneath a cloak and hood. Chrysalis opened her emerald, slitted eyes, recognizing the individual’s sky blue fur coat and the black and crimson amulet that hung around her neck. The Empress waved a hoof, prompting the pony to pull back her hood via telekinesis. A beautiful, aged mare was revealed, her silver-blue locks glowing in the surrounding darkness. She knelt to the changeling Queen and bowed her head respectfully.

“Empress, I bring urgent news,” she stated, her voice monotonous and lifeless.

Chrysalis huffed. “Speak freely, Trixie.”

Trixie nodded, standing from her knelt position. “A squadron of changelings was sent to investigate a disturbance in Ponyville. There was a battle, and the squadron was annihilated. Reports indicate that two ponies were involved in the skirmish. The one at the center of the attack was the rebel Pinkamena Diane Pie.”

Chrysalis scowled, gritting her razor-sharp fangs. “That pony remains a nuisance to my cause.” Malevolent energies spiraled around the tip of her horn. “I should have finished what I started long ago with her eye. How many more of my children have to die by her hoof?” The changeling Queen exhaled, returning her gaze to Trixie. “What of the other pony? Who was it? Another rebel?”

The amulet flashed a bright shade of green before reverting to a crimson tone. Trixie’s expression remained lifeless. “It is said to be Peter Parker.”

Chrysalis didn’t respond right away, chuckling under her breath before lapsing into maniacal laughter. “So, the great hero returns.” A wicked smile formed on the mare’s face. “Notify all of my children. Should any of them locate Spider-Mane, I want them to bring him back to me… alive or otherwise.”

To be continued...

The Last Hurrah

Chapter Eight “The Last Hurrah”

Sweetie Belle furrowed her brow as she watched the sealed entrance of the cellar. Her ears twitched at the sound of countless hoofsteps coming from above. Changelings had been on patrol for well over an hour, undoubtedly searching for any escapees from the rebel base on their queen’s command. Sweetie Belle walked across the room, attempting to take her mind off of current matters, and she paused upon settling her gaze on the metallic device sitting on the floor. Its design was slick, but it also showed age through rough spots of rust. In spite of that, it remained in one piece, as did the Spider-Mobile before its descent down a cliff and the very foundation of the cellar.

She brushed a hoof over the wall, marveling at its design. “I’m still surprised at how sturdy this place has remained over the years.” The mare stole a glance at the main door, managing a smile. “It’s so well hidden and protected. I’m not surprised that nopony could find a way in here. We’ll be perfectly safe while the changelings finish their patrol.” Sweetie Belle glanced off to the side at the lack of a response. “Peter?”

Her emerald gaze fell on the stallion on the other side of the room. Peter sat with his head low, unable to lift his sorrowful gaze from the ground. He had not spoken since taking refuge in the cellar. His mind could not ignore Dinky’s final moments, much to his heart’s dismay. Peter squeezed his eyes shut once Sweetie Belle took a seat by his side. Her silence only fueled his building frustration. Peter retreated into his thoughts, only to be reminded of the growing number of casualties that were his own fault. The stallion’s hoof trembled as he held it across from his face. Just as he finally accepted his beginning failures, more mounted against him.

As if sensing his growing anguish, Sweetie Belle placed her hoof over his. “You shouldn’t blame yourself for what happened to Dinky. You did everything you could.”

“That’s the story of my life, isn’t it?” Peter questioned, his gaze never having left the ground. “No matter what I do, no matter how hard I try, the ones I love will always be the ones who pay for my mistakes. I thought I could save Luna, only to watch her die. Instead of saving Trixie, I ended up killing her.” He trailed off, forcing the lump in his throat down with a swallow. “I even found a way to let Dinky down. She looked up to me, and I let her down.” Sighing desolately, Peter shook his head. “I don’t even know if I’ll ever make it back home to see Twilight or Mayday.”

Sweetie Belle’s eyes softened as a gentle smile formed on her face. “I still have hope that things will work out in the end.” Peter scoffed under his breath, as if dismissing the mare’s statement. Sweetie Belle frowned before glancing to the side, rubbing a hoof over her injured shoulder. “Besides, it’s not your fault that Dinky died. If anything, it’s my fault.”

Peter arched a brow. “What do you mean?”

Sweetie Belle managed a weak laugh before shuddering involuntarily. “Dinky was always… overly eager and anxious. That’s why I never promoted her above the rank of cadet. Some ponies just aren’t meant to be soldiers, and I always begged Dinky to stand down. That never worked. She was too hardheaded and stubborn. I thought I was protecting Dinky when I gave her easy assignments, but that only got her killed in the end.” Sweetie Belle inhaled sharply, choking back a sob. “She was undisciplined, and that’s my fault as her superior officer.”

A long silence filled the room as Peter merely glanced off to the side. Sweetie Belle watched the stallion with a somber gaze. It was alien to see Peter in such a state. During her childhood, he had always been a beacon of hope, support, and confidence. Ponies around him reveled in his presence, and he always found a way to reach out to each one, no matter how trivial or overwhelming the task was. Peter was the type to laugh in the face of danger, sometimes literally. However, that pony was nowhere to be found. Sitting in his place was merely an empty shell, lost in his own misery.

Sweetie Belle’s heart filled with yearning as she begged to reach out to the stallion. She had always considered him an idol from her Crusader years, but those days were gone, replaced by the grim present. Peter was still the heroic stallion that she remembered, yet there was a sense of desire burning within the mare, something that had nearly been lost due to the stresses of war. The inside of Sweetie’s mouth grew dry as she contemplated her next course of action. By all means, it was taboo, and the thought alone should never have entered her mind.

However, the pain she felt was immeasurable. She had lost many friends, all of which had been under her command. Sweetie Belle’s heart ached as a realization came to mind. Peter had lost so much more in such a short amount of time: his entire family. Even now, he was losing hope, ready to become a catalyst of desolation and guilt. Sweetie Belle’s eyes softened before she placed a hoof over Peter’s cheek, lifting the stallion’s hazel gaze until it met her emerald irises. Pain was evident in both of their eyes. They only wanted to forget the misery bestowed upon them.

No words were needed as Sweetie closed the distance between them until their lips locked in a kiss. She knew he would not take the initiative, knowing Twilight had his heart, but Sweetie would not allow Peter to fall into despair. At the very least, she would save the stallion the guilt of willing infidelity. Peter stared blankly at Sweetie Belle while the muscles in his body acted against his will, giving into the mare’s building lust and passion. Her warmth spread over him, chasing away the cold grips this future had branded into his being.

Peter begged to part, to forget this act of betrayal to his wife, but he only melted into Sweetie’s embrace, allowing both ponies to lie across the floor in each other’s hooves. The following moments were a blur, lost in a wave of bliss and guilt. Sweetie Belle’s pleased moans echoed throughout the walls of the cellar as Peter explored every inch of her body. The stallion dove into his subconscious, blind to his body’s advances. He only thought of Twilight, reminiscing on the sweet scent her fur exuded every night they made love. He longed to enjoy Twilight’s sensation once more.

“I love you… Twilight,” Peter whispered before surrendering to inevitable slumber.

Peter’s eyes shot open as he pulled himself to an upright position. His memories were hazy, a jumbled mesh of emotions. He attempted to recall what had transpired, only managing to remember Dinky’s last moments before everything afterward blended together. Peter brushed a hoof over his eyes, pausing once he caught a glimpse of the sleeping mare by his side. Sweetie Belle rested soundly without her latex suit, cuddled by the stallion. Suddenly, his mind recollected the events of the previous bouts. Even without the memories, Peter recognized the signs: from the combination of scents to the imagery itself.

“Oh, God. I actually…” he droned off, forcing himself to a standing position before kneeling by his costume.

Infidelity, the worst crime a married pony could commit, and here he stood, defiling his wife’s memory. Peter gritted his teeth as anger rushed through his mind. He had broken a sacred vow to the one mare he loved, something that had culminated in everything precious to him. The stallion rushed to slide his costume back on, desperate to forget his sin, but he stopped once Mayday’s teddy bear fell to the floor, sending Peter further into a void of despair. He not only betrayed Twilight, his wife, but he had done the same to Mayday, his only daughter. Electrical currents coursed over Peter’s body before his entire form faded temporarily, settling back into existence.

Despair turned into outrage, and guilt morphed into fury. “No more…” Peter whispered, narrowing his glare before retrieving Twilight Arms, sliding them over his hooves. “No more!” he growled with vigor as the aura around the gauntlets flashed to a darker shade of blue. “This ends today!”

Sweetie Belle’s eyes fluttered open before she rolled up to a standing position. “Peter?” she called out, wasting no time in putting her suit back on once sharing a glance with the stallion. Situated, the mare approached him with a hesitant expression while her ears shamefully drooped into her mane. “About last night… I just wanted to say--”

Peter shook his head before forcing the door to the cellar open. “There’s nothing to say. Let’s just find the others.” His voice was low, delivered through a husk.

Sweetie Belle weakly nodded, walking out of the cellar first after analyzing her surroundings. “They should be waiting near Sweet Apple Acres. We should hurry.”

“Okay,” Peter whispered as he readied himself to leave the cellar, but he paused, turning back to face the desk. The stallion held Mayday’s teddy bear for what felt like an eternity before gently placing it on the stool. “Mayday… forgive your father,” he whispered, venturing out of the cellar before sealing it shut for the last time.

Their journey to the outskirts of Sweet Apple Acres was brief, due to the lack of patrolling changelings. What was once a haven of healthy fruit-bearing trees now resembled a barren wasteland of stone and dirt. There stood a hidden path near the forest, concealed by a massive boulder. Sweetie Belle brushed a hoof along its surface until she pressed in a hidden switch, causing the stone to split in two and widen. Before long, a shadow sped in between both ponies and settled behind Sweetie Belle, holding a drawn sword over the mare’s neck. However, the unicorn managed a small smile as she stole a glance at the pink earth pony, using her free hoof to lift her latex suit to reveal the fresh scar over her shoulder.

“At ease, Pinkamena,” Sweetie whispered, cueing the earth pony to sheathe her blade. Applejack leapt from the highest branch of the nearest tree, landing gracefully a few hoof-lengths from both mares before Rainbow Dash hovered near their position. Sweetie’s smile widened. “I’m so happy to see that you’re all safe. Are there any others?”

A long silence filled the air before Applejack shook her head. “Ah’m sorry, Sweetie. We tried, but…”

Rainbow Dash folded her hooves across her chest and glanced off to the side. “There were too many. The attack was precise. We just barely managed to escape.”

Sweetie Belle inhaled sharply as her gaze slowly fell to the ground. “Everypony’s… gone? Oh, no…”

Pinkamena nodded, and alternated her gaze between the four ponies around her before taking a seat upright onto a nearby stone. “We’re all that’s left.”

Rainbow Dash snorted harshly, punching the nearest stone. “Those damn changelings don’t know when to quit.” The pegasus sighed as her gaze softened. “So, what do we do now?”

Applejack shrugged. “What can we do? We don’t have much ground to stand on at this rate.”

Sweetie Belle swallowed roughly, choking back a building sob before clearing her throat. She could only shake her head. “I don’t know.”

Pinkamena shifted her milky gaze towards the stallion, who had remained uncharacteristically silent throughout the entire conversation. Peter stared off into the distance, keeping his back turned to everypony. Pinkamena narrowed her gaze as she forced herself to a standing position before walking towards the stallion’s side.

“Peter…” she quietly called out, stopping once Peter acknowledged her with a brief glance. “So, what do we do?”

Peter frowned. 'We're going to the Crystal Empire." The stallion alternated his gaze between Twilight Arms and the mountains in the distance. Before anypony could question him, he walked away from the group and galloped towards the path. “I have one last idea. Follow me.”

Rainbow Dash furrowed her brow, pausing to share a glance with the group as the stallion walked away with only Pinkamena immediately following close behind. “Is he for real? Are the five of us really just going to march to the Crystal Empire?”

Applejack shrugged before following Pinkamena’s lead. “Doesn’t sound like Pete’s jokin’ around this time. Let’s just trust him, okay?”

Sweetie Belle inhaled deeply, holding a hesitant expression. “We’ll have to wait and see what he has planned.”

After a short trip to Ghastly Gorge, the group reached a large cave on the edge of Whitetail Woods. The terrain was rough, and the surroundings were jagged. Peter stood outside of the cave with a stern expression, staring intently at the darkness within. He slid a hoof through the ground, scooping up a small stone before throwing it into the cave. The rock ricocheted off the walls loudly, creating a series of echoes. Peter’s brow furrowed after a duration, and the stallion waved at the ponies standing behind him without turning around.

“You girls might want to step back,” Peter coolly suggested, earning baffled expressions in return. Soon afterward, large tremors coursed through the earth, and a low growl echoed from within the confines of the cave. Peter’s melancholic gaze intensified, morphing to a sky blue glowing gaze as the stallion tightened the gauntlets around his hooves. “I mean, far back.”

Applejack tilted her head to the side. “Sugarcube, what are you-- Ah!” She involuntarily shrieked as a large pair of yellow and crimson eyes shone through the dark depths of the cave, their brightness matched only by the glowing blue star directly above. A massive violet paw reached out, its size alone comparable to that of a changeling brute, and its claw dug through the earth, narrowly missing Peter who had not budged. Small stars emitted light across its fur, reminiscent to the settings of the night sky. Applejack staggered back, quickly climbing to a safe spot within the rockslide. “You’ve gotta be kiddin’ me.”

The creature growled a second time, sending tremors throughout the walls of the cave. Beads of sweat formed over Rainbow Dash’s forehead before she joined Applejack’s position. “We’ll let you figure this out, Parker.”

Pinkamena watched the stallion with a quiet gaze, holding her position as Peter walked closer to the cave. Sweetie Belle’s eyes widened before she began to follow. However, Pinkamena extended a hoof to the side, shaking her head disapprovingly upon sharing a glance with the unicorn. Once Peter was a few yards from the cave’s entrance, the creature within growled before finally exiting. Its shadow engulfed a great deal of the canyon, blocking the entire sky from those underneath its feet. The bear stood upright and roared at the top of its lungs, sending waves throughout the sky.

Rainbow Dash’s complexion paled. “An U-Ursa Major.”

Applejack’s mouth fell agape as she stared at the colossal beast. “Ah was expectin’ another car. Not this.”

“I can’t stand this place,” Peter declared, pacing back and forth in front of the Ursa Major. Traces of dark blue aura escaped from his body. “There’s always some idiot who wants to rule the world. They never stop to think about the consequences of their actions. Chrysalis has sucked the world dry and driven everything to near extinction. She doesn’t even realize that her methods of feeding are doing more harm than good to the changelings. In a few years, nothing will be left, and they’ll starve.”

The Ursa Major lowered its body, standing on all four of its paws. As it bore its fangs at the stallion, Peter continued to pace while electrical currents surged over Twilight Arms. “She’s taken everything from me, and I’ve done nothing to stop it. I am a knight of Equestria, sworn to protect this land, yet here I stand on the graves of my friends and family. There have been so many times I wanted to quit. Right now, I just want to wake up from this nightmare.” Peter gritted his teeth to the core. “But I’ll never quit, not when there’s something worth fighting for. Chrysalis may have taken my family from me, but there’s something she can never take from me or us!”

The stallion stood onto his hind legs and screamed, generating a shockwave potent enough to send dust throughout the area into the wind. The Ursa Major slammed its paw into the ground, sending waves of tremors rushing through the earth before lowering its head until its muzzle was mere hoof lengths from Peter. With each breath it took, the stallion’s mane whipped back. The astral bear glared intently at the tiny pony, growling.

Peter’s expression softened before he placed a hoof against the bear’s fur, caressing it. “Isn’t that right… Ursa?”

The Ursa Major’s demeanor changed upon hearing its name, pausing to sniff the stallion for several moments. Its eyes softened after a few moments, and the astral bear withdrew its fangs before purring. Peter smiled, stretching his hooves out as he brushed the side of his head against Ursa’s fuzzy cheek. Low whimpers escaped from the astral bear while it nudged the stallion. Bewildered, everypony could only watch in awe as the Ursa Major, a legendary creature known for its sheer size and ferocity, acted like a loyal dog reunited with their owner. Applejack and Rainbow Dash climbed down from their hiding place, joining back with Sweetie Belle and Pinkamena.

Applejack alternated her widened gaze between the bear and stallion. “That’s Ursa?! How in tarnation did this happen? She was just a baby, even in Ursa Minor years.”

Peter’s eyes shifted out of focus momentarily, causing the stallion to clutch at his cranium. He groaned. “Actually, it was Trixie that did this. Chrysalis heard about our pet and wanted to turn her into a weapon. Using the Alicorn Amulet, she accelerated Ursa’s aging process until she changed into a Major. However...” Peter trailed off, shaking his head. “Trixie still had some of her memory. She chose to hide Ursa here, away from Chrysalis’ watch.” His eyes softened. “Trixie was still there deep down…”

Rainbow Dash furrowed her brow. “How… how do you know that, Peter?”

Peter was slow to respond, his eyes returning to a shade of hazel. “I don’t know. I just do, all of a sudden.” He continued to pet the bear’s cheek. “I’ve missed you too, girl. You grew up without me. We have to make up for lost time, but I need a huge favor first. Will you help me out?” Ursa stared lovingly at the stallion, managing a small nod before lowering her head until the bottom of her muzzle touched the ground. Peter smiled triumphantly, turning his determined gaze to his friends. “Girls. We’re going to show Chrysalis what it means to believe and never give up!”

Sweetie Belle was the first to venture forth, pausing once she was next to the stallion. “Peter? You said there was something Chrysalis could never take from us.” She tilted her head to the side. “What is it?”

Peter simply smiled, offering the mare his hoof. “Hope.” Sweetie Belle’s cheeks burned as she accepted the stallion’s gesture. Peter lifted the mare, helping her climb onto the top of Ursa’s head. Chuckling, Peter extended his hoof to the others. “You girls coming or what?”

Rainbow Dash shrugged, grinning before sharing a glance with Applejack. “Strange feeling, huh? Peter’s always had a way with words. You just wanna die for the guy. Now, that’s leadership.” She took temporary flight, finding a soft place to land by Sweetie Belle’s side. Once Applejack climbed on top of the astral bear’s head, she shot the pegasus a knowing smile. Rainbow scoffed, rolling her eyes. “I really think it’s brainwashing sometimes.”

Pinkamena readied herself to climb, but stopped, shaking her head. Peter, hoof-lengths away, furrowed his brow at the earth pony’s behavior. Suddenly, his eyes widened once Pinkamena turned, revealing her expression to the others. It was something of old, what had been lost decades ago. Pinkamena’s irises were wide and bright, matched only by the large smile formed by her mouth. She placed a hoof over her chest, unable to contain her building glee. Finally, after twenty long years, genuine laughter escaped from the reaches of her heart, and Pinkie Pie had resurfaced, if only momentarily.

“No. That’s Peter Parker,” Pinkamena lightly affirmed, earning a smile with teeth from the stallion before the mare wrapped her hooves around his neck. The embrace was brief, yet it spoke volumes coming from one that had lost her soul decades ago. They parted, sharing a smile, and Pinkamena took hold of Peter’s hoof, allowing the stallion to help her onto the top of Ursa’s head. Her stern expression returned and smile faded. “Let’s finish this.”

Peter patted the star placed at the center of Ursa’s forehead, prompting the bear to climb out of the canyon with everypony in tow. “We’re about to show Chrysalis what we’re made of. For Equestria!” Twilight Arms emitted a bright light as the stallion pointed his hoof ahead. “Ursa! Go!”

Deep within the throne room of the Crystal Empire, Empress Chrysalis sat with a calm expression. “Filthy ponies,” she murmured, lifting her gaze once a changeling entered. Its thoughts entered her mind, earning a wicked smile from the changeling queen. “The rebel forces have been annihilated? Excellent,” Chrysalis chuckled, standing from her seat. “Inform all of my children. We must celebrate.”

The changeling nodded, turning to take its leave. Before it could make any progress, a violent quake shook the very foundation of the castle. Chrysalis gathered herself, planting her hooves firmly to maintain balance. A massive paw burst through the upper wall of the throne room, crushing the underling under its weight.

Several tremors rushed through the walls as a force slammed against the castle many times, large chunks of crystal shards falling across the floor. The paw dug its claw into the walls before tearing the ceiling from the castle, allowing the dark light of the outside to fill the throne room. Chrysalis turned her gaze skyward, glaring intently at the Ursa Major that had defiled her sanctuary. Narrowing her glare, she spotted a set of individuals sitting on top of the creature’s head.

“Who dares?!” Chrysalis howled, her slitted irises glowing.

The Ursa Major snarled viciously as it maliciously glared towards Chrysalis. It lowered its head enough to reveal the five ponies positioned on top of its head. Her mouth fell agape upon recognizing the group, especially the stallion at the epicenter commanding the astral bear.

Peter bore a determined look, matching the ferocity that Ursa exuded. “Can Chrysalis come out to play?!”

To be continued...