Icarus

by Tamar

Rating: everyone
Tags: Romance, Adventure, Twilight Sparkle, Main 6, My Little Pony: Friendship is Magic, Rainbow Dash, Other
Length: 19954

Icarus, the mayor of Cloudsdale, threatens to turn Rainbow against her friends in an evil plot.

A tale of evil, deceit and betrayal.

Icarus, the mayor of Cloudsdale, threatens to shroud Equestria in a thick fog, so thick that it blots out the sun. What does this mean? Why is it so important to fill Equestria with fog? And what part does Rainbow Dash play in his plans?

These are the thoughts that are running through Twilight's mind after Rainbow leaves for Cloudsdale in search of answers. But in Cloudsdale, all is not as it seems - and when Rainbow returns, her friends are in for a nasty shock.

Published 2012-05-27 14:04:02 UTC
Last updated 2012-05-27 14:04:02 UTC

Chapter One

“Pan!”

“Yes, Mayor. Sir.”

“Is everything ready?”

The feeble rays of the rising sun cast a shadowy light across Equestria, illuminating the two stallion pegasi hovering outside Cloudsdale.

“It is ready, Mayor.”

“Very good, Pan. Then it is time.”

Together, the two pegasi turned and flew over the sleeping cloud city. They cut wordlessly through the air, coming to land in the darkened street outside Cloudsdale’s Council Building.

“Go to the weather factory,” the grey stallion commanded. “Tell them to begin. Work fast! The sun is rising and the city will be awake before long. You can leave the Council Building to me – the Weather Council is on break, so my team and I will have no problem in transforming the chamber for our needs. You see how meticulously this has been planned! Over a thousand years of patience and secrecy have led up to this, Pan. Do not take it lightly.”

“Of course, Mayor.” Pan’s ears stood firmly upright as he listened to the Mayor’s words.

“Of course you don’t. That is why I trust you, Pan. Now go. Go and make the pegasus race proud. Remember the words of Commander Hurricane.”

“The plan of the pegasi is the perfection of power,” Pan recited, spreading his wings. “I won’t let you down, Mayor Icarus.”

***

Twilight closed her eyes and breathed deeply, inhaling the scent of summer. She had managed to claim the bench by the fountain near Ponyville’s outskirts again. She loved to read and watch the ponies go by, but usually by the time she was finished with her chores in the library some other pony had taken the prime seat.

Today she had been lucky, and she made full use of her good fortune. The trickling of water over pebbles was soothing to her ears, and the warm breeze played with her mane just so, tickling the pages of her book.

“Twilight!”

She was brought back to reality by a familiar voice. Twilight looked up from her book and saw her friend Rarity trotting towards her with Rainbow Dash in tow. The pegasus was hovering along beside Rarity, with her hooves brushing through the grass.

“I found her, Twilight!” Rarity said brightly, indicating Rainbow with a hoof.

Twilight smiled, shutting her book with her magic and lifting it into one of her saddlebags. Getting up from the bench, she trotted over to meet the two ponies, saying, “Excellent. Thank you very much, Rarity.”

Rarity grinned. She was wearing a ludicrously sized hat that shaded most of her body, and curled up fast asleep on her back was Opalescence, her cat. “It’s no trouble, darling. Opal and I quite enjoyed our little walk.”

“You take that cat of yours everywhere!” Rainbow said emphatically, folding her wings and landing on the grass.

“Opalescence simply adores the hot weather, but if it weren’t for me, she’d stay curled up inside all day and never get any fresh air. So I take her out and about, even if she doesn’t wake up. Fluttershy says it’s good for her. Isn’t that right, Opal-wopal?”

There was a pause, and then Rainbow laughed. “I don’t think you’re going to get anything out of that cat until the weather cools down, Rarity.” Turning to Twilight, she said, “What’s up, Twilight? What did you want me for?”

“I received a letter from Princess Celestia this morning. She wrote to tell me that she’s been getting reports of some strange mist that’s appeared out of nowhere all over Equestria.”

Rainbow and Rarity looked at each other, confused. “Mist?” Rarity repeated. “Is that what your book was about, Twilight?”

Twilight nodded. “The Wonderful World of Working Weather. Spike found it for me this morning and I’ve been reading the chapters about mist and fog.”

“Mist? On a day like today?” Rainbow gestured with her hoof at the hot sun. “Twilight, it would have to be a lot colder for there to be mist. You only get mist in cold weather.”

“Did Princess Celestia say why she was telling you about it?” Rarity asked. “It seems terribly odd.”

“That’s why she said she was writing,” Twilight replied. “She said it was unusual for there to be mist when the weather’s like this, too. She wanted to know if there was any mist here in Ponyville – which there isn’t, as far as I know – and she wanted to know if Rainbow knew anything about it.”

Rainbow shook her head. “I haven’t heard anything from Cloudsdale about any mist,”

“Did you see any when you were flying around earlier?” Rarity suggested.

“Nope. It’s the clearest day I’ve seen in weeks. Absolutely beautiful. Not a cloud in the sky.” Rainbow tilted her head thoughtfully, and then said, “Why did the Princess want to ask me, Twilight? Couldn’t she just ask the weather ponies at Cloudsdale?”

“I don’t know, Dash,” Twilight admitted. “She didn’t seem to think it was a big problem. Maybe she didn’t think it was worth bothering the weather ponies with. Her letter was a little bit cryptic, to be honest. I’ve been trying to figure out what she meant all morning. Anyway, I’m sure that it is as she says: nothing to worry about. I’ll write to her to say that we haven’t seen or heard anything about any mist. Then shall we have a picnic? Today is far too nice for working.”

“Picnic! Picnic!” The three jumped as they were abruptly joined by a pink pony with a mess of even brighter pink hair. “Somepony said picnic!”

“Pinkie Pie?” Rainbow Dash said. “Where did you come from?”

“I don’t know!” Pinkie said with a wide grin. “I was just trotting through town when I heard somepony say picnic, and here I am!”

“Well, that’s wonderful, Pinkie,” Rarity said. “But you should be more careful. You could give a pony a nasty surprise, appearing so suddenly like that.”

“No, silly, if I wanted to give someone a surprise I’d do this. SURPRISE!” Without warning, colourful streamers and balloons exploded in Rarity’s face. The unicorn screamed in shock, and Opal leaped off her back, hissing.

“Pinkie Pie!” Rarity said, scowling.

Twilight scratched her head, saying, “Where in the world were you hiding all those streamers and balloons?” Rarity recovered herself and attempted to pacify Opal.

Pinkie shrugged, giggling. “I dunno! But weren’t you surprised, Rarity?”

Rarity shot Pinkie a glare. “Very.”

***

Later that afternoon, the ponies lay stretched out in the sun.

“Wow, Pinkie,” Rarity said, breathing heavily. “I never knew I could eat so much in a sitting, but those cakes were incredible!”

“It’s a special recipe,” Pinkie said, beaming. “Mr and Mrs Cake taught it to me as a reward for babysitting.”

“Is there any cider left, Applejack?” Rainbow said. “It’s so nice and cold in the heat.”

Applejack chuckled. “There’s plenty of cider, Rainbow. Don’t fret. D’you want some as well, Fluttershy?”

There was a pause.

“Fluttershy?”

“I think she’s dozed off,” Twilight said, looking over at the sleeping pegasus.

Rarity chuckled, then said, “I’m tempted to join her. This warm breeze is more relaxing than Aloe’s best herbal bath...” She broke off, yawning widely. One by one, the ponies slipped into blissful sleep in the hot sun, lost in a soporific haze of calm.

Twilight, however, had not fallen asleep, and after looking shiftily about to make sure she was the only one awake, she rose quietly to her hooves and crept over to Rainbow Dash. After one last sneaky look to her sleeping friends, Twilight sat next to Rainbow, tucked her hooves up under her chest, and snuggled against her slightly.

It wouldn’t be right to say she preferred Rainbow over her other friends, but somehow Twilight couldn’t help but feel slightly fond of her. Rainbow had for a long time now held a special place in Twilight’s heart, ever since she pulled her back from the cliff’s edge when Twilight first arrived in Ponyville. Twilight had never known such a brave and loyal pony before, and it made her feel very safe whenever she was around.

Besides, there was something charming about her rainbow mane and the way it fell over her face. Twilight often found herself daydreaming in rainbow-coloured thoughts. Twilight grinned and relaxed slightly closer against the sleeping pegasus. She was about to fall into blissful sleep herself when Rainbow stirred.

“Twilight? What are you doing?”

Twilight sat bolt upright. “Oh, I, er...”

“No wait, don’t move,” Rainbow said, cutting her off. “That was nice.”

Twilight’s heart started beating again. She leaned back against Rainbow’s side, feeling the warmth through her skin.

There was a heavy stillness in the air, accompanied by the deep breathing of the other ponies and the ever-present gentle rustling of the apple trees. The sun, almost ready to set, had finally lessened in its intensity, and the light had dimmed.

“Today was great, wasn’t it?” Rainbow said.

“The first day of summer,” Twilight answered.

“There was nothing that needed to be done,” Rainbow continued. “Just a wonderful day to spend with your friends. I think your arriving in Ponyville was one of the best thing that’s ever happened to me.”

Twilight’s heart quickened slightly. “Really?”

“Yeah. If it weren’t for you, I wouldn’t have such a good group of friends to spend an afternoon like this with.”

Of course that was what Rainbow had meant, but there was nothing wrong with Twilight pretending she had meant something different. She closed her eyes and quickly lost her thoughts in the haze of sleep.

After some time that Twilight couldn’t judge, she was woken by Rainbow sitting up abruptly. She held her nose in the air, sniffing.

Twilight sat up beside her. “What is it?” she said, sniffing the air. “I don’t smell anything.”

Rainbow shook her head. “You wouldn’t. Only pegasi can smell approaching weather formations. Hold on.” Silently, she unfurled her wings, leaped into the air and shot up into the sky.

Twilight had only moments to wonder what Rainbow was talking about before she was back, landing next to Twilight.

“Princess Celestia was right,” Rainbow breathed. “There is a bit of mist, just a little way east. It’s heading this way – not very fast, but it’ll be here by tonight.”

“So it’s true!” Twilight said. “Why on earth is it getting misty on a day like today?”

“No idea,” Rainbow admitted truthfully. “The only reason I can think for it is if there’s a problem over at Cloudsdale. It happens from time to time; one of the weather machines breaks, or some pony makes a mistake in the timetable. Anyway, I agree with Princess Celestia. It’s not a big deal, and we can look at it in the morning. If there’s a lot of mist, I can go to Cloudsdale and see what’s up.”

“All right,” Twilight said. “I suppose that sounds fair.”

The two ponies jumped at the sound of a squeak of surprise from behind them.

“What’s this mist?” Fluttershy had got to her hooves, looking about the picnic. A thin mist had begun to filter across the meadow, reaching out with wispy tendrils. The other ponies yawned and stretched, woken by her surprised outburst.

“Gosh golly,” Applejack said, looking upwards. “Would you look at that. The sun’s set. We must have been out here for hours!”

“Never mind the sun, it’s misty!” Pinkie declared, full of excitement. “I always like it when it’s misty, because it means winter’s coming, and–” she stopped in her tracks, realisation dawning on her face. “Winter? I thought today was just the first day of summer.”

“Wow, summer was really short,” Fluttershy said, her ears drooping.

“Everypony hold on,” Twilight said in an authoritative voice. “Princess Celestia wrote to me about this this morning. She said she had had reports of unseasonal mist occurring all around Equestria.”

The other ponies gasped in unison, except for Rainbow and Rarity.

“But she said there was nothing to worry about. It’s most likely just a mistake at Cloudsdale, and I’m sure they’ve got the best weather ponies working on it, so we have nothing to fear. We can wait until morning, and then if the mist has got a lot thicker, we can write to her about it and see what she thinks.”

“That sounds like the right course of action,” Applejack said. “I’d like to get to bed anyway. I should have been back at Sweet Apple Acres a while ago to put Applebloom to bed.”

“Come on, then,” Rarity said, picking up the picnic rug with her magic and neatly folding it for Spike. “Let’s pack up.”

“This was fun!” Pinkie said, hopping up and down. “We should have picnics more often. Oh wait – we do!” She chortled and bounced away in the direction of Sugarcube Corner.

Twilight and Rainbow looked at each other. “Pinkie Pie is so random,” they said in unison.

Twilight said good night to her friends and set off to the library with Spike. They walked along the streets of Ponyville, watching the small town going to sleep.

“Twilight?” Spike said.

“Huh?”

“I asked you a question.”

“Oh, sorry. I guess I’m a little tired.”

“That’s OK. I just asked what you thought of the mist. Do you think it’ll get any thicker tomorrow morning?”

Twilight sighed. “I don’t know, Spike. I have a very tiny feeling that it might, but I really don’t want to believe it will. Like Princess Celestia said, I’m sure it’s just a little mistake at Cloudsdale. Nothing to worry about. Besides,” she said as they went through the door to the treehouse library, “It’s no use worrying about it now. There’s not much we can do till morning.”

“I suppose you’re right,” Spike said. “Good night then. I’m going straight off to bed.”

“Me too. Good night, Spike,” Twilight said, giving the little dragon a nuzzle. Spike had already started snoring loudly.

However, when Twilight got into bed and pulled the covers under her chin, her mind was filled with clouds of worry. Tendrils snaked towards her from the meadow, growing in size and strength, until they threatened to engulf her. Finally beginning to submit to the caresses of sleep, she couldn’t help but notice that the clouds of mist had definite rainbow-coloured shades to them.

***

The next morning, there was an urgent knocking at Twilight’s door.

“Twilight! Twilight! Wake up!”

Twilight rubbed her eyes and sat up in her bed, confused.

“Twilight! Come quickly!”

Spike looked up from his basket, yawning. “What is it, Twilight?”

“I don’t know, Spike. That sounds like Pinkie.” Twilight swung her legs over the side of the bed and hopped down. She trotted down the stairs to the main library and opened the door to reveal Pinkie with her friends, surrounded by clouds of mist.

“Good heavens, Pinkie! What happened?”

“I know! All of Ponyville’s like this! Nopony can see anything, that’s why we came to get you!”

Twilight stepped out of the library and looked around in amazement. She could see her friends clearly enough, but across the street she could only just make out the forms of houses and other buildings.

“Where did all this fog come from?”

“We don’t know!” Applejack said. “Big Mac an’ I woke up early to do some applebucking, just like we always do, except we couldn’t see nothing! I could barely see up to the apples, never mind across the farm!”

“All this fog is simply awful for my hair,” Rarity interjected. “It won’t dry.”

“I’m so worried for all the little bunnies living in the woods by my cottage!” Fluttershy said. “They won’t be able to find their way out to the food, and they’ll get lost, and they won’t make it back home, and–”

Rainbow put a hoof across Fluttershy’s mouth. “Calm down, Fluttershy,” she said. “We’ve
had fog loads of times before. This is just a little... unexpected.”

“And cold,” Pinkie added. “Brr.”

“It is cold, isn’t it?” Twilight said, looking up. “The sun can’t get through. See how dim it is? By this time of morning it should be much brighter.”

The fog was indeed blocking most of the sun’s rays. What little light could get through was low, and cold.

“Rainbow,” Applejack said, “Can you fly up an’ see how bad the fog is? Maybe it isn’t all that thick. Maybe it doesn’t spread very far.”

Rainbow nodded and shot into the air. After a few short moments that seemed to last an eternity, she flew downwards and landed beside Rarity.

“Well?” Pinkie asked eagerly.

Rainbow shook her head, folding her wings. “It’s bad. I had to fly miles up to get above the fog, and it just stretches as far as the eye can see. I couldn’t see any land through it, and I couldn’t see Canterlot either.”

Twilight gasped. “You mean?”

“I think Canterlot is covered by the fog as well.”

There was a moment of silence.

“But Canterlot never gets covered in fog,” Fluttershy said.

There was another pause.

“So Princess Celestia is cut off from the sun?” Pinkie repeated.

“What does that mean?” Rainbow said.

“I don’t know,” Twilight admitted. “But I don’t think it’s very good. I need to write to the Princess right away. Spike!”

Spike appeared at Twilight’s side from where he had been listening in the doorway of the library.

“Fetch my quill and parchment, Spike. I have to send Princess Celestia a letter of utmost importance.”

Spike saluted and ran to fetch the quill and parchment.

Rainbow fidgeted, saying, “I need to go to Cloudsdale.”

“Hold on, now, Rainbow,” Applejack said. “None of us know what’s going on here.”

“Exactly,” Rainbow said firmly. “And I don’t like not knowing what’s going on with the weather, so I intend to find out. It could be that it’s just a mistake of the weather ponies, or a problem in the weather factory. Or something else. Whatever it is, I want to know.”

“Applejack’s right, Rainbow, we should be careful,” Rarity said. “We don’t know what we’re getting into here. Something’s wrong at Canterlot, and that could mean big things are ahoof. If we do anything, we should do it together.”

“No,” Rainbow said, gritting her teeth and unfurling her wings. “They messed up the weather for my home town, and they’ve messed with the Princess. I’m sure as heck going to find out what’s going on here!”

Just as Rainbow was about to take off, Twilight waved her hoof. “Wait!”

Rainbow half turned. “What?”

Twilight hesitated, then said, “Good luck. Stay safe.”

Rainbow gave a grim sort of smile. “I will,” she replied. Then she was gone.

“Well, that’s just dandy,” Applejack snorted. “Ponyville’s covered in fog, for all we know the royal pony sisters are in danger, an’ now Rainbow’s gone off on a crusade.”

“Never mind about Rainbow,” Rarity said. “She shouldn’t have gone off on her own like that, but she made her choice, and she’s a very headstrong pony once her mind’s made up.”

“I’m going to go and write to the Princess,” Twilight said abruptly, turning back into the library. “For the meantime, we should try and do the best we can with the situation. See if there are any ponies who need help getting around in the fog. Fluttershy, you should go and look after your animals.”

Her friends nodded and went their separate ways, leaving a tangible cloud of worry hanging in the air. When they had gone, Twilight sat on her haunches and heaved a deep sigh, closing her eyes and bringing a shaky hoof to her forehead.

I hope Rainbow’s all right, she thought. It’s just like her to go off and do something stupid like that.

“Twilight?” Twilight opened her eyes to see Spike waiting with quill and ink. “Rainbow’s going to be fine, isn’t she?”

Twilight nodded and swallowed, managing a weak smile. “I’m sure she is, Spike. Now, take this down: Dear Princess Celestia...”

Chapter Two

Rainbow beat her wings swiftly, propelling herself through the thick fog. The cold mist ran through her mane as she sped along, leaving it wet and tangled.

No matter where she looked, she couldn’t see anything. Rainbow had flown through large clouds before, and thick fog too, but this was new and different. She flew towards Cloudsdale, not knowing what waited for her there.

She cursed under her breath. What were the weather ponies doing? Nopony said anything about this at last week’s weather assembly.

As the weather pony representative for Ponyville, it was Rainbow’s job to attend the weekly
weather assembly in Cloudsdale’s Weather Council. At the assembly, the weather for the week was announced, and ponies gave briefings for their respective areas of responsibility. The weather was meticulously planned so that weather cells could flow around Equestria smoothly, ensuring everypone was given a fair amount of rain and sunshine.

The Councillor had explicitly said it was set to be clear over most of Equestria for the first week of summer, including Ponyville. This fog had to be either a catastrophic error, or… Rainbow didn’t like to think what the alternative could be.

Rainbow shivered and wiped her hooves against her chest, struggling to stop her teeth from chattering. The fog was cold, despite the blazing hot sun she knew was shining far overhead. She changed direction and began to fly upwards, gritting her teeth as she flew higher.

When Rainbow burst into the clear blue sky, the bright sunlight shone in her eyes, rendering her momentarily blind. She placed a hoof over her eyes and waited. When her vision returned, she looked around in wonder.

The fog stretched out below as far as the eye could see; a thick, fluffy white mass. Rainbow’s wings ached from the cold, but she knew better than to try to sit on anything but a proper cloud. Clouds made good building material, and wonderful beds for napping on, but fog was notorious for giving way without warning. So she continued hovering, soaking up the warmth from the hot sun.

Rainbow looked around. The blue sky was completely empty, and an almost eerie silence pressed into her ears. She shivered despite the heat and continued towards Cloudsdale, hoping that it wasn’t far to go.

***

“Applejack!”

Applejack turned to see who had called her name.

“Who is it?” she called into the fog, nervousness creeping into her voice.

A shady form appeared on the path leading up to Sweet Apple Acres. As it came closer, Applejack realised the voice belonged to Twilight.

“Twilight! You gave me a heck of a fright there.”

“Sorry.”

“It’s all right. I shouldn’t be so nervous, but with all this fog an’ darkness everypony’s just so on edge. You can really feel it in the air.”

Twilight nodded. “This isn’t good for Ponyville. Nopony has a clue what’s going on, and some of the younger fillies are inventing the most ridiculous stories about Cloudsdale exploding and Nightmare Moon returning in the form of a massive blanket of dark fog.”

Applejack chuckled weakly. “We’ve hardly come up with any better explanations.”

“Not until we hear back from the Princess. Or Rainbow.”

“You wrote the letter then?”

“I wrote it with Spike as soon as everypony had left, but I haven’t heard back from her yet. We’ll just have to be patient.”

Applejack nodded. “An’ calm. Nopony knows what’s going on, but it’s up to us to keep things under control, especially for the younger fillies. That’s why I’ve been putting up these lanterns.” Applejack gestured to her handiwork; a string of firefly lanterns that marked the path from Sweet Apple Acres to the edge of Ponyville.

“I put these up so that Applebloom and Granny Smith could go between Ponyville and Sweet Apple Acres without me worrying about them getting lost, an’ now I’m thinking it might be a good thing to put them up around town as well. I know I should be bucking apples, but I can’t even see up to tell if there’s any apples in the trees I’m bucking.”

Twilight nodded again. “This is a brilliant idea, Applejack. We all have to do our bit. Can I help?”

“Sure. Just come with me back to the barn; I’ve got loads of these lanterns stored away. I never thought I’d have to use them, not since–”

Applejack was cut off as a scooter with a trailer whizzed past, almost knocking her over.

“Pesky varmints!” Applejack shouted after the offending scooter. “You come back here so I can see who you are! Oh.” Applejack’s tone softened as the scooter stopped in the fog, turned, and sheepishly wheeled towards her. “Scootaloo, Applebloom, Sweetie Belle – you know better than to go charging around like that in this fog!”

“Sorry, sis,” Applebloom said. “Scootaloo thought we might be able to get our fog-explorer cutie marks.”

“Absolutely not!” Applejack said. “It’s too dangerous for young fillies such as yourselves to go off exploring at the moment. You could get lost, an’ we’d never find you.”

“We were trying to be useful!” Sweetie Belle said. “We thought some other ponies might have got lost in the fog, and then we could find them and bring them back.”

“And what if you couldn’t find your own way back?” Twilight asked, one eyebrow raised and with a hint of a smile.

“Um...” Scootaloo thought hard. “I guess we hadn’t considered that.”

“But there is one way you could be helpful,” Twilight said.

“Yes!?” The three fillies jumped to attention.

“Up at Applejack’s barn is a collection of firefly lanterns, like the ones marking out this path,” Twilight said. “It would be really helpful if you went and collected a load of them in your trailer, and put them up around Ponyville, marking out the main paths and walkways. Do you think you can do that?”

“Can we?” The three fillies snapped their hooves up in salute. “Cute Mark Crusader Lantern Pathfinders! Yay!” In a flash they had disappeared up the track on Scootaloo’s scooter, the buzzing of her wings quickly disappearing into the fog.

“Don’t forget to follow the lights!” Applejack called after them.

“I’m rather envious of them,” Twilight said with a touch of sadness as she began to walk along the path in the other direction towards Ponyville.

“Envious?” Applejack said, trotting up to walk beside Twilight.

“They don’t have a care in the world. All this fog means is that they have new adventures to discover.”

“We all wish we were fillies again from time to time, Twilight. The freedom of childhood is bliss.”

“I thought I wasn’t naive when I was a filly,” Twilight said. “I thought because I read all those books that I knew what was going on with the world, and all the other fillies racing about and playing were just being silly. But it’s no use. Princess Celestia’s own pupil, with all the books of Ponyville’s library, and I still can’t work out what’s causing all this fog.”

Applejack rested a hoof on Twilight’s shoulder, bringing her to a halt. “It’s not as bad as all that, sugarcube. Nopony knows anything at the moment; it’s not just you. We’ll get through this together.”

Twilight sighed deeply. “I know,” she said. “I know. I’m just so worried...”

“For Rainbow Dash.” Applejack finished her sentence.

Twilight nodded, looking at the floor.

“We’re all worried for her,” Applejack said. Twilight nodded again, still looking down. Applejack continued, “But I’m sure she can handle herself. She’s a tough pony, an’ sure she can be a little reckless, but she’s never gotten herself into something she couldn’t manage before.”

“I’m sure you’re right,” Twilight said. “I don’t know. I just can’t stop thinking about her, where she is, what she might be going through. Even though it’s probably nothing.”

Applejack raised an eyebrow very slightly. “You’re fond of Rainbow Dash, aren’t you, Twilight?”

Twilight nodded sadly.

“Well then, don’t you worry!” Applejack said, continuing along the road. “I’m sure she’s absolutely dandy, an’ you’ve still got the rest of us here with you. Now come on, I think I can see Sugarcube Corner up ahead. A bit of sugar will cheer you up.”

***

Rainbow Dash was now nearing Cloudsdale. Thick fog was billowing from the north corner of the city. So the fog was coming from Cloudsdale.

How could Cloudsdale produce so much fog? Rainbow thought desperately, trying to figure out the problem. In all the times she had been inside Cloudsdale’s weather factory, she’d never seen anything capable of producing such quantities.

Two white pegasus stallions emerged from the Council Building and flew up towards Rainbow. Rainbow watched their approach apprehensively. When they drew up in front of her, the first stallion spoke.

“Miss Rainbow Dash?”

“Um... yes?”

“Come with us right away. The Mayor wants to see you.”

“The Mayor?” Rainbow was astonished. She’d hardly ever seen him, even in the Council chamber assemblies. She didn’t know the Mayor was aware she existed. “The Mayor wants to see me? What for?”

“Mayor Icarus will explain when you arrive, Miss Rainbow Dash,” the stallion said. “Please, come with us. It is quite urgent.”

Rainbow flew down towards the Council building, flanked by the two pegasus stallions, trying to work out what in Equestria the Mayor wanted with her. Politically, she was unimportant; just the weather representative for a small countryside town.

Rainbow landed outside the imposing Council building, and looked up. It was the oldest building in Cloudsdale, the first structure to be constructed when the city was built. The front was adorned with elaborate pillars, leading up to an impressive dome. She had been inside countless times for the routine weather briefing in the Council chamber, but she had never spoken to the Mayor before – and the building had never seemed so menacing before.

Rainbow followed the two stallions inside the main door into the grand hallway filled with classical paintings of mythical figures. She turned to the two stallions who were with her. “So I just...”

“Wait here, Miss Rainbow Dash. The Mayor will be with you shortly.” With that, the two stallions left.

Alone in the vast room, Rainbow shuffled her hooves. In the silence of the empty hall, her own breathing sounded harsh and loud to her. The Mayor’s official seal adorned the intricate decorations on all the walls, contributing to the lavish baroque murals. Councillor Icarus, weather representative from the small northern town of Wingham, had been elected as Mayor of Cloudsdale five seasons ago in the greatest landslide vote in memory, and she had voted for him herself.

Rainbow shrank back from the stares of the mythological creatures in the paintings, but short of fleeing the hall itself, there was no escape. Instead, she focused her attention on the one painting that wasn’t fictional: the official portrait of the Mayor, hanging as the centrepiece of the north wall. He had been painted hovering in front of Cloudsdale with the sun setting behind him, and his easy expression conveyed a fatherly benevolence for his city.

Rainbow was startled by the sound of hoofsteps echoing through the hall. She turned to see the Mayor approaching her from the foot of the staircase to the south tower.

“Mayor Icarus!”

Icarus was an impressive grey stallion with a fiery orange mane and tail, slightly ageing with a few grey hairs. The Mayor’s face creased into a smile as he trotted towards Rainbow. “Please, Miss Rainbow Dash, call me Icarus. And may I call you Rainbow?”

He extended a hoof, which Rainbow shook. “Um... yes.”

“Come. I’m quite sure you are wondering why I’ve sent for you.”

Rainbow trotted to keep up beside Icarus as he strode towards a staircase that led up into the grand tower. “Well, yeah, but I was actually wondering what’s going on with all this fog. What’s it for? Why weren’t we told about it in the Council?”

Icarus held up a hoof, silencing Rainbow’s questions. “Please, Rainbow. All will be explained in good time.”

Rainbow fell silent, feeling chastised, and continued following the Mayor up the steps. The Mayor was legendary for his ability to command silence, not out of fear, but respect. He was well liked by all, but nopony ever wanted to get on the wrong side of him.

They had finally reached the top of the staircase. Rainbow had never been up into the tower before, and gazed about with wonder as she was led into the Mayor’s office. The walls were filled with portraits of pegasus mayors from history staring down at her, and behind a large desk there was a vast bank of windows that looked out over Cloudsdale.

“It’s beautiful, isn’t it?” Icarus observed, noticing Rainbow taking in her surroundings. “Best view out of a window in Equestria, and between you and me, I think even better than the royal pony sisters’ view over Canterlot.”

Rainbow shuffled.

“You seem a little on edge, Rainbow. Is something wrong?”

Frustrated, Rainbow said, “Yes, something is wrong! Ponyville is engulfed in fog, and as far as I can tell so is the rest of Equestria, and the fog seems to be coming from Cloudsdale! What’s going on? How in Equestria is the factory even able to make that much fog? Has one of the machines gone wrong? Why did you send for me? Why am I important?”

“I can tell that you’re frustrated, Rainbow, but I can assure you there really is nothing to worry about. All of your questions will be answered in good time.”

Rainbow sat down on her haunches with her ears pressed flatly down.

“Now, Rainbow, please have a drink. We have much to discuss.”

Rainbow eyed the drink suspsiciously.

“Please, Rainbow. It will help you to relax.”

Rainbow did as she was told and took a mug off the tray Icarus offered.

“Is there anyone you’d like to make a toast to?” Icarus said.

Rainbow thought for a moment. “To my friends in Ponyville,” she said finally, raising the mug. “And that I won’t let them down.” The drink had a curiously warm taste to it with a metallic tang, and it fizzed gently on the way down.

“To your friends and your loyalty,” Icarus concurred, drinking from his own mug.

Rainbow put her mug down. “That’s a funny drink,” she said. “What was it?”

“A recipe handed down through my family. In Wingham, it was considered a delicacy. It’s a mixture of cloudwater, springwater and dew, with a hint of rainbow mixed in.”

“I’m drinking… rainbow?”

Icarus chuckled. “The humour is not lost on me, I assure you. Now then, to business.” The Mayor’s voice took on a much more serious tone. “You ask where the fog is coming from, Rainbow. Before I explain, you must know that everypony has been hidden from the truth, Rainbow. The truth has been clouded – like the fog that now sits over Equestria.”

Rainbow rubbed her head, confused. “Truth? What truth?”

“We have all been blind, Rainbow. Things are not as they seem. History as we know it is false. The current state of things is not as it should be.”

“Woah, woah,” Rainbow said, holding up her hooves. “What are you talking about? Things are not as they should be? What do you mean? Everything’s fine!”

“That is what they want you to think, Rainbow.”

Rainbow frowned at the stallion. “Who is they?” she asked suspiciously.

“Understand, Rainbow, that I only want what is best for you, your friends, and Equestria. The truth may not be easy to take.”

“Try me.”

“The Hearthwarming tale is a lie.”

Rainbow shook her head firmly. “No.”

“Yes, it is.”

“It can’t be,” Rainbow said, still shaking her head, her jaw set firm. “The royal pony sisters tell us that the Hearthwarming tale is how Equestria was founded – we have a play about it every year!”

“But do they have any proof, Rainbow Dash?”

Rainbow sat down again, gaping at the floor. “But… they’re the royal pony sisters! The rulers of all Equestria, and they have been for over a thousand years!”

“And for over a thousand years, they kept all ponies in the dark. They spun their saccharine tale of Hearthwarming and for over a thousand years, almost nopony knew the truth. A very small group of pegasi kept the secret hidden, waiting for the right time to reveal it. And that time is now.”

“And what is the truth?” Rainbow said. “What’s wrong with the Hearthwarming Tale? Why did the royal pony sisters lie to everypony?”

Icarus took a deep breath. “The Hearthwarming tale is true, to a certain extent. It is true in
that all ponies used to live in a far off land that they called Hippotamia. And it is true that the three races of ponies argued amongst each other when the storm came. All the windigoes, and the Old Council, and the decision to find a new land, all that is valid history. But it is from there that things change.

“Each race sent a delegation out to find a new land. But the earth ponies got lost on the way. Chancellor Puddinghead wore a map over her face, and then as a hat, and then lost it all together. They turned up back at the Old Council a week later, half starved and having had no luck in finding the new land. The unicorns didn’t fare much better. Princess Platinum refused to continue further than a few hundred feet from the unicorns’ castle, on the grounds that if she couldn’t arrive in her new land in a clean robe, then she wouldn’t arrive at all.

“Only the pegasi completed the journey. Commander Hurricane and Private Pansy, after a few days of flying through the blizzard, found their way to Equestria, which they called Pegasopolis.”

“Only the pegasi?” Rainbow said incredulously. “None of the others made it? But how are they here now?”

“You haven’t let me finish, Rainbow,” Icarus said. Rainbow sat in silence. “Commander Hurricane and Private Pansy returned to Hippotamia telling tales of a fabulous new land, where the sun shone, the earth was fertile, and the ground was full of diamonds. All this the pegasi discovered, not the other pony races.

“The earth ponies and the unicorns refused to believe them, embarrassed that their own delegations hadn’t succeeded in their task. The pegasi, however, were only too happy to follow them to the new land of Pegasopolis. The whole race migrated, and within a few days a temporary village was built on the ground. While the stronger pegasi went about building a city out of clouds, Commander Hurricane and a team of hoof-picked ponies set about writing the laws of the new Pegasopolis, and defining its boundaries.

“Meanwhile, back in Hippotamia, things went from bad to worse, and when the earth ponies and unicorns realised the pegasi weren’t coming back, the unicorns sent out an urgent plea for help with their magic. The message reached the pegasi in the newly built Pegasopolis City, and after a long debate in the Council, it was agreed that the earth ponies and unicorns could come and live below the pegasi, as long as they submit to pegasus rule. This the earth ponies and unicorns agreed to, since they had no choice, and a team of pegasi were sent to lead them to their freedom.

“So you see, Rainbow, the pegasi are meant to rule. It is our rightful place. We founded Equestria, and we led the earth ponies and unicorns to safety. Don’t you see? If it wasn’t for the pegasi they would have starved to death in Hippotamia!”

Rainbow sat with her mouth open, speechless. “I... I can’t believe it,” she said.

“Think, Rainbow! The pegasi are clearly born to lead. We dominate the sky, and we have more strength and courage than the other races put together. Equestria could never be ruled by the dim-witted earth ponies, or the self-obsessed unicorns.”

Rainbow rubbed her head again, struggling to understand what Icarus meant. “But it isn’t ruled by earth ponies or unicorns. It’s ruled by the royal pony sisters. Why isn’t it ruled by the pegasi, then? And why isn’t it called Pegasopolis any more?”

Icarus sighed. “Alas, this is where things take a turn for the worse. The royal pony sisters arrived from a faraway land, which some pegasus historians believe was called Nova Faustia. Wherever they came from is irrelevant, what matters is that they didn’t belong here. They came to rule. They might seem like benevolent rulers, but domination was the only thing they had in mind.”

“But we love the princesses! Celestia and Luna are good to us!” Rainbow said weakly.

“They lied, Rainbow! Can’t you see it! In order to rule over Equestria, they had to make the pegasi submit. The pegasi were doing a very fine job of ruling Pegasopolis. They were fair to the unicorns and earth ponies below, demanding only what was needed in food and tribute from them. But the royal pony sisters wanted to dominate all three races, so they deposed the ruler of Pegasopolis, who was by then Commander Hurricane’s grandson, General Thunder. They renamed Pegasopolis Equestria, and the cloud city changed its name to Cloudsdale.

“Over a thousand years, they spun their alternative founding story, which became the Hearthwarming tale we love so much today. The earth ponies and unicorns rejoiced, and the pegasi grudgingly submitted their power to the sisters, until all had forgotten. All, except for a few select pegasi in an irrelevant little cloud village called Wingham. They kept the secret alive, passing it down the generations until the time was deemed right.”

Rainbow’s ears drooped as she rubbed her eyes, then shook her head to clear her mind. Inexplicable tiredness was oozing through her head like hot fudge. Right now, more than anything else, she wished she could go home to Ponyville and her friends, and then everything would be all right. When she looked up at Icarus again, he was looking out of the window.

“So... why... why are you pumping out all this fog?” she asked with effort, not wanting to hear the answer.

Icarus turned to her, and his eyes bored fiercely into her skull. “Because now is our time,” he said with malice. “Now it is time for the pegasi to take back what is rightfully ours! Now it is time to overthrow the alicorn usurpers, and return power to the pegasi, the true rulers of Pegasopolis! We will crush the bumbling earth ponies and the self-loving unicorns, leaving only the noble pegasi!”

“But what if the other pegasi don’t want this?” Rainbow said, stifling a yawn. Despite her confusion and shock, she felt oddly tired. “How can you do all this by yourself?”

“You forget, Rainbow,” Icarus said, laying a hoof on his chest with pride, “I was elected by the biggest landslide in memory. The political power I hold in my hooves is unprecedented. That is why the time is now. The pegasi will do as I tell them.”

Rainbow got to her hooves shakily, pointing an accusing hoof at Icarus. “The royal pony sisters will never let you take over Equestria. I don’t know if what you say is true, but Celestia and Luna are fair rulers, and they won’t let you take power over the earth ponies and the unicorns.”

“The royal pony sisters won’t be a problem,” Icarus replied, pushing her hoof down. “That is what the fog is for. Celestia’s powers are drawn from the magic of the sun, and having raised the sun and been barred from its power by the fog, she will have collapsed. It’ll be taking all of Luna’s powers just to keep her awake.”

Rainbow’s eyes went wide with shock. Panting, she tried to lunge at Icarus, but found herself too weak, instead falling in a heap on the floor. “But what do I have to do with this?” Rainbow cried. “Why do you want me involved?”

“Because you have access to something I need, Rainbow Dash. With the royal pony sisters gone, and the unicorns subdued, the pegasi will need a source of magic. And that is where you come in. I need you to bring me the Elements of Harmony.”

On the floor, Rainbow’s breathing grew heavier and heavier. “I... won’t...” she gasped, waves of tiredness washing over her. “I’ll... never betray... my friends...” Finally she surrendered and closed her eyes, succumbing to deep sleep.

Icarus clapped his hooves together. A pegasus stallion appeared in the doorway. “You called, Mayor?”

“Yes, Pan. Take Miss Rainbow Dash to her sleeping quarters. She’ll need her sleep for tomorrow.”

“Very good, Mayor. So she drank the potion?”

Icarus picked up Rainbow’s empty mug. “Every last drop.”

Pan lifted Rainbow and slung her over his back. “If you don’t mind my asking, Mayor...”

“Go on.”

“What does the potion do?”

“The drink itself is actually quite simple,” Icarus said. “It’s an old herbal remedy from Wingham that helps you sleep. But in doing so, it lowers the mind’s defences, making it more susceptible to suggestion. I also took the liberty of having our unicorn in captivity enchant it with a partial amnesia spell. It won’t obliterate her memories, but it will confuse them. The combined result will be that our friend Rainbow will forget about her friends, and will be willing to do whatever I tell her.”

“It sounds very clever, Mayor.” Pan turned to leave.

“Oh, one more thing,” Icarus called after the stallion.

“Yes, Mayor?”

“From now on, call me General.”

“Yes, General.”

Chapter Three

Rainbow…

Twilight stood on a cloud far, far above Equestria. Her hooves were glued in place, and the harder she tried to move them, the more firmly they stuck.

Rainbow!

Rainbow Dash wasn’t listening, and Twilight’s voice grew more and more feeble no matter how loudly she tried to shout. She was flying away from Twilight without making any distance between them. The ground beneath Twilight was far away and she struggled with her hooves uselessly in the cloud.

Rainbow, come back!

Rainbow’s figure slipped out of sight into the mist. The clouds around Twilight billowed with dark shades of rainbow, until she was engulfed by the smoke and plummeted towards the ground at ever-increasing speed–

Twilight jerked her head up sharply from where she had been sleeping. She was in Applejack’s barn, along with Spike and her friends. Morning had risen on the third day of the fog in Ponyville, but it brought none of the sun’s warmth. Only the thinnest tendrils of light managed to break through the fog, bathing the orchards in a paltry dim glow.

Twilight breathed a sigh of relief, and put a hoof to her forehead. She had been sweating. The previous night, they had agreed to group together to wait for Rainbow to return, and for the letter to come from Princess Celestia. Until either happened, there was nothing the ponies could do.

Twilight looked around. Pinkie was there, with Rarity, Applejack, Fluttershy and Spike, and Applebloom, Scootaloo and Sweetie Belle were sleeping huddled together in the corner. Rainbow Dash was not among them. Twilight trotted to the door miserably and looked out into the thick soup. She couldn’t even see far enough to the firefly lanterns.

Twilight sat down on her haunches and stared at her hooves. She could feel the telltale sting of tears welling up behind her eyes, and rubbed at them with her hooves.

“Twilight?” It was Applejack’s voice. Twilight sniffed and tried to breathe evenly. The attempt was unsuccessful.

Applejack came and sat beside Twilight, giving her gentle a nuzzle. “Are you all right, sugarcube?”

Twilight made no reply.

“Rainbow hasn’t come back yet.”

Twilight shook her head.

“An’ still no news from the princess?”

Twilight shook her head again.

Applejack sighed. “Shucks. I thought at least one of them would turn up in the night. When did we fall asleep? I thought we were going to stay up and wait for them.”

“I think we must have fallen asleep a bit past midnight,” Twilight said. “It doesn’t matter. Even if we had stayed up, neither would have arrived anyway.”

“Well, I want to do something today,” Applejack said. “I don’t like all this sitting an’ waiting. It’s worrying not to get a response from the princess.”

Twilight turned to Applejack. “But what can we do? I don’t have a book about evil fog that steals your friend away from you.”

“No,” Applejack said firmly, “But we’ll think of something.”

Behind them, the other ponies began to stir. Applejack took hold of Twilight in her hooves.

“Twilight,” she said quickly and in a lowered voice, “I know you’re missing Rainbow. I know you’re worried for her. But please, for the sake of everypony else, stay positive. There’s no reason to believe anything’s happened to her. She’s probably in Cloudsdale right now, leading the team that’s putting this whole mess right. Everypony looks up to you, Twilight, an’ it’s up to you to keep them in good spirits. You can’t break, because if you do, then so will they.”

Twilight looked back at Applejack, her ears drooping. “But I…”

Applejack pulled Twilight into a hug. “I’m here with you, Twilight. Don’t you worry nothin’ about Rainbow. She’ll be fine, an’ so will we. Now come on, let’s go an’ see the others.”

Twilight gave a weak nod and followed Applejack to where the other ponies were waking up.

“Mornin’, Rarity. Did you sleep well?”

“Oddly enough, yes. I never thought a haystack would be so comfortable, even if a little… untidy.” Rarity sat up and began to pick bits of hay and straw out of her hair.

“It’s the most delicious bed ever!” Pinkie declared around a mouthful of hay.

“Did Rainbow arrive? Is she here?” Fluttershy asked anxiously.

Applejack was about to respond, but she was cut off by Twilight, who answered in a surprisingly upbeat voice. “No, she didn’t. But there’s no reason to worry. She probably just got roped into a big job clearing up the mess at Cloudsdale. Don’t fret, Fluttershy, I’m sure she’ll be fine.”

Applejack smiled, and Fluttershy seemed reassured.

“Twilight Sparkle!” A loud, authoritative voice boomed from outside the barn.

Twilight’s ears snapped upright. “I know that voice!” She galloped to the door and called out into the gloom. “Princess Luna! Princess Luna! We’re over here! Follow the lanterns!”

After a few moments, Princess Luna materialised out of the fog. Twilight gasped when she saw her; the princess was dishevelled, her mane unkempt, and her eyes heavy.

“Princess Luna! What’s the matter? What’s happening in Canterlot?”

Luna held up a hoof. “A moment please, I need to catch my breath. I flew here directly from Canterlot as fast as I could.”

Applejack appeared at the door. “Please come inside, Princess. It’s warmer in here.” Luna gladly followed, and sat down on a haybale.

“Princess Luna, what’s happening in Canterlot? Is Celestia all right?” Twilight asked urgently.

Luna looked over to the corner where the three fillies were huddled, pretending to be asleep.

“Scootaloo, Applebloom, Sweetie Belle, please go and find Granny Smith and make sure she is well,” Luna commanded.

Applebloom turned to Applejack. “But–”

“Do as she says, Applebloom,” Applejack said. The three fillies gave a collective aww of disappointment and filed out of the barn towards the farmhouse.

Once they were gone, Luna looked around her at the anxious faces, then said with a heavy sigh, “No. She is not all right. Canterlot is smothered in the same thick fog that covers Ponyville, and that covers all of Equestria by this point.”

The five ponies gasped in unison.

“But, Princess Luna... what does this mean?” Rarity asked.

“It means that Celestia is in a lot of trouble,” Luna said gravely. “Her power as ruler of Equestria comes directly from the sun. Its magic beams down onto her and Equestria, and gives her her powers. Since both she and Equestria are cut off from the sun, she is very sick, and it’s taking all of my power to keep her steady. I only have just enough time to come and tell you this before I must go back and tend to her. But I cannot continue for long, and soon my powers will fade too.”

Twilight’s eyes went wide. “Princess Celestia! She’s sick?!”

“What are we going to do, y’all?” Applejack said, looking from Twilight to Luna.

Luna heaved a deep breath. “I am afraid that I don’t have the answers. But Celestia was able to tell me that the solution lies in Cloudsdale. I wish I could go with you, but my place is by my sister’s side. All five of you will need to make the journey. I fear Rainbow Dash is in great danger.”

Twilight’s heart stopped, and she sat down with a thud. Applejack put a hoof on Twilight’s shoulder. “We’ll do whatever is necessary to get our friend back, Princess Luna,” she declared, “An’ to free the Princess.”

“You can count on us,” Rarity agreed.

“We’re as loyal to Rainbow as she is to us!” Pinkie said.

“Rainbow,” Twilight mumbled, unnoticed by all except Applejack.

Princess Luna spread her wings. “I am afraid that I have already stayed longer than I should have. I must return to Canterlot at once. Farewell, my little ponies, and good luck.”

Luna cantered out of the barn door and with one powerful beat of her wings, she was gone.

Applejack trotted out to look at the fog where Luna had disappeared. She couldn’t make out anything out in the gloom, until something caught her eye in the distance. It was only visible for a second, but she knew she had seen it – a streak of rainbow.

“Rainbow’s back!” Applejack called eagerly to the ponies in the barn. They rushed to join her at the door.

“Rainbow! Where?” Pinkie squeaked, hopping up and down. The other ponies peered into the gloom.

“I can’t see anything,” Fluttershy said.

“No, no, I only saw her for a moment,” Applejack said. “Just a flash of rainbow in the fog, but it was definitely her, I know it! Come on, it looks like she was heading for the library.”

Twilight’s ears perked up. “The library? What for?”

“I don’t know! But come on, let’s go an’ find out!”

The five ponies galloped out of the barn towards the library, following Applejack’s trail of firefly lanterns. Twilight’s heart beat fast, and she flew on a surge of joy and relief. Rainbow was back, which meant she was safe, and she could explain what in Equestria was going on. Everything was going to be all right.

They arrived at the library to find the door swung open.

“Rainbow!” Twilight called. There was no answer. They trotted through the door and gasped in shock.

All the books had been pulled off their shelves and lay in a massive pile on the floor. Rainbow was in the process of ripping the last set of books down. She hissed with frustration as she threw the last of the books to the floor.

“Rainbow Dash!” Applejack said. Rainbow turned with surprise to see the five ponies in the doorway staring at her open mouthed.

“What?” she snapped.

Taken aback, Rarity said, “What did you find at Cloudsdale?”

“Nothing that would interest a unicorn.”

“What do you mean by that, Rainbow? What are you looking for?” Twilight said, shocked.

Rainbow wordlessly backed away from the five ponies slightly, as if she had only just noticed that she was outnumbered. Her gaze darted between them, finally landing on Fluttershy. Her eyes widened, then she narrowed them into a piercing glare.

Fluttershy squeaked and cowered under Rainbow’s stare, as though she were trying to hide in her mane. Pinkie looked from Rainbow to Fluttershy and stood in front of her, facing up to Rainbow with a pout. “What are you doing, Dashie? That’s not very nice to Fluttershy.”

Rainbow shot across the room, landing inches from Twilight. She pushed her nose into Twilight’s face and demanded, “Where are the Elements of Harmony?”

“What?” Applejack interjected. Her face contorted in shock, then anger as she paced towards Rainbow. “Rainbow, don’t you talk to Twilight like that! What are you doing? An’ what in tarnation do you need the Elements for?”

“None of your earth pony business!” Rainbow snarled. Applejack gasped and stepped back. Rainbow turned back to Twilight and grabbed her shoulders in her hooves. “Where are the Elements of Harmony, Twilight? Tell me!”

Twilight squealed and struggled, but her eyes flicked up involuntarily to a chest at the top of the stairs. Rainbow saw her accidental slip, released her and flew up to the chest.

“Oh no you don’t!” Applejack cried, racing up the stairs after Rainbow. “Those Elements are staying right where they are!”

She collided with Rainbow just as the pegasus delivered a powerful kick to the padlock on the chest. Together, they tumbled over, the chest falling to pieces to reveal a large ancient book inside. Each struggled to pin the other down. As the ponies below watched in alarm, Rainbow pushed Applejack into the wall, knocking her head against a shelf and making her see stars. Rainbow took her opportunity while Applejack shook her head clear and made a dive for the book.

Applejack’s vision returned just in time to see Rainbow making to take off with the ancient book in her mouth. She leaped towards Rainbow, grabbing her tail, and for a few heart-stopping moments they struggled until finally Rainbow wriggled out of Applejack’s grasp and flew for the door. The others let her fly past, too shocked to intervene.

“Rainbow!” Applejack cried furiously, picking herself off the ground and galloping towards the open door. She snorted into the fog, but Rainbow was long gone and nowhere to be seen.

“Oh my gosh oh my gosh oh my gosh oh my gosh,” Fluttershy squeaked, hopping up and down. Pinkie was speechless.

Twilight still hadn’t said anything, her ears flatly pressed down. Rarity put a hoof on her shoulder, saying, “Twilight, darling, are you all right? Rainbow didn’t hurt you, did she?”

“That wasn’t Rainbow,” Applejack snarled. “I don’t care what you say, that was not Rainbow. Something’s happened to her. She’s changed. That was not the Rainbow we know an’ love.”

“Twilight, please say something!” Rarity said desperately, giving Twilight a shake.

Twilight shivered, and then stood up. “We need to go to Cloudsdale,” she said with determination.

“Everypony, go an’ get your saddlebags,” Applejack commanded. “We’re going to need supplies for this, an’ we’re going straight away. Fluttershy, do you know the way to Cloudsdale?”

Fluttershy whimpered. “I know how to find it, even in this fog, but there’s no way I can fly all that way–”

“That won’t be necessary,” Applejack said, cutting her off. “We’re all coming too. Meet back here as quickly as you can, everypony.”

Rarity, Fluttershy and Pinkie Pie galloped out of the library to their respective homes. Applejack turned to Twilight, who hadn’t moved beyond standing.

“Twilight? Are you all right?”

Twilight closed her eyes and gave her head a shake to clear it. “No. I… no. That’s why I- why we need to go to Cloudsdale. We need to get Rainbow back, for her sake as well as ours.”

“An’ we will, too,” Applejack said, speaking through gritted teeth. “I don’t care what happened to her, or who’s responsible, but anypony who tries to hurt one of our friends has the rest of us to answer to.”

The two ponies galloped out of the library and back to the farmhouse in the fog. While Applejack collected her saddlebags, Twilight spoke to Spike, who was waiting with the three fillies. “Spike, we’re going to Cloudsdale to help Rainbow. You need to stay behind and look after Applebloom and her friends. Keep them safe.”

The three fillies looked from Spike to Twilight, sensing the seriousness in her voice. Spike nodded quickly, saying “What’s wrong, Twilight? Was it Rainbow Dash?”

Twilight nodded. “It was.”

“Has something happened to Rainbow Dash?” Scootaloo piped up. Her eyes were round and quivering. “I want to come with you!”

“Rainbow is going to be all right,” Twilight said. “She just needs a little help. But I’m sorry, the journey to Cloudsdale on hoof is too dangerous for fillies. You need to stay here and look after Ponyville while we’re gone.”

The three fillies nodded and huddled closer together.

Spike hugged Twilight tightly. “Stay safe, Twilight. I need you.”

Twilight hugged Spike back. “I know,” she said. “I will.” She trotted out of the farmhouse, unable to bring herself to return Spike’s hopeful wave of goodbye.

Applejack returned with her saddlebags and gave Granny Smith a hug. “Goodbye, Granny.”

“Go give ‘em hell, girl,” Granny Smith said. “You got right on your side.”

Applejack gave a weak smile and galloped out of the farmhouse towards the library, leaving Spike, the three fillies and Granny Smith behind. The other ponies had gathered outside the tree house library.

“Is everypony ready, girls?” Twilight said.

“Yes.”

“Y-yes.”

“Yes, darling.”

“Yessiree!”

“Right then. Fluttershy, lead the way. We need to go with speed. Stay close, everypony, I don’t want anyone getting lost in the fog.”

“Oh, my...” Fluttershy squeaked. She looked up, sniffed, then said, “Th-this way, everypony.”

As they galloped off, Applejack said to Fluttershy, “What was that? How do you know where we’re going? I can barely see my own hoof in front of my face.”

“It’s something only pegasi can do,” Fluttershy answered. “Pegasi can smell approaching weather formations, which also means we can tell where Cloudsdale is by its smell. It’s like tracking something by scent.”

“Well, shucks, you learn something new every day.”

***

“Rainbow Dash is approaching, General!”

In Cloudsdale, General Icarus stood on top of the Council Building’s dome. He watched with a smile as a rainbow-coloured bolt cut across the sky.

“Go and meet her,” he said, turning to one of the white stallion pegasi who flanked him. “She will be tired after her flight.”

“Yes, sir!” The pegasus unfurled his wings and leaped off the dome. He flew up to intersect the rainbow bolt, and escorted her down to the roof.

Rainbow Dash landed beside Icarus with an ancient book held in her mouth.

“Mff hmmf.”

“Don’t just stand there!” Icarus said. “Help her with it!”

The stallion complied, reaching over to take the book out of Rainbow’s mouth.

“Mff hmmf!” Rainbow said through gritted teeth, flaring her wings angrily. She took the book out of her mouth and tucked it under her wing. “Get your teeth off it. This is mine; I fetched it.”

Icarus laughed. “Well done, Rainbow. You have done very well!”

“I thought you wanted the Elements of Harmony?” the stallion said, confused. “That’s just an old book. I don’t get it.”

“And that, Pan, is precisely why I didn’t send you. I knew that only one of the Element’s bearers would be able to find them in Ponyville.”

Pan scratched his head. “Ponyville? Wouldn’t they be with Celestia in Canterlot?”

Icarus sighed. “No, Pan, not since the Discord fiasco. They were very quietly moved to Ponyville, so that they would be closer to the bearers of the Elements should they be needed again. Now be quiet, please.” Icarus turned to face Rainbow. “I trust you located the Elements without much difficulty?”

“I knew they were in the library,” Rainbow said. “I just had to make the Twilight tell me exactly where they were. Applejack tried to stop me, but I managed to escape. There’s no way they could have kept up with me!” She puffed out her chest.

“Hmm,” Icarus said, thinking hard. “No, I don’t think so. Princess Celestia’s pupil must have figured out what’s going on by now. They’ll try to make their way to Cloudsdale and stop us. We must complete the process soon.”

Pan gave a curt laugh. “To Cloudsdale! How are earth ponies and unicorns ever going to find us here through all that fog?”

Icarus turned back to Rainbow. “Is there a pegasus with them?”

“Yes, she’s called Fluttershy.”

“Then we have less time than we thought. Come, Rainbow. Bring the Elements.”

Icarus led Rainbow to the stairway down into the dome. Rainbow followed Icarus down the steps, arriving in the grand Council Chamber.

“Wow. The Chamber’s changed a lot,” Rainbow said.

“It’s all part of the plan, Rainbow,” Icarus said. “We needed a place to work.”

Most of the tables of the Chamber were pushed to the sides of the room, leaving a large space in front of the speaker’s podium, in which was a single table. A group of pegasi were crowded around it, pointing at a series of diagrams drawn out on pieces of paper and intricate models made from wood. When Icarus entered, the pegasi stood stiffly at attention, hooves raised in salute.

Icarus waved them off, saying, “As you were, pegasi. I want this all completed at the greatest possible speed. Time is no longer on our side. Come, Rainbow.”

Rainbow followed Icarus through the chamber, drawing curious glances from the other pegasi. She kept the book firmly held under her wing. Icarus led her up another flight of stairs, back into the Mayor’s grand office.

“Sit down, Rainbow. Would you like another drink?”

“I’m fine, thanks.” Rainbow remained standing, tightening her grip on the elements.

Icarus gave her a look. “Sit down, Rainbow. Would you like another drink?”

Rainbow snorted impatiently and sat down. “Fine,” she said.

“Good,” Icarus said. He presented Rainbow with a mug of the same drink he had given her the day before. “Drink up, now, it will help you rest.”

Rainbow took the mug and drank deeply, enjoying the warm fizzing feeling as she swallowed. When she had finished, Icarus said, “Now then, Rainbow, let us have a look at the Elements.”

Rainbow took the book in her mouth from under her wing and placed it on the table. It was latched shut. Icarus studied the book for a few moments, eyebrows creased with thought.

“Do you want me to open it for you?” Rainbow said impatiently. She reached out to the book, only to have her hoof pushed away sharply.

“No!” Icarus said. “Don’t touch it! Celestia wouldn’t just leave the Elements there for anypony who wanted to take them. There could be any number of defences on them.”

Rainbow rubbed her hoof, giving Icarus a resentful look. “The chest came open easy enough,” she protested.

“Don’t be fooled,” Icarus said. “The chest may have come open with little effort, but believe me, the real locks are on that book.”

Rainbow fell silent and watched as Icarus studied the book, muttering to himself. Eventually, he stood up and said, “It’s no use. I can’t possibly tell what charms Celestia has put on this, and I won’t risk one of my pegasi in finding out.”

“What do we do, then?” Rainbow said.

Icarus clapped his hooves together. “Pan!” he called.

After a few moments, Pan appeared in the doorway, wings flared. “Yes, General?”

“Bring us the unicorn, Pan. We have need of her powers.”

“Yes, General.” Pan disappeared quickly down the stairs again.

Rainbow turned to Icarus, her eyebrows raised. “You have a unicorn here? Why?”

“We picked her up after she was found wandering around in the forests under Cloudsdale,” Icarus explained. “Until I can master the Elements, it was thought that having some magic in our arsenal would be useful, and she has quite a talent for it.”

Rainbow heard multiple hoofsteps ascending the stairs. “What’s her name?”

“Her name is unimportant,” Icarus said. “As is the name of any unicorn. Remember that, Rainbow.”

The door was opened once more and a shivering, dirty unicorn was pushed into the room. Rainbow gasped and took a step back. There were deep marks on the unicorn’s blue coat, and her ice-blue mane was matted and tangled. She hung her head, and on her back were the tattered remains of some sort of cloak, hiding her cutie mark from view.

“Look up there!” Pan barked. “Stand straight when you’re in front of the General!”

The unicorn jerked her head upright with a whimper. Her eyes danced around the room, full of terror. Suddenly, she stared at Rainbow with wide violet eyes, eyebrows raised. Rainbow backed away from her.

Icarus looked from one to the other and said, “Do you know this unicorn, Rainbow?”

Rainbow tried to search her memories, but found them to be as impenetrable as thick fudge. She gave up and said, “No, I don’t.”

“Good,” Icarus said. The unicorn’s wide eyes snapped back to focus on him. “Unicorn, we have need of your services. On the table over there is a case disguised as a book. It has almost certainly been enchanted to defend its contents from thieves. I need you to use your magic to find out what sort of charms have been put on there, and how we can get round them.”

“Th-the great and-”

“Silence!” Icarus said, cutting her off. “I told you to stop calling yourself that! You are nothing but a unicorn, and you should be grateful for a chance to help in founding the new Pegasopolis. Do as you’re told.”

The unicorn sniffled and limped over to the book, staring at Rainbow as she went. Rainbow bit her lip, thoroughly unsettled. She almost felt sorry for the unicorn and how she had been treated. Even so, Rainbow still wished the unicorn would stop staring at her like that.

Finally, the unicorn turned her penetrating gaze to the book. She closed her eyes and bent her head, so that her horn pointed towards the book. Her horn glowed, and the book rose slightly off the table. She turned the book over, examining it from all different angles, then returned the book to the table and turned to face Icarus.

“Th-the book has been given a very simple charm,” she said, her voice wobbling slightly. “It will only open itself to somepony who is truly l-loved by another. Otherwise it will stay shut, and nothing will happen. The pony who opens it must think of the pony that truly loves them; then and only then will it open.”

“Very good,” Icarus said. “You have done well. Pan,” he said, turning to the pegasus, who was standing by the door, “After today, we will have no more need of this unicorn. You may return her to the ground and leave her to go on her way.”

“Yes, General,” Pan said. He laid a firm hoof on the unicorn’s shoulder, propelling her towards the door. “This way, unicorn.”

As the unicorn was pushed to the door, she stared back at Rainbow with wide eyes, until it finally closed behind her.

Rainbow breathed a sigh. “Whoo. I’m glad she’s gone, she was starting to creep me out.”

Icarus had ignored the unicorn’s departure and begun to examine the book again. He picked it up and turned it over, examining it from different angles. Rainbow came over to stand beside him. “Well?” she said. “Only somepony who is truly loved by another can open it. So...”

“This is problematic,” Icarus said, putting the book down and stroking his chin. “We may have to search the city for a couple who can open this.”

Rainbow picked the book up. “Funny sort of charm to give a book,” she said, turning it over. “I bet Twilight would have a book about–”

With a snap, the book fell open. Rainbow gasped and stared as the Elements tumbled into her hooves.

“Rainbow! You opened it!” Icarus said.

“I... I did!” Rainbow said, eyes wide with shock. She put the Elements down on the table and held the flimsy book in her hands. “Weird. Or maybe that unicorn was wrong.”

“Never mind that!” Icarus said breathlessly. He lifted the tiara reverently, holding it up to the light. “Finally, the Elements! Over a thousand years of secrecy and silence, and here they are, in my hooves!”

Rainbow dropped the book and looked down at the Elements dispassionately. They were all there; the Elements of her friends and their friendship. The term seemed oddly distant in her mind. The Elements seemed to represent some strong bond between her and the ponies in Ponyville, but she couldn’t remember any such connection.

“Hey,” she said, pointing to the Elements on the table. “One of them’s a funny colour.”

Icarus turned from where he had been examining the tiara. “What?”

“This one.” Rainbow pointed to the necklace that had a lightning bolt-shaped jewel. Its colour had faded to a deep shade of grey with only a slight tint of red.

“It doesn’t matter,” said Icarus, replacing the Elements in the case. “They will serve their purpose whether they want to or not.”

“Want to?”

Icarus stopped himself, as if he had let something slip he hadn’t meant to. “Don’t worry about it. The discolouration is unimportant to our purposes.”

Rainbow stood. “So what are our purposes? You haven’t told me anything about our great plan, except that you needed me to get the Elements for you. What are you going to use them for?”

Icarus smiled. “Patience, Rainbow! All will be revealed in good time, and I promise you will be pleased when you see what I have in store.”

“I certainly hope so. I don’t like all this waiting and planning. Why can’t we just act now?”

“The process takes time to prepare, and it would be catastrophic to get it wrong by even the tiniest fraction.”

Rainbow stifled a yawn. “And what is the process?”

“Enough questions for today. You must rest.”

Even as Icarus spoke, Rainbow felt waves of tiredness washing over her again.

“I suppose you’re right,” she said, struggling not to yawn a second time. “I could do with some sleep.”

“You have worked hard, my little pony, and there are even bigger things still to be done. Let Pan take you to your quarters, and I will oversee the preparation of the Elements.”

***

“Fluttershy! How far is it to Cloudsdale?” Rarity called, slightly breathless. The five ponies had been cantering for what felt like hours, following Fluttershy’s nose. In the thick, cold fog it was impossible to judge how far they had travelled.

The Equestrian plains took on a new appearance when clothed in the fog. Where before they were wide, easy and pleasant, now they were dark and eerie. The fog hemmed them in from all sides, and mysterious shadows loomed at them in the gloom. More than once, Twilight had put a hoof wrong and tumbled into a hedge, or one of her friends.

“It’s hard to tell!” Fluttershy called back. “I know we’re going in the right direction, but the fog makes it very difficult to judge the distance!”

“How long does it usually take?” Pinkie replied, cantering beside Twilight.

“I’ve only ever flown it with Rainbow, I’ve never actually gone on hoof! And even then, I don’t go very often!”

“It’s all right, Fluttershy,” Applejack said. “We’ll get there when we get there. You just lead the way. We’re making very good time.”

Twilight said nothing. She didn’t want to speak up, but she disagreed with Applejack. Cloudsdale could be miles away as far as they knew, and she had no idea how much time Rainbow and Princess Celestia had. All she could do was hope against hope that they arrived before it was too late. Too late for what, she tried not to imagine. Her mind was a whirl of rainbow colours, so she focused instead on putting one hoof in front of the other, and reaching Cloudsdale in time.

“Keep going, ponies!” Applejack panted, seeing her friends with grim expressions and lowered ears. She increased her pace slightly. “We’ll get Rainbow back, you’ll see. And then I’m first in line to give her a cuff round the ear.”

***

In her lavish bed in the Council building, Rainbow dipped in and out of fitful sleep, plagued by worries. She stared up at ornate decorations on the ceiling above her, with vignettes of old-fashioned pegasi from the past. It seemed as if they were all staring at her accusingly, and she didn’t like it. Something about what she had done didn’t feel right, but she couldn’t work out what.

Icarus, her master, had told her to go and fetch the Elements. That was easy enough. She knew roughly where they were, and the journey to Ponyville was one she always used to do when she was Ponyville’s weather representative. She had been looking in the library when the five other ponies arrived.

She knew them. She knew their names, and she knew who they were. She also knew that the purple one called Twilight knew where the Elements were. That was why she had forced the information from her. She didn’t know why or how she knew who these ponies were, but that was unimportant.

But something tugging in the back of her mind told her it was important. She hadn’t thought so before, but the more she thought about it, the more the purple one’s expression when Rainbow grabbed her seemed wrong. It was fear; that was understandable. She might have expected there to be a bit more anger, but that could be explained by the fact that she was in shock. There had been enough anger in the orange one called Applejack, though.

But it was the purple one’s eyes that unsettled Rainbow. They looked hurt. Not in a sense of anger, but disbelief. The eyes bored through Rainbow’s memory into her skull, making her feel guilty. But why should they look hurt? And why should she feel guilty? It wasn’t as if it was a personal offence. She would have been fine if her eyes were purely angry or afraid. But they were hurt.

Rainbow turned over and buried her head under the pillow. It didn’t matter, she told herself. The purple one called Twilight was a unicorn, and she would be dealt with when the new Pegasopolis came to fruition. They all would. Even the yellow pegasus called Fluttershy, probably. She was no unicorn or earth pony, but she lived like them and didn’t like flying more than was necessary.

Rainbow sat up. The yellow pegasus called Fluttershy didn’t like flying. How did she know that? How did she know her name? How did she know she didn’t like flying? Rainbow scrambled about in her mind, desperately scraping at the walls of her memory.

The white one called Rarity designed clothes. Rainbow couldn’t remember anything about those clothes, but she knew she designed clothes. And the pink one called Pinkie threw parties. In the back of her mind, a tiny voice whispered to her.

They’re your friends, Rainbow.

“Ugh.” Wherever that thought came from, it sounded stupid. Rainbow lay back down, holding her hooves over her eyes. She was doing too much thinking and it was making her head hurt. Besides, Icarus had told her to rest until when he called her, when he promised his great plan would be complete. He would chastise her if she was tired.

Rainbow turned over and put all thoughts of unicorns, earth ponies and grounded pegasi out of her mind, instead choosing to fantasise about flying through the skies of their brand new land of Pegasopolis.

***

“Are the winds ready?” Icarus said.

“They await your command, sir.”

“Very good, Pan. Not long now. Leave me.” Icarus dismissed the stallion with a wave of his hoof. Pan bowed and left Icarus alone atop the dome roof of the Council building.

Icarus surveyed the expanse of fog and mist below him. Equestria, like a moth in a cocoon, was ready to be reborn, once more proud, noble and mighty, once more Pegasopolis. The unicorns and the earth ponies would all fall and bow before him, Icarus, the First Emperor! As for the royal pony sisters, they would both be too frail and weak to do anything except flee. When Icarus took full power, he would find them and banish them both to the surface of the sun for a hundred thousand years of torture.

“General! General Icarus!”

Icarus turned to see a green pegasus eagerly cantering across the dome towards him.

“Is it finished?” Icarus curtly said.

“It’s ready, General!”

Icarus allowed himself a smile.

“You have done well. This is ahead of schedule.”

“I checked it myself, General. The operation was a complete success.”

Icarus nodded. “Take me to it.”

Icarus followed the pegasus down into the Council Chamber. The pegasi were again crowded around the central table, eagerly pointing and whispering amonst themselves. The pegasus who had fetched Icarus now shooed them away, saying, “Back, back! The General has come to inspect!”

The ponies stood back from the table, breaths held. Icarus put his hooves on the table, and examined their handiwork closely.

In the centre of the table, woven into a set of mayoral chains, were the Elements of Harmony. The jewels had been cut loose from their original necklaces, and the Element of Magic had been torn from its tiara.

“Very good. Impressive,” Icarus breathed slowly as he examined the construction from every angle. “Did it take much work?”

“Less than we thought,” the first pegasus answered. “They came free from the necklaces relatively easily. But we were just wondering one thing.”

“Yes?”

“Well, I’m sure it’s nothing, but they seem to be losing their colour. The lightning bolt was quite grey already, but now the others seem to be going too. We didn’t do anything to them, they just started going like that.”

“They’re mourning for their lost bearer,” Icarus said thoughtfully. “Most impressive, and rather sad. No matter, they will bend to my will whether they are happy with it or not.”

“Lost bearer?” The pegasus asked, confused. “What do you mean?”

Icarus rounded on him angrily. “What, must I explain everything to you, fool? Go and tell them to start the winds! I want the fog around Cloudsdale to be cleared within the hour. There must be clear sky between Cloudsdale and the land, or you will know my anger!” The pegasi scurried out of the chamber, clambering over each other to not be the last one left behind.

Icarus, now alone, leaned in closer to examine the Elements. The lightning bolt had almost completely lost its colour. “Do you miss your mistress?” Icarus asked quietly. “Do you wish she’d come back to you, Loyalty? How ironic. Loyalty itself betrayed.” He chuckled. “Don’t look so sad. You don’t know the meaning of suffering yet. Just wait until tonight, when we are united. You will do as I command, all of you, and I will be unstoppable.”

Icarus stood up and clapped his hooves together loudly. Pan appeared at the door. “You called, General?”

“Yes, Pan. I want you to go and supervise the ponies at the weather factory. They need to blow away all the fog in this area, so that Cloudsdale has a clear and unobstructed view to the land. When I perform the ceremony of unity, it’s vital for me to have my hooves on the ground and a clear view of the sky, so that I can draw power from all that is above and below. Do you know why I am telling you all of this, Pan?”

“I don’t, General.”

“I have a special job for you, Pan. When I have ascended to my full powers in unity with the Elements, I will need you to go to Cloudsdale and bring me the royal pony sisters. They will try to flee.” Icarus laid a hoof on Pan’s shoulder. “I trust you, Pan. You have been my most faithful pegasus. If you do well in this, you will be rewarded greatly in the new Pegasopolis empire.”

“It is an honour, General.”

“Go to the weather factory. Make sure they complete their task.”

“It will be done, General.” Pan turned and left. Icarus gave one last look back to the Elements, then with a contemptuous snort he left the chamber, closing the door behind him.

Chapter Four

Rainbow was awoken from her fitful sleep by an abrupt knocking at the door.

“What is it?” she called out, irritated at having been disturbed.

“General Icarus has sent for you,” a stallion’s voice said through the door. “He says it’s time.”

“Fine. Tell him I’m on my way,” Rainbow answered. She waited until she was sure the stallion had left, then let out a deep sigh, holding her hooves over her eyes. She had not slept well, beset by nightmares, false visions, and the one meaningless word that wouldn’t go away: friends.

The five ponies from the library kept reappearing, especially the orange one called Applejack. Rainbow was terrified of her, sensing a righteous anger in the pony. As hard as Rainbow tried, she couldn’t justify why the earth pony should be so furious with her personally. Or why Twilight’s eyes kept staring at her, hurt and confused.

Rainbow gritted her teeth, swung her legs out of the bed and stood. Tonight would see the beginning of the new empire. She was too old to be having filly nightmares. She shook the last vestiges of sleep from her thoughts, then trotted out of the door, her jaw set in determination. Icarus would not be pleased if she showed weakness.

She found Icarus once more on the dome of the Council building. Powerful gusts of wind blew through Cloudsdale, rocking the whole structure.

“Rainbow!” Icarus called above the wind. “I had begun to worry that you weren’t coming. I need you by my side for this.”

“What’s with all this wind?” Rainbow shouted back.

“There needs to be clear sky for the transformation to work,” Icarus explained. “I am going to become one with the Elements, Rainbow, so that with the royal pony sisters and the unicorns subdued, I will be the only pony with magical power. For the unification to work, I must have my hooves on the ground and clear access to the sky, so that I can command all energy from everything above and below.”

“Become one with the Elements?” Rainbow said in disbelief.

“This is the master plan, Rainbow Dash!” Icarus was still shouting to make himself heard over the growing winds. “This is what pegasi have toiled in secret for a thousand years to perfect! The one thing that could overthrow the royal pony sisters is what they themselves tamed – the Elements of Harmony! If a single pony could tame them further and unite them in one body, he would become unstoppable. Now come, we must descend to the ground – the fog will be almost cleared.”

Icarus leaped into the air, beating his wings powerfully. Rainbow suppressed a gulp of nervousness and followed.

***

“Applejack, please, we have to stop! I can’t feel my legs any more!” Pinkie stumbled, head down and breathing heavily.

Applejack turned. “There’s no time!” she said. “We have to get to Cloudsdale as quickly as possible or it could be too late!”

“We’ll be no use to anypony if we collapse before we get there,” Twilight panted. “We need a breather, Applejack. I can hear a brook over there; we’ll take two minutes to have a drink and refresh.”

“All right,” Applejack conceded. “You’re right. I guess I was getting a little carried away. Come on, Pinkie,” she said, turning to the pink pony, who had pitched over onto the floor.

“Pull me,” Pinkie gasped.

“All right.” Applejack grabbed Pinkie’s tail in her mouth, and with a yank she pulled her over to the brook.

“Ah, that tickles! Stop it!”

“Do you want me to pull you or not?”

Pinkie shakily stood and limped theatrically over the bank. The five ponies bent over the brook and drank the ice-cold water eagerly.

“Just a couple of minutes,” Twilight panted.

“I do wish Cloudsdale wasn’t so far,” Rarity said.

“I don’t think it can be much further,” Applejack said. “I can’t tell in this fog, but I have a feeling we’re getting close. What do you think, Fluttershy?”

“The fog makes it difficult to tell, but–” Fluttershy stopped and put her snout in the air, sniffing.

“What is it, Fluttershy?” Applejack said. “I can’t smell anything. Is it something with the weather?”

Fluttershy’s eyes went as round as saucers. “O-oh my!” she whispered. “Something big’s happening… something very windy!”

“Something very windy? What’s that supposed to mean? Windy like this?” Pinkie took a deep breath and blew as hard as she could. At the exact same moment, a powerful gust of air knocked the five ponies off their feet and into the brook.

“I didn’t think I could blow that hard!” Pinkie said, picking herself up and shaking the water off, struggling to stand in the strong winds.

“I don’t think that was you, sugarcube,” Applejack said. “Fluttershy, you were right, something big is happening. I’ve never felt so much wind!”

Rarity screamed from the edge of the brook. The four ponies turned to her anxiously.

“What? What is it?”

“My mane!” Rarity said. She struggled to keep her mane down as the wind blew it further and further out of shape. Rarity shrank back from their glares. “What? Some ponies have standards!”

“Look!” Twilight gasped, pointing upwards with a hoof. “The fog is clearing!”

The fog around them thinned steadily, allowing the light of the sun to shine through. The winds actively blew at the fog, crashing through and pushing it away.

“Look, Twilight! The sun is coming back!” Pinkie danced in a circle around her. “Rainbow did it!”

As the sun broke through the fog, Twilight continued staring upwards, confused. Had Rainbow done it? None of this made sense, and she didn’t want to allow herself to hope, in case that hope was dashed.

“Hold on,” Fluttershy said. “Look, there’s something up there.”

Looming in the fog above them was an enormous shadow, blocking off a large section of the sky.

“Woah nelly,” Applejack said above the winds. “Is that what I think it is?”

“It’s Cloudsdale!” Pinkie said, grabbing Fluttershy and giving her a hug. “You found it, Fluttershy!”

The fog thinned quickly, until clear sky became visible and Cloudsdale emerged from the fog. The five ponies watched in awe as it shook off the final tendrils of mist and sat gleaming in the sunlight. When it was clear, the winds died down.

Twilight turned to Applejack. “Wel, what now?”

“I don’t know. We came all this way to Cloudsdale, an’ for the fog to just disappear… it seems too easy.”

“It’s wonderful is what it is!” Pinkie said, rolling in the grass. “The sun is shining! I can see! I haven’t been able to see clearly for days!”

“But look,” Rarity said, pointing in the distance. “The fog hasn’t been completely cleared. The winds have stopped, but there’s still fog in every direction. Just not here.” In the distance, the fog sat like snow drifts, creating a vast ring around the ponies.

“D-does anypony else get the feeling we’re in the middle of something?” Fluttershy whispered.

“Look up there, somepony’s coming down!” Pinkie said, pointing up to Cloudsdale.

“Hide!” Applejack said. “Take cover!”

“Don’t be silly. Why would we hide from Rainbow Dash?”

“What?”

Pinkie pointed up to Cloudsdale again. One of the pegasi was indeed Rainbow Dash.

“Even so,” Applejack said, though with less confidence, “we should still watch and see what’s happening. I don’t like this one bit.”

“I agree with Applejack,” Twilight said, unable to take her eyes off the small group of pegasi descending from Cloudsdale. “We should hide until we know what they’re doing. Then we’ll have the advantage of surprise.”

The five ponies dived down into the brook, and crouching behind the bank, watched with growing apprehension as the pegasi neared the ground. One of them, a grey stallion with a fiery orange mane, seemed to be in charge, and Rainbow was at his side. On his other side was another stallion pegasus, this one white, and behind him were three smaller pegasi. Between them they reverently carried a large chest.

“What are they doing?” Rarity murmured.

“I don’t know, but I don’t like it,” Applejack said firmly.

“What could be in that chest?” Pinkie asked.

“I have a feeling we’re about to find out,” Twilight said.

Suddenly Fluttershy gasped. “I know that pegasus!” she said.

The other four turned to her. “What do you mean, you know him?” Rarity said incredulously.

“Well, I don’t know him, but I know who he is. Every pegasus does. He’s the mayor of Cloudsdale,” Fluttershy explained. “He was elected five seasons ago as the most popular mayor in memory. Mayor Icarus!”

Icarus and his company had now landed. Icarus directed the other stallion pegasus to stand guard, and indicated for Rainbow to stay close by his side as he took a firm stance with all four hooves very solidly squared in the earth. The three remaining pegasi now brought the chest before him, and set it down on the ground.

“Twilight,” Applejack said in a hushed voice, “Do you think that in that box might be…”

“I think they are, Applejack. But what he plans to do with them, I have no idea. It can’t be good.”

“Patience, everypony,” Applejack warned. “We need to wait until the last possible moment before we move. Nopony go until I say.”

***

“Stand by my side, Rainbow. I want you to witness my transformation.” Icarus gestured for Rainbow to stand near him.

“You’re going to become the Elements?” Rainbow said in disbelief, still struggling to understand.

“No, I am going to become unified with them,” Icarus said. “I will absorb them, and make them servants of my will. When I control the Elements of Harmony, I will harness the full might of the universe, and we will be unstoppable.”

Rainbow took a nervous step back from him. “How... exciting.”

Icarus’ face creased into a smile. “There’s nothing to be afraid of, Rainbow. It’s quite safe to watch.”

Despite his reassurance, Rainbow took another couple of steps back as the other pegasi opened the case carefully.

“And after this will be the dawn of the new pegasus empire?”

“My dear Rainbow Dash, you already living in it! This is Pegasopolis!” Icarus said grandly, gesturing around him.

“Right.”

Between them, the three pegasi reverently lifted the mayoral chains out of the box.

“Careful with them,” Icarus instructed. “As soon as you lay them over my shoulders, the transformation will begin. If this goes wrong, you will wish you had never been born.”

The pegasi complied and brought the chains to him with care. They lifted the chains over his head and draped them across his shoulders.

“Rainbow Dash!” The shout had come from Twilight, who was galloping towards them as fast as she could, flanked by Applejack, Pinkie, Rarity and Fluttershy. Applejack overtook Twilight and delivered a swift kick to the side of Pan’s head, knocking him unconscious. The three remaining pegasi took one look at her and fled, furiously pursued by Pinkie, Rarity and Fluttershy.

Twilight, however, had made straight for Icarus and Rainbow Dash.

“You’re too late, unicorn!” Icarus called. Around his neck, the Elements began to glow. “The transformation is starting! Soon, I will be more powerful than you could possibly imagine!”

Twilight continued galloping towards them, ignoring his words. Icarus turned to Rainbow Dash. “Stop her!” he snapped. “She mustn’t interrupt the process!”

Rainbow jumped in Twilight’s way and pawed the ground aggressively.

“Get back, unicorn!” she spat. “Your time here is over!”

Twilight stopped in her tracks, staring at Rainbow in horror and shock. “What are you doing, Rainbow?” she cried. “Why are you helping him? He’s taken the Elements of Harmony!”

“Icarus is bringing in a new era!” Rainbow answered. “The era of the pegasi, bringing back the rightful kingdom of Pegasopolis!”

“Pegasopolis!?”

“The pegasi are meant to rule, Twilight! Don’t you see that the royal pony sisters are liars? There can be no equality between the races, just the victorious pegasi, with earth pony and unicorn slaves!”

“Rainbow, Icarus is going to destroy Equestria, and he’s fed you lies about the princesses! We have to stop him!” Desperately, Twilight made a lunge for Icarus, only to be caught by Rainbow and forced to the ground. Icarus smiled, the Elements glowing ever brighter around his neck, as Rainbow stood over Twilight, panting.

“Good, Rainbow! Destroy her like the unicorn she is.”

As Rainbow stood over Twilight, breathing heavily, she battled with conflicting emotions in her head. Those were the eyes that had been staring through her memory all night, the same eyes that had stared at her with shock and hurt and were now filled with terror.

Something tugged at the back of her mind. A tiny voice in the far off distance, screaming for her to stop. But why should she stop? This unicorn had tried to harm Icarus. She must be punished. Rainbow put her hooves on Twilight’s chest.

“Rainbow, don’t hurt me!” Twilight pleaded. “Have you forgotten who I am?”

“I don’t need to know who a unicorn is,” Rainbow snarled.

“But you’ve forgotten all the lessons we learned! Rainbow, you’re supposed to be my friend!”

There it was again. That word. Rainbow eased the pressure off her hooves, allowing Twilight to scramble slightly more upright.

“Don’t you remember the lessons we learned about friendship?” Twilight spoke quickly and breathlessly. “When Applejack refused to accept any help with her applebucking, until we showed her all the damage she was doing? When I was so afraid of being called a showoff, I hid who I was, until you helped me realise that that was exactly what I should be proud of? When Rarity learned how important it was to be there for her friends – for you, when you saved her life?”

Rainbow’s mouth fell open. She backed off Twilight, allowing the unicorn to stand up. She began to mouth words from the depths of her memory. “Everypony everywhere has a special magical connection with her friends, maybe even before she’s met them... If you’re feeling lonely and you’re still searching for your true friends, just look up in the sky... Who knows, maybe you and your future best friends are all looking at the same rainbow...”

“What?” Behind them, Icarus’ face creased with horror. The Elements around his neck were glowing brightly and he was surrounded by whooshing streams of light. Then he screamed, his voice filled with rage, “Rainbow, don’t listen to her lies! Destroy her!”

“Don’t you remember,” Twilight said, blushing slightly, “the picnic in the fields outside Ponyville before the mist came? When I leant against you, do you remember how that felt? Because I remember.” Twilight took a step closer. She was now backed by Applejack, Fluttershy, Pinkie and Rarity. “The strongest bond between ponies can never be broken, Rainbow. You can’t cover it up, or avoid it. You can never forget us – your friends!”

Rainbow gasped and stepped further back from the five ponies. On Icarus’ mayoral chains, the lightning bolt flashed from grey to bright scarlet. Rainbow looked from her friends to Icarus, and without a moment’s hesitation she leaped up and bucked the Elements off his shoulders. Icarus screeched and fell to the floor, still burning with blinding light.

Rainbow watched with horror, fascinated by the disaster unfolding before her. Icarus’ eyes, white hot with rage, swivelled to her.

“Rainbow Dash!” Icarus screeched. In his fury and with tremendous effort, he drew
himself up from the ground and pointed an accusing hoof at the terrified pegasus. Rainbow quivered under his gaze and shrank back, her ears flatly pressed down. “Worthless foal! Rat! You betrayed me! Even with the transformation incomplete, I can still show you the meaning of pain!”

A bolt of searing hot light shot from Icarus’ hoof and flew towards Rainbow, who was rooted the the spot with fear. In an instant, Twilight leapt in its path.

“TWILIGHT!”

Twilight fell to the floor in a crumpled heap. Icarus collapsed, writhing and hissing, the light dancing around him glowing ever hotter.

“Everypony get back!” Applejack cried. She pushed Rainbow towards the bank. Rainbow turned and fled with Pinkie, Fluttershy and Rarity. Applejack slung Twilight over her shoulders and raced to join them, diving for cover below the banks of the brook.

The five ponies watched over the edge as Icarus continued to twist and turn on the ground, glowing brighter and brighter with white-hot light. At last, the light exploded out of Icarus, blasting powerfully across the field in a storming front of wind. Applejack held on tightly to her hat and Fluttershy latched desperately onto Rarity. The winds raced across the field, meeting the fog with full force.

“The fog is going! The fog is going!” Pinkie squeaked. The ponies watched in awe as the banks of fog were beaten back, pushed by the unstoppable winds. They whipped up into the air and were obliterated in seconds.

In Ponyville, Granny Smith looked up from where she had been sitting in the farmhouse with Big Mac, Applebloom, Sweetie Belle and Scootaloo.

“Do you feel that?” she whispered.

Scootaloo lifted her nose and sniffed, her eyes widening. “I think–”

Her speech was cut off as the howling gale ripped through Ponyville, tearing at the fog. The ponies dashed to the window to see the approaching storm of clouds.

The winds came from the north, whistling over the rooftops and pushing through the streets. The windows of the barn rattled as the winds slammed into them, more powerful than the greatest storm Ponyville had ever seen. The winds whirled like a tornado, whipping up all the fog into a central column and shaking the trees of Sweet Apple Acres as the last tendrils of mist were torn away. The sun came crashing through the fog and shone upon the orchards and the town, bathing Sweet Apple Acres in the first sunlight the ponies had seen for days.

“Yay!” The three fillies danced around each other while Granny Smith laughed and clapped her hooves for joy. “The fog has gone! The fog has gone!”

Big Mac looked out of the window, worry creasing his brow.

Granny laid a hoof on his shoulder. “Don’t you worry yerself for one second, Mac,” she said.
“Yer sister will be right as rain, an’ so will the rest of them. Takes more’n that to stop an Apple family pony.” Big Mac smiled and hugged her.

The winds raced on from Ponyville and climbed to Canterlot. They whirled and twisted over the city, drawing up the fog in one titanic gust until it had all disappeared. Celestia’s bright sun shone over Canterlot once more, bringing with it the summer’s heat. In the streets of the city, ponies of all races ventured into the open, and rejoiced and celebrated at the return of the sun.

When the last vestiges of fog had cleared, the winds died into nothing, leaving complete silence and calm. By the banks of the brook, Applejack let go of her hat, and slowly the ponies crept out from where they had been hiding. Where Icarus had been before there was now simply a scorched patch of earth. Pan had awoken and fled. They looked around at the blue skies, feeling the heat of the sun.

The warmth had no effect. Each pony felt cold. In silence, Applejack bent down, and allowed Twilight’s form to slip off her back onto the grass. She lay on her side, eyes closed. The five ponies gathered around her, unable to think of anything to say. The sadness and shock hung in the air thicker than Icarus’ fog.

It was Rarity who broke the silence. “She... she looks so peaceful,” she said, her voice breaking. She turned and buried her face in Fluttershy’s mane. Pinkie rested her head on Rarity’s shoulder sadly, saying nothing.

Rainbow looked up at Applejack, tears in her eyes. “She gave herself up to save me,” she said, her ears drooping. “That bolt was meant for me, and she jumped in front of it. She sacrificed herself for me.” Her voice wobbled.

“Yes, she did,” Applejack said. “Twilight was the bravest pony I’ve ever met.” For a while the five ponies simply stood, tears rolling down their faces, with silence hanging over them.

The stillness was interrupted when Fluttershy whispered, “Princess Celestia is here.”

The ponies turned to watch as the Princess approached, flying gracefully through the sky. She dipped towards the ponies, and came to land beside them, with great sorrow in her eyes.

“Princess Celestia,” Rarity began, “we saved the Elements, but Twilight... she...” Rarity was unable to continue, and Celestia lay a consoling hoof over her shoulder. The Princess stood over them, gazing sadly upon the body of her pupil, with her eyes full of the love of a mother.

A little distance from the scorched earth, unseen by the ponies, lay the now fully-coloured Elements of Harmony on Icarus’ mayoral chains. The scarlet lightning bolt began to glow brightly, pulsating with light, and was soon joined by the butterfly, the balloon, the apple, the diamond, and finally the star. They glowed brighter still, pulsating in unison.

Applejack noticed the glow, and looked up. “Woah,” she said. “Look, everypony, look at the Elements!”

The ponies watched in amazement as the Elements continued to glow brighter and brighter, until they rose off the ground.

“Twilight!” Fluttershy squeaked. Twilight’s body had begun to glow along with the Elements. The Elements rose higher, until in a brilliant flash of light the mayoral chains exploded, leaving the Elements hanging freely in the air.

“Stay back from her, y’all,” Applejack said, “I think something’s going to happen!”

The Elements rotated individually, spinning round and round, slowly at first, then faster and faster, with a brightly coloured glow dancing around them, until it was faster than the eye could see. A rainbow formed from the star-shaped Element of Magic, and arced out from the Elements, reaching over to Twilight’s body and bathing her in its bright warm glow. As the ponies watched, Twilight’s body glowed brighter, bolts of coloured light racing over her skin. Her eyes flashed open, searing white light shining out of them into the sky, and she was lifted off the ground in the rainbow aura.

As the Elements stopped spinning and fell gently to the ground, the aura around Twilight disappeared too, lowering her slowly. When her hooves touched the grass, she stood shakily and looked about at her friends.

“Greater love has no pony than this,” Celestia said quietly, “that she lay down her life for her friends.”

The glow left Twilight’s eyes. She wobbled slightly, and collapsed into Pinkie’s hooves. There was a moment of shocked silence.

“Twilight! You’re all right!” Pinkie cried with joy, bouncing up and down. The ponies rejoiced, laughing and dancing around her.

“Oh Twilight, I thought you were a goner there for sure!” Applejack said, hugging her tightly.

“So... so did I,” she said, smiling weakly.

“Darling, that was divine!” Rarity declared. “There were rainbows dancing over you and everything!”

“It was wonderful,” Fluttershy said.

Rainbow stood to one side, unable to smile or look at any of her friends.

“Rainbow?” Celestia asked quietly. “Are you not happy that your friend has returned?”

Rainbow jumped, startled. She turned to Celestia sadly and said, “I let my friends down. I’m supposed to be the Element of Loyalty, but I betrayed them so badly that Twilight almost died. How can they ever accept me?”

Celestia smiled warmly. “You do not give your friends enough credit, Rainbow Dash. I think you will find they will be endlessly happy simply to have you back; far happier than they could ever be angry at you for betraying them.”

Rainbow managed to smile back,, and swallowed. She approached her friends, saying, “Twilight–”

Twilight turned to Rainbow, eyes brimming with joy. “Rainbow!” she exclaimed, throwing her hooves around the pegasus’ neck in a hug.

Rainbow extracted herself from the hug and said, “Twilight, I – I’m sorry for what I did. I don’t know how Icarus managed to convince me of all his lies. And I’m sorry that you had to–”

Twilight cut Rainbow off by holding a hoof up to her mouth. “Say nothing of it, Rainbow. I did what I did because you’re my friend, and you always will be, no matter what.”

“We don’t care what Icarus said or did to make you act the way you did,” Applejack said with a grin. “All that matters is that you’ve changed back to the Rainbow we know an’ love. Friends forgive each other, an’ we forgive you.”

Relief washed over Rainbow, and tears began to form in her eyes again. She grabbed Twilight and hugged her tightly, not noticing the blush that rose to Twilight’s cheeks.

“Group hug!” Pinkie said, and the remaining four ponies piled in, laughing together.

Celestia laughed with them, then said, “Forgive me, my little ponies. As soon as I regained my strength, I flew here to ensure that you were safe. I can now see that you are more than so, so I must return to Canterlot. My subjects will be wondering where I am.”

She was about to take off when Twilight trotted up to her. “Wait,” she said. “What did you mean by what you said?”

“Greater love has no pony than this, that she lay down her life for her friends,” Celestia recited. “It’s one of the oldest sayings in Equestrian language, and it is the oldest type of magic in the world; the magic that the Elements are founded upon. To love another pony enough to sacrifice yourself for her is so intensely powerful that it lent enough force to the Elements to restore you to health. But it would not have worked if your friends had not also loved you so powerfully. You all have each other to thank for Twilight’s safe recovery.” With that, Celestia turned, spread her wings, and flew into the summer sky.

“Wow,” Rainbow said, watching her go.

“Come on then, Twilight,” Applejack said, collecting the Elements into her saddlebag. “We ought to be going too. I can think of a few ponies in Ponyville who will want to know we’re safe.”

Twilight grinned. Together, the ponies set off back to Ponyville laughing together, reunited as six ponies once more, one for each Element of Harmony.

Chapter Five - Epilogue

My dear Twilight,

Forgive me for leaving you in the field so quickly yesterday. I would love to have stayed and accompanied you on your journey back to Ponyville, but with the disappearances of both me and the clouds of fog, Canterlot was in some confusion and I was urgently needed to help calm everypony down. I trust that you and your friends arrived home safely and without trouble.

Everypony here is clamouring for answers about Icarus: why he filled Equestria with fog, how he did it, and what he hoped to achieve by it. I can only urge you not to dwell on the subject of Icarus and Cloudsdale. Let me assure you that the best ponies in Canterlot are investigating Cloudsdale to find who else was involved, and how Icarus was able to gain so much control.

For the meantime, the best thing for you and your friends to do is relax. Enjoy this wonderful weather that we have all missed! Don’t worry yourselves about what is in the past. We may never know how Icarus came to be filled with such hatred and loathing, or what drove him to spread such lies about the history of Equestria, but what matters now is that he is gone, and he is never coming back. What he wanted above everything was division between the races of ponykind, and the strongest way to show that he failed to achieve his goal is to forget about him entirely.

After all, once the evil itself has gone, the only thing that keeps it alive is its memory. When that has been forgotten too, it will truly have been defeated.

Good luck, my most faithful student.

– Princess Celestia

“Hello, Twilight.”

Twilight looked up from her letter to see Rarity approaching her along the path. She had been reading on the bench by the fountain again in the outskirts of Ponyville, the trickling sound of water over pebbles soothing her mind. Rarity was once more wearing her ludicrously sized hat, with Opal curled asleep on her back.

“Hello Rarity! Are you ready for our picnic?”

“I think I am. I spent hours deliberating, but I want you to tell me your honest opinion, Twilight – does this hat really match my mane?”

Twilight laughed. “Oh, Rarity, it would be beautiful no matter what colour you chose.”

Rarity smiled as Twilight rolled up the letter and lifted into her saddlebag. Then Twilight set off, trotting in the direction of the meadow with Rarity following. “What were you reading?” Rarity asked.

“A letter from the Princess,” Twilight said. “She didn’t say much; just that they were investigating the situation in Cloudsdale and we shouldn’t worry ourselves about Icarus any more.”

Rarity nodded. “I quite agree. I’d rather not think about that horrible stallion, now that he’s gone for good. Besides, it’s far too lovely today for worrying about silly things like that!” She gestured expansively with her hoof at the sapphire blue sky. Sunlight oozed through the treetops, and all around them ponies laughed and played in and out of the dappled shade.

In the meadow, the rest of Twilight’s friends had already gathered by the big oak tree. Applejack waved, holding a basket of apple treats in her mouth.

“Hnn Twlt!” She said thickly. She dropped the basket and tried again. “Hi Twilight! We were beginning to think y’all weren’t coming!”

Twilight shook her head, grinning. “Oh, no, I would never miss our picnic.”

Pinkie bounced up and down excitedly next to Fluttershy, saying, “Wee! Wee! I said we should do this more often!”

Twilight trotted up to Rainbow and gave her a nuzzle.

“Hi, Twilight,” Rainbow giggled. “What was that for?”

Twilight smiled broadly and said, “I’m so pleased to have you back, Rainbow! We were so worried about you over the last few days, and I still haven’t quite got used to seeing you here, safe and sound.”

“Well, I’m not going anywhere,” Rainbow said, still chuckling. “Now come on, I’m starving and these treats look awesome.”

Spike spread a rug in the cool shade of the oak tree, and Applejack and Pinkie set out the food they had brought. Together, the friends ate, drank and laughed away the summer’s afternoon. High in the sky, the sun continued to shine, unhindered by cloud or fog, filling Equestria with its warmth.

“So, Rainbow…” Pinkie began, munching on a cupcake. “What did Icarus tell you? Why on earth did he want to overthrow the Princesses?”

“Now now, Pinkie,” Applejack said. “All that’s in the past.”

“No, it’s all right,” Rainbow said. “It’s good to talk about it. Icarus said that the pegasi were supposed to rule over the earth ponies and the unicorns from Cloudsdale, and that the royal pony sisters weren’t the rightful rulers.”

Twilight gasped. “Where did he get that idea from?”

“He told me a lie about the Hearthwarming tale,” Rainbow said. As she spoke, she avoided the gazes of her friends, instead choosing to study the chequered pattern on the rug. “He said that the truth was that at first only the pegasi made it to Equestria, which they called Pegasopolis, and that they eventually consented to have the unicorns and earth ponies live in Pegasopolis as long as they submit to pegasi rule. Then he said that Celestia and Luna overthrew the pegasi, and became the rulers of Equestria by force. He said he was restoring Equestria to the original balance.”

There was a stunned silence from Rainbow’s friends.

“I just… I don’t know how he made me believe him,” Rainbow said, still looking at the rug. Her ears drooped slightly. “Or made me do the things I did.”

“Icarus was a very powerful politician,” Fluttershy said. “We all voted for him. His greatest power was persuasion.”

“It’s fascinating,” Twilight said. “I’m sure pony historians will be trying to figure out his motives for centuries.”

“I’ve been to Wingham, where Icarus originally came from,” Rainbow said. “It’s a very strange place. Those pegasi generally keep themselves to themselves. I could believe that they started a myth about a false Hearthwarming tale, and over the years it became so powerful that one of them believed it enough to try to make it true.”

“How awful,” Rarity said, “To be so consumed by hatred to want to enslave two whole races of ponykind.”

“But what matters,” Applejack said pointedly, “is that all that is over an’ done with. Princess Celestia is investigating in Cloudsdale, an’ she’s going to sort out exactly what happened an’ why. The best way for us to show Icarus didn’t win is to keep living the way we always have.”

“You’re right, Applejack,” Twilight said. “The Princess specifically said that the best thing for us to do was relax and let her sort things out.” Rainbow’s ears perked slightly, and she looked up and grinned.

“And what a day to relax on!” Pinkie said, gesturing widely at the sky. “Why, it’s so peaceful I could–” Pinkie collapsed to the rug mid-sentence, snoring loudly. The ponies laughed and continued eating peacefully.

When they had finished the food, the ponies lay back on the ground and one by one began to drift off to lazy sleep. The sprawling branches of the oak tree afforded them dappled shade, and the shimmering breeze drifted easily through the leaves, rustling them quietly.

Twilight was sure that everypony had fallen asleep, and was about to drift off herself when she felt somepony lie down beside her. She opened her eyes, and saw Rainbow staring straight at her.

“Rainbow?”

“Shh,” Rainbow said, looking around. “I wanted to wait until the others were asleep.”

“What is it?”

Rainbow took a deep breath, as if she had been preparing her speech. “In the field yesterday, when you jumped in front of the bolt... you saved my life, Twilight. If it hadn’t been for you, I wouldn’t be here. I still can’t quite get my head around it, but I can at least understand one thing.”

“And what’s that?”

Rainbow looked directly into Twilight’s eyes. “I owe you my life, Twilight.”

Twilight smiled. “And I owe you mine, Rainbow. If it hadn’t been for the strong bond of friendship between all of us, the Elements would have been powerless to save me. So you can consider your debt paid in full.”

Rainbow’s face creased into a wide grin, and she leaned over and nuzzled Twilight gently. Twilight returned the gesture, cementing their powerful friendship. The two ponies drifted off to sleep, side by side in the warm summer sun, surrounded by their friends.

Back in Twilight’s library, each of the six Elements of Harmony was glowing warmly, and brighter than ever before.