Past is Present

Chapters

Chapter 1
Chapter 2
Chapter 3
Chapter 4
Chapter 5
Chapter 6
Chapter 7
Chapter 8
Chapter 9
Chapter 10
Chapter 11
Chapter 12
Chapter 13
Chapter 14
Chapter 15

Chapter 1

Chapter 1

A Hatching Day Revelation

The soft rays of the morning sun filtered through the upstairs window of the Ponyville library, their warm light falling upon the pink nose of a baby dragon nestled in his bed. His nose crinkled at the warmth, still drowsy he scratched his side with his hind leg thrice, got up, turned around twice, and then plopped onto his back with his mouth open. "Should we wake him?" A voice whispered.

"No, let's let him sleep for a bit longer." Another voice answered.

"Oh he's sooo cute when he's sleeping!" A hushed tone fawned.

"But I want to wake him up now!" came the louder and more eager reply of another voice.

"Shh, Pinkie you'll wake him up!" came the whispered scold of the second voice.

"Oh I do hope he wakes up soon." Came a 5th voice. "I can hardly wait to give him the present I made for him."

"Present?" The baby dragon was up in a flash. "Where?" He cried as he looked excitedly around Rarity's legs.

"Not yet Spike, you can open your presents when we get to Canterlot Castle. Just remember you only get one present from each of us this year – we don't want a repeat of what happened last year." Twilight Sparkle admonished. Spike, who was now searching atop Rarity's head, felt his cheeks turned red at the memory. He dropped to the ground.

"Oh yeah…" he bashfully looked at his foot, the claw drawing little circles on the floor.

"Oh please Twilight may I give him my present now? It'll be the perfect accessory for the party!" Rarity begged "Please, please?"

"Yeah Twilight, please please?" Spike chimed in.

"Yeah Please please please with whipped cream and a cherry and spinkles and chocolate sauce and strawberries and- oh wow let's get some ice cream and some cake and-" Pinkie Pie bounced about continuing to list sweets.

"Well….. I don't know…" Twilight Sparkle looked into the long faces of Spike and the other ponies, excepting Pinkie Pie who was still buoyantly listing apple pie, and bearclaws, and donuts. "Okay!" She said decisively clomping her left hoof down. "But just one present, the rest have to wait until after the party."

"Woohoo!" shouted Pinkie, who had seemed to snap seamlessly back to the present from her list, she wrapped her hooves around Spike and Rarity's necks. "So what did we get?" the bright pink pony asked excitedly. Rarity shook her off and walked over to a small neatly wrapped white package with a deep purple bow. Her horn and the package glowed as she moved it over to him.

"Spike, this is my present to you." Rarity demurred as she carefully guided the package to a gentle landing at Spike's feet.

"Oh boy!" Spike cried as he ripped in to the wrapping. He held up his prize – a light blue bowtie with an azure gem embedded in the center. "Wow," he sighed, gazing at his reflection in the gem "it's beautiful."

"I knew you'd like it." Rarity said in the haughty but not ungracious manner that was all her own. "Now put it on and let's see how it looks." Spike put the bowtie on and admired himself in the mirror.

"Well that sure is right purdy, Rarity." Applejack was the first to chime in. The rest followed suit in praising the gift.

"Awesome!" said Rainbow Dash.

"Oh Spike you just look so handsome!" Fluttershy exclaimed.

"I can't wait to show it to Princess Celestia!" Spike beamed.

"Speaking of that, we'd better get a move on or we'll miss the train." Twilight Sparkle, ever the voice of reason, interjected.

Hours later Spike sat in the middle of a great pile of wrapping paper and gifts beneath a banner strung across the ceiling which read "Happy Hatching Day Spike!" in bold letters. The party had been a great success and was winding down but something seemed a bit off. Spike, even surrounded by gifts and his best friends, seemed to be a bit sad. He sighed heavily. Twilight Sparkle overheard the sigh and walked over. "What's wrong Spike?" she asked.

"It's nothing." Spike replied. The others, noticing something amiss came over.

"Are you tired?" asked Fluttershy.

"Maybe he just needs more cake," Pinkie Pie conjectured "Cake solves everything!"

"He's probably just bored. How about we liven things up with an extreme flight around Canterlot Castle?" Rainbow Dash suggested.

"Thanks guys, but it's nothing like that." Spike answered. "It's just…"

"What is it Spike? I promise we'll do our best to help you whatever it is." Twilight Sparkle vowed crossing her heart with her hoof.

"Well, it's just Apple Jack has Sweet Apple Acres, and Rainbow Dash has Cloudsdale, and you have Canterlot – but I don't know where I came from. Who am I? Who were my parents? How did I get to Canterlot and where did I come from?"

"I believe I may be able to provide some insight to your questions." Princess Celestia regally stepped forward to address the small dragon. "A long time ago, when we were still exploring the mountainside that this castle rests upon, our explorers came upon a small cave on the eastern side of the mountain in a location so steep and treacherous that only our finest fliers could enter. Near the entrance of the cave they found a nest with a single egg in it and a single word "Spike" carved into the wall. The explorers searched for any signs of someone living in the cave but found none and, not wanting to leave the egg unattended, decided to bring it with them to show to myself. When I saw the egg I recognized it as a dragon's egg but since we had no dragon to hatch it I knew only a powerful magic user could rescue the baby dragon from his prison. I had sensed that Twilight Sparkle might possess such a magic and used the egg to test whether she indeed did hold the magic of the Princesses."

"So that wasn't the same test everyone was given?" Twilight Sparkle interrupted.

"No, it was not." Princess Celestia continued. "Spike is the only baby dragon living in Equestria because only you could free him Twilight Sparkle." Twilight Sparkle looked proud if somewhat confused by this statement but Spike seemed to be mulling over something else. Finally he spoke,

"So if I was found in a cave… maybe the cave is still there! Can we go Twilight? Please?" Twilight Sparkle looked up into the face of her mentor.

"What do you think Princess Celestia?" She asked.

"You will have to be very careful," Princess Celestia warned. "But I think it is a fine idea. There should be a map to the cave in the Castle archives."

"Then let's go!" Spike had already started running off to the Library, the other ponies following behind.

Chapter 2

Chapter 2

An Expedition Ends and an Adventure Begins

A great hot air balloon floated through the clouds up the east side of the mountain upon which Canterlot Castle was built. Twilight Sparkle had an old brown map outstretched in front of her while the others gathered around. "According to this map the entrance to the cave should be right around here" she said pointing to a place on the map with her hoof. Rainbow Dash peered through the clouds with her hoof shielding her eyes. She squinted at the mountain face. Suddenly she spied a black hole with a small flat landing at the entrance.

"There it is!" Rainbow Dash exclaimed. Spike and the others ran to the edge of the basket to see. Twilight Sparkle tossed Fluttershy and Rainbow Dash each a rope.

"Alright: you, Fluttershy, and I will guide this balloon in for a landing." She said tying the rope around her waist. Rainbow Dash and Fluttershy followed suit. The trio were soon out of the basket and pulling the balloon toward the cliff.

"Oh my!" Fluttershy exclaimed as a gust of wind blew her up and almost over the balloon.

"Woah!" Rainbow Dash cried out as she corrected her path from an unexpected wind blast. "Watch out Twilight - these aren't normal wind gust!"

"You can say that again!" Twilight Sparkle called out in a shaking voice as the wind attacked her at all angles blowing her back, forward, right, left, and upside-down before she was able to right herself. The balloon swayed dangerously in the turbulence.

"Whee!" exclaimed Pinkie Pie as the ponies and baby dragon rolled back and forth in the basket of the wind buffetted balloon.

"Hold on everypony!" Applejack grabbed the ripcord between her teeth as the balloon pitched and jumped. "Woah!" she cried out as she was thrown from the ledge of the ballloon, swinging out into midair, her hooves splayed out in all directions.

"Applejack!" Rarity screamed raising her terrified head and hooves above the rim of the basket. A sudden pitch by the balloon sent her hurtling into the opposite side of the basket with Spike and Pinkie crashing on top of her. Applejack's eyes narrowed and she tightened her grip on the rope yanking it taut.

"Yeehaw!" She cried as she swung back into the basket. She found her footing on the basket floor and taking a powerful stance she pulled the rope to control the balloon. With the balloon finally under control the ponies and Spike were able to look over the edge of the basket at their guides who, at that moment were struggling mightily against the relentless gusts.

"Maybe we should turn back" Fluttershy suggested hopefully.

"No," Twilight Sparkle responded with gritted teeth, clearly battling the wind to stay on course. "This is for Spike." With that Fluttershy peered back towards the basket and looked into the hopeful eyes of the baby dragon.

"For Spike" she repeated as she gritted her own teeth and redoubled her efforts, passing up the other two to lead the pack. The three fliers pushed forward through the battering wind gusts to the cave entrance. Then, just as suddenly as it started the wind stopped.

"What was that?!" Rainbow Dash asked when she was finally able to open her eyes fully again.

"I don't know," Twilight Sparkle replied. "But it is probably why only Equestria's most skilled fliers could reach the cave." The three came in for a landing at the mouth of the cave and pulled in the balloon allowing the other ponies and Spike to jump out.

"Again again!" Pinkie Pie shouted joyously as she bounced out of the balloon. Rarity slithered out behind her, her mane puffy and her eyes ringed with dark circles.

"uuugh" she moaned. Spike hopped out after her and rushed to the cave entrance. "Wait Spike!" Twilight Sparkle caught his tail in her mouth. His feet kept moving for a moment until he realized he was not going anywhere.

"What now?" he moaned as she released his tail.

"You can't just go running in there, it might not be safe." Spike had to concede that she had a point. "Let's all go in together, slowly." They had only entered a few steps into the cave when Spike tripped over something.

"Woaoah!" he cried out before falling head first into a soft pile of straw! The others came over to him.

"Well lookie here" Applejack exclaimed indicating to a spot on the cave wall just above the straw. The others turned their attention from Spike, who was brushing himself off, to the wall. Spike looked up to see the faces of his friends gaping at a spot above him.

"What is it guys?" he asked, turning around, then suddenly- "Woah" In large letters hewn into the stone above the straw the word S-P-I-K-E could be observed. Spike looked at the letters and then back around him at the straw, then back at the letters, then the straw again. His eyes grew large and he suddenly plopped down, overwhelmed, in the middle of the straw. "So this... this is where they found me." he said meekly. "This was my home," he picked up the straw with a new energy. "This-" he said rustling through the straw, "was my nest!" He jumped out of the long abandoned nest. "I wonder if anyone is home! Mom? Dad?" He called out as he ran from one end of the cavern to the other. The ponies looked at each other with a sad knowingness but they didn't say anything. They knew Spike knew what they did too, but there is a difference between knowing something and accepting it. As painful as it was to watch they had to let him come to that realization on his own. He had to try. It was the only way he could ever accept the truth. Finally he stopped calling and slowly trudged back to the nest. "There's no one here," he mumbled, crestfallen. "No one has lived here for years." He plopped down in the center of the nest looking dejected. In a heartbeat he was back on his feet. "Ow!" he cried rubbing his bottom.

"What is it, Spike?" Twilight Sparkle looked on the dragon with concern and alarm.

"Something poked me!" Spike answered looking back down at the nest. From the straw something glinted and Spike saw the pointed tip of something golden poking out from the center of the nest. "What is that?!" he exclaimed. He set upon the object, digging through the straw excitedly. A second later he dangled from his claws a badly beaten, worn heart-shaped candyapple red locket for the ponies to see.

"What is that?" Twilight Sparkle asked. As the glinting object slowly spun in the air.

"It looks like an old locket." Rarity answered. Her horn glowed as she summoned the locked from Spike's claws for closer examination. "It looks to be in very bad shape. I wonder how it got all the way up here?" She said turning the locket this way and that. She appeared to concentrate hard for a moment "Ugh, I can't seem to get it open."

"Here, let me try!" Spike jumped up, grabbing the locket out of midair before any of the other ponies had a chance to react. He pulled and pulled and grunted and pulled but he could not get the clasp to budge. Finally, exhausted, he held out the locket in his open hand to Twilight Sparkle. "You try." He panted.

"Okay," she consented, lifting the locket from his claws. She concentrated, she twisted and turned, she threw a strong spell at it, then another, but to no avail. Finally, a bit winded she sent it back to Spike. "I can't get it open." Spike looked defeated again. It seemed every time he had a glimmer of hope that he would find out who he was it was immediately squelched. "Don't worry Spike," she said consolingly "I'm sure Princess Celestia will have the answer."

"That's right, Darling," Rarity chimed in, floating the locket up from Spike's claws and gently placing it around his neck. "All we have to do is get it back to the Palace."

"Buck up, Buttercup. We'll get that locket opened afore you can say terrible timberwolves took twenty-two tiny trees."

"Terriblu timbewulves twook tennytwo eblflees" Pinkie attempted. Spike appeared to perk up a bit and the group made their way out of the cave.

"Alright! Let's get this show on the road!" Rainbow Dash exclaimed picking up one of the moorings. Suddenly Spike looked sick. He belched out green flames and caught a scroll as it flew from his mouth.

"It's from Princess Celestia!" Exclaimed Twilight Sparkle as she unrolled the scroll. "The Palace was attacked and Princess Luna's been poisoned."

Chapter 3

Chapter 3

Celestia's Visitation

Princess Celestia sighed as the balloon drifted out of sight. Her sister Luna joined her side. "Is something troubling you, sister?" she asked.

"I know the time is approaching to tell her, I am just not sure I am ready to answer her questions yet. Our world is not the world she thought, and once she knows, it never can be again." Celestia's head bowed with the weight of her future task.

"She has proven herself able to handle even the most trying situations. Time and again she has had her perceptions of the world challenged and each time she has been able to adapt. We cannot hide the past from her forever."

"I know, sister," Celestia sighed. "I just wish we could have protected her for a little longer."

"Perhaps knowing the story will be the best protection we can offer her. The thousand years are over, they have been over, we need to prepare her in case-"

"We do not even know the entire story." Celestia interjected.

"This is true, my sister. But what we do know, what we have known ever since the test, is who she is. And it is time she knew as well."

"I know you are right. She will have questions. Let us be prepared to answer them upon their return." Celestia gave her sister a soft nuzzle and slowly walked to her room.

"It is the right thing I will do," she said looking at her reflection in the mirror. "But it is such a heavy burden for one so young." She turned away towards the bed and then suddenly turned back again. Something about her reflection caught her attention. It was her in shape and form and yet, it was not. She looked closely and moved her head this way and that, the reflection followed her movements exactly. Yet... no, it was not her. She lowered her horn to the mirror, the tip glowed menancingly. "Reveal yourself." she ordered. The white alicorn in the mirror followed her motions exactly. Celestia stood staring threatingly at her own reflection. Then the reflection raised her head and smiled coyly.

"I see you've found me out." The reflection said and the image of the beautiful white mare melted into the insect-like face of Queen Chrysalis.

"What business do you have with me?" Celestia demanded, keeping her horn trained on the image.

"Oh me?" The changeling replied. "Oh I have much business with you. But that will have to wait until another day. I bring a message for you and your sister. Tomorrow the Master will return to claim his throne." The image cackled and faded away leaving Celestia once again staring at her own face. Suddenly she heard a scream and a buzzing like the wings of a large insect.

"Luna" She whispered. There was a loud crash. "Luna!" She galloped out the door into the main hall where she heard more crashes and shouts, light flashed from under the door of her sister's chamber. Celestia's horn glowed as she forced open the door. There was her sister with a changeling holding tight to her neck and two more flying around her head. She whipped her glowing horn about menacingly sending blasts at her persistent opponents. On the floor at Celestia's feet, in the midst of a shattered porcelain vase, lay a stunned changeling.

"Get thy hooves off from my mane!" Princess Luna growled, throwing her neck with such force that the changing lost his grip and crashed into the vanity mirror, smashing it to pieces. "I believe that is seven years bad luck for you." She smiled wryly. Then she spotted Celestia at the doorway. "Sister watch out!" she cried. Princess Celestia barely had time to see the changeling duo dive at her from both sides when a double blast from Luna's horn sent them flying against the wall. They were only stunned for a moment and then the four were up again ready to launch a full frontal assault on the deep blue alicorn. Luna spread her wings. "How dare you." She admonished. "How dare you enter my sanctum. How dare you attack my dear sister? How dare you!" She gave her wings a mighty flap, knocking the changelings back. Another flap of her wings sent them into the wall.

"Sister!" Celestia cried. Luna's head snapped in the direction of her sister's voice. Suddenly she heard a snap from above. She looked up just in time to see the chandelier falling straight down upon her. Suddenly, it stopped dead in midair. Celestia tossed aside. The changeling hanging onto the severed chain from which the chandelier had previously dangled chattered an unintelligible curse before he he was hit with a blast from Celestia's horn, sending him to join his brethren. Celestia joined her sister. Their horns and eyes glowed menacingly. "Go." Celestia commanded. "Go and tell your Queen we are ready for her." The changeling were beside themselves and crashed into each other as they hurried to exit the room through the broken window. Celestia sighed with relief. "Well at least they are gone for now. Sister?" Celestia looked down at her sister to see her slump to the ground. A pair of red marks glowed menacingly from Luna's neck. "Sister!"

Chapter 4

Chapter 4

An Errand of Mercy

"Princess Celestia needs us to go to Ponyville immediately to see if we can find a cure for Princess Luna!" Twilight Sparkle relayed the words from the scroll to her friends who looked at her aghast.

"Oh this is terrible!" Moaned Rarity.

"It gets worse." Twilight continued. "Princess Celestia has slowed the spread of the poison for now. She says that an attack from the Changeling Army is coming. She sent for my brother and Princess Cadence to protect Canterlot but she wants us to make sure all the ponies in Ponyville are evacuated to the old Castle for their protection."

"Why do we need to move the ponies out of Ponyville? We can take those Changelings with one hoof tied behind our backs." Rainbow Dash punched the air with her forehoof and kicked with her hind to illustrate her point. Twilight continued to scan the letter.

"She doesn't say why exactly. Just that a grave danger is coming the like of which we have never seen. She says the Changeling Queen told her "The Master is coming to reclaim his throne."? What does that mean?" Twilight Sparkle tilted her head, confused.

"I don't know, but I reckon it sure don't sound good. We'd best be getting home." Applejack replied.

"Alright, let's go!" Twilight Sparkle said decisively, tying the rope back around her waist.

The balloon touched down in Ponyville as evening settled upon the valley. Twilight Sparkle and Rainbow Dash whipped their ropes off the instant they touched ground and anchored the balloon while a worn out Fluttershy more slowly followed suit. The others were out of the basket in a flash and Twilight Sparkle met them on the ground.

"Alright: we need to split up if we want to have any chance of getting all of Ponyville to the old Castle by nightfall. Apple Jack, Pinkie Pie I want you to tell all the ponies on the east side to meet at town square in an hour and to be ready to go - Rarity, Spike, and I will take the west side. Fluttershy: tell the animals that danger is coming and to stay in their homes."

"What about me?!" Rainbow Dash interrupted.

"I was just getting to that. Rainbow Dash: I need you to fly to Zecora's tree in the EverFree forest. Tell her what has happened to Princess Luna and ask her to bring any books she has on poisons with her to the meeting. Alright everypony - we don't have much time!" The seven friends split up, each set going in a different direction.

"Okay, so that takes care of Cheerily. Whose house is next?" Twilight Sparkle asked, looking at Spike who was checking off Cheerily's name from a very long list.

"Looks like... Lyra Heartstring and Bonbon." replied Spike squinting at the next entry on the paper.

"Oh no." Twilight groaned.

"What's the matter?" Rarity inquired.

"It's nothing." Twilight replied with a hoof to her head in exasperation. "It's just that Lyra always wants to show me some new book on humans and then talk about them for hours. Just last week she said she found a book that "proves" human beings once lived in Equestria."

"But how could that even be?" Rarity asked. "Isn't it impossible?"

"I know, I've tried to tell her as much but she won't listen." By now they had arrived at the door to the house. "Well, let's get this over with." Twilight pawed at the door twice with her hoof. There was a rustling sound from behind the door, a voice called out:

"I'll be right there!" this was followed by a thud and the sound of books falling over onto the floor - a sound Twilight Sparkle knew all too well - finally the door clicked open and a young mint colored unicorn stood in front of them, a little disheveled. She shook her head and her mane fell back into place. "Twilight Sparkle!" she cried out with a large smile. "Have you come to see the book I told you about? Come in, come in." She stepped away from the door revealing the disaster that was the interior room. It looked as though she had been researching again and things had gotten a bit out of hand. Stacks of books and sheets of paper were scattered about the room, drawings hung on the walls and sheets of notes spilled off of tables.

"Well actually we're here to-" Twilight Sparkle began.

"I'm actually really glad you're here, I just put some cookies in the oven." Lyra continued.

"Cookies?" Spike raced forward excitedly.

"Yes, they'll be ready in...a... few..." Lyra's voice trailed off. Her eyes grew wide and her mouth gaped at the baby dragon.

"Lyra? Lyra? What's wrong?" Twilight Sparkle looked worried.

"Oh my gosh!" Lyra exclaimed to herself more than anyone else. She immediantly started running about the room picking up books and quickly flipping through them. "Ohmygosh ohmygosh!" Finally she seemed to find what she was looking for and set the book on the reading pedestal. She began flipping through the pages furiously.

"What is it, Lyra?" Twilight Sparkle asked with mounting concern. Lyra stopped flipping the pages of the book and stared. For a moment she seemed frozen and she backed away slowly from the pedestal her eyes still fixated on the pages in front of her, then, suddenly, she rushed over to the trio. The locket around Spike's neck glowed a minty green as Lyra lifted it to her eyes for a closer examination. She squinted at it turning it this way and that. Spike gagged and gacked as the chain moved, tightened, and loosened about his throat - Lyra had clearly forgotten the locket was still attached to the baby dragon. Twilight Sparkle and Rarity stared, startled, at this strange behavior. "Lyra, what's wrong?" For a moment Lyra seemed unable to form her thoughts into words, finally she managed to speak,

"Come see." she said, beckoning to the book with her horn. The three friends tentatively followed Lyra from the doorway to the book which sat upon the pedestal.

"What is it Lyra? What do you want us to-" Twilight Sparkle asked as they came upon the book but stopped, stunned, staring at the pages in front of her.

"Twilight, what is it?" Spike looked at his stunned friend and then at Rarity who was now also staring at the open book. "Rarity? What's going on? What is it?" Spike turned his attention to the open page the other two were staring at. "Woah." he gasped. There, nestled in a gentle pair of human hands, was the heart-shaped locket. On the opposite page was another drawing, this one of a young human girl with her straw blond hair tied in an ponytail, wearing the locket around her graceful neck... and sitting on the back of a rose colored pegasus with a blue mane and two blue lightening bolts on its hip.

Chapter 5

Chapter 5

Legends

"But that's impossible!" Rarity exclaimed, tearing her eyes from the page and looking to Twilight Sparkle. "Twilight Sparkle, how can this be?"

"I don't know, it shouldn't be possible." the lavender unicorn had yet to turn away from the page. "Lyra," she said, not looking up "where did you get this book?"

"My father found it in the ancient foreign cultures section of the library. I can't read it at all, but the pictures are fascinating. I've never seen creatures like some of the ones in this book. Look at this picture-" She turned a few pages to another illustration. This one depicted what looked to be a ball of fur with large round eyes, a sizable mouth, and two long arms which ended in hands, yet no feet could be seen. "and this one" Another picture, this time of a creature that had the face of a pony but a short smooth body that ended in a curling tail. Instead of front hooves this creature had fins and no back hooves whatsoever. "and these" Lyra kept flipping past giant bees, large armadillos which seemed to be made of stone, strange trolls, beautiful birds, the Old Castle, a great volcano, and all manner of other strange creature. "But this one," Lyra turned to a page marked by a thick emerald green ribbon, "is my favorite." The ponies stared. The illustration filled both pages entirely and on it stood the blond human girl once again, this time with two other humans behind her. The first appeared to be a young boy with short reddish brown hair and freckles, he held a red and white cap in his hands. The other had blond hair like the first girl but appeared much smaller and younger. She had her long hair tied in pigtails. Behind these three humans stood a number of earth ponies, unicorns, pegasi, and even a few ponies who's eyes seemed to sparkle on the page. But what drew gasps from the three friends were not these but the ponies the human girl seemed to be addressing. Standing opposite the humans was a pony like none they had ever seen before. She had long thin legs and a graceful form like that of Princess Celestia, yet somehow even more nimble and glorious. Her gossomer wings were like those of a butterfly. She was pale yellow in color with a light pink mane which matched her eyes. Her cutie mark covered the whole of her thigh in delicate pink roses and tiny rosebuds which extended to the hock. Next to her eye was a small rosebud. On her mane she wore a deep pink crest and on her tail a purple bow. Behind her a pale blue pony with a gold mane stood, she had the same lissome body and glorious wings as the first but with a large bouquet of morning glories on her hip that extended down her leg.

"What are those beautiful creatures?" Rarity seemed to be in raptures. "Look at those dazzling wings and those splendid cutie marks! How utterly magnificent!" But Spike's attention was drawn elsewhere. Next to a small lilac pony with a pale pink mane stood a very familiar looking creature.

"But... but that's me." Spike uttered.

"What?" Twilight Sparkle turned her gaze from the butterfly winged ponies to her small friend who appeared rather disconcerted and pale.

"It's me. Twilight, it's me! In the picture." Twilight Sparkle's gaze followed Spike's arm to his clawed finger which pointed directly to a small pink dragon with green spikes.

"Spike." Twilight Sparkle whispered. Rarity glanced over and tossed her head.

"Really I don't know what you're getting all worked up about, that dragon is clearly not our Spikey Wikey - it has pink eyes, not emerald. If there is something worth looking at it is those gorgeous wings!" Spike and Twilight Sparkle took a closer look, indeed Rarity was right - the little dragon was the very image of Spike... except for the eyes.

"I wonder what it could mean." Twilight Sparkle said quietly, looking quite perplexed.

"It means that humans once lived in Equesria!" Lyra's face and hooves appeared over the back of the book. The three were snapped back to reality by Lyra's sudden reappearance. "Oh, and the cookies are ready."

"Do you know what language this book is in Lyra? I've never seen it before." Twilight Sparkle asked.

"Dad said he thought it might be ancient Zebra, but he couldn't be sure." Lyra looked rather pleased with herself.

"Do you mind if I borrow this book? I'd like to show it to Zecora."

"Sure, take it. Maybe it'll finally prove to you all what I've been saying all along."

"I don't know about that, but we'll see what Zecora says." Twilight Sparkle lifted the book off the pedestal, opened her pack, and dropped it in. As the three were about to leave, Spike with a mountain of cookies in hand, Twilight Sparkle turned back to Lyra. "Oh, I almost forgot! There's going to be a meeting at the town square in half an hour. Pack everything you and Bonbon will need to travel."

"Why?" Lyra asked. "What's going on?"

"We'll tell you at the meeting, there's no time right now." And with that Twilight Sparkle closed the door.

Chapter 6

Chapter 6

Town Square

Town Square was slowly filling with ponies as the hour of the meeting approached. Many had been standing there for a while, discussing amongst themselves what could possibly be going on to warrant such cryptic orders. Those just arriving appeared just as perplexed as those who had been waiting - why had they needed to pack and where were they going? Twilight Sparkle watched the arriving ponies closely while Spike checked off names. Finally, from behind a group of three stallions, she spied the rainbow mane of her friend as well as the pink puff of mane that signified Pinky Pie and Apple Jack's cowboy hat. In a moment the group of friends were in full veiw.

"Alright Twilight, we rustled up all the ponies in town," Applejack began "now let's get this rodeo started." Twilight Sparkle smiled at her friend.

"We'll start as soon as I've spoken to Zecora." She replied. By then Rainbow Dash and Zecora had joined the small party. Zecora bowed her head slightly at Twilight Sparkle - a motion the young mare would never get used to from her friends.

"I am here by your request, to help our midnight Princess. On my skills you can depend; but tell me first what has happened?"

"Oh Zecora, thank you for coming! Princess Luna was attacked by the Changlings and one of them bit her. She is very ill with a fever and Princess Celestia hasn't been able to wake her up. Princess Celestia thinks it may be a powerful poison she has never seen before. Is there anything you can do to help?"

"This situation is dire indeed, but I know nothing of the antidote you need. Of Changling poisons I have never heard, this illness has me most disturbed." Zecora replied sadly.

"So it's hopeless?" Rainbow Dash looked crushed as she put words to Twilight Sparkle's sinking heart.

"No, my little ponies, it is not hopeless. Though my herbs have no power the poisoning to redress, there is still magic that could grant us success. In the Palace Library there is an ancient tome, written by ambassadors from my home. It speaks of magic of great might that exists within the Rainbow of Light."

"The Rainbow of Light?" Twilight Sparkle whispered. "Zecora, what is the Rainbow of Light?"

"More than this I do not know, the book was lost long ago. But my ancestor told the tale of his journeys in these lands to his tribe, many wonderous things he did describe. He told of his adventures beyond the sea with Creamsicle the giraffe and the lion, Kingsley." Twighlight Sparkle looked momentarily crestfallen at this news.

"Wait a second..." she said to herself. "An old book... written in ancient Zebra... from the Palace..." Suddenly a wave of hope hit her. "Zecora! Can you read ancient Zebra?"

"I have learned it for my profession, but why do you ask me such a question?" The expression on Zecora's face seemed somewhat perplexed. Twilight Sparkle wasted no time but, using her power to open the satchel lashed to her side, she produced a book surround by a faint purple glow and laid it at Zecora's feet.

"This book was found in the Palace Library, can you read it?" Zecora stared at the ancient brown book in amazement. She gently placed a hoof on the lower part of the cover below some writing.

"This is the work I heard legends about, of this fact there can be no doubt. The book which you had in your bag was written by my ancestor, Ambassador Zigzag."

Zecora stood with her head leaned over the book for a few minutes, she flipped through the pages making no sound but an occasional "hmm" and "ah". The ponies held their breath as they watched her. Finally she stopped turning pages and stared intently her eyes moving back and forth with the lines of text she read. Twilight Sparkle could take the suspense no more,

"What does it say?" she asked. Zecora seemed to snap back to the present time and closed the book with her hoof.

"It tells of a great spell that took the Rainbow of Light and darkened it to witches delight. The castle was lost but a new home was found in the Paradise Estates compound. But the battle was not yet won, the spell had yet to be undone. On Paradise Estates the Witches set their sight, all that was good they hoped to blight. But the human girl, Megan, would not retreat - she asked the Moochick how the spell might be beat. The Moochick told her that if the Flutterponies could be recruited then the witches might soon be routed. Megan led the expedition but when they arrived at Flutter Valley they were met with suspicion. The Queen refused to aid their cause but a voice from the back gave her pause. A Flutterpony a young filly had saved, with her story, the Queen's decree swayed. With their help now procured, a treaty of friendship was secured. The Flutterponies beat back the spell, the witches fled and all was well. The Rainbow of Light was returned to its place and was to remain at Paradise Estates." The ponies stared open-mouthed and wide-eyed as Zecora finished her tale. For a moment no pony could utter a sound - but only for a moment - then the questions came tumbling out.

"Witches?"

"What's a Moochick?"

"I reckon it's a half cow half chicken."

"What's a Flutterpony? Is it a Pegasus?"

"I've never heard of Paradise Estates - it sounds like fun!"

"What kind of spell could do all that?"

"Quiet!" Twilight Sparkle threw out her hooves to cover her friends' mouths. There were some muffled sounds but they quickly ceased. "Zecora, does it say where we can find Paradise Estates? If that was the last place the Rainbow of Light was seen than maybe we can find a clue to its location there."

"The exact location I can only guess, but I suggest looking in the ruins of the Everfree Forest."

"The Ruins of the Everfree Forest." Twilight Sparkle whispered. She tightened the bag on her shoulder. "Alright, what are we waiting for, let's go!" She felt a pull on her tail and turned her head to see Applejack had it between her teeth.

"Woah! Hold your horses sugarcube. Did you forget about everypony else?" Applejack dropped Twilight's tail and motioned with one hoof to the crowd mulling around the stage waiting for the time when the meeting would begin. Twilight Sparkle's cheeks burned as she realized she had gotten so caught up in the mystery of the Rainbow of Light she had forgotten their primary mission - to bring the ponies of Ponyville safely through the Everfree Forest to the old Castle.

"Oh yeah." She mumbled. She collected her thoughts for a moment - this would not be easy. To tell the ponies of Ponyville that the Changlings had returned would be difficult enough, to tell them that they must leave their homes immediately would be terrifying. There had never, in the history of Ponyland, been an evacuation order given from the Palace before - it was absolutely unprecedented. And there was not a single pony in Ponyville who would not know that. It meant that whatever the danger was it was so much worse than what they had ever faced before. Would they even believe her that the Castle was safe? And even if they did would they follow her through the perils of the Everfree Forest - the place where Timberwolves and Ursa Majors dwelt unchecked? This wasn't a normal excursion with her and her friends whom she knew and trusted, this was a march with the entire town; could she protect them all? If she were one of them would she trust her? As she approached the podium she decided not to mention Princess Luna's illness; such news might cause widespread panic. A breeze fluttered through the feathers on her wings. No matter how long she had had them, she could never think of herself as a Princess. She wondered if it had been the same for Cadence and Clestia when they got their wings. Perhaps it was something you got used to over time. She stepped up to the podium and stared into the sea of faces. They looked back at her calmly, if mildly perplexed. They trusted her. She gulped and cleared her throat. She could do this, she thought. She was a Princess. She gulped again and a wave of panic rushed over her - no she couldn't. She took a step back from the podium. Then she saw three little faces in the crowd. There was Rarity's little sister, Sweetie Belle, and next to her stood Apple Bloom and Scootaloo. She looked again and saw all the foals, some with their friends, others standing with their parents. Her resolve grew, she could lead the town to safety - she had to. She leaned into the microphone.

Chapter 7

Chapter 7

Evacuation

Twilight Sparkle walked slowly down the seldom used trail into the Everfree forest. Behind her Pinkie Pie happily hopped, the Grand Marshall of her own personal parade. Twilight Sparkle envied her. Behind them a long line of ponies stretched halfway back to town. They walked in pairs and trios looking about nervously and talking amongst themselves with hushed tones. Rarity, Zecora, and Fluttershy walked alongside of the line as a way of reassuring the townsponies that they were being protected from the dangers of the forest. Applejack headed up the rear of the party. Twilight Sparkle looked up to the sky, "How is everything up there?" she called out. Rainbow Dash swooped down from her post above the forest.

"Its all clear to the river!" She answered.

"Alright everypony, let's keep moving!" Twilight Sparkle called out to the line. She was relieved that the path was clear thus far, but they were far from safe. At any moment Timberwolves might take notice of the tempting line of skittish ponies and it would be hard to protect them all. A far off howl seemed to speak to her fears. A young pony cried out in terror and the dull murmur or the crowd suddenly rose in volume and pitch. Twilight Sparkle could feel the tension as fear took hold of her charges. Another howl. Suddenly she wanted to break away and run. She willed herself to stay calm - she had always prided herself on her ability to stay calm in crisis; why did she feel such a sudden rush of terror? Pinkie Pie hopped around her,

"Follow the leader!" she sang out. Twilight Sparkle stopped short with a confused look on her face as though a sudden revelation had struck her in what seemed to be a normal Pinkie Pie non sequitor. Twilight Sparkle smiled - leave it to Pinkie to know exactly what to say. She hadn't wanted to run away because she was afraid of the Timberwolves - those wooden brutes were formidable but nothing they hadn't handled dozens of times - it was not the danger she wanted to escape, it was the massive responsibility for all these ponies. She let out a loud sigh as her nerves calmed. Still she increased her speed a half step - no sense dawdling in the woods.

From above, Rainbow Dash stalled in the air and looked down on the river of ponies snaking through the forest. She placed a hoof over her eyes to block out the late evening sun. Where the fields met the forest she could just make out Applejack waving her hat to signify the last of the ponies was entering the woods. She turned to peer out ahead where she could just make out Twilight Sparkle's glowing horn closing in on the river. All was going according to plan, she turned to make her way to the front of the line to report back to Twilight Sparkle. Then she saw it. Six paths quickly snaking towards the line - three on one side, three on the other. Suddenly the air was filled with a loud chorus of howls - they seemed to come from everywhere. "Oh no!" Rainbow Dash exclaimed. She looked towards the river that Twilight Sparkle was fast approaching and then to where Applejack had disappeared only a few minutes before. "Ohhh...!" she was torn between the two sides, finally she made up her mind "Sorry Twilight, AJ." she apologized to the air as she dove towards the center of the line.

Applejack stood her ground in front of a mass of quivering ponies while four Timberwolves slowly crept up to her.

"If you think I'm gonna let you near any of these here ponies you got another thing comin'!" she announced to the Timberwolves who ignored her threat and continued their advance. "Don't say I didn't warn ya. Alright Winona, you know what to do!" A small dog leapt up from behind the young mare and landed directly in front of her growling menacingly at the Timberwolves who looked perplexed at the appearance of this small tidbit. Winona ran right through the Timberwolves who followed her movements with their heads and then looked to each other, confused. They seemed to decide that this was not worth their attention and growling, turned to face the ponies again when suddenly their gaze was met by a massive pair of hooves. It sounded as though anvils were being struck as the Timberwolves flew back into the trees. Applejack and Big Mac watched them limp off whimpering all the way. "Nice job Big Mac!" she and Big Mac bumped hooves.

"Eyup" he replied with his simple but knowing smile. Winona returned and hopped all around the pair yipping. Suddenly she stopped and turned outward growling. Red eyes surrounded the group.

"Well look who decided to join the party. Let's show these fellers what a real Apple Family hootenanny looks like!" Applejack took out her lasso and pulled it taut with her teeth as Big Mac and Granny Smith joined her one on each side.

"Eyup!" Big Mac affirmed. Granny Smith narrowed her eyes,

"Let's go chop us some firewood" she said raising her walker.

On the other side of the line, approaching the river, Twilight Sparkle suddenly stopped as the sound of howls whipped through the air. "Come on everypony!" she shouted back, "We're almost to the river!" She looked over to Mayor Mare who had been following close behind her. "Mayor Mare, get them to the river!" Twilight Sparkle turned to run.

"But where are you going?" the addled public official cried after her.

"To stop the Timberwolves!" Twilight Sparkle shouted back. She ran down the line of frantic ponies "Keep going!" She shouted, "Don't stop until you reach the river!"

Twilight Sparkle skidded to a stop as mares and stallions rushed past her. "no." she breathed looking ahead, she saw a large pack of Timberwolves at the heels of the ponies racing towards her and beyond them... nothing! The Timberwolves had split the line and were routing their party entirely. And where were her friends? A Timberwolf leapt from the front of the pack and landed in front of two small colts. It spun on them, snarling viciously. The skinny colt managed to stop right before he collided with the beast but the chubby one skidded right between it's thorny forepaws. It lunged at this unexpected gift. The skinny colt cried out and covered his eyes with his hooves, the chubby one winced as the teeth came down upon him. A second passed, and then two. The colt looked up to see the monstrous jaws snapping viciously at him but unable to land a blow from their position five feet above him. "Oh no you don't!" the unicorn yelled and she whipped her head sideways slamming the beast into his compatriots. They flew apart at the force of the blow leaving twigs and splinters in their wake. Immediately the branches that were once the Timberwolves began to reform. "Run!" Twilight Sparkle called out to the two terrified colts. The plump one left a puff of dust in his wake but the thin one still had his head to the ground, his front hooves covering his eyes. "C'mon!" Twilight Sparkle urged, but he didn't budge. She let out an exasperated sigh and ran behind him and began shoving him with her head "Come... On!" she turned around so she could get more force by pushing him with her back. The two made little progress, a trench forming from where the colt had dug in. A howl pierced the air, Twilight Sparkle's eyes flew open and she stopped pushing for a second for that was all she needed to see the wolves had reformed almost entirely. "Move!" she ordered as she redoubled her efforts. The trench grew at a faster rate as the pair moved forward. Suddenly a small rock in the path caused the colt to get caught and sent Twilight Sparkle toppling over him. The two rolled twice and then stopped. The flattened colt looked sheepishly up at the unicorn when suddenly another howl rang out. His eyes grew huge as he saw the Timberwolves, now fully reformed, begin to creep towards them, growling menacingly. "Run!" Twilight Sparkle shouted. This time the colt needed no reminder to run, he was off like a shot on those spindly legs with Twilight Sparkle close behind him shooting down tree branches to slow the wolves who easily cleared the obstacles with great leaps. Twilight Sparkle felt the steam of their hot breath on her heels. She ran as fast as her hooves would carry her looking only at the ground in front of her and the hooves of the colt in front. They were almost to the river. If they ran into the main group at this speed they would lead the Timberwolf pack directly into them. But how to slow them down? She looked to the left and right. "Snails, see if you can cut down those vines! I'll get the tree!" For a moment Snails looked stunned. Had he really been asked to help Twilight Sparkle? His countenance flushed with pride. His first shot failed to hit and ricochet off the trunk of a nearby tree. "Wait for my mark!" Twilight Sparkle admonished him. "Concentrate...!" Twilight Sparkle called out from behind him. "Alright... go!" She sent a bolt from her horn which knocked down the large dead tree just as he sent a bolt into the vines. The two hurdled the dead tree only milliseconds before the vines came down, forming a net. Twilight Sparkle heard the yelps behind her as the Timberwolves, failing to slow down in time, either careened into the tree or, leaping to avoid the tree, got tangled in the vines.

"That was awesome!" Snails exclaimed with awe.

"It was pretty awesome, wasn't it." Twilight Sparkle replied with a smile and a toss of her mane. "But that won't hold them for long." The two slowed their pace a little as they approached the riverside.

"Oh dear" Rarity spoke to no one in particular. "Those howls sound dreadfully close. Fluttershy, do be a dear and fly up to see where they are coming from."

"Okay." Fluttershy nodded her ascent and lightly took off through the canopy. She had just cleared the leaves when a rainbow-hued streak barreled into her.

"What gives!" a temporarily disoriented Rainbow Dash had her hooves up ready to fight.

"Ummm sorry." A quiet voice from below intoned. Rainbow Dash looked below her to realize she was sitting on top of a cowed Fluttershy who was caught in the uppermost branch of a tree.

"Sorry Fluttershy." Rainbow Dash said, helping the yellow pegasus to her feet. "Where are the others?"

"They're just below us."

"Good," Rainbow Dash said "Let's go." She started to dive into the forest.

"Wait!" Fluttershy called after her. "Did you see any Timberwolves?"

"Oh yeah, and they're coming this way!" Rainbow Dash called back.

"Oh dear." Fluttershy exclaimed still flying above the canopy. Suddenly a peal of howls split the sky. Fluttershy's eyes grew big. "Rainbow Dash! Wait for me!" She cried out and dove after her friend.

On the ground Rarity awaited Fluttershy's return. A scream of howls ripped through the dense forest around her, their echoes bouncing off the trees so that it sounded as though they were everywhere. The other ponies in the line stopped and stared wild-eyed in all directions.

"Daddy make it stop!" cried a light purple filly with a crown on her flank. She snuggled tightly against the leg of a light brown stallion with a slicked back mane.

"Don't worry honey, Daddy won't let anything hurt you." He placed his hoof around her to comfort her but the look in his eyes as he lifted his face to look to Rarity spoke of his barely contained terror.

"Don't worry, everyone, we'll be just fine." Rarity's voice trembled a bit as she spoke the words. There was the sound of cracking branches above her and she looked up just in time to see Rainbow Dash coming right at her, she leapt aside to make way for the pegasus. "Oh Rainbow Dash Its such a relief to see you!"

"There's no time for that, the Timberwolves are headed this way!"

"The Timberwolves!" the scream came from a nearby pony who had overheard Rainbow Dash. Panic struck the herd.

"Everypony remain calm." Rarity attempted but nopony seemed to listen. They were too busy running in circles and crashing into each other to care what she had to say. "Everypony Please!" Her cries for order fell on deaf ears.

"QUIET!" came a roar from the center of the crowd. All ponies stopped in their tracks and their wide eyes turned slowly to the origin of the sound. "Thank you." Fluttershy added timidly.

"Alright everypony the Timberwolves are headed this way, you all have to follow me. Now!" Rainbow Dash barked. It was a bold move and not very well planned. She had seen the lines of wolves coming towards them and noted a weak area to the SouthEast - there was a chance they could get through if they left the path, just a chance, but it was an infinitely better plan than staying where they were. Rainbow Dash ran with the herd following close behind her, Fluttershy flew alongside the line making sure nopony got separated while Rarity ran along the line looking for Pinkie Pie.

"Pinkie Pie! Pinkie pie!" Rarity's head bobbed up from the sea of ponies. A puff of bright pink mane caught her eye "Oh there you are!" She cried in relief. She swam over to the pink pony "Pinkie I'm so glad to see you." She said placing a hoof on the shoulder of the other pony.

"Excuse me!" exclaimed a gruff voice as a hardened face turned towards her.

"Oh, I'm dreadfully sorry Fender Bender, I was looking for somepony else. It won't happen again." She backed away, her cheeks burned bright with embarrassment. The stallion flicked his fluffy bright pink tail at her and was off. Rarity put a hoof to her head. "Oh how will I find her in this crowd?"

"Are you looking for somepony?" a voice chirped.

"Yes." the exasperated unicorn exhaled.

"Well, maybe I can help; who are you looking for?"

"She's a pink mare with a puffy pink mane and a cutie mark with three balloons on it." Rarity replied still looking at the ever moving herd.

"Nope, haven't seen anypony looking like that." chirped the voice again.

"Well thank you anyw- Pinkie Pie!" Rarity had looked up to thank her assistant and there, hanging from a tree upside down just slightly above her was Pinkie Pie. "What are you doing up there?!"

"I think the better question is what are you not doing up here?"

"Hold still while I get you down." Rarity gently freed the mare from the hanging vines and helped her to the earth below. "Now we have to go before the Timberwolves get here."

"You mean those Timberwolves?" Pinkie Pie indicated to their left where two Timberwolves stood growling, drool falling in droplets to the ground.

Rarity let out a cry of alarm. "Run!" she exclaimed wrapping her hoof around Pinkie Pie's, the latter cheerily smiling at the encroaching wolves. It never ceased to amaze Rarity how fast Pinkie Pie could bounce - she found herself struggling to keep up. Pinkie looked back at the wolves and called out:

"Can't catch me! phbttt" her tongue waggled at them. Certainly, one could question whether Timberwolves have emotions, but this action seemed to infuriate them as they redoubled their efforts to catch the ponies.

"Did you really have to do that?" Rarity wheezed beside the bouncing pink puff.

"Yes." Pinkie answered with no further explanation offered.

"I don't... know... how much longer... I can keep this up." Rarity panted.

"Oh, don't worry about that Rarity, worry about the other six waiting on the bridge." Pinkie Pie said reassuringly. For a moment Rarity was slightly assuaged then her eyes popped open.

"Other six?!" Sure enough, not far ahead of them, standing, blocking the bridge with four in front of the bridge and two on the bridge, were six monstrous Timberwolves. She hadn't noticed it before, she barely had time to register it now, their glowing red eyes. It was like staring into the fire!

"Okay NOW!" Pinkie Pie suddenly veered right, slamming into Rarity and causing them both to start rolling down the hillside, fast, away from the predators. "Whee!" Pinkie Pie cried out. Rarity felt every rock and clump of dirt as it left its mark on her perfect snow white coat. The twosome bounced off hillocks and rocks until they finally came to an abrupt stop at the bottom of a large tree. Pinkie Pie popped up first, disheveled but grinning - "That was fun! Let's do it again!"

"Oooh my head" Rarity moaned with a hoof to her head gingerly rubbing. The sound of howls closing in on them fast reminded her to their danger. The Timberwolves were closing fast on their position. In a moment the monsters would be upon them and there was nowhere to run to - not that she had much running left in her anyway. "Oh no Pinkie! What are we going to do?"

"Use the doorknob silly." Pinkie Pie said with a smile. The Timberwolves had cleared the hill.

"What doorkn-" Rarity started up but quickly felt a sharp rap against her head and instinctively raised her hoof to the sore spot. She felt something hard and round and looked up to see a golden door knob directly above her. The beasts were almost upon them

"That doorknob!" Rarity wasted no time, the doorknob turned with a lavender glow. The two ponies slipped inside and the door slammed. Rarity and Pinkie immediately braced themselves against the door. Barely a moment later the door was slammed with impressive force - the sound of twigs snapping and violent snarls could be heard from the other side. For a few tense minutes the two ponies listened intently as the Timberwolves clawed and bit ferociously at the door and knob but it refused to budge. Rarity looked over at Pinkie Pie.

"Did you know this door was here?" she asked.

"Of course not!" chirped the other pony.

"Then why-" Rarity put a hoof to her head again, "Nevermind." Finally she lowered herself from the door and looked out about her. Her mouth dropped as she stared out at her bright and spacious surroundings. Her next question came out in a barely audible whisper. "Where are we?"

Chapter 8

Chapter 8

Escape

Twilight Sparkle placed herself between the snarling Timberwolves, still caught up but not for much longer, in the vines and the huddled quivering mass of ponies and behind them the rushing river. The river was swollen almost beyond its banks from a thunderstorm to the West. From her vantage point she could see the massive black thunderheads shadowed in deep red hues. Lightning lit up the West as though it were on fire. Twilight Sparkle had failed to anticipate this turn of events - her heart sank at the sound and then the sight of it. She could certainly wink across with the other unicorns, there were no pegasus ponies in the group to carry the small and elderly across, perhaps a few of the younger, stronger earth ponies could brave the strong currents. But there were easily three dozen earth ponies at her back and many would not be able to make that swim. Twilight Sparkle watched as the vines snapped, one by one, in the ferocious maws of the wooden beasts. "Daddy! What are we going to do?" came a rather shrill, nasal cry from the back.

"Don't worry honey, I'm sure we'll be okay." Twilight Sparkle couldn't help but look back toward the sound of the voice. Somewhat off to the side stood a chocolate brown stallion with his hoof wrapped around his tiny, quivering lilac daughter. His hide was flecked with leaves and mud, his normally well quaffed mane disheveled, so polished in his daily life; Filthy Rich looked almost unrecognizable. Twilight Sparkle wanted to turn her head from the sight but instead, almost independently of her will, her eyes locked with his. She saw the terror in those eyes. Then she saw something immensely worse as he looked briefly down at his daughter, a small tear formed - he tried to blink it away but it rolled down in complete disregard of his efforts. He locked eyes with her again and mouthed the word "Right?" She wanted desperately to reassure him but something made her shake her head and mouth the answer "I don't know." back. His shoulders sagged. He lowered his head to nuzzle his daughter. Twilight Sparkle heard roars of triumph from the vines to her front. The first of the Timberwolves was almost completely through, Twilight Sparkle could see its head followed by half its body clumsily clamoring through a widening hole in the vine net. She readied herself. It was still too early to take a shot, if she missed she would only further widen the hole. She heard a commotion from behind her. From the crowd the screams of a young filly.

"No Daddy don't leave me! Daddy!" Filty Rich pointed at Cheerilee who was doing all she could to restrain the desperately squirming child.

"Cherrilee, don't let her go!" he called out with urgency. All eyes had turned to the hysterical filly.

"Daddy! No! Daddy! Daddy!"

"I love you honey!" He called back to her. His eyes brimmed over with tears. Then he turned and ran to the front - right to Twilight Sparkle's side. The crowd gasped. He looked to the Princess. "I don't have much to offer, but I have to protect my daughter, I'd do anything for her." Twilight Sparkle was genuinely moved beyond words, she tried to respond but choked. "Just tell me what to do." Twilight Sparkle regained her words.

"Alright, when they come through I won't be able to block them for long. When they break through they'll come straight for me..." Twilight Sparkle didn't need to finish for him to understand.

"I'll do what I can to stop them."

"So will I!" A voice on Twilight Sparkle's left piped up. She looked over to see Mayor Mare standing tall beside her, she gave Twilight Sparkle a wry look "I'm not too old to show these brutes a thing or two about decorum."

"And me!" Blue Note came from the crowd.

"And me!

"And me!" A swarm of ponies gathered around Twilight Sparkle. They looked confident and ready to fight. Twilight's heart swelled.

"Thank you, everypony!" She cried out.

A loud snarl broke the amity. The first of the beasts jumped through a hole in the net followed by a second and immediately, a third and a fourth. In no time it became clear the number of these creatures was far greater than Twilight had imagined - it seemed there was at least one for every pony in the band. "Get ready eveypony!" The group crouched slightly and lowered their heads, readied for battle. Twilight Sparkle cast a barrier spell around the band of ponies. The Timberwolves attacked the barrier from all sides. It was not long before she felt the barrier weakening. Electricity crackled around her horn with every hit. It wouldn't be long now. A great dark wind swept up the Timberwolves. There was a loud sound from the breaking of branches and snapping of twigs. In the blink of an eye it seemed twenty Timberwolves had simply vanished. The beasts looked at each other confused before a shrill scream tore through the sky. The head Timberwolf cowered in fear. It was just in time, Twilight Sparkle's barrier fell - she collapsed to her knees, completely exhausted. There was another scream, even louder than the first and the Timberwolves' eyes, suddenly back to their usual green, widened - they whimpered and began to flee through the hole in the vine net, back to the woods. Twilight Sparkle mustered all of her energy to look behind her at the towering snake-like figure rising from the river. She let out an exhausted sigh of relief and allowed a tired smile to cross her mouth.

"THAT!" The voiced boomed then returned to it's normal pitch "Was the bravest thing I ever saw!" the sea serpent, Steven, gushed. "Oh look at you wonderful little ponies!" He wrapped his long arms around a group of stunned ponies and embraced them. They seemed to exhibit various stages of shock upon release. Twilight Sparkle decided perhaps some explanation was needed.

"Everypony," she announced, gesturing to the mustachioed serpent, "this is Steven, he helped us to find Nightmare Moon."

"Ooooh." came the collective acknowledgement.

"Oh it's so wonderfully to meet you all!" Steven exclaimed shaking hooves with many of the ponies near him.

"Steven!" Twilight Sparkle called his attention back to her.

"Yes?" the serpent answered.

"Steven we need to get across the river, I know it's a lot to ask but could you please help us again."

"Oh of course!" Steven replied. "It'll be no trouble at all." And with that he spread himself across the raging river and the ponies began to cross. "Gently, gently." he called out as the young ponies hopped across him.

From a large pot brewing a strange deep red liquid, something watched as Twilight Sparkle thanked Steven and Diamond Tiara, herself, ran up to the monster and gave him a kiss on the cheek. He blushed.

"Howdy Rainbow Dash!" A familiar voice called out from Rainbow Dash's left.

"Hey!" Replied Rainbow Dash shaking off the last of the rock dust from her mane.

"What brings you all the way out here?"

"Oh, we just had to take care of a little overgrown shrub problem." She nodded towards the Rambling Rock Ridge where the yelps from the Timberwolves could be heard echoing from the bottom of the pit.

"Oh yeah, we had to do a little tree trimming of our own." Somewhere in the forest a ball of Timberwolves whimpered from within a tightly bound rope net which hung just above their reach from the ground. Apple Jack joined Rainbow Dash looking out at the river. "I reckon that river's going to be might hard for us to cross."

"It'll be a piece of cake. I'll just - " Rainbow Dash looked at the fast flowing river and then at the two large groups of mostly Earth ponies. "Well maybe I'll... hmm" She sat down to think for a moment. "Gahh!" she exclaimed. "How are we supposed to get this many ponies across?!" Rainbow Dash kicked the ground in frustration causing a shower of small pebbles and dirt to fall into the water.

"I don't rightly know." Apple Jack confessed and kicked a small seashell into the rapids. "I suppose we'd best follow the river and see if-" Her thought was interrupted by the sound of harmonious music that seemed to be coming from the spot where the shell had plopped into the water "What the hay?!" From out of the waves popped three equine heads. They must have been swept away from further upstream!

"Hurry up! We've got to help them!" Rainbow Dash cried out instantly taking to the air.

"I'm way aheada ya!" Apple Jack replied getting her lasso out. Something about the ponies stalled her movements though, they didn't seem to be struggling against the force of the river but were easily bobbing up and down. Rainbow Dash approached the nearest pony and reached down to pull her from the water but it slipped from her grasp and flipped back into the water. The two ponies stared in shock and horror at the long snake-like appendage that existed in place of the pony's back legs and tail and the flippers which attached where forelegs should have been. "I-I don't have words for what I'm seein'!" Applejack stuttered.

"What... what are they?" stammered a confused Rainbow Dash.

"Silly, we're the seaponies." The second seapony called out, raising her body from the water enough so the two could see her waving fins. She noted the perplexed look the two ponies gave her. "Applejack, surely you remember us?"

"How- how do you know my name?" Applejack stuttered. The three seaponies gathered in and seemed to confer for a moment.

"You don't remember us?" the light blue seapony inquired. "But you haven't aged a day, we couldn't have been asleep for that long."

"I reckon I would remember anypony that looked like ya'll."

"What about Megan? She would recall us. Where is she?" the pink seapony suggested. Rainbow Dash looked at Applejack.

"Who's Megan?" She whispered.

"How should I know?" Applejack whispered back. The seaponies seemed at a loss.

"How about Firefly? Or Northstar? Or Medley? Or Windwhistler?" The yellow seapony begged.

"Well I don't -" Applejack began but Rainbow Dash pushed her aside and exclaimed excitedly.

"Wait - I know those names! You mean General Firefly and the first Wonderbolts?" The seaponies looked at each other, perplexed. Rainbow Dash continued, flying up in her excitement "General Firefly - purple pony, blue mane, awesome blue lightening bolts cutie mark?!"

"Yes! Is she with you?" the yellow seapony asked.

"Ummm... no." Rainbow Dash slowly returned to a sitting position on the ground.

"I don't know how to tell ya'll this, but it's been 1000 years since General Firefly led the Wonderbolts." Applejack's tone was somber. The seaponies gasped and looked at each other. The blue one spoke,

"You mean we've been under that Draconquus's spell for 1000 years? This can't be! Then you're not Applejack?"

"I am Applejack, but I reckon I'm not the one you know. I was named for the founder of the Apple family - I don't know anything else about her though. Ya'll say she looked like me?" Somehow this struck a chord with the seaponies.

"Yes, we knew her! You are her very image!" The pink one replied.

"It was she who first discovered the world of the seaponies." The yellow one added.

"So there are, like, more of you?" Rainbow Dash pointed a hoof at the seapony.

"Oh yes! Girls!" The blue seapony indicated to the other two who dove back into the water. "My name is Seawinkle, and those are my friends Wavedancer and Seaspray. And these -" she indicated to the roiling water that had appeared around her, "are the seaponies!" A rainbow of colors and melodic sounds burst out from all around her.

"Sha, sha la la sha la la la

Call on us! Call on us! When you're in a jam no need to fuss, call on us!

we were trapped underwater and frozen from view

you delivered us now we'll deliver you

Sha, sha la la sha la la la"

The seapony group pulled a massive clam shell from beneath the surface of the water and opened it revealing a large space easily big enough to ferry the large group of ponies across. Applejack and Rainbow Dash stared with mouths agape then looked to each other and back at the shell. The seaponies motioned for them to step onto the clam.

"Come along, climb aboard! On the seaponies you can depend,

We're always happy to help our friends.

Call on us! Call on us! When you're in a jam no need to fuss, call on us!

Sha, sha la la sha la la la"

"Oh-kay" Rainbow Dash said, sitting, staring stunned at the completely unexpected and well choreographed musical number.

"Come on Rainbow Dash!" Applejack called out from the clam, where all the other ponies waited "Time's a-wastin'!".

"Right!" Rainbow Dash sprung up and flew over to the clam, landing next to her compatriot. The Seaponies surrounded the shell and easily pushed it across to the other side.

Chapter 9

Chapter 9

Reunion

Rarity stared, her mouth agape, at her lush surroundings. Surely they could not be underground! And yet she could see no other option - it was as though the door had been a portal into another world! Out of the corner of her eye she registered movement. A large, shadowy figure lurked underneath a tree. "Pinkie," she whispered, reaching for her friend. "I don't think we are alone. Something's under that tree."

"Maybe we could ask them what it is." Pinkie Pie helpfully suggested.

"Who-" Rarity turned to see that she and Pinkie Pie were completely surrounded by snarling massive grey armadillo-looking creatures with huge claws and sharp teeth being rode by fluffy dog-like creatures whose most outstanding feature was their large, bulbous noses. "Pinkie..." Rarity backed against the pink pony in terror.

"Here, allow me to try talking to them," Pinkie said with a flourish. She approached one of the creatures. "Ahem." she cleared her throat delicately. "Gargle Snort Grumble Glarp!" Pinkie Pie snarled, contorting her face in the most preposterous ways with every syllable.

"What did she say?" the blue fluffy creature looked to his compatriot.

"I don't think she said anything." a yellow one disagreed.

"She said to gargle snore gumball glop." the green one interjected.

"What does that mean?" an orange one asked.

"How should I know?" answered the green one, shrugging.

"Do you understand what we are saying?" Rarity ventured, cautiously.

"We understand you, but not her." the blue one indicated to Pinkie Pie who was still attempting to make contact with a variety of grunts and snorts. The armadillo-creatures looked at each other, confused. Rarity sighed,

"I'm not sure anyone does. Where are we?"

"You're in Furbobbia. We're the Furbobs and these are our friends, the Stonebacks."

"Are they dangerous?" Rarity asked warily as one of the Stonebacks approached her, snuffling gently.

"Nah, wouldn't hurt a fly." the blue one answered.

"Well maybe a fly." the yellow one countered.

"No, never hurt a fly." the green one contradicted.

"I've never heard of Furbobbia before. How long have you lived here?"

"For as far back as any Furbob can remember. Our great great great grandfurbobs built this land with the Stonebacks. Our tunnels go far and wide to every part of Ponyland."

"Ponyland? I don't understand, do you mean Equestria? You've lived underground for all this time? How come we have never seen or heard of you?" she inquired, quite confused.

"I don't know what you surface dwellers are calling it these days. We haven't left Furbobbia in ages - there hasn't been any reason to."

"Nope, no reason." a pink one agreed.

"None at all." spoke the yellow one. 'Well, at least they seem to agree on something.' Rarity thought.

"My name is Rarity and this," she said gesturing towards the now upside-down pink pony who was still attempting communication with a Stoneback. "Is Pinkie Pie. You said your tunnels go to all parts of Equest-Ponyland," she corrected herself for the sake of her audience's comprehension. "could you help us get to the ancient castle?"

"Sure!" the yellow one said. "It's this way!" he pointed toward a tunnel to the left.

"No, it's this way!" the green one indicated a tunnel to the right.

"You're both wrong, the fastest way is that way!" a pink one pointed in an entirely different direction.

"Ugh." Rarity groaned as the Furbobs descended into quarreling with each other.

"Thank ya'll, we're much obliged for your help." Apple Jack drawled to the seaponies.

"You're welcome, and if you ever find yourselves in trouble again just use this seashell to call us." Seaspray threw the shell to Apple Jack who put it in her pack. The ponies waved goodbye as the seaponies disappeared into the depths of the river.

"Soooo what just happened here?" Rainbow Dash still looked dazed by the whole event.

"Ah'm not sure but Ah reckon those were the strangest ponies I ever did see." Apple Jack replied. "We should probly get a move on, I don't like the look of those storm clouds." she said indicating the mass of black clouds flashing red in spots where lightening connected. The thunder roared causing the ponies to jump.

"Yeah, I'm thinking we should head out." Rainbow Dash agreed.

"So, you say Equestria used to be called Ponyland?" Rarity inquired of her blue guide who rode beside atop a Stoneback. Despite many offers of assistance she had opted to only have one Furbob, Whistler, accompany her - their contrarian nature left her head aching.

"Yes, a long time ago back when Furbobs used to go to the surface world."

"What changed?" Rarity asked.

"Here, I'll show you. We're almost at the story wall our ancestors painted." Turning a corner they saw a large, crudely drawn mural.

"Ooo pretty" Pinkie Pie said, wide-eyed. The first panel showed a group of insect like ponies fighting a group of ponies who stood beside the furbobs and stonebacks.

"There was a war against a big dark army. The furbobs fought alongside the ponies." there was a snort. "And the Stonebacks. But the army found Furbobbia and so a Unicorn named Sparkler sealed the door with a spell only she could break." Whistler indicated a picture of a pale blue unicorn, whose flank was bedecked with diamonds, using her magic on a door Rarity recognized. "She said she'd come back when it was safe but she never did. So we never left." the furbob explained walking past a picture of the inhabitants of Furbobbia merrily at leisure in their underground world forgotten by those who inhabited the surface world.

"I wish I could report it was safe to return to the surface now, but it seems there is some trouble brewing." Rarity replied.

"It's ok, we're happy in our little world." Whistler replied merrily, leading them further on. "The castle should be just around this bend."

Twilight Sparkle was the first to arrive at the castle. "Alright everypony, let's get inside before that storm breaks." she order, her eyes scanning the ominous dark clouds overhead.

"Has anyone seen Junebug?" a stallion asked.

"What about Roma?" another inquired. Names of missing ponies began to ring out among the crowd.

"Now, now, everypony calm down." Twilight Sparkle said, trying to contain her own growing nervousness. "They just got seperated but they'll be along shortly... I hope" she added in a whisper. Suddenly she heard a triumphant whoop, her heart soared as she saw Rainbow Dash flying corkscrew patterns in the sky above. Below, Apple Jack crested the hill top, behind her the remainder of Ponyville. The ponies filed through the castle entrance while Twilight Sparkle check off name after name "Mr. and Mrs. Cake, Poundcake and Carrot Cake. Randolph. Toe Tapper..." - as the last of the ponies entered, Twilight Sparkle looked over her list with concern. "Rainbow Dash, have you seen Rarity or Pinkie Pie?"

"Weren't they with you?" Rainbow Dash asked.

"Pinkie Pie was, but she must have gotten separated during the attack."

"Rarity was with me." Fluttershy whispered nervously. "I lost sight of her when we were running. Oh I do hope they are okay."

"It's getting late, we'd better form a search party." Twilight Sparkle spoke authoritatively. "Apple Jack, you and Fluttershy team up to cover the east side of the forest. Rainbow Dash, you and I will take the west side. Now we'll need a sign to alert the others if we find them."

"There they are." Apple Jack said.

"I'm not sure if that will be loud enough, but good thinking." Twilight Sparkle answered, lost in her plans.

"No, I mean there they are!" Apple Jack repeated pointing Twilight Sparkle's head to a hole in the ground where a large rock had been rolled away and was replaced by Pinkie Pie, who was assisting Rarity in climbing from the pit.

"If I never see another underground tunnel in my life-" Rarity sputtered, losing her footing and falling back into the hole.

"Pinkie Pie! Rarity!" Twilight Sparkle cried happily.

"Oh hi guys!" Pinkie Pie waved cheerily, dropping Rarity.

"How'd ya'll get in that hole?" Apple Jack inquired, coming to Rarity's aid. With the help of the others they were able to pull Rarity out.

"It's a long story I would prefer never to think about again." Rarity stated, attempting to brush the dust from her fur. "Oh, look at my mane! It's absolutely ruined!" she cried. Pinkie Pie bounced up and down, eager to tell the story,

"Well first we were being chased by timberwolves." she imitated a growling Timberwolf. "Then we rolled down a hill into a door." she tumbled over mimicking them splatting into the door. "Then Rarity opened the door and we slammed it on those bullies." she mimed slamming the door with the inexplicable sound of a door slam at the end. "And that's where we found the furbobs!" she proclaimed with a grin.

"What's a furbob?" Rainbow Dash asked. Rarity gestured to the hole - the ponies looked in.

"Hello." Whistler said with a wave, the stoneback mutely parroted the motion.

"Gah!" Rainbow Dash fell backward.

"Oh look how cute they are!" Fluttershy beamed swooping up the blue furbob and nuzzling it.

"Ack!" the critter squawked in surprise.

"Better put him down Fluttershy." Twilight Sparkle advised. "I don't think he likes flying very much." Fluttershy did as she was bid.

"Thank you." Whistler sighed, as his paws touched the familiar ground.

"You're one of the creatures in my book!" Twilight Sparkle exclaimed, producing the text and flipping to the page that held a sketch which unmistakably resembled the furry creature in front of them. She turned to show him, "See."

"Hey, it's me!" the creature exclaimed. "And there's our cousins, the Bushwoolies." he said pointing to the furry mops of creatures with their only other visible features being their long arms and large eyes.

"Those are your cousins?" Twilight Sparkle inquired.

"Yes! But we haven't seen them since we were sealed underground. I hope they're okay." Whistler answered.

"Me too, but I've never even heard of them." Twilight Sparkle replied.

"Anyway, I should be getting back home - being above ground gives me the willies." the furbob said with a shudder. The ponies bid him farewell, but just before Rarity replaced the rock they had come from under Whistler reappeared, "If you ever need any help, don't hesitate to call on us. You ponies helped us once and we'd be happy to return the favor."

"Thank you, Whistler." Twilight Sparkle said, gratefully as the furbob once again disappeared from view and the hole was sealed.

"Ah reckon this has been the strangest day ah've ever had." Apple Jack declared. "Timberwolves, Seaponies, Furbobs, weird books - what next?"

"I don't know, but I think it's time we asked Discord for help. If anyone would know what's going on around here it would be him."

"You called?" a slick voice from behind them caused them to jump. There, relaxing on the castle balustrade propped up on one elbow, lay Discord.

Chapter 10

Chapter 10

Discord's Warning

"Now really, you ponies should know better than to wait so long to ask for my help." the Draconoquis sneered. "Hello Fluttershy." he waved sweetly, his eyes large with thick, long lashes.

"Discord, tell us what's going on around here?" Twilight Sparkle demanded.

"How should I know? I've been on vacation." he answered, lifting his shades to see the ponies more clearly. He was suddenly dressed in a Hawaiian shirt sipping a brightly colored drink topped by an umbrella. Just then a bolt of red lightening struck near where he reclined. He looked to the massive crimson-hued thunderhead approaching their position. "Oh, well it's been very nice chatting with you. Now if you'll take my advice I would recommend leaving Equestria with all due haste." he shot out quickly. In one hand there appeared a large brown suitcase leaking a shirtsleeve - he picked up Fluttershy as though she also were a handled suitcase in the other. "Anyhow toodle-loo." the lasso landed over him before he was able to disappear. Applejack pulled it taut,

"Now you wait just one cotton pickin' minute."

"Fine fine." Discord grumbled pushing the lasso off from around him. "If you insist."

"Who is the Master? And what is his throne?"

"The Master - oh you remember him." He transformed each trait onto himself as he listed off the parts, "big horns, horse body, face only a mother could love." he held up a picture of a female version of the monstrosity wearing an old polka-dot dress, round glasses, and a grey bouffant hairdo. The image in the photograph took one look at his face, shreiked, and fainted dead away. "Well, perhaps not."

"Tirak!" Twilight Sparkle whispered.

"Ding ding ding! Tell the pony what she's won!" Discord announced taking on the form of a Game show host, a second, female Discord wearing a slinky sparkling dress and long blond hair guided Twilight Sparkle toward a screen on the game show set which had suddenly appeared from nowhere.

"You have won a lifetime of servitude to your new overlord!" the female Discord replied breathily. An image of the ponies laboring, exhausted and filthy in a mine played on the screen.

"And that's not all!" Discord intoned.

"You've also won these lovely chains. The perfect accessory for all slave labor occasions. Whether you're breaking rocks or building giant statues of tyrannical despots these all-purpose, weather-resistant chains will ensure complete obedience - or else!" the smiling female supplemented showing off a set of thick iron chains.

"But we defeated Tirak and sent him back to Tartarus!" Twilight Sparkle protested.

"Don't you ponies know anything?" Discord sighed. "That was merely a test of your powers."

"So, we beat him once, we'll beat him again!" Rainbow Dash declared punching the air.

"Oh, it is not nearly as simple as that."

"What do you mean?" Fluttershy shyly interjected.

"Well, you see, he's coming to reclaim his throne."

"So? What's the big deal about that?" Rainbow Dash argued.

"Because," Discord replied, pointing to the cloud. "That is his Kingdom."

"He comes from a cloud?" Pinkie Pie laughed. Discord wiped his face with his hand in frustration, causing it to contort up and down with his movement.

"No, it's what's in the cloud." lightning flashed and the ponies could make out the distinct shape of turrets jutting out from above the grey fluff.

"What is that?" Twilight Sparkle breathed.

"Tambelon."

"Tambelon?" A filmstrip complete with projection screen appeared. Discord hit the play button and a nasal voice began to narrate the grainy black and white projection.

"Yes Tambelon, the city in the clouds, home to the King and Queen of the eternal city." the film showed a rather pleasant pair of smiling humans in full royal regalia sitting on large thrones, around them two young boys, one with light brown hair and the other with black hair, played. Standing beside them a disapproving man with a beard stared down at them, on the other side a younger, long-faced man smiled on. "Tambelon was a happy place until the King and Queen died leaving the princes in their stead. The older Prince wanted all the power in Ponyland under his control and made a pact to join with the Lord of Darkness in order to take over the entire land." The image changed to a young man with light brown hair topped by a crown being struck in his chest by a bright light while above him a large, horned black shadow hovered, its tail rising up from a book. It's fearsome clawed hands seemed to be controlling the lightning striking the boy. "Consumed by darkness the Prince turned all the people in his kingdom into beasts," The film shifted from one picture of humans to one exactly the same filled with monstrous creatures where the humans had been. "including his younger brother." the film showed the black haired young man transforming painfully into a large simian beast. "But the dark magic transformed him as well and his heart was filled with hatred for all things bright and good - especially the Ponies of Ponyland who lived below." the film cut to an image of frolicking ponies kicking up their heels and capering about. "The Prince and his brother set out to capture the ponies and turn them into his army of darkness. But while he was gone the source of Tambelon's power was stolen by his vizier Grogar. The ponies were able to banish the kingdom of Tambelon" there was an scene showing a pony ringing a bell "and defeat the evil Prince and his royal vizier." an image of the rainbow of light flew across the screen before the film ended and the screen turned to white.

The ponies stared at the white screen, stunned.

"So are ya sayin'..."

"Yes, yes, Tirak is the true ruler of Tambelon and now that it has reappeared he can reclaim the power of Tambelon and unite it with the power of darkness thus allowing him to seize control over all of Equestria with his army of Changelings. Keep up Apple Jack, really!"

"The Changelings work for Tirak?" Spike interjected. Discord sighed heavily,

"Yes, the Changelings work for Tirak. Remind me again how you ponies ever survived without my benevolent guidance?"

"And the humans used to live in Tambelon until Tirak changed them all into monsters?"

"Ugh! Humans used to live all over Equestria, the place was practically infested with them - sheesh, you ponies! You haven't seen something in a thousand years and suddenly it becomes a superstitious legend!"

"So how do we defeat him then?" Twilight Sparkle asked.

"You'll need the Rainbow of Light-"

"Check!" Rainbow Dash declared. Discord rolled his eyes.

"Do I have to tell you ponies everything? That's the Rainbow of Power, not the Rainbow of Light. And besides, you'll need the power of the sunstone too."

"The sunstone?" the ponies and Spike said in unison.

"So where do we find this Rainbow of Light and Sunstone?" Twilight Sparkle demanded.

"How should I know? They were gone by the time those ungrateful ponies asked for my help."

"Some help." Rainbow Dash muttered.

"I am wounded by your accusation!" Discord cried with a hand draped dramatically over his eyes.

"Well, you did enslave all of Equestria." Fluttershy offered gently.

"Et tu Fluttershy!" Discord said, a knife stuck in the back of his toga.

"I'm so sorry, I didn't mean to hurt your feelings." Fluttershy apologized.

"Oh Fluttershy you know I could never be mad at you."

"Do you know who might possibly know where the sunstone and rainbow of light might be."

"Ask the Moochick. He always has his nose in everyone's business."

"What's a Moo-chick?" Rainbow Dash demanded.

"He's not a what but a who. And a very annoying who at that."

"Well where can we find him?" Twilight Sparkle inquired.

"Try the old ruins. He used to skulk around there a lot. Anyhow, I really must be leaving, I don't particularly wish to slave away in darkness for all eternity. Sayonara ponies!" He declared with a wave as he disappeared.

"The old ruins!" Rarity cried. "But they're supposed to be haunted!"

"Don't worry, I'll protect you Rarity." Spike volunteered.

"Guys, we've been over this before - there's no such thing as ghosts." Twilight Sparkle said reassuringly.

"That's a lot easier to believe when you aren't in the old ruins." Rarity cried.

"We don't have a choice, Rarity. We have to find this Moo-chick and see what he can tell us."

"Well then, let's saddle up and get the hay outta here!"

"Yeah!" Rainbow Dash agreed.

"Wait, what about the castle?" Spike reminded Twilight Sparkle who had already begun walking with the others.

"Spike, you stay and guard the castle." Twilight Sparkle answered offhandedly.

"But... but... who will protect you from Tirak?"

"Don't worry, Spikey Wikey, we'll be back before you even have time to miss us." Rarity said, smooshing his cheeks about his face.

"Okay... if you say so." Spike looked about nervously.

"Thanks Spike!" Twilight Sparkle called back as they continued towards the old ruins.

"You're welcome." Spike's reticence caused his voice to waiver slightly as he bid them goodbye with a clawed hand. Looking back, he watched the ponies of Ponyville running back and forth about the Castle courtyard. "Oh great." he muttered. "Now what do I do?" He sighed, raising his voice he announced: "Okay Ponies here's what I need you to do..."

Chapter 11

Chapter 11

Paradise Estates

The old ruins sat only half hour's walk from the Castle of the Two Sisters, yet the forest around it was so dense and spooky no pony had ever dared to traverse it. Even in the fading daylight it was black as pitch. Strange blue lights glowed as in the distance.

"Ooo how pretty!" Pinkie Pie squealed, walking over to a light that instantly flashed out at her approach. "Where'd you go?" the perplexed pink pony called. A little ways off another appeared. "Oh there you are!"

"We've been walking for hours," Rarity complained. "Are you certain we're going the right way?"

"The map says the ruins are this way" Twilight Sparkle answered turning the glowing map this way and that as it floated in front of her.

"I don't know about ya'll but this part of the Everfree forest gives me the willies." Apple Jack stated glancing back and forth from one side of the dark enclave of trees to the other. "Maybe you should fly up and have a look around, Rainbow Dash."

"Be back in a flash!" Rainbow Dash declared.

"Wait!" Twilight Sparkle cried out; Rainbow Dash froze mid-take-off. "If Tirak really is back we can't let him know where we're going. We've got to lay low."

"That's right, lay low!" Pinkie Pie crouched down, crawling along the ground. "Real low..." She approached a bush which suddenly shook. "Eek!" she cried out falling backwards onto the other ponies, knocking them into a pile. The bush continued to shake.

"What is that, do you reckon?" Apple Jack asked nervously.

"I don't know, but whatever it is, we can take it." Rainbow Dash postured. "Come out of there!" she demanded.

"Okay, okay," came a familiar voice. A small pink dragon fought to disentagle himself from the brush.

"Spike!" they cried out in relief.

"If you wouldn't mind, I could use a hoof." he said through gritted teeth, pulling against a particularly thick vine coiled tightly around his arm.

"Here let me get that." the vine glowed as Twilight Sparkle unraveled it.

"Thanks Twilight." Spike said gratefully, rubbing his freed limb.

"You really should be more careful Spikey Wikey; it's too dangerous to be traveling out here alone."

"Not for a dragon like me." Spike replied proudly.

"Weren't you supposed to be helping out at the castle?" Twilight Sparkle suggested.

"Oh, I got somepony else to do that."

An annoyed Discord sat among a small herd of tiny foals who seemed very interested in climbing all over him. "That is the last time I ever bet on a game of Dragon Chess - what is Dragon Chess anyway? Ouch!" he cried pulling Carrot Cake from under him. She smiled at him. "Oh what are you smiling it?" he muttered. A frying pan clocks him in the head with a resounding clang. Discord hears laughter above him and turns to see Pound Cake, glowing orange frying pan still cradled between his hooves. Hearing laughter he looks to the unicorn filly still in his hand. "This is your doing isn't it?" she nodded, her brother fluttered next to her. "I think this is the beginning of a beautiful friendship." he grinned slyly. "And you are so cute!" he declared nuzzling the little babies.

"So how much longer until we get to the ruins?" Spike asked, stretching.

"They should be just over this next hill- woah!" Twilight Sparkle stopped dead at the crest of the hill causing Spike to crash into her legs.

"What is it, Twilight? Oh!" Fluttershy and the others stood dumb beside their friend, mouths agape. There, before them, stood the remains of what must have once been a grand building. Faded pink walls and white columns marked its former glory. A rusted metal gate hung from the remains of a wall. Within the recessed area of what might have once been a fountain or even swimming pool sat, filled with rubble;

"This place is creepy." Rainbow Dash whispered as they walked by.

"Discord said the Moochick would be here - somewhere." Twilight Sparkle said hopefully.

"Twilight, I don't think anypony's been here in years." Rarity said, brushing off an errant vine.

"But he has to be here! We need him so we can find the Rainbow of Light! Mr. Moochick! Mr. Moochick!" she called, her hope quickly turning to desperation. "Mr. Moo-"

"No, I think not." a shadowy figure rose from behind a pile of brush to reveal his full enormity. Red cloven hooves pawed the ground, "I think not."

"Tirak." Twilight Sparkle whispered backing up a few steps before finding herself among her friends who had lined up to protect her. Seeing them about her she gathered her courage, "We defeated you once, Tirak, we can do it again." Tirak let loose a deep laugh that ended as abruptly as it had began,

"Defeated me? No. It was not yet my time. I merely devised that little game so that you would reveal the full extent of your powers - and I must say, I was not the least impressed. Though I was not expecting you would reveal the location of the traveling rainbow that was - oh how should I put it? - and unexpected delight. Now I shall be able to spread my dark reign throughout the realms."

"Now you wait just a galldarn minute-" Apple Jack started before a dark red cloud swept her into the air where she struggled to right herself.

"Oh yes, I remember you- what did she call you again? Oh yes "AppleJack!"" the name he cried out in the imitation of the shrill scream of a girl.

"You let her go right now!" Twilight Sparkle demanded as Tirak turned her friend about above their heads still twisting in the dark red coils of cloud.

"Or you'll what?" he shot her a glare of pointed disinterest, as though she and her friends were no more than pesky flies that might be swatted at any moment should he wish it.

"Girls." Twilight Sparkle warned, her eyes glowing. The others, save for Apple Jack (who did as best she could) readied themselves, their cutie marks aglow. Tirak laughed, loosening a bag from his belt he spilled forth the contents. The blackness swept over them, causing them to tumble backward, it traveled to Apple Jack in a large black band. It hesitated a moment before the airborne pony before wrapping itself around the ball of red cloud.

"What the hey!" Apple Jack cried just before the darkness enveloped the ball and her within. The ball grew, flames visible between the circling bands of black - the blackness retreated to the bag and where Apple Jack had been stood a large dark dragon with massive tusks. It let out a horrible shrieking roar.

"Come to me my pet." Tirak commanded, the dragon obeyed, allowing Tirak to pet its fearsome head. The ponies stood transfixed in horror. "Now then, my little ponies, it is time the rest of you learned the true power of darkness- gah!" Just as he had begun to loosen the bag again something pulled a basket over his head. On top of the basket stood a small brown rabbit who motioned to the ponies,

"I think he wants us to follow him." Fluttershy interpreted. The rabbit shook his head vigorously bouncing off his perch, once again pushing the basket further over the villian's head. The ponies took off in a run after the creature,

"But what about Apple Jack?" Rainbow Dash argued.

"We'll have to come back for her. There's nothing we can do, now." Twilight Sparkle shot back as they rounded a corner, Spike holding onto her neck for dear life.

"Or she'll come for us!" Rainbow Dash cried looking back; the dragon that had formerly been Apple Jack was crashing through the trees behind them bellowing its high pitched roar. "Run!" The five ponies doubled their speed but the creature still gained. The rabbit waved them into a clearing that possessed several large toadstools the dragon only seconds behind.

"Stop you poor corrupted beast!" the voice of an old man cried from behind them. Looking back, they saw a small, elderly gnome wearing a large mushroom for a hat and brandishing a walking stick at their former friend. The dragon struggled but seemed unable to pass beyond the edge of the clearing.

"Ah, the Moochick - so this is where you've been hiding." Tirak smirked as he caught up to his pet.

"Yes, until now. Now is the time we defeat you once and for all." the old gnome waved his stick threateningly at the centaur.

"I doubt that, old man. Behold my power!" Tirak loosed the bag and the dark coil of black lit by blue streaks of lightning flew out. It made for the gnome who stood before it as though unafraid. The darkness spread out over the clearing forming the outer impression of a dome.

"No need to fear ponies, Tirak and his dark magic cannot enter the Mushrom while the Rainbow of Light still exists in the world." the gnome merrily reassured the cowering ponies as Tirak raged outside the bubble.

"You may think you are protected by your magic Moochick, but rest assured I will be back once I have corrupted all that is good and light in this world and then I will destroy you!" Tirak spat vehemently, calling back the darkness. Climbing aboard the dragon that was once their friend, he flew off into the heart of the storm.

"A good riddance!" the gnome called out, waving his hat. A troubled look crossed his wrinkled face, "But he will be back. We don't have time to waste. Well come on." he said waving the ponies to follow him."

"Are you... the Moochick?" Twilight Sparkle was the first to find her tongue.

"Oh yes, I'm sorry, where are my manners!" he seemed more a doddering old man than a powerful wizard. "Yes, I am the Moochick, and this is Habbit whom I believe you've met." he said, indicating to the brown rabbit who held the door for them. A small black rat holding a broom began squawking angrily at the group, "Oh, and this is Reeka, my housekeeper - don't worry about her, she's just cross I didn't tell her we were having company. So now, what brings you to my Mushrom?"

"Well Discord-"

"That trouble maker! Don't tell me he's still around?"

"Unfortunately." Rainbow Dash muttered.

"He's reformed now." Fluttershy defended her friend. The Moochick looked to Twilight Sparkle dubiously who nodded in confirmation.

"You don't say. So why did he send you here?"

"He said you would know how to stop Tirak." Twilight Sparkle answered.

"I would? Oh yes, I would!" the abstracted gnome walked into another room. The ponies watched, perplexed. A moment later he popped his head out the door, "Well, aren't you coming?" The ponies nodded and followed him through the doorway.

Chapter 12

Chapter 12

The Moochick's Tale Begins

"Alright my ponies, gather round, gather round and look into the pot." the Moochick waved them to a large boiling pot at the center of the room. "Now tell me what you see?" Various objects floated and sunk in the bubbling surface.

"Ummm... carrots?" Rainbow Dash answered, dubiously.

"Yes, carrots, precisely! Wait! No! Wrong pot!"

"Mmmm smells yummy!" Pinkie Pie exclaimed, her pink nose sniffing the vegetable perfumed air. The Moochick pushed them, including a struggling Pinkie Pie who seemed determined to get a bowl of the stew for herself, into the next room where a larger black pot burbled with a strangely colored liquid.

"Sorry, that was my lunch." he confessed sheepishly. "Here now, Reeka, show them." The fat black rat hopped onto the stool and, grabbing a spoon, began stirring the pot. She stopped,

"There now, tell me what you see." the Moochick repeated. Twilight Sparkle squinted her eyes as the cloudy liquid began to clear showing a strangely familiar shape,

"Why, why it's Equestria! But it looks different somehow." she tilted her an an attempt to discern what it was about it that seemed so out of place.

"It's Equestria alright but where's Manehatten?!" Rarity cried out; the first to notice the alteration. "Or Baltimare, or Vanhoover?"

"Where's Cloudsdale?!" Rainbow Dash exclaimed. Now Twilight Sparkle saw it, she scanned the entire map just to confirm,

"Where is everypony?" she uttered.

"This was Ponyland, Equestria as you now know it, it was a dark place of sorcerers and evil magic." Images of ponies cowering before warlocks and witches flashed before their eyes in the brew. Some of these were animals but a few appeared... almost human! A trio of human witches, two of them seeming quite young, harassing a pony with magical bolts appeared,

"Reeka! Vanity!" the rat's grin fell, her plump cheeks glowed a faint pink as she grumbled some unintelligible curse. "the ponies were at the mercy of the sinister Tirak and his darkness until Megan came and released the power of the rainbow of light, banishing Tirak and his evil influence from the land." The ponies watched as a young blond girl released a rainbow that was devoured, then devoured the darkness the beast they knew as Tirak released from his bag, defeating him and banishing him from the land. "Megan broke the curse on the land and ushered in a new era of hope for the ponies. The curse upon the stallions which forced them to forever race across Ponyland only to return one day a year was broken and families began to emerge." a scene of a pony family with twins capering about the meadow appeared. "Foals were born and given new names for there were more than enough to carry on the ancient names from one generation to the next. An alliance was made with the Flutterponies," the scene from Twilight Sparkle's book came to life in front of them with the blond girl speaking with the butterfly-winged ponies. "and the witches and wizards who still practiced the ways of darkness were defeated. But the darkness still lived on in the hearts of some..." The image seemed to settle on the face of the pale pink maned yellow flutterpony,

"Where are you off to today, Morning Glory?" she asked, a light blue flutterpony with a gold mane stopped midflight, as though caught about something she had hoped not to be noticed in. She turned, smiling the broad, nervous smile of one who intends to disguise a falsehood as truth but has utterly no skill in the practice.

"Only to the Eastern meadow to check on the lilies, Queen Rosedust."

"I believe East is in the other direction. You were going South" Queen Rosedust corrected.

"Umm yes, of course." Morning Glory replied sheepishly rubbing her mane with her forehoof. "I guess I got a little confused." The Queen smiled on her flustered subject,

"Then go, I expect a full report when you return." the blue flutterpony let out a sigh of relief and began to fly off toward the East. "Oh! And Morning Glory," Queen Rosedust added, the blue pony instantly froze. "Do try to avoid any wells." Morning Glory nodded her pink cheeked face.

"You know she's not going to the Eastern meadow." a suspicious sounding pink flutterpony accused.

"Yes, I imagine she intends to visit the ponies at Paradise Estates. But at least now she shall look in on the lilies before she goes."

"I don't like it, it's too dangerous. She could be captured."

"I know, Honeysuckle; but if I try to keep her in Flutter Valley she will only be more anxious to leave it. At least this way we know where she is going."

"Should I follow her?"

"Not this time, I need you to attend to the honey harvest. Queen Bumble and her subjects have been quite busy this year."

"Ah, so that is why you let Morning Glory go."

"Yes, while I know she would be glad to see Sting again I really cannot allow them to grow too close. It affects her ability to do her work." the pink flutterpony nodded, knowingly.

"I spent far too long in the Eastern meadow." Morning Glory grumbled as she flew over the still snowy mountains of the North. "Now I'm going to be late for the winter wrap-up party." An icy gust of wind blew her backwards, she tumbled head over hooves twice before she was able to regain her balance. "Oh, I don't like the look of that storm." she said, peering out from under her hoof at the dark grey clouds ahead. "I'd better get a move on if I want to have any chance of beating it."

It was too late before Morning Glory realized she had underestimated the speed of the storm. She found herself being tossed this way and that, buffeted by the snowy gales that refused to release her from their cruel play. "Woah-oh!" she cried as she tumbled, unable to right herself. "I'd better land before my wings freeze! But I can't even tell where the ground is in all this snow!" From somewhere beyond her she heard faintly what sounded like... music! "Or is it just the wind playing tricks on my ears?" she wondered aloud. She pricked her ears up to listen through the howling winds - No! It was definitely music - and the most beautiful music she had ever heard! Facing the direction from where the music seemed to be emanating, she fought against the force of the wind until finally, furious with her defiance, it deposited her in a snowbank. "Oh, my head." she moaned, rubbing her head with her hoof. The snow seemed much less terrible from here, soft flurries fell upon her nose and eyelashes. Pulling herself up she fluttered her wings to clear them of snow. She looked around at the vast expanse of snow drifts broken only by craggy grey rocks. "Where am I?" she wondered aloud. "Everything looks so different from the ground." she looked up into the grey sky, the howl of the wind made her shutter. "Well, I suppose I had better start walking. With any luck the storm will pass soon and I can get back home." But the storm refused to cease its fury. As Morning Glory walked on for what seemed near an hour her wings began to frost over with ice. "I hope I find someplace warm soon." she shivered. "Wait!" she cried, stopping short to listen. "There's that music again! But where is it coming from?" Her hope renewed, she ran towards the music. "Wait a moment! That's not music! That's singing!" Sure enough, as she closed in on the sound she could hear words emerging.

"Travel on dear moon, travel on through the night. Traverse the dark sky; its stars shining bright. For there is no rest for you till the sun shines its light; only for those who sleep safe in your sight. Away now dear moon-"

"Excuse me!" Morning Glory called out, still unable to see the maker of the music. "Excuse me- oh!" she cried sliding down the snow-coated edge of a stone landing at the feet of a large white unicorn stallion, his jet black mane waving in the wind, but it was his lilac eyes that sparkled even in the moonlight which most arrested her attention. He was, without question, the most handsome stallion she had ever seen. She stumbled to find her voice.

"Are you alright?" the stallion asked, helping her to her feet.

"I-I think so." she stuttered. "Was that you singing?" He smiled shyly,

"I didn't think anyone was around to hear that."

"It was lovely! If I could sing as well as you I don't think I would ever stop!" he seemed slightly embarrassed.

"Thank you." he answered. "My name is Night Moon."

"Mine's Morning Glory."

Chapter 13

Chapter 13

The Crystal Empire

"Where is she going?" Honeysuckle muttered to herself as she watched Morning Glory looking this way and that from behind a tree before quickly flying to the next hiding place in the early morning sun. As she peered out from the corner of a house Honeysuckle snuck up behind her, "What are you doing?" she asked incredulously.

"Oh nothing."

"It doesn't look like nothing." Honeysuckle accused. Morning Glory seemed to be searching for an answer.

"I'm just... practicing my hiding for the Spring Picnic with the ponies."

"Hide and Seek?"

"Yes, and you found me so I'll have to try again." she said quickly, rushing off.

"Hmmm..." Honeysuckle muttered as she watched the blue flutterpony fly to another part of Flutter Valley.

"Phew! That was close." Morning Glory sighed in relief as she flew over the snowy mountains. "I'll have to be more careful next time. Of all the flutter ponies I can't have Honeysuckle finding out - she'll go straight to Queen Rosedust." She redoubled her speed over the still, snowy plains.

"Morning Glory!" The white unicorn hailed.

"Night Moon!" she cried, soaring down to his side. They greeted each other with loving nuzzles. "I missed you!"

"I missed you too."

"Good Morning, Morning Glory." a second stallion, deep blue in color with a shimmering silver mane that matched his iridescent gold eyes, smiled at her.

"Star Song! I'm glad to see you again."

"We almost couldn't get away." he answered. "Father wanted our help preparing for the Crystal Faire."

"But when I told him it was you we were meeting... he felt we could do with a little break." Night Moon finished.

"I can't wait to meet him! You've both told me such wonderful things about him."

"I know he is eager to meet you as well. Will Queen Rosedust be attending our wedding?"

"Well..." Morning Glory hemmed. "About that..."

"You still haven't told her?" Night Moon looked stunned.

"Well, I still have time." she defended.

"The ceremony is next month."

"See, thirty whole days." she answered with a smile. Night Moon fixed her with a stern look. "I wish it were so easy; but I don't think Queen Rosedust would approve."

"You'd better believe she wouldn't!" Honeysuckle exclaimed, flying up to reveal herself from behind a snowdrift. "So this is what you have been up to! Well you had better get yourself home before Queen Rosedust finds out." she said pushing Morning Glory away from Night Moon. Recovering from her shock Morning Glory found her footing.

"No." she answered, standing her ground. Honeysuckle stared, stunned.

"Excuse me?"

"I said NO. I'm not leaving."

"But-but... you know what this means! Queen Rosedust will be furious!" she cried. "Morning Glory, this is madness! Please, what can I do to convince you to come home and forget all of this?" Honeysuckle pleaded.

"Nothing. Without Night Moon it would never be my home." Morning Glory was resolute.

"But... but..." Honeysuckle sought for answers.

"Please don't tell Queen Rosedust!" Morning Glory pleaded. "At least not until after we are married. It's only a week. Pretend you didn't see us."

"I can't - I can't do that."

"Please Honeysuckle!"

"I would wager," Star Song interjected - Honeysuckle stared open-mouthed at the stallion she had not yet noticed. "That it shouldn't hurt anypony to wait a week. I don't think these two are going to change their minds if you gave them one hundred years." Honeysuckle found herself unable to reply; Morning Glory giggled in understanding,

"Honeysuckle, this is Prince Star Song; Night Moon's half-brother. Star Song, this is Honeysuckle."

"Prince?" Honeysuckle finally managed.

"Yes. He and Night Moon are the sons of good King Sombra of the Crystal Empire." Morning Glory explained.

"It is a pleasure to meet you." Star Song said with a graceful bow.

"Yes. The same." Honeysuckle stuttered.

"I know you're probably very busy, but since you are here, would you like to see our Kingdom? We'd be honored to give you a tour." Night Moon suggested, picking up on Morning Glory's lead. Honeysuckle looked about, flustered, as though unsure whether to stay or go;

"I suppose it couldn't hurt..." she finally ventured.

"The Crystal Empire has flourished, undisturbed, for over a thousand years." Night Moon led the foursome through the streets.

"They say it is protected by the power of the Crystal Heart which was carved by the very first Unicorn ever to come to Ponyland." Star Song added to Honeysuckle.

"The Crystal Heart?" Honeysuckle asked.

"Yes, it magnifies the power of love giving all Crystal Ponies their sparkling eyes." Star Song answered. "A long time ago it used to light up the entire empire as though everything and everypony were made of crystal."

"Yes, but it seems like every year it grows weaker and weaker." Night Moon continued as they approached the giant blue spire in the center of town. Within it stood a Crystal Heart that flickered weakly with a blue glow. "If we can't find a way to restore its power soon we won't be able to protect the empire from the frozen snows and we will have to leave our home."

"That's what Night Moon was looking for when we first met."

"We'd heard stories of the Moochick; we thought, perhaps he could help us. But it is a long journey - we can't wink as far as we used to be able to and it requires more power each time."

"What did the Moochick have to say?" Honeysuckle asked. It was unbelievable she had scarcely even noticed Morning Glory's absence; but then with all the work in Bumbleland... How had Queen Rosedust failed to notice?

"He told us the magic of the Crystal Heart was being stolen but that dark magic prevented him from seeing who was doing it." Morning Glory continued. "Good King Sombra cast a spell to locate where the dark magic was coming from but to no avail - it only led us into a wall of ice."

"Whatever creature is stealing the magic must be powerful enough to interfere with father's magic."

"Or else vanish into a block of ice." Star Song added as they approached a large crystaline palace balanced upon four thick legs of iridescent gems. Below the castle, visible even from a distance, the heart-shaped stone seemed to twinkle.

"It's beautiful!" Honeysuckle said, awestruck, as she approached the flickering stone.

"Thank you." a tall snow-white mare appeared from behind the stone. She did not seem especially old, but something about her aspect told Honeysuckle that her heart had aged beyond her years. She fluffed her wings revealing a tear shaped shimmering stone surrounded by silver. "I see you have brought us a new friend, Night Moon."

"I believe she is Star Song's guest, mother." Night Moon answered, a glint of mischief in his eye.

"Is this true, son?" The white mare asked. Star Song colored slightly.

"Yes, mother. I suppose it is."

"Please excuse my son's manners for not granting us a proper introduction. I am Queen Tiffany, and who might you be?" despite her attempt at warmth, Honeysuckle felt a coldness from the Queen that made her shudder.

"My name is Honeysuckle. Pleased to meet you, your majesty." She replied with a bow.

"Likewise. Please make yourself at home while you are visiting my kingdom. Morning Glory, it is wonderful to see you again - we do hope you both will join us for dinner this evening." Morning Glory nodded. "Until then, I will leave you to your guides." she said, and, spreading her wings she flew up to the castle.

"Your mother is one of the six Princess Ponies?" Honeysuckle cried, dumbfounded.

"Yes, Princess Tiffany, ancestral ruler of the Crystal Empire and keeper of the blue wand of magic." Star Song said, mimicking his mother's haughty tone. "I am certain she will tell you all about it at dinner, if you come."

"Well... I'm not sure... I think we should get back before Queen Rosedust misses us." Honeysuckle hemmed.

"Perhaps another time then?" Star Song inquired, hopefully.

"Perhaps." Honeysuckle conceded. Her pink cheeks turning an even darker shade of rose.

"Then you won't tell Queen Rosedust?" Morning Glory asked eagerly.

"Well... no. Not yet, anyway. Does it always flicker like that?" Honeysuckle attempted to change the subject.

"It didn't before, but now it is becoming so weak... we fear one day it will go out entirely and not even the Crystal Faire will be able to restore it." Star Song answered, worriedly.

"Don't worry, we'll find out the cause of it." Honeysuckle reassured him, placing her own hoof upon his comfortingly. Star Song glance over at her and their eyes met. Both colored and turned away, embarrassed. The moment was not lost on Morning Glory and Night Moon, who looked at each other and smiled.

"I suppose our secret is safe, for now." Night Moon whispered.

"I suppose so." Morning Glory replied giving her special somepony a nuzzle.

Chapter 14

Chapter 14

The Birth of the Alicorns

The bubbling brew in the pot clouded over dark green and then cleared, revealing the Crystal Palace once again. A crowd of twinkle-eyed ponies lined the long red carpet down which two flutterponies in white gossamer gowns, crowned by sparkling crystal tiaras with translucent veils trailing, walked slowly toward a pair of handsome stallions who stood, smiling nervously, at the end. In the center stood King Sombra, a dark gray unicorn with a mane as black as midnight, and beside him, Queen Tiffany. Bright music played, announcing the arrival of the brides. The pair of flutterponies split off to their respective grooms. Morning Glory smiled shyly at Night Moon while Star Song gave his filly a wink causing her to pinken spectacularly. King Sombra stepped forward.

"It is my duty and my privilege to mark the end of this year's Crystal Faire with the wedding of my two sons to these lovely flutterponies. May they have many years of happiness!" behind him the Crystal Heart glowed with the joy and love of all those in attendance as the ponies of the Crystal Empire cheered loudly. "Night Moon, if you and Morning Glory would step forward." he indicated to the couple. "Prince Night Moon, eldest son of the Crystal Empire, do you take Morning Glory to be your wife?" Night Moon answered,

"I do."

"And Morning Glory, do you take Night Moon to be your husband?"

"I do."

"Prince Star Song, heir of the Crystal Empire, do you take Honeysuckle to be your wife."

"I do." the stallion replied.

"And Honeysuckle, do you take this headstrong young stallion to be your husband?"

"Yes." Honeysuckle answered shyly.

"Then if we have no objections, I pronounce you mare and stallion."

The Crystal Heart lit up the wedding with irredescent light. For the first time in many years the ponies of the crystal empire flashed with their true colors. King Sombra's eyes flared red for a moment and his stately smile transformed into a vicious grin. He shook his head momentarily and when he looked back toward the crowd it was his normal visage the crowd saw - had they been paying attention to him. Then, without warning the Crystal Heart ceased it's glowing. Everypony looked about, confused and frightened.

Suddenly there was the loud sound of wings flapping from above. Out of the sky descended an army of flutterponies and at their head was Queen Rosedust; fury blackening her features. Slowly she descended until she was flying just above the wedding party. Morning Glory and Honeysuckle quailed in the presence of their queen. The princes rushed forward to defend their brides but Morning Glory and Honeysuckle shot them looks that warned them.

"Stay back." Morning Glory warned.

"How dare you!" she whispered in a tone far more terrifying than any shout. "How dare you defy our laws and join yourselves to outsiders!"

"We beg your forgiveness, Queen Rosedust." Morning Glory apologized, her voice wavering. "It was my fault, please don't blame Honeysuckle!"

"I will forgive you, and allow you to rejoin your fellow flutterponies in Flutter Valley, if you leave now and swear never to see or speak of these stallions again. And you, Morning Glory, are never to leave Flutter Valley again." Queen Rosedust answered in such a way to suggest she believed the offer quite magnanimous.

"But they're our husbands!" Honeysuckle objected, rallying despite her terror. "We can't just pretend they don't exist."

"Honeysuckle's right. We won't leave them." Morning Glory announced defiantly. "If that means we can no longer see Flutter Valley, then so be it."

"Honeysuckle, what say you?" Queen Rosedust asked the pink flutterpony. Honeysuckle bowed her head sadly, in response. Queen Rosedust rose into the air surrounded by her army. "Then it is thus decreed. From this moment forward the Flutterponies Morning Glory and Honeysuckle are forever banished from Flutter Valley. No Flutterpony may see or speak to them for any reason on peril of banishment. Let this be a lesson to you all. Now let us depart." and just as quickly as they had come the Flutterponies departed, leaving Honeysuckle and Morning Glory to be comforted by their Princes. King Sombra stepped down from the dais and approached his weeping daughters-in-law.

"We are so very sorry; you are both welcome and beloved Princess of the Crystal Empire, now." he said consolingly. The crowd, still shaken from their experience, stood silently until one stallion from the back shouted out loudly,

"Yeah, we love you Princess Morning Glory, Princess Honeysuckle!" One by one other ponies joined in shouting their affirmations of love to the new princesses until the din grew into a deafening roar.

"Thank you." Morning Glory said, tearfully. "Thank you all."

"We love you too." Honeysuckle added. The Crystal Heart glowed brightly once again and, from his position consoling the princesses, King Sombra looked to the glowing stone and his eyes flashed red with fire.

"Honeysuckle, come quickly!" Star Song shouted as the Flutterpony approached the Crystal Palace. She landed gracefully.

"Is it Morning Glory?" she asked anxiously.

"Yes! You were almost too late." the stallion answered, happily leading the way from the palace balcony. "What news from Paradise Estates?"

"There was, apparently, some trouble with the witches this time. They were caught trying to cast an eternal sadness curse on the ponies - it was so bad Shady seemed downright cheerful. Anyhow, Northstar was able to avoid the worst effects of the curse by using logic to deduce the root of the problem but the sadness made her unable to fly which is why she sent for me. So I had to go over the Rainbow bridge to get Megan - she sure is heavy - she was able to use the Rainbow of Light to defeat the sadness and banish the witches back to their volcano." Honeysuckle looked somewhat concerned as she finished the story.

"I know that look. What is it?" Star Song asked.

"I can't help feeling like it was too easy. Oh well, we're here anyhow." she said approaching the door. Suddenly, there was a blinding flash of light! Crystaline colors covered the whole room around the ponies, they looked at each other - both sparkling as they had on their wedding day. A pale green comet trailed by a red, pink, yellow, and green tail flew across the hall, through the closed doors, and into the room where Morning Glory was - the crystal magic receding as it followed the strange ball of light into the room. An explosion of golden light, like stars, blew open the doors and showered onto the ponies. "Morning Glory!" Honeysuckle cried, rushing into the room. And there, calmly resting, lay Morning Glory. A little white foal yawned and curled up closer to her mother. Beside her a tiny midnight blue foal slept. Honeysuckle looked at the scene, bewildered. "Are you... Are you alright?"

"I'm fine." the new mother answered serenely. "Come, meet your nieces. This is Celestia," she indicated to the white foal, "and this is Luna." The miniature blue filly turned so her back was facing Honeysuckle. Her blue mane was famed in lilac and seemed to undulate with the stars of the night sky. Honeysuckle's mouth stood agape, her eyes as wide as saucers.

"I suppose it is a gift from the Crystal Heart, Celestia is the same except it is a rainbow. Like my mother." Night Moon added the last sentence sadly. Honeysuckle and Morning Glory exchange glances - this was the first Night Moon had ever mentioned his mother; neither had even heard her name mentioned. Before they could probe any further Luna, startled from her slumber, began crying, her tiny wings spread. Night Moon rushed to her nuzzling the tiny form, "There there, Luna, my precious little Luna." in a moment the foal was sleeping soundly.

"They have Pegasus wings and unicorn horns!" Honeysuckle exclaimed.

"Yes, I guess it's the Flutterpony in them that allows them to be all things at once. With both the magic of the Unicorns and the Flutterponies in them I believe they will have very powerful magic." Morning Glory answered. Celestia, not content to sleep, woke with a start and began tugging at Luna's ear, causing the tired filly to begin crying again. Star Song and Honeysuckle exchanged smiles.

"It won't be too long before it's one of our own." The stallion said.

"No, not long at all." Honeysuckle smiled back, nuzzling her husband.

Chapter 15

Chapter 15

The Mare in the Mirror

"I got it! I got it!" came the dull voice of the long, lanky red head as she ran up the stairs of the volcano holding a vial of dark liquid in her hand. A plump witch with black pigtails tackled her, catching the vial as it flew from her sister's hand.

"No, I got it!" she cried triumphantly, stepping on Draggle's head as she started up the steps. Draggle shot her sister an icy glare. As the plump witch continued her run from out of nowhere the red head swooped down from above and snatched the vial.

"No, I got it." she finished with a dull laugh. She was so caught up in her success she failed to notice the flat rock face before her. She crashed into it with a loud thud, her body flattened against it in a comically contorted position. The vial fell from her fingers and into her sister, Reeka's, waiting hands.

"Momma, momma, I got it!" she cried. Just then Draggle pounced upon her from above and the vial flew from her hands. Both witches grabbed for it but it tottered over the edge and fell. The witches let out a cry of horror.

"No, I believe I have it." the vial rose surrounded by an aura of red light. It landed neatly in the outstretched hand of the cloaked figure who stood next to the cauldron, accompanied by the ancient witch Hydia.

"You two girls are a disgrace to witches everywhere!" Hydia scolded the pair.

"We're sorry momma." the dull voiced witch said. Immediately she realized her mistake. "I mean Hydia! Hydia!" But she was too late for correction. Hydia waved her walking stick and turned her daughter into a newt. She picked up the newt by the tail and held it before her eyes.

"I just don't know where I went wrong." she said, her disappointment evident.

"We got the Ponies' Sadness." Reeka said, stuffing a half rotten fish into her mouth and chewing while she continued. "The plan worked just like you said, when the ponies' banished the sorrow spell we were able to collect it.

"Very good." the cloaked figure purred. "Now we only need one more ingredient to complete the spell."

"Then it'll mean the end of Fluttervalley forever!" Hydia exaulted. Waving her wand she pointed it at Draggle who had climbed partially up a wall to escape from her mother's cauldron. Instantly Draggle transformed into a human again and fell to the stony ground. "Think of it! No more Flutterponies!"

"I need you to get the Lavander and Pink wands from the Princesses Serena and Starburst. Their power is the final ingredient we need to finish the spell." the cloaked figure directed the witches.

"And once we do..." Draggle began,

"It'll be the end of Flutter Valley..." Reeka added,

"Forever!" the three witches cackled in unison.

The golden ball rolled across the floor to the little blue alicorn who reached out for it. Without warning, the ball glowed pale yellow and flew away from the child. "Daddy, Celestia won't let me play with the ball!" the filly cried.

"Celestia, don't tease your sister." Night Moon scolded.

"But Daddy!" Celestia whinnied.

"Can I play?" a small pink pegasus filly yawned, trying to stand in her crib.

"Yeah, Daddy - can Cadence play?" the two fillies, their fight forgotten, pleaded.

"What do you say Honeysuckle?" Night Moon asked, looking to the mother. Honeysuckle smiled and nodded.

"Yay!" the trio of fillies cried in unison as Night Moon lifted Cadence from the crib to join her friends.

"Now, play carefully- oh!" Morning Glory cried.

"Mommy, is baby brother acting up again?" Celestia lisped.

"What makes you sure it's going to be a brother? It might be a sister." Morning Glory gently teased the child.

"Oh, the Mare in the Mirror told me."

"The Mare in the Mirror?" Night Moon looked to his wife, perplexed.

"It's just their imaginary friend." Morning Glory assured him.

"She's not imaginary, she's real!" Celestia insisted. "She comes to play with us every night and tells us stories! She told me mommy's going to give us a little brother." Celestia and Luna approached their mother's bulging belly. "Hello little brother!" she called.

"Come out soon so we can play!" Luna added.

"Go on girls." Night Moon urged and the three fillies ran off into the castle. He looked to his wife's belly, "Well, not too soon." he murmured and gave his wife a nuzzle.

"Only one more month." Morning Glory said. "Oh, their ball!" she cried, watching the golden ball roll from the room.

"Let me get it." Night Moon volunteered.

"No, let me get it while I still can." she teased, following the ball into the corridor. Just as it seemed to be slowing and Morning Glory bent down to pick it up, suddenly the ball bounced away from her muzzle and down the hall. "Oh!" she cried in surprise, following the ball as it rolled through the halls and stopped before the strangely lit doorway of a room. "Huh, I don't think I've ever seen this room before." she said to herself. The doorway to the room was topped by a glowing purple crystal - much like the one that formed the backing of King Sombra's throne. The ball rolled into the room. "Now, you get back here!" Morning Glory called, following it into the room. The room itself was filled with piles of old furniture, most covered by sun stained white sheets, dust hung in the air illuminated by the light of a single window. Morning Glory crinkled her nose as she breathed in the musty aroma. She thought she heard a sound like laughter - or could it have just been a bird? Her head snapped to follow a movement only caught in the corner of her eye. There was that sound again! "There you are!" she cried, spotting the golden ball nestled against the foot of an old mirror from which a draped sheet nearly obscured the reflective surface. "I've got you now!" she said victoriously as the picked up the ball. Raising her head, the ball fell from her open mouth and bounced to the floor. Staring back at her was not her own reflection but that of a pale green unicorn with a multicolor mane.

"Hello." the apparition said.

"The Mare in the Mirror!" she cried in terror, instinctively backing up.

"Don't be afraid, Morning Glory."

"H-how do you know my name? Who are you?" Morning Glory stuttered.

"My name is Mimic. I see my grandcolt is getting big now." the mare said, looking Morning Glory over.

"You-you're Night Moon's mother?"

"Yes, I've been watching over him and you ever since Sombra trapped me in here." Mimic said, rearing and placing her hooves on the glass.

"Why would he do such a thing?"

"Because I wouldn't tell him where I hid the golden horseshoes when I realized his evil intentions to use their power to conquer all of Ponyland."

"The golden horseshoes? I'd heard of them in pony lore but I didn't know they actually existed."

"They were brought to Ponyland from Argite by my ancestor, the first Unicorn, and lost for centuries until only recently when the ponies of Dream Valley found them and returned them to me. They hold great power when united; in the wrong hooves a pony could rule all of Ponyland. I was a fool, I truly believed Sombra loved me, but it was only the power of the golden horseshoes that he loved. So I hid them where he will never find them." she related the final sentence triumphantly. Morning Glory could scarcely believe her ears! To think the good King of the Crystal Empire had done such a wicked thing was almost unbelievable - yet the proof was standing before her. "His lust for power is endless - he has already consumed Princess Tiffany's wand's power and has now moved on to draining the power of her kingdom. Do not be deceived! He intends to use my grandfillies for their powers once he has finished draining the power of the Crystal Heart. You must get them away from the Crystal Empire before he can! To you I give the secret of the Golden Horseshoes." her horn glowed and suddenly the golden ball transformed into four golden horseshoes. "The first grants you the power to see the future, the second to read minds, the third gives levitation, and the fourth generates light. Use them to make your escape."

"But what about you?"

"I'll be fine." she reassured the flutterpony, but a moment of sadness flashed upon her face that gave Morning Glory pause. "Don't worry about me. If Sombra is able to harness the power of the alicorns all will be lost. Only they hold the power to defeat him. Now go and save your family!"