Rainbow's Redemption

by AstonMartinLover

Chapters

Speed Trials
Grey Dash
Betrayal
Punishment
Cloudsdale Penitentiary
Freedom
Dreams
Whiteout
The Greatest Failure
Equestria Needs You
Homecoming
Loyalty
Plan B
Epilogue
A Pair of Fledgling Wings
Fight or Flight

Speed Trials

Chapter 2: Speed Trials

Rainbow Dash fell out of her bed. Someone was knocking softly at her door. She looked at the time. Late. Of course.

Sleeping in was, after all, her second favorite activity behind flying.

"Come in!"

Fluttershy pushed open the door. "Oh my goodness! Oh my goodness! You're late! Hurry get up, we gotta go!"

"Ugh. Fluttershy. It doesn't start for another hour."

"But we have to be there in fifteen minutes! Oh we're gonna be late."

Rainbow Dash grabbed her wing as she flew by. "Fluttershy, calm down. I'm the fastest pony in Equestria. I'll make it on time."

Fluttershy continued hyperventilating.

"Easy girl. I'll make it in time to kick tail and leave hoof prints."

Fluttershy calmed down. "Are you sure? I mean...not to say you're slow or anything...but he's really fast. You think you can beat him Rainbow?

Rainbow Dash chuckled. "Fluttershy, this is me we're talking about. Nopony is taking my title as the fastest pony in Equestria!"

Thunderspark took the field early. He was a truly spectacular pony. His coat was jet black, his mane a shiny silver. He was skinny, somepony who worked out a lot.

His cutie mark was a fireball. At a young age he flew up into the atmosphere and singed himself on the way down, earning his speed cutie mark. He was a fierce competitor.

His wings were like daggers, cutting through the air at amazing speeds.

"Oh he makes me sick." Rainbow Dash muttered as Rarity fixed her number to her side. Fifteen. The same number she wore when saving Rarity's life a little over a year ago.

"Oh I don't know Rainbow Dash." Rarity replied. "I think he's rather dreamy."

"Dreamy? He's an arrogant show off! A tool!" Rainbow snapped back.

"Remind you of anypony?" Applejack noted, grinning.

Rainbow shrugged. "I don't know. Trixie I guess..."

Applejack, Fluttershy and Twilight snickered.

Rainbow looked in the mirror. She blew her hair out of her face. "What's so funny?" She squeaked.

"Oh nothing." Twilight replied, still chuckling.

Rainbow paused and turned around. "I'm not that bad am I?"

Applejack held back her laugh and shook her head. "Well...sometimes RD. We still love ya."

Dash sighed and looked back at the mirror. "Is it okay to say I'm feeling nervous?"

"Of course it is." Fluttershy replied softly. "If you lose, you're not the fastest anymore."

Rainbow let out a moan. "Oh I know. I think it's making me sick again."

Rarity threw her hooves up in the air. "Don't throw up on me!"

"Take it easy. I'm not gonna heave. I just...don't feel right."

Twilight put a hoof on her shoulder. "Don't worry Rainbow Dash. I'm sure you'll do fine. After all, you've got the best cheering squad in all of Equestria!"

Rainbow trotted out onto the field for warm ups. Thunderspark was already there, stretching.

"Rainbow Dash! Looking stunning as always." He mused.

Rainbow rolled her eyes and ignored him.

"What? No hello? C'mon we can at least be civilized dashie. Can't we?"

"Ignoring you. Ignoring you. Go away."

"Real mature as always RD. So after I break your speed record, you want to go get breakfast or something?"

A vein popped in Rainbow's head. She stuck her head right in Thundersparks face.

"Listen Sparky. I wouldn't share a meal with you if you were the last pony in all of Equestria! And my record is mine. You're not getting anywhere close!"

Thunderspark smiled his handsome, shining smile.

"Ouch. That one burned. Why so bitter dashie? You want me to just drop out of this competition? Retire and never threaten your precious record again? I'm sorry Rainbow I can't do that. Maybe you should've set the bar higher."

"I am warning you Sparky! I will drop you right here right now in front of all your fans!"

"What's your record? 16.5 wing power? I could beat that in my sleep."

Rainbow let out a growl. The morning sun came up in the sky. The crowd started making noise.

First up was Thunderspark. He got over to his slot. He stretched his sharp wings in the morning sun. Then he got down in his signature start up pose.

The spectators on one side of the arena started making loud thunder sounds. Rainbow Dash was trying to keep her nervous stomach in check. The startup music sounded. Hip hop music filled the arena. Then with a crack, Thunderspark was off.

Watching him, even Rainbow had to admit, he was fast. He was a black, silver blur. He smashed past the speed monitor. It registered at 18.3 wind power. Rainbow grimaced. Her record was toast. The rival pegasus took a few loops in the air before gently touching down at the other end of the track.

Rainbow Dash took a deep breath. "Wings. Don't fail me now." She muttered. She trotted into her slot.

When she arrived, ACDC music flooded the speakers of the arena. Rainbow smiled, letting the music flow through her, adding it's awesomeness to her own. Time to dash.

She stretched and cracked her wings. She jumped up and down, getting the blood flowing.

"Okay. Get pumped. Get pumped." She muttered to herself.

She looked at the beaming Thunderspark at the other end. He winked at her.

She responded with a growl and got into position.

Her cheering section erupted into chanting. "TASTE THE RAINBOW! TASTE THE RAINBOW! TASTE THE RAINBOW!"

Rainbow blocked it all out. She streamlined herself. She made her body as long, rigid, and aerodynamic as possible. Her wings extended. There was a shot.

She lunged forward. Her speed almost blinded her at first. Tears immediately came to her eyes. Her face felt like it was peeling off. She flapped furiously. Every muscle in her body. Every fibre of her being. Dedicated at this one moment to being as fast as she ever had been. Faster.

The music. The crowd. All drowned out by the might sound of the wind wrapping itself around the body of the pegasus. Her tail became a long, rainbow colored blur.

She blasted past the speed monitor. A smile came to her face. That was too fast to fail. The sonic rainboom was probably the only time she'd ever gone faster. The competition was a piece of cake. She listened for the announcer.

"17.5!" The announcer shouted excitedly. "Congratulations to our new champion, Thunderspark!"

There was an eruption of cheering from the sidelines.

In that moment, Rainbow Dash's whole world fell apart. She realized the cheering was not for her. It was for him.

"No." She muttered. "No. It's not possible."

She didn't touch down. She crashed into the turf, sending grass flying everywhere. She felt a mild jolt, but physical pain was the least of her trouble now.

With a roar she slammed her head on the ground, and buried it under her hooves, trying to shut out the sound of the cheering.

"I'm not the fastest anymore. But...how?"

Tears came to her eyes. The crowd watched her, crumpled in agony to the turf.

"I failed. I failed..."

She felt someone lift her up off the ground.

"Are you okay?" Twilight asked.

Rainbow didn't respond. She was in shock. The tears streamed down her face. Her friends were all around her. "Is she okay?" Pinkie Pie demanded.

"I-I think so." Twilight replied. "Dash, did you break anything?"

"I failed. I failed Twi. I failed." She kept repeating it over and over, trying to understand, trying to adjust to this word.

Thunderspark was looking at her. But not with pride. With concern. He flew over to her.

"What's wrong with you?" He asked bluntly.

Rainbow Dash glared at him. "Go away." She hissed.

Thunderspark looked uncomfortable. The other five were glaring at him.

"Alright. I'm sorry. But I have to live up to what I am. And I'm faster than you Rainbow Dash. Get up. And get over it."

He turned and slowly trotted back to his fans. They welcomed him with raucous cheers. He started striking poses in front of them.

"He beat me. I'm not the fastest anymore." Rainbow muttered to Fluttershy.

"Oh you'll always be the fastest to me Rainbow Dash." Fluttershy said softly, hugging her crying friend.

But Rainbow Dash was beyond that. She continued shaking. The medical ponies came through the crowd.

"Alright. You're okay. We're just gonna take you to the hospital. You need medical attention..."

"I don't deserve medical attention." Rainbow Dash replied. "I don't deserve anything."

"She doesn't know what she's saying." The medical attendant explained. "Get her a gurney."

Twilight trotted into the small hospital wing. Ponyville did not have the best equipment for cases like this.

Rainbow's ribs had cracked, and her wing and shoulder were badly bruised. She was asleep on the bed.

She was rolling spastically. She seemed to be having a nightmare. The others watched in horror as she struggled in her sleep.

"I'm sorry daddy. I can't go any faster." She muttered. Tears were dripping onto her coat. "I did my best. Isn't that enough?" Her body jolted. Her eyes snapped open. "NOOOOO!"

Twilight grabbed her and gently pushed her back onto the sheets. "It's okay. It's alright. You did good."

"Did Celestia banish me yet?" Rainbow asked, her voice cracking. "Has Cloudsdale taken my banner down?"

"No. Nopony's doing anything like that." Twilight said.

"Well they should. I don't deserve a banner. I don't deserve fans, or anything I've been given. I'm just...a failure now."

Twilight patted her twisted hair. "No you're not. You're just off your game."

Rainbow pouted. "I can't believe it's over. What...what am I supposed to do with myself now?"

"Well...you're still a speed demon, regardless of whether he's faster or not. And you're the best weather manager in Ponyville history. Probably."

Rainbow sunk her head in her arms and moaned.

"Cheer up Rainbow Dash. We'll help you practice until you're in shape to face him again!"

Fluttershy trotted into the room. "Oh my goodness! Is she alright? Are you alright? I was so scared..."

"I'm fine Fluttershy." Rainbow moaned. "I just need to rest. Like that'll solve all my problems."

"You're still my favorite Rainbow Dash." A small voice squeaked.

Rainbow looked around. "Who said that?"

"Oh. Looks like you have another visitor." Twilight grinned.

Scootaloo hopped up on a stool next to the bed. Dash managed a smile.

"Aw thanks squirt." She patted the filly's head.

Scootaloo smiled a wide grin. "You'll get him next time I bet."

Rainbow's smile faded. "There won't be a next time kid. But thanks anyway."

Scootaloo put her head down. Twilight glared at Rainbow Dash.

"What? Oh I'm kidding Scootaloo. I'll leave him in the dust next time. Promise."

"Really?" Scootaloo's smile returned. "Awesome! Oh I can't wait to tell everypony at school about this!"

Scootaloo turned and bolted out of the room. Rainbow Dash smiled sarcastically.

Twilight smiled back and left. "Feel better soon Dash."

Fluttershy turned to leave. Rainbow put up her hoof. "Fluttershy wait."

Fluttershy trotted towards the bed. "What is it?"

Rainbow paused, looking for the right words. "I-I saw him again. In my dreams."

Fluttershy's eyes widened. "Your father? But...it's been so long. I mean...are you sure it was him?"

"It was him. He told me I failed him. And that I was a disgrace." She punched her pillow angrily. "He was right. Look at me."

"Rainbow you're not a disgrace. You just need to rest up a bit."

Rainbow sighed. "No. The weather factory needs me. Gotta perform my duties as a cloudpusher. It's the only thing I'm still good at." She winced as she lifted herself from the bed, tearing the IV out of her leg. "I shoulda slept in this morning."

Grey Dash

Chapter 3: Grey Dash

Summer was in full swing in Ponyville. All the fillys were out of school. The sun was shining high in the sky. And the beaches on the outskirts of town were packed.

Rainbow Dash had slowly begun to recover from her traumatic ego bruise. She had been somepony everypony talked about. And now she wasn't. Thunderspark was.

She spent most of her time in her cloud home, only leaving in order to do her job as Ponyville weather manager. But she continued to stay isolated from the rest of her friends.

It happened to be the topic of choice at Sugar Cube Corner that morning.

"I'm seriously worried about her. So little daylight can hurt a ponies complexion!" Chirped Rarity.

"There's more to worry about here than her complexion." Twilight insisted. "She's become a recluse. This isn't like her. We shouldn't have let her take on Thunderspark face to face. We gotta help her somehow."

Applejack shook her head. "I never seen her do this before. I mean, I know she hates losing, but this is on a different level. We gotta pull her out of the dumps fast. She might do something crazy."

"I'll do it!" A voice piped up.

Scootaloo was hopping up and down enthusiastically. "I'll cheer her up! I promise!"

Twilight Sparkle smiled. "Look. I know you want to help but...she's just not in a very good mood. She's probably not ready for a spastic filly right now. Sorry."

Scootaloo was crestfallen. She looked down at the floor and pouted. "I don't even know what spastic means."

Applejack looked at Twilight and shrugged. "It couldn't hurt. Besides we could just send Fluttershy in case she starts hurling clouds."

Fluttershy swallowed. "H-Hurling clouds? She wouldn't hurl clouds at me would she?"

Rarity shrugged. "Has she ever been this upset before?"

Fluttershy lifted Scootaloo and took off towards the Cloud home of Rainbow Dash.

"Don't be too loud. And be really careful about spooking her. Also don't make fun of her. She's really sensitive right now..."

"I got it Fluttershy! I promise." Scootaloo insisted. "And dodge the clouds. Yeah. I know."

Fluttershy touched down outside the door.

"Oh. Well...okay. I'll just...wait out here then."

Scootaloo stared at her. "Wait. You're not going in there?"

Fluttershy smiled. "I'm sure it'll be fine. I'll just wait out here."

"Well...I mean...okay. I'll go in alone."

She trotted up to the door. She closed her eyes and took a deep breath. Then she knocked.

"Go away! I wanna be alone!" A voiced irritably called out. The sound of heavy metal music could be heard through the door. Scootaloo sighed and pushed open the door.

The music nearly blasted her back. ACDC was deafening her. She built up her courage, covering up her ears, and entered the house.

She looked around for the source of the music. A radio attached to giant speakers were at the end of the hall. She ran towards them, still covering her ears. She took her hoof off her ear and hit the power button on the radio.

The house became silent. Then a frustrated roar from the next room.

"WHO TURNED OFF MY MUSIC?"

There was a rainbow streak. Scootaloo hid in a closet. Rainbow Dash looked around the hallway.

"Whoever did that has three seconds to come out and explain why!"

Scootaloo tried to quiet her breathing, but the panic overcame her. She was breathing too loudly. Rainbow's ears perked up. She looked at the closet and raised an eyebrow.

"Aha! I got you now you..." She practically ripped the closet doors open. Scootaloo was trembling with fear. Rainbow Dash's expression changed to confusion.

"Wha...What are you doing here?"

Scootaloo snapped. Words began spouting from her mouth faster than Rainbow Dash could compute.

"Well you haven't been anywhere, and everyone's worried, and I thought you'd be mad, and Thunderspark he...!"

"Alright alright! Okay! Breathe. Breathe." Rainbow Dash looked around. "Are you here alone?"

Scootaloo shook her head. "Fluttershy brought me."

Fluttershy peeked in the doorway. Rainbow Dash threw her a glare. She grinned nervously.

Scootaloo finally caught her breath. "You really shouldn't play music so loud."

"Why? What's wrong with my music?" Rainbow demanded.

"Nothing. It's just...it was a bit loud." Scootaloo squeaked.

"I was trying to relax." Rainbow replied, turning back towards her room.

Scootaloo trotted after her. "Hey! Why don't you go outside? It's really nice outside!"

Rainbow Dash looked down at her wide eyed fan. "Look squirt. I'm not really in the mood. I'll be just fine in my room."

Fluttershy trotted in. "It would mean a lot if you came to sugar cube corner with us. Everypony is just dying to see you."

Rainbow Dash looked at her, then at the smiling filly at her side.

"I don't know. I just...I don't want anypony to see me. Out there."

Fluttershy put a hoof on her shoulder. "Why not? Everypony is so worried about you."
Rainbow Dash glared at her. She carefully removed her hoof from her shoulder.

Rainbow Dash sighed and looked down at the ground. She closed her eyes.

"I just don't want to face them. Not after that race."

"Oh Rainbow Dash, we don't care about the race. We care about you. Come on. It'll be fun."

Rainbow Dash looked at her smiling friend. She sighed.

"Besides! Thunderspark is a tool! " Scootaloo chimed in.

"Hey! Watch your mouth young filly!" Fluttershy said, doing her best to raise her voice.

"Oh. Alright. If it means so much to you guys, I'll go."

Scootaloo hopped up in excitement. Rainbow sighed and followed them out the door.

In the farthest reaches of Equestria, dark clouds loomed. Discord, god of chaos. He lounged in his small cave, making concoctions into a giant cauldron. "Oh yes. Oh yes. This will be a day to remember. The day Discord takes back the throne."

He dumped a vial of beetle blood into the cauldron. A small flame shot up from the grey liquid.

"Turning loyalty against itself. Taking control of rock and using it to create a better, more chaotic home for my subjects!" He giggled in excitement at the thought. "And the world will remember the name Discord!"

There was a roar behind him. "Oh. So you're awake my vassal?"

He turned towards the mouth of the cave. A giant rock formation lay before him. Suddenly it shook. Eyes formed from the small mountain. With another roar, it came to life before his eyes. A rock beast. Standing a good twelve stories high, it groaned and snorted to life. "Serving you Lord Discord."

Discord laughed. "Oh this is too good! I am truly a GOD!"

The monster shook. Suddenly dagger like rocks came through it's back. They began flapping.

"Oh! You can fly? Oh this is just too good! Failure is now truly impossible!"

Small rock soldiers rose from the ground around him. They all saluted Discord. "Yes. In one week we shall take Equestria from Celestia! Once I have summoned a final ally, we shall mobilize! We will RULE EQUESTRIA FOREVER!"

Discord went back into the cave. "I only need one thing now. Some good old fashioned misdirection."

He picked up a dark vial. He poured it's contents into the cauldron.

He stirred it into the mix. Suddenly a lightning bolt erupted from it.

A hoof extended from the mixture. Then a head. Then a body. Black, hole filled wings extended.

It crawled out of the cauldron and shook itself. A changeling.

"Hello there." Discord sneered.

The changeling eyed him suspiciously. "Discord. We meet again. You have a job for me?"

"Don't I always?" Discord asked.

"Well yes. But it's been thousands of years Discord. Long time since I took care of that Luna problem. You don't want any modern assassins?"

Discord chuckled. "Oh I am in love with keeping myself new and up to date. But you're hacking of Luna's mind was perfect. Though, I regret to say, it didn't take."

At this, the changeling knocked Discord to the ground. She put her hooves around his throat. "You lie."

"She ceased being Nightmare Moon a year ago. But this is okay. I know of nopony with your...special skills. So you are still of value to me."

The changeling got up off Discord. "I will always be of value master. Now who would you have me invade?"

Discord drew out something wrapped in a blanket. He opened it to reveal a cyan blue feather.

The changeling transformed before Discord's eyes. A mane sprouted from her head. A long bushy tail sprouted.

"Rainbow Dash."

"This is the name of my target?" The changeling asked.

Discord nodded. He frowned at the carbon copy standing before him. "One problem I see. You're coat is grey."
Indeed he was correct. The changeling looked almost exactly like Rainbow Dash apart from being grey.

"One moment sir." She transformed again, this time turning cyan blue. Her mane became rainbow colored. "It's been a while."

"I shall not call you by your name for the sake of playing the part." Discord said. "I shall call you Grey Dash. You will serve me. You're assignment is Rainbow Dash. She lives in..."

Grey Dash raised a hoof. "I shall find out myself sir." She began rubbing her temples.

Discord watched with amazement. The process of reading somepony's mind from hundreds of thousands of miles away. Fascinating. As she continued rubbing her temples, fascination became boredom.

"You done yet?"

"Hush." Grey Dash snapped. "I'm getting something." She smirked.

"Ponyville. She lives in Ponyville. I sense...a very weak soul. Family. Family. No family. An orphan. Arrogant. Self confident. But...currently very troubled. Oh yes. This one will be easy to break." She put down her hooves. "Tell me what I must do."

"I wish for you to destroy her. Mentally. Physically. From the inside out. I want her out of the way. I want you to make her regret the day she was born. With any of the members of the elements of harmony out of commission, Equestria will fall easily. Not even Celestia will be able to stop me!"

The changeling nodded. "As you wish my lord."

Betrayal

Chapter 4: Betrayal

Rainbow Dash was waiting in the capitol building in Cloudsdale. She had been summoned here by Princess Celestia herself.

Rainbow Dash paced nervously. Was it about her being beaten by Thunderspark? Was the Princess going to banish her to the Everfree forest? Was she going to be stripped of her element perhaps?

The doors opened. Rainbow Dash shook a little from fear. She slowly trotted in.

The pony waiting for her was not Celestia. It was Luna.

Rainbow Dash was instantly in attack mode. "You!"

Luna rolled her eyes. "Oh stop it. Nightmare Moon is long gone."

"I don't care about Nightmare Moon! You ruined my grand prank on Nightmare Night!"

Luna chuckled at this. "Oh yes. You were the one trying to scare the younglings. Well it was all in good fun Rainbow Dash. However I'm here to discuss something else with you..."

"Where's Princess Celestia?" Rainbow Dash demanded.

"She's back in Canterlot." Luna replied coolly. "And I don't appreciate your tone Rainbow Dash. I am a princess too you know. And you are a particularly troubled subject."

"Hey! Who you calling troubled?" Rainbow Dash growled.

Luna rolled her eyes. "Look. If it helps at all, I don't want to be doing this either. But my sister isn't here. So you're gonna have to make do with me."

Rainbow Dash sighed and sat down. "So what do you want?"

"You're one of my subjects. And you've been showing odd behavior recently."

Rainbow shook her head. "I don't show odd behavior."

"You holed up in your cloud home and blasted rock music? That's not normal."

"Well hey! You don't see me knocking on you for your taste in music!" Rainbow shot back.

Luna drew herself up fully, towering over the small pegasus.

"Alright. Look. I know you don't respect me. You don't respect my opinion. But Princess Celestia told me to keep my eye on you. Make sure you're okay. So I don't want any attitude! YOU UNDERSTAND?"

Rainbow Dash backed away. "Okay! Alright! Chill out! The princess told you to keep an eye on me? Why?"

"Because of your recent defeat at the hooves of Thunderspark. She was unsure how you'd handle it."

Rainbow Dash looked away. "I'm handling it fine."

Luna arched an eyebrow. "Really? That doesn't seem like a typical Rainbow Dash reaction. As I recall you...what was it? Hate losing?"

Rainbow Dash refused to make eye contact. "Yeah. Yeah I'm not really a fan of losing."

Luna looked at a scroll in front of her.

"Seems you have developed interesting traits during your lifetime. Very stubborn. Hard headed. Highly competitive. A loose cannon with self-destructive tendencies."

Rainbow Dash suddenly became enthusiastic. "A loose cannon? Really? Celestia called me a loose cannon! Oh, that sounds pretty cool."

Luna rolled her eyes again. "It's not. It basically means you're a jerk."

"What? I'm not a jerk I just...I have friends!" She was turning red. "Alright that's it! I'm done here!" She turned to leave.

"Nope. You're not." She waved a hoof. The doors closed.

Rainbow Dash glared at the Princess. "You can't keep me in here."

Luna sighed. "I am not trying to imprison you Rainbow Dash. Just to reassure you that you can come to me for help."

Rainbow Dash rolled her eyes. "Yeah. The day the Wonderbolts allow me to join is the day I come to YOU for help."

"Rainbow, I heard about your father. I understand the trauma that can come from that. Especially at such a young age. You were just a filly."

Rainbow Dash paused. She looked at the concerned princess. "I...you...you don't know anything about my father!"

"I know all of my subjects. I know about your mother too..."

Rainbow Dash shook her head, getting angrier now. "Alright, just stop. You don't know anything about my family. You don't know anything about me. New subject please."

Luna looked at her with a calm expression. "I understand. It's been a long time. But you cannot simply leave your demons behind. I know that all too well."

Rainbow Dash looked increasingly uncomfortable now. "Could we please just drop this..." She felt her guard dropping. She felt a wave of sadness rise from deep within her. She had to keep it contained.

"But there is always one cure Rainbow Dash. We can talk about it. Get it out in the open. Then the problem becomes easier to solve. Enough bottling up all this sadness and anger. I promise you'll feel better."

Rainbow Dash looked down at the ground. A single tear rolled down her cheek and splashed on the ground.

"Is there anything you want to talk about Rainbow Dash?"

Rainbow Dash sniffled, then shook her head. Her guard was raised again. The sadness was forced back down from whence it came.

"Nah. I'm fine. You don't have to worry about me."

The doors flew open. She turned to leave again.

"Rainbow Dash. Wait for one moment."

Rainbow Dash stopped and slowly turned around. "What?" She dreaded any more words about her family.

Luna looked at her scroll, then back at Dash. "You know, you are in a fortunate position. You have lots of ponies around who care about you deeply. Including me. And if it means anything..." She paused and thought about her choice of words. "...I really can't stand Thunderspark either. So do try and beat him next time."

Rainbow Dash managed a smile. "Thank you princess." She turned and flew out of the room.

Spike woke to find Twilight Sparkle asleep on the floor of the library. She was surrounded by books. He moaned. He knew who's job it was to pick up the books.

He looked down at his sleeping friend. She looked so peaceful. He knew he had to be extra quiet.

He set about putting the books back in the proper shelves, in the proper order. Suddenly there was a banging at the door. Spike jumped.

He ran to the door. "SHHHH! Twilight is trying to sleep!" He hissed.

The door blasted open. Spike was blown back. Twilight snapped awake.

Before him stood one of Discord's rock soldiers. They stomped in and grabbed Spike.

"HEY! LET GO! TWILIGHT! HELP!"

Twilight got to her hooves. She fired a spell at the rock man. It bounced off.

"Wait! Let him go!" She shouted. But the rock man turned and dashed out the door. Twilight ran out and looked out into the darkness.

"SPIKE!" She shouted. There was a faint response. The rock man was gone. And so was Spike.

Rainbow Dash tossed and turned in her bed. She snapped awake. She was sweating profusely. She looked around, then rubbed her eyes.

"Nightmares again." She said to herself. She got up from the bed and stretched. Her eyes rested on the closet in the corner of her room.

She slowly trotted over to it. Every step felt like a heart attack. She suddenly felt very faint. She struggled to keep her balance.

She reached out to open the closet door. Her sweaty hoof kept slipping off. She was shaking slightly. She managed to open it.

Inside were two drawers. She opened the first and felt a warm glow.

Loyalty. Her element. Safely stowed away. She stared at it. She had fought hard for this element. Loyalty. The word kept ringing around in her head.

She closed the drawer. Then she slowly opened the second.

A wonderbolt flight suit. Not hers. A very old one. It was ripped and tattered.

On the flank was a lightning bolt cutie mark. And a name. Dash.

She felt a tear come to her eye as she clutched the suit close to herself.

There was suddenly a knock at the door. She jumped. "C-come in!"

It was Fluttershy. She flew over to Rainbow Dash's room. "Did I wake you up? I'm sorry...but they took..." She trailed off upon seeing the suit.

"Did you have nightmares again?" She asked timidly.

Rainbow Dash blinked through the tears and nodded. Fluttershy put a hoof on her friends shoulder. "It's okay. I have nightmares too."

Rainbow Dash shook her head. "Not like these. These are intense. I can't handle them. I haven't slept in days."

Fluttershy pulled Rainbow into a hug. "It's okay. It's all gonna be okay. You should probably go back to bed. You need to sleep."

Rainbow Dash shook her head and wiped away the tears. "No. What was it you were saying? Who took who?"

Fluttershy looked around nervously. "A rock person."

Rainbow squinted. "What?"

"A rock person! He broke into Twilight's library and took Spike!"

Rainbow Dash thought a moment, then stretched out her wings. "What are we waiting for then?"

Fluttershy shook her head. "No it's okay. You need to sleep. We can probably handle this." She sounded uncertain about the last part.

Rainbow Dash shook her head again. "No. Are you kidding? You want to find a dangerous rock monster without me? Why, I'm the only one who could take it down! I wasn't getting much sleep anyway."

Rainbow Dash and Fluttershy touched down outside the library. The others were already assembled.

"What happened?" Rainbow Dash inquired.

Twilight Sparkle rushed over to her. "Oh Rainbow Dash! Thank Celestia you're here! They took him! They took Spike!"

"That's okay. We can get him back. Which way did this rock monster thing go?"

Twilight started trotting away from the treehouse. "The tracks lead this way." She turned to Rainbow Dash. "Are you sure you're up for this Rainbow? With all that's happened this week..."

Rainbow Dash shook it off. "No. I'm fine. C'mon! We're wasting time!"

There was suddenly another flap of wings behind them. A loud stomp as a pegasus touched down.

Rainbow Dash turned around and scowled. "What do you want Thunderspark?"

Thunderspark grinned. "Word travels fast. Heard there was a dragonnapping. I wondered if the worlds fastest pegasus could lend any assistance."

Rainbow Dash growled and kicked up dirt with her hooves. She put her head down to charge.

Applejack and Pinkie Pie immediately grabbed onto her wings and tail.

"Woah there Dashie!" Pinkie shouted. "Take it easy!"

But Rainbow Dash was not going to let a measly two earth ponies keep her from revenge.

She kept pulling towards Thunderspark. He was mildly amused by the spectacle.

Rainbow Dash broke free and charged. She hit a purple force field.

"Alright! That's enough!" Twilight Sparkle shouted. "This is pointless! We have to find Spike now! You said it yourself Rainbow Dash. We're wasting time."

Thunderspark shrugged. "Another time I guess?"

Rainbow Dash stuck her tongue out at him and walked away.

The trail led into the Everfree Forest. The ponies gathered at the entrance. Rainbow Dash was stealthily making her way at the back of the group when she heard a rustling from a nearby bush.

She paused and stared at the bush suspiciously. She slowly trotted over to it. It stopped moving.

She eyed it carefully. Then she reached in and felt a mane.

She pulled.

"OWWW!" The mane six all jumped when they heard the scream. They turned and ran towards the bush.

"What in Equestria was that?" Rarity demanded.

Rainbow Dash pulled a struggling Scootaloo from out of the bush. "Just somepony out way past her bedtime."

"Look I really want to help you guys!" Scootaloo whined. "I really do! It's so boring in Ponyville! We just go to school and write for the paper! You guys get to go on adventures! It's not fair."

Twilight Sparkle trotted over. "I know it seems unfair. But it's for your own good. We are going into a very dangerous situation. It's unsafe for a little filly like you to go with us." She put it as gently as she could.

Scootaloo looked to Rainbow Dash, requesting assistance with her eyes.

Rainbow Dash shook her head. "Sorry squirt. This is a job for grown ups. You'd only slow us down."

Scootaloo looked at the ground and closed her eyes.

"Pinkie Pie? Take her home." Twilight said softly.

Pinkie Pie took the upset filly back on the path out of the Everfree forest.

"Wow Rainbow. You really have a way with words." Applejack said sarcastically.

Rainbow Dash threw her hooves in the air. "What did I do?"

"You'd only slow us down? A bit harsh don't you think?"

Rainbow Dash shrugged. "Kid's gotta learn AJ. I was just being honest."

"Would you two kindly keep it down?" Rarity snapped. "We are surrounded by the most vile monsters in all of Ponyville! We don't want to draw too much attention."

Twilight looked at Rainbow Dash. "The tracks keep going for a while. Can you scout ahead for us?"

Rainbow nodded. "Any chance to stretch my wings." She extended her wings and prepared to take off.

"Rainbow?" Twilight asked. Rainbow turned.

"Yeah?"

"Be careful out there. And good luck."

Rainbow smirked and turned back towards the path. "I don't need luck."

She blasted off the ground and sped deeper into the forest.

Rainbow Dash came to a stop next to a small encampment. A large group of rock people lay below her. She slowly crept around the perimeter of the camp.

Such strange creatures. They were small rock formations. But they were fully alive. They seemed to be in some kind of trance.

There was a jetstream sound behind her. Then a thump. She turned and came to face with what she thought was a mirror.

"Wh-What? Y-you're..."

"Me. Yes. Time to go to sleep 'Dashie'." The other Dash hit her across the face. She collapsed to the ground.

Grey Dash smirked over the collapsed Pegasus. "Nice to meet you 'Rainbow' Dash. Now, let's find out where your friends are."

The remaining four ponies had stopped to take a break. They were all nervous for their friend.

"How long has she been gone now?" Applejack asked.

"Oh, about an hour." Rarity replied. "This is strange. Something must have gone wrong. She should be back by now."

"I'm sure she's fine." Twilight Sparkle said unconvincingly. "She's pretty tough. Heck she might even come back with Spike!"

Fluttershy was shaking a little. She was the most nervous of them. And Rainbow Dash had been acting weird for a week. It was a scary situation.

Suddenly there was rustling all around them.

Rock people. They hopped out from behind bushes and trees and surrounded the four.

They all rushed in circles, looking for an exit. But the rock people moved inwards, sealing off any exit. They were completely surrounded.

Suddenly their came familiar laughter from over the trees. Grey Dash touched down in front of them.

"Rainbow? What...what happened?" Twilight asked.

Grey Dash smirked. They had fallen for the deception. Now the challenge was copying her voice.

"I see you've met my NEW friends." The voice was perfect.

Rarity looked around at the angry rock creatures. "These things are your friends?"

Grey Dash looked at her rock army. "Oh yes. And much better friends than you ever were."

"Rainbow Dash? What is this a joke?" Applejack demanded.

Grey Dash smirked again. "Oh no Applejack. This is no joke. I have better friends now. Friends worthy of my company. Friends who don't slow me down. Friends who know when to SHUT THEIR EGGHEADS UP!"

Fluttershy was on the verge of tears. "Rainbow? What's going on...?"

"Isn't it clear?" Grey Dash shouted. "I have replaced you! I've found newer, better friends! You ponies never supported me! You were jealous of my natural talent! You just hung around me so you'd look cooler!"

She gestured to the rock people. "These guys like me for who I am, not just what I am. And they don't like you intruding in their woods! So they're going to kill you now. Goodbye losers."

She turned to the Rock Creatures. "Make it quick. They shouldn't suffer TOO much."

She turned and flew away. The Rock creatures smiled. "It's pony crushing time."

The four shook as the rock creatures descended upon them.

Punishment

Chapter 5: Punishment

The four watched as the rock creatures descended on them. Applejack suddenly lunged out and kicked one. It crumbled. She kicked apart another.

The creatures were fragile. But they were also numerous. The others kicked and punched a hole in the ranks.

"Come on! We gotta run!"

The four sprinted through the hole in the formation. They bolted as fast as possible, back towards Ponyville.

The monsters spit and roared as they gave chase. But they were heavy and lumbering. The ponies dodged through brush and undergrowth to get away.

They were running for what seemed like hours. They finally stopped and caught their breath.

"Wh-What just happened?" Rarity asked.

Twilight shook her head. "I don't know. Those things were a hooffull."

"And what about Spikey Wikey?" Rarity asked. "Should we go back?"

Twilight sighed deeply. "He's lost. For now. But we lost more than just Spike. Did she...did she really just betray us? Did she just leave us to die?"

Applejack shook her head. "No. I refuse to believe it. She just...she wouldn't do that. She's the most loyal pony I know. She would never just betray us like that."

Fluttershy shook her head. "No. We're best friends. She just wouldn't."

Twilight Sparkle was speechless. She appeared to be in deep thought. "Well...she's been a bit off lately hasn't she?"

Applejack grabbed Twilight by the horn. "I'm telling you Twilight! She just wouldn't do this to us! Not after all we've been through as a group."

Rarity was unconvinced. "I mean...why would she have sent Scootaloo and Pinkie Pie home?"

"She didn't." Twilight asserted. "I did."

Rarity put her hoof on her mouth. "Oh sweet Celestia. She just tried to have us...killed."

The four continued the journey towards Ponyville. They were greeted with a glow on the horizon.

"Is that the sun already?" Applejack asked. "It can't be far past 3 in the AM."

Twilight looked closer. Her eyes widened. "No. That's not the sun."

She broke into a run. The others followed as she sprinted towards Ponyville.

They were greeted with flames. Ponyville was burning.

"Oh great Celestia. Tell me this isn't happening." Twilight whispered. They continued running into town.

The town was heavily damaged. Buildings were destroyed. Others were ablaze. The town hall was nothing but fragments of wood and a frame. Fireponies were dousing burning buildings, trying to stop the spread of the flames.

Cheerilee came running from the burning schoolhouse.

"Cheerilee! What happened?" Twilight cried in horror.

Cheerilee looked at them with a similar expression of horror and disbelief. "Rainbow Dash happened."

The group reconvened in what was left of Town Hall. There was a grave silence among them.

They were surrounded by the ruins of Ponyville. And they all knew who was to blame. But accepting it was nearly impossible.

"She couldn't. She's just...she's not capable of this!" Applejack said.

"Oh yes she is." The mayor snapped. "She came tearing through. Destroyed everything in her path. The hospital is filled with wounded ponies. Thank Celestia she didn't go there. Probably the only place she didn't assault."

Thunderspark came to a landing on the steps. "We have to find her."

Applejack looked at him and stomped her hoof on the ground. "You! You drove her to this! You drove her over the edge! If you hadn't broken that darn record..."

"Stop. He's right AJ." Twilight interjected. She put a hoof on Applejack's shoulder and softened her tone. "We could spend weeks trying to figure out why this happened. I know I will. But in the meantime we have to act. Whatever motive there is for why she did this, she has to be stopped."

They looked around at the chaos around them. Thunderspark stared at Applejack. "I'm sorry. I mean that. I didn't know I'd push her to do this."

He looked around at the carnage of Ponyville. "I take full responsibility."

Applejack sighed and shook her head. "No. This isn't your fault. This is hers. And hers alone. Let's bring her in."

"I'll help in any way I can." Thunderspark said grimly. Applejack wiped the tears from her eyes and nodded.

Rarity stared in disbelief at the destruction around her. "How could we not have seen this coming?"

Twilight sighed. "I really don't know."

Thunderspark looked up at the skies. Rainbow Dash had managed these skies for so long. She'd make them crystal clear in ten seconds flat. But now, just as the sun would be appearing, the sky was blocked by dark smoke. He shuddered.

High above them, Grey Dash returned to her original form. She smirked at the ruins. Time to disappear. It wasn't her job to take the rap.

Scootaloo was rushed outside. Her foster home burned behind her. The fire ponies tried hosing it down, but it was too late. The building crumbled and collapsed to the ground.

She looked around for a familiar face. Everypony had scattered in the panic.

She began to cry. She was terrified at the situation unfolding around her.

She wondered about the other Cutie Mark Crusaders. Apple Bloom. Sweetie Belle. They both had sisters who were probably looking after them. But with so much destruction around, who could be sure?

Scootaloo was alone. And scared. She wished Rainbow Dash would swoop in with her brilliant wings. She wished Rainbow Dash would hug her and say it's okay, there's no reason to be scared. That she'd lift her up and fly her away from this burning town. At least, she wished Rainbow Dash would give her a place to stay for the night.

But Rainbow Dash didn't come.

Instead Applejack ran towards her. "Scootaloo! Are you okay? Are you hurt?"

"I'm fine Applejack." She looked over at the burning rubble of her home.

Scootaloo fired off questions. "Where is everypony? Where's AppleBloom? Where's Sweetie Belle?"

"Rarity has Sweetie Belle at her place. Apple Bloom is with me." Applejack said reassuringly.

"And where am I gonna stay?" Scootaloo asked, tearing up as she looked to the burning building.

Applejack gave the filly a hug. "Oh it's okay. You can stay with us alright?"

Scootaloo nodded. "What about Rainbow Dash? Where is she?"

Applejack stared long and hard at her. "You should come with me sugar cube. I have the bed all made up for you. Apple Bloom'll be happy to see you. It'll be just like a sleep over..."

"Where's Rainbow Dash? Is she okay?" Scootaloo demanded, the panic in her voice rising.

Applejack sighed, knowing that telling the filly the truth would break her little heart.
"She's alright." She looked around at the burning buildings and the rubble. "She's just hit a rough patch is all."

Rainbow Dash awoke on the outskirts of town. She was greeted by the smell of smoke. She blinked and rubbed her eyes. She had a splitting headache. She rubbed her temples against her sore head. Then she got up and trotted into town.

She was greeted by wreckage. The town was in ruins. It looked almost deserted. A few ponies picking up the wreckage here and there.

Rainbow Dash looked around wide eyed. "What happened here?" She asked herself.

She saw a little filly in the street. She trotted up to it. "Hey little buddy! What happened here?"

The filly recoiled at the sight of her. "MOM! MOM!"

"Hey wait! What happened?" Rainbow Dash asked again, confused.

The filly turned and ran into a house. The mother looked out the door and spotted Rainbow Dash. She immediately slammed the door shut.

Rainbow Dash was dumbfounded. "What's going on around here?"

She continued towards town square. There was shouting around her, but she saw nopony. Then their was a scream. "It's her! It's her! She's back! She's come back for the younglings! Hide your young!"

Rainbow Dash was bewildered at the strange reception she was getting.

"Excuse me? Am I missing something here?"

She finally caught sight of a familiar face. The filly Scootaloo. She was wandering down a side street.

"Hey! Squirt!" Rainbow shouted.

Scootaloo's eyes widened when she saw her. "Rainbow Dash! You're okay!"

Scootaloo came sprinting towards her. Before Rainbow Dash could get a chance to defend herself, the filly jumped up and hugged her.

Rainbow sighed. "Yeah. Missed you too squirt." She hesitantly hugged back.

"DON'T MOVE!" A voice boomed from behind her. "TURN AROUND AND LIE DOWN ON THE GROUND!"

Rainbow Dash whipped around. "Excuse me?"

A group of large ponies had formed behind her. They pointed their horns at her.

"You heard me." The lead one snarled. "Get down on the ground."

Rainbow Dash arched an eyebrow. "Do you know who I am?"

"Oh yes I do. Get down on the ground please. Do it now."

Rainbow Dash shook her head. "I don't know what this is about. But I got a filly here, and my town's kinda wrecked. I need to find somepony who knows why. I don't have time for pranks.."

"She's got a hostage!" The lead pony shouted. The others backed off. Rainbow arched an eyebrow

Thunderspark touched down behind Rainbow Dash. Applejack and Twilight came in around her.

"What...What's going on?" Rainbow Dash demanded. "AJ? Twilight? What is this?"

Applejack stomped her hoof. "Scootaloo, you come here right now. Let her go RD."

Dash shook her head in confusion. She released Scootaloo from her grip. Scootaloo looked at her, confused.

"COME ON SCOOTALOO! GET AWAY FROM HER!" Applejack shouted.

"Go on. Do as AJ says." Rainbow said, trying to sound as cheerful as possible.

Scootaloo hesitantly trotted over to Applejack. Applejack wouldn't take her eyes off Dash.

"Go on home Scootaloo. Back to the farm."

"What about Rainbow Dash?" The filly asked, scared.

"Just go on to the farm now. I won't repeat myself again. GO!"

Scootaloo looked back at Rainbow Dash. Rainbow threw her a wink. She smiled, then turned and scurried away. There was a silence among the remaining ponies.

Thunderspark cleared his throat. "This would be a lot easier for everypony if you came quietly."

Rainbow's smile went away. "What? Alright, am I missing something? Could somepony explain this to me?"

"Don't pull that." One of the guards snapped. "You're under arrest."

"For what? What the buck did I do?" Rainbow Dash demanded.

"Look around you Rainbow Dash." Twilight said softly. "Look at the damage you've done. It's okay Rainbow. You're upset. We get it. But you have to come with us now."

Rainbow felt the accusation hit her. She began to panic. "Wait. You think I did this?" The others began closing on her. "No. I didn't do this. I DIDN'T DO THIS!"

The ponies had her surrounded.

Applejack was possibly the angriest of them. "You betrayed us RD. You left us to the mercy of those rock folk. It's over now. We've got you. Surrender."

Rainbow Dash turned and stretched her wings, preparing to lift off. Thunderspark tackled her to the ground. The other ponies surrounded her.

She struggled and fought back as Thunderspark and Applejack held her to the ground. "I DIDN'T DO ANYTHING! I SWEAR TO CELESTIA!"

"Calm down." Thunderspark whispered. "You're gonna hurt yourself. Take it easy..."

The guard ponies placed shackles around Rainbow Dash's hooves. She screamed and squirmed against their grip. Her wings flashed out and began flapping in desperation. All of the ponies piled on. It took all of their strength to keep her on the ground.

They held the wings as still as possible, then chained them as well.

"Stay still. There's no use fighting back." One of the large ponies growled.

"I didn't do it!" Rainbow yelped weakly. "I swear on my life!"

Twilight and Thunderspark watched as she was dragged off towards the prison. Fluttershy touched down next to them. Upon seeing her, Rainbow Dash temporarily broke free of her captors.

"Fluttershy! You have to believe me! I didn't do this!" She stumbled as the shackles made movement impossible.

Fluttershy looked at her and opened her mouth. Then she closed it and looked away.

Tears came to Rainbow Dash's eyes. She was alone. Her friends had abandoned her.

The guard ponies grabbed her again, and continued towards the Ponyville Jailhouse.

Fluttershy had looked away so no one could see the tears streaming down her face.

Rainbow Dash was thrown into a dark cell. They slammed the bars behind her. She looked around the darkness, still trying to ascertain what had just occurred.

Never had she felt fear like this. She was now, more than ever, truly alone. How had this happened? Had she done the things they claimed she had done? Had she attacked Ponyville?

The guards had left her shackles on. She could hardly move. Her wings were chained to her back. She moaned as she tried to stretch them. She was helpless. She lay there and cried out her tears.

At some point hours later, a pony came with a loaf of bread and some water. She wolfed it down. Then the pony left, leaving her in confinement yet again. Later another pony came. She had a bed. She moved it into the cell and Rainbow Dash climbed up onto it. It was stiff as a board. Still, the exhausted pegasus managed to sleep.

"The Princess is here to see you." A voice called out.

Rainbow Dash snapped awake. She was still shackled to the bed. She turned to see Princess Celestia enter the cell.

"Princess! Oh thank you so much for coming! I have no idea what's been going on! Everypony thinks I destroyed Ponyville! I didn't do it though. Oh, you gotta help me Princess."

But the look on Celestia's face was not one of understanding. She pointed to the guards. "Let the others in."

The other five of the mane six entered the cell.

"I'm here to discuss you're sentencing." Celestia explained sternly. "You have committed a grave crime against Ponyville and Equestria. You have committed a grave crime against me."

Rainbow Dash shook her head desperately. "No. No. You got me all wrong Princess! I swear! I didn't do anything!"

"The whole town watched you do this Rainbow Dash." Celestia replied. "There is no question. There is no point in lying." She sighed. "You have always been among my most loyal subjects. You wielded the element of loyalty to save Equestria on several occassions. Prove that loyalty to me now. If you admit to me that you did it, I will lighten your sentence considerably."

Rainbow Dash's mouth gaped. "What?"

"You committed a horrible crime Rainbow Dash. You destroyed homes. You destroyed lives. You hurt so many ponies Rainbow Dash. I never would have thought it would be you." She shuddered in disgust. "The first step toward rehabilitation is admitting what you did. It may be the most important thing. I need to know you are still loyal."

Rainbow Dash took a deep breath and looked at her shackled hooves. Since being thrown in this hole, all she had wanted was freedom. To be able to fly again. Even to just stretch her wings.

But then she closed her eyes and shook her head. "I'm sorry Princess Celestia." She could not lie to her. "But I didn't do anything. I didn't."

Celestia was surprised by the response. A small tear came to her eye.

Twilight Sparkle piped up. "Princess Celestia we beg you. Take mercy on her."

The others nodded in agreement. But the Princess had already made her mind. A single tear ran down her face.

"Since you refuse to admit to your guilt, and are unwilling to prove your loyalty, or accept rehabilitation, I must sentence you to spend the remainder..." She paused, wiping more tears from her face. "...to spend the remainder of your life in confinement."

Rainbow Dash shook her head desperately. "No. No. Please no. I DIDN'T DO ANYTHING! I SWEAR!"

Princess Celestia shook her head. "You betrayed me Rainbow Dash. And it's a tragedy. But what you did is inexcusable. And your refusal just reinforces my decision. You are not my subject anymore. You are a subject of the judicial system of Equestria. I'm sorry. Goodbye."

She turned and stormed out of the cell. Rainbow Dash burst into tears.

"I DIDN'T DO ANYTHING! DOESN'T ANYPONY BELIEVE ME? I SWEAR TO CELESTIA! I SWEAR TO LUNA! I SWEAR TO ALL OF YOU!" She grew faint. The others all watched her as the cell door closed.

"I would never do anything to hurt any of you." Rainbow Dash stammered. The five ponies cried as they watched their friend, chained to her bed.

Then they each, one by one, turned and left. Fluttershy remained.

"We all still love you Rainbow Dash. And we'll visit as often as we can."

She burst into tears, then flew off after the others.

Rainbow Dash sat huddled on the bed, shaking with sadness and despair. How had it gone so wrong? Had she changed? Had she really become the monster everypony in town now feared?

A week ago everypony looked up to her. She was the hero of Ponyville. Everypony wanted their daughters to grow up to be just like Rainbow Dash. Heck everypony wanted their SONS to grow up to be like Rainbow Dash.

And ever since that race against Thunderspark, it had all been ruined. And now she was going to spend the rest of her life in captivity.

All because she wouldn't admit to something she didn't do.

She suddenly thought of Scootaloo. The little filly adored her. What did she think of her now? Could she also believe what everpony else did? That Rainbow Dash was an unstable monster?

Rainbow Dash lay there in her bed, these questions flying around her head, as she slowly dozed off.

Cloudsdale Penitentiary

Chapter 6: Cloudsdale Penitentiary

Rainbow Dash was to be transferred. The tiny prison in Ponyville was not large enough to accommodate her. So she was being transferred to the massive and infamous Cloudsdale penitentiary.

Princess Celestia had tried to do everything possible to make sure Dash was not harmed while in the prison. But she didn't have that much influence.

Cloudsdale penitentiary was the most dangerous prison in Equestria. And behind it's walls, nopony was under the rule of even Celestia herself.

Rainbow Dash was waiting in her cell, playing with a ball a guard had given her, waiting for the pegasus driven wagon to come and take her away from her home forever.

"It's time Rainbow." The guard said, opening the cell door.

Rainbow got up and trotted over slowly. They slid a blue uniform onto read CLOUDSDALE PENITENTIARY across the front. On the back was the ID, DASH.

Rainbow shuddered as she put it on. "Hey guys? Is the name really necessary? I mean is there anypony in Equestria who doesn't already know who I am?" She laughed.

One of the guards managed a smile as he slid the metal shackles around her front legs. The other guard strapped down her wings. Rainbow winced.

"Is THAT really necessary?" The guard glared at her. "Kidding. Kidding. Geeze. You're not the ones going to Cloudsdale Pen. I'd think you guys should be pretty cheerful."

They led her out towards the waiting wagon. She began making faces at one of the more serious looking guard. She stretched out her face and began making weird noises.

The guard looked at her with a stone cold expression. She raised her shackled hooves and pointed at him.

"You sir are a killjoy. Why doesn't anypony crack a smile? Don't make me start singing the smile song."

The guard glared at her again, this time with an angrier expression. Dash laughed. "Well it isn't a smile, but at least I got something."

They exited the prison. She shielded her eyes from the magnificence of the sun. So bright. So warm. So comfortable.

But that wasn't all that greeted her as she was led to her wagon. Her friends at congregated around it. Pinkie Pie and Fluttershy were crying. The others looked at her with a disappointed sorrow.

They looked like a funeral procession. And in a way, this was a funeral.

Rainbow Dash tried to smile at them. To reassure them that she was okay. But they didn't respond. They continued looking at her with sadness. And something else.

Fear. It was the first time Rainbow Dash had seen fear in the eyes of her friends. Directed at her anyway. And in this moment, Rainbow's heart seemed to split apart. These were not her friends anymore.

She nodded to them. "See you when I see you."

Suddenly Fluttershy flew towards her. The guards were on alert. She flew right up to the restrained Rainbow Dash.

"Look...Rainbow Dash. We'll come and visit. I promise. We're not mad at you..."

"It's okay Fluttershy. I understand. I guess I'm just a big scary monster to you all now anyway." The words of her last sentence were sharp as daggers.

Fluttershy stammered. Then she flew away crying. Rainbow Dash was hoisted into the wagon. The pegasi took off. She saw her friends one last time. They were all crying softly now. The door slammed shut.

Just like that, Ponyville was gone. Rainbow sighed. The serious guard was sitting to her side.

She looked at him and thought deeply. He glared back at her.

Finally he spoke. "You got a problem prisoner?"

Rainbow Dash shook her head. "Nah. Just wondering if I should sing the smile song. You look like you could use it."

The guard shook his head. "Don't even think about it."

Rainbow Dash shrugged and looked down. The guard began fidgeting with his uniform.

"Cause I love to see you smile smile smile, yes I do." She sang softly. The guard's head snapped up and he glared at her.

"You...you didn't."

Rainbow Dash grinned mischievously. "Come on Everypony smile smile smile, Fill your heart up with sunshine, sunshine, All I really needs a smile smile smile, from these happy friends of mine!"

The guard got up angrily. The other guards were fidgeting around, but they got up as well.

"Hey take it easy! She's not gonna be our problem for much longer." One of the guards reasoned.

Wind came out of the guard's nostrils as he sat back down. "No more of this funny business."

The wagon touched down in Cloudsdale. The doors opened, and Rainbow Dash was led out. She looked up at the towering cloud structures. "Home sweet home."

Then she saw it. The hideous Cloudsdale Penitentiary. A massive, misshapen blob of sinister intentions. Rainbow shuddered.

The truth was, even as she tried to joke with the guards, she was terrified. This place was as intimidating as they get. The guards led her towards the massive doors. There was a slow creaking as they opened.

Inside was cell block upon cell block. All seemed to go off into eternity. The guards marched Rainbow through. All around her, prisoners looked down and jeered.

Rainbow Dash closed her eyes.

"Oh look! It's the speed demon herself!" A convict shouted. "How you doing Rainbow Crash?"

Another of the inmates recognized her. He stuck his hoof through the bars.

"Hey Rainbow! Welcome to hell!" He laughed.

The inmates broke out into a chant of "RAINBOW CRASH! RAINBOW CRASH!"

The guards led Rainbow to her cell. A small one window room with nothing in it but a cot. Rainbow shuddered again.

The guard unshackled her legs, but left her wings strapped down. He turned and trotted out of the cell.

"Hey. Yo! You forgot my wings!" Rainbow shouted.

The guard turned and finally smiled. "Oh no. I didn't forget. Enjoy your stay."

Rainbow Dash collapsed onto her cot. The stone ceiling left much to be desired. She sighed.

"First day of the rest of my life." She moaned. She shoved her head into her pillow and wept.

Rainbow woke with a start. She had cried herself to sleep. It was now late in the evening. She looked around her cell. At least she didn't have to share it.

"Well look who it is." A venomous voice called out. Rainbow Dash's ears perked up. So familiar.

Gilda. Gilda the Griffon.

Dash got to her hooves. "Gilda? Is that you?"

Gilda sneered. "You look lost friend. I'm surprised. Didn't know you could do that to all your lame friends in Ponyville. Destroying their town and all..."

"I didn't do it." Rainbow Dash snarled.

Gilda rolled her eyes. "No. Of course not. You always were a loose cannon Rainbow. No surprise where you ended up."

Rainbow Dash punched the bars. Gilda backed up.

"I told you I didn't do it."

Gilda punched the bars back. "Watch it prisoner. I can douse you if I want."

Rainbow Dash withdrew into the cell. "So what do you want?"

"Nothing. Just want to hang out with my buddy." Gilda said.

Rainbow Dash growled. "What you did to my friends..." She trailed off. They were not her friends anymore. They believed her to be guilty of a terrible crime. She never planned to see them again anyway.

"Alright. Let's hang Gilda. I...I don't have any friends left. They left me in here. I forgive you for everything."

Gilda was silent. Then she gestured to a guard. He opened the cell door.

Gilda trotted in. Rainbow Dash managed a weak smile. Gilda smiled back, then shoved her to the ground.

"You forgive ME?" She kicked Rainbow hard in the ribs. "You should be begging ME for forgiveness. You lame sellout!" She kicked again. Harder. Dash yelped in pain.

Gilda laughed. "It's gonna be fun being your warden. Catch ya later RD." She turned and stormed out of the cell.

Rainbow Dash groaned and crawled onto her bed. Life in prison had just gotten much longer.

The days seemed to be infinite in Cloudsdale Penitentiary. Two weeks had gone by since Rainbow Dash first arrived. And she was truly miserable.

Today she loitered around her cell. She had found another rubber ball to bounce around. But Gilda had quickly caught wind and taken it from her.

But today she had visitors. She was surprised to find her old friends from Ponyville at her cell door.

Rarity and Twilight Sparkle.

Twilight greeted her with a cheerful smile. Rarity shuddered.

"Oh darling! That shade of blue does not work for you at all!"

Rainbow Dash looked down at her prison blues and laughed. "Wouldn't wear it if I didn't have to."

Rarity went up the a nearby guard. "Sir? Is it possible I could make some...fashionable edits to my friends prison uniform?"

The guard pony looked at her with an incredulous expression upon his face. Then he slowly shook his head.

"Uf. Fine." Rarity went back into the cell. "Let's forget about that, shall we?"

"We have something more...pressing to talk about." Twilight said.

"Lay it on me." Rainbow replied, happy to be back in the company of friends.

"Well...Spike is still missing." Twilight said.

Rainbow's mouth gaped. All this time spent feeling sorry for herself. She had never even considered the whereabouts of Spike.

"Well...do you guys have any ideas?"

Twilight looked at her. "Well...I was kinda hoping you'd tell us."

Rainbow Dash furrowed her brow. "What? I don't..." She trailed off, realizing now the falsehood of their visit.

"Those rock things took him. Maybe you know where they're keeping him?" Twilight managed uneasily.

Rainbow Dash felt her heart break again. She suddenly felt faint. She swayed. Her two friends ran over to help her keep her balance.

"Don't touch me!" She snarled at them. "You're here to interrogate me? Is this some kind of cruel joke?"

"Look, we really miss Spikey Wikey." Rarity said gently. "We just want to know where he is. And that he's safe."

"If I could tell you, I swear to Celestia I would." Rainbow Dash growled. "But I have no idea."

Twilight felt a twinge of anger. "Rainbow Dash. I don't care why you snapped. I really don't. And I do understand. But please. Spike is my oldest friend. Tell me where he is."

"I don't know."

"TELL ME WHERE HE IS!" Twilight shouted.

"I DON'T KNOW!" Rainbow Dash shouted back.

Twilight calmed down. "Please Dash. I need to know he's okay."

Rainbow Dash looked at her and fell back on her bed. "So do I. But I don't have any idea. I scouted out looking for him. And then I...blacked out. I woke up back in town. And I got sent here."

Twilight looked at her intently. Rainbow could tell she was trying to believe her story. Trying.

"Rainbow. Please..."

"Twi, I told you everything I know. If that isn't enough then feel free to leave." She pointed a hoof at the door.

Twilight looked at her, then shuddered in disgust.

"Who are you? I don't even recognize you anymore. You've lost it Rainbow Dash."

Rarity and Twilight turned to leave. The guard slammed the door behind them. Rainbow Dash got up right against the bars to see her friends one last time.

"Say hi to the others for me okay?"

Twilight sighed, then nodded. A tear came to her eye.

"You were the best of us Rainbow Dash. And you wasted your potential. You wasted our friendship. How could you do this to us?"

Rainbow Dash felt no more kindness towards this pony. Only anger.

"It doesn't matter what I say anymore. You won't believe it. Get out."

Twilight and Rarity trotted away slowly. Twilight stopped and turned.

"You. The element of Loyalty. Now THAT is a cruel joke." She turned and left the heartbroken Rainbow Dash in her cell.

The cafeteria was brutal. She was jeered every time she entered. Her words before had been all too true.

Everypony in Equestria had heard of her. Especially the residents of Cloudsdale pen.

And being a speed demon on the outside didn't get you much respect on the inside.

Today she trotted over to her bench where her food was already waiting for her. It was terrible. Worse than the hospital food she'd eaten when she broke her wing a few months ago. But she ate it. It was all she got.

"Hey! They spelled your name wrong on your shirt. Never seen Crash spelled with a D."

An uproar of laughter came from that table. Rainbow Dash ignored them and began eating.

"HEY! HAS BEEN! I'm talking to you!"

Rainbow Dash continued eating. The convict got up and trotted over to her. She turned.

"Can I help you?"

"Hey Rainbow Crash. Somepony wanted me to ask you. How's Ponyville?"

Rainbow Dash bit down on some of the stale bread. "Fine. A bit boring but fine."

"So why'd you torch it?" The convict asked.

"I didn't." Rainbow Dash replied through gritted teeth.

The convict laughed. "Yeah. Sure. Cause that's illegal. And nopony in here has ever done anything illegal. But seriously daredevil, you gonna torch a town just because somepony took ya record from you?"

Rainbow Dash put down the plate of food. "You should go."

The convict laughed. "You're funny. But really. I used to have a pet goldfish. Wish he was still around. Could probably beat you in a race..."

Rainbow Dash turned and punched the pony in the face. He collapsed to the ground.

The other table erupted. Rainbow got up on her hind legs and put up her hooves. "What? You want some too? I'LL TAKE YOU ALL ON!!"

They charged. The guard ponies stormed the cafeteria. Rainbow punched out a couple oncoming convicts. But the guards knew who had started everything.
Rainbow Dash was tackled to the ground. Shackles were placed around her hooves. She didn't fight back.

Gilda threw her into her cell, not even bothering to take off the shackles.

She groaned as she tried getting up. It was hopeless. She couldn't move her legs. She couldn't move her wings. Despair and rage overcame her.

She began pounding the floor in frustration. There was a banging at the door.

"Hey Dash. Knock it off. You got a visitor."

An old, grey pegasus trotted in. His face was wrinkled with age. His coat was rough and frayed. Rainbow Dash looked at him closely, and smiled when she recognized him.

"Titan!"

The old pony rubbed Dash's mane affectionately. "It's been too long champ. I heard you were in here. Figured I had to come see you."

"Thanks. Seriously. I needed to see a friendly face."

Titan looked down sternly at the pegasus as she struggled to get up on four hooves. "So you got yourself in some trouble huh?"

Rainbow Dash looked down at the floor. "You believe them too."

"Well you always were a bit wild, kid." Titan said, laughing. "But no. The little Dashie I know would never do what they say you did."

Rainbow Dash sighed. "This really does mean a lot to me. You showing up. Nopony's come to visit me. I mean...none of my friends. They're all afraid I'll go crazy or something."

Titan looked around at her surroundings. "Going crazy can't be that hard in a place like this."

Rainbow Dash felt a wave of hopelessness overcome her. "I'm not getting out of here am I?"

"Well I'm not really the pony to put in a word. I ain't nothing to anypony. I just figured...he would've wanted me to check in on you. Make sure you're okay."

Rainbow Dash collapsed onto her bed. "Yeah. He would've..."

Titan winced, realizing he'd brought up a touchy subject.

"Well how's the food?" He offered, pathetically trying to change to a better topic.

Rainbow Dash managed a laugh. "Oh it's worse than you're cooking."

Titan laughed now too. "That's pretty bad!"

The two of them laughed together in the tiny cell. Rainbow Dash stopped to catch her breath. It occurred to her how long it had been since she'd laughed.

"This place...it's so...degrading." She said. "I hate this place. More than anywhere I've ever been."

Titan nodded. "I know kid. I know. I'm doing everything I can to get you out. But...I just can't do much."

Rainbow Dash nodded. "Thank you."

"Don't thank me. I told you I can't do much..."

"No, not for that. For...you gave me a home. And you gave me love and support. All those years dealing with my attitude. And I never thanked you for it. I guess it takes living in a place like this to realize how much all that stuff is worth."

Titan smiled. "You're welcome Dash. And if you get out, feel welcome to stay with me. My doors always open. Now I gotta go. Training some filly's how to fly."

Rainbow Dash smiled. "Go ahead. And don't worry about me. I'll be fine."

Hours after Titan left, Rainbow Dash felt the frustration building again. She began pounding her hooves against the walls of her cell.

"Alright! I get it! I'm not supposed to get into fights! Now take these things off!"

She heard a flapping sound. Then claws hitting the ground.

"Dash. Shut up. I'll take em off when you learn who runs this place."

"You! You run this place!" Rainbow shouted. "I'm sorry alright?"

Gilda sighed. "Here's the thing. I think you're just saying that. Trying to talk your way out of this. This is my house Dash. You can't talk your way out of those shackles unless you're sincere."

There was a pause.

"I run this place. Here's something to help you remember. Douse her."

Ice cold water began spraying onto the bed where Rainbow Dash lay. She looked up to see another guard with a hose, grinning.

She sputtered as the water hit her. Frigid.

It was already cold in the prison. Now it was freezing.

"I think she catches my drift." Gilda sneered. "Shut it off."

The water stopped. Rainbow Dash collapsed to the floor, still coughing up water that she had inhaled.

"Sorry 'buddy'. But you looked like you needed an extra shower." She turned and trotted away, cackling with glee.

Rainbow Dash shook violently on the floor. Her blanket was soaked. She lay in the puddle of water, desperately feeling for warmth. But there was none.

The water ran down her mane. She huddled next to her bed, teeth chattering from the cold. She felt her eyes closing.

"It's...not...fair." She protested weakly.

"Life ain't fair." A familiar voice replied.

Rainbow Dash snapped to attention. "Who? Who's there?"

"You know who I am squirt. Don't try that with me."

A blue pegasus with a green mane was standing at the cell door.

Rainbow Dash got to her hooves, chains jangling as she did.

"What is this?" The pegasus demanded. Rainbow Dash stammered for a response.

"I tell you what it is. It's a waste. So much potential. You could have been famous kid. Instead you...you've ruined your life."

Rainbow shook her head. "No daddy. I swear I didn't...I didn't do what they say I did. I swear."

"You're a bust squirt. Tell me why. Why I wasted my time with you. Trying to train you. Perfect you. When you throw away my lessons like this. TELL ME WHY!"

Rainbow Dash began sobbing. "I tried daddy! I really did! I just couldn't."

"You cost me so much Dash." The pegasus snarled. "You cost me everything. And you've failed, consistently, throughout your life. You WERE SUPPOSED TO BE SOMEPONY!"

"I am! I am somepony!" Rainbow Dash whimpered.

"No you're not. You failed to be a good friend. You failed to be a hero. You failed to save my life."

The pegasus suddenly burst into flames. Rainbow Dash stared in horror as her father burned. She reached out to save him. He cried out in pain and began rolling around on the floor. Dash looked around her cell desperately for something to put out the fire. But she was too late. He disintegrated into dust.

Suddenly, her coat caught fire as well. She cried out for help as the fire spread across her body. She writhed on the floor in agony. The fire consumed her.

Her eyes snapped open. She was on the floor. Still soaking wet. Somepony had removed her shackles as she slept. She had been dreaming.

Rainbow Dash had tears in her eyes. She was out of breath.

She rubbed her coat, relieved that the fire had been but a dream. She stared at the spot where her father had stood. Her breathing became heavy. She closed her eyes and shook her head, expelling the thoughts from her mind.

She had enough problems right now.

The moon shone through the bars of her cell, casting a ghostly shadow upon the floor. Rain had begun pouring down on Cloudsdale. Thunder and lightning followed it.

Rainbow Dash looked out at the wet world beyond her cell. She always loved storms like these.

The raw power. The sound of the heavens booming down on the earth. But now it only haunted her.

Thoughts swirled around her head. But one thought kept recurring.

She needed to get out.

Freedom

Chapter 7: Freedom

Dark clouds continued to form around Cloudsdale. Whoever had taken over as weather manager was not doing a very good was a knock at the cell door. She turned around. It was Princess Luna.

Rainbow Dash mock bowed. "Princess Blowhard."

The guards immediately charged up their horns. "We'll punish her for her insubordination Princess."

Luna put up a hoof. "That won't be necessary."

"I guess you want me to confess too?" Rainbow Dash inquired.

Luna shook her head. "No. I'm here because you need me."

Rainbow Dash arched an eyebrow. "Who said I need you? I love this place. It's like a summer home. I mean it's a bit bland but who needs color...or ventilation? Or privacy? Or freedom not to be beaten up by your ex best friend who somehow got a job as a prison guard. I tells ya this place is great!" She collapsed onto the bed. "Just needs a couple clouds and it'll be just like home."

"I understand you're upset..."

"Upset? No. I'm not upset. I'm fine! This place was built for me! The water, the stale bread, the complete lack of cleanliness. Were you planning to keep me here ahead of time? Because I tell you it's like a hotel that's been prepared for my needs! It's so convenient!" Every word dripped with sarcasm.

"Rainbow Dash I understand..." Luna was listening to the tone in Rainbow's voice. It was mostly that of anger. But a hint of something else. Fear. She was afraid. No. She was terrified. This prison had even the fearless Rainbow Dash terrified.

Rainbow smiled. "And you know what the best part is? I am going to spend the REST OF MY LIFE! In this beautiful little room they made for me. Where I have so very much room to MOVE AND STRETCH MY WINGS!!" She gestured to her restrained wings.
"Every time I want to eat, I get to walk in and get my flank kicked by much bigger ponies than you have EVER SEEN! And I'm never going to see the light of day ever again. Except through this little window here. Oh yeah and my "friends" hate me! And my hometown thinks I'm some kind of freak! But other than that NO I AM NOT UPSET!"

Luna shook her head. "They don't hate you. No one hates you. They may fear you..."

"Oh well that's okay." Rainbow Dash snapped. "I've always wanted my best friends to fear me. "

"Rainbow..."

"Shut up alright? I know you're trying to make this better. But ponies aren't supposed to fear me. They're supposed to love me! They're supposed to be impressed by me! They're supposed to be amazed by me! You're the one everypony fears, not me!"

Luna backed off, hurt slightly by Dash's words. Rainbow Dash saw it and relented quickly.

"I'm sorry princess. This place is just...it's changing me. And I'm..." She trailed off. "Well..I'm scared."

Luna shook it off. "It's okay Rainbow Dash. I understand."

"Just...please...please believe me." Rainbow Dash pleaded.

Luna leaned down next to her. "I believe you Rainbow Dash. I don't think you are capable of this. I don't think Celestia thinks that either. But she's under a lot of pressure right now. The ponies in town feel safe with you locked up in here indefinitely."

Rainbow Dash punched her pillow viciously, causing feathers to fly everywhere. "I DIDN'T DO ANYTHING! HOW CAN NOPONY UNDERSTAND THAT?"

"I'm sorry Rainbow Dash. I promise you. Celestia will not keep you here for life. Maybe a couple months more..."

"A COUPLE MONTHS? I WANT OUT NOW!" Rainbow shouted. She threw the ruined pillow to the ground.

Tears of frustration came to her eyes. "I can't believe this. How did all this happen?"

Luna leaned down to her. "I'm going to find out Rainbow Dash. Have faith. I'm working on it."

With that she turned to leave.

"Princess wait."

Luna turned around. "Yes?"

"Thanks for visiting." Rainbow Dash stammered through panicked tears.

Luna nodded and turned to the guards. "Get her a new pillow."

Weeks and weeks went by. Fluttershy had come by to visit. But she wasn't able to cheer up the angry Dash.

The sky seemed to get darker and darker every day. And the great prison was changing Rainbow Dash.

Fluttershy had been nice. As always. She had treated Rainbow Dash with more kindness than she could remember.

But none of it brought her comfort. A piece of her was dead while she was inside.

Every day, the raw, powerful rage she had contained for the last seven years came closer to bubbling to the surface.

She looked out through the bars one day. And it happened. The Wonderbolts flew overhead.

Rainbow Dash watched them loop over the Prison.

Her hopes. Her lifetime aspirations. She had dreamed, yearned to one day join them. It hit her now how small her chances had become. She'd never slip on a Wonderbolt flight suit. She'd never spin and twist through the air to thunderous applause. The dream was dead.

She started to shake. Tears of rage came to her eyes.

She began assaulting the bars. She punched and kicked and bit at them.

Gilda came into the cell. She opened it and tried grabbing Rainbow.

But Rainbow was too angry to be contained. She turned and punched the griffon in the face.

Gilda was temporarily stunned. Upon regaining her senses, her face contorted in fury.

"You didn't."

"I did." Rainbow Dash smirked.

Gilda took a swing at her. Rainbow dodged and threw her to the ground. Gilda was surprised at the sudden resistance.

"You're gonna regret this." She hissed.

"Make me." Rainbow taunted. Gilda got up. This time she got in a hit.

She knocked Rainbow back. Rainbow got up on her hind legs and began viciously attacking her old friend. Hooves landed with concussive force against Gilda's body. Gilda tried blocking, but Rainbow Dash was far too enraged to have her hits deflected.

Gilda was thrown back onto the bed. She got up, truly rustled now.

Rainbow Dash paused. Her anger had taken over. She hesitated for a moment, relenting her decision.

Gilda picked her up and hurled her against the cement wall. Rainbow grimaced as she fell to the floor.

"Knock it off!" Gilda crowed.

Rainbow Dash winced as she got up. She felt a strange sensation in her back.

Gilda reached down and pulled Rainbow up by the mane.

"If you were anypony else, I'da killed you. So don't you dare lay a hoof on me again." She shoved her head down.

Gilda left the cell and slammed the door shut. She hadn't noticed.

Rainbow Dash turned and grinned. The straps. They had broken. Her wings were free.

Rainbow Dash looked at the concrete wall. It was all that stood between her and freedom. She set out strategizing.

Gilda continued on her rounds. She figured she'd check on Rainbow's cell. She needed a good laugh at her expense. Mocking inmate's lack of freedom had become a joy of hers.

"Hey Rainbow? Didn't see you at dinner today. You scared? I'm not gonna bust you up yet loser..."

She saw a cyan blue hoof. It was up against the bar. Gilda arched an eyebrow. "Hey Dash! What are you doing?"

Dash had her wings extended through her prison uniform. Her leg was there to provide leverage.

"How did you...no! NO!"

Rainbow Dash smirked. She extended her body, flexing all her muscles in her wings and legs.

Her leg kicked back, causing the bar to buckle. Her entire body shot forward rapidly.

There was a rainbow colored flash and a sonic rainboom exploded inside the cell. Gilda was blown back by the force of the blast.

She got up as the smoke cleared. The first thing she saw was the ruined bar where Rainbow had pushed off.

The smoke revealed the second thing. A gaping hole in the cell wall.

Gilda groaned. "You've got to be kidding me. EVERYPONY ALERT! WE HAVE A BREAKOUT!"

A single ray of sun seemed to shine on Rainbow Dash at that one moment. She was bathed in a warm glow. She laughed weakly.

Freedom.

The sun quickly fell behind the clouds again. The sky became grey. Rainbow Dash shuddered. Then she sped towards Ponyville just as an alarm went up inside the prison.

She grabbed her prison uniform, and summing up all her anger from the past month, she tore it off her body. Her cyan coat seemed to shimmer as it was once again became visible to the elements.

Her velocity built as she thundered downwards towards Ponyville. By the time the prison had gotten Pegasi in the air, Rainbow Dash was long gone.

Rainbow Dash landed in Sweet Apple Acres. Her wing cramps had forced her to make a landing. She hadn't flown in a month. Her wings now ached from being called upon after so much inactivity.

But this was the last place she would've chosen to land. She wanted to avoid the other ponies, and get some supplies together. Then she would be off, searching for a new home, far away from Equestria.

She ducked around trees, making sure to avoid the occupants of the farm.

She dove behind a log as she spotted Applebloom in the distance.

She stopped to catch her breath. It hit her how ridiculous her situation was. She was hiding. From a filly. She shrugged. It was necessary.

Suddenly Applejack kicked the tree right in front of her. The apples fell to the ground. She gathered them in her basket. She looked up and locked eyes with Rainbow Dash. The apples dropped.

Rainbow Dash darted away. Applejack dashed off after her. "Hold up their trigger!"

Rainbow Dash kept running. She couldn't handle facing her former friend. Not now. But just as Rainbow Dash dominated the skies, Applejack dominated the earth. She dove and tackled Rainbow to the ground.

"Alright. You're gonna talk. Why did you do this? Why'd you leave us to those rock people? And where in Equestria in Spike?" She pinned Rainbow hard to the ground.

Rainbow Dash growled. "I didn't do it AJ. Why can't you get that?"

"Because I saw you. I saw you with my own eyes. I saw you sell us out. Now you're gonna tell me why."

Rainbow Dash kicked, sending Applejack sprawling back. "I don't have time for this. I gotta dash."

She extended her wings to take off. Applejack bit her tail and pulled her back to the ground.

"Oh no you don't. You're gonna sit right here, and you're gonna explain to me why you destroyed my...I mean, OUR home."

"Read my lips Applejack. I. Didn't. Do it."

She turned to trot away. She prepared to take off.

Applejack grabbed her again. This time, Rainbow's rage got the better of her.

She turned and punched Applejack in the face.

Applejack blinked and looked around, shocked at what had just happened. Her face hardened up again. "I don't want to have to fight you RD."

"Then leave me alone." Rainbow Dash snarled. "I'll leave. You'll never have to deal with me again. Just leave me alone. Let me be on my..."

"No you're not. We're gonna talk this out. Or you're going back to jail."

She grabbed Rainbow's leg. Rainbow lashed out, hitting her again.

This time Applejack roared, and kicked Rainbow Dash with her rear legs.

Rainbow was sent sprawling back. Her eyes rolled around a bit from the concussive force.

"Please Rainbow Dash. Come with me. We'll work everything out..."

Rainbow Dash grabbed Applejack. "Look at me. I swear on our past friendship. To Celestia. To Luna. To my father. I didn't do it. Nopony else believes me. Please...believe me Applejack."

Applejack looked at her friend's pleading face. "Alright Dash. I-I..."

"Do you believe me?" Rainbow Dash demanded.

"I-I'm trying to." Applejack conceded. "It's just...I saw you Rainbow Dash."

Rainbow Dash felt like she had been punched in the heart. This was becoming pointless. Attempting to reach out to friends who were no longer friends.

"Goodbye." She said, throwing Applejack back. "If it means anything...I'll miss you. And I hope you find Spike."

Applejack didn't try to stop her this time. Rainbow Dash took off for her cloud home.

The cloud home seemed untouched. Of course. Whoever had set Rainbow Dash up wouldn't destroy her house.

She slowly trotted through the door. At the end of the hall was her bedroom. She flew into it and immediately went to the closet.

The Wonderbolts suit was still there. And so was the element. They hadn't taken it from her.

She slowly lifted the element of loyalty out of it's case. It sparkled in front of her. A red lightning bolt. So much history involved in this little necklace.

She placed it around her neck. She felt it's warmth immediately. It felt so natural, here, being worn by it's guardian.

But suddenly it became cold. The red lightning bolt lost it's color, and the necklace suddenly began falling apart. It turned into golden dust, the red lightning bolt cracking to pieces.

Rainbow Dash looked at it in shock. It had disintegrated. She shook as she sifted her hoof through the remains.

"No. No. This isn't happening. I am the element. Why would it...?"

She considered whether her treatment of Applejack had caused her to lose her element. This element gave her such a sense of purpose. She remained in shock as she lifted up the red fragments of the lightning bolt.

Suddenly there was movement all around her. An alarm had gone off during her escape. The town knew now.

Pegasus ponies surrounded the house. "Come on out Rainbow Dash! No point running!"

"Who said anything about running?" Rainbow muttered under her breath.

She blasted through the roof and burst into the daylight.

She accelerated towards the clouds. The other pegasi followed. She smirked. The speed. The adrenaline. It was all back.

She swerved through the cloud and was bathed in sunlight. She put her two hooves forward and prepared for a sonic rainboom.

Suddenly another Pegasus appeared in front of her. Thunderspark.

She let out a yell of alarm. She ducked to avoid colliding with him. "What is wrong with you?" She shouted.

"Touch down. Now." Thunderspark said as seriously as he could manage. Rainbow Dash smirked.

Then she did a barrel roll through the clouds. She was back in the darkness.

The other ponies had lost sight of her.

She was inside the clouds now. She fought off the water and moisture that tapped against her coat and face.

She turned. Thunderspark was still on her tail. She banked left, out of the clouds and screamed towards the ground. A sonic cone began to form in front of her.

She felt a tugging at her tail. Thunderspark.

"You just don't quit do you?" Rainbow shouted.

"I learned from the best." Thunderspark shot back. "Touch down in town center."

Rainbow Dash laughed. "That a joke?" She kicked him off her tail and kept accelerating towards the Everfree Forest.

Thunderspark was still gaining on her. She turned and yelled at him to back off. He made a forward gesture.

Rainbow Dash looked ahead. A tree. Right in her path. She turned to avoid it but it was too late.

She slammed into the tree full force. The tree was uprooted and hurtled through the air. Rainbow Dash felt her wing compact as she made contact. She bounced off and crashed to the ground.

The pain was excruciating. Rainbow Dash tried her best to hold it in, but she began moaning from the intense pain.

Her left wing had broken. She winced as she got up. Thunderspark touched down behind her.

Before she could think, he had shoved her behind a bush. "Listen to me. You've got to be quiet."

But this warning was still not enough to shut Rainbow Dash up. She whimpered in pain. Thunderspark put a hoof over her mouth.

"Shhh! I'm here to help you. But you have to shut up."

Rainbow Dash tried to stop moaning. Two more pegasi landed where she had crashed. They looked around and noticed the uprooted tree laying about twenty feet away. They looked around a bit more, then left.

Thunderspark took her hoof off of Rainbow's mouth. "Okay. You're hurt."

"NO KIDDING!" Rainbow Dash hissed through gritted teeth.

"I'm going to make it better. But you need medical attention."

Rainbow Dash grabbed Thunderspark's silver mane. "No. I'm not going back to Cloudsdale Pen."

"I didn't say you were going back to Cloudsdale pen." Thunderspark snapped. "You jump to conclusions too quickly."

"Just shut up and make it better!" Rainbow Dash growled.

"Alright. I need you to roll over."

Rainbow Dash obliged, uneasy about what was going on.

Thunderspark reached into his saddlebag and pulled out some medical tape.

"This is going to hurt. I'm sorry. But if you want the wing to heal this has to happen."

He picked up the broken wing, feeling around for the bones, and slowly maneuvered it back into it's socket.

Rainbow Dash shoved her hoof into her mouth to keep from screaming.

The pain was too much to bear. She began squirming.

"I'm sorry. I'm doing this to help you." Thunderspark insisted.

There was a pop and the wing went back into the socket. Rainbow Dash let out a pained roar. She continued growling as Thunderspark wrapped the medical tape around her midsection, pinning her wings to her back.

"Why'd you do that? So I can't fly away?"

"No. So you don't try to fly away and cause permanent damage to your wing. Once again, I only did this to help."

Rainbow Dash took in deep breaths. She relented. "Thank you. Thank you Thunderspark. You didn't have to do that."

Thunderspark shrugged. "Well, believe it or not, I do care what happens to you."

There was an awkward silence between the two, both trying to avoid showing genuine emotion. "So what are you going to do now?"

Rainbow Dash looked back at Ponyville. "I don't have a home here anymore. I have to run away. Find someplace else that will take me. Somewhere far from Equestria."

Thunderspark seemed strangely saddened by these words. "I see. I'm sorry it had to be this way. If it helps...I don't believe it was you. I know you too well."

Rainbow Dash nodded. She looked into Thunderspark's eyes. "Well I should probably get going."

"Wait. I have something for you." He reached into his saddlebag and pulled out a map. "This forest is very dangerous. But considering all the attention that's on you, it's probably the only way out of Equestria. There is a path here. It's clearly marked."

"Who marked it?" Rainbow asked.

"My father. We used to take this path all the time. Stick to this path. You'll be safe. Do not deviate from the path."

Rainbow Dash nodded, remembering to force down any strong emotions. "Alright."

"Hey. Take care." Thunderspark pulled Rainbow Dash into an embrace, taking care to stay away from her wing.

Rainbow Dash nodded and patted him on his shoulder. She heard sniffling.

"Are you...crying?"

Thunderspark quickly shook his head. "Nah. Of course not. Are you?"

"Pffft. Look, Sparkbrains, I didn't get where I am now by crying." Rainbow said, doing her best to puff out her chest despite the pain.

Thunderspark laughed. "Well where are you now?"

Rainbow paused and nodded slowly. "Good point Sparky. I guess...it's been fun. Maybe I'll see you around someday."

Thunderspark nodded, sniffling again. Such words rang false. They knew they'd never see each other again.

She turned and trotted off down the path. Thunderspark watched her go, then turned and flew back towards town.

Rainbow Dash didn't know what to make of what had just happened. Thunderspark being nice to her. It was odd. I guess that's what saying goodbye forever does to somepony, she thought.

"So. We going on an adventure?"

Rainbow Dash jumped five feet in the air. She turned to see Scootaloo trotting up behind her.

Rainbow Dash shook her head. "No. You go home."

"But Rainbow Dash!"

"No. No buts. This is a trip I have to make alone squirt."

Scootaloo sat down on the ground. "I'm not moving."

This resistance raised an eyebrow. "Oh really? You're not moving? Well goodbye then."

She turned around and kept walking. Scootaloo ran after her. "Hey wait!"

"Why are you following me?" Rainbow Dash demanded.

"No reason." Scootaloo said. "I just thought you were going on some adventure. And you know how I want my cutie mark right? Well I heard your chances of gaining a cutie mark go up 20% if you go on an adventure! So here I am."

Rainbow Dash shook her head. "No. No. You gotta go squirt. This is a grown up adventure."

Scootaloo looked down at the ground. Rainbow Dash turned to leave. Scootaloo decided now was the best time to speak the truth.

"I don't have anywhere else to go." She whispered.

Rainbow Dash stopped, her ears flattening. She turned around. "Come again?"

"I don't have anywhere else to go. The foster home got destroyed in the attack. I've been staying at AJ's for the past few weeks."

Rainbow Dash sighed. "There has to be some place. Some family..."

"I don't have any family. You're...kinda the closest thing I have to a...family."

These words made Rainbow Dash pause. "I...I don't..."

"Nothing against AJ. But she's got her hooves full repairing the farm and taking care of Applebloom. She doesn't need an extra filly to look after. Especially a hooffull like me."

Rainbow Dash closed her eyes and looked away, remembering the time she used this word to describe Scootaloo. "This might be a dangerous trip."

Scootaloo jumped up in her face. "Oh no I don't mind! Danger is my middle name!"

Rainbow Dash smiled and puffed out her chest again. "You mean MY middle name? Rainbow Danger Dash?"

Scootaloo nodded enthusiastically. "Of course Rainbow Dash!"

Rainbow Dash winced and looked away again. "Alright squirt. I guess I need a sidekick now. I can't fly."

"Oh that's okay, neither can I!"

Rainbow Dash smiled again. "Well we better get moving Scoots. You bring any food?"

Scootaloo shook her head. "No. Sorry RD."

Rainbow shook her head dismissively. "Great. We'll just have to find our own food now. Let's get moving."

And so the two pegasi set off deeper into the Everfree forest. Rainbow Dash thought it over in her mind. The sun was setting now.

She looked back at Ponyville. The town she had lived in for almost a decade. She looked at Cloudsdale, hovering above it, the place where she was born and raised. And she knew she had to say goodbye.

But it felt unfair of her to tell the youngling that they would never see it again. So she simply nodded at it, holding back the tears, and continued on into the forest, her young accomplice in tow.

Dreams

Chapter 8: Dreams

Thunderspark had been summoned to Princess Celestia's palace in Canterlot. After waiting a short time in her grand hall, he was escorted in.

"You wanted to see me?"

Celestia looked down at him. She had often looked so serene. So heavenly. But today she wore an unusual expression. One of fear. And uncertainty.

"You are the fastest pony in Equestria. I was in attendance the day you claimed that title."

Thunderspark nodded, blushing slightly. "Thank you madame. I did my best."

Celestia nodded. "Of course. And I'm going to need you to do your best again."

Thunderspark bowed to her. "What would you have me do?"

Celestia turned to an orb floating before her. "Two of my subjects are on the run in the Everfree forest. I cannot seem to find either of them. And I believe you know one of them."

Thunderspark rolled his eyes. "Yeah. Rainbow Dash. We know each other too well."

Celestia sadly nodded. "She has been one of my more troubled subjects. And I am aware you two have a history?"

Thunderspark nodded. "Yeah. And what a history it was."

Celestia arched an eyebrow. "Explain."

Thunderspark shrugged. "We went to flight school together."

"Were you friends?" Celestia inquired.

Thunderspark snorted. "Friends? No. We argued constantly. Actually got into fights once in a while. She is...a bit of..."

Celestia nodded. "Yes? Feel free to speak your mind."

Thunderspark laughed nervously. "Well quite frankly...she is a narcissist, a grand example of laziness, a ridiculously competitive tool, and just, really not the nicest pony you'll ever meet. Not to mention her arrogance..."

"I see your point." Celestia said. "But I have heard that you believe her to be innocent?"

Thunderspark looked down at the floor, choosing his words carefully. "No. She's all the things I just mentioned. But she's...it just isn't something I can imagine. I don't think she could have done those things."

He wondered what Celestia's reaction would be. The ruler was normally quite calm when dealing with discourse.

"I...I'm actually beginning to agree with you. This is uncharacteristic of her. She's always been loyal to me. And while troubled..." She turned towards her orb. "I need you to put together a team. Six or seven ponies. Head into the Everfree forest after her. She has a filly with her."

This grabbed Thunderspark's attention. "A filly? Who?"

"Scootaloo. She's with Rainbow Dash. But I cannot locate her either. I need you and your team to go find them. Do you understand?"

Thunderspark nodded. He turned to leave.

"Before you go Thunderspark, understand this. I understand you have...feelings for Rainbow Dash. I hope these do not interfere with your operations."

Thunderspark turned slowly and told his princess a lie. "No fair princess. Just a...a rivalry. I'll bring her in."

Rainbow Dash continued along the dirt path through the Everfree Forest. She had shared few words with her filly companion. She seemed rendered speechless just being in her presence.

They had been walking for several days. The filly was definately showing signs of tiring. Rainbow Dash had grown irritated by her being there.

She had become somewhat bitter over the past month, and her temporary good nature that she had initially showed the filly had worn off. Now, to her, the filly took on a different form.

A pest.

How was she supposed to start over someplace else with this annoying filly sticking to her?

Prison had changed her attitude for the worse. Her tolerance for filly shenanigans was at an all time low.

The inevitable question was finally asked. "Hey Rainbow Dash? Can we stop for the night?"

Rainbow Dash turned around angrily. "What's the matter? You can't take walking a bit?"

Scootaloo shook her head quickly. "No! I love walking! It's my favorite thing ever! I'm just really tired."

"You signed up for this. You wanted to tag along squirt! This is my show! You want me to stop just because YOU want to sleep? That isn't how this works."

Scootaloo closed her eyes and nodded. "Okay Rainbow Dash. I can keep walking." The filly looked like she was about to pass out.

Rainbow Dash rolled her eyes and decided to be merciful to the persistent filly.

"Alright. I like your attitude. Let's settle down for the night."

Scootaloo yawned. She collapsed into the grass. Rainbow Dash pushed her towards a spot next to a pile of twigs and branches.

Rainbow Dash started rubbing the branches together.

"What are you doing?" Scootaloo asked.

"Trying to start a fire. In case you didn't notice, it's kinda cold out here."

The temperature had been strangely dropping. Even for nighttime it was cold. It was summer. This type of temperature drop made no sense.

Rainbow Dash shrugged this off. She focused on starting the fire.

After grinding the sticks together, her frustration mounted. She whittled away at them before finally hurling them on the ground.

"The sticks don't work."

Scootaloo looked at them carefully. Then she picked them up and struck them together. They lit immediately.

Rainbow Dash let out a slight growl. "You have got to be kidding me."

"Applejack taught me how. It's really easy. You just..." Scootaloo saw by Rainbow's expression that an explanation wouldn't help anything.

She went back to reclining on the ground.

Rainbow Dash sighed and collapsed to the ground next to her. She knew she was snapping at the child. And she knew it was unfair towards little Scoots.

"Why are you out here Scootaloo?"

Scootaloo shrugged. "I don't know. Nothing ever happens in Ponyville. I guess I just want to go out and have an adventure."

Rainbow sighed. "I hear ya kid. It isn't the most exciting place ever. Sometimes I wish I stayed in Cloudsdale."

Scootaloo nodded as she yawned. "I was born in Cloudsdale. My parents...left me behind when I was a newborn. Somehow I ended up in Ponyville. I mean...it could've been worse."

"Hold up squirt. So you've lived pretty much your whole life in Ponyville?"

Scootaloo nodded sheepishly. "Yup."

"So you've never been to Cloudsdale flight school?"

"Nope. Never been. If I had, I'd probably be able to fly by now."

Rainbow Dash snorted. "Can't believe you still can't fly. I mean, for future reference, you probably should learn before trying to mess up a Wonderbolts routine in a packed hoofball stadium!"

Scootaloo's ears flattened, and closed her eyes, hurt by Rainbow's words. "You still remember that huh?"

"Remember it? It was like a month ago. Yeah. It kinda stuck with me. What with how I smacked into the ground at mach 5 saving you and all."

Scootaloo continued looking down. "I'm...I'm really sorry Rainbow Dash. And I'm sorry I can't fly."

Rainbow Dash paused. She had been scolding the filly. But now it looked like she'd actually hurt her feelings.

"Hey look. You already apologized. It's okay. Sometimes...you just gotta take things slow."

"Take things slow? Have you ever taken anything slow?

Rainbow Dash waved her hoof. "Oh of course I...well..."

"No. Of course you haven't. You're the fastest pony in all of Equestria. And that makes me the slowest." Scootaloo pouted.

Dash awkwardly stumbled over words of encouragement. "Well...hey. You're young. You still have plenty of time to figure it out."

Scootaloo didn't respond. She was asleep. Rainbow Dash sighed. The conversation had become a bit more intense that she was comfortable with.

It all made sense now. Why she wanted Rainbow Dash to see her fly. She wanted to impress her. Rainbow Dash groaned at this irritating realization. She tried to think about other things.

As she thought about how long it had been since she had last slept, her eyes drooped shut. She dozed off.

22 years earlier

The hospital room was crowded. Doctors and nurses filing in and out. Lightning Dash waited outside, unsure whether or not to bother the doctors about the details of what was going on inside.

Cloudsdale General Hospital was the largest hospital in Cloudsdale, and one of the largest in all of Equestria. Even the self-confident Lightning Dash had to admit that this place intimidated him. With all it's bright lights and high tech equipment, not to mention the sheer number of patients and doctors.

"Uh, excuse me sir? My wife is in there. I was just wondering what's going on."

"Oh it's going to be okay Mr. Dash sir. She's holding in there. It appears she caught something during childbirth."

Lightning was unsure of what to do in this situation. He had been in quite a few adventures in his life. He was one of the most athletic pegasi in all of Cloudsdale. He had been a hoofball quarterback for years before an injury caused him to retire. He was a speed champion. Set a record at Cloudsdale Flight School that had been broken only by the great Ironwing himself.

And as such, he never expected to feel such fear, especially during the time of his baby's birth.

There was silence inside. Not even doctors spoke now. Dead silence. Lightning Dash felt something drop in the pit of his stomach.

"You're...Lightning Dash?"

Lightning got to his hooves. "Is everything okay?"

The nurse looked away. He was young. Inexperienced. And he came bearing the worst news of all.

"She...She caught some sort of bug. We don't know how it happened. But...look she doesn't have long."

Lightning was in shock. "What? Wait, what are you saying?"

"She doesn't have much longer..."

"You already said that! What does it mean?" Lightning demanded.

The nurse swallowed hard. "Well...she's gonna die."

Lightning Dash shook his head. "No. No she isn't. She was perfectly healthy when she came in here..."

"Yes I know. We believe it was a complication during childbirth. We're making her as comfortable as possible."

Lightning Dash shoved the nurse out of the way and went into the room.

Arrowhead lay there, sweat pouring from her head, soaking her mane. She smiled when she saw him.

"Hey there. I know you hate goodbyes but come on..." She joked.

Lightning Dash shook his head, more tears coming to his eyes. "What are you talking about goodbye? Nopony has to say goodbye. You're not going anywhere." His voice cracked as he said this. She was crying too.

She wiped his face. "No. I don't have time for tears baby. I need you to take care of dashie okay?"

Lightning nodded. "Of course. Of course I will. She's gonna grow up big and strong like me. And like you."

Arrowhead smiled. "She's gonna be the best there is Lightning. She's gonna be the best there is..."

Arrowhead faded away. The doctors came around and desperately attempted to revive her. Lightning Dash looked on in shock. His legs were shaking. He collapsed to the hospital room floor.

"Somepony help him up!" A doctor shouted.

They continued trying to resuscitate Arrowhead for almost an hour. She showed no response. Eventually the blanket was lifted over her head. Lightning Dash remained in the room. He sat staring off into space, trying to comprehend how this could have happened.

The doctor came in and paused when he saw Lightning. "Uh...I'm very sorry for your loss. We did everything we could."

Lightning nodded slowly. "What about the baby? Is the baby okay?"

"The baby is fine. She's perfectly healthy." The doctor managed a smile.

Lightning Dash did not smile back. "Thank you doctor. Can I see her?"

The doctor led him to the incubation chamber. There lay little Rainbow Dash, in her tiny incubator, feeling warmth for the first time.

After about an hour they took her out and wrapped her in a blanket. Then they handed her to Lightning. He looked down on the baby pony and smiled.

"You are gonna be the best there is. I promise."

Suddenly Discord appeared over Lightning's left shoulder.

"Guess you let him down Dashie."

Rainbow Dash snapped awake. She was screaming. She was clutching Scootaloo against her chest. Scootaloo was giving her a funny look.

"Um...are you okay Rainbow Dash?"

Rainbow Dash shoved her away and wiped the sweat from her brow. "Yeah I'm fine. It's time to move. Now."

Normally her laziness would keep her in bed for hours more. But now, she was terrified, and the adrenaline was telling her to get moving.

"But...it's like five in the morning!" Scootaloo whined.

"You got a problem with my wake up times? Then go back to Ponyville! I'm leaving now. Hope you can catch up!"

Rainbow turned and trotted away. Scootaloo was hot on her heels.

"I'm sorry Rainbow Dash! Wait up!"

Rainbow rolled her eyes. This kid was harder to get rid of than parasprites.

But she had other things on her mind. Like the fact that she had relived a long forgotten memory. And the fact that Discord was in it.

Discord. Perhaps he was behind this.

"So Scoots. How'd you sleep?"

Scootaloo was surprised at the question. "Uh...good I guess."

"Had any nightmares?" Rainbow inquired.

Scootaloo gave her a puzzled look. "I don't...think so. I can't really remember. Did you have a nightmare?"

Rainbow Dash shook her head. "Of course not. I never have nightmares."

Even the filly could see through that lie. "Do you want to talk about it Rainbow Dash?"

Rainbow Dash shook her head quickly. "No. Not at all. Forget I asked."

Twilight sat alone in her library. The other four were to come over soon.

When she had awakened this morning, she had been hit with a wave of regret. Over Rainbow Dash. Over everything.

The other four greeted her cheerfully and filed in. Applejack noticeably had a black eye.

"What happened AJ?"

Applejack sighed. "I don't want to talk about it."

Twilight nodded. "Girls, we screwed this one up."

"What do you mean?" Rarity asked.

"Rainbow Dash. We didn't handle her well. We should've shown her more love. Even if what we saw was true..."

"It was!" Rarity shouted. "She left us to die! What is all this sadness borne from?"

Twilight looked up at her, tears in her eyes. "She's out there somewhere Rarity. Alone. And cold. She's only got Scootaloo for company. She needs us now. And it's too late."

Fluttershy did not speak. She seemed emotionally on edge.

"I know some of us agree with me." Twilight said, gesturing to her. "It doesn't matter what she allegedly did. She's one of us. We should've been there for her."

Applejack nodded. "I definately could have been a bit more...delicate. Didn't mean to hit her or anything..."

"And now she's on her own. She could be dead already." Twilight let her emotion get the best of her for a moment. She punched the wall in frustration, sending a shot of pain through her hoof. She winced.

"What are you suggesting?" Rarity asked.

"We should go find her." Fluttershy said.

Twilight nodded. "We should. We must."

Celestia and Luna met in the grand hall of the Canterlot Castle. "Luna. I'm placing you in charge. There's something I need to do. I may not come back."

Luna was surprised. "Well...what do you mean you won't come back?"

"I need to get to the bottom of something. And if it's what I think it is...I won't be coming back."

"But...sis..."

"No. You have to be strong now. For Equestria. For me."

Luna sighed. "Could you at least tell me what you're doing?"

"I think Discord escaped."

Luna gasped. "But...then...let me go with you! If we both go, we could defeat him again!"

Celestia shook her head sadly. "We no longer wield the elements. The six from Ponyville wield them...I mean the five."

"But the two of us would stand a better chance!" Luna begged.

"And what if he beat us both? Who would lead? You must stay. Lead Equestria. I have to make one stop first, then I will go."

Luna was unprepared for this and she knew it. "Look, please. You stay. I'll go."

"No. You are not as powerful as I sister. You wouldn't stand a chance. I will do my best." She embraced her younger sister. "I love you. Always. Best of luck."

With that Celestia extended her massive, gorgeous wings and flew off.

Discord sat in his cave, pondering his moves as his army assembled itself. Grey Dash touched down behind him.

"Master. I come to report that my first mind hacking was successful."

Discord smiled. "Very good. Everything is falling into place perfectly. She's abandoned her friends. She's been abandoned by her friends. The division is successful. Now only Celestia remains in our way."

"So should I take care of Celestia?" The changeling asked.

Discord frowned. "You're job isn't done yet. Rainbow Dash's mind remains sane. You must continue to haunt her with these memories. Just in case she decides to come back. I want her mind...destroyed by guilt and remorse."

Grey Dash nodded. "Consider it done master."

Whiteout

Chapter 9: Whiteout

The path had opened up. The Everfree forest became plains. The ground had become frozen from the chill.

Rainbow Dash couldn't understand it. A month ago, temperatures had been scorching. Now, in the middle of summer, snow had begun to fall.

Scootaloo was starting to shiver from the chill. Rainbow was too, but she took care to hide it.

"Rainbow? Can I take a break?"

Rainbow fake moaned. "Fine. Take a break. I'll scout ahead."

She continued trotting along the path, keeping an eye on the resting Scootaloo. They had come across a bush filled with delicious berries. So for now hunger was not an enemy.

But boredom was. The Everfree forest kept going on and on. Finding these open plains was a relief.

Suddenly a vortex appeared before Rainbow Dash. Princess Celestia touched down before her.

Rainbow Dash prepared to bow, then stopped, remembering her lack of allegiance.

Celestia stepped forward. "Rainbow Dash. Do not be alarmed."

"Don't be alarmed? I know why you're here! You want to drag me back to Ponyville in chains!"

"No I don't..."

"I can't believe you did that to me! I DIDN'T DO IT! Do you not believe that?"

Celestia nodded. "I do now."

Rainbow Dash paused. "You-You do?"

"Yes. And now I want you back Rainbow Dash. I made a grave mistake. I believe Discord has escaped. And he's targeted you."

Rainbow's mouth gaped as she remembered the dream. Celestia noticed the expression on her face. "You have something you wish to tell me?"

Rainbow shook her head. "No. No it's nothing. Why are you here again?"

"I want you back." The princess repeated.

Rainbow laughed. "You want me...back? I never left. You left me. In a prison cell. If I hadn't broken out, I'd be in there for life."

Celestia kneeled down to the pegasus. "I know. I made a mistake. But your element of loyalty must be called into service. In case Discord has indeed returned."

Rainbow Dash shook her head. "Forget it. I'm done with Equestria. And I'm done with you. Besides I don't have the element."

Celestia raised an eyebrow. "You don't?"

"No. It uh...it's gone. Turned to dust. I guess loyalty just isn't my thing anymore."

Celestia was speechless. "I guess...I guess we've lost then. If we can't unite the elements..."

Rainbow Dash thought about her dream. "Look Princess. I...kinda lied when I said I didn't have anything to tell you."

Celestia smiled understandingly. "And that is?"

Rainbow shook her head. "I'm not gonna be useful for you. Discord is already in my head. He was in my dreams last night."

"Did you relive your memories in the dream?" Celestia inquired.

"Yes. Of my birth. Discord was in the dream."

Celestia nodded. "Yes. He's done this before. He entered Luna's mind thousands of years ago. It wasn't until we defeated him that the memories stopped."

Rainbow Dash sighed. "I'm sorry Princess. But I have to go my own way now."

"I know you feel betrayed..." Celestia began.

"I don't feel betrayed. I feel mistrusted. I didn't know that you thought me capable of this. But since you do, I gotta walk away."

Celestia sighed. "I can respect that. Goodbye my once loyal subject. Good luck on your travels."

Rainbow Dash nodded. "Yep. You too."

"And one more thing." Celestia said. "Discord will try to drive you insane. It's what he did to Luna. Some could argue...it worked."

Rainbow Dash thought deeply. "Nightmare Moon..."

"Don't let it happen to you Rainbow Dash. Toughen your mind. You cannot let him win."

With a flash Celestia was gone. Rainbow Dash went back to Scootaloo.

"C'mon. Let's get moving. We have a lot of ground to cover."

Scootaloo got up with only a little winging, and their journey continued. It had begun to snow. And the snow seemed to thicken quickly.

Celestia arrived in the cave. She looked around, immediately ready for combat. The cave was empty. Her guards were gone.

Discord, frozen in rock, was not here. Her worst fears were confirmed. Discord was free. Suddenly a laughter rang through the cave.

"Discord? Show yourself!" Celestia shouted.

"Oh but why princess? When that would work so well to your advantage. I think I'll stick to the shadows for now."

"I know what you're up to Discord. I know how you set up Rainbow Dash. I know all of it."

"Oh do you know?" Discord inquired scornfully. "Well I guess the jig is up. Time to turn myself in. My plan has failed." More laughter.

"Not a bad idea Discord. I don't want to have to hurt you."

"Oh? Does the Princess suddenly care about what happens to poor Discord? You could've mentioned that before freezing me in STONE!"

Celestia rolled her eyes. "Look Discord. This will all be made easier if you surrender now."

"How about you?" Discord shot back. He suddenly appeared from the shadows and fired a green gas at Celestia. It enveloped her.

She looked down in horror as her hoof turned to stone. The rock began spreading up her legs.

"Oh Celestia. You are soon to learn it is not the most...fun way to spend an eternity."

"You can't win Discord. Order will prevail!" As she spoke these valiant words, the rock enveloped her head. She stood, petrified in the stone.

Discord laughed heartily and began dancing around the statue.

"I trapped Celestia! I trapped Celestia!" He sang. "Alright minions! Equestria is now defenseless! It's time to take over!"

The rock army began the march towards Ponyville.

Rainbow Dash continued charging through the now thick snow. It was turning into a blizzard. Scootaloo was struggling behind her.

"Rainbow? Could we stop for a second?"

"No. If we stop we'll freeze." Rainbow snapped back.

Scootaloo groaned and stomped her foot into the ground. Rainbow snapped.

"Why did you come on this trip?" She demanded.

"Why are you being such a tool?" Scootaloo shot back. Rainbow was slightly stunned. It was the first time Scootaloo had really fired back at her for anything.

"Well...I wasn't planning on taking a whining baby with me!" She shouted back.

"I am not a whining baby! You're just a jerk! I'm done with this!" She turned and stormed back towards the forest.

"What do you think you're doing? You'll freeze out there!" Rainbow Dash shouted. "GET BACK HERE SQUIRT!"

She stormed off after the filly. "I said get back here!"

"YOU'RE NOT MY MOM!" Scootaloo shouted back. "Not even close. I can't believe you were my hero."

Rainbow Dash halted as these words hit her. Scootaloo turned and continued trudging through the snow.

"Fine! Freeze to death! See if I care!" Rainbow shouted. She blew her mane out of her face and trotted away.

Rainbow winced as the wind hit her bandages. Her wing was still in quite a large amount of pain. The chill made it worse. But this did not pain her as much as her thoughts for Scootaloo.

"What do I care? I didn't want her to come on this trip anyway. She was in over her head from the beginning." Rainbow growled to herself. "She's been nothing but a pain in my flank since day one. But...she is just a filly. And...I'm her hero? Well I mean I know I'm pretty awesome but...why wouldn't she just tell me something like that?"

She stopped walking. She shook her head. "No. No. This is my journey. I gotta make this one solo."

She continued walking for about ten minutes. With every step, the guilt grew.

As she prepared to advance she turned and ran back towards the forest.

"For the love of pete...HEY SQUIRT!" She shouted. "SCOOTALOO! I'M SORRY ALRIGHT? COME ON OUT! IT'S NOT SAFE OUT THERE!"

She saw the little hoofprints in the ground. She followed them off of the path.

Her heart began beating madly. She felt fear rise in her heart. She tried to ignore it, but she was terrified for the filly

The walk was far too long. Rainbow couldn't move quickly. The snowflakes hit her with the force of a sonic barrier. Her body slowed down, and her thought process did too.

But fear is a powerful emotion. And she continued onwards into the snow, following the rapidly fading hoofprints of the filly. "Oh Celestia, tell me she's okay."

A look ahead confirmed her fear.

She gasped. Scootaloo had collapsed into the snow. She was shaking violently from the cold.

"Scoots!" Rainbow Dash rushed over to her. "Scoots can you hear me?"

Scootaloo did not respond.

"Come on!" Rainbow Dash put her ear against her chest. "Oh come on. Come on."

There was a steady heartbeat. She felt the filly's head. She was burning up. A fever. How could she not have checked for it sooner?

"Oh yeah. I was being a tool." Rainbow grumbled. She laid down next to the shaking filly. "C'mon Squirt. C'mon. Listen to me."

Rainbow shivered in the freezing cold. Visibility was almost nonexistent now. The plains was in a whiteout. Rainbow grabbed the shaking filly and embraced her, so as to share her body heat. She rubbed the filly's back desperately trying to keep her warm.

"C'mon. It's gonna be okay. We can make it through this squirt. Just hang in there."

The filly's eyes slowly opened. "R-Rainbow Dash?" She managed weakly.

Rainbow Dash smiled. She felt the cold exterior that had formed in prison slowly melt away. She felt a warmth deep in her heart as she saw the signs of life appear in the filly's eyes.

"Hey! How you feelin?"

Scootaloo shivered. "I...I feel really cold Rainbow Dash."

Rainbow Dash nodded, sniffling. "Yeah. I know. I'm gonna try and keep you warm okay?"

"Rainbow Dash?"

"Yeah squirt?"

Scootaloo shed a tear. "Are you mad at me?"

Rainbow Dash smiled and shook her head. "No. No of course not. You were right. About everything. I was being a tool."

Scootaloo looked up at her. Her eyes were misting up with tears.

"Rainbow? Am I gonna die?"

Rainbow Dash was taken aback by the question. Such a grown up question from such a little filly.

When she had been a filly, death had been a mythical object. It was never discussed in the household. It wasn't until it struck that Rainbow had discovered it's terrible reality.

This filly had seen death in the past, Rainbow figured.

She touched her head to Scootaloo's. "Of course not Squirt. You're gonna be just fine. I won't leave your side. Promise."

Scootaloo smiled weakly. "Pinkie promise?"

Rainbow Dash chuckled. "Cross my heart and hope to fly, stick a cupcake in my eye."

They settled down, trying to keep warm as the snow whipped around their heads.

"Hey Rainbow Dash?"

"Yeah?"

"If I make it through this, will you teach me how to fly?"

Rainbow Dash thought about the ways she could say no. But no reason to refuse a sick filly's wish.

"Sure squirt. I'll try. It's gonna be hard. Having a broken wing and all."

"That's okay." Scootaloo said. Her eyes closed. She dozed off.

Rainbow Dash felt for a heartbeat. She was alive. Just sleeping now.

She realized she was shaking. Not from the cold. From fear. And not for herself. For the filly.

"Oh Celestia. Please don't turn me all sappy." She groaned. She laughed at herself. But the laugh was empty. This wasn't over yet. She clutched the sleeping filly tighter to her chest.

"Hang in their squirt. Please."

Despite the noisy wind and snow whipping around her head, Rainbow Dash eventually dozed off.

15 years earlier

An alarm clock began ringing. Rainbow Dash slammed her tiny hoof down on the snooze button. She prepared to go back to sleep. Her door slammed open.

"Alright. I heard an alarm. Get your flank outta bed."

The sleepy filly moaned. "C'mon daddy. I didn't get any sleep last night."

Lightning Dash nodded sarcastically. "Uh huh. I don't suppose that had anything to do with all the candy I found missing this morning huh? No of course not. Get up."

Rainbow Dash stumbled out of the bed. "What time is it?"

Lightning Dash poured a bucket of ice water on the filly's head. "Wakey Wakey eggs and bakey. Now get movin let's go."

Rainbow Dash screamed and bolted through the house. Lightning Dash smiled.

"The things you gotta do to wake up youngsters these days."

Rainbow Dash rubbed a towel on her soaking wet mane. Lightning trotted into the kitchen. She was shivering from the ice water.

"Now this is what alarm clocks are for. So we don't have to do something like that."

Rainbow Dash pouted at him. Lightning rolled his eyes.

"Oh come on. How are you gonna get faster than me if I don't push you huh? Don't give me that look."

Rainbow Dash continued pouting. "Hey. Squirt. C'mon. We gotta go train."

"I don't wanna train." Rainbow Dash whined. "I'm tired."

Lightning shrugged. "Have it your way." He reached into the fridge for another bucket of water.

Rainbow Dash smiled nervously. "You know what I feel like doing? Training!"

Lightning patted her on the head. "Good girl. Go out there and get started."

Rainbow Dash ran out the front door onto their cloud yard.

Lightning came out with a timer. He had set up an obstacle course of cones.

"Alright. Clocks running. Let's get some running."

"Daddy?"

"Yes?"

"How is this gonna help me fly?" The filly asked.

Lightning Dash sighed. "Look sweetheart. You gotta crawl before you can walk. You gotta walk before you can run. And you gotta run before you can fly. Now get running."

Rainbow Dash had run the courses. Done the workouts. Now the ultimate test.

Lightning had suspended his flying goggles from a line hanging a good ten feet in the air.

"Alright squirt. This is it. Take your time, don't wanna hurt yourself."

The pint sized filly took a deep breath. "I got this daddy."

Lightning laughed. "We'll see."

Rainbow stretched out her stubby legs and fledgling wings. She let out a tiny growl and lunged forward.

Her wings began beating frantically. She let out a groan as she ran along the ground. She began to lift off.

Lightning ran after her. "C'mon Dashie! You know you're the best there is! Now prove it!"

Dashie opened her eyes. She looked down and saw that she was a good five feet off the ground. She let out a tiny yelp. Her wings snapped in and she fell to the hit the cloud hard.

Lightning stomped his hoof. "SO CLOSE!"

"How bad is it doc?" Lightning asked.

"Nothing serious. Some scrapes and cuts. No long term damage."

The doctor handed Rainbow Dash a lollipop. She grinned and began panting like a puppy.

Lightning grabbed the lollipop. "Sorry doc. No candy for her. Not till she flies."

Rainbow Dash moaned. The doctor gestured to Lightning.

They talked outside the office.

"Look...Lightning Dash is it? I understand what you're trying to do. You're trying to motivate her. But...I don't wanna lecture you..."

"Spit it out doc." Lightning said.

"Well...she's seven years old. She's still very young. I think you may be pushing her...just a bit too hard."

"Do you have a child doc?" Lightning asked.

"Well...no but that's not..."

"Then you don't know. You let me raise my daughter my way. Stick to your textbooks egghead."

He turned to go back into the room. "Oh. By the way. Have you ever heard of a pegasus who still can't fly at age seven?"

The doctor thought a moment. "Well...no but I'm sure..."

"Exactly. So I don't have a choice. I gotta push her harder."

Lightning trotted in. "How you feeling baby?" He asked.

Rainbow Dash smiled. "I feel great! Let's try again!"

Lightning Dash shook his head. "Not today. Besides. I've decided to enroll you in flight camp."

Rainbow Dash's face fell. "But...I thought you were gonna teach me."

"Yeah. I thought so too. But I know the trainers at flight camp well. They'll teach you pretty fast." He showed a pained expression. "Maybe even faster than...I can." His ego was not one to say such a thing easily.

Little Rainbow felt crushed. Her father was her hero. Her mentor. He was everything she wanted to be, and more. And now, her hero was passing the teaching duties to someone else. Her ears flattened.

"I'm sorry I can't fly daddy. I really tried this time."

Lightning nodded. "I know sweetheart. Just...try harder."

Rainbow Dash's eyes snapped open. The snow had stopped falling. There was white snow on the ground as far as she could looked around, delirious for a few moments. "D-Daddy?"

But he wasn't here. She looked down at Scootaloo. She was still warm, and still breathing. Rainbow breathed a sigh of relief. She lay with the sleeping filly, shielding her face from the snow for about an hour.

Later, the filly's eyes slowly opened. She smiled. "Hey Rainbow Dash."

Rainbow Dash smiled back. "Hey squirt. Welcome back. You had me worried there."

Scootaloo yawned. "I'm sorry. You're right. I shouldn't have come. I just slow you down."

Rainbow Dash laughed and shook her head. "No no no. Are you kidding? I can't fly anywhere anyway." She gestured to her bandages. "Look. You told me if you made it, that you wanted me to teach you how to fly. Did you mean it?"

Scootaloo beamed, her youthful enthusiasm shining through her weakened state. "Really? You'll teach me?"

Rainbow Dash smiled. "As best I can from the ground. Sure."

Scootaloo hugged Rainbow Dash hard. "Thank you, Thank you, Thank you!"

Rainbow Dash was taken aback by the filly's reaction, but after an awkward pause, hugged her back. "No problem squirt."

They lay there together in the snow desperately trying to get warm.

"So uh...Rainbow Dash?"

"Yeah? What's up squirt?" Rainbow Dash said through chattering teeth. The filly was still burning up from the fever.

"I had a nightmare last night." She said softly.

Rainbow Dash looked at her, unsure of what to say. She figured to keep the filly talking, at least to keep her from fading away.

"You uh...you want to talk about it?"

Scootaloo looked up at her. "Well...do you care?"

Rainbow Dash winced at these harsh words. "I DO care. I know I was kinda...well...a jerk to you before. But I'm here for you now, okay?"

Scootaloo stared hesitantly at her. "I mean...you'll probably find it really boring..."

"No no come on." Rainbow prodded. "Tell me."

Scootaloo sighed. "My mommy and daddy got really sick. The doctors took me away from them. I never saw them again. I mean...they're probably gone. But...I never went to any funeral. Well..there was one. And my whole family went. But...I didn't."

Rainbow Dash looked down at the filly, and marveled at the pain this youngling must carry around with her every day.

"I just...I don't know why. I just figured if I didn't go, and I didn't see them, lying there, then they wouldn't really be gone. You know?"

Rainbow Dash nodded. "Yeah. I know."

"And...well...they were in my dreams last night. And...they were so disappointed with me. They said I was a failure. They said I was a bust who would never fly, and that I was wasting their lives."

Rainbow Dash felt a tear come to her eye. This was a story she knew all too well. She hugged the filly a little tighter. She knew she had to pull her out of this mood. "Hey. Chin up squirt. As soon as you get better, you're gonna be flying."

Then she saw a beautiful thing. She saw the same sad, depressed, sickly eyes of her companion, suddenly light up with enthusiasm.

"Really? You really think I can do it?"

Rainbow Dash chuckled. "Hey. With me as your teacher, anything's possible."

The Greatest Failure

Chapter 10: The Greatest Failure

Discord grinned as his rock army descended on Ponyville. The town was still in shambles following Grey Dash's attack. An easy take.

The stone soldiers marched through the town square. Fillies and mares hid indoors and watched through windows.

The mane five met in Twilight's library. "I heard Princess Celestia surrendered to Discord." Applejack said.

Twilight Sparkle shook her head. "No way. The Princess would never give the throne back to Discord without a fight. This must be a mistake..."

"But what are we to do?" Rarity demanded. "We only have five elements! The element of loyalty was destroyed!"

Fluttershy kept watch on the window. "Oh no! Everypony get down! They're headed this way!"

The soldiers broke open the door. Discord slithered into the library grinning from ear to ear.

"Oh look at all of you! My precious little ponies. How I've missed you."

"Save it Discord." Twilight snarled. "You're not welcome in Ponyville. Leave. Now."

Discord chuckled. "What? Hold on. I count five. I'm certain there were six of you before."

Twilight felt like she'd been punched in the heart. "She...She's not here anymore."

"Well where is she?" Discord asked tauntingly.

"She's...she's not one of us anymore. She did a terrible thing and..."

"Oh really? Oh I do love it when a pony snaps. Makes them so much more fun. If only we could invite her to this little party. Oh wait! We can!"

Grey Dash trotted into the library. Fluttershy's mouth gaped."R-Rainbow Dash?"

Grey Dash sneered. "Wow. They really are morons."

She stomped her hoof on the ground. Holes formed in her legs. All color she had was replaced by black. She returned to her original form.

The mane five collectively gasped.

"It never was Rainbow Dash." Applejack snarled. "It was you. And Discord. All along."

"YES! AND YOU FELL FOR IT!" Discord boomed. "Oh it was a classic troll wasn't it? Haha. You should see the looks on your faces."

"Well it was partially my troll too master." Grey Dash chimed in.

Applejack charged at the changeling. Grey Dash sidestepped her, sending her crashing into a bookcase. She laughed.

"You guys are such suckers. And now you've driven away the key to your survival."

Discord and the rock creatures left. Grey Dash shot them a final sneer, then followed her master.

There was a moment of silent sorrow among the remaining five. Twilight shuddered. "We have made a horrible, horrible mistake. Changelings. HOW DID WE NOT CONSIDER THAT?"

"It's been months since wedding." Applejack said gravely. "I guess...a lot's happened since then."

Twilight buried her head in her hooves. "We drove away our best friend. We turned on her. Why? Why were we that weak?"

"Discord played us." Applejack replied. "And he did a bang up job. We gotta make this right."

Rarity sighed. "What do we do?"

"I know." Said a voice from upstairs.

There was a flapping of wings. Thunderspark touched down in front of them.

"I'm going to get her back. But I can't go alone. I need a team."

Applejack glared at him. "What do you care about getting her back?"

Thunderspark rolled his eyes. "Well first off, the fate of Equestria might depend on it. Second off, I'm under orders from Princess Celestia. And thirdly I...I don't know. I guess I kinda...like...her. But let's forget all that. We need a method of transportation."

"Don't you have wings?" Rarity inquired.

"Yeah. Best wings in Equestria. But that would mean I'm going in solo. We need group transport."

"The balloon." Pinkie Pie said. "We can take the balloon!"

"Get together as many supplies as you can." Thunderspark said. "We'll roll out in seventy two hours."

Applejack cleared her throat. "Excuse me? Who elected you leader?"

Thunderspark laughed. "I just did. Cause I'm awesome. Now get moving."

A rock guard opened the door and threw in a wriggling sack. "Take your garbage."

Spike the dragon removed himself from the sack. Rarity ran up to give him a hug. "You better not have touched a spike on his adorable head!" She shouted at the guard as he left.

"Group hug!" Pinkie Pie shouted. They all piled onto Spike who turned red from all the attention.

"Hey guys I missed you too!" He got up and dusted himself off. "So what'd I miss?" He looked around. "Where's Rainbow Dash?"

Rainbow Dash and Scootaloo ate some fresh looking fruit off of some strange trees deeper in the forest. They had spent all day walking further and further into this strange forest.

"So where are we going?" Scootaloo asked.

Rainbow Dash sighed. "I'm not quite sure yet squirt. Someplace far away. Any place that'll take in a washed up flyer who can't fly. And her filly sidekick of course."

"Where's that gonna be?" Scootaloo asked.

"I don't know kid. If I knew I'd tell you." Rainbow said gravely. She had begun to wonder herself if there was an end to this forest.

"Well we could always go back to Ponyville right?" Scootaloo said cheerfully.

"Yeah. Of course." Rainbow Dash said half-heartedly. She still hadn't told the filly of her plans. And they did not involve going back to Ponyville. Ever.

Another thought had crossed her mind recently. Her wings. They would still take some time to heal. But she had become unsure of whether she would ever fly again.

"Hey Scoots. I want you to try as hard as you can to fly. Right now."

"Right now?"

"Right now. Give it your best shot."

Scootaloo dropped the berries she was munching on and got into an athletic position. She stretched her legs, cracked her neck, and stretched her stubby little wings.

"I got this Rainbow."

She jumped up, her wings flapping manically. Her face scrunched up as she tried to stay in the air. It was no use. She came crashing down to the ground.

Rainbow Dash had paused, staring at the filly. She reminded her so much of herself. And it was making her uncomfortable.

"Rainbow Dash?" Scootaloo asked. "Are you okay?"

Rainbow Dash shook herself. "What? Oh yeah. I'm fine. You're doing it all wrong. I want you to get a running start."

"A running start? But what does running have to do with flying?"

"You gotta crawl before you can walk. You gotta walk before you can run. You gotta run before you can fly. You want to fly?"

"Oh yes yes Rainbow Dash I do!" Scootaloo said hopping up and down.

"Then run. Let your momentum take you."

Scootaloo set herself up again. She began running forward. She was rather fast on the ground. Rainbow Dash followed her running as she began getting some ground lift.

She began flapping her wings again. Her face was contorted in desperation. She got a good two feet off the ground.

"Look Rainbow Dash! I'm doing it!"

"Alright keep it up Squirt. You're almost there."

Suddenly Scootaloo lost it. Her wings began flapping too hard. She panicked. She fell. Dash dove underneath her, cushioning her impact with the ground.

Rainbow groaned as she pushed the panting filly off of her. "Nice try squirt."

Scootaloo collapsed to the ground next to her. "Sorry Rainbow Dash. I really tried that time."

Rainbow Dash nodded. "I know. I know. It was a good try. You'll get it. You just gotta stop panicking."

Scootaloo looked at the setting sun. "Can't believe it. The day's over already. Could we maybe rest up? I'm exhausted."

Rainbow Dash nodded. "Yeah. That's alright. Get some sleep Scoots. I'll try and get some too."

14 years earlier

Filly Rainbow Dash lined up at the start of the course. Her instructor leaned over her.

"I want you to control your breathing. Keep your wings loose. Most importantly don't panic this time."

Rainbow Dash shuddered. She had been laughed at so many times. The other fillies in Flight camp were amused at her apparent fear of heights. The last time she had flown, she had panicked and fallen from the sky.

The other students were merciless in their insults. One of the other fillies in particular was driving her crazy. His name was Thunderspark. He'd invented a new nickname. Rainbow Crash.

"Hey Rainbow Crash? Can I borrow your wings? It doesn't look like you'll be using them for anything!" He laughed with the other fillies.

She took a deep breath. Not this time. This time she would fly. She had even asked her dad to take time off from his job to see her.

Dad's job. He had gotten it about a month ago. He was with a new group of athletic stunt ponies. They called themselves the Wonderbolts. Lightning had to squeeze into a tight fitting blue and yellow lightning bolt flight suit every other day to perform.

He was an amazing performer. One of the fastest. One of the most agile. THE most determined.

But today, at his daughter's insistence, he had taken a day off from the Wonderbolts to come see her flight trial.

The look on little Rainbow's face was one of pure determination. "No time for fear. Not today." She muttered to herself.

"Alright. When you're ready Dashie." The instructor said.

"Yeah, could you make this quick Crashie?" Thunderspark asked. "This is getting boring just watching you warm up to fail again."

"HEY!" Lightning Dash shouted. "Give her a chance punk! You wanna mess with me?"

The young black filly backed off. "Of course not Mr. Dash sir. Very sorry sir."

"You better be sorry. I know your daddy. And he wouldn't mind if I slapped you around a bit."

Thunderspark cowered behind his friends. "Very sorry sir."

Rainbow Dash winced. This wasn't what she had wanted her dad to do.

But forget all that now. It was time to looked over. Her dad gave her a hoof's up. She smiled back, then extended her wings and lifted off.

At first she clamped her hooves over her eyes. Her stomach dropped. She knew she was airborne. But that was the easy part. Controlling her fear. That was the difficulty.

But as she felt herself lift higher, she knew she had to look.

She removed her hooves and opened her eyes. The clouds passed by underneath her. She gasped, feeling a wave of panic grip her. But this time, she made an honest effort to force it down. No time for fear now. Time for triumph.

She slowly placed her front legs ahead of her.

With a slight hesitation, she turned and banked left. It was amazing.

"I'm doing it. I'm doing it!" She shouted. She laughed with glee. She turned and banked right sharply.

"WOOOOH!" She shouted as she turned around to fly over the rest of the students. She saluted them as she passed over.

A tear came to Lightning Dash's eye as he watched her. "My little Dashie can fly."

Rainbow Dash touched down to applause from Lightning and the instructor.

"That's my girl!" Lightning shouted. "Come here you!"

He pulled the panting filly into an embrace. "I knew it was gonna happen someday. Great job squirt."

Rainbow Dash laughed. "Daddy? I was just wondering...could I have a lollipop?"

Lightning Dash laughed and hugged his daughter again. "Sure. You can have anything you want. Let me tell you why. Cause you're gonna be something special."

Now it was time for intense training. Rainbow Dash looked at the finish line a mile away. Today, at her fathers insistence, she was going to get her time trails done early.

"Alright. What'd I tell you about staying loose?"

"Uh...stay loose." Rainbow Dash replied.

Lightning Dash glared at her. "So? GET LOOSE!"

Rainbow Dash sighed. She began stretching her legs and wings.

"Alright. You ready?"

"I got this daddy. I promise." Rainbow hunkered down into her startup position.

"You want any water? A lollipop or something?" Lightning asked nonchalantly.

Rainbow lost her focus. "Uh..."

"No uh. You have one objective. It is getting to the end of this lane as fast as possible. Don't even let your old man distract you. Now go."

Rainbow Dash lunged forward. She was unprepared. She immediately heard dad blow the whistle. Rainbow Dash rolled her eyes and flew back to the start line.

"What was that?"

"I don't know daddy...I...I messed up." She looked at him sadly, her ears flattening.

He sighed, then patted her on the head. "I know squirt. It's okay. Try again when you're ready alright?"

Rainbow Dash took a deep breath and nodded. "Okay. I got this."

She got back into her start up position. Lightning held the stopwatch in his hoof.

"Go."

Rainbow bolted off the line. She could barely make out a slight jet stream coming off her tail as she lunged forward, crossing the line.

Lightning stopped the clock. "13 seconds. Come on back."

Rainbow came back, excited about her time. "Yes! I am the sky master!"

Lightning shook his head. "Rainbow, what did I tell you about straightening out your feathers?"

Rainbow Dash looked at her stubby little wings. She facehoofed.

"I'm sorry daddy. I forgot..."

"You forget important things squirt. Your feathers are all bunched up. You gotta straighten them out at least once a day. It'll shave at least 1.5 seconds off your time. Go again."

"But daddy..."

"Go again." Lightning repeated sternly.

Rainbow huffed loudly. Then she got back into position. There was the whistle. She was off like a flash. Her frustration just built onto her speed. She was soaring towards the mile mark. She thundered past.

"Ten seconds flat!" Lightning shouted. "Come on back squirt!"

Rainbow Dash came back, panting heavily. "Ten seconds flat? Is that good?"

"That's a solid start." Lightning said excitedly. "Come on home, I got a present for you."

The two of them flew together, back to the house. Rainbow Dash was thrilled. Flying right up there alongside her hero.

And he was proud. He kept looking over at her flying. He didn't smile much. But he had a wide one now.

"Look at you. These are gonna be your skies one day. Even Ironwing himself will bow to you."

Rainbow Dash had never felt such joy before. "Really? You think so daddy?"

"You'll break all my speed records squirt. Calling it right now. You're gonna be the fastest."

The two continued towards the home in silence, enjoying each others presence. They touched down.

"Alright. I got this from my job. Figured any up and coming flyer needs it."'

He handed her a sloppily wrapped box. Dad never was one for wrapping things.

She threw caution to the wind and tore open the box. She reached inside.

Flying goggles. More specifically, Wonderbolt flying goggles. They bore the iconic insignia of the Wonderbolts on the side.

Rainbow Dash's mouth gaped. Most unicorns or earth ponies would think nothing of a simple pair of goggles.

But to a pegasus, this was a gift from the gods.

And from this day, a dream was planted in the head of the tiny filly. She was going to be a Wonderbolt. This much was certain.

After that, Little Rainbow Dash began patrolling the skies around flight camp as though she owned them. This was much to the chagrin of Thunderspark.

Being the overachieving pony of the group, he was quite annoyed by the superiority complex that Rainbow had created for herself. Today Rainbow flew over a few fillies.

Two of them were taunting the other. A small, innocent looking yellow coated, pink maned pony who seemed completely helpless.

"Hah! My baby brother could fly better than you!" One of the antagonists taunted.

Rainbow Dash touched down in front of the nervous filly. "Leave her alone!"

"Ooh! What're you gonna do Rainbow Crash?"

"Keep makin fun of her and find out!" Rainbow Dash shouted back.

"You think you're such a big shot? Why don't you prove it?" The other filly demanded.

"What do you have in mind?" Rainbow Dash fired back.

"How bout a race?"

"Sure. I could use some practice on you two." Rainbow taunted.

The two fillies stormed away, leaving Rainbow Dash alone with the nervous filly. "Hey? You okay? Those guys didn't hurt you did they?"

"N-No." The filly stammered. "I'm sure they didn't mean anything by it."

Rainbow extended a hoof. "Rainbow Dash. You?"

The filly shakily accepted her help. Rainbow helped her to her hooves. "F-Fluttershy. Um...thanks."

"No problem. Thanks for giving me a chance to race those suckers."

Fluttershy was a strange looking filly. She was abnormally large for her age. She could barely fly.

"But um...thanks Rainbow Dash. You really didn't have to do that?"

Rainbow shrugged. "If I don't, who will?"

Fluttershy seemed hurt by these words. She looked down at the cloud, her face showing signs of imminent tears.

Normally, Rainbow Dash cared little for the feelings of other ponies. She prided herself on her ability to tell it like it is. But she saw now that this was not the filly to tell it to.

"Oh no! Not saying you don't have other friends or anything! No no no."

Fluttershy sniffled. "Well...I mean...I don't have any friends. But that's okay. I guess I'm just not good at it..."

"Well I mean...I'm your friend." Rainbow said.

"R-Really?" Fluttershy asked.

Rainbow shrugged. "Sure. You seem cool."

The overgrown filly hugged Rainbow Dash tight. Rainbow raised an eyebrow. "Um...okay. You're a little weird. But that's cool."

Fluttershy backed off immediately. "You don't like hugging? I'm sorry. It's just...I've never had a friend before."

She looked around and then whispered in Rainbow's ear. "What do friends do?"

Rainbow sighed. This filly was crazy. "We race..."

"I can't race." Fluttershy interrupted. "I'm a weak flyer."

Rainbow arched her eyebrow. "No kidding. Anyway uh...we hang out. And we go on adventures and stuff."

"Adventures? I mean...that sounds kinda scary."

Rainbow put a hoof on her shoulder. "You're alright Fluttershy. Stick with me and there won't be anything to be scared of."

The three fillies lined up at the start line. Fluttershy waved them on, and the race began.

Rainbow got out to an early lead. The first one crashed through a column.

The second was into playing dirty. He shoved her off the race path.

"Hey!" Rainbow Dash shouted. She tore downward, after him. He was blown aside by her speed.

A bubble seemed to form around Rainbow Dash as she continued downward.

It sharpened up into a sonic cone. Rainbow grunted with determination. Then. It happened.

She hit the air a good twenty feet off the ground and sent a rainbow explosion everywhere. She was blasted back up towards Cloudsdale. At first she was stunned. She looked back and saw the rainbow explosion, and the rainbow trail that followed her.

Then she looked back towards Cloudsdale and grinned. A sonic rainboom. The cloud and the lightning was emblazoned on her flank. She was too excited to notice.

"But I'm telling you! I DID do a sonic rainboom!"

The instructor shook his head. "How come nopony saw you?"

Rainbow Dash shook her head. "Are you kidding? EVERYPONY saw me! Is this some kind of cruel joke?"

The instructor looked down at Rainbow Dash sternly. "Look. Nopony has ever successfully performed a sonic rainboom. And I can safely say, whatever you did, it was not a sonic rainboom. Please end this."

Rainbow Dash's mouth gaped in disbelief. "What? You think I'm lying? I probably have the scorch marks in my mane to prove it!"

The instructor sighed. "Look Rainbow Dash. This has been very amusing. Now take the rest of the day off. Try and learn the value of telling the truth."

Rainbow Dash was left dumbfounded. "What about my cutie mark?"

The instructor was already gone. Rainbow Dash sighed.

"So I hear you performed a 'sonic rainboom' today." Lightning Dash said when Rainbow got home.

"Yeah! I did! I can't believe it!" Rainbow Dash said excitedly.

"Neither can I." Lightning Dash said sternly. "What have I told you about dishonesty? Nopony wins when you're dishonest."

Rainbow Dash was crushed. "You...You don't believe me?"

"Well quite frankly, there's nothing to believe squirt. You couldn't possibly have done it. You just learned how to fly a week ago."

"But daddy..."

"No buts. I want you to apologize to your instructor tomorrow okay?"

"Dad! Look at this!" She showed him her lightning bolt cutie mark.

Lightning Dash trotted up to his daughter. "Wow! What is it?"

"I don't know! I got it when I did the sonic rainboom!"

Lightning Dash shook his head. "I told you to stop that. Don't lie to me. What would your mother say?"

Rainbow Dash stammered in frustration at this parental injustice. "My mom? I don't know dad! I never knew her! You tell me! What would she say?"

Lightning Dash was very mad now. He grabbed the filly by her mane.

"She hated it. More than anything in the world. She hated dishonesty. And you show her some respect you hear me? She gave her life for yours. The least you owe her is the truth."

"Daddy, I'm not lying!" Rainbow Dash insisted.

Lightning Dash pointed to her room. "I think you should go to bed. Now."

Rainbow Dash's ears flattened. She looked down and slowly trotted off to her room, her heart heavy with sadness. Even her own father didn't believe her. And now she had made him mad. Madder than she'd seen him in a long time.

That night Rainbow Dash hatched a plan. Nothing much mattered to her now. She had to prove to her father that she could perform a sonic rainboom. She had to.

The next morning her dad didn't speak to her. He was still upset about the night before. "I'm gonna go to school daddy."

Lightning nodded. Rainbow turned to leave. She turned back again.

"Daddy?"

Lightning looked up. "Yes?"

"I-I love you daddy."

Lightning cracked a smile. He nodded, then looked back down at his paper.

But Rainbow Dash was not going to school today. No. Today she was going to the coliseum. Today the Wonderbolts were performing.

Today she was going to prove that she could pull off a sonic rainboom. In front of her father.

She had taken some bits from him the night before. She used these to get into the stadium. She found an upper deck seat. "And now everypony! Let's welcome the Wonderbolts!" The coliseum announcer boomed.

Rainbow Dash got up and stomped her hooves with the other ponies.

There was her daddy. Flying out there in his flight suit, twisting and turning, executing the most difficult maneuvers, and taking good care to make them look simple.

Lightning Dash looked up at the sky. Dark clouds had moved in. He turned to the Wonderbolt captain.

"Hey Titan! Those clouds look a bit dangerous. We may have a lightning storm out here soon."

The young pegasus known as Titan nodded. "Let's not risk it." A bolt shot down into the stadium. More bolts struck the barrier surrounding the performing area.

Titan gestured to the other Wonderbolts. "Let's take a break. Get flying when the storm eases up."

The others nodded in agreement and headed towards the seats.

Rainbow Dash saw them leaving. She panicked. Was that it? Were they done? Were they coming back? Was daddy leaving?

She knew it was now or never. She slowly trotted up towards the railing.

None of the security cared. She was just a filly. Nothing to worry about.

Rainbow Dash jumped onto the railing and leapt off into the center.

She extended her wings and took a glide around the stadium. She saw security pointing at her and screaming.

The Wonderbolts were grouped on the far side of the stadium. Thunder boomed.

"Hey Dash." Titan said. "Isn't that your daughter?"

Lightning Dash spun around. "Where?"

He spotted her. She had gotten into position, flying higher and higher to prepare for her rainboom.

"Oh Celestia no." Lightning said under his breath. He dashed past the others and flew off after his daughter.

Rainbow Dash had a determined expression upon her face as she continued to rise above the coliseum. "You'll see daddy. You'll see."

Lightning Dash came speeding up behind her. "What do you think you're doing?"

Rainbow Dash spun around. "Daddy! I'm gonna prove it! Watch me! I'll do a sonic rainboom right now!"

Lightning Dash shook his head. "No baby. This weather is too dangerous. Come with me!"

Rainbow Dash turned and kept climbing.

"Look I believe you okay! We can talk about this on the ground. Now come back! It's not sa-"

There was a scorching sound. Lightning was cut off. Rainbow Dash turned around.

Lightning had been struck. There was a burn down the side of his suit. His eyes went out of focus. He plummeted towards the coliseum.

"DADDY!" Rainbow Dash shouted. She blasted down after him. The coliseum had no field. It was a straight drop to the ground, thousands of feet below them.

Rainbow Dash shut out all fear and misguided pride from her head. All she saw was her father tumbling towards the ground. And she could not allow him to hit the ground. Not a fiber of her being would allow it.

She put a hoof out in front of her and blinked away tears as the wind tore at her coat.

"C'mon! C'mon!" She shouted as she continued, closer and closer, towards her careening father.

The bubble was back. The sonic rainboom. She could do it again. It could save him. She made her wings flap even harder as she moved closer and closer towards her father.

The other Wonderbolts were in the air now too. But the filly had a massive head start. She could get to him first.

The bubble became a sonic cone. Rainbow's face contorted in determination as she got closer and closer to him.

Only a few more feet. She could make him out clearly now. He was looking pale. He was still. Perhaps he was already gone. But this was another thought that Rainbow refused to accept.

She reached out. She could feel his coat now. She could feel it's warmth. The warmth it had brought her when she was just an infant. The warmth when she had gotten a fever, and her dad had stayed home all day to take care of her. The warmth of a father determined to make sure his daughter did not waste her life.

So close. Rainbow reached out her hoof to grab him. Suddenly her momentum stopped. The sonic cone had become a barrier.

She could not break through it. It tightened around her, stopping her. She was ricocheted back up, towards the coliseum.

"DADDY!" She screamed as her father continued careening towards the earth.

She felt something grab a hold of her. One of the Wonderbolts.

Her hoof remained extended towards where her father had just been. She was silent now. In shock. Another Wonderbolt headed towards the ground. Far too late to save Lightning Dash.

A few more inches. She would have had him.

The Wonderbolt known as Titan touched down in the Cloud Coliseum with little filly Rainbow Dash in his arms. He set her down in one of the seats.

"Hey. Are you okay? Are you hurt?"

Rainbow Dash looked at her hooves in disbelief. She had been so close. She pounded her hooves down on the cloud and let out a blood curdling moan of agony.

She buried her head in her hooves now. She refused to believe what had just happened. She couldn't compute it.

She began punching the ground viciously, taking out the rage of her failure on the coliseum. Titan grabbed her and held her hooves.

Tears streamed down the filly's face. "WHERE'S DADDY?" She moaned. "I wanna see daddy!"

Titan hugged her. "Shhh. He's...he's gone sweety. I'm sorry." A tear had come to his eye too.

Rainbow Dash sobbed into the chest of this pegasus she had just met. "I'm so sorry." Titan said softly. He was sobbing as well. "But...it's gonna be okay."

Rainbow Dash wailed in despair. She pushed Titan away and trotted towards one of the coliseum walls. Titan watched her. "I need you to stay nearby sweetie. We gotta find you someplace to stay tonight."

Rainbow Dash buried her head in her hooves again. "I'm so sorry daddy. I couldn't catch you. I'm so sorry."

She felt a rage build inside her. She began punching the walls as hard as she could. Each hit sent a wave of pain through her hooves. But she didn't care anymore.

After a while, her hooves lost their feeling. She began shaking violently, her sadness becoming too much for her body to handle. Her legs had become too wobbly to support her weight. She collapsed to the ground.

She felt a hoof on her shoulder. She turned. It was the filly from the day before. Fluttershy.

"I'm really sorry Rainbow Dash." She said softly. Her big, teal eyes seemed a bit watery themselves.

Rainbow Dash tried to stop the tears but couldn't. She hugged her new friend. "I couldn't save him Fluttershy. Why couldn't I save him?"

She patted her on the back. She searched for words of consolation.

"There there. You did the best you could."

It was all she could manage. Rainbow looked at her through tear soaked eyes. These words were enough. She hugged her even tighter. From this point on, their were no words shared between the two. Just mutual sorrow.

The other Wonderbolts lined up around her now, grave expressions on their faces.

"One of our own has fallen today." Titan announced to them. "His daughter is now an orphan. If there is no objection, I will take her in for the time being."

The others nodded solemnly. Titan trotted up to Rainbow Dash. "Come with me now sweetie. I'll make a bed for you at my place, everything'll be okay."

The funeral was the next day. The Wonderbolts themselves pulled the wagon containing the coffin.

Little Rainbow Dash was trying as hard as possible not to cry. Lightning would've approved.

It was another stormy day. Rain fell on the proceedings. Rainbow Dash felt the rain hit her mane, mixing with her tears.

But she couldn't. She couldn't stifle the tears. She wept as they brought the coffin out. They laid it down. Each one of the Wonderbolts came up to the coffin and said their goodbyes.

Afterwards, they'd go to Rainbow Dash and shake her hoof, or pat her on the back. Normally, Rainbow Dash would be ecstatic about such a happening. She was a true fangirl. She knew the name and stats of every member of the Wonderbolts. A part of her was excited. But it was drowned out by the sorrow and guilt that was now burying her.

It was her turn to say goodbye. Titan leaned in on her shoulder. "It's okay. Now's the time you gotta be strong. For him."

Rainbow Dash swallowed hard and nodded. She slowly trotted forward. The coffin had emblazoned on the side, the yellow lightning bolt cutie mark of her father. When she saw it, she burst into sobbing.

"I'm so sorry daddy. I'm so sorry I couldn't catch you. I promise I'll never fail again. Never. And..." Her hoof shook as she reached out and touched the coffin. She felt the rain fall all around her.

She tried to shut out her feelings. Tried to pretend this was just some box. That her father was waiting for her at home. That he'd smile as she trotted in, after another successful day of flight camp. But she knew this was pointless. She drew up her shell again, determined not to show any more emotion in front of this crowd of strangers.

"I'm gonna make you proud dad. I promise."

She turned and trotted away. On her way out, one of the Wonderbolts handed her something folded up. It was his flight suit. Complete with twigs and scratches and a scorch mark down the side.

"Has to go to next of kin." The Wonderbolt explained. "Stay strong kiddo."

With some final words, the coffin was lifted up and placed into the cloud. Rainbow Dash buried her face in the flight suit. She continued to sob, now shielding herself from being seen by the others.

"I'll never fail you again daddy."

Rainbow Dash snapped awake. She realized she was sobbing hysterically. She looked around. Scootaloo was awake too. She was gripping her, trying to calm her down.

"Rainbow Dash? What's wrong?"

"I failed him. I failed him Scootaloo. I told him I'd never fail again. But I failed him."

"What? You're freaking me out!" Scootaloo shouted.

Rainbow Dash grabbed her by her around the waist and lifted her eye level. "I tried to catch him. But I failed. He's gone."

"Who? Who's gone?"

"Daddy! Daddy's gone Scootaloo!"

Scootaloo was silent. "Your...your dad?"

Rainbow Dash broke down. "I'm so sorry daddy. I let you fall. I'm so sorry."

Scootaloo came and hugged the hysterical pegasus. "Okay. Calm down. Now tell me what happened. Did you have a nightmare?"

Rainbow Dash nodded through tears. She slumped to the ground, her emotions draining her of energy. Scootaloo gave her a hug.

"Yeah. Nightmares scare me too."

Rainbow Dash looked down at the filly hugging her. Every instinct she had told her to draw up her shell again. To stow away the emotions she was showing. To reject this filly and her heartwarming banter. But this filly was different from everypony else.

Their stories were the same. They had suffered the same loss. The same heartbreak.

Scootaloo had opened up about her past. It was only fair for Rainbow Dash to do the same. So she did.

On into the morning, Scootaloo listened patiently as Rainbow told her story.

Equestria Needs You

Chapter 11: Equestria Needs You

The balloon was ready to go. Thunderspark had offered to pull it in order to get them along the path faster.

"So what if she resists?" He asked Applejack.

"She won't resist. I can vouch for her. She's always one to help during a rough patch."

Thunderspark nodded. "Alright. Let's get moving. Quickly before the guards come."

He slipped the reins into his mouth and stretched out his sharp wings.

"Alright Everypony. I've been along this trail many times. It's safe. I promise. Nothing we can't handle."

He lifted off. The Balloon lurched to life. "We're coming Rainbow." Twilight whispered. "Hang on."

"Ah Princess Luna. What a pleasure." Discord sneered.

The soldiers had surrounded the royal palace. Canterlot had fallen.

Luna glared at him. "You've made a grave mistake invading my nation." She hissed.

Discord laughed. "Oh dear Luna. You're starting to sound like your sister. I always thought of you as the more reasonable princess. I guess not."

The rock soldiers held their spears against Luna. She showed no fear.

"If you've come to accept my surrender, you've been misled as to who I am."

Discord laughed again. "Well I don't think it's really a choice anymore Princess. You're people are suffering at my hoof. I think it's time you abdicate the throne."

Luna shook her head. "I'll die before surrendering to you."

Discord rolled his eyes. "Oh come now. What would you be dying for? A society that hates you. That fears you. Am I right...Nightmare moon?"

Luna continued to glare at him.

"Oh come now Luna." He leaned in close to her. "You know...when I become king, I'll need a queen. Imagine it. King Discord and Queen Nightmare ruling Equestria."

Luna spit on the god of chaos. He shuddered and wiped the saliva off his face. "Class act Princess. Very well. To the dungeons."

Discord tapped the ground. A green fire formed around the princess.

"You're not gonna get away with this Discord." She snarled, as she was sucked into the ground. The vortex closed. She was gone.

Discord sighed. "It seems I already have."

Luna awoke in the crystalline dungeon. She looked at the mirror like crystals surrounding her. Her eyes easily adjusted to the darkness. She got up and began inspecting her prison.

She began kicking viciously at the crystal formations. "C'mon! C'MON!"

She smashed through. Before her stood her sister, trapped in stone.

"Oh no. No." She ran up to it. "No sis." She collapsed at the feet of her trapped sister. "He'll pay for this. I promise."

Above them, Discord spoke with his servant. Grey Dash.

"How goes the Rainbow Dash situation?"

"Well. I sense she is near breaking. However...there is a slight snag."

Discord eyed her with a twinge of anger. "What is this snag?"

"The filly. Scootaloo. I sense she has become a...balancing force on the mental state of my target."

"Balancing force?"

"She's provided support to her. I feel that if she were to be...eliminated, the mind hacking would go much smoother."

Discord nodded. "If it must be done. Rainbow Dash must be broken. I imagine, losing the filly will drive her even closer to the edge of insanity."

Grey Dash nodded. "My thoughts exactly."

Discord sighed. "Very well. Find the filly. Take care of her. Leave."

Scootaloo couldn't believe what had occurred over the last few hours. Rainbow Dash, always so confident, always so cool and collected, had broken down in front of her. Her childhood had been explained to the filly in great detail.

Rainbow told her everything. How she'd been having these memory dreams, and how she had developed a crippling fear of failure.

After it was all over, there was almost an hour of silence between the two.

"Right." Rainbow Dash managed. "We gotta get moving. This path can't be much longer now."

They walked onward in silence. Rainbow Dash had mentioned something else in particular that troubled Scootaloo. Rainbow had told her that she never wanted to fly again.

Rainbow Dash. The greatest flyer in Equestria. And she never wanted to fly again.

"Rainbow Dash?" Scootaloo asked.

"Yeah squirt?"

"Why don't you want to fly?"

Rainbow Dash sighed. "These wings have caused more problems than they've solved. It's time to hang em up. I've worked so hard to be a great flyer. To join the Wonderbolts. To become famous. And here I am. I have nothing to show for it."

"That's not...really true." Scootaloo said. "You got fans."

Rainbow Dash rolled her eyes. "Who?"

"Well I have a fan club. For you."

Rainbow Dash chuckled. "Isn't it the Mare Do Well fan club now?"

Scootaloo's ears went back. "Yeah. I'm sorry about that. We didn't know it would upset you so much..."

"Forget it kid. I'm way over that."

"Oh and sorry about the whole hoofacure thing."

There was a twinge of anger on Rainbow's face. "Oh yeah. I forgot about that. Yeah. You'd better be sorry."

Scootaloo looked down at the ground, her ears back again. "Yeah. Gabby Gums got a bit out of hoof."

Rainbow Dash looked down at the remorseful filly. She smiled and tousled her mane. "It's all good squirt. No hard feelings."

"And Rainbow Dash?"

"Yeah?"

"You're not a failure. You're the most awesome pony I know. And...well..."

"Yeah?" Rainbow Dash pushed.

"Well...I wanna be just like you when I grow up."

Rainbow Dash smiled at the filly. "Thanks kid." She pulled her in for a noogie. "You're alright."

As they continued on, Rainbow spoke. "Kid, you don't want to be me."

Scootaloo frowned. "Why not? You're so awesome."

Rainbow sighed. "It's not as easy as it looks. Being me. Always have to satisfy everyone, all the time. It's...well it's kinda pathetic."

"Rainbow you're a lot of things. But you're not pathetic."

They came to a clearing. The path had ended. Rainbow Dash looked ahead and smiled a wide grin.

It was beautiful. Bushes filled with food. A waterfall. Seemingly endless meadows that were ideal for teaching a filly how to fly.

"I think we're here Scoots."

Scootaloo and Rainbow Dash looked around mouths agape at the paradise that lay before them.

"Wow. This is...amazing." Scootaloo whispered. "Is this..."

"Yeah. This looks like a nice place to settle, don't you think?"

Scootaloo looked up at her. "Really? We can live here?"

Rainbow Dash shrugged. "I don't see why not. This place looks perfect."

Scootaloo ran ahead to check out their new home. Rainbow Dash watched her and smiled.

"Well...I guess it's not too bad having a sidekick." She found a nice patch of grass to lay down on. She sighed.

Not as comfortable as a cloud. But it would have to do.

Flying was something that she couldn't handle anymore. Ever since she had lost the fastest flyer record to Thunderspark month ago, she had felt awkward about using her wings.

She had decided now to become an earth pony. To keep her wings bandaged up and walk the earth as a normal pony.

It was a difficult decision. But her wings had caused her nothing but trouble.

False pride and trouble. It was time to say goodbye to the skies and the clouds.

But it was time for Scootaloo to say hello. Dash had come to realize this.

She was a spitting image of her in her youth. The same tenacity. The same disadvantages. Fear. Laziness. But she also had the same advantage.

The intense desire to prove herself.

But a thought now occurred to Rainbow Dash. Was this an advantage? Had this truly worked positive results for her? Or had this hampered her development? Had this been dragging her down?

Rainbow Dash shook her head wildly. Enough of these thoughts. She had reached paradise. Time to enjoy it.

"Hey Scoots!" She shouted.

"Yeah?" Scootaloo asked.

"You ready to fly?"

"I was born ready sis." She replied

Rainbow Dash paused. Sis. Sister. She felt a warm feeling in her heart. She ran after the enthusiastic filly.

As night fell, Scootaloo fell asleep quickly. She was exhausted from a day of hard work. She had done well. But she was still unable to conquer the skies.

Rainbow Dash was not asleep. She was using every ounce of willpower she had to keep herself from falling asleep.

She could not handle another night of nightmares. Her heart still ached from the night before. She didn't really think about the implications. She couldn't go the rest of her life without sleeping.

But she could try.

In a way, she missed the prison cell she had once called home. In Cloudsdale Penitentiary, sleep was almost impossible.

Out here, it was so peaceful, sleep was dangerously easy.

She panicked as she felt herself dozing off. Suddenly a great rustling was heard from a bush.

She jumped up. She almost laughed at herself. These dreams had made her into a coward. She looked around.

More rustling. Now the fear became real. Rainbow Dash slowly trotted over to where Scootaloo was sleeping, next to the fire.

There was a horrifying scene before her. She saw herself, standing over Scootaloo.

She rubbed her eyes, unsure of how real her vision was. She was looking at a copy of herself. The other Dash reached down hesitantly and grabbed the filly's neck.

"NO!" Rainbow shouted. She jumped in, punching the copy aside.

Grey Dash groaned as she got up. She locked eyes with the incredulous Rainbow Dash.

"What are you?" Rainbow demanded.

"I'm death." Grey Dash replied. "And I've come to claim that one." She gestured to Scootaloo.

Rainbow Dash punched her again, harder this time. She was sent sprawling to the grass.

"You're not death. You're just a changeling."

Grey Dash smiled. "You're smarter than most. But please. Step aside. I have to..."

"Don't you dare touch her." Rainbow snapped. "You may have ruined my life, but you're not ruining hers."

Grey Dash smirked. "Such strange nobility from such a selfish creature. I assure you, I do not appreciate killing children. I'll make it as painless as I can..."

"No you won't. You won't touch a hair on her mane. Or I swear to whoever's up there listening that I will kill you."

Grey Dash sighed, frustrated. "What do I tell Discord then?"

"Tell him you did it. Tell him she's dead. Please." Rainbow begged. "She's got her whole life ahead of her."

Grey Dash laughed. "What? With you? Staying in this god forsaken forest? You call that a life?"

Rainbow Dash's face hardened up. "We'll make it work. Go back to Discord. Tell him she's dead."

Grey Dash sighed. "I guess I have no other choice. I mean, the only other option is to kill you both. And that would deviate from the plan."

Rainbow drew herself up to full height. "Get out. Now."

Grey Dash nodded. "Alright. Just one more question Dash. What would your daddy think if he saw you now? Burning down towns and fillynapping youngsters?"

Rainbow felt as though she'd been kicked in the heart. She tried as hard as she could to contain her anger. But it was too much.

She pounced on the Changeling. Grey Dash fought back this time, slamming her into the ground. Rainbow shoved her back and got her hooves around her neck. She began squeezing.

Grey Dash coughed and sputtered. She couldn't breathe. Rainbow continued squeezing as hard as she could, trying to suck the life out of this changeling. She let out a low roar as she increased pressure.

"RAINBOW!"

Rainbow Dash paused. She turned around. Scootaloo. She was awake.

"What's going on?" Scootaloo asked. "Rainbow? What...What are you doing?"

Rainbow barely registered the question. Her grip became tighter. The Changeling began flailing, desperate for air. Rainbow felt her breathing become tighter, felt the life leaving her body. Just a little more pressure...

"STOP IT!!" Scootaloo shouted.

Rainbow froze. She looked into the green eyes of the changeling. Her grip relaxed. She fell back.

The Changeling took deep breaths, grateful at the air now once again flowing through her lungs.

"She's fine squirt." Rainbow said breathing heavily.

Blood ran down the changeling's muzzle. She was smiling. Rainbow was closer to insanity than she could've ever imagined.

"Alright Rainbow. I'll tell him the kid is dead.

Rainbow Dash let her leave. But her anger remained.

"I hope I never see you again. Cause if I do, I WILL kill you." She said coldly.

The changeling smiled. "Fair enough." With a purple flash she was gone. Back to Equestria.

Scootaloo came up behind Rainbow Dash. "Who was that?"

Rainbow did her best to soften up. "Nopony. Don't worry about it. Go get some sleep squirt."

"But..."

"I said go to sleep. Now." Rainbow snapped.

Discord sat upon his throne. He felt a yelp of joy escape his body as he touched it. "Oh it has been far too long. But I must say. It is good to be king."

Grey Dash trotted in. "The filly is dead. I believe we have payment to discuss."

Discord rolled his eyes. "Oh I do hate this part. I guess you can only buy loyalty huh?"

Grey Dash suddenly changed shape. She turned back to her natural form. A black changeling.

"I want my payment." She hissed. "I think I've earned it."

"Very well. I should've heeded the warnings. You changelings are greedy aren't you?"

"We prefer to think of ourselves as hungry." The changeling replied. "But my job is done."

Discord chuckled. "No it isn't. You destroyed Rainbow Dash. You destroyed her reputation. You destroyed her mind. But she still lives. So do her friends. They are going to find her. And bring her back."

Grey Dash glared at Discord. "So then what do you wish for me to do?"

"They will inevitably return. Be waiting for them. They have defied me. Teach them never to defy me again."

It had been several days. The balloon was nearing the end of the trail.

"How close are we?" Twilight shouted.

"Real close. We'll see it any moment now." Thunderspark replied.

Applejack and Rarity looked through binoculars. A familiar color appeared on the horizon.

"I see orange and pink!" Applejack shouted. "It's Scootaloo!"

"Touch us down!" Twilight shouted. "C'mon, take us down!"

The balloon slowly began losing elevation. Thunderspark released himself from the reins and zoomed towards the filly.

The balloon crashed to the ground. The five dusted themselves off and trotted off after the rude Pegasus.

Scootaloo was giving him a strange look. "Who are you?"

"You don't know who I am?" Thunderspark asked. "You sure? I'm like, the fastest pony in Equestria."

Scootaloo chuckled. "Yeah I don't think so. I know the fastest pony in Equestria. Her name's Rainbow Dash. And she is not you."

Thunderspark rolled his eyes. "Alright. Where is she?"

Scootaloo frowned. "You should probably go before...APPLEJACK!"

"SCOOTALOO!" Applejack shouted. She ran up to the filly and gave her a massive hug.

"I missed you so much Applejack! How are Applebloom and Sweetie Belle?"

"Oh they're back in Ponyville. They miss you a bunch."

Their moment of joy was interrupted. Suddenly all became silent. Rainbow Dash had returned. She dropped the bushel of fruit that she had been carrying.

"What are you doing here?" She demanded harshly.

Pinkie Pie hopped up to Rainbow Dash. "Oh Dashie thank celestia you're okay!"

Fluttershy came in and gave Rainbow a huge hug. Rainbow Dash was knocked down by the force of it. She groaned in pain.

"Oh I'm so sorry!" Fluttershy squeaked. "I'm just so happy to see you!"

Twilight Sparkle trotted up and offered a hoof to help her up. Rainbow glared at the hoof and slapped it away. She got up on her own. "What do you want?"

Twilight's ears went back. "I...I want to say sorry. We're all very sorry."

"Yeah. We shoulda given you a chance to tell your side of the story." Applejack said.

"Agreed. You weren't given your fair say. We promise it won't happen again." Rarity added.

Rainbow Dash looked at all her happy friends. She also spotted Thunderspark.

"What about him?"

Thunderspark came forward. "I'm not very sentimental as you may know. So I'll just spit it out. Equestria has been invaded. Discord has taken the throne. Ponyville is ground zero. We need you back."

Rainbow Dash looked around at her five friends. Then she laughed sarcastically.

The others looked around confused. "Somepony say something funny?" Applejack asked.

"Yeah. Thunderspark that was hilarious." Rainbow Dash said.

Pinkie Pie burst out laughing. The others glared at her.

"What? Dashie said it was hilarious!"

The others looked at Dash. "What's so funny?" Twilight asked.

Rainbow Dash's smile disappeared. "I'm okay with you guys giving up on me. Fearing me like I'm some kind of monster."

"Look Rainbow, we're sorry. We thought it was you. We were wrong..."

"I don't care." Rainbow Dash said. "Did you believe it?" She was talking to Applejack.

"Um...well not exactly..."

"DID YOU BELIEVE I HAD DONE THIS?" Rainbow Dash shouted. "Yes or no?"

Applejack sighed. "Yes. I did believe it. You were wrapped around tight enough to snap after Sparky broke your record..."

"That's why I'm laughing." Rainbow Dash interrupted. "Because you turned your backs on me. And now you want to come by, say you're sorry, and ask me to come back. Am I right?"

Applejack nodded slowly. "We're real sorry..."

"Sorry doesn't cut it!" Rainbow Dash shouted. "You betrayed me. Loyalty goes both ways you know. Now go home. I'm done with you."

She turned and stormed away. Thunderspark ran after her.

"Would you at least take those old bandages off? Those wings must have healed by now."

He put a hoof on the bandage. Rainbow Dash slapped his hoof away.

"Don't touch them. I'm done flying Sparkhead. I'm not using these wings anymore."

Thunderspark frowned. "What? That's ridiculous. Those are great wings you got there Dash. C'mon let's just go back to Ponyville. We'll talk about this on the way."

Rainbow Dash shoved him away. "You got hearing problems sparky? I'm not going anywhere with any of you!"

Thunderspark sighed. He paused to collect his thoughts. Rainbow Dash glared at him.

"You want to know the truth Rainbow Dash?"

"What?" Rainbow Dash snapped.

Thunderspark took a deep breath. "I got into flying because of you. You were my inspiration. And you have to understand I hate to admit that."

Rainbow Dash continued glaring. "For real?"

Thunderspark nodded. "Yeah. You have such a gift Rainbow Dash. Even if you are a bit of a tool sometimes." He sighed again. "Look. I wouldn't have put that bandage on you if I didn't care what happened to you. Wings or no wings, come back with us."

He reached out to grab Rainbow's arm. She slapped him away. "Don't touch me."

"Come with me."

"If you really care about me, then you'll let me go." Rainbow Dash hissed.

She looked at the others. "You want me to come back too?"

They all nodded enthusiastically.

She jabbed her hoof at the ground. "Beg."

They looked at her, confused. "W-What?" Fluttershy stammered.

"Beg. Beg for my forgiveness. I think I've earned it."

They looked at her. "You feeling okay sugarcube?" Applejack asked.

"DO I LOOK OKAY?" Rainbow Dash snapped. She jabbed her hoof at the ground again.

They all got down in the grass. Twilight spoke for all of them.

"Rainbow Dash. We beg of you. Come home with us. Help us stop Discord."

Rainbow Dash looked down at her, her face tightening up. "No."

They sat there in shock. "What?" Fluttershy asked, dumbfounded.

"You made your choice. You chose to leave me in prison. I'm done with you ponies. Go home. I'm happy here." She stared at Thunderspark. "Without my wings."

She turned to trot away. "Come on squirt."

But Scootaloo didn't come. Rainbow Dash turned around. "Hey! Scootaloo! What's up?"

She looked away. "I kinda...want to go home Rainbow Dash."

Rainbow Dash stared at her and smiled back tears. "You too huh? You're with them? Fine. Go! I don't want you here anyway!"

Scootaloo's eyes welled up with tears. "I'm sorry Rainbow Dash. It's been really fun, I just...I want to go back to Ponyville. I wanna see Applebloom and Sweetie Belle and them. Get back to finding my cutie mark."

Rainbow Dash glared at the filly. "You betray me too? You of all ponies. Well GO ON THEN!"

Scootaloo shied away. "Sorry big sis..."

"I'M NOT YOUR BIG SISTER! I was trying to be your master. Your teacher. But you're just like the rest of them. GO AWAY! I DON'T NEED YOU PONIES! I'LL BE MORE THAN FINE ON MY OWN!"

The heartbroken ponies, and the one filly, turned and headed back towards the balloon.

Twilight stayed behind for a moment. "Discord won. He divided us up. Just like he planned. I'm sincerely sorry Rainbow."

She could see now, that Rainbow was lost. Whatever Discord had done to her mind, it had changed her. No point trying to reason with her now.

Scootaloo took one long look back at her idol. They locked eyes for a moment. Then Rainbow quickly looked away.

Dash kicked up dirt in a sorrowful rage. The only other pony she'd ever truly known. Scootaloo. And even she had left her.

She looked up. Only Fluttershy remained behind.

"I-I'm really sorry Rainbow Dash." She said softly, tears in her eyes. Rainbow Dash suddenly felt a wave of remorse.

"Fluttershy...I didn't..." Before she could say finish, Fluttershy flew off crying, back to the balloon.

Thunderspark took his position. Fluttershy lifted Scootaloo into the balloon.

With one final look from all of them, the balloon lifted off, and accelerated back towards Ponyville.

Rainbow Dash collapsed to the ground. She looked at the waterfall next to her. Then to the great empty plains on the horizon.

Paradise. This was paradise. But now, loneliness set in.

This was no paradise. This was exile.

She began weeping. "I hate being alone." She smashed her hoof into the ground, sending up more dirt.

She continued crying until nightfall.

She had not slept in almost a week. She did not want to experience the memories that she would inevitably face in her dreams. But now, the memories were all she had left.

So she slept.

Homecoming

Chapter 12: Homecoming

7 years ago

Titan flew into his old home on the outskirts of Cloudsdale. It had been a rough day. The Wonderbolts had been facing an influx of younger, fresher wings.

And Titan, at his advanced age, was being forced into retirement.

He had long since lost his command of the group to an up and comer by the name of Spitfire. But forced retirement was completely different.

The Wonderbolts had defined Titan. And even now, having been offered a job Wonderbolts trainer, he still felt left out.

But he had to shut out his own personal problems now. Rainbow Dash would be coming home from flight school soon.

She opened the door and flew in. She was 15 now, fully grown, and a load of trouble.

Today, she came home sporting a black eye.

"How was school?" Titan asked.

"Cool."

"You learn anything?"

Rainbow shrugged. "Does anypony ever learn anything at flight school?"

Titan laughed. "Fair enough. You eating that lunch I packed you?"

Rainbow chuckled. "The day you give me edible lunch is the day I eat."

Titan got up and gave the pegasus a noogie. "You little devil."

His face suddenly hardened. "What's that?" He gestured to the eye.

"What? Oh this? Nothing. Just some...ya know, battle damage."

Titan frowned. "Battle damage? What do you mean battle damage?"

"Oh you know...everypony gets into a brawl once in a while." She chuckled.

But Titan was not amused. "Yeah, except you don't get into a brawl once in a while. What did I tell you about getting into fights Rainbow?"

Rainbow Dash rolled her eyes. This made Titan angrier.

"You don't think I see you coming in here every day with those bruises? How about all the times I've had to talk to the principle because you punched somepony? How about the time I had to bail you out of jail for punching somepony important?"

Rainbow Dash was taken aback by the words she was received with. "Look, sometimes these ponies try to hurt you. And you gotta fight back."

"Oh don't give me that. Why do you have to be so mad all the time Rainbow? Why you gotta pick a fight with everypony?"

"Well sometimes everypony deserves to get smacked around!" Rainbow shouted back.

"You know what your problem is? That accident put a chip on your shoulder. And that chip has gotten so big, you can't see who you're hurting anymore."

Rainbow Dash silently pouted at Titan. "I know exactly who I'm hurting..."

"Really? Do you? So you're trying to hurt me?"

Rainbow frowned. "What? You? I'm not hurting you."

Titan looked into her eyes. "Do you even know how much it hurts me? Watching you waste your life? Watching you laze around your classes, and come home every day with a new wound to stitch up?"

Rainbow stammered. "I...uh..."

"And it's not even that Rainbow. Years before...that accident, I had a talk with your daddy. And I swore that if anything ever happened to him, I would raise you. I would raise you well." A rare tear came to the masculine pony's face. "And I failed him."

Rainbow shook her head. "That's not..."

"And that hurts me Rainbow Dash. Knowing I failed your dad. Knowing I failed you."

Rainbow Dash turned and slammed her hoof against the wall. "LOOK! I'm sorry okay? I'm sorry I'm such a screw up. I'm sorry I can't give a buck about school. And I'm sorry I'm not good enough for you. But don't you go pretending you're my dad. And don't go acting like I'm your daughter."

Titan's face contorted in anger. "Your daddy gave me the responsibility of raising you as my daughter."

Rainbow shook her head. "My daddy? My dad? I don't have a dad! I've been trying to forget about him for years! And all you do is bring him up EVERY SINGLE DAY!"

Titan blinked back angry tears. "He loved you Rainbow Dash. He loved you more than anypony. With all his heart. And you repay him by trying to forget him?"

"You can say that!" Rainbow fired back. "You're not the one who let him die!" She sighed. "And you're wrong. He never loved me. I was just a student. He was just a teacher. That's all we had."

Titan shook his head sadly. "You're so wrong Rainbow Dash. You're just so wrong."

Rainbow Dash shook her head. "Buck this. I'm out." She got up and grabbed a suitcase.

"What are you talking about?" Titan demanded.

"I'm leaving Titan. I want you to forget about me. I'm just another pegasus from here on out. Not your daughter. Not your friend. Just somepony."

Titan sighed. "I didn't mean it that way. You'll always have a home here."

Rainbow shook her head sadly. "No. I don't have a home anywhere anymore."

Cloudsdale Flight School was one of the most stress inducing, melodramatic places in all of Equestria.

Today the melodrama surrounded a hoofball game. The Junior Speedsters against the All-Star speedsters. Two divisions of pegasi long incongruous.

Every year there was a game. Every year the All-Stars won.

But this year, the junior speedsters had three advantages.

Earth, Wind and Fire.

Gilda. A massive griffon, rumored to be borne of the depths of hell. Her size and bulk made her Earth.

Then there was Rainbow Dash. Quick as a bullet. Made decisions on the fly. A ferocious competitor. She was Wind and Fire. She had been on the All-Stars.

But after a fight with Thunderspark, their team captain, she had been demoted to Junior Speedsters. Gilda had been demoted for similar reasons. They quickly embraced their underdog team. Rainbow did at least.

They both were easily the best players on the cloud field. They made a loud, but undeniably talented pairing. Gilda was large and intimidating to opponents. Rainbow Dash was not particularly large, but made up for it in speed and tenacity. And she was easily the most feared.

And so for once, the Junior Speedsters had a chance to win a game. Down 20-17 with five minutes remaining on the clock.

"Dash! Take the outside!"

Number 15 Rainbow Dash shifted formation. She lined up opposite Thunderspark.

Gilda was the quarterback. But she rarely threw the ball to anypony other than Dash. This time she was planning a quarterback sneak.

They snapped the ball. Gilda took it herself, flying over the first line of defenders.

Rainbow Dash flew beside her, ready for the inevitable pass. Gilda was not that difficult to take down despite her size.

"Pass! Pass!" Dash shouted. Gilda smashed into a defender and lateraled the ball to Rainbow Dash.

Now it was easy. Dash ducked between the other two defenders. Wind.

Only Thunderspark ahead of her now.

She lowered herself and slammed into him helmet first. There was a smash as the helmets met. Fire.

Rainbow Dash kept pushing as other defenders jumped on her now. She shoved Thunderspark aside. Her speed kicked in. Now it was just an easy dash towards the endzone. Touchdown.

She began her endzone celebration dance. There was a whistle. It was coach.

"Personal foul. Helmet to Helmet hit. Number fifteen of the offense. No touchdown."

Rainbow Dash furiously sped towards the sideline. "Is that some kind of cruel joke? Are you serious?"

"Sit down fifteen. You're done." Coach said.

"Oh this is ridiculous." Rainbow Dash spiked her helmet into the cloud turf. "It's his fault! He tried to get in my way!"

"He's supposed to." The coach said dryly. "He's on the other team."

"This is bull! What am I supposed to do now?"

"Sit on the bench." The coach snapped. "And shut up. You're tone is starting to get to me."

Rainbow Dash turned and flew off the field. "Hey where you going?" The coach demanded.

"To my dorm! You got a problem? Kiss my flank!" She blasted off towards the school, leaving a rainbow colored trail behind
.

Rainbow Dash trotted into the lunchroom. She looked at the available tables to sit at. The other ponies glared at her. She had a bit of trouble making friends.

She definitely had developed a mean streak during her years here. In the years since her father's death, Rainbow's personality had taken a turn for the worse. Her filly innocence was long gone. A quiet rage had built in the years following the accident, pairing with her hard-headed arrogance. As a result she was rather unpopular.

Only a couple ponies accepted her now. One of them was Gilda, but she was still out on the cloud playing hoofball.

Rainbow Dash sighed and sat at the table with her only other friend. Fluttershy. She was just as much an outcast as Rainbow Dash. Few friends. Socially awkward. Not very popular.

"Hey Fluttershy."

"Oh Rainbow Dash. I saved you a seat." She gestured to the empty table.

Rainbow snorted and sat down. "So how are things with you Fluttershy?"

"Oh they're fine. I got to take care of Mr. Clyde's pet lizard. And I got to walk the teachers dogs. And I..." She trailed off.

Rainbow Dash leaned in. "What?"

"Well...some boys said some mean things. But that's not important. I don't want to get anypony in trouble..."

"Who?" Rainbow Dash demanded, her face tensing up in anger.

Fluttershy squeaked. "Oh I knew I shouldn't have said anything. I knew you were going to get mad. It was nopony. I lied..."

"No you didn't. Spit it out Fluttershy. Who said what to you?"

Fluttershy was on the edge of tears. "Could...could you please forget I said anything."

Rainbow Dash groaned and relented. "Alright, fine. Just don't start up the waterworks okay?"

Fluttershy nodded. "So what's happening with you?"

Rainbow slumped back and let out a long sigh. "Well...ran away from home."

Fluttershy spit out her milk across the table. Lightning quick Rainbow ducked to avoid the spray.

"You WHAT?" Fluttershy asked incredulously.

"Yeah. Kinda got in a fight with...'dad'. Got pretty heated so I jumped ship."

Fluttershy thought it all over. "Will he take you back?"

Rainbow shook her head. "I don't need him to take me back. I'll just stay in one of the dorm rooms here."

"Well...I mean...you could stay with me." Fluttershy offered. "I told you about the little house I bought."

Rainbow frowned. "Isn't that house...on the ground? Like...the dirt?"

"Yes. I feel better on the ground than in the clouds." Fluttershy explained.

Rainbow sighed. "Weird. Well I guess so. If you tell me right now what that pony called you."

Fluttershy paused.

She leaned in and whispered something into her ear. Rainbow Dash threw her food tray off the table.

"WHO?"

Fluttershy shook her head. Rainbow Dash softened up a bit. "Look Fluttershy. Whoever it is had no right to say this to you. You're not...that. Now look at me. Who said this to you?"

Fluttershy raised a shaking hoof in the direction of one of the jocks. Magnum.

Rainbow Dash patted Fluttershy on the back. "Wait here."

She stormed towards the jock table. Thunderspark was the first to see her.

"Oh boy. We got trouble."

Magnum was laughing at something at the time. Rainbow Dash slammed her hooves down on the table. "You! Give me one reason why I shouldn't sock you in the mouth huh?"

Magnum's ears went back. "Alright. Alright take it easy Crashie. I don't know what this is about..."

"You picked on Fluttershy. You said a certain word to her. I don't like this word."

Her hoof became a fist. She slammed it down on the table.

Magnum jumped and shook his head. "Look, I'm sorry okay? Don't hurt me!"

Rainbow Dash grinned, then turned to head back to Fluttershy. "Don't let it happen again loser. You boys take it easy."

"Her daddy sure is taking it easy." One of the ponies muttered.

Rainbow Dash's ears perked up. She turned around. "Who said that?"

None of them raised their hoofs. She flew back, hurling all the lunches off the table. Everypony in the cafeteria was looking at her now.

"WHO SAID THAT?" She demanded.

Before she could even think, she had thrown a punch at Magnum.

The whole table was up and ready to brawl.

Teachers and monitors flooded the cafeteria. Fluttershy ran up to grab Rainbow Dash and hold her back. But the damage had been done.

Magnum was bleeding on the floor, his nose broken.

White Collar had hit her in the side of the face hard, causing a cut to form. She responded with the right hook.

Rainbow Dash was fighting off the rest of the table. Prince to her left tried roundhouse kicking her. She dodged, sending him sprawling to the floor. Magnum began crawling away. Rainbow grabbed him by the tail.

"I'm not done with you clouds for brains."

Suddenly the wind was knocked out of her. Thunderspark pinned her to the floor.

"That's enough! I said it alright! Me! So take it easy with my friends."

Rainbow reached out and punched him in the face. He was sent sprawling back.

The teachers grabbed her and held her still. The elderly monitor looked at the snarling, panting youngster.

"Principle. Now."

Rainbow Dash sat on the clouds outside the Flight School campus. The bell rang. The students headed out. Some of them headed for home. Fluttershy saw her sitting there and flew over.

"What did the principal do?" She asked.

Rainbow Dash turned to her, revealing a large cut on her cheek.

"Oh my!" Fluttershy squeaked. "You need to come with me."

Rainbow Dash shook her head. "No I'm fine..."

Fluttershy picked Rainbow Dash up and flew down towards the ground.

"Where are we going?" Rainbow Dash demanded.

"To my house. We need to patch you up."

They landed in front of a small cottage. Rainbow Dash looked around. It was her first time on solid ground. Cloudsdale had been her home for so long. This grass beneath her hooves felt strange to the cloud acquainted Pegasus.

"Well this is freaky. You really live down here?" Rainbow Dash asked.

"Oh yes. I fell down here by accident. And I discovered all of these adorable creatures." She gestured to the animals surrounding the house. "And I decided to stay."

"Freaky." Rainbow Dash muttered. She followed Fluttershy into the house.

Fluttershy immediately got a first aid kit. She began laying out bandages.

"So did you get in trouble?" Fluttershy asked. She began stitching up the gash on Rainbow Dash's face.

Rainbow Dash sighed. "Well...I kinda got suspended."

"Suspended? Oh no. You want me to talk to them? I could put a good word in for you."

Rainbow Dash chuckled. "That's the thing. It started as a suspension. Then I got kinda mad. Started throwing things. Anyway I quit."

Fluttershy gasped. "You quit? What do you mean you quit?"

"I'm the best young flyer in all of Cloudsdale! I don't need to go to flight school anymore."

Fluttershy continued stitching up her face. "But are you sure about this? Where will you go? What will you do?"

"I'll be around Fluttershy. I'm sure I could find myself a job."

"Fluttershy rubbed water on Dash's face. "Are you sure? I mean you could just stay here. I'd be happy to have you."

Rainbow Dash got up and smiled. "I know Fluttershy. But this is my world. I need to go grab life by the horns. It's what dad would've wanted."

Fluttershy got a bit teary eyed. Rainbow Dash waved her hoof. "Don't get all sappy on me. I'll be fine. I'll be the best there is Fluttershy. Just you wait."

Three days had passed since Rainbow Dash had left Fluttershy's home. She had gone into this mysterious town to find work. Ponyville they called it.

But after three days, she hadn't slept, she hadn't eaten, and she was beginning to grow weak.

She could no longer fly. She simply did not have the energy to keep herself in the air.

She stumbled around town, her coat grimy from days without a wash. Her mane was tangled and misshapen. She trudged along the ground outside of town.

"Can't believe it. All this talent...all this awesomeness...and I'm just another loser."

She collapsed on the edge of an apple field. She had officially hit rock bottom. She had to resort to begging pony's for money on the street. She know realized the gravity of her mistake in leaving Cloudsdale. But it was too late now. She dozed off in the grass.

When she came to there was an orange pony staring down at her.

She screamed and jumped up, her hooves extended in a defensive position.

"Hey take it easy Sally!" The orange pony exclaimed. "You're okay. Nopony's gonna hurt you. You don't look too good."

Rainbow Dash calmed down. "Who...who are you?"

The pony extended a hoof. "Names Applejack. You?"

She shook her hoof cautiously. "I'm Rainbow Dash."

Applejack stared at Rainbow Dash's starved belly.

"You look a little starved hun. Come on, I got plenty of food for you."

Rainbow Dash hesitantly followed her deeper into the farm. After going through a seemingly endless maze of apple trees, they arrived at an old house.

"You like pie?" Applejack asked.

"Uh...I guess..."

"Oh goody. I just baked a fantastic apple pie this morning."

She led her into the house. Rainbow Dash caught sight of the pie.

Her eyes glazed over. Her tongue hung out of her mouth. She realized she was drooling.

"Is...that...for me?"

"Well sure. I don't need it as much as you. Dig in. You look like you could use some..."

Before she could continue, Rainbow Dash had dug her head into the pie. It was nothing but crumbs in ten seconds flat.

"Well gosh girl. You sure ate that up pretty fast. You want some more?"

Rainbow Dash's head came up out of the pie dish. "Their's more?"

"Of course. We got apple cider, apple pie, apple cake, apple meringue, apple tart, apple crisp..."

Rainbow Dash cupped a hoof over her mouth. "Please stop. You're going to give me a heart attack."

Applejack sat her guest down and brought in the food. "So why are you so hungry?"

"Haven't eaten in a while. I've kinda been just wandering around for a couple days. Don't have anywhere to go..."

"What? You don't have a home?" Applejack asked.

Rainbow Dash shook her head. "Nope. But I ain't complaining. Street life is better for me anyway..."

"Oh that's just ridiculous! You really should stay for a while."

Rainbow Dash sighed. "It' really okay. The pie was enough. I can find someplace to stay. Some nice bench somewhere..."

There was a knock at the door. Applejack went to answer it.

"Oh Rarity! Come on in. I have a visitor this morning."

The white coated pony known as Rarity entered the house. When she saw the disheveled Rainbow Dash, she let out a gasp of horror.

"Oh you poor thing! You must come with me immediately!"

Before Rainbow Dash could protest, the young unicorn pushed her away from the table.

"Applejack? May I use your bath room?"

"Of course."

Rarity pushed Rainbow Dash into the bath room. "I don't know who you think you are. But here in Ponyville we have certain standards for hygiene."

"Excuse me?" Rainbow Dash asked, fully confused by what was going on.

"You poor darling. Life has not been very good to your coat. You need a bath. Now."

Before Rainbow Dash could open her mouth, Rarity pushed her into the bathtub. She turned on the showerhead. Dash screamed.

Rarity got out a brush. "Now just hold still for a moment if you would please. What's your name darling?"

"Rainbow Dash." Dash stammered as the water went into her mouth. Rarity threw a bar of soap into the shower. "Nice to meet you Rainbow Dash. My name is Rarity. Apply the soap please."

"Alright, alright, I'm using the soap. Geez."

"Shower's over."

She shut the nozzle off. Rainbow Dash shook herself dry. A small rainbow formed over her mane. Another shake and her hair went back to it's natural spikeish shape.

"Oh that must be adjusted." Rarity said, coming at Rainbow with a comb.

Rainbow dodged her. "Okay. You can give me a bath. But you do not touch my mane? Clear?"

Rarity scowled at her. "Very well. To each pony her own. You are a stubborn one." She extended a hoof. "Once again, a pleasure meeting you Rainbow Dash. Stop by my boutique anytime."

Rainbow Dash hesitantly shook her hoof, offering a weak smile.

There was another knock at the door. Applejack answered.

"Oh Fluttershy. Come on in. My am I busy this morning!"

Rainbow Dash rushed out into the kitchen. "Fluttershy? What are you doing here?"

"Oh Rainbow Dash. I've been looking for you. I couldn't bear the idea of you sleeping out there in the cold. So uhm...if it's okay with you...maybe you could..."

Rainbow Dash put a hoof on Fluttershy's shoulder. "Fluttershy? Could I maybe...take you up on your offer to stay at your place for a bit? I mean until I get back on my hooves."

Fluttershy smiled. "Oh really? Oh this is great! I have a bed made up for you and everything! Oh this'll be so fun!"

Rainbow Dash and Fluttershy left.

"Goodbye y'all! Come again soon!" Applejack called.

"Tata Rainbow Dash!" Rarity called.

Rainbow Dash turned to them. "Hey look...thanks. I really needed a good day today. Thanks for the pie and the...shower. And the pie."

"No problem. Anytime." Applejack said cheerfully.

They turned to fly away. "So have you met everypony yet?" Fluttershy asked.

"I don't know. Is there anypony else?"

"Well...there's Pinkie Pie." Fluttershy said.

Rainbow Dash laughed. "Pinkie Pie? What kind of name is..."

Before she could finish, a pink pony sprung out from behind a bush next to them.

"HI THERE!" She screamed.

Rainbow Dash panicked and crashed to the ground. The pink pony helped her up, ferociously shaking her hoof as she did so. "My name's Pinkie Pie! My friends call me Pinkie! You can call me Pinkie. Cause you're my friend!"

Fluttershy introduced her. "This is my friend Rainbow Dash. She's gonna be staying in Ponyville for a bit." She looked at Rainbow. "If that's okay with her. Is that not okay? I'm sorry."

Rainbow Dash laughed. "Nah. I'll stick around, at least till I find a job."

"Oh great!" Pinkie Pie shouted. "Well I gotta bounce, see you around Rainbow Dash!"

She skipped away. "Yeah. Seeya!" Rainbow Dash called after her.

Fluttershy opened the door of her house. "Make yourself at home. I already made a bed for you."

"Already? How'd you know I'd want to stay?" Rainbow asked.

"Well nopony wants to sleep outside in the cold. Not when they could have a nice warm bed."

She brought Rainbow upstairs to a tiny room filled with books.

"I'm sorry. I know it's kinda small..."

Before she could finish, Rainbow Dash had jumped onto the bed. "Oh yes." she said, feeling the warmth of the blanket. "This beats a park bench any day of the week."

"If you need anything, you can come and get me." Fluttershy said.

Rainbow didn't answer. She was asleep. Fluttershy tucked her in, then went to tend the animals.

Rainbow Dash slept peacefully at last. She had been unable to get good sleep on dirty streets for the past week. She yawned and stretched as the early morning sun shined in through her bedroom window.

"I could get used to this."

She rolled out of the bed and trotted downstairs. The house was dead silent. But then of course it was. It was Fluttershy's house.

"Yo Fluttershy. What kinda breakfast we got in this place..."

"SURPRISE!"

Rainbow was nearly blown back by the force of the yell. She looked around and her mouth gaped.

The house was fully of ponies. The three from yesterday, Pinkie Pie, Applejack, and Rarity. But now there were more. It looked like all of Ponyville had crammed into Fluttershy's living room.

Pinkie Pie pointed to her. "Everypony! Meet Rainbow Dash! The newest member of the Ponyville family."

Rainbow Dash blushed and smiled nervously as all the ponies came forward, shaking her hoof, introducing themselves.

"Pinkie Pie, what's with the party? Is it somepony's birthday?"

Pinkie Pie grinned. "It's your birthday silly! Well not really. But it's your first day in Ponyville! So this party is for YOU!"

Rainbow Dash looked around as everypony got into the snacks and drinks.

"Really? You guys threw a party...for me?"

"Of course silly! How else could you introduce yourself to everypony at once?"

Rainbow sighed. "Wow. Thanks Pinkie. This means a lot."

Fluttershy was outside with her animals. She heard the door open behind her. She turned. She smiled as Rainbow Dash sat next to her.

"I hope you're enjoying your party." She said cheerfully.

"Of course. It's a rockin party. But I thought you hated parties. Why would you let them throw a party in your house?"

Fluttershy shrugged. "I wanted you to feel welcome. Everypony here is so nice. I hoped it would convince you to...maybe...stay a little longer."

Rainbow Dash playfully slapped her on the back. "You know what? Maybe I will. One condition."

"What?"

"You're gonna party with us." Rainbow said, smirking.

Fluttershy shook her head. "Oh no. I don't really care for parties..."

"Wasn't a question." Rainbow said. She lifted Fluttershy up and started flying towards the house.

"Oh no please Rainbow. I'm not good with parties."

"Alright nevermind. You don't have to party. Just come inside with me."

She opened the door and let Fluttershy down. "See? It's not that bad is it?"

Fluttershy looked around. Soft music was playing. No roughhousing. Just ponies having fun.

"Well...I guess it's not that bad."

Rainbow Dash smirked. "See? Like I told you all those years ago. Stick with me There won't be anything to be scared of."

Applejack raised a glass of cider. "To friends. Old and new. And to Rainbow Dash. May this be the start of a long, and beautiful friendship."

Rainbow Dash looked at all of the ponies faces, so inviting. She knew now, she was home. These ponies. These were her friends.

And this pony, who had once thought her heart too scarred for friends, grew many in one day.

"So I hear you're a pretty good flier." Applejack said.

"Pretty good? Pretty good? I'm the best there is." Rainbow said proudly.

"Well let us see." Rarity said.

Rainbow went outside and showed off all her best flight moves. The crowd ooed and aahhd at every exciting stunt. At the end they clapped, impressed with what they had seen.

Rainbow Dash landed next to Fluttershy.

"You know, I think this place is growing on me. If I could just find a job."

"Oh that's what I was going to tell you! There's a job opening! Weather manager!"

Rainbow Dash looked at her funny. "What? A cloud pusher?"

"Well...I mean...it's probably at least a little fun." Fluttershy stammered.

Rainbow Dash sighed. "Well...a job's a job. I think this'll all work out Fluttershy."

Rainbow beamed. First good day in a long time. And tomorrow would be even better.

Rainbow Dash snapped awake. She looked around. It was late in the morning. She stopped to catch her breath. She looked around.

For the first time in days, she wished the dream had not ended. Surrounded by her friends, being welcomed as a member of the family. But that time had long since passed. Now she stayed alone in this paradise.

Paradise. Empty paradise. She remembered it all now. They had come to apologize. To ask her to come back with she had said no.

She kicked her back legs into the ground in anger. "What is wrong with me?" She muttered. "First...First I let my father die. And then I send my friends home to face Discord. What...What am I?"

She looked at herself in the waterfall. "Same old sleek body. Same old perfect mane. Same aerodynamic tail."

She paused. She looked at the bandages. They had been around her midsection since she started the journey into the Everfree forest.

So many mistakes she had made.

Discord had won. He had broken her. Turned her against everypony she loved.

"No. He couldn't have won. Cause that means I lost." Rainbow muttered. "I don't lose."

She gripped the bandages in her teeth and tore them off. There they were.

Her wings. Her greatest weapons. Fully healed. She stretched them out in the sunlight.

"They took me in. Made me one of their own." She made her hoof into a fist. "I will never abandon them."

She stretched out her legs, cracked her neck and flexed her wings. "Like riding a bike." She muttered.

She ran forward and took off. She stayed airborne for a moment before crashing back down. No. Needs more thrust. She breathed smoke from her nostrils and tried again. Another crash landing.

She looked up, groaning from the pain of failure. She looked up at the sun. It was in the west. Ponyville.

This time there would be no failure. She ran forward and launched herself into the air. Her wings immediately fell back into sync. She blasted forward through the forest, twisting and turning around trees, and laughing with glee.

How could she have even considered giving this up?

She was gaining altitude now. She was above the trees. Speed. Yes speed. That wind in her face. The adrenaline pumping. She saw the bubble form in front of her. A moment later it was a cone. And then, with a giant Rainbow colored explosion, she punched a hole in the sky.

"I'm coming girls! Hang on!"

The balloon touched down at Sweet Apple Acres. The remaining ponies stumbled out, broken down from their unsuccessful retrieval.

"We should respect her wishes." Applejack said sadly. "If she doesn't want to come home, we have no right to make her."

Twilight sighed. "This is all my fault. I gave up on her. I admit it. I fell for Discord's trick. This is my burden to bear."

"We all doubted her Twilight." Rarity said kindly. "This isn't just your fault. It's the fault of all of us."

Pinkie Pie sighed. "I miss her so much."

"Yeah. Me too." Scootaloo whimpered. Suddenly, rock creatures sprouted from the ground. Rock soldiers surrounded the balloon.

"Don't move. You are under arrest under the royal order of Lord Discord."

"Lord Discord?" Applejack snapped, scraping her hoof on the ground, readying for a fight.

"Yes. You must all come with us."

Applejack hopped down and kicked the head off of the lead rock man. He crumbled to the ground. The others pounced on the balloon. Applejack was quickly pinned to the ground. The others were easily subdued.

Grey Dash stared at them, still wearing her Rainbow Dash disguise.

"Looks like we have some deserters. Why'd you come back?"

"Because this is our home." Applejack said defiantly. The rock soldiers hauled her to her hooves.

"Take them to the town square. It's time they learned who their master is. And what happens if they disobey him."

The ponies were forced down on the ground as Discord trotted up to them, a wide grin on his face.

"Oh you ponies. You confound me so. You find a way out of Equestria. A balloon. Freedom for yourselves and...the little twerp." He waved a hand at Scootaloo who growled angrily, causing Grey Dash to chuckle.

"And then what do you do? You come back! You come back from whence you escaped! Oh so foolish! And not only that! You come without Rainbow Dash? Where is she?"

"She stayed behind." Thunderspark said. "Guess that was a pretty smart idea."

"What are you going to do to us?" Twilight asked.

Discord smiled. "What any true leader does when the people revolt." He turned to leave. "Strike fear amongst them. Grey Dash?"

Grey Dash smiled. "Which one should we kill?"

The ponies all collectively shrieked. "Please. I beg of you. There must be a better solution..." Twilight began.

"Pick any one you want." Discord said dismissively. "I shall be in Canterlot Palace if you need me. Oh. And never deceive me again. The filly clearly still breathes."

He got into a royal carriage that flew away.

All that remained were the rock creatures and the changeling. She smiled as she looked upon the fearful faces of the ponies.

"How about you?" She asked, pointing to Scootaloo. Fluttershy squealed and pulled Scootaloo behind her back. Grey Dash grinned at her.

"Looks like we have a volunteer."

Fluttershy nearly fainted. "M-Me?"

"You heard me. Get up here. It's time to take one for the team."

Fluttershy squealed and turned to run. The rock guards grabbed her and began dragging her forward.

Grey Dash turned to a large rock creature. "I'll let you handle this one."

A jagged unicorn horn extended from the rock creature's arm. It began to glow. A weapon of death.

"P-Please. No..."

The guards threw Fluttershy forward.

"Wait!" Twilight shouted. "Don't do it! I'm the leader! Take me instead."

Grey Dash smiled. "Such nobility. In most cases I would reward it. But not today." He gestured to the guards. They pushed Twilight forward.

"Discord never said I couldn't kill more than one." Grey Dash hissed.

"Turn around." The rock creature said in a deep voice.

Twilight tried to keep down the tears as she turned to face away from the rock creature.

Fluttershy was weeping heavily. "I'm scared Twilight."

Twilight reached out and held her hoof. "It's okay. It's okay." Twilight couldn't think of anything to say to make Fluttershy feel better. Her own panic was taking over now.

The others looked in despair as another rock creature with a unicorn horn came up behind Twilight. His horn began to heat up as Twilight gripped Fluttershy's hoof tightly.

"I just want you all to know. Before I came here...well...I was a boring egghead. Never got out of the house. Never had any friends. And you all...you all accepted me. Were friendly to me." She turned to Fluttershy. "You too Fluttershy. I love you all. So much."

The others were in tears. Grey Dash gestured to the guards. "Make it quick."

"And Rainbow Dash." Twilight continued. "Wherever you are...thank you too. And I'm sorry."

The rock creatures raised their horns. They began to glow even brighter as they powered up. Fluttershy closed her eyes. Twilight took a deep breath and closed hers.

Suddenly her ears perked up. A sound. A familiar sound. Her eyes opened.

To the West. The sound of a jetstream.

Grey Dash looked up. A rainbow in the sky. It stuck out among the black clouds that surrounded Equestria.

"That's a nice rainbow isn't it? Always been a fan. They tend to brighten the darkest days." Grey mused. Suddenly her eyes widened. The rainbow was getting closer.

"Everypony get down!" She shouted.

There was a great gust of wind and the rock creature's chests exploded. Grey Dash looked around. "No..."

The rock soldiers raised their weapons. There was another great gust of wind and they exploded, sending rock flying everywhere. The ponies ducked to avoid it.

Another gust and Grey Dash was knocked to the ground, a sizeable cut on her lip.

A rainbow streaked across the town before doubling back towards the gathering of ponies.

There was a tearing sound as Rainbow Dash skidded to a stop, ripping up the grass and dirt beneath her. Her face was one of inconsolable rage as she faced the changeling imposter.

"Get out of my town." She growled.

Loyalty

Chapter 13: Loyalty

"You must be Rainbow Dash." Grey Dash sneered.

"The one and only." Rainbow growled.

"But of course I already knew that. I know a lot about you Rainbow Dash. I know about you and your daddy. Guess you weren't feeling very fast that day huh?"

Rainbow Dash snarled and pounced on the changeling. She dodged and punched Rainbow in the back of the head. She was thrown to the ground.

"Such a typical Rainbow move. All aggression. No tactical thought. I know absolutely everything about you Dashie. Give up."

Rainbow Dash glared at her. "You came to my home. You threatened my friends. I'm taking you down."

The others came in to help Rainbow up. She put up a hoof and shook her head. "Stay back. I have to do this."

"You don't have to do this alone." Twilight said.

"Please. Let me do it." Rainbow Dash pleaded.

Grey Dash sized her up and immediately found another weakness. Anger. An angry fighter was uncoordinated and unfocused. She just had to get Rainbow angry.

Rainbow looked at her friends as they begged to help her. Soon the choice was taken from them. More rock soldiers arrived and formed a perimeter around the two Dashes.

"You should've listened to your friends. You can't beat me Rainbow Dash. I'm the best there is. I lack an identity. I am the ideal impersonator." She circled Rainbow Dash, trying to rile her up. "But you see, impersonating is such a simple career choice. I prefer to earn my living by getting...inside my victims."

Rainbow Dash glared up at her. The dreams. The memories. "It was you. You were the one who made me remember my past. It wasn't Discord that was in my head. It was you."

Grey Dash nodded. "Yes it was. I was hired to take you out. Not physically. Mentally. And I used the greatest weapon I know. Memories. Memories are such powerful things. They can lift us up. And they can tear us down. And nopony can outrun them. Not even you."

It worked. Rainbow Dash got up and charged at her. She dodged again, this time grabbing her tail and smacking her into the ground.

She laughed. "Come on Rainbow Dash. Show me something new."

Rainbow Dash groaned as she got up again. A slight drizzle turned into heavy rain, pelting the ground around them.

"You're right. Those memories destroyed me." She said weakly.

Grey Dash grinned. "Of course. It's what I get paid to do."

"But you overdid it Changeling." Rainbow Dash hissed.

Grey Dash felt a surge of rage. "What? What do you mean I overdid it?"

"You gave me one memory too many." Rainbow Dash grunted. "You gave me the memory of the day I met my friends. I guess you just got carried away. Heh, and you call me arrogant."

Grey Dash gritted her teeth. "When I'm done with you, you'll wish you stayed in the forest."

She charged at Rainbow. Rainbow sidestepped her and then punched her into the ground. She transformed, turning back to her changeling form. As she got up Rainbow hit her again. Grey Dash snarled and charged her.

Rainbow Dash was ready. She timed her kick perfectly. Grey Dash was sent sprawling back.

Rainbow Dash grinned. "Not so tough without your disguises are you?"

The changeling transformed again. Rainbow Dash trotted slowly towards her.

"I know I told you I'd kill you the next time we met. But I'll forget that if you leave now." She warned. But her mouth gaped when she saw the changeling's new form.

Her coat was blue now. Her mane was green.

"D-Daddy?" Rainbow Dash stammered.

The changeling looked up at her. Her voice now replicated Lightning's perfectly. "Squirt? Why...Why are you doing this to me?"

Dash's breathing became heavy. "I-I'm sorry daddy. I didn't...I didn't know..."

"She's tricking you!" Twilight shouted. "Don't pay attention to her!"

Rainbow Dash turned to her, her face tearing up. "Shut up! You don't know anything about my dad!"

She extended a hoof down towards the changeling. "Let me help you up Daddy. I'm so sorry."

Grey Dash grabbed her hoof. Then she pinned Rainbow to the ground.

"You always were weak squirt." The changeling hissed, still in the voice of her father. "Don't you know, you gotta beat your enemy while he's down!" She hit Rainbow again and again. Rainbow Dash was sent sprawling back into the grass.

"You can't save yourself, just like you couldn't save me. You worthless punk! Why did I give my life for you? It sure wasn't so you could grow up into some bucking loser!"

Rainbow Dash buried her head in the ground, sobbing. She embraced the changeling. Grey responded by punching her into the grass.

She lay there in the grass and mumbled something inaudibly. She repeated her mumble.

Grey Dash leaned down and lifted her up. "What?"

"You're not...my dad." Rainbow snarled, jabbing her hooves hard into the changeling's ribs.

She backed off and returned to her original form. "You are so gullible." She kicked Rainbow down again, laughing gleefully.

"Get up." She hissed. Rainbow struggled to get to her hoofs. As she got up, Grey Dash greeted her with a kick to the face. She collapsed to the ground again.

"You should've killed me when you had the chance." Grey Dash growled, throwing a smirk at Scootaloo.

The changeling showed no mercy. She continued beating down on the pegasus, kicking her mercilessly in the ribcage.

"This is the third job I've done in Equestria. First one was way back. Getting into Princess Luna's head. Not an easy feat." She kicked rainbow in the ribs again. Rainbow yelped in pain as she felt them crack.

"Then I served Queen Chrysalis. Helped her get into Shining Armor's head. That was just fun."

At these words Twilight let out a low growl. The rock soldiers held her back.

"But you...you've been the easiest so far. You were a timebomb before I even got here. I gotta commend you for coming back though. Brave. Stupid but brave."

Rainbow smiled weakly. "That's me."

Grey Dash hurled her against a tree. "And those wings of yours. They were truly something special. Such a waste."

Rainbow had felt a bone break as she hit the tree. She shook it off and came up smirking. "I can take this all day..."

"Really?" Grey Dash punched her to the ground again.

Rainbow weakly stumbled across the grass. "You...You can't beat me..."

These words were empty. Her body was giving out. She could feel it. Even as she told herself to get up, her battered body responded slowly.

But this was Rainbow Dash. She would continue fighting long after her body had given up. Long after most sensible ponies would have decided to throw in the towel.

She looked and saw her friends. They all looked scared. Why were they scared? She thought to herself.

She couldn't lose. Not now. Not after coming back. Not after all this self confidence had returned. She couldn't fail them now.

She got up and charged at the changeling. Grey grabbed her mane and kicked her stomach hard. She slammed her head onto the wet grass, sending drops of blood and water flying.

As she tried to get up, Grey kicked her in the side. She groaned in pain.

"I got you...right...where I want you..." She muttered weakly.

But she realized now the harsh truth. Her legs didn't have the power anymore. She could not get to her hooves. She could not stand.

And she looked now at the Changeling. Death danced in her eyes. No mercy. Only death. She would only be satisfied with a kill.

Rainbow was going to die. This hit her harder than any kick or punch ever could. Her first instinct was to panic. She looked around for a way out. But without the ability to stand, there was no escape this time.

She saw her friends gathered behind the rock soldiers. She saw Scootaloo standing in front of them, her eyes wide in terror. If only she could reach her.

She painfully crawled across the wet ground, towards the panicked filly. She had to at least say goodbye. She got close and reached out her hoof towards her. Scootaloo saw this, and extended her tiny hoof as well. They touched.

"Rainbow?" Scootaloo asked fearfully. "C'mon Rainbow. Get up. Please?" She pleaded.

Rainbow wanted nothing more than to oblige the filly's request. If anything, just to take those tears out of her eyes. To make her smile again. But the pain was too much. She opened her mouth to speak some reassuring words.

"Oh no." The changeling sneered. "I'm not done with you yet." She gripped Rainbow's tail in her teeth and dragged her back towards the center.

"It's such a sad life Rainbow Dash. All this time wasted looking for something to prove. All this time pretending to play the hero, while trying to forget about your failures." She paused as she watched the struggling pegasus sputter and cough from her injuries. "You had so much potential Dash. Such ability. And you wasted your gifts. You wasted your talent. You wasted your life."

Rainbow looked up at her, forcing down her fear as she stared death in the face.

If she had to die, she wasn't going to do it with fear. She managed a slight chuckle.

Grey Dash chuckled back.

"I find it amusing too. You escape prison. You leave paradise for hell. And death is the punishment for your nobility." She looked down at the crippled Dash beneath her. "I guess you should've stayed in your cell."

Rainbow Dash lifted herself up, one last time, prepared for the end. She felt the rain running down her coat. It had taken her until now to understand just how good rain made her feel. She would miss it. She looked around at the home she had expected to triumphantly return to. The townspeople she had called friends for the last seven years. She regretted nothing. She stared defiantly at the changeling.

"I'm right where I'm supposed to be. So go ahead. Do your worst."

Grey Dash shrugged. "Fair enough."

Rainbow thought back now to that first flight. That last truly great moment. A fitting final thought.

Grey Dash raised her hoof and slammed it against the side of Rainbow's skull. Her head rolled to the side, and her body became limp. She crumpled to the ground. This time she did not get up.

The others stood on the rain soaked ground, frozen in shock. Rainbow Dash lay motionless before them.

They all rushed forward towards her body. The soldiers held them back.

"Alright everypony! Get back in your homes!" Grey Dash shouted.

But nopony moved. The whole town stayed, a silent vigil.

"Are you ponies hearing me? GO HOME!"

But the ponies stayed in place. Grey Dash looked at them in anger. "Have you all forgotten? She abandoned all of you! She ran away and left you all to die!"

Still the ponies remained, standing in quiet sorrow around the bloodied ground where the body lay.

"She was a selfish pig!" Grey Dash continued. "Did you ever notice? She only helped when it was convenient for HER! She deserves no remembrance!" She looked down disgustedly at the body. "She doesn't even deserve a burial. Now everypony! Back to your homes!"

Twilight shook her head. "She was so much more than that."

Grey Dash stared at her. "What? She was a pestilence. She loved only herself. She cared only for herself."

"She came back." Applejack said. "We turned our backs on her. And she still came back. That's all that mattered."

Scootaloo looked up angrily at the larger Changeling. "Yeah! And she cared for me!"

"She cared for all of us." Rarity added, gesturing to all the other ponies, who nodded solemnly.

Grey Dash relented. She waved a hoof at the guards. They stood down. The ponies all trotted slowly towards the body.

Only Fluttershy stayed in place. She was staring at Grey Dash. A rare surge of rage and sorrow was coursing through her body. "You monster."

"Come again?" Grey Dash asked.

"YOU MONSTER!" Fluttershy roared. She charged at Grey Dash. Rarity and Pinkie Pie were quick to hold her back.

Thunderspark cradled the lifeless body of his rival. He felt a tear come to his eye. "Oh Dash. You deserved so much better than this."

The rest of the town came out from their hiding places. Applebloom and Sweetie Belle ran up to the body.

Scootaloo gently nudged Rainbow's head. "Sis? Answer me. Please."

Thunderspark felt for a heartbeat. There was none. His face scrunched up as more tears welled up. "Oh Celestia. You can be so cruel."

"Sis? Come on Rainbow answer me. I'm sorry I left you in the woods! I...I didn't mean to hurt you Rainbow! I love you so much!" Scootaloo stammered. "I'm sorry. I'm sorry I bugged you so much. I'm sorry for everything. Just come back okay? PLEASE!" She hugged Rainbow's body tightly.

"Please." She repeated, weaker this time.

All of Ponyville gathered around the body of their fallen hero.

Fluttershy gently stroked her mane. "Please stay with us Rainbow..." She trailed off as the tears overcame her. She buried her head in her hooves. Twilight embraced her.

The other two fillies hugged Scootaloo, trying to offer comfort when none could be found. Grey Dash watched from afar and laughed.

"Geez. This job was worth every Bit. Goodbye Rainbow Dash."

Rainbow Dash opened her eyes. She was surrounded by a bright light. She put up a hoof to shield her eyes. She looked around. She was in a bedroom.

"W-Where am I?" She stammered.'

There was no answer. Her last image had been of the changeling's hoof coming against her skull. She quickly raised a hoof up to her head, feeling the area. It was undamaged.

She looked down at her body. Her ribs were unbroken. All the cuts and scratches from the fight were gone. The pain was gone. Now Rainbow was panicking.

"Where am I?" She repeated, louder this time.

She looked around the room. It had a familiar feel. She had been here before. Many times.

She looked at a small chest. Without thinking, she trotted over to it and opened it slowly.

The goggles. The Wonderbolt goggles. She was home. In Cloudsdale.

She looked around quickly. Her father. Could he be here?

She ran down the hallway. Yes. She knew this house. She knew the kitchen was through one more corner.

And there it was. And there he was.

He was reading a newspaper. He looked up and frowned.

"Excuse me? Are you lost?"

Rainbow Dash stood there, stunned, unable to comprehend what she was seeing.

"Look kid. I don't think I have to tell you, I ain't signing autographs right now."

Rainbow mumbled something incoherently. Lightning looked back down at his paper.

Rainbow looked around. Lightning looked up again, irritated now. "You still here? Get out?"

"D-Don't you remember me?"

Lightning looked her up and down. "Naw. I'd remember somepony like you. What are you thinking? Break into my house, I'll give you an autograph? I swear, you fans get crazier every day."

Rainbow felt tears come to her eyes. "You don't remember me. Oh Celestia..."

"Get out! This is my home! Come on now girl, I ain't got time for any filly business. You wanna see me, go to the Wonderbolts this afternoon! Don't ever come into my house again!"

He got up and pushed her towards the door. "Go on now!"

Rainbow turned. Tears were streaming down her muzzle. "D-Daddy?"

Lightning froze. He looked at the pony standing before him. His eyes became blank as he absorbed himself in deep thought.

"No. It can't be. Rainbow?"

Rainbow Dash nodded through the tears.

Lightning was looking at her with a distant sadness. "I...my eyes must be playing tricks on me. Rainbow Dash. My one and only."

She pulled Rainbow into a hug. "Come here squirt!"

They laughed together. Rainbow hugged him tightly, feeling that warm coat again. It still brought comfort to her after all these years.

"Daddy. I missed you so much."

"I missed you even more sweetheart." Lightning replied. "Come along now. Let's sit down. Talk about what's happening."

And so they talked. Rainbow updated her father on how her life had gone since his death. About her second sonic rainboom. About her triumphs and failures. About her present situation. But Rainbow continued to sidestep the issue of his death. Lightning didn't seem to notice.

But Rainbow knew she would eventually have to bring it up.

"Dad...I need to tell you something."

"Anything squirt."

"Daddy...I've...spent the last fourteen years trying to forget about...the accident."

"What accident?" Lightning asked curiously.

Rainbow Dash shifted uncomfortably in her seat. "You don't remember? You...You kinda died."

Lightning Dash seemed distant, his eyes focused on something else. "I still remember that day. I was struck down by...Lightning. Ironic huh?"

Rainbow Dash looked back at her wings. "I let you fall..."

"Shut up squirt. You didn't let me fall. I remember my last thought as I was tumbling to the ground. I saw you up there, coming at me faster than Ironwing in his prime could've. And in that moment...I was so proud of you. I probably died right after that. I'm almost certain I died before I hit the ground..."

"You couldn't know that." Rainbow Dash said, her voice cracking. "You couldn't. Nopony could."

Lightning shook his head. "Quiet that mouth squirt. You did your best." He paused. "Something I didn't do."

"What do you mean?" Rainbow asked.

"I could've raised you so much better Dash. If I had taken my ego, and my arrogance, and my pain out of the equation. If I had moved on from your mother's death. I didn't deserve you Dash. You deserved a real father..."

Rainbow shook her head. "No. You were a great dad. You always took care of me. You always played with me. You pushed me. You made me understand how to become a champion flyer. Even if I wasn't worth loving." She paused. "But it's always been eating at me. That I let you fall. And I want...no. I NEED your forgiveness. Please."

Lightning placed his hoof over hers, trying to calm her down. "Squirt. You had my forgiveness all along. And if you really do need to hear it, I love you."

Rainbow nodded. "I know. I guess I just...needed to hear it again, you know?"

Lightning nodded understandingly. "I know. I've had such a hard time, being away from you. I've had your mother to keep me company, but she's been away for a while. And...the worst part was when I forgot what you looked like. I couldn't even remember my own daughter. I guess...I guess that's what death does to you."

Rainbow Dash put her head down on the kitchen table. "I can't believe I tried to forget you. You were my hero dad. You were everything I wanted to be. But...after you fell, I just...I began wishing you never existed. So it wouldn't..." She trailed off, unable to find the right words.

"So it wouldn't hurt so much." Lightning finished. "I understand. This place takes so much away from you...you get eternal peace. But you can barely remember the name of your wife. The name of your daughter."

Rainbow looked at him funny. "But...I remember my life perfectly. I was in Ponyville. I was in a fight. With...a changeling. And she beat me. Did...Did she kill me?"

Lightning looked at her closely. "No. You're not dead. Not yet."

Suddenly, the house began to shudder from some great force. Lightning looked around. "Nope. You're definately not dead."

Rainbow looked around, panicking. "What's going on?"

"This realm is collapsing. For you anyway. It means you have a choice to make."

"What?"

Lightning held Rainbow close. "Look at me. You can stay here. With me. Or you can go home. What is your choice?"

The windows of the home shattered. Cracks formed in the walls.

"Daddy. I really want to stay here with you." Rainbow said. Lightning looked at her and arched an eyebrow.

"If that's what you want."

She looked down out the window. "They're down there. I failed them. I thought I could save Equestria all by myself. How stupid was that?"

"Sounds gutsy kid. You sound like you're itching for a second chance."

Rainbow looked at him, her eyes still moist. "But...I want to stay with you so much."

"So make a choice Rainbow." Lightning said again.

Rainbow looked deep into his eyes. Then she looked out the window of the home.

"I have to go. To Ponyville. My friends...and my job, it's not done yet."

Lightning looked away towards the collapsing home. Water began leaking in through the cracks.

"I understand baby. You've got your whole life ahead of you. I want you to go live it. I'll be here waiting. Go."

Rainbow nodded. "Thanks dad."

They both got up and watched as the water continued to pour in through the cracks.

"So what is this really?"

Lightning looked at her. "Once the water takes us, you will awaken. I don't have much time left."

Rainbow looked at him, her eyes still glimmering from the tears. She hugged him hard.

"I love you so much daddy."

"I love you too sweetheart. Go save your friends now." Lightning kissed her on the forehead. "And enough with this dream business."

"But...how did you...?"

The water crashed through the wall of the home and flooded the kitchen. They watched it approach them.

"I'll be waiting..."

Thunderspark hung his head as he held the still lifeless body. Suddenly, from within her chest was a mighty thump.

He felt it. He put his hoof up to her chest again. More thumping.

"I got a heartbeat. I GOT A HEARTBEAT!"

Everypony got up on their hooves. Grey Dash whirled around, enraged at even the possibility.

Rainbow's eyes snapped open. She looked around. Most of Ponyville had gathered around her now. They gasped as they saw her come to life.

"She's coming back." Thunderspark said excitedly. "Dash? Are you okay?"

She groaned as she tried to get up. Fluttershy and Applejack got on either side of her and supported her weight as she got onto her hooves.

The pain was fading. Even as her wounds remained, she could feel her strength returning.

Grey Dash glared at her, her eyes wide with shock. "You just don't die do you?"

Rainbow Dash shook her head and smirked. "One last chance to leave."

Grey Dash turned and began trotting back towards her. "Guess I have to do this again."

Suddenly, a gust of wind picked up. It blew strong against the group of ponies. The wind began to encircle the cyan blue pegasus. She felt a great power stir within her. She felt something cold hit her neck. She looked down at it.

A gold fragment. Suddenly several gold fragments began to revolve around her. All around her now, a tornado of small gold fragments. They united in front of her.

The mane five watched the element of loyalty rejoin with it's guardian. Piece by piece fell into place.

Finally the red lightning bolt slid into it's slot. It began to glow.

Grey Dash stared at it in wonder. She shook her head and bared her sharp teeth.

"Soldiers! Assistance!"

The soldiers lined up around the pegasus. Her eyes became clear. She began to levitate off the ground as the power coursed through her.

"Now you die." The changeling hissed. She charged along with the soldiers.

As she approached, the necklace seemed to explode. A red energy wave erupted from the center.

Grey Dash had almost a moment to cry out, as the wave disintegrated her. The rock soldiers crumbled to the ground around her.

The Ponyvillians cringed, expecting the same end. But the energy wave passed through them, leaving them unharmed.

The element ceased glowing. Rainbow Dash collapsed back to the grass, panting heavily. She opened her eyes again and rubbed her head.

"Oh Celestia. What happened?"

There was a calmed silence among the Ponyville residents. Of course Pinkie Pie was the one to break it.

"Group hug!" Pinkie Pie shouted. The five jumped on Rainbow Dash.

Scootaloo watched in shock, then dove into the pile with them.

"Oh my gosh! I was so worried Rainbow Dash!" Fluttershy squealed.

Rainbow Dash grinned. "So was I Fluttershy." She gave her old friends each a hug. "It's good to be back."
She looked up. "If you'll excuse me."

She flew straight up into the sky. "Just ten seconds flat." She whispered.

The others watched in awe as the rainbow streak clashed with the dark clouds above.

She assaulted the clouds. She hammered and kicked at them, punching holes through which the sun brightly shined.

All of Ponyville came out of their homes to bask in the summer sun once again. They danced and sang joyfully. Rainbow watched them as they began chanting her name. She turned red.

She did a few showboaty acrobatic stunts before touching down on the ground again. Scootaloo ran over.

"Hey squirt." She said, rubbing the little filly's mane. "You miss me?"

Scootaloo smiled and hugged her. "Rainbow Dash! I'm so happy you're okay! I was so scared!" She looked up at her. "I thought I lost my big sister."

Rainbow Dash waved her hoof. "Please. Takes a lot more than that to take down Rainbow Danger Dash. Now hop up on my back squirt. I'll give you a ride."

Scootaloo hopped up on Rainbow's back. She extended her wings and flew back towards her friends. Scootaloo cried out in excitement.

"This is so awesome!"

Rainbow Dash touched down in the warm sunlight. "Just wait till you're the one flying up there. It gets even better."

Twilight came up to her with a bittersweet expression on her face. "Look. I'm really sorry Rainbow Dash. We've been friends for such a long time...I never should have doubted you. I..."

"Stop. It's okay. It was just a con Discord pulled. Everypony fell for it." Rainbow explained. "Even me. Now we have to stop him."

"I think you need a hospital first." Twilight said. "You look like kinda chewed up right now."

Rainbow Dash waved her hoof. "What this? No. I just let her beat up on me a bit. So I'd look cooler. Give her a fair chance you know?"

Twilight rolled her eyes. "Nice to see you haven't changed a bit."

The ponies looked to the South. Canterlot. It remained shrouded in dark storm clouds. Twilight Sparkle sighed.

"It's not over yet."

Plan B

Chapter 14: Plan B

Discord felt for a mental connection with his changeling. He received no telepathic response. He sighed.

"Another one bites the dust..." He looked inside the palace. The palace that had once housed the great princesses.

The one that now entombed them. But it entombed another. The Creature Discord had created before any other.

A great, and horrible creature. It was entombed deep in the foundations. It let out a low growl that shook the entire palace.

"Calm yourself great beast. You will be needed soon." Discord said. "They will come. In the meantime...CHOCOLATE RAIN!"

The clouds erupted and chocolate milk began pouring down on the streets of Canterlot. Discord laughed.

"Come and get me my little ponies."

"I really don't need this."

"Oh of course you do." Fluttershy exclaimed. She continued patching up Rainbow's various wounds. "You got badly hurt out there."

"It wasn't that bad." Rainbow Dash insisted. "Just a couple battle scratches. I look cool this way, stop it!"

Fluttershy backed off. "Oh...I'm...I'm sorry. I'm just trying to help."

Rainbow Dash sighed. She looked up at the nervous looking yellow and pink pegasus.

"Look. Fluttershy. I know I've...well...I haven't treated you that great over the last couple years. Like the dragon thing..."

"Oh no it's okay." Fluttershy said. Rainbow Dash inadvertently glared at her. "Oh I interrupted. I'm sorry."

Rainbow Dash shook her head. "Don't be." She looked down and took a deep breath. She had to make amends. "You were the first pony I ever knew who truly treated me nicely. You helped me get through my dad's death. Heck, you even gave me a place to stay when I quit Flight School. The point is...you're my best friend Fluttershy. And I'm sorry for all the mean things I've said, and all the times I've scared you, and yelled at you. I've never shown you enough respect."

Fluttershy shook her head. "Oh Rainbow Dash. That's ridiculous. I still remember that first day we met. Nopony had ever stood up for me before. And you just swooped in and talked away those bullies. You always looked out for me. And...that's respect isn't it?"

Rainbow Dash hugged her friend. "I promise I'll treat you better from now on buddy. Now we gotta get going. Discord isn't gonna stop himself."

The balloon was floating less than an hour later. Thunderspark and Rainbow Dash pulled, greatly increasing the speed of the craft. Ahead of them were the storm clouds that surrounded the city of Canterlot.

The city, normally so striking, so beautiful, now looked like a war zone.

Thunderspark turned to Dash as they approached. "So yeah. Before we go in there there's something I want to tell you."

Rainbow Dash arched an eyebrow. "Really? And that would be?"

"Well...you know that record? The speed one?"

"Yes?"

"It's kinda yours again."

Rainbow Dash grinned. "And how did that happen?"

"Well...there was a monitor running when you got back into town. And...well...you were going about mach ten..."

"How much Wingpower?" Rainbow Dash asked, still grinning.

"Well...57."

Rainbow Dash's eyes widened. "57? 57 Wingpower?"

"Yup. In case you're wondering, that kinda shatters any existing speed record in Equestrian history."

Rainbow Dash pounded her hoof on the basket. "Oh yes. This kinda makes my day. I know we're kinda best buds now but uh...you know...I just wanna say, 57 is alot better than 18.3."

"Yeah, I'll give you this victory Dash." Thunderspark muttered reluctantly.

Rainbow Dash laughed. Her laugh disappeared as they continued to approach Canterlot.

"You think we'll make it through this Sparky?" Dash asked.

"Sure. You guys got the elements. He'll be defeated easily. It'll just be a matter of getting to him."

The balloon touched down just inside the gates of Canterlot, in a deserted section of the city.

The ponies piled out of the basket of the balloon. They looked around. Smoke and debris everywhere.

Chocolate milk raining from the skies. Pinkie of course, went crazy. "CHOCOLATE MILK!"

"What did they do to this place?" Twilight asked.

Applejack looked through the basket for necessary supplies. "Well now. Looks like we got us a stowaway."

She picked Scootaloo up and lifted her down to the street.

"What do you think you're doing here young lady?"

"I wanted to see if I could help!" Scootaloo squealed. "I can beat Discord!"

Rainbow Dash rolled her eyes and trotted over to her. "Squirt. This is a dangerous mission. Only big ponies okay?"

Scootaloo shook her head. "I'm going in there with you guys. It's not up to you. It's up to me."

Rainbow Dash sighed. "Scoots if you get hurt, I'll never forgive myself..."

"That's why I won't get hurt." Scootaloo insisted.

Rainbow Dash eyed her carefully. "Okay."

"What?" Applejack asked.

"She wants to come. Alright then." Rainbow explained. She came down eye level to Scootaloo. "I want you to stay behind me at all times. If I turn around even once and you're not there, I will fly you back to Ponyville myself. Understand?"

Scootaloo nodded, and began jumping up and down excitedly. "This is gonna be so awesome!"

But things were not awesome. As the eight ponies trotted toward Canterlot Castle, the mood got increasingly grim. Even the excitedly spastic Scootaloo was silenced by the chaotic destruction that surrounded them.

Up ahead, an entire building had been flipped over. It hovered over the ground, causing the ponies to shudder.

"He's doing the same thing to Canterlot that he did to Ponyville." Twilight murmered. "He's making it a model of chaos."

"Not if we can help it." Applejack growled.

Scootaloo had initially disregarded most of what Rainbow Dash had said. But now, looking around at the horrors of what Canterlot had become, she made sure to stick close to her idol.

"Twi?"

The eight looked around for the voice that had spoken. A large white unicorn pony came up from behind some debris. "Twilight!"

"Shining Armor!" Twilight ran to her brother. They embraced.

"I'm so glad you're alright!" Shining Armor said happily.

"Glad you're okay too BBBFF." Twilight replied. "Where's Cadence?"

"She's safe. I sent her to Manehattan. Discord's army hasn't arrived there yet." He eyed the others. "What's everypony doing here? This place isn't safe for you..."

"We're here to stop Discord. We have the elements of harmony. We can do it."

Shining Armor shook his head. "You're gonna need a lot more than that. I'm coming with you. You look like you could use the help."

As they continued, they caught sight of large groups of ponies. They looked beaten down, and gnarled by the stress of the invasion.

Many of them simply wandered through the debris aimlessly. Rarity shuddered.

Rainbow Dash squinted as she recognized one. "Titan?"

The aging pegasus looked up. "Who's that?"

"It's me! Rainbow Dash!"

The old pegasus' eyes widened. "Rainbow Dash! Oh I'm so glad to seeya!"

Rainbow hugged her old friend. "Oh Titan, how did it get this bad?"

"The princesses left." Titan responded. "I hear they got em locked in the palace dungeons."

Rainbow turned to Twilight. Twilight thought deeply. "I've been in those. Chrysalis trapped me in there."

"Could you get them out?" Applejack asked.

Twilight nodded slowly. "Maybe."

Titan patted Rainbow's mane. "I'm so glad you're not in that horrible prison anymore. Just...this isn't the best place to escape to."

Rainbow sighed. "I know. But I need to do this. For you. For them." She gestured to her friends. "For dad."

The group gasped. They had never heard any mention of Rainbow's father. "Dad?" Twilight asked.

Rainbow Dash turned to them. Now was not the right time.

"I had a father. I'll give you the whole story later, we've got a city to secure." She looked over at Titan. "If you want to come, you can. It might get rough."

Titan stretched his legs and wings, as if to dismiss the age from his bones. "Never been one to run away from a fight."

As they got moving again Rainbow stopped Titan. "You were a great dad too."

Titan felt a tear coming. He coughed and put his war face back on. "Let's kick flank."

The group arrived at the palace. It was the only building which remained sparkling clean and untouched by the surrounding chaos.

And sitting on the steps, Discord. He looked at the chaos that surrounded him with a defiant grin. A grin that disappeared upon seeing the nine ponies approaching him.

"Ah. The party poopers have arrived." He squinted as he looked at them. His eyes widened when he saw Rainbow Dash. "Well look who's back! Rainbow Dash! I thought you had the good sense to abandon your misguided friends."

Rainbow Dash grinned. "Never been much for good sense. Guess it's from all the hits to the head. Now I suggest you surrender now."

Discord laughed. "Oh please. Are you going to beat me Rainbow Dash? Please. My puppet may have been easy. But I am not."

Twilight Sparkle tossed the elements to each of her friends. Rainbow Dash slid the element of loyalty around her neck. Discord watched them with quiet amusement.

"Just one thing I want to know before we do this." Rainbow Dash said. "Why did you single me out Discord? Why did you hire that Changeling to get inside my head?"

Discord chuckled. "What? Isn't it obvious?"

Rainbow Dash growled. "Tell me."

"You were the easiest." Discord hissed. "You were like clay. Easily molded. Loyalty. Your element is loyalty. Pfft. What a joke. You are loyal only to yourself Rainbow Dash. So I started from the bottom up in getting my revenge."

Rainbow's ears flattened. She closed her eyes, thinking about what he said. A part of her said to ignore the words of a madman. But the other part knew he was right.

"You're wrong Discord." Applejack said. "She is loyal. We can always count on her to be there for us when we need her. And even if she isn't the most...well...humble of us, she's still one of our best friends. Ain't that right gang?"

The others nodded in agreement. Discord yawned. "Well then get it over with ponies. Strike me down where I stand. Turn me back to stone. Please. Just don't bore me with this sap."

Rainbow Dash and the others got into formations. Wind began to swirl around them as the elements powered up. Their eyes became clear and began to glow. They slowly rose in the air.

Thunderspark, Shining Armor, Titan, and Scootaloo watched in amazement as the power of the elements formed in front of their eyes.

There was a blast of raw energy that shot up into the sky. Discord watched it turn downwards towards him. He yawned.

The blast hit him. As before, he slowly turned to stone. It traveled up his body, while he laughed maniacally.

After it was over, the six returned to the ground. They looked at the petrified tyrant.

Twilight shook her head. "That was too easy. He didn't even fight back."

Rainbow Dash nodded. "Yeah, Discord wouldn't just roll over like that."

Suddenly the ground shook beneath them. Cracks formed in the street. There was a great roar that sent the ponies flying back. The palace exploded, sending chunks of glass and marble flying through the air.

A great beast appeared before them. It was possibly the same size as the palace that had housed it. It was made of rock. It's eyes glowed a demonic red.

"Everypony get down!" Applejack shouted. The creature stomped it's massive feet into the ground, causing a mini earthquake that sent the ponies flying once more.

The monster suddenly began laughing. The laugh was that of Discord. As it spoke, it spoke in Discord's voice.

"Now Now my little ponies. Don't you see? Everypony needs a good plan B."

Epilogue

Chapter 16: Epilogue

Rainbow Dash spent the next couple weeks in the hospital, despite her insistence that she was okay.

During that time she had made full amends with the princesses, and though it wasn't necessary, swore her eternal loyalty again.

Equestria was in a rebuilding period. The city of Canterlot had been practically leveled by the attack. The royal palace lay in ruins. It would take years to return the mighty nation to it's former glory.

Discord's statue had been put in a secure location where it was unlikely he would escape again. But if he did, the mane six would be ready.

Also, she'd promised to let Thunderspark take her out on a date as soon as he got out of the hospital. Everything seemed to be going right for her in the aftermath of the worst month of her life.

So now it was back to her cloud home above the newly rebuilt Ponyville. She was finishing her report to the Princess.

Dear Princess Celestia

I've learned a lot in the past month. I've learned the importance of my element: Loyalty. I've learned that loyalty goes both ways.

Even when you feel that your friends are being disloyal to you, you have to understand that everypony makes mistakes.

A shadow of doubt was cast on me Princess. And I nearly got swallowed up in that shadow. It was only through re-discovering loyalty that I escaped.

I also learned the power of memories. I never really thought much of them. Memories can save us. But they can destroy us if we let them. My memories almost destroyed me. And I think it may take quite some time to recover from the damage that changeling did to my psyche. But I'll heal, I promise.

And for the record Princess, seriously, no hard feelings about the whole life sentence thing. Like I said, everypony makes mistakes.

Your most faithful speed demon

Rainbow Dash

PS: Tell Luna thanks for everything. I couldn't have gotten through this without her.

Rainbow Dash finished the letter uneasily. She wasn't much of a writer. She shrugged and put it away for whenever Spike could be bothered.

There was a knock at the door. Rainbow Dash floated over. "Come in."

Scootaloo pushed the door open. "You wanted me to come over Rainbow Dash?"

Rainbow Dash smiled. How the filly must feel right now. This was the first time she'd actually been INVITED into this house.

They had only seen each other a few times between today and the battle of Canterlot. Scootaloo had been living with Applejack while the foster home was being rebuilt. It was said that it might take months to rebuild it to opening standards.

Scootaloo looked at Rainbow Dash the same way she had from the beginning. Like an adoring fangirl.

"What's up? Wanna go flying?" Scootaloo asked excitedly.

"In a second. First, I have a present for you."

Scootaloo hopped up and down. "A present? For me? Oh I don't need a present..."

"Sure you do. Hang on, i'll go get it." She reached into a cabinet and pulled out a pair of goggles.

Scootaloo frowned. "What are they?"

"Authentic Wonderbolt flight goggles." Rainbow replied coolly.

Scootaloo's face seemed to ignite with happiness. "Oh Celestia! Are they for me?"

"Sure squirt. They don't fit me anymore. Take em."

Scootaloo slid the goggles over her eyes. "Awesome!"

"My dad gave me those." Rainbow said. "So take care of them okay?"

Scootaloo's mouth gaped. She was speechless. That Rainbow Dash had given her those goggles was a great honor.

"Rainbow, I...I don't need to take these..."

"Take em Scoots. Use them well. I trust you."

Scootaloo looked up. She couldn't really remember a time when Rainbow was this sincere in her words.

"Thank you."

"No probs squirt. One more thing I wanna show you."

Rainbow Dash pointed her hoof at the door next to her room.

Scootaloo opened the door. It was a room adorned with posters. Wonderbolts posters. Rainbow Dash posters. In the center was an orange and pink bed.

"What is it?" Scootaloo asked, looking up at Rainbow Dash.

Rainbow Dash looked down at her. "It's the guest room. I figured...you know...since...the foster home burned down. I figured you'd want to...stay here for a while?"

Scootaloo's mouth gaped. She looked at the bed, then back at Rainbow Dash. "I can...stay? W-W-With you?"

Rainbow Dash shrugged. "I mean...if you want to..."

Scootaloo charged forward. She hugged Rainbow Dash, pressing her little head against her chest.

Rainbow Dash was taken slightly aback by the gesture. "I think I'll take that as a yes?"

Scootaloo nodded. Rainbow hugged her back. She felt the small creature's breath against her chest.

And she was brought back to that thought she had had in the forest. How similar their stories were. How similar they, as ponies, were. They were both orphans. They both knew pain. And they were both determined to overcome that pain.

At first, Rainbow Dash had thought that perhaps Scootaloo needed somepony. Somepony to look after her. Somepony for her to look up to. But now it was clear, Rainbow Dash needed her just as much.

If the gods above had decided to make them orphans, were they not at least allowed to have each other?

Scootaloo separated and began jumping on her new bed.

"Now be careful squirt. I'm not making that bed again." Rainbow Dash warned.

Scootaloo smiled the widest grin Rainbow had ever seen. "Oh can we go flying Rainbow Dash? Can we huh? Can we?"

Rainbow Dash nodded. "Of course. You still have a cutie mark to get don't you?"

Scootaloo nodded excitedly.

"Alright. Go get a head start. I'll be right out."

Scootaloo flew out the door. Rainbow Dash went back into her room. She slowly trotted towards the cabinet in the corner. She opened the top drawer.

The flight suit. All raggedy and tattered. She pulled it out and looked at the name on the side.

Dash. She hugged the flight suit, a tear coming to her eye.

"I love you daddy." She looked up at the sky. "I swear I'll be the best big sister I can be. I'll make you proud."

She put the flight suit back in the cabinet. Then she flew out the door after her sister.

"Race you to Sugar Cube Corner!" She shouted.

"You're on!" Scootaloo replied.

Two pairs of once fledgling wings extended and blasted downwards towards the Earth.

The End

Voice Cast:

Rainbow Dash: Ashleigh Ball

Scootaloo: Madeleine Peters

Discord: John De Lancie

Grey Dash: Olivia Olson

Fluttershy: Andrea Libman

Twilight Sparkle: Tara Strong

Applejack: Ashleigh Ball

Rarity: Tabetha St. Germain

Pinkie Pie: Andrea Libman

Thunderspark: Chris Pine

Lightning Dash: Denzel Washington

Arrowhead: Bridget Fonda

Titan: Ving Rhames

Princess Celestia: Nicole Oliver

Princess Luna: Tabetha St. Germain

A Pair of Fledgling Wings

Rainbow's Redemption

Chapter 1: A pair of fledgling wings

The great floating city. The grand example of all that ponies could create with imagination and skill.

Cloudsdale.

A metropolis of beauty and tranquility. Towering cloud buildings and beautiful arched sculptures.

And the hustle and bustle of the day was well underway.

A pegasus pony streaked through the skies, weaving in between cloud columns, blasting forth at an unnatural speed.

The sound of a jet turbine followed the pony. Such a sound was only made by the fastest of pegasi. He was colored blue with a green mane and purple eyes. A speed demon.

Today he was in a particular hurry. His speeds made a small speed bubble form in front of him.

There it was. His destination. He darted around commuting pegasi in his path. His destination was Cloudsdale General Hospital. Room 217. He burst in through the window. The Nurses in the room dove to the floor in panic.

"Am I late?"

"Right on time." The pegasus in the bed said softly.

A fine orange and yellow pegasus, who now held a small bundle in her hooves.

The speedy pegasus froze. "Is...Is that...?"

She nodded. "Yes Lightning. It's our baby. She's a girl."

The pegasus known as Lightning Dash slowly trotted towards his wife. She held out the baby.

Lightning took it in his hooves. A small face, sleeping peacefully. It's coat was cyan blue."I see she didn't wait around to see her daddy. She's out cold."

The baby pony's eyes slowly opened. Her bright, dark pink eyes looked up at Lightning.

He felt a tear come to his eye. A pony who had long considered himself the epitome of tough, was now tearing up at the sight of his newborn. It made an inaudible squeal of joy and reached a tiny hoof up at her daddy.

He softly touched her tiny hoof. She made another tiny inaudible sound as she stared up at him in wonder.

He slowly unwrapped the blanket around her to see more of her. Her mane was several colors. A rainbow. Her hair was all frizzed up.

"She's gorgeous." Lightning stammered. "Arrowhead? How could she be this gorgeous? I mean...I have such an ugly mug..."

"Oh stop it." Arrowhead laughed. "She's handsome just like her daddy."

Lightning laughed weakly. "So what's her name?"

She shrugged playfully. "I don't know LD. What do you want her name to be?"

Lightning jabbed a hoof at his own chest in clarification. "Me? I get to pick out the name?"

"She's your daughter too Dash." Arrowhead chuckled. "What do you want to call her?"

Lightning Dash stroked her hair. "Rainbow. Rainbow something."

"Rainbow Something? That's a horrible name. She'll get made fun of." Arrowhead joked.

"You know what I meant sweetheart. It has to have Rainbows in it. Uh..." He absorbed himself in deep thought. "I don't know. I really don't."

"How about Dash?" Arrowhead asked. "After her daddy?"

Lightning Dash grinned uncomfortably. "I mean...you're name should be in there somewhere. How about Rainbowhead?"

"No, that's horrible. Rainbowhead? No that just doesn't sound right. Rainbow Dash."

He looked down at it. "Okay. Rainbow Dash it is."

The baby yawned. Lightning Dash watched it stretch it's tiny wings.

"Oh look at those. You think she's gonna be fast?" Arrowhead asked.

"The fastest." Lightning Dash replied.

22 years later

Cloudlife Stadium was packed. Standing thousands of feet above the rest of Equestria, it was Cloudsdale's biggest and finest stadium. Ponies had come early to watch the opening game of the new EHL season.

The Cloudsdale Giants hosting their hated rivals the Fillydelphia Eagles. This game held little interest for most of the mane six. Yet they had packed into the stadium early at the insistence of their most jockish member.

Rainbow Dash was hooting and hollering as the throng of blue jerseyed pegasi exited the tunnel. The others were there mostly to humor her.

Twilight Sparkle brought a book. Rarity had brought a mirror. Applejack was moderately amused by the game. Pinkie Pie was being random. And Fluttershy was hiding under her seat trying not to see the large ponies crash against each other.

Rainbow loved this game. The competitiveness. The raw physicality of it. The thrill. It reminded her of flying.

"Hey AJ! Look at number 10 there. He's coming off a huge season. You think he'll kick flank today?"

"Oh sure." Applejack replied dryly. "If he stops throwing interceptions. I mean, does he know he's supposed to throw to the blue ponies and not the green?"

But Rainbow Dash wasn't here just for the hooveball. She was here for halftime.

The Wonderbolts. They're annual opening day performance at Cloudlife stadium was famous.

And today they would gain a new performer. Rainbow Dash had rehearsed her best moves. She would fly out into the center of the stadium and show these moves off to Spitfire and the Bolts.

She might have to deal with stadium security but it was okay. She just needed to be seen.

With a boom the first half ended. The padded pegasi retired to their respective locker rooms and the crowd went silent.

Rainbow Dash took a deep breath. Then with a loud fireworks display the Wonderbolts came soaring into the arena.

Dash's mouth fell open. It was amazing. They came out turning and twisting elegantly through the air. The crowd got to their hooves. It was a fantastic spectacle. Every move. Every twist. Every barrel roll. Perfectly executed. They were truly the finest in all of Equestria.

"Don't even think about it." Applejack muttered.

Rainbow Dash turned to her, acting dumbfounded. "Don't think about what?"

"I know what you're thinking. Don't do it."

Rainbow Dash faked a gasp. "Applejack? You think I'd do something like THAT? Please. I'm all over that whole Wonderbolts thing."

Twilight snorted. "Yeah. Right."

"I am!" Rainbow Dash asserted adamantly.

"But I saw you in that Wonderbolts costume the other day." Fluttershy said. Rainbow glared at her.

"Oh. I'm sorry. Never mind."

Rainbow sighed. "Yeah. You got me." She suddenly extended her wings and flung herself towards the field.

She could feel the wind hit her face. She could feel the adrenaline start to pump. Then she felt a horrible pain in her tail. Applejack.

"Let me go!" She screamed.

"Settle down trigger!" Applejack yelled, maintaining a grip on her tail.

Rainbow Dash sighed and came back to her seat. "Fine. I wasn't feeling on top of my game anyway."

But she suddenly got back into flight position. She extended a hoof and prepared to take off.

"Who is that?" Rarity asked, pointing a hoof at the stadium's upper deck. "Is that...Scootaloo?"

Rainbow's head jerked up. "WHAT?" The mane six looked up to see Scootaloo extending her stubby, fledgling wings.

Suddenly she leapt forward. She was heading straight off the deck.

Twilight turned to Applejack. "Can she fly?"

Applejack shook her head. "Nope."

Rainbow jumped from her seat. "Come on Fluttershy!"

She headed down the stairs towards the edge of the deck. A stadium security pony stood in her way.

Scootaloo jumped.

"Excuse me miss I suggest you get back in your seat." The security guard gestured to the seats.

"Oh of course we will. Just a sec." Rainbow shoved the guard out of the way and took off. "Oh my gosh so sorry!" Fluttershy squeaked, helping the guard to his hooves.

Scootaloo stretched her wings and flapped. No lift. She let out a dull screech, then plummeted to the earth below.

The Wonderbolts saw this. Spitfire dove for the filly. But Rainbow was faster. She was tearing towards the ground at mach 3 and building.

Scootaloo was screaming and flailing. A sonic cone began to form in front of the rainbow pegasus. Tears came to her eyes as she pushed closer and closer to the screaming filly.

But the ground was coming up fast. Rainbow couldn't slow down now. She reached out and grabbed the filly by the tail. She pulled her into her chest, and extended her wings to slow herself down.

Moments before ground she pulled up. But it was too late. Too little lift. She crashed into the grassy undergrowth.

Scootaloo came to. She stumbled, knocked off balance by the impact.

She turned to see Rainbow Dash, arms crossed, an angry look on her face.

"WHAT'S WRONG WITH YOU?" Dash shouted. "Are you trying to get yourself killed?"

Scootaloo looked away, trying to keep down the tears of shame. "I just wanted to..."

"Just wanted to what? Mess up my routine?" Rainbow Dash let out growl of frustration.

"I'm sorry rainbow dash..."

"YOU BETTER BE SORRY!" Dash screamed. She kicked a tree in her rage. Branches fell to the ground.

She looked at the crying, shaking filly. She suddenly felt remorseful.

"Look. I'm...I'm sorry. I just...I really wanted to perform in front of the Wonderbolts. Why...why did you do that?"

Scootaloo looked away and whispered something.

"What?" Rainbow Dash asked, much more softly now.

Scootaloo looked up at her with her big purple eyes. "I wanted to show you that I can fly."

Rainbow Dash's mouth gaped open. "W-why?"

"I just...I wanted you to see that I could fly."

Rainbow Dash was confused. "But...why me?"

"I just wanted you to see it okay? I don't know why. I'm sorry Rainbow Dash."

Fluttershy touched down behind a tree. "Oh thank goodness I found you. Oh am I interrupting something? I'm sorry..."

"No. You're not interrupting anything. C'mon. We should probably head back to Ponyville."

Scootaloo looked down and kept crying. Rainbow Dash closed her eyes and shook her head. "Look. I'm sorry. I shouldn't have yelled at you. Are you okay? Are you hurt?"

Scootaloo shook her head. "I don't think so."

Rainbow nodded. "Good. Let's go home."

Rainbow Dash collapsed onto the bed. She had been staying at Twilight's library while her Cloud home was being repaired.

She had had a rough day. And she had no idea how to handle the Scootaloo situation.

There was a knock at the door. Rainbow groaned and rolled over.

"Who is it?"

"It's Applejack. I want to talk to you."

Rainbow sighed. "Come in."

Applejack opened the door. "What happened with Scootaloo today?"

Rainbow shook her head. "Nothing happened. She fell. I saved her. Simple as that."

"Are you sure? She was mighty cried out when she got back to the farm. Looked like someone ripped her a new one. You wouldn't know anything about that would you?"

Rainbow sighed again. "I might've yelled at her a bit, okay? I said sorry."

Applejack walked up to Rainbow Dash. "Look. I know she can be a bit of a hoof-full sometimes-"

"A hoof-full? No. Pinkie Pie is a hoof-full. Scootaloo is just...a...pest! Yes that's the word! A pest."

Applejack rolled her eyes. "C'mon. Don't be so quick to judge. You know she's an orphan right?"

Rainbow's ears went back. Guilt trip. "Yeah. I know."

"And you are too. So you should understand her situation better than most."

Rainbow looked at the floor and fidgeted. "Yeah. But I'm not about to take on a sidekick. I'm a lone wolf."

Applejack cleared her throat. "You have a lot of friends for a lone wolf."

Rainbow sighed and fell back on her bed. "So what do you want me to do?"

Applejack shrugged. "I don't know. Hang out with her. Take her places. She has a couple friends, but she just...she needs some guidance. You know?"

Rainbow buried her head in her pillow. "Yes. I know. But...I don't think I have the energy for it right now."

"Of course not. Energy for speed trials but not for friends. Lazy."

Rainbow turned to Applejack. "I'm not lazy! I have plenty of energy for friends! But not...a sidekick."

Applejack thought about a new subject to come up with. "So are you actually going to the speed trials tomorrow?"

"Sure. Anypony know who I'm going against?"

"Thunderspark." Applejack replied.

Rainbow moaned into the pillow.

Applejack smiled. "Take it easy sugar cube. Get some sleep. You're gonna need it."

In a cave far away, the statue of Discord stood. It had been months since the six had trapped him in this state. Suddenly the rock began to crack.

There was a flash of light and rock was blasted throughout the cave. Discord drew himself to full height and exited the cave's mouth.

"Watch out my little pony's. Time to restore Chaos."

Fight or Flight

Chapter 15: Fight or Flight

The ponies bolted away from the beast. It was a massive creature, at least twenty stories tall.

It stomped it's foot, cracking the pebbled streets of Canterlot. The ensuing shockwave caused all nearby windows to shatter.

A swipe of it's hand and a block of buildings became a dangerous cloud of shrapnel and debris.

The main six dove behind any cover they could find. Scootaloo stayed close to Rainbow Dash.

"You cannot hide my little ponies!" The creature shouted.

Rainbow Dash took Scootaloo aside. "I need you to go find a safe place. Like a...a basement or something. I need you to hide, okay? Don't let this thing find you."

Scootaloo nodded. "Dash? Are you gonna be okay?"

Rainbow Dash nodded. "Of course I am squirt." She kissed the filly on the forehead. "Stay safe. Good luck." She turned to look up at the oncoming beast. Scootaloo scampered off.

Rainbow Dash swallowed hard, coming out into the open. "Oh, this is gonna suck."

"I agree." Thunderspark said, assembling to her left. "But somepony has to take that thing down. I mean...we do have wings."

Rainbow Dash nodded. "We have to try." She flicked out her wings. Thunderspark followed suit, his sharp dagger-like wings glistening in the milk filled air. There was more fluttering.

"Fluttershy? What are you doing here?" Rainbow Dash demanded.

"I heard you need wings." Fluttershy said softly. "Three pegasi are better than two."

Rainbow Dash sighed. "Be really careful Fluttershy. Don't let it hit you."

Fluttershy nodded nervously. They all looked up at the still advancing monster.

Rainbow Dash let out a roar and blasted off towards it. Thunderspark and Fluttershy followed.

Twilight began firing cones of energy from her horn. "Rainbow Dash! Make it mad!"

"Piece of cake!" Rainbow Dash shouted back. She blasted towards the monsters face. "HEY BLOCKHEAD!"

The monster swiped at her. She darted out of the way and began flying circles around it.

Before long, a tornado of debris had formed around the creature. It roared in frustration.

"You mad bro?" Thunderspark shouted. He went in hoof first, smacking the creature on the nose. It reared back and sneezed, disintegrating the tornado, and sending Rainbow Dash hurtling back to the street.

She moaned as she got up. "Owwww!" She shook it off and looked up angrily at the beast.

Fluttershy was dodging blows now. Rainbow Dash flew up to attack it once again.

She caught sight of Titan. He had been knocked out of the sky by a blow. She hurtled towards him with outstretched hooves. Her arms buckled as she caught the ex-wonderbolt. She groaned, but managed to keep her grip on him.

Titan blinked weakly. "Nice catch Dash."

Rainbow Dash grinned. "Thanks old timer."

Shining Armor arrived. He had brought reinforcements now. Royal Pegasi.

"Get airborne everypony!" He shouted. "Bring that thing down! For Celestia! For Luna! For Equestria!"

Rainbow Dash flew up at full velocity, her hooves extended. The creature turned to face her. She punched the creature hard in the nose. A piece of rock chipped away. The creature felt little pain.

Rainbow Dash's ears went back. "Sorry..."

It extended it's massive arm and slapped her out of the sky. She was sent flying through the wall of the adjacent building, skidding to a stop on the marble floor of a lavish kitchen.

"Jerk." She groaned, getting to her hooves. She chuckled at the laughably awful situation she was in.

Bones broken. Coat dirty and covered in blood and sweat. Wings crying out desperately for a rest they could not receive.

"Some kind of...cruel joke." Rainbow Dash panted. There was a crunch above her. The creature lifted the roof off the building. Rainbow Dash ducked behind a column.

There was a dead silence. Rainbow Dash swallowed hard.

"You think you can hide Rainbow Dash. That's all you've ever done your whole life. Hiding. Hiding from your failures. Hiding from that voice. That voice inside your thick skull that yells 'faster, faster' every time you take to the air. Stop hiding Rainbow Dash. Come on out and end the pain."

Rainbow shuddered. "End this!"

Summoning a great strength she tore the column out of the ground, and hurled it at the monster's face. Then she blasted out through a side window, emerging in the street. The monster looked confused. He looked around, then returned to his previous activity of tearing apart the city.

Scootaloo buried her head in her hooves. She was inside the lobby of a luxurious hotel. A place where all the rich snobs used to spend their weekends. A place of wealth and indulgence. Now it was empty. Those snobs who could get away were in hiding, others imprisoned in Cloudsdale pen along with most of the Royal Guard.

Scootaloo was conflicted. While a part of her wished she was out there fighting that creature, a larger part of her was terrified.

What if the ponies lost? What if this creature took over Equestria? What if it found her?

Almost in response to this thought, a giant rocky arm smashed through the front door. Scootaloo ducked down and lay there, shaking. When she looked up, the hotel was no more. She was in the open air, surrounded by debris.

The creature had spotted her. It seemed to smile.

"Oh look. It's Dashie's pet rat." Discord's voice sneered. "Come here you little brat."

Scootaloo sprinted away, but a giant finger lifted her up high in the air.

"Hello there. Going up?" Suddenly wings sprouted from the creature's back. It began to lift off the ground.

Rainbow Dash stomped her hooves in frustration. "Are you KIDDING ME?" She squinted to get a closer look at the monster, and identified the tiny orange and pink filly in it's grasp.

"SCOOTS!" She shouted, flying up towards the monster. "Hold on Scootaloo! I'm coming!"

The monster looked down at her. "Looks like you're wanted little one. Guess you better go!"

The Creature blew. The wind blasted Scootaloo back. She reached out and clung to the edge of it's massive finger for dear life.

The creature looked down, amused. "You really are a pest aren't you?" It laughed. Scootaloo looked down at the ground, thousands of feet below. "Oh please Discord sir, please don't..."

The creature blew again.
"...DROP MEEEE!!!!!" Scootaloo finished as she went into freefall.

She desperately extended her wings. Rainbow Dash had gotten a late break, but was now accelerating towards her.

Scootaloo flapped desperately. Her short life flashed before her eyes. She did her best not to scream. Rainbow would approve. She may have lived the life of a filly. But she would die a mare. Still she closed her eyes.

Suddenly she began to slow down. She opened her eyes and looked up. Rainbow Dash was still far away. She looked at her back.

"Oh...I...I'm flying! I'm flying!" Scootaloo shouted triumphantly.

Rainbow Dash's mouth gaped as she saw this. Her little stubby fledgling wings were beating manically. They were supporting her weight.

She flew up next to the filly. "Alright squirt, you got this! Keep going! C'mon!" She shouted encouragingly.

Scootaloo banked left, her control a little shaky. The sensation was amazing. Rainbow Dash continued egging her on.

"Alright, land on that building!" Rainbow Dash shouted. Unbeknownst to her, the creature was now chasing them. It put up it's arm to swipe at them.

"HEADS UP!" Thunderspark shouted. He zoomed in behind them. The creature's arm came down, slamming into his body. He was sent hurtling into the window of the nearby building. Rainbow Dash grabbed Scootaloo and went after him.

Thunderspark groaned in pain. His whole body felt shell shocked. He struggled to get to his hooves.

"Hey take it easy Sparky. Don't try to get up." Rainbow Dash said as gently as she could.

Thunderspark slammed his hoof on the floor. "Can't believe it. I'm the first pony to fall."

Rainbow Dash looked out the window. The royal pegasi were getting swatted out of the sky one by one.

"You certainly aren't the last." She said grimly. "We can't win this can we?"

Thunderspark sighed. "It's not looking good. The royal guards can't even hurt it with their horns. I don't see any...any way." He collapsed to the ground again.

"It's alright. You did good." Rainbow Dash said softly.

Thunderspark looked up at her. "Hey...look. I know we kinda have a, well...a rocky history. I was a bully to you."

Rainbow Dash stroked his silver mane. "It's okay, we were young."

Thunderspark shook his head. "No, that's not an excuse. I singled you out. It might have been that colorful mane of yours, or maybe your big mouth. And I'm sorry. I...I was such a jerk..."

"Really it's okay!" Rainbow Dash smiled. "I've been a jerk to you since, so I think we're even."

Thunderspark smiled. "So if we all make it through this...dinner? Someplace nice? Just you and me?"

Rainbow Dash blushed and looked over at Scootaloo. She rolled her eyes.

"Don't overdo it Sparky. We still gotta make it through this."

Thunderspark laughed weakly. "I didn't hear a no."

Dash turned to leave. Before she did, she grabbed Scootaloo and hugged her tightly.

"Look at you fly out there! I'm so proud of you!"

"Thanks Rainbow Dash!" Scootaloo said with bittersweet excitement.

"Watch over Thunderspark okay? I'll...probably be back."

She turned and flew towards the ground. The Royal Guards had been decimated. Canterlot lay in ruins. There was little left to save.

Rainbow Dash touched down next to her friends. "I have an idea."

Twilight Sparkle looked sadly at her. "What's the point Dash? We've lost. Discord won. We were so unprepared. We should've known he'd make it this difficult for us. Our weapons are useless. Let's just...let's just surrender."

"I'm trying to ask you something Twi. Could a sonic rainboom beat that thing?"

Twilight frowned. "What do you mean?"

Rainbow Dash looked at the creature, as it destroyed buildings in the distance. "What if I got inside it? Somehow? And did a sonic rainboom? Could that destroy it?"

Twilight looked up at it. "I suppose so. I mean, you'd have to time the rainboom perfectly, as well as your angle of approach, and the thing would have to try and eat you. No. No you can't do it. You couldn't possibly survive."

Rainbow Dash shrugged. "The way I see it, we'll all die here anyway if I fail."

Applejack shook her head. "We'll find another way. We've always found another way..."

"We've never faced something this bad before girls." Rainbow said. "If anypony should die to stop it, it should be me." The others were silenced by these words.

"After I went to Cloudsdale pen I...I stopped caring about you ponies. I felt abandoned. But...I should've tried harder. I wasted all this time running. I should've spent it trying to prove to you that I was innocent."

Pinkie Pie began shaking her head. Rainbow raised a hoof. "I made a mistake..."

"We all made a mistake." Twilight said. "Not just you..."

"But I was the centerpiece of it. I was the piece that made everything in his plan come together. And I want...no. I need redemption. I can save everypony in Equestria. I swear it. And if it costs me my life, so be it."

Applejack sighed. "She's right Twi. We need to let her go." She came and hoof pounded Rainbow Dash. "Good luck RD."

Rarity was beginning to tear up. "Oh Rainbow Dash! This is so unfair! We've been bff's for only a few hours now! And now you have to sacrifice yourself? No I can't agree to this."

"You don't have to. I already did." Rainbow Dash said gravely.

Pinkie Pie couldn't even speak, the tears had overcome her. She was bawling incessantly.

Fluttershy was the last one. She gave Rainbow a hug. "Come back safe okay?"

Rainbow Dash nodded, admiring her pained optimism.. "Of course."

She turned to leave. "Hey Twilight?"

"Yes?" Twilight stammered through tears.

"What...would my chances of survival be?"

Twilight thought it over in her head. "20%."

Rainbow Dash smiled. Then she turned and blasted off towards the creature. She had to gain altitude fast, in order to have enough speed to perfectly time her sonic rainboom.

The creature looked up at her and smiled. It slowly began lifting off the ground after her.

She positioned herself over Canterlot Lake. A soft place to land, she figured.

She looked down at the creature approaching her, and suddenly her mind became clouded with doubt.

Memories came flooding back. Her first failed sonic rainboom. Her feeling of helplessness as her father fell to his death. Her countless failed attempts since.

"No. No stop it." She muttered to herself. "I've done this enough."

She pounded her hooves against her chest and let out a great battle roar as she blasted towards her foe.

She felt the roar blocking out her doubt, her fear. Her focus was now solely on this giant mountainous monster in her path.

A sonic bubble appeared in front of her face. She blinked away tears as the wind whipped at her face, chilling her nose. So close now.

The sonic bubble became a cone. Her scream grew louder, like a monster in her chest, building onto her speed and momentum.

The monster opened it's mouth to devour it's speedy prey. Rainbow Dash flew in, immediately surrounded by darkness.

Scootaloo watched, holding her breath, as the monster swallowed Rainbow Dash whole. Her heart sank. "No. Rainbow Da..."

Before she could finish, an ear popping explosion was heard. The rainbow colored waves blasted through the midsection of the monster. It's eyes went blank, and it's body began to crack and fall apart.

The crowd was silenced as the great creature fell to pieces. The larger sections of it collapsed into the lake. A great wave of rainbow covered the Canterlot sky, much to the wonder of the crowd. Discord's plan had failed.

Cheering erupted from all around Canterlot.

"SHE DID IT!" Fluttershy shouted. "SHE DID IT!"

Thunderspark shielded his eyes from the blaze. "It's...It's beautiful."

The monster fell to pieces. The mane six scanned the skies for any sign of Rainbow Dash. But there was none.

"No. Oh Celestia please don't tell me she's gone." Applejack murmured.

There was a clinking of metal in the distance. The ponies ran to it.

There it was. Amongst a pile of ash. The element of loyalty. No sign of it's guardian.

The mane six were silent, absorbing the gravity of what they were seeing.

Titan collapsed to the ground. "Rainbow...Rainbow baby..." He sobbed loudly. "My little filly..." He trailed off, unable to manage comprehensible words.

Fluttershy and Pinkie Pie sobbed as well. Applejack's lip trembled. She remembered the fight from a month ago.

"I...I hit her. I fought her. And I could've beaten her. And she'd have been in jail and not...oh Celestia..."

Scootaloo and Thunderspark watched from above. Scootaloo was wailing, while Thunderspark did his best to comfort her.

As they mourned their fallen hero, a cyan blue hoof reached out and grabbed the small necklace.

"I believe this is mine. What's with everypony?"

They looked up. Battered, bleeding, dirty Rainbow Dash stood before them, smirking like the fool she was.

"RAINBOW DASH!" The six shouted in unison. Rainbow Dash accepted the group hug that came next.

"Oh come on everypony. If I died, who'd manage the weather?"

The five laughed cheerfully as they were reunited with their friend. "Oh and Applejack." Rainbow said.

Applejack looked up.

"I'm sorry, but you could never beat me in a fight."

Applejack nodded and laughed, tears of joy streaming down her muzzle. "You're probably right."

Raggedy, unkempt ponies came from the homes and from behind debris, stomping their hooves on the ground.

"Let's hear it for Rainbow Dash!" Twilight shouted. Rainbow Dash smiled as the people applauded her heroics. It was good to be home.

Twilight tapped the ground in front of the palace with her horn. A green flame made a halo in the ground. Princess Luna rose from that halo. Along with her was the petrified statue of Celestia.

Luna blinked her eyes as the bright sun hit her. "What happened?"

"We defeated Discord." Twilight Sparkle said happily. "Well...Rainbow Dash defeated Discord."

Luna smiled as she spotted Rainbow Dash. "Ah yes. Rainbow Dash. Why am I not surprised?"

Rainbow Dash grinned. "Because I'm awesome Princess."

Twilight Sparkle uttered a spell. The statue of Celestia slowly began to crack. Then with a great boom, she broke free.

Rainbow Dash bowed instinctively. The others did as well.

She looked around, momentarily blinded by the bright light now shining over the nation. She saw Twilight Sparkle and smiled.

"Thank you for freeing me, my pupil." She looked upon all her subjects. "We must commend these five for performing their duties towards the good of Equestria!"

"Mostly Rainbow Dash." Luna muttered to her sister. Celestia looked upon Rainbow Dash, somewhat wide eyed. "Rainbow Dash. I see you returned. I must...sincerely apologize for sending you to that horrible place. It was a horrible mistake, and I don't expect any forgiveness from you."

Rainbow Dash shrugged. "It's okay. It was all Discord anyway. He really threw me for a loop on this one."

"Rainbow Dash, you are deserving of a reward for your duties towards protecting Equestria." Luna whispered something in her ear. "I shall give you the Equestrian medal of freedom!"

Rainbow Dash's face lit up. "Seriously?"

"I am very serious Rainbow Dash. It's the least I can do after making so many mistakes."

The guard ponies came down, bearing the shining medal. They placed it around Rainbow's neck.

"Thank you princess."

Celestia shook her head. "No. Thank you Rainbow Dash."

Scootaloo touched down behind her. She jumped and landed on Rainbow's back. She groaned in pain. But she shook it off and hugged the filly tightly.

"Let's go home squirt."