How to be Kind

by Erisn

Rating: mature
Tags: Fluttershy, Dark, Gore, My Little Pony: Friendship is Magic
Length: 112999

Protector of Equestria. Murderer. Killer. Fluttershy has learned to be cruel, but can she remember what it means to be kind?

Cruelty. Fluttershy has mastered every nuance of the word. From the shadows she protects and defends Equestria, a lone pegasus with an army of animals, an innocent expression, and the will to destroy anything that would threaten her friends.

But can she remember how to be kind? Fluttershy's dark journey continues as she not only struggles to protect Equestria from monsters, but also, perhaps, herself.

Published 2015-12-08 20:50:01 UTC
Last updated 2016-04-09 02:34:51 UTC

Chapter 2: Truth and Memories

Her name was Fluttershy and she was a murderer. If sins could be measured, hers were among the worst ever attributed to ponykind. She was a killer, a pony who had broken the laws of Equestria and ended the lives of others. She had killed Tirek, a dangerous monster, but one imprisoned. That was in its own way, worse than killing out of rage.

While ponies could be violent, selfish, cruel, they were not killers. Any killings that occurred in Equestria were almost exclusively acts of incredible passion, and the perpetrators often became suicidal upon realizing what they had done. These sad ponies were often put in the care of hospitals and kept from ending their lives.

But calculated murder in cold blood? That was an entirely different story. There were always individuals in every society that were capable of such feats, and they earned a different sentence entirely.

For her crimes, Fluttershy would be imprisoned in the same place as the creature she had killed. Until eternity rotted into the void Fluttershy would be condemned there, another ancient evil among evils to be forgotten.

That was, if she had really done it.

Celestia stared at the small pegasus huddled in the corner of the dungeon cell. It did not seem possible. Fluttershy sat with iron manacles around her hooves, looking as though she was about to burst into tears. It hurt Celestia’s heart just to look at her in such conditions, but if her information was to be believed it was Fluttershy who had orchestrated the death of Tirek.

But how? Celestia still had no idea why Fluttershy, legendary shy pony of ponies and Element of Kindness could commit such an act. Nevertheless, all the evidence pointed to Fluttershy.

There was no helping it. Celestia took a deep breath and entered the cell. Her shod hooves rang out on the cobblestones and caused the shivering pegasus to start in panic.

“W-who’s there?” Fluttershy quavered. “I-I’m innocent! This is all a terrible misunderstanding, I swear! Please, go to Princess Twilight; I’m a friend of hers! She’ll explain everything, and we’ll laugh about it and I can go free…right?”

Fluttershy looked up with a mixture of hope and fear, which turned into more hope and a little more fear when she saw Princess Celestia. The Princess carefully closed the cell door and waved away the two Canterlot Royal Guards. They left, somewhat reluctantly, but they were at least smart enough to know when not to argue.

Celestia waited until the heavy tromp of hooves had died off before approaching Fluttershy. She put a smile on her face, her regal I’m-very-concerned-about-you smile she used as a convenient mask in Canterlot and when dealing with ponies she hated. It was an automatic reaction after centuries of political maneuvering and it allowed Celestia to focus entirely on Fluttershy’s face.

The pegasus pony was shivering, although not with cold. She seemed bewildered, relieved to see a familiar face, but still full of apprehension. Classic Fluttershy, at least from Twilight’s accounts of her. But was there something more to her than that?

“You may be wondering why you have been arrested,” Celestia said.

“I—I was wondering that, your highness,” Fluttershy said, nervousness practically rolling off of her small frame. “Was it something I did? I’m sure I must have done something simply awful, but I can’t figure out what it was.”

“It may be my little pony,” Celestia said. “I normally wouldn’t ever imprison one of my lovely subjects even for a moment, but you see, something terrible has happened. Earlier this day Tirek was killed in his cell, mere hours after his capture.”

“Oh no!” Fluttershy’s manacles clinked as she put her hooves over her mouth. “How terrible!”

Celestia eyed Fluttershy. Was that sincerity in her voice?

“Yesterday at just past twelve in the morning a spell alerted me that someone had breached the maze and entered Tartarus itself.”

“A spell?” Fluttershy looked blank.

“A protective spell designed by Starswirl the Bearded to alert me if such an occasion ever arose,” Celestia said. “It has proved useful in the past – such as the time when Cerberus left Tartarus. However, the spell can be fooled by magical beings such as Tirek. However in this case the spell was clear: I arrived too late to find Tirek dead outside of his cell. Ripped apart by Cerberus.”

Fluttershy’s face, already pale and clammy turned white. “How awful!” She exclaimed. “But why would Cerberus do something so terrible? Unless—” her eyes widened. “Oh no. You don’t think I told Cerberus to do such a horrible thing, do you?”

“The evidence speaks for itself," Celestia said. Her eyes had never left Fluttershy during their conversation. The other pony had reacted just as Celestia would have expected of an innocent pony; turning pale, gasping, sweating and even swaying on her hooves at the mention of how Tirek had died. She seemed innocent.

But.

“Cerberus would never harm those he is sworn to guard.” Celestia began to pace back and forth, keeping her eyes on Fluttershy all the while. “Only if the prisoners tried to escape would he harm them and never to such a degree. Besides which, Tirek is far too clever to try something so suicidal. Thus, the only being in Equestria who could ask such a thing of Cerberus would be someone who could talk to him. Order him. Aside from Luna and myself, the only other pony capable of that would be you.”

“B-but!” Fluttershy burst out with all the force of a gentle sneeze, “I could never do such a terrible, horrible thing! Cerberus is my friend, and only a puppy besides! Making him kill Tirek—” Fluttershy broke off, half-gagging. When she had recovered she added, “and I certainly don’t recall going down there. I’ve never been to Tartarus – I don’t even know where it is!”

Celestia frowned just the tiniest bit, which caused Fluttershy to cease babbling and cringe. If this was an act, it was a performance worthy of any stage-pony. Well, time to drop the moon on her. “Nevertheless, you are the only suspect that came to mind after the event.”

Fluttershy’s voice was a cross between terror and confusion. “But I didn’t do it. I mean, I’m sure I didn’t but if you say I did, I might have. But—”

“Please.” Celestia held a hoof up. “Allow me to explain. Even taking out the fact that Cerberus could only be commanded by you, I would still never dream of accusing an Element of Harmony, much less a friend of Twilight’s of such a crime. Not without evidence.”

Fluttershy’s expression of terror was complete. She was shaking slightly, and she looked about ready to faint. Was it acting? No. Yes. Watch her carefully, now.

“You see,” Celestia said, “I have proof.”

There. Fluttershy’s wings stiffened at tiny bit at Celestia’s words. Shock? It was such a faint motion – it could be shock. But perhaps it was guilt.

“P-proof?”

“Naturally I cannot simply go back in time or look backwards,” Celestia said, gently pulling on the dungeon’s lampshade for a better fit. “Tartarus is guarded against time-travel attempts as well as any other kind of magical infiltration. However, that doesn’t mean those within are immune to magic.”

“But if Tirek is dead—he, I mean—can you talk to…dead ponies?” Fluttershy whispered in horror.

“No,” Celestia said, “but I can look into the minds of animals.”

It took Fluttershy a few seconds to work this out. Then she stiffened in realization. “You don’t mean—”

“A memory spell,” Celestia said softly. “I went into Cerberus’s memory too see what had caused all this. Do you know who I saw?”

Fluttershy was paralyzed, her expression a frozen mask of horror. Celestia advanced, crossing the small jail cell until she was nose-to-nose with Fluttershy.

“I saw you, Fluttershy. As I walked among Cerberus’s past I witnessed you entering Tartarus, asking Cerberus to kill Tirek, and then you luring an enraged Tirek out of his cell.”

Fluttershy’s mouth as agape with horror, but she was already mouthing protests. Celestia cut her off.

“Believe me, I wouldn’t believe it myself, but Cerberus’s memory was in no way altered, and his senses cannot be deceived. You were there. You committed the crime, and I have all the evidence I need. Denial is pointless.”

Fluttershy’s manacles clanked as she slowly retreated to the cell wall. Celestia advanced, eyes fixed on Fluttershy’s. The other pony didn’t blink, even though she shivered and practically vibrated with terror. Another clue.

“Well Fluttershy?” Celestia whispered into darkness, into the silence. “Do you have anything to tell me?”

The small pegasus was silent. She shivered, trembled, that false actor, that killer wearing a mask of kindness.

“It’s okay.” Celestia’s voice was soothing. She placed one hoof on Fluttershy’s shoulder, feeling the pegasus flinch as she did. “You can tell me. You killed him, didn’t you? Because he was evil? Because you hated him? Tell me Fluttershy, why did you do it? It’s safe to tell me. I can keep a secret.”

Celestia leaned forwards and whispered, “after all, there’s no one here but us monsters.”

Time stopped. In that moment the world ceased to turn, and Celestia stared into Fluttershy’s eyes. It was a moment of eternity gone wrong. Fluttershy’s eyes widened at Celestia’s words, and her mouth opened. Silence. Everything stopped.

Celestia gazed into a young pegasus’s eyes. Kind eyes. Warm eyes made of sky blue and peace. Not violence. Celestia’s sureness wavered. She began to doubt. Was she mistaken?

And then, for just a moment, for a fragment of time cut into shards so fine it wasn’t even experienced but remembered as memory, Celestia saw something flicker in the depths of Fluttershy’s eyes.

A hint of blackness. A spark of blood.

Something looked back into Celestia’s eyes for that brief span. In an instant, the lovely corona of blue in Fluttershy’s eyes shifted and something twisted there.

Reaching up at Celestia with twisted hooves of blood. Dark dreams and thoughts of death came at her in knife-gouged flesh that tore at her mind and promised her pain and oblivion. The eyes of a killer looked at Celestia and saw her death. That was what peeked out at Celestia behind eyes as pure and blue as an angel’s.

Celestia had seen the same look in a few ponies over the millennia. The same look and the same feeling it conjured up. Her stomach fell through her hooves; even the Princesses’ infamous calm shattered for a moment as her mind put words to that terrible presence in Fluttershy’s eyes.

Madness.

Celestia jerked back and began to cast a spell. It was an automatic reaction; she instinctively felt she had to remove the creature in front of her. But even as the magic coursed up Celestia’s horn, the pegasus’s manacles fell to the ground, unlocked.

The pegasus leapt as Celestia reared back in sudden surprise. Celestia unleashed a wild burst of golden magic at Fluttershy but she was too slow.

Fluttershy’s mouth was around Celestia’s neck. The alicorn princess tried to move but the pegasus was too swift. Teeth bit down and Celestia felt her flesh ripped away. Teeth were in her throat. Lifeblood ran from Celestia’s throat and she choked as her throat was ripped away and then she was on the ground and a monster wearing pony skin was on her. Eating her. Biting her. Tearing her—

The image vanished. Time returned, and with it, a kind of reality. Celestia stumbled and nearly fell, still fighting off the illusion of Fluttershy. She caught herself and looked around. Fluttershy wasn’t on top of Celestia. She was still in her chains, still teary-eyed.

But the moment burned in Celestia’s mind. She took one step back from the chained Fluttershy and readied a spell in her mind. Had it just been a delusion? No. Surely not. What, then?

Celestia opened her mouth to demand new answers of Fluttershy, but at that moment pounding hooves interrupted the princess.

Both alicorn and pegasus turned as a royal guard burst into the cell, breathing hard.

“Princess, I have just received a report from our guards stationed at Ponyville!” He burst out when he had gathered his breath. “Ponies there claim that they saw Fluttershy in her cottage throughout the entire day today – even during the time Tirek was being murdered.”

“What?” Celestia turned from Fluttershy and stared at the guard in shock. “Are you sure of this?”

“Absolutely,” he replied. “Multiple ponies can collaborate this report, including two members of the Elements of Harmony. The other Fluttershy who killed Tirek may still be at large, your majesty.”

“Two Fluttershys? But—” Celestia caught herself. Think. Is this a trick? She glanced over at Fluttershy.

But no, the pegasus was looking at the guard in as much confusion as Celestia. But her eyes—no, Celestia couldn’t base her assumptions just on that. How could there be two Fluttershies? Celestia had only to ask that question before she spoke the answer aloud.

“Chrysalis.”

Both Fluttershy and the guardpony started in apprehension.

“Of course.” Celestia began pacing back and forth again, her mind suddenly awhirl. “It all makes sense. Chrysalis was the one who infiltrated Tartarus, looking for allies no doubt. She must have found Tirek, but negotiations broke down and ended with his death. And to use Cerberus, she adopted the form of the one pony he trusts besides myself and Luna.”

Fluttershy’s eyes were wide, and the guard pony’s were nearly as big as saucers. Celestia came to a rapid decision.

“Please bring one of the animals from the royal gardens,” Celestia told the guard. “Any one will do.”

The guard nodded and raced off. Fluttershy looked mystified.

“Do…do you want me to talk to one of your animals, Princess?” She asked hesitantly. “Is one of them sick, perhaps?”

“They are all quite well,” Celestia replied. “I just need one to confirm something for the moment. Naturally, the news of Chrysalis’s impersonation proves you were not the culprit after all, but I still need to be sure you are actually Fluttershy.”

“Oh!” Fluttershy’s expression brightened and then froze in panic. “Well, I know I’m Fluttershy, but I can’t prove it – but you have to believe me that I’m me! I wouldn’t lie about being me unless I was Chrysalis, but I—oh—”

“Please,” Celestia cut Fluttershy off gently. “There is no need to worry. Clever as Chrysalis may be, there is no way she can mimic a pony’s special talent,” Celestia explained. “She might be able to control Cerberus with magic, but not talk to animals.”

She heard the thumping of hooves and turned to see the guardspony dragging a very startled and very upset flamingo into the cell. Gently, Celestia prized the flamingo’s beak off the guards’ nose and turned to Fluttershy.

“I happen to know all of the animals in the royal gardens. Fluttershy, as a simple test to prove who you are, would you please tell me this flamingo’s name and a few details about her?”

Fluttershy gulped and walked over to the flamingo. She hesitated as the flamingo regarded her suspiciously, but then leaned forwards and began whispering to it.

Celestia watched Fluttershy with wariness and also a tiny bit of interest. She had never had the chance to full observe how Fluttershy truly communicated with animals.

To her disappointment though, all Fluttershy did was whisper to the flamingo for a minute or so and then listened as the Flamingo squawked something back. That should have been the end of it, but Fluttershy frowned and didn’t immediately translate what the flamingo had said.

Her lips moved and Fluttershy mumbled softly to herself, as if she were sounding out were heard from very far away. She seemed uncertain, which made Celestia even warier, but it was clear something was happening between pegasus and animal. But although Celestia waited and the second stretched out, Fluttershy continued to apparently think and converse with the flamingo.

Celestia felt her guardpony tense behind her. It was a noble but futile gesture; if it was Chrysalis in front of her right now, the changeling queen would wipe the floor with the entire Canterlot guard. Celestia would have to evacuate them first before dueling Chrysalis. The changeling queen might have bested her once when she was powered up on Shining Armor’s love, but this time Celestia would see if she was ready for two hooves to the face.

Seconds ticked down until a minute had passed. Celestia felt the magic in her horn building, and she prepared to fire a spell to immobilize Chrysalis the instant the queen broke her form. It was taking Fluttershy too long. Still, Celestia couldn’t attack if it was really Fluttershy.

But if she was the real Fluttershy—but why was she taking so long? Celestia counted the seconds by the racing of her heart, and knew she had to act. Two minutes passed, but Fluttershy continued staring at the flamingo, mumbling softly to it.

Celestia was about to unleash her spell when Fluttershy looked up at last.

“Um, she says her name is Raphael, which is a bit inconvenient since she’s not really a male,” Fluttershy said hesitantly. “And uh, she says you always feed her bits of corn whenever you visit in the gardens, but she prefers tomatoes more herself.” Fluttershy glanced back at Raphael and then looked anxiously at Celestia. “That—that is right, isn’t it?”

Celestia exhaled slowly in relief. She nodded to the guard who immediately began working at Fluttershy’s manacles. “No, you are absolutely correct Fluttershy.”

“I’m sorry it took so long,” Fluttershy smiled sheepishly. “My flamingo is a bit rusty.”

“That’s perfectly alright, my little pony.” Celestia felt her entire body relax as the tension drained out of her. “Your talent is utterly unique and wonderful; that you can talk to any animal, let alone so many is worthy of praise.”

Celestia extended a wing and helped Fluttershy to her feet as the guard unlocked the heavy iron manacles. And he did need to unlock them. Fluttershy definitely hadn’t managed to do any of the unlocking herself.

“Please, allow me to express my apologies for everything that has happened to you today,” Celestia said. “It seems for all my age I have acted with far too much haste and ignorance. I cannot express how saddened I am to have accused you of all ponies so rashly.” Celestia bowed her head low to the ground and the guard did likewise.

“Oh, it’s alright…I mean, nothing bad happened,” Fluttershy said nervously. “Oh, please don’t bow Princess, I should be the one bowing to you. You’re always so kind, and I really didn’t mind the dark cell or the heavy chains…”

“Allow me to apologize again. I will have you brought back to Ponyville immediately by flying carriage unless you prefer to travel by yourself…? Of course. Then, at the very least allow my guards to escort you out of the castle. And Fluttershy, although it pains me to ask this of you, I must request that you don’t mention what has transpired here to anypony. Not even your friends.”

“I-I understand, princess,” Fluttershy said bravely. “You can count on me to say nothing, which is easy really. I’m sort of a world champion of not speaking.”

“I shall count on it then.” Celestia smiled warmly at Fluttershy and motioned to her guards. “My apologies again, and I hope your night is a bit more restful after this.”

Celestia watched Fluttershy go, escorted with much more kindness and carefulness by two of her royal guards. She was pleased to see Fluttershy didn’t appear too traumatized by the events of the last hour.

Celestia exited the one cell in the castle and proceeded upwards, heading towards the highest and furthest point from the cells – her royal apartments, which were calling to her at this time of night. As she walked though, Celestia’s mind was awhirl with thoughts.

How could she have been so foalish? Celestia mentally berated herself as she strode back to her rooms, her guards following in her wake. She had nearly attacked an Element of Harmony – exactly ac Chrysalis had planned it no doubt, and would have failed to uncover the deception in time if it hadn’t been for luck.

Well, she’d been lucky once but she wouldn’t count on it twice. Celestia would ensure that the real Fluttershy remained safe as would Equestria. Now that she knew Chrysalis was moving, Celestia could formulate her own plans. Chrysalis might be a good chess player, but Celestia had helped invent the game so many thousands of years ago.

She’d have to send out guard patrols, alert Luna, Cadence and Shining Armor – maybe Twilight although that might be a mistake. Defense plans would have to be reviewed, thing tanks would have to be thought of, and counterplans for the inevitable changeling attack would need to be instituted.

But still. Celestia’s memory flickered back to what she had seen. Something had been there. Something had looked back at Celestia, and though it had been the briefest of moments, that contact had terrified Celestia. Even the immortal heart of an alicorn can stop.

Celestia turned to her guard. It might be paranoia, but…better to be certain.

“Get me special agent Sweetie Drops. I have a new mission for her.”

This time Fluttershy didn’t even bother with pretending to fly slow. Taking the chance that Rainbow Dash would be in the middle of her mid-morning nap, Fluttershy flew back to her cottage as quickly as possible.

This time two rabbits came out of the cottage to greet her as she landed. Fluttershy began issuing orders before her hooves even touched the ground.

“Longfoot, report. Has anything happened while I was away?”

Longfoot shook his head.

“In that case, send out heavy scouting parties to patrol the Everfree for ten miles around this area. Flying teams only, and at least ten birds per team. They’re to fly back if they spot anything unusual, and I want at least one bear awake and ready to head out with a squad at all times.”

Longfoot nodded. Angel, standing by his side nodded too, but more hesitantly. He seemed surprised, either by Fluttershy’s attitude or her orders, but there was no time.

“Also, double all the guards on our special units and make sure they’re out of sight. Celestia will no doubt be monitoring the cottage, and we can’t let any pony realize they’re here. Disguises must be in place at all moments, and if any of them so much as try to sneak off…”

Longfoot nodded again, and tapped his foot twice. Anything else?

“I want a word with myself,” Fluttershy said grimly. “Have…it come out here to give me a report.”

Longfoot glanced at Angel once. The other rabbit’s expression, never a picture of happiness in general, was quickly turning into the annoyed-and-confused phase, which often led to violence.

Longfoot began hopping away, chattering to the birds flying overhead as Fluttershy turned her attention to Angel.

“I’m sorry Angel, I know this is all so sudden, but there’s a lot going on right now. Celestia suspects I killed Tirek, and she’ll be sending watchers to spy on us no doubt. I just need to confirm nopony saw anything but—” she hesitated “—the…thing you’re about to see, just remain calm, okay?”

Angel hesitated, searching Fluttershy’s eyes, but nodded at last. On cue, the door to Fluttershy’s cottage creaked open and Fluttershy spotted the pink flash of a mane and a scared set of eyes peeking at her form inside.

“Come out,” Fluttershy growled.

There was a gasp, a brief moment of hesitation, and then the door opened. For the first time the other pegasus, the other Fluttershy stepped out into the light. She was like Fluttershy, but slightly different.

The real Fluttershy was actually a bit bigger than this Fluttershy. It wasn’t a huge change, but there was a degree of muscle on Fluttershy that this Other Fluttershy lacked. Time had changed Fluttershy’s body so the old copy of herself looked far frailer and weaker by comparison. Despite that, the Other Fluttershy was a spitting image of the real Fluttershy, except for the scars.

The Other Fluttershy had burn scars, invisible except for if you looked for them all across her body. Unlike the real Fluttershy who sported her own collection of scars, this pegasus was marked by a huge burn pattern that carried all the way up from her face down to her cutie mark. Time had healed her well though; the burns were truly invisible unless looked at in the right light or from extremely up close.

But other than that slight imperfection, here stood another Fluttershy, except this one cringed whenever the real Fluttershy so much as glanced at her. Not that Fluttershy did that often; her gaze strayed away from the Other Fluttershy and when it landed on her it was full of contained hatred. But Angel’s reaction was different.

The rabbit’s white fur when even whiter and his entire face froze completely in shock. At first, Angel stood stock still, staring at the other Fluttershy, the fake Fluttershy. Then he turned and looked at Fluttershy, and his face broke into sudden and horrified comprehension.

“Yes, that’s right,” Fluttershy said. “A changeling.”

Angel nodded hesitantly, still staring at Fluttershy’s face. He glanced back at the other Fluttershy, who was staring at Angel just as intently.

“Report!” Fluttershy’s voice made Other Fluttershy cringe against the floor. It was a perfect mimicry of how the real Fluttershy acted, but it only made Fluttershy angrier.

“U-um. No ponies came by except the guards, and I hid from them,” Fluttershy whispered. “They mainly went into Ponyville and asked other ponies questions. All of the special units stayed out of sight, and then they went away.”

Even her voice was a perfect match for the real Fluttershy. That was the true travesty of it. The pegasus was such a complete copy of Fluttershy that without the burn scars, there would be no way to tell the two pegasi apart. That was, pegasus and changeling pretending to be a pegasus in point of fact.

“Fine. Good job. Get out of my sight.” Fluttershy pointed and the Other Fluttershy leapt into the cottage. Angel watched her, it, go intently, but then followed Fluttershy inside.

It was getting dark. A squirrel lit a match and got a fire going as the other animals helped set up the cottage. Dinner was served courtesy of a team of beavers and mice while other animals went to rest, eat, or mill about quietly.

Fluttershy say in the center of the room, facing away from the fire. Normally she would be up and about, but her limbs were so tired today. It must have been the flight, or the exhaustion of battling Tirek catching up or…all Fluttershy knew was that she was tired to her very bones.

Angel sat with Fluttershy, next to the pegasus. But something was wrong. It wasn’t the same. Fluttershy felt it should feel different, to have Angel at her side. Her memory was…fuzzy, but she didn’t feel the same warmth from Angel she used to. Because he had come back?

She held him, but he didn’t snuggled up against her like he used to. Because she was different? Or had she just forgotten how they used to interact? Fluttershy felt the words pressing against her mouth, and felt Angel’s eyes on her. Even so, it was a while before she found the courage to speak.

“It’s been a long time Angel.” For a moment, Fluttershy’s wings felt as heavy as lead, her hooves like stone. “A very long time.”

Angel nodded.

“I’ve had to kill.” Fluttershy said softly. “Tirek was the last, but there were others before him. Chrysalis was the first, but another monster appeared later.”

“Sombra.” The candles flickered low as if in response to the name, and the animals around Fluttershy drew together. “He, well, it’s hard to explain, but he was the soul of a pony so evil that death couldn’t hold him. He awoke along with a kingdom of ponies in the far north. My friends – my pony friends – and I stopped him with a magic known as the Crystal Heart, but it wasn’t enough.”

Fluttershy’s head lowered. “It’s never enough. Sombra was banished, wounded, but not entirely destroyed. So I had to finish the job.”

The pegasus slowly sank onto the ground, burdened by the weight of memory. For a moment, Fluttershy was tired – so tired that it hurt to remember. So many battles…

Angel sat very still, staring intently at Fluttershy. The small rabbit noted how the pegasus’s body had changed since last he had laid eyes on her form. How strange she looked now. Gentle, soft, yet still full of danger. Fluttershy’s creamy fur coat seemed at first glance to be lustrously smooth and unbroken, but Angel could see below the hair the way patches had grown at odd angles, in sections, or where the growth of hair had stopped.

Scars. Below the fur, etched into the skin where no creature could see. That was what Angel saw, and when he looked at Fluttershy, he understood a bit more.

The rabbit hopped slowly closer to Fluttershy and rested a hesitant paw on her hoof. Fluttershy looked up in surprise, but Angel just tapped his foot once.

A question.

“How?” Fluttershy laughed softly. “How did it all happen, you mean?”

Angel nodded. He pointed back at the Other Fluttershy, still hiding in the shadows. He gestured around at the cottage, full of animals, and further back, lurking just where light met darkness, the other forms.

Fluttershy glanced over and nodded once. From the darkness changelings emerged, fourteen in all, black chitinous armor glowing in the fire’s light.

Angel stiffened and many of the animals recently revived reached for weapons they didn’t hold at the sight of the changelings. But Fluttershy and the other animals remained still. In fact, it was the changelings themselves who appeared most nervous. The Other Fluttershy hesitated, and then went to stand with them. She, it, unlike the others didn’t change back into the chitinous form, but merely cowered whenever Fluttershy looked at her.

“The changelings,” Fluttershy said, nodding at them and the fake Fluttershy. “They’re a big part of the story as well. Not one I like, but an important part nevertheless.”

From his corner of the room far away from the fire, Harry growled deeply. The changelings flinched as one, but Other Fluttershy did not. Harry’s sister put a paw on his shoulder and he subsided, yet his gaze still burned with fierce hatred.

“Don’t worry Harry.” Fluttershy’s voice was the only sound apart from the crackling flames. “These changelings are with us. I may not like it, but they’ve proven their loyalty. Whether that will hold up with Chrysalis’s return is a different matter, but…”

Fluttershy shrugged one wing. “It doesn’t matter either way. Chrysalis is a danger, but she’s not the threat she used to be.”

Both Harry and the other animals not in the know stared at Fluttershy in disbelief. The pegasus grinned once, a smile that was both tired and gently mocking, dark, and despairing.

“It sounds unbelievable, doesn’t it?” Fluttershy felt the aches of her body returning, but forced herself to continue. Angel’s eyes were on her, and the words came unbidden, wanting to be told. Needing to be told.

“I guess I should start from the beginning, shouldn’t I? I’ve told part of this story before – but you should hear the rest. I suppose the best place to begin is right after the battle in the forest – The Battle for the Everfree, some call it.”

Fluttershy smiled at the animals around her, who chittered or chirped or thumped their tails in approval. “But in truth, it wasn’t a victory we had. We lost so many, and the dead were everywhere. Chrysalis’s army was destroyed, but almost every animal in the Everfree had died, I was wounded, and you, Angel, were—”

Fluttershy’s throat closed up. Angel softly patted her on one hoof and nodded at her to continue. Fluttershy cleared her throat several times before she was able to continue.

“—you weren’t…around. There was so much to do, including making a cover story to fool all of my friends. But more than that, I realized something else was wrong shortly after I tried getting everything back in order.”

Her audience was hundreds of eyes, small and large, animals of every kind, of wing and claw, fur and scale, beak and tooth. They watched her, a silent audience to her tale. On the far wall the changelings listened to, their expressions unreadable, at least by any creature not like themselves. And the Other Fluttershy huddled in the shadows, face obscured. Her tale was part of this too.

Fluttershy took a deep breath, and felt the world turn around her.

“So, to begin: although I had fooled my friends, and recruited animals from far off to help guard Ponyville and act as we had always done, something was wrong. You see, our battles in the Everfree had escaped the notice of ponies, but the first enemy we faced wasn’t another army of invading insects lead by a great mastermind. It was in fact, a child and a mother.”

Fluttershy grinned once at the expression on Angel’s face. “Oh yes. I’m not sure if you remember the Ursa Minor that attacked Ponyville a while back, but let me tell you, the Ursa Major was a whole lot harder to deal with…”

Chapter 3a: Of Ursas

It was a peaceful day in the Everfree. Ponies walked around chatting, buying goods, and enjoying the harmony of life. Like many good citizens of Equestria they took no particular interest in the day, expecting it to continue on like usual. Twilight happily chatted with Rarity over the latest fashions, Applejack tried to sell Rainbow Dash a few apples while Pinkie Pie threw a party, and Fluttershy fought an Ursa Major.

The gigantic head of the bear-monster known as the Ursa Major could be seen for miles around. Fortunately for the peace of mind of Ponyville inhabitants, the Ursa Major was deep within the Everfree. But not for long.

“Do not let it get any closer to Ponyville,” Fluttershy ordered. “Begin the operation starting from our location.”

Longfoot nodded and dashed off through the forest. Fluttershy remained on her perch in the treetops, watching the semi-transparent form of the constellation bear get closer.

The Ursa Major was not a creature trifled with, even by other denizens of the Everfree. Cockatrices, timberwolves, manticores, and even the dragon knew better than to annoy such a powerful being.

Indeed, no truly sane creature would annoy an Ursa Major on purpose. But some things were annoying with or without intent. For instance, a forest fire that irritated the lungs of the Ursa Minor the Ursa Major was trying to nurse and made it upset. Or maybe it was the additional fact that such an action burned down significant parts of the Ursa Major’s home. Whatever the reason, the Ursa Major had left her home and was headed towards Ponyville.

And she was upset.

Fluttershy winced as the Ursa swatted aside two trees in a terrific crash of splintering wood. The Ursa was clearly upset, and it looked like she wouldn’t stop until she’d smashed something quite substantial. Like Ponyville, for instance. And while Fluttershy was sure her friends would do their best to stop that from happening, she had little faith in them.

No pony could stop an Ursa Major. Even Celestia and Luna combined probably couldn’t stop such a force of nature. The Ursa could smash a battalion flat with one paw; break through any wall with one strike. It, she was unstoppable, the vengeance of the Everfree.

Protector of the forests.

Behemoth.

Giant.

Monster.

Titan.

No lone pony would dare oppose it. Fortunately, Fluttershy wasn’t alone.

“Engage!” Fluttershy leapt into the sky, and a thousand wingbeats echoed her own.

The Ursa Major stopped in surprise as out of the forest birds emerged. They’d been roosting in trees, hiding behind tree trunks, and they soared up around a small pegasus. And what was more, the birds carrying things.

No, not just things: animals. Squirrels, mice, other rodents and occasionally a fox or badger held up by two of the larger birds. And those animals carried things as well. Knives and cleavers some, but lengths of rope or chain that more birds held up as well. It was a bizarre spectacle and made the Ursa pause and stare for a second.

Still, an army of flies is just more of a nuisance. The Ursa Major slashed left with one gigantic paw. But while a pony might have had to run hard to avoid the crushing death of the Ursa Major, in the air the army was much faster.

Fluttershy dodged left in midair, but even then she felt the air pressure like a physical thing, trying to dash her against the ground. She fought against it and remained upright, but nearly half of the birds in the sky screamed or were blown away by the wind alone, and their already jagged formations threatened to break.

“Dodge!” She roared at them. “You’re moving in three dimensions, not two! Stop making yourselves a target and split up!”

The animals obeyed slowly and awkwardly. Fluttershy inwardly cursed to see their slow reactions as they spread out away from the Ursa, but it was all she could expect. They weren’t her elite warriors anymore. The animals that had fought Chrysalis had been tested in a hundred engagements and knew how to follow commands. These were all new recruits, and they weren’t used to fighting.

Nevertheless, they had their orders and Fluttershy had told them exactly what to do. As the Ursa struck again, a slow swipe that demolished several trees without hitting any animals, the flying army struck as well.

Squirrels flew through the air, carried by owls, ravens, falcons, hundreds of them. Each one carried chains or rope which they looped through the trees with. The Ursa Major’s paw was suddenly engulfed by a thousand constricting cords which the animals looped around tree trunks, anchoring the gigantic creature’s arm.

The gigantic bear roared in disbelief and tried to free it’s captured limb. The trees shook and groaned as it fought, but for the moment the bindings held.

This was the moment. Fluttershy dove in as the Ursa’s other paw flailed wildly and landed on the bear’s thick coat. She had a long knife in her mouth and used it to cut downwards. But rather than hitting flesh, Fluttershy’s blade only hit hair, slicing great chunks of it out of the Ursa’s coat.

“Aim for the back of the neck!” Fluttershy shouted! “All warriors! Get out of the way of those claws!”

So saying she dove out of the way as the Ursa Major slashed with its free paw. The animals in the air scattered as well and they flew at the Ursa, trying to get around it.

The gigantic constellation bear snapped and growled, forcing most of the animals to retreat. But for every ten pairs of flying birds and animals it forced back, one or two got through so that countless animals were suddenly on the Ursa’s back, stabbing and digging their way down through the fur until they hit skin.

Fluttershy circled and dodged, trying to get closer but the Ursa Major was more wary of her than the other animals. It snapped at her with its gigantic teeth and Fluttershy had to pull away. But while the Ursa was busy with her, it couldn’t stop the animals.

There was a sudden bellow of agony that Fluttershy felt through her bones, and she saw one squirrel rip free a bloody carving knife that glowed with purple blood.

The Ursa’s reaction was immediate. It tried to strike the animals on its back, but since it had only one paw free, it could only reach a portion of its back, and the animals either took flight or relocated to begin their grisly digging and cutting again.

Still, these were insect bites on a creature so large that even dragons were tiny compared to it. The Ursa Minor was the size of the average dragon; to truly injure the Ursa Major’s gigantic frame, Fluttershy would need a knife the size of Sugarcube Corner.

But injuring wasn’t the same as hurting. Fluttershy waited, hovering patiently out of the Ursa’s reach until it was preoccupied with clawing at its back. Then she plummeted through the air like a stone and landed on the Ursa’s forehead.

The gigantic bear monster’s head jerked up. It couldn’t see Fluttershy but it knew she was on its head. One paw came up, but Fluttershy was already in position.

She leapt off of the bear’s forehead and dove lower until two enourmous orbs came into view. The small crimson pupils widened as they focused on Fluttershy. The eyelids began to close, but again, too late.

Fluttershy planted her knife hilt-deep into the Ursa Major’s right eye, and this time the bellow was a howl of pure agony.

The Ursa Major roared, and its voice shook the entire Everfree. It ripped its bound arm free at last, and the forest was filled with the crash of trees as many of the gigantic oaks were ripped free of the earth.

Fluttershy yanked the knife free and flew clear just before a gigantic paw smashed into the Ursa’s face. The shockwave sent her spinning to the ground but Fluttershy landed with all four hooves and galloped away.

The animals retreated as well, and the Ursa Major’s roaring fury suddenly had no target. When the Ursa did focus long enough to realize its antagonists were gone though, it let out another howl and began to advance.

And stopped when it saw the army.

There they were. The same group, only a little more exhausted, and at their head flew a pegasus holding knife in her mouth that dripped with a clear white substance. The Ursa’s one good eye flashed hatred at Fluttershy, but it didn’t advance.

Because it was thinking.

A hundred hovering animals. A thousand points of silver death. A single pegasus. It was a simple arithmetic, but it took the Ursa several minutes to draw out its unwilling conclusion.

Fluttershy stared at the Ursa as the gigantic beast glared at her, but she knew what would happen next. Unwillingly, unhappily, but inevitably, the Ursa Major turned and began lumbering back into the forest. Only when it was out of sight and the crashing sound of trees toppling had faded did Fluttesrhy let out a long breath.

It was a simple equation when you got down to it. An Ursa Major would probably fight to its last breath if it had any choice, but not if it meant abandoning its child. Well, even if it were just the army of animals the Ursa probably would have kept trying to swat them down or crush them. But not a pegasus that attacked it’s eyes. A mother had to see, after all.

Fluttershy landed softly on the ground and Longfoot raced up to her.

“Good work,” Fluttershy told him. “Have everyone pull back for now. I want our reserve squads to follow the Ursa to make sure she returns home, but everyone else can return to Ponyville.”

The rabbit nodded warily. Fluttershy realized the other animals were looking at her. Why?

Oh. Of course. Smile. Fluttershy plastered a smile onto her face. She had to look happy.

And she was! It was a flawless victory without a single casualty. But it wasn’t enough.

“You all did well,” Fluttershy told the other animals. “I’m proud of you.”

Longfoot nodded. The rabbit was breathing heavily and Fluttershy noticed his fur was covered with sweat. Similarly, the other animals were acting like they’d just run a marathon. The birds were especially tired, many not even having the energy to fly off just yet.

Fluttershy frowned. Another bad sign. The animals were exhausted from that little skirmish. On the other hand, she Fluttershy hadn’t even raised her heartbeat.

They were just so green! So unused to combat, let alone discipline.

“We need to drill everyone on formations and orders,” Fluttershy told Longfoot as she and a smaller group of animals set forth for home. “I know you’re not used to fighting, but I need at least a small group of warriors who can deal with situations like this.”

Longfoot nodded hesitantly, glancing up at Fluttershy as he hopped alongside.

“Don’t worry, I’ll teach you how it’s done.” Fluttershy forced a smile for Longfoot. “But fighting might be necessary quite often. We can’t have Ponyville unprotected, especially if more threats like the Ursa appear. I dread to think what would have happened if it had reached Ponyville—”

Fluttershy’s last words were cut off by a sudden roar. She and all the animals froze for a moment as the terrible cry echoed through the forest.

Fluttershy’s first thought was of the Ursa Major, but this sound was far less loud than the earth-shaking noises the bear could make. And besides, she knew this sound.

Manticore.

The undergrowth parted as a gigantic shape emerge from behind a cluster of trees. From out of the forest appeared a creature that was half lion, half scorpion, with the wings of a bat. A hunter of the Everfree. A manticore.

The animals around Fluttershy drew together, and then slowly retreated as the manticore advanced towards them, growling. Only Fluttershy remained still. Retreating from a wild animal was a bad idea if it thought you were prey. And bsides which, Fluttershy was thinking hard.

Fluttershy had tamed a manticore once. Right? It was so long ago Fluttershy couldn’t remember. But yes she dimly recalled something of the kind, and was this the same one? Perhaps. But this manticore was at the moment not inclined to remember past friendships. Pain had erased whatever memory it once had of kindness; for the manticore that stood before Fluttershy was no whole creature.

It was missing part of its face.

Fluttershy immediately recognized the melted skin, the hair that had been burnt off of the manticore’s body. The marks of a spell, of sheer blasting power that had ripped away part of the manticore’s body and cauterized the wound.

Chrysalis’s magic.

It explained a lot, really. During the war against Chrysalis, the Everfree Forest had emptied itself of most of its usual denizens. The more peaceful animals (of which there were few) had left, but Fluttershy had wondered where the stronger monsters had gone.

Here then, was part of the answer. Chrysalis had dealt with the manticore, probably like the other creatures of the Everfree. Her magical power – along with an army of changeling soldiers – could overwhelm or destroy most creatures in the Everfree aside from the Ursa Major, and perhaps a few other beings.

The manticore roared at Fluttershy and advanced slowly. It had only one eye, the other being a socket of flesh, so the manticore had to keep moving its head to stare at Fluttershy. Did it recognize her? Perhaps, because the lion-scorpion hybrid hesitated, but the manticore was enraged, and in too much pain to remember.

“Back up,” Fluttershy muttered softly. The animals around her slowly shuffled backwards, but stopped when the manticore growled again.

It wasn’t about to let them go. The manticore’s yellow eyes had fixed upon the animals, and Fluttershy could see it was eying them up for a meal. She would have given anything for Matilda or one of the larger animals to be here right now, but they were too big to be carried by birds, and so had been left guarding the cottage.

“Look,” Fluttershy said to the manticore. “We’re not your enemies.” She tried to make it understand, but the creature didn’t seem to be listening to her. It narrowed its eyes at her as if trying to remember something, but then it’s features twisted in pain and it stepped forwards, angrier than ever.

“I don’t want to do anything—” Fluttershy got no farther. The manticore was growling and still one moment, leaping the next. One massive paw lashed out at Fluttershy. She dodged backwards but the manticore still struck her a glancing blow that sent her flying into a tree.

Fluttershy felt the wind explode out of her as she connected with the rough bark. That was enough to paralyze her for a second. As she struggled to regain movement the manticore charged at her, fangs wide and poised to devour her entirely.

The gigantic mouth opened and Fluttershy saw a gaping red darkness. But then something struck the manticore from the side.

A beaver lodge a knife in the manticore’s hindquarters, causing the beast to turn in a bellow of fury. The beave that had struck the manticore had hung onto the knife, and rather than let go had tried to prize the blade free. The manticore engulfed the animal in one bite.

But it hadn’t bit yet. Fluttershy didn’t know how she’d gotten up, but now she sped into the air. She slammed onto the manticore from above and tried desperately to prize open its jaws. But they were like steel, and the manticore sensed her presence and threw itself around to knock Fluttershy off.

And now the manticore was chewing, chewing slowly. Fluttershy’s ears picked up screaming, high-pitched and desperate from inside the manticore’s mouth.

“Stop,” Fluttershy told it. She pulled at the manticore’s jaws, and the animals came at the manticore from all sides, but it slashed and struck with its paws to keep them at bay. And then the manticore bit down with all its strength.

Crunch.

Fluttershy felt the beaver’s bones break through the manticore’s body.

One hoof. Fluttershy brought her hoof down on the back of the manticore’s head. Thump.

The manticore didn’t even flinch, but it did roar angrily and shake itself. Fluttershy grimly clung to the manticore’s mane and struck it again. Another hoof.

Thump.

Was she even doing any damage? Maybe not, but the manticore got even angrier. It tried to strike her with its stinger-tail, but Fluttershy sensed the motion and leapt onto a new part of the manticore’s back.

A flock of sparrows descended on the manticore’s face, pecking and gouging. The manticore responded by snapping at them, but the birds were quick and moved out of the way.

Fluttershy’s instincts were to retreat, get to high ground and stop fighting so close to the manticore. Another thrust of its tail confirmed her beliefs; it was too dangerous in close quarters, and the beast was far quicker than the Ursa had been.

She hesitated. But then the manticore growled at Fluttershy, and she caught a glimpse of the bloodstained mouth and shreds of beaver’s flesh caught between its teeth.

The manticore shook its head and threw Fluttershy off. She smacked into the ground and rolled upwards. Longfoot and a group of rabbits charged the manticore from one side, but the creature just flapped one wing to keep them at bay.

Fluttershy leapt into the air. “Knife!” She shouted over the din.

Longfoot flipped a knife into the air. One of Fluttershy’s wings caught the blade and then she was diving like an arrow.

Fluttershy landed on the manticore’s back knife-first. This time, she felt the blade sink deep into the monster’s skin. It roared in pain and tried to throw her off again, but this time Fluttershy hung on.

Stab. It was thought and action. Fluttershy jabbed the blade into the Manticore’s back and twisted. It howled in agony and threw itself against a tree.

Fluttershy flew off the manticore’s back before it crashed against the bark. The manticore was stunned from the impact and took a second to recover. Before it could move though, Fluttershy was on it again, and her knife cut again.

Stab. Stab. Red blood spurted from the wounds and the manticore roared, but this time with more pain than anger. It shook itself like a dog and Fluttershy allowed herself to be thrown this time.

The pegasus landed on the ground ten meters away from the manticore, untouched. The lion-scorpion hybrid was less fortunate. Three deep wounds on its back marked it, and a flurry of others cuts around its paws made it wince as it moved to face Fluttershy.

The pegasus raised one hoof. Behind her the other animals raced forwards, all armed as well. The manticore looked at the group and hesitated.

But something was broken in it, or else the creature truly was blinded by rage. The beast roared and advanced.

Around Fluttershy the other animals stepped back a few paces in fear. They weren’t used to battle, weren’t experienced in combat. The sight of the manticore unnerved them despite their numbers.

But Fluttershy didn’t move. Instead as the manticore approached she tossed the knife she carried on the ground.

The manticore stopped. It looked at the knife and then at Fluttershy. The grey metal of the blade was still covered with the manticore’s blood, a dark red far deeper than pony blood.

But still the manticore came onwards. The animals behind Fluttershy were in full retreat, but Fluttershy still didn’t move back. Instead, she walked forwards.

Close. Closer. The manticore hesitated as Fluttershy approached, and it stopped its advance. The pegasus and manticore were only a few feet away now, but neither creature backed down. Fluttershy’s eyes were cold orbs of fury as she glared at the manticore, and it hesitated as it looked down at her.

“Back off,” Fluttershy snarled at the manticore. It stared at her, eyes crazed with pain and confusion. Fluttershy returned its gaze and ramped up the intensity of her glare. For five seconds the pegasus and manticore stared at each other.

Then the manticore shrank back and retreated into the forest, head so low that its mane brushed against the ground.

The forest was silent again, and Fluttershy felt her heartbeat returning to normal. Only this time, she wasn’t smiling.

Fluttershy stood over the remains of what had been the beaver, breathing heavily. Her mane was tangled; her body covered with sweat. Every muscle in Fluttershy’s body screamed. She had pushed too hard.

It had been less than a week since the fatal battle for the Everfree. Fluttershy should have been resting. She should have been dosed up to her ears in Zecora’s medicine and asleep.

But she was still upright, still fighting a battle against the creatures of the Everfree. Ironically only after Chrysalis’s demise did they dare to vent their fury.

A pegasus stood in the forest, but not the same one of a few months ago. This pegasus was scarred from battle, stronger, tougher. It was in her eyes. Before, Fluttershy had been capable of a Stare that could frighten. She had been able to conjure up a sense of foreboding in the hearts of those she looked at.

This Fluttershy had a look in her eyes that only gods and killers have. The eyes of one who has watched the last life bleed away. The gaze of a being that has stared at death. This Fluttershy was different. She was something reborn by fire and blood.

A warrior.

Her mane was tangled, her fur ripped in places; barely regrown in others. Beneath her hair faint lines could be seen, bright scar tissue that flexed and rippled in the light. Until her fur fully regrew Fluttershy knew she’d have to take care how she stood in the light as well. For when she moved, her body revealed muscle that had not been there earlier.

And yet, her body felt as though it would fall to pieces.

Fluttershy felt at her sides. No blood. Then, almost unconsciously her hooves went to her face, her eyes, her mane, feeling at parts of her body. Intact. She was intact.

But she didn’t feel well. Fluttershy’s body felt as though there were pieces missing. Her hooves and wings felt too small; she felt weaker, ungainly. Without the rage of battle in her veins Fluttershy just wanted to lie down. Even now she felt pain – not the real vibrant pain of an injury, but phantom pain. Echoes of agony.

In Fluttershy’s mind the fire raged, and her flesh burned. Pain resonated through her frame.

Echoes.

She should have died that day.

After she had dug a hole for Chrysalis’s body and covered the queen’s corpse with dirt, Fluttershy had staggered away, dying, nearly dead. Only Zecora’s potions had saved her; helped her regrow lost flesh. Her friends had found her wounded and in terrible shape, but that was only a mark of how badly Fluttershy had been wounded before that.

She had been half-blind, on the brink of death – even had Fluttershy landed in the center of the Ponyville hospital, she would have died within the hour. But Zecora’ potion had worked miracles beyond miracles – even now Fluttershy remembered seeing her hoof reform itself as blood, bone and tissue had reappeared in heartbeats. All of her missing or damaged parts of her body had been healed with that one potion.

Even now, Fluttershy didn’t know what magic had gone into those last potions Zecora had given her. But to the animals she gave it to, the few that survived the battle for the Everfree, the potions had regrown hair, bone, and even lost limbs. Fluttershy had never heard of such powerful magic, not even from alicorns. And that Zecora had given it to Fluttershy was curious.

So despite Fluttershy’s aching body, she forced herself to keep moving. “Fan out,” she ordered.

Slowly, warily, the animals moved into formation. Many of them glanced back at the stain of blood on the forest floor. But they followed Fluttershy, clutching their weapons with trembling paws.

“Thank you for seeing me Zecora.” Fluttershy calmly sipped the bitter tea from the wooden mug and tried not to burn her tongue off. “I’m sorry I haven’t come to see you more often over the past few weeks.”

“Your presence is always welcome Flutershy my friend.” Zecora graciously nodded at Fluttershy and offered her a plate of oat cakes. “But inattentiveness is nothing you need to amend.”

“Um. Well yes, thank you.” It seemed impossible, but Fluttershy had completely forgotten that Zecora’s main method of talking was in rhyme. Normally that wasn’t much of a problem, but after fighting not just an Ursa Major but a manticore Fluttershy was a bit short of patience.

Nevertheless, she suppressed her desire to scowl or snap and said innocently, “I just had a few questions I couldn’t resolve. I wonder if I could ask you – did I request a number of healing potions from you at any point? I found a bunch of them in my cupboards, but I couldn’t remember where they came from.”

“Why, you requested the potions of me as I recall,” Zecora said. “Just as the leaves turned red from autumnal fall. ‘Give me potions to heal the greatest wounds’ you said; has the memory of that conversation left your head?”

Fluttershy blinked. It had.

“I uh, a lot’s happened since then.” Fluttershy shifted slightly in her seat. Zecora’ expression was still friendly, but it was impossible for Fluttershy to tell if this was just a façade. “I don’t know if you’ve heard, but there was a…incident with a changeling in the forest.”

“Mm.” Zecora sipped her scalding tea and gave Fluttershy another mysterious smile. “I had heard of that tragic tale; but from you I’d rather hear the details you regale.”

“It was nothing too special.” Fluttershy resisted the urge to smack the smile off of Zecora’s face. “I made a few mistakes in who I trusted. That’s all. But I need to thank you for those potions – they helped me and my friends. Without them I probably would have died.”

“It was my pleasure to help a friend, although I worry what my actions have done in the end. I take it you’ve succeeded in your task, or else you’d still be wearing that liar’s mask.”

Fluttershy blinked. Then she realized she’d let the scowl creep onto her face. That was a bad mistake. Quickly, she affixed a smile to her lips and made her tone lighter.

“I’m sorry. It’s just been a uh, stressful day so far. Please forgive me.”

“I didn’t inquire as to the suspicious events in recent past – rather, I hope for peace to last,” Zecora said mildly. “But if you seek to continue your constant lies…”

The zebra moved closer and Fluttershy tensed. But all Zecora did was touch Fluttershy gently on the forehead.

“…You’d better do something about those bloodstained eyes.”

Chapter 3b: And Changelings

Fluttershy strode through the forest kicking plants out of the way. Longfoot and the other animals followed her warily; they hadn’t dared speak to her after Fluttershy had hastily excused herself from Zecora’s hut.

Holes in the memory. Fluttershy shook her head again as she trotted through the Everfree forest. She was forgetting things. Ever since the Battle for the Everfree – how much did Zecora know? She’d seen through Fluttershy’s act in a second. Even Fluttershy’s best friends had been taken in but Zecora had—

What else had Fluttershy forgotten? She’d been indisposed. Well, broken and healing really, in the Ponyville Hospital. It had been unpleasant, and even now thinking back on the events of that day Fluttershy…

Longfoot hopped forwards before he realized Fluttershy had stopped. He looked up inquiringly into the pegasus’s face and then flinched back at her expression.

What she remembered was—

Something beneath her hooves writhed and screamed and twisted with all its strength. It struck her wildly, hooves flailing, and Fluttershy felt bones break. The fire raced along her hair, and she felt herself begin to burn. It didn’t matter.

Pain came for her, telling her of broken bones, torn flesh, burning skin, but it didn’t matter. Pain was a weak thing compared to the agony in Fluttershy now. Gradually, the thing Fluttershy held began to weaken, and the barrage of blows striking her body began to slow, and then stop. She held it there, even so.

Something was saying something. Fluttershy listened. It was faint, above the roaring in her ears. It came from the thing she held in the fire. It sounded like ‘please’. She ignored it.

Fluttershy’s cottage was filled with darkness and light. The darkest part of the night had begun, right before dawn, yet the deep shadows in her home were wrought by twisting shapes, struggling, fighting. A faint orange glow emanated from a fireplace, but it was obscured by a dark silhouette that writhed and screamed in the night.

Darkness. Burning. Fire. Pain.

“Stop. Please.”

Fluttershy jerked back to reality as burning pain raced up one side of her body. Her hooves immediately went to her side, her face, her eyes, feeling for the broken flesh, the mained skin.

Nothing. Just memories.

Fluttershy took one shaky breath, and then another. Holes in the memory. Fine. That was fine. But she still remembered the important bits.

Angel. The rabbit named Angel. Her friend. Her followers. Her army broken and burnt. Death. And that terrible monster with a smile like a demon.

Never again. Fluttershy bit the inside of her mouth until she tasted blood. She wouldn’t let that happen again. She was Fluttershy. She took care of her animal friends. It had been so…hard to talk to them after the fire. It was almost as if she’d forgotten how to speak to them, as if she’d killed that part of herself in the violence.

But now she’d brought the animals back. Ponyville was full of wildlife, the changelings were dead, and Fluttershy had a mission.

Protect Ponyville. Protect Equestria. Protect her friends.

The pegasus started walking again, back towards her cottage. Yes, that was it. Her friends. She hadn’t seen them in a while. After getting out of the hospital they’d left her alone. Respecting her privacy while she healed. Not that she didn’t want to be with her friends but she had work to do.

The animals needed to be trained to fight. They’d lost nearly all their knives and weapons in the fire – new ones had to be found. Patrols needed to be sent out and reports needed to be gathered. There was no enemy – yet. But something in Fluttershy demanded an army. The Ursa Major was just one example. She needed a force to fight with. She couldn’t remain peacefully idle. She needed—

Fluttershy stepped out of the Everfree, intending to grab a quick bite to eat before she talked with Longfoot. But she stopped when she saw the two ponies outside of her cottage.

One of the ponies was Rarity. Fluttershy could recognize her even at a distance simply by her perfectly styled mane. She was looking quite cheery as she chatted to the other pony, whom Fluttershy also recognized.

Fluttershy smiled and talked happily to Rarity, holding the door open as the unicorn walked out. She looked the spitting image of health; a young pegasus finally healed of the tragic incident with a changeling a few weeks ago.

The real Fluttershy’s heart was pounding out of her chest, but not with fear. She could barely sit still and Longfoot had to grab her warningly before Fluttershy leapt out of the forest and at the imposter. His touch calmed Fluttershy down though, and she reassessed the situation.

Fluttershy backed further into the forest and motioned for the other animals to circle around the cottage while she crept closer. There was a slight incline behind the cottage. Fluttershy used that to get closer until she could hear what Rarity was saying.

“—And of course I didn’t want to disturb you from your rest darling, but I felt you simply had to join us! Twilight’s having a little soirée and I thought what better time to see how you were doing and invite you over! Thank you for the tea by the way. You are an expert.”

“Oh, it was nothing,” the Fake Fluttershy said to Rarity cheerfully holding open the door to her cottage. “I was very glad to chat with you. Your news about the boutique was amazing – I had no idea you were planning on expanding your business”

“Well, it’s all in the future for the moment – I’m still holding out for one particular location – but if all goes well I might soon be selling my designs in Canterlot!” Rarity did a little dance and gushed, “I can’t wait, but of course, I must!”

“Of course,” the other Fluttershy said, smiling politely. “Let me know all about it. Until then, I’ll see you at Twilight’s for dinner?”

“Oh yes, the little get-together she’s got planned.” Rarity rolled her eyes. “I dread to think how many books we’ll talk about, but it should be quite enjoyable if we can get the topic off literature for a few moments.”

“I’ll see you then, then.” Fake Fluttershy smiled and waved Rarity off. She remained at the cottage door with the smile on her face until Rarity had disappeared down the road. Then, in an instant it was gone and Fake Fluttershy stood stock-still in the doorway, not moving an inch.

“Go inside,” Fluttershy growled in the changeling’s ear.

Very slowly, the changeling disguised as Fluttershy turned and walked inside. The squirrel on its back kept the knife steady, point pressed right where the Fake Fluttershy’s heart would be.

Fluttershy closed the cottage door behind her and the Fake Fluttershy halted in the center of the room. Only then did another animal switch the lights on. The room was suddenly illuminated and revealed a bunch of animals. All of them held weapons and all of them stared at the imposter pegasus with cold hatred.

And a lot of fear.

“Stand down,” Fluttershy told them. The animals hesitated but did as she instructed. “Matilda, keep watch with a squad. Longfoot, I want every bird in the air. Let me know the instant something approaches the cottage.”

The bear and rabbit nodded and left the cottage. Fluttershy le the other animals draw back to the walls until only she and the other Fluttershy were in the center.

“Matilda tells me she didn’t even realize you were a fake until I came back. That’s impressive. Now, you have one chance to convince me not to kill you. Make it good.”

The Fake Fluttershy hesitated. “Are you—?”

Fluttershy grabbed the Other Fluttershy by the throat and smashed her face into the hardwood floor. The Fake Fluttershy cried out in pain and tried to get away but Fluttershy was on her in a flash. Two hooves were at the fake’s throat and Fluttershy pressed down. Not enough to strangle, but hard enough to make breathing very difficult.

Every instinct in Fluttershy told her to choke the life out of the changeling, but she had to know.

“No questions.” Fluttershy whispered to the changeling. “You do not ask questions. I ask questions. Now. Why. Are. You. Here?”

The fake Fluttershy choked and tried to speak. Fluttershy loosened her grip the tiniest hair.

“I was h-healing in the forest after the battle. I came back when I could move, but my burns—I came back here to—”

“To what?” Fluttershy pressed the imposter’s face into the ground. “To mock me? To try to kill me for you queen? She’s dead, and so are all the changelings with her. Except one.”

“But I—” The fake changeling whispered. “I’m not—!”

“One. Reason.” Fluttershy’s voice was a whisper. “One reason why I shouldn’t crush you.”

“T-there’s more of us.” It was a painful rasp and the fake Fluttershy choked and tried to draw breath around Fluttershy’s stranglehold. “In the forest. More.”

“How many?” Fluttershy didn’t loosen her grip.

“F-fourteen. They’re like me. Hurt. Afraid. They were…afraid of me, but I talked to them. They won’t attack.”

“Fourteen?” Fluttershy’s mind was racing. That was a large number; enough to do some real damage if they infiltrated Ponyville. In a stand-up fight even her untrained animals would be able to crush them by weight of numbers, but she couldn’t have them loose even a moment longer.

“Take me to them.” Fluttershy demanded. “Do that, and I’ll spare you and you alone.”

“I – we don’t want to fight,” the changeling Fluttershy choked out. “Please. We just want to live. Please, we’ll obey your every order. Just don’t—”

“Kill you?” Fluttershy tightened her grip on the other Fluttershy, causing her—it to gasp in agony. “Give me one reason why I shouldn’t? You tried to kill me and every other animal in the forest.”

“I—I could pretend to be you—” The other Fluttershy whispered. “I’m good at pretending to be Fluttershy. Not so much the other forms, but I—”

“Pretend to be me?” Fluttershy pressed the other Fluttershy against the ground so hard she heard the changeling’s bones creak. “You think I’d ever trust you alive, let alone to impersonate me?”

Fluttershy was two seconds away from ordering Longfoot to take the fake Fluttershy outside, but amazingly, the other Fluttershy still found the courage – not to mention breath – to talk back.

“You…need me,” she said. “If I’m here you can do what needs to be done. No changeling can pretend to be Fluttershy as well as I can. And you can’t be here all the time if you’re going to protect your friends.”

“And I should trust something that killed all of my friends?” Fluttershy could feel the bones flexing beneath her hooves. Just one push was all it would take to break the creature’s neck. Just one push…

“Not that I could hurt you,” the fake mirror said. “Just…thought you’d…use…anything you could to protect…your…friends.”

Protect.

Friends.

The words echoed in Fluttershy’s mind. They reverberated in her soul. Suddenly, she looked up.

She was in her cottage. Her cottage. Fluttershy’s cottage. And around her were animals. Warriors—no—people who’d come to help protect Ponyville. For her.

Friends.

And they were staring at her, beavers, squirrels, rats, mice, gerbils, ravens, bluejays, cardinals, even the odd crow and larger animal. And Matilda and Longfoot. All of them.

They clutched weapons, but awkwardly. They weren’t fighters or even killers. Not yet. And they were watching—

They were watching Fluttershy as she choked herself to death on the hardwood floor. And something was in their eyes. Something Fluttershy had once seen before.

Reluctantly, very reluctantly, Fluttershy loosened her grip. The other Fluttershy gasped and began choking as air flooded back into her, its lungs. Even more slowly, Fluttershy stepped back.

“Keep it here,” Fluttershy ordered the other animals. “Don’t feed it, get close to it, or let it do anything until I get back. Just—just keep it here, alright? And if you see any sign of changelings…kill her first and then deal with them.”

Longfoot nodded somewhat shakily. Fluttershy wanted to say more, but she looked at the Other Fluttershy still gasping for air on the ground.

There were no words. Fluttershy left the cottage.

The dinner affair at Twilight’s was a simple yet extravagant affair. Simple in that it involved six friends who all knew each other and didn’t dress up with the obvious exception of Rarity. Yet it was also extravagant in that they had a waiter – Spike – a that this was an event put together by Twilight. Naturally, every detail had been planned out.

At exactly 5 PM five ponies gathered at Twilight’s library for the dinner. Dash was three minutes late for which she received a mild scolding. After a mandatory 10-minute chat over snacks the six friends proceeded to the dining table where their stomachs weathered a six-course meal of various foods laboriously whisked on and off the table by Spike.

All of this was of course, accompanied by a magically floating list as Twilight obsessively crossed off every detail of her Dinner Party checklist. It was a mark of the deep friendship that existed between the other five ponies and dragon that they merely sighed every time Twilight did this.

“Okay, our second greens course is completed, and that only leaves the regular dinner, special dish, after dinner munchies, desert, after-desert munchies, and drinks.” Twilight sighed happily as her quill danced on her parchment. “And now we should begin our next round of idle chit-chat or entertaining gossip.”

“That sounds…great?” Applejack munched on her tiny bowl of leaves. “So does this mean we’re getting our real food now or later?”

“Well, now Spike will bring us the regular meal, as well as our special dish.”

Spike emerged from the kitchen bearing a heavily-overburdened tray. “And today’s special dish is…”

“Rice pudding!” Twilight beamed as the dragon carefully served out bowls of sticky white jello to each of the six ponies.

“Why, this looks lovely!” Rarity clapped her hooves together. “Twilight, you’ve outdone yourself today!”

“Yeah! It looks pretty good!” Rainbow Dash stuck her face in her bowl and began eating the instant Spike put it down. “Tastes good too!”

Twilight beamed. “I’m so glad you like it. And I’ve received my mandatory food-related compliment for the evening so I can check that off!” Her quill scratched on the parchment with an extra flourish.

Fluttershy resisted the urge to snatch the quill out of the air and stab her rice pudding with it. It wasn’t that she hated Twilight – no, she was a dear friend after all. But that quill and the checklist had been annoying her all evening. Why not just remember all the details instead of obsessing over everything?

But Fluttershy plastered on a fake smile and carefully spooned some pudding into her mouth. It was tasty after all. It was just that she was not having a good time tonight, and she didn’t want that to show.

Quite precisely why Fluttershy was in such a foul mood wasn’t a mystery. She had a changeling in her cottage, fourteen more in the forest, and she had a thousand other things she could be doing, such as training the animals, making sure no other monsters were threatening Ponyville, and generally, not being here eating rice pudding and listening to that damn quill scratching.

It took Fluttershy a minute before she’d realized Twilight had asked her something. Probably another ‘mandatory question’. How had Fluttershy forgotten how annoying Twilight could be sometimes? She was her friend but…had she just never realized it until now?

“Oh, I’m sorry.” Fluttershy looked up at Twilight and gave her a smile. “I was uh, just thinking. What was that?”

“I was just asking how your animal friends are doing,” Twilight said. “Anything interesting come up recently?”

Apart from battling an Ursa Major and a manticore in the same day? “Nothing much,” Fluttershy said. “We’re all happily getting along as usual.”

“And how is Gerome doing?” Twilight asked Fluttershy politely. “Did he enjoy my book on tactics?”

Fluttershy’s expression froze for just a fraction of a moment. Who’s Gerome?

“Um, Gerome? Oh, uh, he’s doing fine. Just fine.” She coughed lightly and took another bite of rice pudding. She hoped the conversation would steer away from the topic immediately, but her instincts told her it would not.

“Who’s Gerome?” Pinkie Pie was already finished her bowl of rice pudding and snatched another off the tray. “I’ve never heard of him. Is he an animal?”

“Well, duh.” Rainbow Dash was on her third bowl of rice pudding alreadyd, and Spike was running to keep up with the stream of empty dishes. “All of Fluttershy’s friends are animals. But yeah, do you know Gerome Twilight?”

“Oh, I haven’t met him, but Fluttershy was telling me all about him just a few weeks ago. She borrowed a few books on military tactics so she could read to him.”

“She did? Why in the hay does anypony need a book on military tactics?” Applejack looked incredulously at Fluttershy who tried to keep a straight, smiling face. She didn’t remember any of this, but she had to ride the conversation. Had she borrowed books on military tactics? Yes, actually. They were in the kitchen. But she didn’t remember getting them from Twilight.

The holes in her memory. Fluttershy silently ground her teeth together. This could be bad.

But Twilight interjected before Fluttershy had a chance to make something up.

“Well, Gerome’s a major military buff so that’s why he wanted the books.”

“What?” Rarity raised her eyebrows in polite disbelief. “That sounds like quite an unusual character. Why don’t I remember meeting this Gerome fellow myself?” She turned to Fluttershy.

Fluttershy was sure now that she’d made Gerome up. She fumbled for an excuse. “Well, uh, you see, he’s quite private, and he’s—”

“A lobster,” Twilight cut in. “Gerome’s a lobster, which is probably why you don’t see him that often. Lobsters live in salt water, and so he must be from pretty far away.”

“Now how’d you go meeting a lobster all the way in Ponyville?” Applejack looked at Fluttershy in surprise. “The nearest sea’s miles away.”

“Well, he was visiting his cousins for a few weeks, and so I wanted him to feel as comfortable as possible,” Fluttershy lied. “They invited him over and I got to know him then.”

“Who are his cousins?” Rainbow Dash grinned and tossed the eighth finished bowl of rice pudding onto Spike’s tray as the small dragon sighed. “Shrimp? Centipedes?”

“Actually, he’s distantly related to Tank and a few other turtles. But mainly, he’s related to Cidney.”

“Who’s Cidney?” Pinkie Pie slammed down her bowl of empty rice pudding and Spike rushed over with another. “I don’t know him either! And I know lots of animals!”

“He’s a crab. He keeps out of way most of the time.” Fluttershy’s eye was trying to twitch. She didn’t let it.

“Riiiiiiiight, because that doesn’t sound made up at all.” Pinkie Pie’s eyes narrowed as she munched down on her rice pudding. “Gerome the Lobster and Cidney the Crab, huh? I’ll have to look those guys up when they’re next in town.”

“I’ll introduce you to them then.”

“We’ll look forward to it!” Twilight grinned as Spike, wheezing with exhaustion, brought in another platter of delicate peach-lemon tarts. “Oh good, desert is here and right on schedule! Fluttershy, next time Gerome visits Ponyville, do have him come over. He and I can discuss tactics and famous battles, like the Siege of Trottingham during the Sixth Dragon-Pony war.”

“That sounds wonderful,” Fluttershy said politely, and handed Spike her finished bowl of rice pudding. “Um, but he probably won’t visit for a month or two. A pity. But uh, what’s this desert?”

“Oh, here we have a classic dish made courtesy of Sugarcube corner. I thought it might be too ostentatious to go with a fudge pie like my book on dinner parties says, so I…”

Fluttershy exhaled softly as Twilight began another rambling lecture-explanation and her friend’s attentions wandered. She sunk back in her seat and began cursing her bad memory, the dinner party, and especially peach-lemon tarts.

The pony that looked like Fluttershy, acted like Fluttershy, but was probably an animal-slaughtering changeling was sitting quietly in the cottage. She wasn’t alone of course – she was surrounded by a platoon of animals who were not quite pointing their weapons at her. It would take only one sudden move for her to be diced up, stabbed, and squashed by Matilda’s paw.

The door slammed open and every animal in the room jumped. Not coincidentally, so did the imposter Fluttershy, only narrowly dodging the five knives that stabbed towards her.

“Alright,” the real Fluttershy growled, “you’ll act as my double. You deal with my friends and other ponies 24/7, and report back to me. I’ll have watchers on you at all time, and ‘guards’ to help you remember your job—”

She cut off as she saw Other Fluttershy quivering, a tapestry of knives embedded in the floorboards around her hooves. The other animals looked sheepish and quickly collected the bladed weapons.

“Ignore it,” Fluttershy ordered. “I don’t like them any more than you do, but if I can use the changelings, I will.”

Longfoot stared at the fake Fluttershy with hostility mixed with fear. He hadn’t been there – none of the animals had. They hadn’t fought against the changelings, but they knew what they’d done.

Still, it was one thing to know and another to associate the creature that looked exactly like Fluttershy with the insect monsters she had fought against.

“That form—” Fluttershy forced herself to turn to the changeling, although she didn’t look into its eyes. “That is me.”

“Um. Yes, but—”

“If you do anything to ruin my friendships or hurt those I hold dear, I’ll tear your limbs off myself. You’re my cover – you pretend to be me at all times.” Fluttershy thought for a second. “If I’m in public, you stay indoors or out of sight. How many forms can you change into?”

“I’m n-not too good at changing or fighting. I can do, uh, you, but—”

“How about the other changelings?” Fluttershy cut off the changeling’s stammering reply brusquely. It had what she supposed was Fluttershy’s meekness down, but hearing it was…that wasn’t her anymore.

“The others are warriors but can’t change for long periods of time. I could pretend to be you—”

“Fine. Keep that form then.” Fluttershy waved a hoof at the changeling. “You’ll be my double. Now, take me to the other changelings. If they can’t disguise themselves that well, I’ll use them as fighters.”

“Um, now?” The Other Fluttershy was clearly taken aback at Fluttershy’s sudden change of mind.

“Yes, now.” Fluttershy wasn’t in the mood for idle chitchat. For a moment she wanted to leap on the changeling and hit it until her hooves bled, but she restrained the urge. Don’t break your tools, even if you hate them.

“Take me to them. I won’t kill them unless they try to attack. But if they want to live, they work for me. As for you, you’ll pretend to be me starting tomorrow.”

“O-okay. I can do that, I think.” Fake Fluttershy held open the door to the cottage. Fluttershy strode past her, Longfoot, Matilda, and a squad of animals following.

“Good. And your first task as me will be to find a lobster and a crab. Name the lobster Gerome, and the crab Cidney.”

“Um—”

“Shut up. Do it.”

“Okay.”

The Everfree Forest was a dark and scary place to all ponies. It was common knowledge that this terrible place was cursed; clouds moved on their own, animals cared for themselves, and not least, a bunch of terribly horrific monster made their home there.

Yes, the Everfree Forest was a place of terrors for any pony. For changelings though, it wasn’t nearly as bad. The darkness of the forest was pleasant to them; the creeping vines, humid temperatures, and heavy foliage reminded them of their natural homes. No, the changelings would have loved the Everfree Forests, predatory monsters or not.

It was the memories that lurked there that scared them.

Here was the grave of the changelings. Not in one particular place; no, this was the mass death of changeling, the end of their race. To the last insect they’d been hunted, ambushed, killed, and finally, burned. Even their invincible queen had been slain by a single pegasus.

So if there were any place changelings truly feared, it was the Everfree. Nevertheless they stayed in the center of the forest, a group of fourteen warriors tense with nerves. Because they had nowhere to go. And irony of ironies, the pony they were hoping to see was the one who had destroyed them.

Fluttershy.

She emerged from the forest, a squad of animals at her back. Not many; Fluttershy would have loved to scare the changelings, but making a bunch of seasoned warriors jumpy would not be a good idea. Besides, she needed them. However much she hated it, she needed creature that knew how to fight. And whatever Chrysalis’s army had been, Fluttershy could admire their military prowess.

The changelings drew back as one as Fluttershy approached. Their eyes flicked from the real Fluttershy to the cringing imposter changeling leading her. Fluttershy noted how they regarded the Fake Fluttershy with almost as much fear and suspicion as her. Perhaps her mere form was threatening to them. That was good.

Fluttershy stopped in before the changelings and held up a hoof. The animals took a while to realize that meant stop and spread out. Fluttershy waited patiently until they were arrayed at her back. Then she spoke.

“My name is Fluttershy.” Several of the changeling cringed back just at her name. “You know what I have done. I have slain your queen, and scattered your army’s ashes to the four winds.”

Fluttershy walked slowly down the line of changelings, staring at each of them. They shivered and refused to meet her eyes. Only the Fake Fluttershy at the end could even look at her, and she glanced away quickly, hoof over her burn scars. “I offer you one choice; work for me, under my rules, in the way I demand.”

Fluttershy stepped forwards and stared down the other Fluttershy, watching the changeling sink until it huddled on the ground with its comrades.

“Pledge to serve me now, just like your late queen. Or I will bury you with her.”

Silence reigned for a few seconds. The changelings were still, cowed, cowering. The Fake Fluttershy trembled, but raised her head. At that, the changelings moved.

As one, they bowed. Silently, their horns touched the ground.

Fluttershy smiled grimly. Apparently only a few changelings were noisy and annoying. Wonderful.

Fluttershy’s wings were heavy. She wanted to sleep, but there was no time. “Very well. Let’s get started. We have much to do.”

“And that was that.” Fluttershy stretched her wings and sighed, coming back to reality which was a lot more pleasant. For one thing, there was a nice warm fire, the comfort of Angel in her lap, and a thousand eyes on her, her friends.

Angel stared up at Fluttershy and poke her hard. It was a question.

“Yes, well, I used them to help train my army.” Fluttershy rubbed the spot Angel had poked absently. “I didn’t trust them completely of course; they were always guarded and even now I always have watchers on them. But they’re loyal.”

The fourteen changelings sat far away from the fire as possible. At Fluttershy’s words they all nodded as one, in perfect synchronization. They were all the same copy repeated; aside from a few scratches in their chitin or some dirt on their carapaces they couldn’t be told apart.

“I’m not sure how their loyalty will hold since Chrysalis is back,” Fluttershy glanced at the changelings who shuddered as one, “but I think the odds are on my side. They know what I can do, and they prefer working for someone who won’t kill them for annoying her.”

Angel nodded thoughtfully. He didn’t look happy at the idea of the changelings; none of the original animals did. Harry especially was giving the changelings an evil eye, and Fluttershy made a mental note never to leave him alone with them. Accidents happened, but she surprisingly didn’t want any accidents with the changelings. They had proven their worth.

After some thought, Angel pointed at the Fake Fluttershy, still maintaining her form as she hid in the kitchen.

“Her?” Fluttershy’s expression darkened. The Fake Fluttershy quivered. “She’s different. Something…well, something happened with Tirek. I’ll get to that, but it can wait until I bring you up to speed. Just think of this one as my decoy and leave it at that.”

Fluttershy nodded at the cringing Other Fluttershy. “Among the changelings, this one is the best at changing. Apparently, assuming another form takes a lot of energy, which is why only Chrysalis was able to mimic an alicorn princess like Cadence for a so long.”

Angel nodded slowly. He eyed the Other Fluttershy again and then glanced at Fluttershy. Then he tapped the floor with one foot. Fluttershy had to concentrate again to understand him.

“Hm? Oh, what happened next? Right, I suppose I should tell the rest of the story.”

She tried to collect her thoughts. “Well, training started and since I had a decoy that could free up my time, we got everyone trained up to proper fighting shape in a week or so. It was hard, but we were prepared. And just in time too; if we were barely ready for a threat then, it was the next trial that truly hardened us in blood and death.”

Longfoot crossed himself and the other animals turned pale and looked at the ground.

“I’ve stared murderers in their eyes, fought undead monsters, and even tricked the God of Chaos himself,” Fluttershy said, staring into the haunted shadows of her memory. “But what haunts my dreams even to this day is the…the…”

Angel was staring at Fluttershy, concerned. Fluttershy took a shuddering breath, taking solace and courage from his presence until she was ready to continue.

“The horror of…the pink.”

Interlude: The Crystal Empire

“It was a horde of nightmares,” Fluttershy said, pacing back and forth before her assembled audience. The animals watched her with bated breath, hanging on every word. “I’d never seen something so frightening before in my life. We made first contact about an hour past midday, when—”

“Um.” A timid voice interrupted Fluttershy. She glanced over in irritation.

“Uh,” Fake Fluttershy wilted as Fluttershy glared at her.

“What?”

“Well, I was just thinking—um, are you telling what happened in order? If so, you skipped a teensy tiny part.”

“What part?” Fluttershy was getting annoyed. The memory of the pink was getting to her. She shook her head to clear the images of blood and gore away. “Chrysalis died, I recovered, we started building our army, I dealt with you and the changelings and chased off the Ursa Major. Then Pinkie Pie cloned herself and nearly destroyed all of Ponyville.”

“Yes, but ah, before that, there was um, Sombra. You know, the Crystal Empire, and all the ponies…”

“Oh. Right.” Fluttershy grimaced. “That.”

“I didn’t want to interrupt, but I thought it was sort of important, and—”

“Yes, yes.” Fluttershy waved a hoof. “Shut up now.”

Angel kicked Fluttershy in the hoof. That sort of hurt. She glared down at him, but he glared up at her. Fluttershy had forgotten what it was like to have a friend who pushed back.

“Sorry,” she said. “I guess I missed a bit. Yes, Sombra. Well, I’m not sure how to explain this one. It all started when Twilight was summoned by Princess Celestia …”

Fluttershy trotted towards Ponyville with Fake Fluttershy by her side. The dirt road was clear of any ponies – her animals made sure of that.

“Brief me,” Fluttershy said. “Where am I going and why?”

“Well,” Fake Fluttershy had to scurry to keep up with Fluttershy’s long stride. “Twilight had to take some kind of test, and she’s going to the Crystal Empire.”

“The what?”

“It’s a civilization that disappeared for a thousand years. Shining Armor and Cadence are already there, but there’s something dangerous there that—”

“Shining Armor and Cadence? Celestia sent those two idiots?”

“W-well, they’re not idiots. Shining Armor’s the captain of the Royal Guard and Cadence is—”

“—An incompetent who couldn’t even stop Chrysalis from impersonating her? Very impressive.”

“W-well, they might be useful. Do you want me to go with the others or…?”

“I’ll go.” Fluttershy picked up her pace. “There’s nothing pressing at the moment, and this could be dangerous.”

“Okay. What do you want me to do when you’re gone? I could ask Longfoot of course, but he doesn’t like me that much and uh…”

“What?” Fluttershy stopped dead in her tracks and looked at Fake Fluttershy. “You can talk to animals?”

“Um, yes?”

“Why? How?”

“Well, changelings can copy the abilities of the pony they impersonate, so I, uh, picked it up. I’m still not that good at it but—”

“That’s useful.” Fluttershy was surprised to hear herself say it. “Fine. In that case, remain in Ponyville. Longfoot will be in charge in case anything happens. You order the other changelings if he needs it, and interpret for him.”

“Don’t you want some of us to come with you?” Fake Fluttershy ventured. “If it’s dangerous…”

“We’re taking a train into a freezing wasteland,” Fluttershy snapped. “The animals aren’t full trained yet, and they’re only capable if we’ve got overwhelming numbers, which we won’t.”

“And the changelings? I, we—”

“You lot freeze to death in cold temperatures, just like you die in the heat. You should know that.” Fluttershy turned and resuming walking briskly towards Ponyville. “I’ll have to count on my friends for this one.”

“But you’re going to fight?” Fake Fluttershy scrambled after Fluttershy. “Or, I mean, if you’re with everypony else—”

“If I get a chance, I’ll deal with whatever monster is threatening the Crystal Empire.” Fluttershy lifted one wing, and showed Fake Fluttershy the knife concealed by the feathers. “But if I can’t do it, it’ll just be the Elements of Harmony to the rescue. Again.”

“Well, uh, good luck.”

“Luck is for idiots without strategy.” Fluttershy growled, stomping faster to get to the train on time. “Since I’m working with Shining Armor and Cadence, I suppose I’ll need a lot of it.”

“And so, we left for the Crystal Empire.” Fluttershy coughed. Her throat was sort of dry. “It was a boring trip. But the Crystal Empire was something else. For one thing, we met Sombra. He was a shadow, half-real but exceptionally dangerous. And when we made it into the Crystal Empire, we found that ponies there were extremely unhelpful…”

The Crystal Empire was an amazing sight. Pure crystal made up the buildings, furniture, even the ground. That was the good part.

The bad part was the ponies.

“I wish I could help you. Really.” The crystal pony tried to walk past Rainbow Dash.

“Come on! You gotta know something!” Rainbow Dash moved to block the pony.

“But I don’t have any information.” The tired-looking pony walked past Rainbow Dash.

Rainbow Dash glared at the pony’s back and then flew off in disgust. Fluttershy sighed. Wonderful. They needed to find out about Sombra and what threat he posed, but no pony was even willing to talk.

“Oh, um, excuse me—” Fluttershy tried to attract the attention of the slumping crystal ponies. They completely ignored her, walking past without a glimmer of interest in their eyes.

This was stupid. Fluttershy ground her teeth and tried to look innocent and patient, just as she supposed the timid Fluttershy she was supposed to be would. These crystal ponies were walking doorknobs.

“Oh, hello, I was just wondering—” She tried to mimic Fake Fluttershy’s timid language.

The pony she was talking to walked on without even looking at her.

That was it. Fluttershy’s patience left her in an instant. She marched over to a table where two ponies were chatting. They ignored her. Fluttershy raised her hoof and prepared to smack both of their stupid little heads until they talked—

No. Fluttershy lowered her hoof reluctantly. Control yourself.

“Oh, that’s okay. You all look really busy…”

She slunk away, trying to resist the urge to grab the nearest pony and shout. Maintaining this act was harder than she remembered. Or rather, she was so much different than she had been. Maybe she should have left this to Fake Fluttershy after all…

No. Fluttershy shook her head. Sombra was too dangerous to trust this to that fake. Time to meet up with the others. They had to work together to solve this one. Especially because Fluttershy still hadn’t figured out how she was going to stab a giant evil cloud to death with a knife.

Angel tapped Fluttershy on the hoof and she looked down and listened for a moment.

“That’s right. I had no idea how to harm something so magical as Sombra,” Fluttershy admitted. She sighed and cleared her throat again. A trio of mice rushed forwards, a cup of hot tea balanced between them.

“Thank you.” Fluttershy lifted the cup up and sipped gratefully. “Yes, it was a mess. I didn’t have a plan other than aiding Twilight at the time, but thankfully that worked out well. We found the library of the Crystal Empire, and found that the way to combat Sombra’s hold on the crystal ponies was to raise their spirits with a fair. It was a good plan, although some odd things happened as well…”

Twilight had just finished explaining how the tradition of the Crystal Fair was important to bring together the crystal ponies to Shining Armor and Cadence. She walked back into the room where the other five Elements of Harmony were standing.

Fluttershy inwardly grimaced as she caught a glimpse of Shining Armor and Cadence sitting together in the throne room. Well, there were two useless ponies. Cadence could barely keep the barrier spell running, and Shining Armor, who was supposed to be the best at barriers was now useless. Oh wonderful.

But Twilight had a plan. The Crystal Fair might actually be useful in Fluttershy’s opinion – motivating the crystal ponies was good, and the power of love wasn’t inconceivable. Even Cadence might be able to use it if they generated enough good feelings with every pony.

Twilight looked at her friends gravely. Fluttershy waited for her generic words of encouragement, or perhaps a request that they all help. But then Twilight opened her mouth and began to sing.

“Princess Cadence needs our help

Her magic will not last forever

I think we can do it

But we need to work together

We have to get this right

Yes, we have to make them see

We can save the Crystal Ponies with their history,”

Wait. What? Fluttershy tried not to gape. Twilight levitated the book on the Crystal Empire onto the table and flipped it open. What was she doing? But then the page landed on two ponies covered in armor charging at each other. Rainbow Dash started singing—

“It says that they liked jousting,”

Pages flipped. Rarity cut in.

“They flew a flag of many hues,”

Applejack started singing. Well, it looked like they were doing this. Fluttershy desperately sought for a good line.

“Made sweets of crystal berries,”

Oh. Her turn. Fluttershy looked at the page desperately.

“They had a petting zoo with tiny ewes!”

Actually, those looked like rams, but it got the job done. Now all the others were singing. Fluttershy desperately tried to mimic them.

“Oh, we have to get this right

Yes, we have to make them see

We can save the Crystal Ponies with their history!”

Pinkie Pie pulled out a gigantic twisted horn out of nowhere.

“There was a crystal flugelhorn

That every pony liked to play,”

Twilight cut in with what Fluttershy desperately hoped was the last verse.

“And the Crystal Kingdom anthem

Can you learn it in a day?”

No such luck. At least Fluttershy knew the refrain now.

“Oh, we have to get this right

Yes, we have to make them see

We can save the Crystal Ponies with their history!”

The song ended. The others rushed off to make preparations for the Crystal Fair. Fluttershy stayed where she was for a moment, and just stared at nothing.

“…What just happened?”

“And of course, we had to try to raise everypony’s spirits even while Sombra was knocking on the front door.” Fluttershy grimaced and rubbed her back with one hoof just at the memory. “That wasn’t fun.”

The sky was blue and clear; the ponies were happy. It was a wonderful illusion. Fluttershy had to resist glancing up at the sky to see the telltale flickering as Cadence’s spell slowly failed. It amazed her that the crystal ponies were buying the charade of the Crystal Fair. It amazed her even more that she was going alone with it.

Every instinct in Fluttershy cried out to search for the Crystal Heart herself, to bring the fight to Sombra. But she’d caught a glimpse of his form when they’d been heading to the Crystal Empire – she had a realistic idea of how that would go.

But why, of all the possible things she could be doing to help defeat Sombra was Fluttershy jousting?

The crystal empire ponies were in the stands, cheering and munching on snacks. The narrow jousting lane had been set up with colorful pendants and flags. Across from Fluttershy, the opponent waved at the crowd and adjusted her lance.

Rainbow Dash. Fluttershy closed her eyes and tried not to think about slapping her friend across her helmeted head. Of the many qualities she was sure her friend possessed, restraint wasn’t one of them. She could already tell what her role in this event was going to be.

Pinkie Pie blew the flugelhorn and both pegusi charged.

Fluttershy whimpered and tried to act as clumsy as possible. The lance was heavy, but she carried it much more easily than her friends would have guessed. She could see Rainbow Dash speeding towards her, lance aimed dead-center at Fluttershy’s chest.

It was very hard to resist the urge to side-step at the last moment and clothesline Rainbow Dash with her lance. But Fluttershy mastered her impulses and instead flinched just at the fight moment.

Wham. Rainbow Dash’s lance struck Fluttershy dead-on.

Fluttershy and her lance went flying. Miraculously she didn’t break her bones falling, but landed in a conveniently placed haystack. Even still—

That hurt. Rainbow Dash trotted over and Fluttershy resisted the urge to smack her in the face with her lance.

“Isn’t there…somepony else who can take over the jousting demonstration with you?” Fluttershy gasped.

Rainbow Dash scoffed.

“The fate on an entire empire rests on us showing these ponies a good time! But y’know, if that isn’t important to you…”

Fluttershy pretended to whimper into her hooves. Internally, she wondered why Rainbow Dash hadn’t chosen Pinkie Pie or Applejack to joust with. Probably because they might actually win.

“Okay, okay, I’ll take it easy on you next time. But not too easy – I’ve got a reputation to maintain!”

Fluttershy groaned and got to her hooves as Rainbow Dash trotted off. How many more jousts was she going to have to do? It wasn’t as if the lances were padded. Moreover, Fluttershy could sense Cadence’s magic growing weaker by the moment.

Twilight had better get the Crystal Heart soon, or things would get really bad.

Every animal in the cottage held their breath as Fluttershy described Spike falling from the top of the castle, the Crystal Heart shining as Sombra raced towards it. Fluttershy tried to convey the scale of the scene, the drama of the moment. She of course remembered the events a bit differently…

The pure light of the Crystal Heart engulfed the kingdom in magical energy, shattering King Sombra’s dark crystals. High above the kingdom Fluttershy saw the shape of Sombra screaming as the light struck him and his body fractured – and then broke.

The remains of what had been Sombra were blown out of the Crystal Kingdom as the magical light transformed every pony into shining crystal versions of themselves. Above the awestruck crowd, an aurora of lights burst into the sky, creating a magical sight visible for miles.

From her perch on a tower balcony, Fluttershy remained frozen, still ready to dive out and strike at Sombra before he could capture the Crystal Heart. She was still struggling to deal with the image of Shining Armor tossing Cadence at the Crystal Heart, let alone the sudden reversal of the seemingly hopeless situation.

As the ponies below began to cheer and whoop in celebration, Fluttershy finally managed to come back from her state of shock. She glanced at the concealed knife she had kept under her wing the entire time. In disgust she tossed it over one shoulder.

“Stupid magic barriers saving everypony at the last moment. What in Tartarus was that power earlier? Princess of Love? More like Princess of Magical Explosions. Who even puts all the entire defense of a kingdom in an easily-hidden crystal heart anyways? Ever heard of soldiers? And how in Equestria did these idiots think trusting a unicorn with a red horn was a good idea? Who makes a kingdom out crystal anyways?”

She kicked a pebble down the street as the Crystal Empire ponies cheered and celebrated, still muttering.

“And why not send Celestia or Luna, or both? The fate of an entire empire rests on a single unicorn and her friends? Send some royal guards, or at least a few body doubles to get eaten by that damn cloud…”

It was a few hours before Fluttershy had composed herself enough to smile and chat happily with her friends on the way back to Canterlot.

“And that was that.” Fluttershy let the animals cheer in celebration for a moment before clearing her throat. “Twilight passed her test, Shining Armor and Cadence moved to the Crystal Empire to rule the ponies, and everypony was happy. There was even a song.”

Angel’s ears perked up and the other animals chattered in interest. A song?

“Yes. Don’t ask why. Ponies just start breaking into songs now and then.” Fluttershy grimaced. “I have no idea why.”

Fluttershy and the other Elements of Harmony sans Twilight Sparkle waited outside of the throne room for Twilight to return. Spike was nervous, fretting about Twilight’s so-called test, but Fluttershy was calm and impatient.

She knew Twilight had passed. Rarity, Pinkie Pie, Rainbow Dash, and Applejack knew Twilight had passed. Rocks and dust bunnies knew Twilight had passed. Even Cadence and Shining Armor had probably picked up on that fact. Who cared if Spike was the one to deliver the Crystal Heart? Defeating a tyrannical unicorn king and saving a nation was a passing grade in any pony’s book.

The doors swung open and Twilight trotted out, a huge smile on her face.

“I passed!”

Fluttershy smiled and pretended to look surprised as the others cheered. She prepared some happy comments but to her surprise Rarity stepped forwards. The instant she started singing Fluttershy knew what was coming.

“You were prepared to do your best

Had what it takes to pass the test

All those doubts you can dismiss

Turns out you were”

Twilight and Rarity began walking forwards. Fluttershy sensed the others moving behind them and realized she was going to have to ad-lib like crazy. Good thing the lyrics were easy to predict.

“Prepared for this!”

Applejack trotted next to Twilight and put a hoof on her shoulder.

“You clearly have just what it takes”

Pinkie Pie teetered by on two gigantic stilts. Where had they come from?

“To pass a test with such high stakes”

Fluttershy flew by, a smile on her face. Huh. The words were coming to her. This was easier than she’d thought.

“We knew for sure you would prevail”

A voice floated down from the heavens. Rainbow Dash lying on a cloud.

“Since when does Twilight Sparkle ever fail?”

Fluttershy found herself marching out of the castle, Twilight following them as they kept singing.

“All those doubts that you can dismiss

Trust yourself and you cannot miss”

As if by magic Applejack, Rarity, and Pinkie Pie turned and sang in together,

“Turns out you were”

Twilight smiled and sang back,

“Turns out I was”

Fluttershy found herself flying next to Rainbow Dash in the air? What? But Spike was singing too,

“Turns out you were”

Twilight sang back,

“Turns out I was,”

Fluttershy found herself repeating the song with the other ponies. They went through three more repetitions while they boarded the train to Ponyville. Only after they were traveling into the tunnel did Rarity rest her hoof on Twilight’s and sing softly,

“Turns out you were”

Fluttershy join everypony but Twilight in relief for the last line of the song.

“Prepared for this!”

Then the Elements of Harmony began laughing and chatting again, as if nothing had happened. Fluttershy sat back in her seat on the train, released from whatever strange magic had compelled to sing.

“Huh.” Fluttershy blinked a few times. “That was random.”

“You clearly had what it takes…” Fluttershy hummed to herself before she realized all the animals were staring at her. Hastily, she cleared her throat.

“Anyways, it was a silly adventure.” Fluttershy coughed into one hoof and took another sip of tea. “It could have ended much worse of course, but nopony was hurt, and we got to exile – I mean send Shining Armor and Cadence to the Crystal Empire.”

The animals sat back and nodded, happy. They were all smiling, the old animals, that was. Fluttershy could see smiles on the faces of the new animals, but they were twisted by sadness. And horror. They remembered what came next.

And the others caught the mood, for the smiles on the faces of the old animals faded quickly enough. Fluttershy caught Harry glancing anxiously at Matilda who shook her head and pointed discretely to Fluttershy. She waited until all was silent again before she continued, more heavily now that the peaceful interlude was over.

“Sombra might have been dangerous, but he never managed to kill anyone. The same can’t be said of Pinkie Pie’s clones. We lost…a lot of good animals that day.”

Fluttershy’s head bowed at the memory, and the others were silent.

“But it could have been so much worse. And the funny thing was,” she smiled with terrible wryness, “Twilight and everypony else were nearly swamped by only forty Pinkies. Hah. If you want to see true terror, try two hundred Pinkie Pies.”

Chapter 4: Fun

They came, the horde of nightmares. Bouncing, giggling, laughing. Without mercy, without pity, hunting their prey.

Pinkies.

“Hold. The. Line.” Fluttershy ordered. “Don’t let the main mass of Pinkies get into Ponyville.”

The brigade of animals braced themselves, nearly a hundred creatures in all. They were Fluttershy’s best warriors, all those who could be trusted with weapons. Not on the level of shock troops just yet, but they knew what had to be done.

The mass of Pinkies brightened and jumped faster when they saw Fluttershy leading the group of animals.

“Fun!” They chanted. “Fun! Fun! FUN!”

Fluttershy waited until she could see the crazed whites of their eyes. Then she swung her hoof down. “Engage! Hold them back!”

The Pinkie Pies slammed into the ranks of animals with all the speed and force of a pony on permanent sugar-high. They crashed through the first rank of animals but stopped dead and the second and third pushed back.

Pinkie Pies flew through the air as the animals either got underneath them and heaved, or in the case of larger ones like Matilda, bodily picked up Pinkie Pie and threw the many versions of her backwards. They landed with sickening thumps or splats as they hit the earth, but bounded back up, seemingly unharmed and hopped towards the line of animals again.

But the ranks of animals didn’t break. They held, and threw back the wave of Pinkie Pies again, and then again. Fluttershy herself caught the Pinkies that somehow jumped past the animals and bodily checked them back into the main mass, ignoring their high-pitched cries of ‘fun!’

Fluttershy gritted her teeth and grabbed a Pinkie Pie’s mane with her teeth. The clone’s head twisted back and it grinned at her, showing way too many teeth.

“Fun!” It said.

The pegasus’s wings pumped and she pulled the Pinkie up and tossed her back into the mob of Pinkies. Another bounded at her, giggling insanely. Fluttershy kicked the Pinkie out of the air and landed behind her animals.

“Don’t fall back! Protect each other and bring them down one at a time!”

Her animals heard her and redoubled their efforts. Their lines bent as the Pinkie Pies advanced though. Bent under the unending onslaught…and held.

Barely. Each second threatened to let the mass of Pinkies break through to Ponyville. Fluttershy couldn’t guess how many there were. Eighty? More. Already the other Pinkie Pies, a far lesser number were destroying parts of the town. If the rest arrived…

Unacceptable. Fluttershy dove back into the mass of Pinkies and fought to hold them there. They had to hold them there. Already the ground was churned and muddy as sweat and exertion churned the earth. There wasn’t any blood spilled, yet.

But how long could they keep it up? Fluttershy didn’t know, but she fought desperately for every second she could buy her friends to evacuate Ponyville or deal with the Pinkie Pies. She couldn’t back down, even as pink hell surrounded her.

It had been such a peaceful day, too.

Earlier…

“Explain to me again why you need Matilda and the other animals for a picnic.” Fluttershy surveyed her animals as they practiced using knives in the Everfree. “And this time, try to make me care.”

Today was training day, which was in fact, every day. Her animals were arrayed in a line in the forest, practicing under Fluttershy’s command. Spaced among them were the changelings, black chitin conspicuous among the rest of the fur and feathers. They directed the animals in groups, showing them how to strike and move in groups. The animals obeyed them, albeit reluctantly, and Fluttershy supervised the group as a whole.

Fake Fluttershy shrank back and trembled as Fluttershy glanced at her. She did that a lot, which Fluttershy supposed was good for the purposes of fooling every other pony. But she found it annoying every time the changeling did it. Fluttershy wasn’t a coward any longer.

“Well you see, I was having tea with Longfoot as part of my act, you know, being in plain sight, and I thought some other animals might want to join me. Longfoot enjoyed it, and I know they’re sort of tired. But if you don’t want me to, I don’t have to…” Fake Fluttershy cringed and waited for Fluttershy’s response.

“Fine. Just stay out of my way.” Fluttershy turned her attention back to her troops. She had better things to do than waste time arguing with a changeling.

Moreover, a part of her thought that Fake Fluttershy might be right. She had been pushing her animal friends quite hard over the last few weeks, ever since the Crystal Empire. It was necessary of course, and her friends didn’t complain, but Fluttershy knew they were tired. A break might cheer them up.

Fake Fluttershy sighed in relief. That annoyed Fluttershy almost as much as the rest of the conversation. She was just turning to yell at the changeling again when she caught sight of something orange in her peripheral vision.

Applejack? No. Fluttershy turned and her jaw dropped. A…flying orange with blue wings was fluttering towards both Fluttershys, causing the rest of the animals to stop their practice and stare as well.

Fluttershy backed up as the orange-bird approached. It stopped just in front of her and hovered unsteadily. A muffled cheeping of distress came out of the orange.

Hesitantly, and prepared to be attacked at any moment, Fluttershy put her hooves around the orange and unpeeled it. A very upset blue jay emerged from the pulpy insides of the fruit and squawked at Fluttershy.

“What happened to you?” Fluttershy asked.

Fake Fluttershy slipped away as the blue jay complained about obnoxious purple unicorns, overexcited pink ponies, and annoying dragons.

“Well, you’re safe,” Fluttershy concluded after the blue jay had stopped vocalizing. “I’ll talk to Twilight, but no one was hurt.”

Chirp! Chirp!

“No one but you,” Fluttershy corrected herself. “Look, just let Twilight do her thing. I’ll let you have the day off of training and a double ration of birdseed, alright?”

Mollified, the bird nodded and flew to a nearby branch. It eyed the training animals with interest.

Fluttershy sighed and went back to supervising her troops. She had just a minute of silence when a loud croak disturbed her.

Fluttershy turned and saw an orange with frog legs sitting despondently in front of her. This time she just sighed and covered a face with one hoof.

She offered to peel the frog, but it told her it was comfortable the way it was. After all the animals had practiced for another hour, Fluttershy called a break. The relieved animals sat back and relaxed together while the changelings sat further away, in their own group.

“Satisfactory,” Fluttershy told the changelings, pacing back and forth in front of them. They watched her somewhat nervously, but with obedient attention. “We need to work more on individual combat training though. The troops still haven’t been in a real battle, so they’ll hesitate and freeze unless we beat that out of them.”

The changelings nodded as one. That was something creepy about them; Fake Fluttershy was fairly individual, but the warriors were clones of each other. Well, they had their unique traits if you looked close enough, but their discipline made them very easy to control. They stared at Fluttershy with rapt attention, placing their faith in her every word. Like they had with Chrysalis, Fluttershy supposed. For some reason, that made her uncomfortable.

“Don’t get pat yourselves on the backs,” Fluttershy snapped. “I want you lot training as well. If you don’t have time during the day, do it at night. You changelings aren’t nearly as good as you should be if I could take you lot apart with a bunch of untrained animals.”

The changelings shifted and bowed their heads silently. For some reason part of Fluttershy felt guilty at that. “Well, you’re somewhat capable,” Fluttershy amended her statement. “But your leader was a fool.”

The changelings looked up as one and Fluttershy waited for an angry response. But they just stared at her, wide-eyed and silent. They weren’t big on talking at all. Or rather, it seemed to Fluttershy at times that they were talking without speaking, almost like animals. She almost thought she could hear what they were saying at times, but that was impossible.

“Break time ends in twenty minutes,” Fluttershy told them after the silence drew on too long. “Have the animals go through ambush tactics for an hour and then we’ll call it a day.”

The changelings nodded as one. Fluttershy nodded back almost unconsciously and went to have a more congratulatory conversation with her animals. Before she could though, pounding hoofsteps made every creature in the clearing turn warily.

The changelings were already gone and hidden behind a tree when Fake Fluttershy burst into the clearing. Fluttershy was about to shout at her for not sending word earlier, but the sight of the other pegasus stopped her.

Fake Fluttershy was covered in dirt, mane a mess, and wild-eyed. She stopped in front of Fluttershy and took a few deep gulps of air before she could talk.

“Um, I think we have a problem.”

Now.

Pinkie Pie. Fluttershy’s friend and a pony of much strangeness. Fluttershy couldn’t remember how long she’d known the party pony, but she was quite familiar with Pinkie Pie’s antics. For all that though she appreciated the pink pony when she wasn’t being insufferably annoying. A good laugh was essential to any army, and the animals had often relaxed and destressed thanks to Pinkie Pie’s parties.

But whatever magic had cloned Pinkie Pie’s likeness, it hadn’t done such a great job on her mind. The Pinkies Fluttershy hurled back were simple copies, mindless morons searching for fun. They made Fluttershy sick, and not just because they reminded her of changelings. Well, even changelings were more unique and individual than these…things.

It would normally be impossible to stop even a single Pinkie Pie even with a group. The party pony of Ponyville was simply too quick and too energetic to catch. But these Pinkies were a lot dumber and slower than the real Pinkie. Moreover, Fluttershy had organized her troops in formation.

They stood three ranks deep, shoulder to shoulder. The smallest animals were at the back, helping to trip up Pinkies while the larger ones worked together to push Pinkie Pie back. It was a living wall of flesh, and while it still let one or two Pinkies happily bounce towards Ponyville, the strategy was working.

Fluttershy rammed another Pinkie Pie back and gasped for air. Something grabbed her from behind and she struggled, but it was only Matilda. The big bear gently pulled Fluttershy out of the fray and deposited her behind the line of animals. Then the bear stepped into Fluttershy’s place and sent six Pinkies flying with one slow swipe of the paw.

Two creatures were waiting for Fluttershy in the relative safety behind the main army of animals. Longfoot, and Fluttershy, both looking concerned. The rabbit offered Fluttershy a bottle of water which she snatched from his paws.

“Report,” Fluttershy rasped, drinking down the delicious water and splashing more over her face.

“The Pinkie Pies are in Ponyville,” Fake Fluttershy said quickly, worry on her face. “Not many – only about forty from what I could see. But they’ve destroyed several buildings and Applejack’s new barn and they’re causing havoc wherever they go.”

“Get the ponies out of the way, and hide them in our hidden tree shelters,” Fluttershy ordered. She’d had the animals construct several hiding spots in the Everfree for just such an eventuality. “They’ll be safe there until word gets to Princess Celestia and she can muster the army. We can pull out the real Pinkie then and get rid of these fake freaks.”

“Right,” Fake Fluttershy nodded. “But uh, how will we know who the real Pinkie Pie is? They’re all alike from what I see.”

“No clue.” Fluttershy grimaced. “But we can’t find out without more numbers to deal with these Pinkies. And I’m not about to risk hurting Pinkie Pie if she’s one of these things. Now, where are the rest of the animals?”

Longfoot waved his paws and chattered, seemingly meaningless actions which both Fluttershy’s understood.

“I want them on standby,” Fluttershy said. “We’re doing well here containing the main mass of Pinkies. Let’s not waste all our forces holding them if this turns out to be a long battle. Have the rest of our forces wait for another thirty minutes. Then we’ll switch out all current fighters and have them rest.”

Longfoot nodded.

“Go,” Fluttershy ordered them. Both rabbit and pegasus sped off. Fluttershy looked back at the Pinkie Pies still bouncing at the ranks of animals. Thirty minutes. Then she could rest. Fluttershy charged back into the mass of Pinkies, holding them back until she could rest.

That was the plan. But even the best laid plans break.

Twenty minutes had passed since Fluttershy had given her orders when she felt a hoof pull her out of the fray again.

“What?” Fluttershy demanded angrily as Fake Fluttershy fought her way next to her. Both pegusi stood at the front lines, shouting at each other as the Pinkies bounced at the animals.

“Twilight’s left the safe house!” Fake Fluttershy had the shout over the noise of the Pinkies.

“What!?”

“I had them in the safe house under the tree,” Fake Fluttershy said. “But then Twilight started rounding up all the Pinkies! She’s got some kind of plan.”

“A plan?” Fluttershy growled and swatted a Pinkie aside. “Well, that changes our strategy. What’s her big idea?”

“I think she’s got a spell to return the copies of Pinkie Pie to the pond,” Fake Fluttershy said, dodging a bouncing Pinkie Pie. “But she has to find the real Pinkie first. It could take a while – she was saying something about a test—”

“Wonderful.” Fluttershy caught a Pinkie as it hurtled towards her and slung it to the ground. The bone-rattling impact didn’t seem to even phase the pink pony however, and it bounded up again with another cry of ‘fun!’

The Pinkie Pies weren’t that dangerous when you outnumbered them three to one. Fluttershy glanced down the line of her animals and saw that they were successfully blocking the Pinkies, throwing them back or bowling them off their feet. The Pinkies seemed to regard this as great fun, and so their progress was halted. Excellent.

“Get back there and help her,” Fluttershy ordered. “The real Pinkie’s not here. Pinkie Pie’s an insane idiot, but she’d never hurt anypony.”

Fake Fluttershy nodded and began to gallop away. But she skidded to a halt before she’d made it more than ten feet.

“Oh holy horseapples,” Fake Fluttershy breathed.

Fluttershy turned and her stomach sunk through her hooves. Coming out of the forest was a stampede of pink, a horde of bouncing, flying terrors nearly twice the size of the group Fluttershy’s army was dealing with at the moment.

“That’s—” Fluttershy stopped and stared. So many Pinkies. They raced towards the line of animals, shouting.

“Fun!”

“Go.” Fluttershy ordered Fake Fluttershy.

“But—”

“Go! Get Longfoot to call in everyone else! Hurry!”

Fake Fluttershy raced off. Fluttershy remained where she was, among the line of animals, watching the sea of Pinkie Pies approach.

“Fun!”

Their numbers seemed endless. They filled the sky and ground.

“Fun! Fun!”

The animals around Fluttershy faltered as they saw the new wave of Pinkies incoming. They were tired. They’d been fighting for over an hour without rest. They looked to Fluttershy.

“Hold,” she told them. “The others are coming. We just have to hold—”

“FUN! FUN!” The sound was deafening. The Pinkies crashed into the line of animals like the tide. Fluttershy battered two Pinkies out of the way, and then she was swept off her feat.

“FUN!”

They were dangerous. They were deadly. They were not fun; in fact, Fluttershy had never seen something so insanely violent before in her life.

The Pinkie Pies weren’t trying to hurt anyone. They just wanted their ‘fun’. Unfortunately, these clones had limited one-track minds and all the hyperactive energy of the real Pinkie Pie. In their need to find entertainment, they ran, jumped, and trampled anything in their way.

A fox was trying to pull a Pinkie Pie back when a second one landed on its back, knocking the wind out of the smaller creature. Fluttershy saw it trying to get back up, but then more Pinkie’s bounced on it, first one, then two, until they filled Fluttershy’s vision. She didn’t see the fox reemerge from the sea of hooves and legs.

This was bad. Fluttershy had given up on any pretense at niceness and had begun kicking and throwing the Pinkie Pies back as fast as she could, but they kept coming. They landed on her, rammed into her, smacked her to the ground and trampled her.

Fluttershy’s head struck a rock and a Pinkie’s hoof ground her face into the dirt. She threw it off her and staggered upright. The side of her head was bleeding, but far worse was the lack of air. She couldn’t breathe. It was a sea of Pinkies, a tide of flesh that was choking her.

Fluttershy fought for air. She unfurled her wings and leapt into the air. Pinkie’s bounced all around her, but she found a moment to breathe at last.

Below her was a sea of endless pink. Cotton candy manes bounced about and the same terrible word was repeated a hundred times each second.

“Funfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfunfun—”

Fluttershy could make out her animal task force, a few of them, no longer trying to hold Pinkies back and merely trying not to be stomped to death. She had to do something.

“Hey!” Fluttershy’s desperate voice was lost in the chanting. She tried again. “Hey! Look over there! Is that a party?”

As one, the Pinkie Pie’s heads turned in the direction Fluttershy was pointing.

“Party? Where?”

“Over there!” Fluttershy pretended to gawk at something in the distance. “It’s a huge party! Full of cake and balloons and…party hats! I’d hate to miss that!”

“Party! Fun!” As one pony the Pinkie Pies charged off in the direction Fluttershy was pointing.

Fluttershy sank to the ground, panting wildly as the avalanche of pink retreated for a moment. She gulped air for a solid minute before she could focus. When her vision had cleared enough to see, Fluttershy’s heart stopped.

Without the ever-present chanting of Pinkies, the forest was very quiet. Too quiet. The animals…her friends were around her, but only a few. She saw them limping, some in small groups still, trembling with exhaustion. Some of her animals. But the rest were lying on the ground. Still. Around her was silence. Silence, and death.

Half of her animals lay on the ground, unmoving. Fluttershy ran over to a squirrel and stopped. It lay on the ground, neck twisted at a terrible angle. Its limbs, even its body was crushed flat. The ground around the squirrel’s corpse was stained red and pounded flat.

Fluttershy breathed out slowly. This was…terrible, even by her standards. She’d never seen violence this cruel, not even in war. She bent down and touched the squirrel. An untested warrior. Trained, but not enough. But she’d asked him to fight, and he had. And now…

Shouting. Fluttershy whirled around. From out of the forest poured Longfoot and the other animals. Leading them were also the changelings, perfectly arrayed and ready for battle.

The army stopped when it saw the carnage before them. Fluttershy saw Longfoot’s white fur go even whiter, saw the confident expressions on the faces of her friends turn pale and shivery in a moment. Knives dropped from animals hands and they bent to pick them up, shaking. They had been trained not to let go of their weapons. But they didn’t approach.

They were too afraid. Too horrified.

Fluttershy lurched forwards and her army rippled. Several animals took a step back. Why? Oh. That’s right. She was bleeding.

The first rule of any leader is to command by presence. Fluttershy knew she wasn’t doing that now. She was tired. And the death—so many of her warriors…friends…were dead. She’d failed them.

But the Pinkies were coming. Fluttershy could hear their voices in the distance. She had to protect Ponyville. If the Pinkies arrived there and trampled ponies like they had her friends…

Fluttershy took a breath to shout orders and hesitated. She looked at the animals. They had fear in their eyes. She couldn’t do it. The words wanted to be spoken, but they weren’t warriors. They’d break and run. She couldn’t do it. She needed trained soldiers, not furry creatures. She needed—

The changelings stepped forwards as one insect. Fluttershy jerked upright automatically, and the changeling warriors halted before her. As one, they bowed low and then straightened. Their postures were low, their front and back legs braced. They could stand there forever or engage the enemy in a moment.

Discipline. And as if Fluttershy could hear their thoughts in her mind, she knew what they were saying.

Orders?

Fluttershy’s back straightened. She took a deep breath, and then another. Calm. The whirlwind of emotions in her subsided, and she looked back at the dead and fallen. The wounded animals struck her heart, but now sparks flew.

Anger.

“Get the wounded to safety.” Fluttershy’s voice was a mix between a field roar and a normal voice. She had to be loud, authoritative, but not enough to scare her friends…her army.

“Longfoot, get any animal too hurt to fight back to my cottage and have medical teams treat their wounds. But I want everyone else, and I mean everyone right here. The Pinkie Pies are coming back, and if we don’t stop them, they’ll kill every living thing within miles.”

Longfoot snapped out of his reverie and nodded. He started screaming orders at the animals he was leading and they too slowly shook themselves out of their daze. Slowly. Fluttershy knew she had to fill their minds with simple tasks rather than let them think about what was happening.

“You lot.” She addressed the changelings, who stood patiently waiting. “I’m placing you in command for the coming battle. Each of you, take a group of animals and lead them. They don’t know war, but you do. I want all of you following my battle plan to the letter, and so help me, if any of you so much as sneezes out of place I’ll use you as a piñata and invite all the Pinkies.”

The changelings nodded as one, totally unfazed by Fluttershy’s threat. Or rather, they knew she’d follow through with it, expected her to follow through with it, and were determined to follow her will. Such was a soldier’s duty to their queen. Fluttershy grinned, and she had no idea why. It just felt good to command like this again. Even in the heat of battle and tragedy of death.

“You lot can dig, right?”

The changelings exchanged a glance. Then they nodded as one.

“Good. Get me all the animals who can dig in one group, and all those who can cut wood in another. We’ve got twenty minutes to prepare or less. Move!”

The changelings nodded and ran back to the milling animals. Longfoot was trying to martial them by shouting and waving his paws, but the changelings were more direct. They picked up animals by the scruffs of their necks or towed them bodily out of the crowd, forming groups and hissing instructions. The animals were still afraid enough of them to do exactly as they said, which was what Fluttershy needed.

Longfoot hopped over to Fluttershy and tapped the ground quickly with his foot.

“Don’t worry,” she told him. “Just get the wounded off the field and prepare for more. It’s going to get very bloody soon.”

He twisted his face in confusion. Fluttershy could feel him wondering where the original plan to hold the Pinkies back until Celestia arrived had gone.

“She won’t get here in time. And besides, containment? After what they’ve done?” Fluttershy shook her head. “Forget that. Twilight might be able to find the real Pinkie Pie, but she’ll never be able to zap all of these freaks. We’ve got to stop them for good, or they’ll kill every living creature in Equestria just by trampling them to death.”

Her eyes narrowed as she scanned the forest. In the distance she heard the Pinkies shouting, and the crash of trees. They’d found something to be occupied with, but they’d be returning soon.

“They want fun? We’ll give them the party of a lifetime.”

The Pinkies bounded out of the forest and towards Ponyville again. They’d been looking for fun, and hadn’t found it. A party had been promised, but all they’d found were trees. That was…annoying, so they were going where there was definitely fun. Ponyville.

But something was in their way. Animals. A pegasus. The limited minds of the Pinkies didn’t know how to interpret the changelings, so they just thought of them as weird-looking ponies. But there were a lot of them, all lined up in a meadow facing the Pinkies. A bunch of dirt had been excavated, and long pits had been formed in front of the animals.

The Pinkie Pies brightened as one. This could only mean one thing. A party! They bounded towards the group more quickly, each Pinkie determined to have the most fun. After all, the pegasus in front was smiling. That was surely a good thing.

Fluttershy watched the Pinkie Pie horde approach and counted. They were moving fast and erratically, but her rough estimate put them at around two hundred. Not good. At least there weren’t more – Fluttershy supposed she was lucky the Pinkies had lost patience and not created a thousand copies of themselves. But two hundred would be pushing the limits of her plan.

“Fun!” The Pinkies chanted as they leapt towards Fluttershy and her waiting army. “Fun! Party! Fun!”

Fluttershy glanced back across her battleground, making a final check. Let’s see. She had four hundred animals, fourteen changelings, a single bear, and twenty minutes to prepare. Her animals were armed of course, but unused to fighting and certainly not ready to kill. On the other hand, she was facing two hundred ponies that had limitless energy and no concept of self-preservation.

Good thing she’d put her twenty minutes to good use.

Fluttershy eyed her preparations. The dirt in front of the lead row of animals was churned, the soil having been dug up recently. Nearby several trees had also been felled and dismantled – courtesy of the beavers and other animals who could chew through wood in seconds. These signs might have tipped off an observant pony commander, but the Pinkies wouldn’t expect a thing.

Excellent.

The Pinkies were two hundred yards away and closing fast. Fluttershy took her place at the head of her army where Longfoot and Matilda stood. Arrayed across the front line were the fourteen changelings, ready for combat.

“Knife,” Fluttershy ordered.

Longfoot hesitated for a moment. He held up one of Fluttershy’s knives but didn’t give it to right away. She could feel his uneasiness. For all they were clones, and for all that they were dangerous, Fluttershy knew he was looking at the Pinkies like the real thing. She knew better.

“They’re not real,” she told him. “They’re killers. Look.” She pointed at the bodies of the squashed animals, piled like leaves to one side of the battlefield. It had been…hard to get the animals to move their friends and families, but she’d made them do it. Better that then have them ripped apart in the coming melee.

Longfoot looked at the dead. His paws shook. Fluttershy gently took the knife from him. She could see the other animals looking at the dead and away as well. Some were still throwing up, but most were numb.

But behind that numbness was the same thing in Fluttershy’s heart. Rage.

“We tried to hold them back peacefully,” Fluttershy said out loud. “We tried to do things without hurting any pony. We treated these things like real ponies, and that was a mistake. They might look like Pinkie Pie, but you know she would never do anything like this.”

Fluttershy’s hoof took in the blood-soaked field, the dead animals, and the approaching Pinkies. “Hold this ground. I don’t care if you don’t want to hurt them; believe me, in a few moments you’ll see that they don’t feel the same way.”

The mass of Pinkies was nearly upon them. Fluttershy raised her hoof, ready to give the signal. Her animals tensed.

But then the leading ranks of Pinkies slowed, and stopped moving forwards. To Fluttershy’s surprise, the Pinkies stopped before they ran into the army this time. Rather, the leading row of Pinkies stopped and the rest of the Pinkies piled up behind them.

“Hey!” The leading Pinkie shouted at Fluttershy. “Do you want to have fun?”

“What?” Fluttershy looked at the Pinkie incredulously.

“Fun! We’re looking for fun! You look like you have lots of fun!”

Fluttershy glanced over at the dead animals. “Is that what you call it?”

The Pinkie glanced over at the dead bodies with interest. Its eyes saw the blood, the mutilated corpses, and the flattened bodies. But all it did was smile. “Yeah!” It said, bouncing up and down in place. “That was a lot of fun!”

Cold fury raced through Fluttershy’s body. To hear this creature with Pinkie Pie’s face say such things was unforgivable. But she remained calm. She’d try to reason with them. Once. She owed that to whatever semblance of Pinkie they had in them.

“You hurt them.” Fluttershy’s hoof tightened on the knife.

“But we were having fun!” The Pinkie’s face scrunched up in confusion. “It’s all fun!”

“Breaking a fox’s bones is fun? Smashing a mouse’s head in is fun? Killing animals is fun?”

“I dunno.” The Pinkie Pie shrugged. “Is it?”

That was it. Fluttershy felt something snap.

“Let’s find out.” Fluttershy raised the knife and threw it in one motion. It blurred towards the Pinkie who blinked and started to dodge too late.

The knife hit the Pinkie with a terrible ripping sound as blade cut into the pony’s flesh. Fluttershy had thrown the knife hard, and the blade gouged deep into the Pinkie’s left side.

The Pinkie staggered eyes wide with sudden shock. It put one hoof to its side and felt at the knife. It lost its smile.

The other Pinkies were still bouncing. They were still smiling. But the lead Pinkie wasn’t anymore. It felt at the knife. It’s face twisted in pain. Blood dripped from the wound and onto the ground.

“Not fun.” The Pinkie looked down at the knife embedded in its side. Its face twisted and its eyes wend wide with pain and then anger. “Not fun,” it repeated, more loudly. The other Pinkies stopped and stared at the injured Pinkie.

“Not fun!” It was one voice in the sudden silence. The Pinkie pulled at the knife, and more blood spurted from the wound. “Not fun! Pain!”

The knife must have been embedded in the bone. Yet still the Pinkie pulled at it, ripping its flesh open as it tore the knife out. It held the blade aloft, and now it was truly bleeding. A puddle of blood was already forming at its feet.

“Pain!” It screamed. “Hurt!”

The other Pinkies looked the first Pinkie uncertainty. But then another Pinkie shouted. “Not fun!”

It was a judgement. At these words, the other Pinkies’ faces changed. From happy uncertainty their expression instantly became hostile, their eyes narrowed and they began shouting the same words.

“Not fun! Not fun! Not fun!”

The wounded Pinkie had lost a lot of blood. It staggered, and Fluttershy hoped it would fall. Its head went down, and the Pinkie’s legs buckled. But then it looked up at Fluttershy, and she saw the crazed gleam in its eyes.

The Pinkie screamed and charged at Fluttershy, mouth open impossibly wide.

“Knife!” Fluttershy ordered. Longfoot tossed the blade up and Fluttershy caught it and threw in one motion.

The Pinkie Pie leapt and the flashing grey blade met it in midair. The knife embedded itself in the Pinkie’s forehead and the clone simply popped in midair. Fragments of the Pinkie’s skin and made hit the ground like confetti.

The other Pinkies stared at what had been the remains of the Pinkie in shock. Their eyes travelled from their deceased comrade to Fluttershy. Ten seconds of silence passed in which Fluttershy could practically hear the rapid beating of the hearts of the animals behind her.

Then as one pony the Pinkie Pies charged, screaming.

“Now,” Fluttershy whispered.

The line of animals heaved on the ropes and the earth shifted. From out of the ground wooded stakes emerged, long poles of sharpened wood. They had been buried beneath the leaves and dirt, and now the palisade rose, a line of pointed death the animals placed themselves behind.

Sharp sticks. Fluttershy had studied tactics and warfare. It didn’t matter whether the weapons were made of wood or steel; positioning, preparation, and numbers mattered just as much. And even if her force’s weapons were cheap iron and pieces of wood, Fluttershy still had the rest.

The line of animals had shifted. No longer were they a thin barrier of flesh and fur; now they stood between thick posts of wood, each animal armed and braced with two more of its comrades to each side.

Ordinarily, the act of making fortifications was tricky and time-consuming. A regular army would have needed a day or at least a few hours to pull together any kind of defensive formation half as good, but Fluttershy’s army was made of beavers, rodents, and creatures who had been born to shape nature.

Palisade in front, animals behind. In truth, it wasn’t a real wall, but more like pikes embedded in the ground. And the strength of this wall lay in the fact that while the gaps between the sharp wooden stakes were too small for even the smallest pony to squeeze through, Fluttershy’s animals could shelter between them just fine.

Any mortal foe would have hesitated upon seeing the stakes go up. They would have pulled back to reassess and attack the enemy from the flanks rather than go through that killing field. But the Pinkies didn’t even slow down. They charged onto the sharpened stakes in one horrific mass, screaming the entire time.

“Kill.”

Fluttershy was in the center of the formation, behind a squad of squirrels and Matilda. She watched in slow motion as the first Pinkies crashed against the palisade.

They didn’t even try to swerve to avoid the sharpened wood. Half of the Pinkie clones ran right into the stakes, nearly reaching the animals as they screamed and died. The other half made it into the gaps created by the dead, but met the defenders there.

Matilda swatted two Pinkie Pies aside and crushed a third with one paw. Two more rushed through the gap, howling.

From the left the squad of eight squirrels leapt on the closest Pinkie, knocking the pony off balance and stabbing with pieces of wood, bits of metal, biting and tearing with claws if they had no weapons. The last Pinkie ran on, not even realizing it was alone.

It came at Fluttershy, a thing of teeth and frothing foam. Gone was the original Pinkie Pie – this creature was mad vengeance, and leapt at Fluttershy with hooves already seeking her throat.

“Kill!” It screamed, “Kill! Kill! Kill!”

Fluttershy stepped to one side and rammed the Pinkie mid-leap. Surprised, the clone fell to the ground but immediately tried to scramble up and jump at Fluttershy again. It was too slow though.

The Pinkie’s face came up and it looked around just in time to see two back hooves coming at it with speed. That was the last thing it saw.

Fluttershy checked to make sure the Pinkie was truly dead before she took her place back in the defensive line. Not that she really thought even Pinkie could survive with half a face. Applejack might have been the champion apple-bucker of Ponyville, but even the youngest pony could do serious damage of they really kicked with their back hooves.

Longfoot was riding a Pinkie and trying to stab it to death as it bit and tore at four more rabbits trying to encircle it. Fluttershy leapt at the Pinkie and tackled it to the ground. The clone bit at her, trying to rip her flesh off with its teeth as it screamed. It took all of Fluttershy’s strength just to hold the clone as it fought her.

A blur of movement. Fluttershy jerked to one side and Longfoot landed on the Pinkie’s chest, burying the cutting knife hilt-deep in its chest. The Pinkie convulsed, and then popped into fragments of flesh.

“Thanks.” Fluttershy shakily got to her feet.

Longfoot nodded and bounded back to the line of stakes. Fluttershy went ot join him but stopped. She had to see the entire battle. She flew up into the air and surveyed the ground. The animals were holding. For now.

Birds swooped through the skies, dropping stone missiles as they had in the Battle for the Everfree. This time though, they had to be wary. From the milling confusion below a Pinkie would occasionally launch itself impossibly high into the air, mouth opened wide to engulf a bird whole.

Still, the advantage was Fluttershy’s. She controlled the air and land in this battle. The Pinkies were an unthinking mass that knew only to charge forwards. Her troops were in formation and protected by wooden stakes, now covered with the dead Pinkie corpses.

But they came on and on. Even as they died, they still reached for their enemies. Fluttershy saw one Pinkie Pie drag itself across the ground, back broken, hooves shredded to bloody ribbons, still trying to bite and rip apart the animals around it.

It was madness. Fluttershy had never seen creatures so crazed. Part of her wondered whether this was Pinkie Pie, or whatever magic had cloned her. But there was no time for thought. The line of animals was bending under the unstoppable onslaught of Pinkies. If they broke, it would be a rout despite the overwhelming numbers.

Fluttershy saw a changeling warrior pressed by three Pinkies at once. The animals around him were gone, ripped to pieces. A Pinkie swallowed a ferret whole as Fluttershy watched.

“There!” Fluttershy shouted the command to any birds within range. Those that heard he turned and dove with her.

The changeling warrior fell back, trying to hold back the Pinkies as they lunged at him. One Pinkie bowled the insect over and the other two jumped.

Fluttershy slammed into one Pinkie, smashing it into the ground as she pummeled it with her hooves. The other Pinkie was suddenly engulfed in a flock of birds as they dove and clawed at its eyes.

The changeling warrior used the moment to throw the Pinkie off it. With one move it lunged forwards and gored the Pinkie through one eye with its horn. Then it came to the aid of Fluttershy who was trying to pull the Pinkie off her hoof.

The clone refused to loosen its teeth even when Fluttershy smashed it’s skull against the ground. Only after the changeling had helped stomp its face in did the teeth loosen.

Fluttershy saw her blood running freely as she yanked her hoof free. The bite was deep. But she ignored it and nodded to the changeling. Together, both insect and pegasus turned and raced back towards the mass of Pinkies.

They came on, screaming. They bled and died, stabbed countless times. But for every Pinkie that fell there were four more that ran on, biting, howling one word.

And for once Fluttershy agreed with them. She fought and struck with her hooves, and when that failed she bit and gouged, fighting, holding the line. And that one word echoed in her soul.

Kill.

The evening had ended and night just begun when Fake Fluttershy arrived with a few of the animals that had been in Ponyville to deal with the smaller mass of Pinkies. She stopped when she saw the battlefield.

In the fading light of the sun, the Everfree glowed with orange and dark green colors, the sun’s last light filtering through the forest and casting soft radiances wherever it fell.

But in the place where Fluttershy’s army had made its stand the light ran red. Crimson was the color of the ground, and it was all that remained. Crimson blood. And death.

The animals wandered the battlefield, silent individuals without words. They still held weapons, covered in gore and they mechanically stabbed any Pinkie they found mostly intact. There were far fewer of them then there had been earlier that day.

Fake Fluttershy’s eyes took in the carnage, but she didn’t weep. Instead, she turned to the animals with her, the medical corps paralyzed with shock. Gently, she pushed them and they moved, slowly going to animals and prizing weapons away, searching for wounds under the coating of blood.

Fake Fluttershy walked through the battlefield, stepping around bodies where possible. She looked over the death and saw what had happened. A warrior’s perspective.

There. A line of stakes, some still standing in the earth. Many had broken, but the row of wood had clearly done its work well. Dead Pinkies covered the sharpened barriers, and Fake Fluttershy could see where the wooden barriers had given way. There the dead lay most heavily, animal defenders entangled with the remains of the Pinkie clones.

They had flooded through the gaps, and the animals had stopped them inch by inch. Here falling back, there making a stand. Fifteen beavers had taken down the same number of Pinkies, holding the stakes until they were overwhelmed by the weight of bodies.

Blood. Carnage. Fake Fluttershy saw the changeling warriors, all miraculously alive, simply collapsed together. Around them the Pinkies lay like firewood. The changelings looked up at Fake Fluttershy, and she held their gaze for a second.

More important things. Fake Fluttershy looked away. Where was she? Her eyes searched. There. Among the fallen, where the fighting had been thickest. A pegasus covered in blood, stumbling around, checking bodies.

And Fake Fluttershy heard a noise among the silence.

Sobbing.

She walked among the dead, weeping.

They lay around her, lifeless dolls, puppets with cut strings. Their empty eyes stared at her. Their expressions begged for mercy, relief that never came. They looked at her, the origin of their suffering.

Fluttershy wandered her body a numb vessel for her horror. She searched among the fallen, the animals strewn among the Pinkie corpses. She looked for life, for survivors, and found none.

A Pinkie’s grinning face stared up at Fluttershy. She kicked the severed head aside and bent down. Among the blood was a small mouse, eyes wide with terror. It held a toothpick in one claw still and jabbed at Fluttershy reflexively before it focused on her face.

Fluttershy bent to scoop the mouse up with its hooves. But she hesitated, and moved more slowly as she lifted him. Only part of the mouse came up with her. The rest remained where it was.

The mouse was breathing weakly, but it smiled at Fluttershy. Bravely. She brought it to her face and nuzzled the small creature. It grasped at her mane and let the toothpick it held fall to the ground.

A toothpick. An insultingly small weapon – no, not even a weapon. But it was all the mouse had been able to find to fight with. Only a sharpened bit of wood, but the mouse had used it well. Fluttershy looked back at the dead Pinkie clone, and saw how one eye had been removed.

Yes, used well.

Fluttershy gripped the mouse gently, and it held her back. It was crying. With pain? No, relief. It hadn’t wanted to die alone. Fluttershy gripped more tightly and released when she realized she was holding it too hard. But the mouse held her just as desperately, with all its strength.

A long moment. Forever the pony and mouse held each other. The mouse sighed once, and gripped Fluttershy’s hoof tightly with one claw. And then it was gone.

Fluttershy gently lowered the body to the ground and stood, shaking. Her mind was filled with…grief. It wasn’t that she didn’t know war, but she hadn’t felt like this before. It was – the dead were – she was their leader and they had died for her.

As it should be. As any leader must. But they were her friends, not just her soldiers. They’d fought because she’d asked them to, and they’d died. Not all. Not most, in fact. Her strategy had worked. But it hadn’t been enough, because they’d still died by the dozens.

Something was next to her. Fluttershy looked over and saw her face, herself looking at her with concern. The other her stood among the broken remains of the battlefield in silence.

Fluttershy looked at the copy of herself, untouched by blood or guts. Innocent. Seemingly. It’s head was bowed, and it stared at the fallen. Was it crying? No. But Fluttershy could feel its pain even so.

Past the other pegasus the animals were moving. Wandering, shell-shocked and alone. But their eyes fell on Fluttershy as she moved forwards, walking towards the heart of the slaughter.

Movement. Fluttershy attracted it her wake. Her limbs were numb, her body unfeeling, but she still moved. And in her wake the animals around her looked up and began to follow.

The animals gathered, unconsciously moving in the one source of direction. They limped over, those that could walk, first fragments, ones and twos, and then all. More had survived than not. But the dead still left massive gaps in the crowd. They stared at Fluttershy silently, but their eyes were not.

A question.

She needed a place to stand. To look down on them all. Flying was no good. Fluttershy sought, and the pile of Pinkie corpses by the stakes called to her. She climbed it, and looked down at her army. Baptized in blood. Reborn by battle. Desperate eyes.

“We won.” Fluttershy’s voice was quiet, but the silence was even more deafening. Her low tone carried to every animal, even those bandaging wounds or at the furthest edges of the battlefield.

“The Pinkie threat is ended.” Fluttershy looked down at Fake Fluttershy, who nodded. “The real Pinkie was found, and Twilight banished the rest of the Pinkies back where they came from. A magical pond. The entrance was sealed, and it will be guarded. We won.”

The animals stared up at her. Numbly. They didn’t respond to her words. Fluttershy tried again. The words were hollow in her chest.

“I know it feels like we didn’t. But if we hadn’t been here, it would have been so much worse. These things weren’t Pinkie. Remember that. They were just mockeries of her, things that killed for fun and didn’t understand what pain was. But she showed them.”

More silence. Something was in Fluttershy’s chest. Pain.

“We’re here…” Fluttershy’s voice trailed off. She looked around at the carnage, the dead that filled the ground. Friends. She was speaking to them like a leader. She was a leader. But that wasn’t what they wanted to hear now. Words came to Fluttershy. New words.

“We’re here because no one else can do this,” Fluttershy said. “I’m here because I want to be.”

The animals looked up.

Fluttershy stood on top of the Pinkies, and looked down at her soldiers. Her friends.

“I’m sorry,” she said. “I forgot that war was like this. Killing, death – I know it well. You didn’t. I asked you to fight for me, and never told you the cost. Because I forgot.”

The animals shifted. Their weapons were still in their hands. Their eyes were filled with hurt. Fluttershy’s chest ached. But she kept speaking.

“There’s no salvation for me. Not anymore. I’ve walked on so many corpses that I can’t even remember how many I’ve killed.” The words came from deep in Fluttershy’s heart, begging to be said. And each word was true, the truest she’d spoken.

“And that’s fine. I can’t go back. I don’t even want to. This is my purpose. Here,” she indicated the bloody field, “is where I belong. But you don’t.”

The animals looked at her, eyes wide.

“This is what I can offer you. All of you,” Fluttershy said. Behind the crowd of animals the changelings watched her silently. “No peace. No happiness. Just this. No redemption. No salvation. Just war. Eternal war, to protect those who deserve peace.”

They were silent, watching her.

“All of you, I won’t ask you to fight any longer. Only those who truly wish to – I’ll use you if you’re willing. It’s wrong, but I need soldiers. I need warriors to fight with me. Even if the cost is in our blood, to protect Ponyville, to protect Equestria, I’d spend all our lives.”

Fluttershy nodded once. “It’s not fair. And I won’t pretend that it ever is. But that’s my mission. No one needs to follow me; you’d be safer and happier not doing that. But so long as I’m here, even if it’s by myself, I promise you: I’ll protect you all until my dying breath.”1

Silence. Fluttershy stepped off the mound of Pinkies and back to earth. Her friends watched her. The changeling watched her. The imposter Fluttershy stood there, next to Longfoot.

Watching.

“Well?” Fluttershy looked at the Fake Fluttershy, daring the changeling to say anything. But it only stared at Fluttershy, eyes wide with surprise.

But then the fake clone of Fluttershy bowed and stepped out of her way. Fluttershy walked onwards, among the dead and dying. And at her back the animals gathered. Some picked up weapons; others began dragging the bodies of Pinkie Pie into a heap. But they followed Fluttershy, by ones and twos, and then in a gathering mass.

Her friends.

Her army.

They had been broken once by flame and blood. Her forces had been scattered, murdered by monsters. But she had re-forged them, from different beings, and in different ways it was true. But her shield and sword was in her hooves, and this time Fluttershy would use it to protect Equestria.

And in the dying sunlight the pony called Fluttershy stood among the dead bodies of the pony named Pinkie Pie, surrounded by an army of animals and heard the leaves of the Everfree rustle as the wind picked up. The noise was faint and echoed strangely, but that wasn’t what made Fluttershy’s heart race. It was the nature of the sound itself.

For some reason, it sounded like laughter.

Chapter 5: Babs Seed and Trixie

Fluttershy sat in her cottage and sipped at her cup of tea thoughtfully. It was good to start mornings peacefully. Outside, she heard the calming chirping of birds, the rustle of leaves as a gust of wind passed by, and the roars and screams of fury as her animals began their combat drills.

They were noisy today. Noisier than they had been, at least. Fluttershy glanced out the window and saw the animals clashing with wooden knives and blunted sticks instead of real weapons. They were going at it fiercely, too, striking each other in mock battle with all their strength. That was good.

Before the Pinkies, her animals had trained because she’d asked them to, reluctantly obeying her orders because she told them to. Now they trained differently, with passion for one thing. The look in their eyes was also different. There was something fierce there, hidden behind the cute exterior of the animals. Something that didn’t give way or hide when it came time to fight. If Fluttershy could have summarized it in one word, it would be the difference between warriors and civilians.

Fake Fluttershy say in the cottage, glancing out the window often and without smiling. She wasn’t sipping tea, and nor had Fluttershy offered her any. But she was eating a biscuit, and Fluttershy had at least allowed her to sit down to report. Things were different now, at least a bit.

“So?” Fluttershy turned her attention back to Fake Fluttershy, impatient for her to report so she could get back to her troops. She still didn’t like the other changeling, but she was necessary.

“No new developments,” Fake Fluttershy told her. “Everypony’s getting ready for the parade, but nothing unusual has happened. But there might be a tiny bit of trouble with the Cutie Mark Crusaders?”

“The who?”

“Apple Bloom, Sweetie Belle, and Scootaloo.”

“Oh, right.” Fluttershy grimaced. “Well, what about them?”

“Apple Bloom’s cousin Babs Seed came from Manehatten to visit, but ah, she’s begun bullying them. Diamond Tiara and Silver Spoon encouraged her; you remember how I mentioned they pick on the Crusaders? Well, um, now Babs Seed is doing it too.”

“Riveting.” Fluttershy looked out the window just in time to see three beavers go flying courtesy of Matilda. The bear was a powerhouse and, just like Harry, she was one of the few animals Fluttershy placed her entire trust in.

Harry. Fluttershy shifted. Her body was suddenly a mass of pain and tension. The bear. Harry. Another victim. No; a fallen soldier.

The pain. Fluttershy felt her skin burning, her flesh ripping. She forced her mind away from the past. Matilda was Harry’s cousin. She was just as brave as he was, just as strong. Fluttershy would use her well.

Fluttershy breathed out slowly, and the phantom pain subsided. Only then did she realize Fake Fluttershy was staring at her. The changeling looked away hurriedly, and Fluttershy realized she’d missed whatever it had said to her.

“What?” She snarled. “Babs Seed is bullying the Cutie Mark Crusaders. So what?”

“Um. Don’t you want to do something about it?”

“Why?” Fluttershy’s lukewarm mood was rapidly dissolving into annoyed irritation. “There’s an army of animals training for combat against monsters or magical disasters. Not dealing with petty squabbles between fillies. Or do you want me to send a team out to beat Babs Seed black and blue?”

“Of course not. But the Crusaders are having an awful time. I mean, you don’t have to do anything. I could step in and tell Babs to stop, or...”

“Why?”

“What?” Fake Fluttershy looked taken aback.

“Stopping the bullying? That’s stupid.”

“Um. W-why?”

“It would never work. You’d just make the bullies pretend to stop and make things worse.”

“Okay then. I could try something else then. But if I—”

“No. Let them sort things out by themselves. The Crusaders have to learn to deal with problems themselves if they ever want their Cutie Marks.”

“B-but isn’t this something bad that Fluttershy would want to solve? Because she’s – I mean you’re the Element of Kindnes—”

Fake Fluttershy didn’t get any further because the real Fluttershy’s hoof was suddenly pressed against her windpipe.

“Do not presume to lecture me about myself,” Fluttershy whispered. She held the imposter’s wide, terrified eyes for a second and then released her.

“I know kindness,” Fluttershy said. “I do. But a bully’s a bully. Should the Crusaders just let her walk over them because it might be mean to fight back?”

“N-no,” Fake Fluttershy stammered. “But I mean, they’re just fillies. They could ask for help or—”

“Run?” Fluttershy shook her head. “That’s not kindness. That’s cowardice. Get it right, you idiot. If you’re pretending to me, understand the difference. Kindness might be thinking about other ponies, but it’s not just rolling over when something bad happens.”

“But if they’re in trouble—”

“From a city-filly? I doubt it. But if you’re so paranoid, let’s check.”

Babs Seed sauntered into Sugarcube corner, Diamond Tiara and Silver Spoon following close behind. The Cutie Mark Crusaders were sitting at a table, glumly sipping their milkshakes. Their eyes alighted on Babs and widened, but too late.

Babs leapt forwards and smacked the table. She spun it around, sending the Crusaders flying and then she, Diamond Tiara, and Silver Spoon took the Crusader’s milkshakes.

Dispirited, upset, the Crusaders walked towards the door. Babs Seed shared a smirk with the Sugar Lump Rumps. Unbeknownst to all the fillies though was the muttered conversation coming from outside one of the windows.

“So that’s Babs Seed? What an annoying filly. I want to smack her just from looking at her.”

“No, uh, that’s Diamond Tiara. Babs Seed is the blank flank.”

“Oh. That one’s annoying too. More importantly, why are the tables in the Sugar Cube corner revolving? And where’s Pinkie Pie or the Cakes? Shouldn’t they be in the shop if they’ve got customers.”

“I think they’re out. Um. Is that important?”

“It’s more interesting than this. I thought you said she was bullying them.”

“Well, she is.”

“You call that bullying? All she does is push them or scare them. The worst thing she’s done is take their drinks.”

“That is bullying.”

“But those idiots just let her walk over them!” Babs Seed glanced over in curiosity at the noise and the voices lowered back down to a whisper. “They don’t even fight back. They’re even more of a doormat than you are.”

“Well, they’re not fighting back because it would cause more trouble. Babs is Apple Bloom’s guest.”

“So? They could talk to Applejack and ground her for a while. Or gang up on Babs when she’s alone and beat her with sticks. Or say something.”

“Yes, well…what do you want to do?”

“Nothing.”

“But—”

“If Babs does something extreme, stop her. Otherwise the Crusaders will have to fight back sometime or other. Let things play out.”

“Okay…”

“What?”

“I mean um, as you will it.”

“Exactly.”

Both Fluttershys watched the Cutie Mark Crusaders scampering around, trying to hide from Babs Seed.

“Babs Seed, Babs Seed, what we gonna do?

Got a bully on our tail

Gotta hide, we gotta bail…”

“…Why are they singing?”

Fluttershy was busy conferring with her changelings when Fake Fluttershy walked up again. Fluttershy saw her approach, but deliberately finished giving her changelings orders before turning to her.

As the changelings turned to go, Fluttershy noticed they avoided Fake Fluttershy and glanced at her with their blank stares. She couldn’t really read them at all, but if she had to guess, Fake Fluttershy was a pariah among them as well. Probably because she talked. Speaking of which…

“If this is about the Crusaders, I’m going to hurt you.”

“Um, I’ll just be going then.” Fake Fluttershy turned to go.

“Just tell me.” Fluttershy sighed. There really was something admirable about Fake Fluttershy’s tenacity. Admirable, but incredibly annoying.

“Well, uh, the Crusaders are fighting back.”

“Just as I said they would.”

“But what they’re doing could be dangerous.”

Fluttershy grinned. “Even better. Show me.”

The parade was already in the full swing of things by the time the Cutie Mark Crusaders had brought their float into Ponyville. What the parade was exactly about was unclear; Fluttershy had no interest in it really, just in any interesting plots of revenge that might be occurring in the near future.

She stood in an alleyway between two houses, watching the parade going by and smiling at anypony she knew. She was also murmuring out of the corner of their mouth to a shadow lurking behind a few barrels.

“Where are they?”

“Over there.”

“I can’t see where you’re pointing. What am I looking for?”

“The giant golden apple.”

“Oh. Of course.” Fluttershy eyed the gigantic golden fruit and the Cutie Mark Crusaders as they buzzed around the float. “They made that in one night?”

“Um, yes. But they also…”

“Booby trapped it?” Fluttershy eyed the Cutie Mark Crusaders as they winked at each other and kept glancing at Babs Seed.

“Yes.” Fake Fluttershy hid herself behind the barrel as more ponies walked by. “It’s dangerous. The carriage will lose control and crash after the timer goes off.”

“Heh.” Fluttershy grinned. “That’s sort of funny.”

“But it could hurt somepony—”

“Only if the carriage crashes into them. Scatter the changelings in the crowd and have them ready to move ponies out of the way if need be. Besides, you made the preparations we talked about, right?”

“Yes, but?”

“In that case, shut up. I’m going to the parade. Only alert me if something dangerous happens.”

Apple Bloom, Scootaloo, and Sweetie Belle barreled down Ponyville’s central road after the runaway float they’d constructed. Babs Seed, who had been smirking in enjoyment as she piloted the vehicle started in surprise as the apple timer rang and the steering mechanism suddenly went hangwire.

She pulled at the wheel desperately, but the golden apple was now unsteerable and heading for a short drop off of a cliff. At the last moment though, the Cutie Mark Crusaders burst into the float, knocking Babs Seed through the light paper-mache walls. Too late for the Crusaders though, as they found themselves hurtling over the cliff.

The pig brigade watched the giant golden apple float fall towards them with remarkable calm. One of the pigs was too slow to get out of the way. The apple crashed into him and then both carriage and pig were in the muddy river. Miraculously, neither pig nor the three fillies inside were harmed.

After Fluttershy had dashed over to the scene with the other Elements of Harmony and the fillies had been taken away for a lecture and a bath, Fluttershy flew down to the muddy embankment to survey the wreckage of the float. The pigs were already using it to tan themselves in the remaining sunlight.

Another pony stepped out of the shadows at the base of the cliff. Two Fluttershys were now standing together, although the first one was glaring at the other.

“If you’re going to come out in public, change to another form first!”

“Um. It’s sort of hard to change a lot. Sorry.”

“Just keep out of sight then.” Fluttershy turned back to the wreckage. Someone would need to lift that out of the water before it damaged the fish’s habitats. She’d get some beavers and the pigs to deal with it tomorrow.

“Huh. It was a better trap than I thought,” Fluttershy commented. “That might have actually killed the other filly if we hadn’t put those hale bays there to slow runaway floats. Too bad they changed their minds.”

“Well, I thought it was sort of nice.” Fake Fluttershy mumbled and avoided Fluttershy’s glare. “They made friends with Babs Seed even though she was bullying them and helped her feel good about herself…”

“Yes, yes, friendship and kindness.” Fluttershy waved one hoof. “Good job. They’ve clearly learned a lot.” She looked back at the sinking apple again, and ignored the pigs as they frolicked around it. The Crusader’s personal struggle with a minor bullying incident was irrelevant to Fluttershy, but she was impressed by the skill with which they’d constructed the apple float.

“Keep an eye on those fillies,” Fluttershy instructed Fake Fluttershy. “They’ve got a knack for mischief and violence. Causing trouble might be their cutie marks in the end. Let’s not have it be killing ponies.”

“They’re not so bad,” Fake Fluttershy offered cautiously. “Whenever I have to babysit them for Rarity they’re well-behaved.”

“I can’t imagine what that’s like.” Fluttershy grimaced just at the thought. “Just keep them out of the forest.”

“Oh, of course. They learned their lesson about that before.”

“Really?” Fluttershy was disinterested. Fake Fluttershy hurriedly changed the subject.

“Um, there is one thing in the near future I need to bring up. Twilight wants to practice a levitation spell with some of the animals. It’s for visiting dignitaries from Saddle Arabia. I told her it wasn’t a good idea—”

“Levitation spell? What’s the big risk? They’ll probably enjoy it.”

“But uh, it could be dangerous—”

“You play the part of timid Fluttershy well,” Fluttershy glanced at the changeling. “But stop overdoing it, especially around me. Let Twilight practice.”

“But they could fall or—”

“Shut up.”

The next day Fluttershy was sitting in her cottage, examining a work of art. She lifted it, balanced it one hoof, felt the craftsmanship of the item, and then very gently, sliced a napkin in two with it.

“This is a good knife,” Fluttershy said approvingly. Longfoot beamed and puffed out his chest. “How did you manage to get this?”

The rabbit waved its arms and chattered.

“Really? I never knew changelings could work metal.” Fluttershy glanced over at the changelings in the cottage. They sat in a huddle in one corner away from the animals, communicating in that silent way of theirs. “If they can replicate this, we’ll have a real arsenal to work with.”

Longfoot nodded happily. Fluttershy spun the knife and flipped it. She was about to test it on another object when her ears perked and she looked towards the door.

“It’s terrible!” Fake Fluttershy burst into the cottage. She stopped dead when she saw the knife balanced in Fluttershy’s hooves.

“What?” Fluttershy snapped, dropping the knife to the table. “Is it an attack?”

“Yes. No. Um, maybe!” Fake Fluttershy did a nervous dance on the spot. “She’s hexing everyone in sight! It’s Trixie! She’s returned!”

Fluttershy looked blank. “…Who?”

“Trixie!”

Fluttershy frowned and tried to recall. No good. The gaps in her memory… “Is she a unicorn?”

“Yes! Trixie the Great and Powerful. She’s…um, not that great or powerful, or she wasn’t, but she is now!”

“I understood none of that,” Fluttershy said. “But if she’s dangerous let’s move. You said hexing; she’s not casting destructive spells, then?”

“No, it’s mainly just mean tricks like turning putting Rarity into an ugly dress. But she also has enough power to lift the entire library and turn it upside down!”

Fluttershy blinked. “That’s…not good.” She thought rapidly. “Okay, we’re not launching an attack just yet. If she hadn’t killed or really hurt any pony, we’ll reconnoiter and see how she’s got that much magic.”

She nodded at Longfoot and the changelings. “Stay here and keep out of sight. I’ll send word if I need backup. For now, let’s move!”

Fluttershy and Fake Fluttershy raced down the dirt road towards Ponyville.

“I’ll see if I can’t ambush her. You get back with the others. What’s this Trixie after?”

“Twilight!” Fake Fluttershy panted as she ran to keep alongside Fluttershy. “She wants to duel with Twilight! Loser leaves Ponyville.”

“Oh. Wonderful.”

Trixie laughed manically as Twilight failed to cast the ageing spell on the infant Snips and elderly snail.

“Trixie is the highest level unicorn!” She gloated. “And it’s time for you to leave Ponyville. Forever!”

At this her eyes flashed with red light. From her perch on top of one of the houses Fluttershy eyed Trixie. There was an ominous amulet hanging from the unicorn’s neck, and Fluttershy could see a magical glow emanating from it.

Well, there was a lot of questions answered in one go. Fluttershy had forgotten this Trixie – she must not have been that memorable – but it wasn’t hard to figure out what was happening. Angry return of a vengeful egomaniac, a magical duel which Twilight had lost, and a cursed amulet. Oh, wonderful.

Twilight was picked up by a red nimbus of energy and then hurled far into the distance. Fluttershy watched her friends and Fake Fluttershy charge after Twilight as Trixie laughed manically again.

Good. Everypony had run, and Trixie was alone for the moment. Fluttershy carefully lifted one wing and pulled out the knife she had been testing. Her range wasn’t that good this far away, but she had the element of surprise and another knife. Besides, she didn’t need to kill Trixie, although that would certainly be a bonus. She just needed to get that amulet off her in the moment of surprise. Fluttershy took careful aim…

Trixie’s horn glowed red and Fluttershy froze before diving behind a chimney. Had the unicorn spotted her? But no, she hadn’t’ even been glancing in Fluttershy’s direction. Then what—?

Fluttershy looked up at the sky and gaped. Then she uttered several loud expletives and dove as the giant inverted fishbowl Trixie had conjured slammed down on top of Ponyville, nearly squashing Fluttershy as it landed.

After the crash of noise had died away, Fluttershy shakily picked herself off the ground. Fortunately, she’d landed in an alleyway rather than the center of the street.

A mouse ran up to her, one of the ones posted in Ponyville in several of the houses. It squeaked at Fluttershy and she reassured it by getting up. She didn’t smile though. The instant Fluttershy’s breath came back she turned to the mouse.

“Get any animals not outside of the bubble, and tell Fake Fluttershy to meet me as soon as she can get away. This just got a lot more serious.”

“Let’s review the situation.” Fluttershy grimly paced back and forth in the alley next to the Sugarcube corner. The animals assembled there watched her anxiously. Only a few of them had been in the confines of Ponyville when the bubble had landed. A few birds, three beavers, a brigade of mice and two rats plus the pets of various ponies.

“Trixie, the Great and Powerful.” Fluttershy glanced out the street where Trixie was busy ordering around ponies. “A weak unicorn only good at stage magic until she got her hands on something that made her more powerful than even the Element of Magic. By my guess, it’s that amulet on her neck.”

The animals nodded as one. Fluttershy moved further back into the alley as Trixie approached, a reluctant group of ponies following her. She saw Fake Fluttershy flying along with Rainbow Dash and then glimpsed a bird flying after her. Good. She’d know where to go once she got free.

“I’m not sure what her upper limits on her power is, but she can age ponies or make them young, which only the greatest unicorns could ever do. We’re talking Starswirl the Bearded levels of magic here, and I’m not going to engage that without a good plan.”

The animals nodded in relief. Fluttershy knew they weren’t the best warriors – the ones who could fight the best were with Longfoot in her cottage. All the pets had to be with their owners too much to train as hard.

Fluttershy grimaced and looked up at the giant bowl-bubble overhead. “We can’t even get back to the cottage for reinforcements or weapons. So long as Trixie’s got that amulet, the giant bubble-bowl can’t be breached.”

One of the squirrels raised a paw and chattered. Fluttershy nodded at it.

“True, digging’s an option. But if Trixie spots us making a tunnel, we’ll be forced to fight. And she’s too powerful to take on from the front. Any pony capable of that kind of magic will tear us apart in seconds.”

Another nod, this one dispirited. Fluttershy paused in her monologue. “Anyone have any ideas?”

All the animals shook their heads.

“Me neither.” Fluttershy scowled darkly. “At least, one for direct combat. My current plan is to wait until nightfall and launch a surprise attack. If not that, then we’ll try traps. If we get a few bags of flour and some cooking oil, we can try blowing her up. Or else…”

Fluttershy broke off and dove behind a barrel. The animals tried to look innocent and chattered to each other as a pony appeared in the alleyway.

Fake Fluttershy hurried down the alleyway and Fluttershy emerged from her hiding place. “You’re here. Good, now—”

Her voice trailed off and she stared at Fake Fluttershy.

“…What are you wearing?”

“Camouflage gear. I think.” Fake Fluttershy glanced down at the tight black bodysuit and blue rabbit ears. “Rarity made it.”

“That had better mean you have a plan. Trixie’s too powerful to assault with our numbers, and I don’t relish the chances of us grabbing the amulet from her.”

“That wouldn’t work anyways. We found a book in Twilight’s library that identified the amulet she’s wearing. It’s called the Alicorn Amulet and it can’t be removed unless she wills it.”

“Wonderful.” Fluttershy hit the wall of the alley with one hoof, hard enough to bruise. The bricks cracked a bit from the force of the blow though, which made her feel better. “And I don’t suppose the Alicorn Amulet is hyperbole. IF she’s got that much power, we’ll need to kill her in an instant and we’ll only get one chance.”

“Well, it might not come to that. The others made a plan – it’s a silly plan and of course I don’t think it’ll work—”

“What is it?”

“Um. Exfiltration. They have me sneak outside the force field and find Twilight so I can warn her about how Trixie’s gotten so much power.”

“Huh. We might be able to make that happen.” Fluttershy glanced over at the three beavers, who brightened up as they came to the same idea. “Alright, go on. And after you find Twilight?”

“Um.” Fluttershy looked apologetic. “That’s all they came up with.”

“What, they’re just hoping Twilight comes up with a plan?” Fluttershy asked incredulously.

“That’s about it. Yep.”

Fluttershy covered her face with one hoof. “Well, it’s better than nothing. Maybe Twilight can get to Celestia and warn her. Okay, you find Twilight. If you can’t figure out a plan by tonight, I’ll take matters into my hooves. Trixie has to sleep sometime.”

“Okay, but uh,” Fluttershy clearly wasn’t happy about her mission. “How do you plan on getting me out?”

“Beavers.” Fluttershy grinned as the beavers slapped their tails in enthusiasm.

“B-beavers?”

“Beavers.”

Trixie’s slow progress around the confined Ponyville was…slow. It had a lot to do with her sitting in a heavy wooden chariot without wheels and the additional fact that she was using two young colts to pull her around.

Still, they were making good progress despite that. Probably because of the magical whip Trixie was cracking above Snips and Snail’s heads.

At last she came to her destination. Right where the magical barrier separated Ponyville from the rest of Equestria three beavers were sitting next to a large tree trunk. Two of the beavers were smacking the force field with their tails while the third watched.

“Stop!” Snips and Snails collapsed to the ground in relief. Trixie turned to the beavers. “You there. What are you doing?”

One of the beavers chattered angrily and pointed at the magical barrier. He gestured to the tree trunk, the barrier, and shook his fist at Trixie.

The unicorn rolled her eyes and glared for a moment. Then without a word she lifted up the bubble just high enough for the beavers to carry the tree trunk outside. Then the barrier crashed back to the ground and Trixie returned to Ponyville in an even more ostentatiously flashy chariot made of gold. It of course had no wheels either.

Fluttershy watched the beavers move further out of sight and sank back behind the bush. The other animals chattered nervously to her and she nodded.

“Yep. Everything went just as planned. It also looks like Trixie’s a bit unwell in the head. Could be advantageous if she makes bad decisions, but we can’t let her harm anyone. We’ll resume shadowing her. Keep an eye out for Fluttershy or Twilight, though.”

One of the birds chirped at Fluttershy. She raised an eyebrow.

“Well yes, Fake Fluttershy is trying to find her. And when she does, Twilight will doubtless come charging back to make things right. Do you think she can take on a unicorn with the powers of an alicorn?”

The bird chirped doubtfully.

“Yeah, me too.”

Trixie laughed manically again and sent a ray of magical energy at Rainbow Dash as the pegasus flew away with the Alicorn Amulet in her hoof. Instead of frying Rainbow though, the pegasus stopped in midair and started laughing.

“Hey, stop it! That tickles!”

Trixie’s face twisted in confusion and Fluttershy let out a sigh of relief.

“Huh. She actually pulled it off.”

She watched as Rainbow Dash deposited the amulet in a box Zecora held, and then saw Twilight go over to Trixie and put a hoof around her shoulders.

“All’s well that ends well, I suppose.” She grimaced and slipped the knife back under her wings. “It’s better this way.”

The animals who were hiding with her looked at Fluttershy in confusion.

“Too many witnesses,” she told them. “We can’t just make Trixie disappear without somepony asking questions. No, our role here was just in case of the worst scenario. I’m glad that Twilight was able to stop Trixie so easily.”

The birds and mice nodded, smiling. Fluttershy did not. She glanced back down at Trixie, who was slinking away. She noted the unicorn watch as Twilight and the others hurriedly began getting ready for the Saddle Arabians.

“Looks like Trixie’s sticking around. Maybe to watch Twilight perform her little levitation act – maybe for more mischief. Let her do whatever she wants. But when she leaves Ponyville,” Fluttershy’s eyes flashed. “We’re going to have a little chat.”

Trixie trotted through the Everfree Forest. It was night. It was also cold and silent, and she was unhappy. Rather, more like guilty. She was also extremely nervous being by herself in the dark and lonely woods, but Trixie supposed that she might possibly deserve this.

Possibly.

Her mind was awhirl over the events of the day. Trixie remembered the Alicorn Amulet, remembered the rage of loss of control. Then Twilight had tricked her, but it was for the best. And Trixie had learned something, although she wasn’t too clear on what it was.

Humility.

Trixie frowned. The Great and Humble Trixie just didn’t sound as good. Well, she’d work on the name. But she’d learned that, yes, maybe she had been a bit arrogant in the past.

Possibly.

But still, Trixie resented having to run off again. True, it wasn’t as if she was going to be welcome in Ponyville – or anywhere else – after word got around, but this place was making Trixie extremely nervous.

The unicorn glanced around at the tall dark trees nervously and tugged her had lower on her head. She picked up her pace.

Yes, the Everfree Forest was certainly no place for a pony as magnificent as she. Past time to leave it and go somewhere where no one had heard of Trixie for a while. Maybe back to the rock farm, although even the thought gave Trixie a headache.

The wind whispered through the forest and Trixie shivered. The rustling of the leaves almost sounded like words. Tricks of the mind, but Trixie didn’t like it.

“…murder…”

Nervously Trixie trotted a bit faster. She was hearing things. From a guilty conscience? Surely not. Trixie hadn’t done…that much wrong.

“…kill her…”

And she certainly wasn’t planning on killing Twilight. Trixie frowned. Definitely not. She’d just wanted to humiliate her a bit. Maybe laugh at Twilight as she cried.

“…kill her…?”

Trixie scowled. No! She wasn’t thinking about it, except that she was thanks to the words in the wind.

“…I don’t see why we don’t just kill her now.”

Trixie’s heart froze. That hadn’t been the wind. Warily she looked around. Empty forest. Nothing moved, not even the shadows. Well, they did when the wind blew, but only then. Just her imagination.

“But she’s innocent. Or at least, all that trouble hadn’t been her fault.”

Trixie started walking again, much more slowly. She scanned the forest in every direction for the mysterious voices, but still saw nothing. Were they talking about her?

“I still say we should kill her now.”

Trixie’s eye twitched and she turned her neck sharply. She didn’t care for this topic of conversation at all.

“B-but she was controlled by the alicorn amulet! That’s what Twilight said, anyways.”

There were two voices in the darkness. Trixie listened. The first sounded angry, or at least, not happy, while the other was more timid.

“She’s broken countless Equestrian laws. Possession of a cursed magical artifact, assault on other ponies – she would have blasted Rainbow Dash out of the sky if she hadn’t lost the amulet.”

This was true, but Trixie didn’t like how true it was. She had stopped in the forest by now, and was turning in a circle rapidly, trying to pinpoint the sound. But it seemed to come from everywhere and nowhere.

“So, we could just tell the Canterlot Royal Guard what she did. They could lock her away.”

Trixie didn’t like that idea. She hadn’t done anything that wrong! It was the amulet’s fault!

“The Royal Guard won’t detain her for more than a day at best. Besides, this pony’s apparently threatened Ponyville once before.”

“N-not technically. It was Snips and Snails that lured the Ursa Minor there.”

“But Trixie was the instigator. She bragged she’d beaten an Ursa Major.”

Trixie wanted to sink into the ground, but the second voice tried to defend her.

“Still, you can’t call that entirely her fault. If it comes down to it, she made one bad mistake because she was angry, and that’s—”

“Inexcusable. Anger is one thing, but she was wearing a dark magical item with the same level of power as Celestia or Luna. If she’d gone rampant countless ponies would have died. Not even Twilight would have been able to stop her.”

Trixie shifted uneasily. She wouldn’t have done that, would she? But the voice seemed to think so. It went on, “Trixie’s – no, shut up. Trixie’s a threat, even if she is an incompetent one. She’s guilty under Equestrian law, but unfortunately her punishment wouldn’t amount to anything.”

That was good. Trixie perked up a bit.

“So we’ll try another tact. What does changeling law say about troublemakers?”

Trixie’s heart sank. Changeling law? What was that?

“Changeling law, is, er, uh, well…”

Trixie heard a buzzing sound, a terrible clicking vocalization that no pony could make. She began to trot through the forest again, very quickly, trying to get away from the sound. Her heart pounded wildly out of her chest. What was that? But the second voice seemed to understand.

“…I don’t think we really have one. Chrysalis just killed anypony…I mean, anyling that disobeyed her. Uh, I was never there to witness that myself, but uh, they tell me it was pretty horrible each time.”

“Efficient.” Trixie was beginning to seriously dislike the first voice. No, dislike was the wrong word. Fear might be a better word. “And why can’t they speak yet? Needing you to translate is tiring, especially since you do it so poorly. Haven’t you been teaching them?”

“I’ve, uh, been trying, but they’re warriors. They never learned Equish when they were young, and so it’s been tough to—”

“Fine. They can’t speak but you can. Wonderful. Well, ask them if they’re hungry.”

Trixie’s nervous trot burst into a full gallop. The voices continued though, echoing around Trixie as though the invisible entities were effortlessly keeping pace.

“They’re sort of hungry. 32443 says he could use a bite to eat. But um, changeling don’t really eat ponies. If you order if he’ll give it a try, though.”

“I’m thinking about it.”

Trixie thought it was impossible to move any faster, but that cold voice mixed with total indifference to her fate somehow gave her legs wings. But no matter how hard she ran, she couldn’t escape.

“It’s just a matter of determining whether anyone would miss her,” the voice continued. “Or whether she can be disposed of without consequence.”

“Twilight would probably want to know where Trixie’s gone,” the second voice said. “Or…I’m sure Celestia would take interest if a pony were to go missing and never be found.”

“This is the Everfree. Ponies can suffer accidents here. Like being ripped apart by timberwolves.”

Trixie was growing eyes in the back of her head in her panic. She looked around wildly and then galloped to the right suddenly, into a cluster of trees. Maybe she could lose the voices—

“Maybe, but um, wouldn’t that bring too many ponies into the Everfree? They might stumble across…things we want hidden.”

“Hrh.” The voices were still right next to Trixie no matter how she dodged and juked through the trees. “True. Well, if we can’t kill her, why not render her…unable to cause more trouble.”

Trixie’s hat flew off in her panicked run. She turned to go back for it.

“Uh, how?”

“Well, ask your friend. How would he render Trixie harmless?”

Her hat was lying on the ground Trixie grabbed it with her teeth and looked around desperately. Where could she go?

“Oh, uh, he doesn’t really have an idea—”

“I saw that motion. Yes, removing the horn would solve a number of problems.”

Trixie’s hat fell from her mouth and she immediately clapped both hooves around her horn. The voice above her sounded thoughtful, not even angry. That scared her most.

“Do unicorn horns grow back if they’re damaged? Hm. Probably. But what if we removed them at the root? Do they grow back then?”

“Changeling horns don’t. I guess pony horns wouldn’t either. Not that I think it’s a good idea. At all.”

Neither did Trixie. She desperately hoped the second voice would talk reason into the first voice, but she sensed that it was the first voice that was in charge somehow. Her hooves were so tight around her horn Trixie was afraid it might crack. But better that then—

“Your opinion isn’t what I want. Removing her horn is becoming more and more attractive to me by the second. Unless you have a valid reason why it wouldn’t be wise?”

“Well…”

“Squeamish? You can leave at any time.”

“It’s just that if you’re going to do it, uh, how would you remove it?”

Trixie wondered if she could burrow into the ground. Maybe there was an empty tree she could hide inside. Her eyes darted around desperately, but there was nothing.

“We have a number of sharp instruments. And we could always find a saw.”

Trixie started hyperventilating.

“Or a hammer.”

“Yes, but she’d see the one who was doing to cutting, or at least she’d hear something.”

“Well then, we take off the horn and her eyes. She can hear all she wants, but we can leave her in a remote village. A hornless, eyeless unicorn.”

Trixie felt sweat rolling down her face and into her eyes. They stung and burned, but at least they were still there. She needed to run. She needed to escape! But there was nowhere to go. The voices would follow her wherever she went.

“She’ll go to Celestia. Or Luna. Or Twilight. Even if she can’t tell them who did this to her, she’ll still be able to talk.”

“Okay, we put out her eyes, saw her horn off, but take out her vocal chords first. Any objections now?”

“Well…”

Trixie could take no more. In desperation turned and shouted into the forest. “Please! Trixie is sorry!”

“See? She says she’s sorry.”

“If sorry was enough, there wouldn’t be any need for knives.”

“Please spare Trixie! She’ll do anything!”

“She’ll do anything.”

“Anything?”

Trixie paused. “Um. Maybe not anything, but—”

“She’ll do anything,” the second voice said. “If it means she won’t die a horrible death or having her horn sawed off. Right?”

Trixie gulped. “Yes! Right!”

“…I’m not convinced.” The first voice was still cold, but Trixie thought it wasn’t as certain as it had been. “She’s heard us so there’s always the possibility of telling someone…”

“Who could she tell? And what would she say? That she heard two mysterious voices in the Everfree? Trixie’s already got a reputation as a liar. No one would believe her. And she surely knows what will happen if she tells anyone.”

“Right!” Trixie desperately tried to convey her honest intentions. “Trixie will never tell! Not that Trixie knows anything!”

“Removing her as a threat still seems like the best choice.”

“I vote against it.”

“So does Trixie!”

“Too bad there’s no vote. No, I don’t want to risk it.”

That was it. Trixie blubbered incoherently on the ground. She held her hooves over her head and waited for the end.

“Please? Just look at her. She’s pathetic.”

“And annoying. Last chance to change my mind.”

“She might be troublesome, but she was still sorry for what she did. She’s not a true threat. Just an idiot.”

“Idiots are trouble.”

“But you can’t kill all of them.”

“I could try.” The voice sounded annoyed now. Trixie dared to look up, eyes still streaming with tears. Silence reigned around her for a long minute.

“…Fine. She can go. But she’ll be watched, and if she ever breathes a word of this to anypony…”

“Trixie won’t! Ever!” Trixie bowed her head low to the ground. “Oh thank you! Thank you!”

“Shut up.”

Trixie shut up. She trembled where she stood and had a terrible need to step behind a tree. Well, she already pretty damp so it didn’t really matter.

“Get out of here. Tell no one anything. Or the next time you hear this voice, you’ll be missing a horn.”

Trixie didn’t wait for the voice to say anything else. She bolted in a random direction, running as fast as her legs could carry her. There was no thought in her head except to run, to change her robe, and to never, ever think about what had just happened. Not that anything had. Certainly not. And Trixie would make sure she never said anything about it.

At some point in her mad run Trixie hit a tree. She fell to the ground unconscious.

But alive.

High above the Everfree on a cloud Fluttershy and Fake Fluttershy sat and watched Trixie gallop away.

“You’re dismissed,” Fluttershy told the changeling that was with them. “Report to Longfoot and rest. We’ll join you shortly.”

The changeling nodded and took off, insectile wings buzzing softly through the night.

Silence resumed, but only for a moment.

Fluttershy turned to Other Fluttershy and scowled. “You’re getting awfully uppity. First the Crusaders, now Trixie. Do I need to remind you who’s in charge?”

“Oh, no. Of course not.” Fluttershy flinched backwards. “But uh, I just feel I uh, could help a bit. With, you know actions that might not be as…drastic.”

“And the Pinkies? Did you think my solution there was wrong?”

“No.” Fake Fluttershy’s voice was firm. “I agreed with that. But making things seem normal is my job. Killing Trixie just isn’t necessary.”

“Desirable.”

“…Maybe. But it’s safer this way.”

“You have a point,” Fluttershy said grudgingly. She was surprised to hear herself admit it. But it was true. Fake Fluttershy was pretending to be the Fluttershy everypony knew and loved for her kindness. She might…remember more about how Fluttershy was supposed to act.

“Fine.” Fluttershy waved a hoof. “Just…fine. Go.”

False Fluttershy bowed her head and took wing. Fluttershy was alone above the Everfree, and all she heard was the silence.

And deeper than that, a voice.

You’re the Element of Kindness.

She was, or was she something else? Fluttershy’s thoughts were – fragmented.

Kindness. She was still kind. She could still be kind. Surely.

Yet the silence of the Everfree pressed down, and new words were in Fluttershy’s heart. She murmured to herself.

“But kindness only goes so far.”

Chapter 6: Sparks

Two beings met where light melted into darkness. They were both ponies, although their features were blurred in the half-light. Well, one was a pony. The other…

“Alright. Talk.” The first speaker paced back and forth in the twilight while the other stood quietly.

“Just as you’ve heard, Rainbow Dash met a pegasus named Lightning Dust during training. I’m not sure exactly what she did, but we were nearly blown away by a tornado she and Rainbow Dash created.”

“Whose fault was that?”

“Lightning Dust’s. She’s apparently extremely impulsive and doesn’t care about others.”

“Like Rainbow Dash, but without the good qualities, you mean.”

“Yes. Pretty much. But she’s been expelled from the Wonderbolts for her actions, and Rainbow Dash is now the flight leader.”

“Good. Any danger of Lightning Dust taking revenge?”

“Not for the foreseeable future. She just seemed dispirited to me.”

“That can change over time. I want watchers on her. Have a few birds migrate wherever she goes. Would it be best if she had an…accident?”

“I don’t believe so, no.”

“How dangerous would she be if she were a threat? Speculate.”

“She was assigned lead wingpony instead of Rainbow Dash. They’re about equal in a lot of things, but Lightning Dust can’t perform a sonic rainboom.”

“And that’s the only aspect that would truly be dangerous.” The first speaker was silent for a moment. “An accident with her wings would be ideal.”

“But unnecessary,” the second pointed out. “And it might cast suspicions on Rainbow Dash if it happens too soon. We can watch her and make sure she’s no threat.”

“Fine. See to it tomorrow.”

“Do you want me to post some birds in the Wonderbolt Academy?”

“Yes. If they get wind of a big threat, I’d like some advance notice.”

“I’ll take care of it first thing tomorrow.”

“Good. Go.”

The two figures turned and left. Darkness remained.

The same place. The same time of day. Darkness and light. The two figures approached each other, but everything was different.

“Explain to me why you didn’t call in reinforcements.”

“I thought it was just an act. I had no idea Rainbow Dash’s call would attract real timberwolves.”

“You were very lucky Applejack and Spike weren’t hurt. If they had been…”

“Applejack’s capable of defending herself—”

“That is not the point.” The first speaker snapped and the second flinched back. “You have one job. Alert me if anything dangerous threatens. You will do that, or I’ll replace you.”

The second speaker nodded meekly. “But what are you going to do? You sent out Matilda and the others earlier.”

“They’re ambushing the timberwolves. I should have done this earlier. They’re a threat and I don’t want them coming after Applejack or Spike again.”

“But they’re not a threat. They only attacked because—”

“Applejack and Spike nearly died because of those things.”

“Yes, but Spike intruded into their territory first. They were only trying to chase him away.”

“And if they’d caught him? They’d tear him to shreds.”

“Even so, I don’t recommend—”

“Silence.” The first speaker stepped forwards and jabbed the second in the chest with a hoof. “You are on thin ice as it is. Remain here and set up sentries. I’ll take care of the timberwolves.”

The first figure spun and began to walk off.

“You don’t have to do this, you know.”

The first speaker stopped at the door and looked back.

“Don’t I? My duty is to protect Equestria. That means dealing with any threats that arise.”

“No one gave you that job, though. You don’t have to do it all the time.”

“If I don’t, ponies will die.”

“Yes, but there’s still more to life than fighting.”

“Like what?”

“Kindness.”

A pause. The changeling and pegasus regarded each other for a long moment.

The door slammed shut. The pegasus stared at it for a long time and then sat in the darkness.

The night was nearly halfway passed by the time Fluttershy made her way to her destination in the Everfree. She had to walk for quite some time in the quiet forest. She wasn’t by herself of course; a mouse lead the way while a squad of beavers and other animals surrounded Fluttershy and kept an eye out, but Fluttershy herself was alone amidst them.

Not that she minded. This was her job. Leadership was a lonely position. Fluttershy passed the long walk by eyeing the animals around her. The bigger animals carried buckets which sloshed as they lugged them along, and other animals carried torches. There was even one of the clouds from Ponyville, being tugged along on a piece of string by a few owls. Owlowiscious wasn’t among of them of course. It was too essential that he monitor Twilight to spare him even for something like this.

The torches the animals held bothered Fluttershy. They were crude affairs of sticks woven together and coated with a flammable resin. Torches weren’t common among ponies; firefly lanterns or other forms of illumination were far more common. But fire was needed on this outing.

It was just that the flames bothered Fluttershy. Her burns were long healed, but even the sight of fire made her old injuries ache. She ignored the pain though, and kept walking.

Only when Fluttershy heard the howling did she know she was getting close. This deep in the Everfree, the forest was normally completely silent at night. But now the silence was broken by loud desperate howls, that of a number of timberwolves.

The party of animals and one pegasus emerged into a clearing in the forest and stopped. In the center of the clearing was an unusual sight. Eight timberwolves were lying on the ground, surrounded by another group of animals, all of whom were armed. The changelings were there too, as was Matilda. As they turned to face Fluttershy Longfoot hopped forwards and gave her a quick salute.

Fluttershy nodded to Longfoot and regarded the timberwolves. They were tied tightly to the ground, anchored in place by sturdy ropes which were in turn connected to large stakes hammered into the ground.

“Did you have much trouble capturing them?” Fluttershy asked.

Longfoot shook his head with a grin. He pointed to Matilda and the squad of changelings who were watching the changelings leisurely to one side.

“Makes sense. The timberwolves aren’t very dangerous,” Fluttershy agreed. “Just persistent. If Spike can beat one with a rock, I doubt they’d give Matilda much trouble even by herself. Well, good work.”

Fluttershy nodded to Matilda and the changelings. “You lot can head back now. We’ve got things under control here, and this might take a while. Have some animals on the night shift, but other than that, you’re free.”

Matilda gave Fluttershy a toothy grin and the changelings saluted. The ambush group left the clearing, which left Fluttershy and the remaining animals with the timberwolves.

The timberwolves were fighting their bonds, snapping and trying to bite any animal that got too near them. From the looks of it they’d been smashed about quite a lot by the ambush team – several of the timberwolves were missing limbs, or had broken sticks in their patchwork bodies. Still, that didn’t seem to hinder them and they were furiously trying to get free.

The wooden wolves stopped thrashing as Fluttershy stepped forwards. They eyed her suspiciously, but she calmly walked forwards until she stood in front of them.

“Good evening,” Fluttershy said with a small smile. “Or rather, good night. We haven’t met before. I’m Fluttershy, and you’re timberwolves. You tried to hurt my friends earlier today. You’re going to pay for that.”

The biggest timberwolf snarled at Fluttershy. It spat a huge glob of its saliva at her.

Fluttershy’s head jerked back and the projectile mostly missed her. She calmly wiped off the rest of the semi-corrosive saliva from her cheek and ignored the stinging pain.

“Not very nice.”

A beaver stepped forwards and grabbed the timberwolf by one leg. Roughly, it began gnawing at the sticks that made up the timberwolf’s body. The wood snapped in two and the beaver tossed the fragments away.

The timberwolf snapped and tried to lash out at the beaver. The severed stump of its leg kicked out and the beaver jumped back in alarm.

“Hm.” Fluttershy motioned and the beaver pulled back. The timberwolf struggled as she approached hatred in its eyes.

“Looks like you don’t feel pain after all, at least from losing parts of your body. Makes sense; sticks are already dead. ”

Fluttershy picked up the broken piece of the timberwolf and inspected it casually. Then she snapped the wood and casually tossed it over her shoulder. The timberwolf growled, but it was helpless. She paced around it slowly.

“I know you lot are pretty much immortal. One timberwolf’s pretty much like the other – you’re spirits without true form. If we kill you here, you’ll just reform again.”

The timberwolf grinned, showing Fluttershy sharp rows of teeth.

“Yep. Thought so.” Fluttershy nodded in slight satisfaction. “But even if you won’t die if you’re bodies are destroyed, it doesn’t mean you’re really immortal, does it?”

The timberwolf paused, and its expression froze for a moment. Fluttershy sensed its uncertainty.

“The forest is your home. You’re part of the Everfree Forest. In fact, you guard it. Mainly because you’re part of the forest. Aren’t you?”

The timberwolf was silent. Fluttershy grinned.

“Dead leaves and fallen branches are what go into your bodies. Literally the trash of the forest. You’re not really alive at all, are you? You’re just the spirits of trees and nature.”

More silence. But now the timberwolf was watching her warily. All of them were.

“Well, I’ll make it quite simple for you. You hurt ponies, I hurt the forest. Got it?”

The timberwolf sneered at her. Fluttershy was pretty sure it was a sneer – it was contemptuous at any rate.

“Think I can’t back up my threat?” She motioned with one hoof. “Look.”

The timberwolves fell silent as the other animals moved with the torches. Not to the timberwolves, beyond them. To the tree line. They hesitated for a moment, but when Fluttershy nodded the animals tossed the torches onto the ground. Onto the dry leaves and sticks.

For a moment all was smoke as the torches sputtered on the ground. They looked as if they might go out, but then flames began appearing against the darkness of the ground. Like small red flowers they grew out of the blackness, spreading in waves to engulf first ground, then the trees. The forest was dry and there hadn’t been rain recently. The fire grew brighter.

The timberwolves watched in horror as the fire engulfed first one tree, and then another. Fluttershy watched as well, waiting. The blaze she had started hurt her to look at. The flames conjured painful memories. She would have given anything not to be here, but she had to do it.

When the flames had engulfed eight more trees, Fluttershy signaled. Her animals ran forwards, buckets in their paws. They began tossing water at the fire, igniting clouds of steam. From above, birds dumped dirt onto the flames, smothering them.

Not enough. The blaze had grown quickly; it had too much to feed on. Fluttershy grabbed the cloud she had brought and winged into the sky. Quickly, she kicked the cloud and it discharged it’s container of water over the fire. The sudden deluge instantly quenched most of the flames, and sent a towering plume of steam straight into the sky.

The white cloud of steam submerged Fluttershy. It was hot and humid. It was burning. Fluttershy flinched, and then froze.

The steam around her turned to flames. In horror, she held her hooves out and desperately tried to shake off the fire. But it clung to her, burning, consuming her—

Fluttershy dove out of the sky and smashed into the ground, writhing to get clear of the flames. Only when Longfoot dashed up to her did she realize she wasn’t burning. The steam was gone. She was safe.

Shakily, Fluttershy got to her hooves. Longfoot was staring at her with deep concern in his eyes. She knew he wanted to ask if she was well. But the timberwolves were still tied up. Fluttershy waved him back to his post. She took a deep breath and approached the timberwolves again.

This time they stared at her with horror in their eyes. The rage was gone, replaced by sudden insight. And fear.

“Fire.” The word hurt Fluttershy to say, but she said it anyways. “Yes. The Everfree’s a dry place at this time of year. A few torches in the wrong spot, and well, it’s a bonfire.”

The timberwolves growled, eyes alight with fury. But they flinched back as Longfoot brought forth a pottery bowl. The rabbit held it carefully; it was heaped high with glowing orange embers.

“I know you’re not idiots.” Fluttershy addressed the lead timberwolf. “So I’ll make it simple. You hurt a pony, and I’ll burn down a hundred trees. Kill a pony, and I’ll torch half this forest. Are we clear?”

The leading timberwolf stared at Fluttershy for a long time. Defiance shimmered in its eyes, but so too did a bit of fear. She saw it glance at the burnt remains of the trees, and back to Fluttershy. She waited, but the timberwolf didn’t nod.

“Well?”

The timberwolf glared at her, and then looked away. It was an answer, of sorts. Fluttershy knew she could probably trust the timberwolves to avoid ponies and animals. They wouldn’t risk the danger of her retaliation. But that wasn’t good enough. She had to hurt them. Make them remember.

“I’ll take that as a ‘yes’.” Fluttershy moved so the timberwolf had to look at her. “And I know you can talk to your friends, so this stands for every timberwolf. Is that clear?”

The timberwolf snapped at her, snarling. Fluttershy didn’t blink. Something in her eyes made the timberwolf hesitate.

“Good. We have an agreement. But there’s one last thing. You see, you tried to hurt my friend Applejack and Spike. That score’s not settled. So since I know you’re not going to die for good, I’m going to leave you with a memory of our little chat.”

Fluttershy nodded to Longfoot. The rabbit tipped over the bowl of embers onto the timberwolf. As the burning coals landed, the timberwolf began to howl, an expression of pure agony that made Fluttershy’s bones ache in kind.

She ignored it. Suffer. Make them suffer. So they won’t hurt any ponies ever again.

The timberwolf snapped at Longfoot as the rabbit pushed the embers towards it. It still tried to fight, even as the wood that made up its body began to catch flame. The flames crackle along the sticks and consumed the leaves on the timberwolf’s body, then died out.

The timberwolf panted weakly when the flames had gone. Then it growled at Fluttershy. Defiant.

The pegasus hesitated for a moment. She hadn’t expected this level of resistance. But she couldn’t give way. The timberwolf was still growling, and its brethren were starting to join in. Their spirits had to be extinguished. Burned out.

“Torch.” Fluttershy raised one hoof. Longfoot nodded and a beaver handed one Fluttershy.

The flames were warm in the cold of the night. But to Fluttershy, the bright fire hurt to look at. She felt…bad holding it. But what had to be done had to be done.

Slowly, Fluttershy approached the timberwolf. It snapped at its bindings and tried to break free as she approached, but it was trapped.

The wolf was burned, but still very much intact. If freed, it would be after the nearest pony in a second. Fluttershy hesitated, and the torch flickered in her hoof.

But then she lowered the torch into the center of the timberwolf’s hollow chest, and there was fire.

Burning. Agony. Her skin was molten. Her body was wreathed in flame. Pain.

The torch trembled in Fluttershy’s hoof. The Timberwolf was howling; an earsplitting sound far higher than any creature could make. But she held the torch there.

The fire was all around her. It was burning her hooves, racing up her mane. She was a living bonfire, and she would have done anything to end the pain. But she burned without end.

The timberwolf screamed. It was a true scream, not just a howl of pain. It writhed in agony as the torch ignited its body, and the tight cords flexed as the beast nearly tore its way free. But it couldn’t escape. Fluttershy held the torch there and watched as the timberwolf died.

The fire was the only light Fluttershy could see. It spread across the timberwolf’s body, and as the glow in the timberwolf’s eyes vanished, the fire took its place, until the timberwolf was no longer a creature of wood and leaf of the forest, but a burned charcoal mockery, with fiery eyes.

It stared at Fluttershy, a burnt corpse. Something in it was staring at her still.

Fluttershy lowered the torch with hooves that shook. Longfoot and the other animals stared at her in concern. She shook her head at them, trying to appear strong. She had to be strong.

The other timberwolves stared at the pegasus holding the torch, and flinched when she turned from their burnt comrade. It wasn’t just the terrible flame that she held in her hand that made the pony so terrible. It was the look in her eyes.

Fluttershy walked slowly over to the next timberwolf in line. It howled and snapped at her. She lowered the torch. The timberwolf screamed. She screamed with it in her mind.

Burning. Always burning. She had to get out. But the forest was fire all around her. A trap. She was trapped.

The timberwolf caught fire and died in agony. Fluttershy walked over to the next one. And then the next.

If she could have died, she would. But something kept her moving. Hatred. Vengeance. She had to live, but the pain was too much. Fire. It was hurting her.

Another timberwolf burned away. And another. Fluttershy had no notion of time, no concept of space. There was only the flame and her, walking together in an eternal damnation of fire.

The forest was burning. She was burning with it.

There was a screaming in Fluttershy’s ears. It was her own voice. The fire burned her skin, her very soul. But it had to be done.

Kindness.

Cruelty.

She didn’t understand. She didn’t know why. There was only her mission.

Protect. Fight. Die.

Because she was Fluttershy.

The night sky in the Everfree filled with an orange burning glow. The silence was broken by the screams of the timberwolves, and the crackling of flame. Acrid smoke filled the air, and the burning vegetation filled the ground.

A pegasus staggered away from the forest, several animals following in her wake. She left behind a row of sticks and some leaves in the shape of what might be dogs, or wolves. There wasn’t anything else there, though.

Just pieces.

And the pony named Fluttershy stumbled back to her home, sat among her friends who tended to her, and listened to the army she had built prepare for the next battle, the next war.

And she burned in agony that never ceased.

The flames were spreading.

Chapter 8: Sombra

The rediscovery and liberation of the Crystal Empire was brought about by many factors. The decaying of a powerful magic over the centuries, a wise ruler prepared for such an eventuality, an alicorn princess of love, the wit and daring of the ponies sent to combat Sombra, and the courage of a young dragon. More important than all of that however were the heroic ponies who made sure everyone got to the Crystal Empire in the first place.

The Canterlot Express is where heroes reside. Daring individuals who sacrifice hoof and limb to open the doors, close the doors, collect tickets, and occasionally, deal with stray sheep that wander onto the tracks. They are the unsung heroes of Equestria, or at least, that’s what they claim.

Naturally there are the Elements of Harmony, the princesses, the Royal Guard, Wonderbolts, and other lesser figures, but so what? If it weren’t for the train conductors, they’d never be able to get to all the places they need to be to do the heroic things they do.

This argument is often put forth by the train conductors who conveniently forget that a third of Equestria has wings and the rest have hooves. Their job is essential, and they take it seriously.

The conductors of these trains see many strange things during their jobs. Drunk ponies, sad ponies, unicorns, earth ponies, pegasi, even the occasional minotaur or griffin. The conductors have seen villains and saints, the most strangely unique beings, and even a few ordinary ponies pass through their doors.

But none perhaps were so strange as the duo waiting at the train station in Ponyville. Well, one of the two was normal. She was a young pegasus, tan fur and pink mane matching the three butterflies that was her cutie mark. That was fairly normal. Her companion on the other hand…

“I still don’t see why we have to go visit the Crystal Empire today of all days.” Discord huffed as he and Fluttershy waited for the Canterlot Express. “And why are we waiting for a train for pony’s sake? I could snap my fingers and have us there in an instant!”

“It’s not about the end result, it’s about the journey.” Fluttershy gently chided Discord. “Besides, I quite enjoy riding the train. It’s relaxing, and we can chat.”

“Oh very well.” Discord rolled his eyes. “Fine. But I’d better not be bored when we’re there. I trust you’ve got a plan for out little excursion?”

Fluttershy smiled widely. “Oh yes and I just know you’ll love it! It will be such a nice little trip, and I’ll be able to show you all the interesting places we visited. There’s the Crystal Palace, and the library we did research in, the Crystal Heart of course, and—”

“Yes, yes.” Discord quickly cut off Fluttershy. “I get the picture. Very scenic. So let’s not waste time talking about it; let’s go already!”

The brightly colored train had just pulled into the station and a flood of ponies exited the double doors. They stared at Discord and hurried away as the draconequus and pegasus entered the train.

The train conductors stared too, and so completely forgot to ask for the pair’s tickets. Which was just as well, because neither had bought any.

The Canterlot Express slowly jolted into motion and the train conductor closed the doors. He was so preoccupied with staring at Discord that he completely failed to hear the faint thumps and rustling as a swarm of animals leapt, hopped, and flew onto the train’s roof. They clung to the accelerating locomotive in grim silence and held long wrapped bundles which they took care not to drop.

This was all unseen by the ponies on board. They were used to travelling the Express, and paid little heed to faint noises amidst the clattering of the train as it travelled across the tracks. They were far more interested in Discord naturally.

Reformed villain he might be, but Discord’s way of dealing with boredom involved idly transforming various objects into different shapes while he chatted to Fluttershy. The pegasus did not seem inclined to stop him, and so the spectacle continued.

Yes, every eye was on Discord and Fluttershy. That was, except for fourteen ponies sitting very quietly in the back of the car. They sat still, staring at the ground and making no conversation. It was unnerving how identically each one acted, and it might have disturbed the other passengers. But once again, they noticed nothing.

Fluttershy sat in the freezing snow as it poured down over the Canterlot Express and tried not to die. The exposure on top of a moving train in the middle of a permanently frozen wasteland was not inconsiderable and she feared frostbite might be setting in already.

Around her, or rather, so close that they were practically fused to her the other animals shivered and held onto the train’s roof while they huddled for warmth. It was just as well the train was moving; Fluttershy was sure that if it stopped the animal’s chattering teeth would be quite audible for miles around.

But even so, the frozen infiltration group on top of the train car wasn’t about to quit just because of a little cold. Despite the chill, Fluttershy did have a warm fur coat, and each animal she had chosen had some kind of furry insulation on its body. They might not be born for extreme cold, but it wouldn’t kill them right away.

That didn’t mean it wasn’t still mind-numbingly cold, though.

Fluttershy had five knives strapped onto her body in various places, a cloth-wrapped bundle at her hooves she was trying not to jostle, and a hundred animals huddled together for warmth with her. Missing from this was a blanket, or even a coat.

Blankets were warm, soft, and bulky. They’d slow down anyone carrying it, and make the group more noticeable. That had been Fluttershy’s reasoning and it had been a good idea except for reality. Right now Fluttershy would have killed for even a muffler, but there was nothing to kill, just the endless snow and gusting winds.

It was an hour’s ride to the Crystal Empire.

Fluttershy’s face went numb first, then her hooves. The deadened freezing went up her body, removing feeling as she grew colder and colder.

She didn’t know why, but she…hated the cold. Already parts of her body felt like they were shutting down. Though her animal friends were shivering, Fluttershy didn’t see the same weakness in them. It was just as well the changelings were below in the train; their ability to handle cold was about as great as their ability to handle heat. They’d be useful in the coming battle, but Fluttershy would only be able to use them for about an hour even with all the clothing they were wearing.

Pain. After the numbness, pain started. Intense, biting pain as frostbite truly did begin to set in. Fluttershy gritted her teeth and ignored it.

Her animal friends were faring far better than she. They could huddle together, and since they were small, they could trade places so those facing the winds were only exposed for a few minutes at a time. Fluttershy was simply too big; she was the largest animal on the train. Matilda had of course been too big to hide, and the next largest animal under Fluttershy’s command were the beavers who barely reached up to her chest.

Pain. Fluttershy breathed out slowly. The train was nearing its destination. The cold was so intense – yet she ignored the pain. A warrior didn’t bow to pain any more than a leader did. And Fluttershy was a leader. She could not show weakness. Because…weakness meant someone would…usurp…

Fluttershy’s thoughts were shutting down. She felt comforting warmth around her. Was she lying down on the train? Yes. Yes she was. And the animals were around her, hugging her tightly. Why? To share their warmth. Oh, of course.

They looked very concerned. Fluttershy valued their trust in her. To her, their loyalty meant everything. And the way they looked at her was…she had never felt such…

…

..

.

Kindness?

Warmth. Suddenly, Fluttershy was warm again. Her broken thoughts reformed, her heart started to beat faster. The icy chill holding her began to retreat. There was warmth.

And light.

She looked up. The frozen wasteland and grey skies had disappeared. All around her way blue sky and lush green grass. The world here was different, captured in the blossoming time of spring where life was at its fullest. The temperature was pleasantly cool, but still warm enough so that no pony needed a coat.

They were in the Crystal Empire. As the train moved along the last length of its trip Fluttershy looked out towards the Crystal Palace dominating the center of the city. And shining like a beacon, the Crystal Heart flashed and shone down upon all who saw it.

The train slowed, and stopped. The train conductors opened the doors and ponies flooded out, desperately seeking escape from Discord. They didn’t pay any attention to what was above them; only pegasi looked up that often and the only one on this train was walking with Discord.

Several shapes slipped off the top of the train and disappeared into the city. They moved stealthily in small groups. Any ponies who saw them might wonder how a beaver or a falcon or a few squirrels had made it to the Crystal Empire, but they thought nothing of it outside of mere curiosity.

And one pegasus walked slowly through the Crystal Empire. She looked remarkably similar – almost identical to another one, but this pegasus was different. She wasn’t smiling. Her wings and hooves were covered with frost and she moved slowly. As if each step was painful. But she walked on, until she found a place where an army of animals and fourteen suspiciously identical ponies waited.

And then she sat and waited.

The effect Discord had on normal ponies was similar to the seven stages of grief proposed by Couch Talk.

The first stage usually involved shock and denial. Ponies ran from Discord screaming or occasionally just stared in disbelief. After that of course, they transitioned onto the next stage which was pain, usually without guilt when Discord transformed them into something or turned the ground into silly putty.

Following this of course, anger and bargaining came next as ponies alternately shouted angrily or pleaded for mercy as they hung upside down, floated in midair or occasionally fought for their lives against animated statues made out of marshmallows. But inevitably, their attempts failed and they moved onto the fourth stage, depression and loneliness as each pony was left to face their separate hell (or occasionally, heaven).

After these initial stages of grief and despondency however came hope. As Discord capered in glee and the ponies waited for their inevitable sugary doom, a voice would call out. The upward turn began as a pegasus arrived, shouting angrily at Discord. Therein began the sixth stage where reconstruction began; Discord changed everything back to normal and ponies began working through the mental trauma of what just happened.

The last and final stage usually ended with Fluttershy and Discord walking away, as ponies accepted what had happened to them, repressed the memories, and hoped for a future where they never saw Discord again.

In short, the effect Discord was having on the Crystal Empire was akin to a marching band moving through a monastery. He attracted attention, caused havoc, and generally made a nuisance of himself. Fluttershy or rather, Fake Fluttershy was there to stop the worst of the chaos as it occurred, but she seemed to be a bit too slow at her job. Discord managed to cause plenty of discord before she arrived to sort things out, and as a result, everypony’s attention was totally focused on him rather than anywhere else.

At last, after a fifteenth lecture and heartfelt plea from Princess Cadence and Shining Armor themselves, Discord agreed to stop causing trouble and wandered down the market stalls with Fluttershy.

“All I’m saying is, the Crystal Palace looked a lot better with all those statues of me,” Discord was complaining to Fluttershy. “Honestly, some ponies have no taste. And what was up with all the screaming? You’d think they’d never seen a draconequus before!”

“Um, I don’t think they have,” Fluttershy said. She glanced at a clock in a clockmaker’s display as she walked by with Discord.

“Well, I think this little vacation isn’t very relaxing.” Discord huffed for a few seconds and then grinned. “Extremely entertaining, but not very relaxing. For other ponies that is.”

“Quite.” Fluttershy looked around and spotted the mouse standing in the shadow of one of the stalls. She nodded to it and it dashed away.

“But this is fun too. All these cultural fashions and oddities! Did you see that pony with the hat made out of drinking straws?”

“Yes, it was lovely.” Fluttershy eyed the street and calculated how much damage Discord could do. “Um, I think I need to go and—”

“Ooh, is that a flugelhorn?” Discord drifted over to a stand of the weirdly shaped horns as the shopkeeper cowered in fear. “I’m sorry Fluttershy. What were you saying?”

“Why don’t you and I separate for a little while?” Fluttershy suggested with a smile. “You can look around, and I’ll say hi to Princess Cadence and Shining Armor. And uh, apologize again.”

“Good idea.” Discord was already distracted by the wide variety of oddly shaped musical instruments. “You go and do friendship things. I’ll come and find you in a bit.”

“Sounds good!” Fluttershy cheerfully smiled and walked away from Discord. She walked slowly towards the palace until she was out of sight and then changed direction.

The actual boundaries of the Crystal Empire extended much farther than Princess Cadence had been able to shield with her magic. Outside of the main city, there were several miles of grassland used for farming and ponies wishing to live in a rural setting. Fluttershy traversed the entire distance at a quick trot, keeping out of sight of most ponies.

She reached her destination at last – the border of the Crystal Empire. The Crystal Heart’s magic created a wall of light that held back the cold. At the spot where it ended, Fluttershy could clearly see the whirling snows outside of the barrier.

And standing just inside of the Crystal Empire was a completely different kind of oddity than Discord.

Fluttershy – Fake Fluttershy stopped in front of the ranks of armed animals. Fluttershy was standing in front of her army, conferring with the changelings as she watched Fake Fluttershy approach.

“Discord is at the market,” Fake Fluttershy said. “He’s busy with the flugelhorns, so he’ll probably be distracted for an hour or two.”

“Good.” Fluttershy glanced at Fake Fluttershy and then away. “Return to Ponyville.”

Fake Fluttershy waited for Fluttershy to say something else. “Um, okay,” she said at last. “It’s quiet there, so everything should be fine…when I was talking with Princess Cadence and Shining Armor they mentioned Celestia was sending something to Twilight today. A new spell and—”

Fluttershy looked at Fake Fluttershy and the other pegasus shut up.

“Go.”

Fake Fluttershy left. Fluttershy waited until she could no longer see the other pegasus and then turned to her army.

“We’ve got work to do.” That was all Fluttershy needed to say. Her changelings and animals stood straight and picked up their weapons.

Fluttershy walked to the head of her army and looked over them. “Fake Fluttershy is returning to Ponyville. Matilda and the rest of the animals are still in Ponyville. If we fail here, Longfoot will remain in charge.”

That was important. It needed to be said. In case we fail…Fluttershy looked at her warriors. Her friends. They stared back uncertainly. But there was trust there. Faith in her. Fluttershy stood a little straighter and they followed her. They wouldn’t fail.

“All forces assembled.” Fluttershy looked over her gathered warriors. Each animal and changeling was holding a weapon; they stood to perfect attention in line formation. She was proud of them, and knew they had faith in her.

“Changeling 32443, you have leadership of Beta Group.” Fluttershy nodded at one of the changeling warriors who saluted. “I’ll lead Alpha Group myself; follow at a distance and stick to the plan.”

Changeling 32433 nodded. He and his companions moved away from the army of animals and flew off into the snowstorm. They were gone from sight in an instant.

Fluttershy turned back to her animals. This was it. She took a deep, calming breath, then spoke.

“You know our objective. Sombra lurks somewhere in the blizzard. Our scouts located signs of his presence several days ago, and it is likely that he is attempting to find his way into the Crystal Empire. If he does, the Crystal Heart will fall and with it, the entire Crystal Empire. This cannot be allowed to happen.”

Fluttershy walked down the ranks of her animals, looking into their eyes. She saw nothing but confidence and obedience; not a hint of fear. They stood straight, staring ahead without a flicker in their expression. No frowns, no sweat, no hesitation.

No smiles.

Fluttershy faltered. Where had that thought come from? But her hooves kept moving and her mouth kept speaking. A leader never shows weakness.

“This is a golden opportunity. Sombra is vulnerable at this moment, weakened from his defeat by Princess Cadence’s magic. We must utilize this advantage but remember; even at a fraction of his power Sombra is still exceptionally dangerous. Stick together and report at the first sign of movement. Now, advance!”

Fluttershy raised her hoof and lowered it in one swift movement. As one, her army stepped forward out of the Crystal Empire’s protective magic and into the blizzard. Ranks of animals marched forward, weapons held high. They were no army to strike fear into the hearts of those who saw them, but they were the greatest force she had ever commanded.

Fluttershy walked into the blizzard last. The instant she left the Crystal Empire she felt the cold sweep over her, a numbing pain that threatened to overwhelm her in the first second. Fluttershy gritted her teeth and kept moving. Ahead of her, the vanguard of her army moved at a slow walk. They quickly disappeared from sight in the flurries of snow, but that was fine. Fluttershy had accounted for that in her tactics.

Following the first rank of animals came another squad of eight animals, moving some distance between the next group of animals. They were spotters, placed to be able to see both the animals in front and behind them in case vision was obscured. For each large marching line of animals, two spotter squads were deployed behind it, sweeping to the left and right to increase visual range and also to relay orders from the rear.

Any creature flying through the snowy landscape would have seen the marching army of animals not as a straight line of troops but a kind of odd flower. The animals spread out, groups swinging wide left and right of the front line while other groups followed at a set distance behind. Runners kept communications flowing between the groups, and the entire movement of the army centered around a single pony walking behind the main body of warriors.

Fluttershy listened as squirrels and small birds flitted back and forth, chattering briefly before returning to their posts. No sign of any movement. Well, she had expected as much.

“Adjust our course,” Fluttershy instructed the animals. “Don’t get more than a mile or two away from the Crystal Empire; start making a circle around the perimeter. Stay away from the train tracks of course, but Sombra won’t be too far from the Empire.”

One of the squirrels looked up at Fluttershy in confusion.

“He lost the Empire, but to him, it’s still his,” she explained. “Sombra won’t leave it behind. His pride won’t allow it.”

She didn’t know why she could predict Sombra’s actions with such certainty. She just…knew that was how Sombra would act. Was it instinct? It was easy to think like he would.

A robin flew out of the darkness and hovered before Fluttershy chirping urgently. She held up a hoof and the animals around her halted.

Contact.

“Where?” Fluttershy listened to the bird as it circled around her head. She gestured to the other animals.

“Stop the advance. Pull the outer units back. What does the squad nearest the contact point report?”

Another bird flew out of the darkness. It was even more panicked than the first. It alighted on Fluttershy’s shoulder and screamed at her.

Fluttershy frowned. “What do you mean they’ve disappeared?”

More rapid squawking. No animals present. All had vanished.

“Take me there. Bring the other army units around that location but maintain a perimeter.”

The bird took off from Fluttershy’s shoulder and flew off into the darkness. Fluttershy and the group of animals set off after it at a quick trot. As they moved, other squads of animals appeared out of the snowstorm and joined their formation.

Fluttershy came to a halt where the bird had flown. It circled in the air, chirping urgently.

This was where the squad of animals should have been. Fluttershy looked around and saw in her peripherals the army spreading out around her. There was nothing in sight. Just the snow and darkness.

“Where—”

The snow exploded upwards and a group of animals simply vanished as green blasts of magic shot into the sky.

“Scatter!” Fluttershy dove away as Sombra appeared from the vaporized section of the landscape, hurling bolts of green death at anything that moved.

A cloud of birds swooped down from the heavens and engulfed Sombra, pecking and clawing furiously. From the whirlwind of feathers Fluttershy heard the unicorn king laugh. Once.

A swirling vortex of green light engulfed Sombra and the birds. It formed into a sphere of energy which contracted briefly around Sombra and then expanded.

Charred skeletons of the birds fell to the ground as the deadly wave of energy expanded. It caught a few animals that had remained too close to Sombra, vaporizing any body parts left within the field.

“Get back!” Fluttershy and the other animals retreated until they were far out of range and the magic dissipated.

“Charge in and engage!” Fluttershy took to the sky and climbed quickly, avoiding Sombra’s deadly spells as he sought to strike her down.

The animals on the ground reformed their formation in seconds. Beavers, squirrels, mice, foxes, badgers, the denizens of the woodland charged Sombra from every direction. Each animal was armed with a sharp blade and they had been trained to fight creatures far larger then themselves.

Sombra laughed. He waited until the charging animals were only a few feet away and then his horn glowed once more.

A spire of dark crystal shot out of the ground, impaling the front ranks of animals and shooting into the sky. Sombra stood on top of his new perch and laughed as the animal army milled about in confusion. Even as a few animals began trying to scale the crystal, Sombra unleashed his magic again.

Magical fire rained down onto the animals, massive bolts of energy that ripped apart anything they touched. The animals fell back, their ranks broken. They still held formation though, still reformed themselves into scattered waves that moved in every direction to avoid taking more fire.

But the heavens were filled with death. The falling snow was replaced by the lurid glow of magic as deathly flashes fell from the sky like hail.

Sombra razed the ground, targeting any cluster of animals and blowing away stragglers even as they ran. He was so focused on the carnage, the unicorn king forgot to look up.

A pegasus shot down from the heavens, a knife in her hoof. Only the flash of light reflected off of her knife gave her away. Sombra looked up as Fluttershy shouted one word.

“Die.”

Fluttershy smashed into the wall of magical energy inches away from Sombra. Contemptuously the unicorn flicked his head and an invisible force slammed Fluttershy out of the sky. Sombra’s horn flashed and he prepared to blast the impudent pegasus out existence.

Five changelings tackled Sombra from behind as one. The unicorn king’s face twisted with shock and rage as the changeling warriors knocked him off the edge of the crystal spire and towards the ground.

The changelings held on grimly as they plummeted. Sombra snarled, his expression twisting into rage and his horn flashed. The changelings’s hold on Sombra loosened, and they flew apart in confusion as his body turned to black mist.

The mist circled and flew back towards its pedestal of crystal. It stopped as nine more changelings appeared from every direction and flew at the mist. They didn’t strike out but rather beat their wings quickly as they flew, trying to dissipate the blackness. Together the changelings now fourteen in all herded the mist to the ground.

The black fog that was Sombra touched the snowy landscape and changed. The shape of a unicorn emerged from the darkness, and then a crimson glow lit up the world. Two malevolent green eyes leaking purple magic opened.

Fluttershy alighted on the ground as the changelings remained in the sky. Behind her the remnants of her army, little over half of them formed up, spreading out around Sombra in a wide semi-circle.

Sombra glanced once at the army surrounding them and then away dismissively. His eyes focused on Fluttershy and he grinned once, white teeth flashing in the darkness. And then he spoke.

“Thou who would disturb my rest. Your death will be painful and swift.”

His voice was a deep, echoing rumble which sent shivers through Fluttershy’s bones. It didn’t sound like a voice anything living could make.

Fluttershy’s heart was racing. Her mind was calm. She raised one hoof into the air and waited. Sombra’s eyes bored into her. Her eyes locked with his, and time slowed to a crawl.

Fourteen changelings. Fifty seven animals. One pegasus. They waited.

Sombra, King of the Crystal Empire, dark tyrant and undead monster waited with a smile on his face.

Fluttershy lowered her hoof.

They charged as one. Sombra’s magic cut down ranks of animals, blasted holes in the earth, but the animals charged on. The pegasus rammed into Sombra, knocking him off balance. The changelings descended on him from above. The animals leapt of him, but the unicorn threw them all off. His horn flashed with red light, and red blood answered.

Sombra stood in the center of death. The snow fell heavily, but melted as it touched the ground. The red blood was still warm to the touch, and in the chilling cold it steamed as the gore of fifty animals ran and pooled around Sombra’s hooves.

The unicorn king glanced around dismissively. Only a few creatures were moving, and they were too wounded to live much longer. A pegasus was struggling to move a ways away from him. Her side was scorched with a stray spell, but she was miraculously unharmed. Or perhaps not miraculously. Many animals had fallen to spells meant for her.

The animals lay around Sombra, blown to bits by his spells. They had died in large numbers just to get close with him, let alone touch him. But touch him they had. Sombra was not uninjured.

A knife was in his chest. Three more cuts had gouged out flesh from his side and legs. A changeling had gored him in his flank. Yet despite these wounds not a single drop of blood fell from his body. The deep gashes and cuts revealed no inner organs, no bright red.

Sombra stood and pulled the knife out of his chest. There was no blood on the blade. Sombra tossed the weapon into the snow and laughed again.

“Foolish.” Sombra walked through the corpses of fallen animals and kicked aside the head of a fox. “You have not the strength to challenge me.”

“So…it seems.” Fluttershy lay in the blood of her friends and stared up at Sombra with hatred. She was having trouble breathing. Her side was one mass of fire. “You…aren’t really alive, are you?”

“I am Sombra. I am immortal. Your weapons are as grass before my strength.”

“Yes. Yes, I suppose they are.” Fluttershy’s face betrayed no deep emotion besides pain. “A pity. I thought we could settle this with might, but it seems only magic can defeat you.”

“Yes.” Sombra reached down and casually lifted Fluttershy off the ground. She hung in his hooves, staring into his eyes with grim determination. And that was something odd Sombra noticed.

Despite the death, despite her situation, Fluttershy didn’t appear frightened. In fact, she even looked…confident. And that gave Sombra pause.

“Do you not despair?” Sombra asked curiously. “Your death is upon you.”

“Maybe.” Fluttershy coughed up a trickle of blood and winced. But her eyes still spat defiance at Sombra. “You never know.”

Sombra growled. He lifted Fluttershy higher and then threw her bodily through the air.

Fluttershy flew thirty feet, slammed into a pile of snow and lay gasping there. Sombra approached once more and lifted her up.

“Your army is crushed,” he snarled at her. “Your plans are shattered. You cannot defeat me and you will die in agony.”

“So it appears.”

“Why then are you not afraid?” Sombra’s grip tightened on Fluttershy’s throat. In another second he would crush it completely.

Fluttershy gave Sombra a blood-red grin. The cuts in her mouth had opened, making her normally white teeth dark and crimson. And something flashed in her eyes, a dark green malevolence that made even the undead king hesitate. In the silence she rasped,

“Well Sombra, it’s because I brought a friend.”

Sombra hesitated. He looked around, saw nothing, and began to crush Fluttershy’s windpipe.

But then he heard it. A faint fluttering of wings.

Sombra looked up and saw a robin descend out of the sky. It landed on his face and clawed at his eyes. Instinctively Sombra let go of Fluttershy and she dropped to the ground.

Just as quickly as it had come, the robin flew away into the darkness. Sombra snarled in irritation and his horn glowed. Oddly, Fluttershy hadn’t moved from where she had fallen. Not that it would have made any difference in any case. Sombra prepared to wipe her from existence.

That was the precise moment when Discord appeared out of thin air. The god of chaos was idly playing with a flugelhorn in his mismatched hands, casually sporting a Hawaiian t-shirt as he glanced around. His eyes fell on Fluttershy, and then Sombra. The flugelhorn dropped out of his hands and landed in the snow.

What Discord saw was Sombra, standing over a fallen pegasus. In his shock he completely failed to notice the dismembered animal corpses already half-buried by the snow, or see the expression of surprise on Sombra’s face. All he had eyes for was Fluttershy

Discord snapped one claw. Fluttershy disappeared from the snowy ground. Sombra snarled and shot a bolt of magic at Discord, but the draconequus simply leaned aside and let the magic blast a snowdrift apart. Then with another snap he vanished.

King Sombra looked around. Left, right…Sombra looked up and ducked just in time. A snowball the size of the Crystal Palace hurtled through the air and exploded in a whumph of impact that made the ground shake.

Discord dropped out the sky and landed right in front of Sombra. He was no longer dressed in his Hawaiian t-shirt but armed up in full riot gear complete with a big plastic shield and heavy baton. He swung at Sombra and his baton sent the unicorn sprawling.

Sombra pushed himself off the ground with a roar of fury. He shot a bolt of magic at Discord who blocked with the riot shield. The magical spell vaporized half the shield and Discord tossed it away.

Another snap of the claws. Discord was no longer dressed up in riot gear. Now he wore a pair of red shorts, a heavy golden belt and two boxing gloves.

Sombra snarled and charged at Discord, horn blazing with magic. Discord jumped forwards as well, punching and swaying to avoid Sombra’s hooves and horn. With another snap of his fingers, Discord was a lumberjack, pressing Sombra with a gigantic axe.

His transformations were humorous, his motions exaggerated as he dueled Sombra in the raging blizzard. But there was one difference between the god of chaos now from any other time. One difference that made even Sombra wary in the heat of battle.

Discord wasn’t smiling.

Several miles away from the magical battle taking place, a pegasus was lying on the grass just inside the borders of the Crystal Empire. Her side was scorched with magic and she looked battered. She had trouble breathing, but as soon as she realized Discord was nowhere near by Fluttershy was on her hooves.

Three birds dove out of the sky, one holding a basket in its talons. Fluttershy flew up to meet them and grabbed the basket from the falcon’s talons. She quickly reached inside of it and pulled out a glowing green potion. Without hesitation Fluttershy quickly unstoppered the flask and drank down the entire potion.

In an instant the burned marks on Fluttershy’s side began to fade, and then disappear. She sighed with relief and handed the bottle back to the falcon who took it and then flew away.

Fluttershy landed on the ground and looked up at the other two birds. “They’re still fighting?” She asked.

The birds nodded.

“Take me there.”

Fluttershy raced through the snow, crashing through snowdrifts as she followed the two birds into the blizzard. Only when she began to hear the muffled whumph of explosions did she slow her pace.

There was something odd nearby. Fluttershy looked to one side as she ran and halted abruptly. She walked over to a patch of snow on the ground that seemed off-white compared to the rest of the landscape.

“Report,” Fluttershy said crisply to the odd patch of snow.

The snow, or rather, perfectly white hare opened its eyes, revealing two black spots among the whiteness. Fluttershy listened intently, and nodded a few times.

“Good. Keep the ponies out of sight and out of earshot if possible. But this battle’s going to move about; if Discord or Sombra gets within three hundred meters of any pony, lead them away or knock them out.”

The hare nodded and disappeared in a flurry of snow. Fluttershy turned her attention back to the sky.

The snowstorm was getting worse. Large flakes of snow poured out of the overburdened clouds overhead, obscuring vision and promising freezing death. But amidst the flurrying sky were flashes of color.

Purple and green bolts spiraled downwards, striking snow and leaving craters which hissed and bubbled with steam. More interesting objects fell as well; balloons, rocks, hammers, mannequins, buckets of paint, and even the odd anvil. Discord’s magic, but Fluttershy noted a distinct pattern of violence among the debris.

More looping bursts of energy blew apart something overhead and Fluttershy ducked. Bits of superheated metal fell to earth, boiling snow and making the twisted metal scream as it cooled.

It was dangerous to be this close. Fluttershy and the other animals fell back even further, melting into the deep snow as Sombra and Discord fought on.

More spells exploded as they met a rain of cupcakes in the air. These cupcakes were made out of rocks though, and exploded like grenades, raining gravel down on the landscape.

As if on cue both immortals ceased firing for the moment. They had been floating in midair but now they slowly descended to the ravaged ground.

Both Sombra and Discord were breathing heavily, yet their breath didn’t appear even in the icy temperatures. Instead, Sombra was exhaling some kind of greenish-black mist and his form appeared slightly insubstantial.

“Well.” Discord gasped. His face was strained and taut with exertion rather than his normal gloating smile. “Well. It looks like you’re not so shabby with the spells there Sombra old boy.”

“Discord.” Sombra’s dark voice was still sinister and resonant but it too had a weary quality about it. “I desire no quarrel with you. Leave me, and I will spare your life.”

Discord chuckled weakly with mirth. From midair he conjured a sock and half-brick and began spinning the makeshift weapon around in the air. “Spare? Me? Oh Sombra, the years really haven’t been kind to you.”

“And you are as insufferable as ever.” Sombra’s eyes flashed as he shifted position. Discord tracked him calmly, a grin on his mismatched face. But the smile never quite reached his eyes. “Why do you attack? I have no interest in Equestria at the moment. A battle here will only waste our strength when we should fight Celestia and her kingdom. You have no reason to be here.”

“Yes, well, I think we have differing opinions on that point.” Discord bared his teeth at Sombra. “You see, I don’t like having anypony play with my toys. And in this case, you didn’t just touch my playthings. You tried to hurt one of my friends.”

“Friends?” For the first time Sombra’s voice contained shock. He stared at the god of chaos in incredulity and then blinked in realization. “That pegasus is your friend?”

“Righto Sombra old buddy.” Discord flowed around the unicorn, forcing Sombra to turn his head quickly to keep up. “And please remember, I’m using ‘buddy’ here ironically; that pegasus is my friend. My best friend, in fact. Her name is Fluttershy.” His eyes glittered. “And you. Hurt her.”

“And you would risk death challenging me over that pathetic creature?” Sombra asked incredulously. “Have you gone mad?”

“That sounds about right.” Discord nodded. “Of course, that’s only assuming I don’t kill you first. That’s sort of my plan.”

“We are immortals,” Sombra snapped, “we do not battle over the petty lives of mortals. Discord! Would you sacrifice eternity for a mere pegasus?”

“Interesting question.” Discord casually tossed the sock filled with the half-brick at Sombra who blew the object out of the air. Immediately Discord created two anvils and spun them around on each claw.

“You know, I wasn’t too keen on the friendship thing myself,” Discord said, twirling the anvils on his fingers as he spoke. “A bit mushy and foalish I thought to myself. But then I made a friend, and you know what? It’s not as cheesy as it sounds.”

Discord stopped the anvils mid-twirl and thought for a second. “Well, actually, it is that cheesy sometimes. But there’s something there Sombra old pal, something special.”

The two anvils flew at Sombra, one low, one high. The unicorn destroyed each with a blast of magic, but two more flew at him. Two, then four, then eight. Sombra shielded himself with a magical barrier just in time as sixteen anvils flew unerringly towards his head.

The anvils smashed into the magical energy and disintegrated. Warily Sombra kept the barrier raised, but Discord didn’t seem inclined to attack. He floated in midair and reclined on an invisible seat.

“You know, in all my years there’s never been any pony willing to call me ‘friend’,” Discord said. “Nopony ever smiled at me. No one ever gave me their trust. But Fluttershy, a pony afraid of everything was still willing to trust the lord of chaos.”

The sky was beginning to change. Sombra looked up. The clouds, the snow, everything was beginning to move. “Despite everything I did, even when I annoyed her or destroyed her house, she was kind to me.” Discord spread his arms wide. “She trusted me Sombra, me!”

The winds were shifting. They blew around Sombra and Discord, and even the storm had become a whirlwind, a massive maelstrom of ice that centered around Discord and Sombra.

“And so I would fight for her Sombra. Even if it means my own demise. Because she is my friend, and I only have one.” Discord’s mismatched eyes were calm. “That’s what friendship is.”

Sombra snarled. His horn began to glow with crimson magic. The air around him crackled with power, and his eyes glowed with purple energy.

“To death then, Discord?”

The skies rumbled. The stormclouds already dark were now black against the sky. They were even bigger than before and the snow—

The snow stopped. All was silent. Sombra and Discord faced each other in a quiet moment of eternity.

Discord grinned. “To death Sombra old chap.” His eyes flashed. “To friendship. And death.”

Ten thousand bolts of lightning cascaded down from the heavens. Their targets were two. One was a unicorn, his black mane and purple glowing eyes wide with shock and rage as he desperately cast a spell. The other being caught in the radius of attack was a draconequus. The lightning briefly illuminated his face before the world was filled with destruction.

He was smiling.

Fluttershy held her breath as the aftershocks of the lightning storm stopped shaking the earth. She could see nothing but roiling black smoke flying into the sky. Of Discord and Sombra there was no sign.

Behind Fluttershy her changelings limped around, dragging those animals still alive back towards the rescue team of birds. They were carefully trying to force Zecora’s potions into the mouths of the living animals as the changelings kept one eye on the scene of the battle.

The black smoke began to lessen and Fluttershy stared without blinking as a gigantic crater appeared before her. The snow all around it had been vaporized and the blackened hole in the earth was three hundred feet wide. And above it…

A lone draconequus floated in the sky, shoulders slumped, head bowed. He seemed completely exhausted and began falling out of the sky like a broken feather. And across from him…

Fluttershy cursed as she saw a cloud of black mist hovering in midair. Like Discord, Sombra seemed to be damaged; forced into his insubstantial state. But even as Discord fell, the mist began flying away, into the distance.

Discord sank to the ground, too weary it seemed even to create a seat for himself. The shadow that was Sombra seemed little better off; it fled northwards even as Fluttershy watched.

Fluttershy glanced at Discord, wondering if he would give chase. But no, the god of chaos simply stared at the ground, dead to the world. He was still alive Fluttershy was certain, but he was clearly out of energy.

Behind her the changelings abandoned their task of tending to the wounded and straightened. Their eyes were on the spot where Sombra had fled. Fluttershy turned, and they looked to her.

They were all wounded, all tired from battle. But the changelings waited for her orders calmly.

Expectant.

“Gather the second team,” Fluttershy told the changelings. “We’re going after him.”

The being which called itself Sombra rested in the snow. Although his breath strained with exhaustion and the cold winds swirled around him he felt no cold.

The falling snow covered his form. He was exhausted, yet not a single flake of snow melted when it fell on him. Only his horn seemed to radiate heat, melting every flake of snow before it came into contact.

Sombra panted, his chest heaving with exertion for the first time in millennia. He was tired. So tired. Shielding himself from Discord’s attack had taken nearly all of his magic. Yet he was alive. Alive, and able to retreat. For now. He’d make plans to deal with the god of chaos and return another time. Sombra would have his vengeance yet—

Sombra’s head snapped up as something moved in the snowstorm. His horn began to glow, but he grimaced and the weak magical aura faded. Instead, Sombra simply waited as a shape emerged from the darkness. As it moved into his vision, Sombra felt his heart twist with hatred. And a bit of fear.

Sombra’s eyes narrowed. His teeth drew back in a snarl and his horn pulsed darkly red.

“You.”

“Me,” Fluttershy agreed. “Nice to see you again, Sombra. A shame Discord couldn’t kill you, but he did quite well I thought. Ready for round two?”

“You cannot hurt me,” Sombra said. “Flee now, and you may prolong your miserable existence a while longer.”

“Nice threat,” Fluttershy commented. “But I doubt you’ve the strength for any more fighting. I on the other hand feel quite rested, so I think I’ll give killing you another shot.”

Sombra growled. His horn pulsed, but weakly.

“I’m sure you don’t want to waste more energy, so I think stabbing you would be pretty easy at the moment,” Fluttershy said. “Too bad it wouldn’t take. But since you’re weak, this is the best chance I’ve got, and I’m not out of ideas yet.”

Fluttershy began circling Sombra and the unicorn turned his head to watch her. Fluttershy appeared completely composed and chatted away to Sombra in a calm, friendly tone.

“How would you kill an immortal?” Fluttershy moved and more animals appeared, dragging something slowly through the snow. “You know, I had the same problem with Discord. I still don’t have a solution with him, but it seems to me that you’re quite different, Sombra.”

Fluttershy gestured to his form. Already parts of Sombra’s body seemed insubstantial, dissipating into the black mist that was his other form.

“When the Crystal Heart banished you, it sent out a burst of blinding light. All very magical, but I have to wonder – was it just the magic that hurt you?”

Sombra was silent, but his eyes flashed with fury. Fluttershy nodded and smiled.

“Thought so. And I wondered: well then, if light might be able to harm a being made of darkness, well then, what makes light?”

Fluttershy held up one wing and began ticking off items. “Well there’s lighting, but bringing clouds out into a blizzard is tricky, and only pegasi can use them. There’s also liquid rainbows, but that too is hard to acquire unless you’re in Cloudsdale. The same goes for magic unfortunately; I’m no unicorn and there aren’t any I know who have the magic and will to fight like I need them to. But there’s something else that’s very bright and is quite easy to use.”

Fluttershy held up her other wing. Secured between her feathers was a long cardboard tube, painted bright orange with a long wick at once end.

“Fireworks,” she said cheerfully. “They’re bright, colorful, dangerous, and best of all, quite easy to transport.”

Sombra said nothing. If looks could kill…but Fluttershy continued with that smile and friendly tone of voice.

“Actually, fireworks can be very hard to buy or manufacture. Fortunately for me I have access to a very corporative unicorn that happens to make fireworks,” Fluttershy said. “And guess what I brought with me?”

Sombra heard a scraping noise as a ring of animals stepped into view. Each animal, squirrels, beavers and larger creatures that stood on two legs was holding something. A…tube made of wood. And fitted to each tube was a firework, wick on the other end ready to be lit.

“You are a dangerous being with more magic that any being save perhaps Celestia or Luna,” Fluttershy said. “I do believe that if left alone you could one day reconquer the Crystal Empire. That’s why you’re doing to die right now, Sombra.”

She motioned. As one the animals pulled matches out and lit them. The long wooden stick began burning as they waited for Fluttershy’s signal.

“Well, this is it Sombra.” Fluttershy gestured, and the changelings descended out of the air, wings beating as they covered Sombra’s escape route. “But I feel I should give you some dignity on the way out. Any last words?”

“I will—”

“Fire,” Fluttershy said.

As one the animals lit their fireworks and aimed their launch tubes at Sombra. He roared in fury once and charged Fluttershy. Too slow, and too late.

Sombra took three steps before forty fireworks caught him mid-stride and exploded. The icy plains were lit up like day for a moment as the fireworks exploded in a roar of heat, sound, and light.

Fluttershy had thrown herself to the ground when the fireworks launched. Carefully she removed her hooves from her ears and got to her feet.

Where Sombra had stood there was another crater, this one blackened by soot and ash. As the smoke cleared once more Fluttershy held her breath and…

Cursed when she saw the glow of magic. The animals around her scrambled to load another firework but Fluttershy waved them off as the smoke cleared some more.

The crater was indeed not entirely empty, but neither was it full of Sombra. Where the unicorn had once stood, much less of him was left. Only a horn remained, hovering in the air and emitting a faint glow. It was untouched; a magical barrier made out of purple and green fire surrounded it.

“Destroy it.” Fluttershy motioned to her changelings. They surrounded the horn warily, tensed for action.

The magical barrier surrounding the horn flickered, and then faded. Cauciously, the changelings advanced. One changeling had a hammer in its mouth. It stepped forwards, braced for any attack. Nothing happened.

The changeling warrior looked back at Fluttershy for confirmation. She nodded, muscles ready as well for anything.

The changeling hesitated, and then swung the hammer at Sombra’s horn. Fluttershy watched it connect in slow motion, saw the horn flash red, and then—

Fluttershy woke up fifteen feet away from where she had been standing, ringing in her ears. She struggled to sit up or even move, but her breath had been completely knocked out of her. All she could do was flop around like a fish until she saw Sombra.

The unicorn stood in the center of a large crater, pinning a changeling to the ground as he surveyed the area. He was unharmed. The changelings lay scattered around him, breathing painfully and struggling just as Fluttershy was to move.

Sombra glanced over at Fluttershy as she tried to regain her breath. He seemed weary, but his voice had lost none of its malevolent hatred.

“Your army is strong.” Sombra crushed the changeling under his hoof. It struggled weakly and tried to snap at Sombra’s leg. The unicorn king looked down in annoyance. The changeling’s chitin cracked as it was pressed further into the ground.

“Your soldiers are well trained. Your tactics are sound.” Sombra grinned, and his eyes flashed with green magic. “But your plan was flawed. You may be an adequate general, but you have not the spirit to challenge gods.”

Fluttershy levered herself off the ground with one hoof. She rose unsteadily to her hooves and then charged Sombra in a flash of movement.

He caught her effortlessly, her hoof an inch away from his chest. Fluttershy writhed and then choked as Sombra’s magic lifted her into the air. She couldn’t breathe. It was crushing her windpipe. She couldn’t breathe.

Sombra laughed cruelly and kicked the changeling under his hooves aside. Her stepped forwards and looked Fluttershy in the eye.

“The weak will always fail,” he told her. “And you are weak. Die, knowing this.”

His horn glowed—

And then exploded as a firework hit it straight on. Fluttershy fell to the ground and lay there, gasping for air. Above her Sombra’s form flickered and then vanished.

As the smoke cleared Fluttershy saw his horn still floating in midair but cracked. Pieces of it were reforming, gathering out of the snow and merging back together. But slowly. The dark mist flowed around the horn in a vague shape of a unicorn. But that too was insubstantial.

The mists shifted as another firework blasted through it. Sombra’s horn jerked sideways and the flying explosive missed and burst in a flash of orange light off in the distance. Immediately, the horn shot a beam of corrosive green light in the direction the firework had come from.

The squirrel holding the launch tube fell to the ground, its upper body completely vaporized.

“You cannot destroy darkness with mere stage magic.” Sombra’s voice was weaker, a whisper compared to its former menace.

“I guess not.” Fluttershy stood up. She couldn’t feel her legs anymore, but she made them move. “But I can still kill you.”

She charged again. The nebulous darkness around Sombra’s horn shifted. A flash of green light shot out at Fluttershy. She didn’t stop.

The magic washed over Fluttershy and she felt it enter her body, a needle made of pain. It wasn’t blasting magic; it was weaker, a mark of Sombra’s exhaustion. But the spell reached into Fluttershy’s body, travelling through her blood, searching for her heart.

The pegasus stumbled, but kept moving forward. The black mist was right in front of her. She stepped into it even as the magic touched her heart.

Darkness swirled around her. It tore at her skin, struck her with tendrils made of cold darkness. Yet it was weak.

At the center of the mist was a horn. Fluttershy stumbled towards it. Her heart was—it—

Stopped. Fluttershy choked and tried to move. Her heart—

Started. Another step. The darkness raged. It tried to push her away from the horn. Fluttershy fought forwards. Her heart was beating too fast and it—

Stopped. Yet her body kept moving. The darkness was closing in, and not just around her. Her vision was going dark. But the horn glowed red in front of her, Sombra’s own heart. So she grabbed it with her mouth.

Heartbeat. The magic released Fluttershy and she gasped. She almost let go of the horn, but bit down just in time. It was…wriggling. Trying to get free.

“What…are you doing?” Sombra’s voice was a whisper, coming out of his horn. To Fluttershy carrying it, it sounded as though he were speaking directly into her mind.

“Stop. I will—”

Fluttershy bit down hard. She was rewarded with a burst of searing agony and a tiny cracking sound. The voice stopped.

Where? Fluttershy looked. All around her was darkness. Snow and darkness. But her memory told her roughly where she was. Only one chance. She had to go.

She turned, and began to walk.

Biting cold. Burning pain. The horn’s magic seared her flesh and scarred her soul. It was worse than holding a burning ember in her mouth. And it fought to get out.

Fluttershy staggered forwards. The cold was in her hooves. Moving was harder with each minute. But she had to keep moving.

Darkness. Where was she? Fluttershy couldn’t see anything.

Snow. The horn burned her. The ice froze her. Fluttershy kept walking.

There. A flash of color amidst the swirling emptiness. Fluttershy staggered forwards and saw a city appear out of the blizzard.

The Crystal Empire stood in the center of the icy wasteland, a paradise in bleak desolation where nothing lived. The sphere of magic that kept it protected from the elements ended suddenly, and so there were drifts of snow that suddenly ended and gave way to vibrant green grass.

Fluttershy moved towards it. Around her the darkness swirled, cutting her, freezing her.

“What are you doing?” Sombra’s voice was a faint whisper in Fluttershy’s mind.

She said nothing. The light of the Crystal Empire was in front of her. It was beautiful. A jewel that shone all the brighter for the darkness. How far away? A mile? Less? She walked faster.

“You are a fool. Your army is broken. Your friends are dead.”

The Crystal Empire. Forgotten by time. Once a place of terror; now thanks to Cadence…

“You cannot kill me.”

Fluttershy staggered as the horn pulsed in her mouth. Pain. But she had been hurt before. Keep walking.

“You are no hero.”

Ignore it. Fluttershy walked in pain. The Crystal Empire.

“I see your heart. It is twisted from your sins.”

The Crystal Heart protected it. The magic of Cadence’s love and the crystal ponies powered it.

“There is darkness in you,” the shadow hissed.

A barrier to defend from evil.

“Just like me.”

A shield to protect from enemies.

“You cannot escape it.”

A sword to destroy the impure.

“It will consume you.”

It was before her. The grass grew lush and green. Fluttershy put one hoof inside the barrier and jerked.

The light…hurt her. It was like stepping into fire.

Into fire.

“You see? The Crystal Heart knows your sin. You, who would sacrifice your friends for victory.”

Fire. Fluttershy forced herself to step into the light. It caught at her, burned her, made her very soul sear.

“Stop. I will give you what you desire if you release me.”

Fluttershy took another step. The burning pain spread up her legs, into her chest. Just one more.

“We are alike, you and I. Why fight it?”

One. More. Step. Fluttershy was engulfed by an inferno of light. In her mouth the horn smoked and now there was a terrible crackling coming from it.

“You…” Sombra’s voice was full of hatred. It faded even as he spoke. “Why are you doing this? Why do you want?”

Fluttershy spat the horn onto the green grass. It withered even as the horn touched it, and the horn smoked and began to crack. Bits of it flaked away and began to disappear. Yet still it seemed to be looking at her. It wanted an answer.

The pegasus called Fluttershy knelt down on the grass. The light burned her. A fire tormented her, immolated her skin and burned away her flesh. She spoke to Sombra.

One word.

“Burn.”

And they did. Pegasus and unicorn.

A small red horn cracked and dissolved slowly into the air. Without so much as a whisper.

And the pegasus lay in the green grass that smelled of spring, under the blue sky on a beautiful sunlit day and wished for death. But it never came.

So she burned and wished she had died that day.

Discord awoke the moment his magic returned. Like all chaos magic it was sudden and arbitrary; one moment he was completely exhausted the next, he was ready to fight again.

The god of chaos surged into the sky, scanning in every direction for Sombra. Two giant inflatable ducks appeared in his hands like massive clubs as he readied himself for an attack.

But no one came.

Bewildered, Discord glanced around. There was no sudden blast of magic or dark laughter. Why not? He had just been fighting, and taken a nap. Had his enemy gone somewhere else? How long had—

The time. Discord looked up. It was…day. But earlier in the day. And unless Celestia was messing about with the sun again, that meant he had been asleep for…

Over a day.

Adrenaline, or rather, the equivalent for the god of chaos surged through Discord. Without conscious thought he moved from his current position, shifting through space with the speed of thought.

The snowstorm had ended and the sun had ventured out briefly to illuminate the snowy landscape. Discord appeared high in the air and gazed around the open landscape.

Nothing. For hundreds of miles in every direction there was only ice and snow. Only the mountains next to the Crystal Empire and the Empire itself broke the flat, white landscape. There were certainly no signs of any dark unicorn kings anywhere nearby.

Discord exhaled in relief. But his breath caught again as he had another thought. In another flash of light he was gone.

This time Discord reappeared in the borders of the Crystal Empire, along the barrier where snow met grass. He looked around desperately and saw lying twenty feet away a familiar shape.

A pegasus was lying on the grass, her face masked by her mane. Discord teleported to her side in an instant.

Fluttershy was lying on the ground, her limbs sprawled limply on the grass. Anxiously Discord turned her over, waiting in dread to see—

Nothing. Fluttershy’s body was unharmed, her soft fur completely intact. There wasn’t a scratch on her body. And as if in response to Discord’s movement Fluttershy’s eyes opened slowly and she sat up suddenly, looking around in confusion.

“Oh. Oh my.” Fluttershy staggered upwards, feigning panic. “Was I asleep? I think – I think I must have fainted just now.”

“Fainted?” Discord stared around. There were no telltale wisps of black mist anywhere, no sign of Sombra. He looked back at Fluttershy and scrambled for a response. “Well, um, yes. Fainted. Completely passed out. Lucky I happened to be here.”

“Discord?” Fluttershy blinked and then smiled. “Oh, of course. Thank you so much. I must have—” She broke off, frowning.

“You know, I could have sworn I saw…” Fluttershy’s voice trailed off. She looked around, distressed and touched the side of her head, wincing. “I um, I think I hallucinated. I was walking around, and then there was something dark, and I—I must have—”

“I’m sure it was nothing.” Discord said hastily. He flicked one claw dismissively. “A, uh, stray snowball must have hit you. Perhaps an invisible snow koala. Something like that.”

Fluttershy glanced around again, pausing to stare at a patch of discolored grass. “Are you sure?”

“Absolutely! There’s absolutely nothing the matter!” Discord puffed out his chest. “It must have been your imagination.”

“Oh of course,” Fluttershy smiled up at Discord. “I suppose I’m just a bit tired and was seeing things, is all. I’m lucky to have such a wonderful friend to look after me like you, Discord.”

The god of chaos blushed. “Well, what are friends for?”

“What are friends for.” Fluttershy closed her eyes. “Well, it seems we’ve had a quite an eventful outing, don’t you think? Let’s go back to Ponyville.”

Fluttershy bade farewell to Discord after they had arrived back in the train station of Ponyville. The draconequus had been remarkably silent and watchful during the trip, only changing the train conductor into a duck once. He had also said goodbye quite quickly and Fluttershy was sure he had immediately teleported to the Crystal Empire to hunt for Sombra some more.

Well, he could search as long as he wanted. And if by some miracle Sombra had survived, Discord would finish him. But he was dead. Fluttershy was sure of it.

As Fluttershy walked back to her cottage she noticed a few things about Ponyville. It looked like a parade had gone through the town recently. Also, the ground showed evidence of rapid weather changes. There were still some puddles left and the grass looked sunburnt. Had Rainbow Dash been messing around with the weather?

It didn’t matter. These were just automatic observations Fluttershy was making; unimportant in the grand scheme of things. She made her way to her cottage and entered quietly.

Fake Fluttershy was sitting in her cottage, chatting to Matilda. She had been smiling slightly, but when she turned and saw Fluttershy her smile vanished altogether. Instantly she and the other animals in the cottage got to their feet.

Fluttershy ignored them. She to Fake Fluttershy and stopped for a moment.

“Report.”

“Um.” Fake Fluttershy was staring at Fluttershy with big, worried eyes. “Um. Something very important happened while you were gone?”

“What?”

“Uh, Twilight turned into a princess.”

“…What?”

“A princess,” Fake Fluttershy repeated. “She has wings and everything.”

“Alicorn?” Fluttershy stared at Fake Fluttershy for a moment. “Explain.”

“There was an…incident. Celestia sent Twilight a spell,” Fake Fluttershy said quickly. “Nothing too important happened, but Twilight passed a test and, well, she was turned into an alicorn. She’s the Princess of Friendship now. There’s going to be a big coronation ceremony in Canterlot tomorrow.”

For a while Fluttershy just stared at Fake Fluttershy. The other pegasus shifted uncomfortably. Then Fluttershy nodded.

“Fine.”

Fake Fluttershy blinked.

“Um, what?”

“Fine. Leave me.”

Fake Fluttershy hesitated, but Matilda and the other animals were already leaving the cottage. The copy of Fluttershy took one look at Fluttershy and flinched for a second when Fluttershy met her eyes. Then she quickly left the cottage and closed the door.

Fluttershy exhaled softly when Fake Fluttershy was gone. The cottage was very silent now, and dark without the other animals.

Slowly, Fluttershy climbed the stairs and went to her bedroom. It was just as she had left it, which was mainly untouched. A mirror covered one wall, a scratched and battered wardrobe adorned one wall and a new bed occupied most of the space. That was all.

Fluttershy walked over to the mirror. She stared blankly into it, her mind racing and yet still at the same time.

Twilight, a princess? Inconceivable. What did it mean? Everything. Nothing important. She still had a job to do.

Fluttershy knew she should be estatic at the news. She would normally have so many questions, want to know every detail. But now…

Sombra was dead. The Crystal Heart had destroyed him utterly. And it had nearly killed Fluttershy too.

The Fluttershy in the mirror twitched a bit, and she put her hooves up to her face. Everything looked normal. Everything even felt normal. But nothing was the same.

Something had broken in her. Something important was missing. The Crystal Heart had burned her, hurt her, destroyed her until she was broken beyond repair.

Fluttershy stared into the mirror. A pegasus looked back. A weak creature, made of soft flesh and weak bones. A being not meant for war. A failure that let her friends die.

In the darkness of her room Fluttershy spoke. They weren’t words she consciously thought of. They came from her heart, and that broken, torn piece of her that she still called her soul.

“No more kindness.”

Fluttershy stared back at herself. An unsmiling face dirty with war and murder.

“No more mercy.”

Her hoof smashed the mirror to fragments. Broken Fluttershys cascaded to the floor.

“Just war.”

Her blood ran down her hoof and dripped to the floor. The glass fragments stained red.

“And war everlasting.”

Fluttershy picked up a piece of mirror. A bloodstained Fluttershy looked back.

“Until the day I die.”

And her blood fell as tears upon the ground.

Chapter 9a: And Then...

The story ended. Fluttershy sat back as memories overwhelmed her thoughts. Pain. Violence. Secrets.

She hadn’t told them the truth. Not nearly close to it. Only the exciting parts, only the triumphs.

The room was silent as every animal absorbed the tale Fluttershy had told them. She had ended with Sombra’s defeat after the climactic battle with Discord and the fireworks. She had left out his words to her, skipped the moment in the cottage. Just as she had skipped over many other parts in the story.

The other animals in the room, the ones not spellbound by Fluttershy’s story were silent. They knew the unspoken moments she hadn’t told her resurrected friends. The carnage of the Pinkies, the failed assassination attempt on Discord the near-complete annihilation of the animals that had died fighting Sombra; these truths were too heavy to tell the others. Perhaps Fluttershy would tell them. Someday. Or maybe just Angel.

The rabbit was very still and quiet in Fluttershy’s lap. Uncharacteristically so; he had listened to her entire story without doing much more than shift in her lap or look around the room. Now he looked up at her.

Expectantly.

The story wasn’t completely over. Fluttershy sought for more words as her friends waited for more tales, or at least an ending. There was more to tell of course; almost a…season’s worth in truth. But Fluttershy was growing tired. The pain of memory was just too much. So she summarized and lied.

“Sombra couldn’t stand up to the power of the Crystal Heart. I watched his horn break apart and vanish before my eyes. That was the day Twilight became an alicorn and the Princess of Friendship; the day after I returned to Ponyville she was coronated in Canterlot.”

Fluttershy glanced up at Fake Fluttershy, still sitting at the very furthest corner in the room. She had been there. Fluttershy had not. Or at least, she hadn’t been on that balcony.

Fluttershy listened to Twilight speak from the back of the crowd. A heavy woolen cloak hid her face from the crowd. Not that anyone had eyes for a nondescript pony in the shadows anyways. Every eye was on the new Princess of Friendship.

“I can honestly say I wouldn't be standing here if it weren't for the friendships I've made with all of you.”

Twilight turned and beckoned, and five ponies came to stand next to her. Four ponies, rather. One imposter.

“Each one of you taught me something about friendship, and for that, I will always be grateful.” Twilight bowed to the other Elements of Harmony.

Fluttershy’s heart hurt. She should be up there. She should be. But. She couldn’t smile.

Twilight continued, “Today, I consider myself the luckiest pony in Equestria. Thank you, friends. Thank you, everypony!”

At her words every pony in the crowd burst into wild cheering and applause. Fluttershy watched Twilight walk back into the castle. The ponies around her kept cheering, and a certain feeling stole into the air.

Twilight exited the castle, riding in a couch pulled by two guardsponies and followed by the other Elements of Harmony.

Life in Equestria shimmers

Life in Equestria shines

And I know for absolute certain

Twilight hopped off the couch and walked along the road her friends as every pony burst into song.

That everything

Yes, everything

Yes, everything is certainly fine

It’s fine!

Fluttershy listened to the music and watched as Twilight soared into the sky on her newfound wings. The song should have touched her. She should have sung along. But.

“Yes! Everything’s going to be just fine!” Twilight’s voice echoed down from above.

“Not always,” Fluttershy said quietly.

Fluttershy closed her eyes for a single second.

“It was a lovely ceremony,” she said instead with a smile. “And it certainly kept us busy for a while, dealing with Twilight’s new position.”

The animals chattered excitedly. They had been just as happy to hear of Twilight’s new position as every pony. The old animals might not have known Twilight as they knew Fluttershy, but they understood friendship.

There was something simple and good about their happiness. Fluttershy let them chatter excitedly to each other for a few minutes and then cleared her throat. Silence fell almost at once.

“I’m sure we’ll be able to arrange a chance for you all to see Twilight soon enough. But continuing on with the story: not much happened for a few days. There was an incident with a magical mirror – a pony called Sunset Shimmer – I’m not sure how relevant that is to the main story. Regardless, it wasn’t anything that I could deal with. The next and only real crisis we had that threatened all of Equestria occurred a week or so later when the Everfree came alive.”

Fake Fluttershy cringed backwards even more into her corner. The newly resurrected animals – Fluttershy thought of them as the old animals – didn’t notice. But Longfoot’s cheerful expression froze a bit and her animals looked away or at the floor. They remembered.

“The Summer Sun Celebration is over. The Everfree Forest is at rest. And the Elements of Harmony have been returned to the Tree of Harmony.”

Fluttershy sat at her table, pressing a bag of ice to the side of her face. Around her animals sat stitching wounds closed or applying bandages. The cottage was a chaos of quiet movement around her. Her animals said little; they were too disciplined to make noise. They were soldiers and relaxed in the aftermath of battle.

Only one creature in that cottage wasn’t a soldier, and she stood in front of Fluttershy. Fake Fluttershy faced Fluttershy as the latter readjusted the ice pack on her face and looked at her imposter.

“Vines tougher than iron, and brambles sharper than swords. Clouds that can’t be broken. Poisonous plants capable of knocking out an alicorn. And you want me to believe this was just one of Discords’…pranks?”

“It was an old trap he set long ago.” Fake Fluttershy shifted uneasily from one foot to another. Fluttershy’s piecing gaze never left her face. “I believe he would have canceled the magic if any pony was in true danger. B-besides which, the vines didn’t do that much damage—”

“They nearly consumed all of Ponyville!” Fake Fluttershy ducked as the ice pack smashed against the cottage wall and exploded into shards of ice. “My army fought for four hours and barely managed to slow their advance! Discord could have destroyed all of Equestria if it hadn’t been for the Elements – which you gave away!”

“It-it was necessary!” Fake Fluttershy backed up a step but still kept talking. She answered back too frequently these days. She was becoming more assertive more…like Fluttershy. “Besides which, Discord is still m-our friend! He won’t cause trouble!”

“It’s not Discord I’m worried about. The Elements are the only line of defense Equestria has against enemies, and now it’s gone.” Fluttershy’s hoof smashed into the table, cracking the wood slightly. “Our most valuable war asset! How could you let that happen!?”

“The Tree of Harmony needed the magical power back! Without it we wouldn’t have gotten rid of the vines. The Elements were a necessary sacrifice. They’re only—”

“They’re a sign of friendship!” Fluttershy shouted. She stood up and advanced on Fake Fluttershy. “Without them our bond as the Elements of Harmony is worthless! And they were not yours to give away!”

“The Elements aren’t what make us friends!” Fake Fluttershy stood up to Fluttershy, legs trembling slightly. “They may have given us the power to defeat Nightmare Moon and Discord, but they’re symbols, nothing more. When we’re together we—”

Fluttershy’s hit Fake Fluttershy hard enough to send the other pony flying across the room. Fake Fluttershy made an incoherent shriek of sound but it was cut off as Fluttershy landed on her.

“‘We?’” Fluttershy’s voice was a hiss of rage. “‘Us’? You are not a pony. You are not Fluttershy. You do not make the decisions here. I do.”

“But you weren’t there! You don’t understand!”

“Shut up!” Fluttershy was inches away from Fake Fluttershy’s face. “Hold your tongue!”

“I won’t! You’ve forgotten what it means to be the Element of Kindness! If you don’t remember—”

Fluttershy struck Fake Fluttershy across the face with one hoof. The pegasus’s head cracked against the floorboards. But still she kept speaking.

“Kindness is—”

“Silence!” Fluttershy hit Fake Fluttershy again. The other pegasus’s face smacked against the ground and she was still for a second. But then she twitched and moved. And the instant she had recovered enough of her to speak, Fake Fluttershy looked at Fluttershy with those same eyes.

Eyes full of defiance. Rebellion. Opposition. Disloyalty.

Kindness.

“If you—”

“Shut up!” Fluttershy hammered Fake Fluttershy’s face into the floor. “Shut up! Shut up shut up shut up shut up shut up—”

Longfoot and a squad of beavers tackled Fluttershy from one side. She roared and tried to throw them off her, but the animals pinned her desperately to the ground.

Fluttershy struggled and snapped at the animals but couldn’t break free. Eventually the blood rage left her and she stopped madly thrashing. Even so, it was several more minutes before Longfoot signaled the others to let her go.

Slowly, carefully, the animals let Fluttershy go. Longfoot and the beavers stood to attention. They were clearly ready to jump at Fluttershy if she made a sudden move. Fluttershy got to her feet and looked around.

Fake Fluttershy was huddled on the ground, head beneath her hooves, trembling uncontrollably. Her look of defiance – kindness – the look in her eyes was gone. Fake Fluttershy looked up at Fluttershy once with eyes that couldn’t focus correctly on her face and then flinched away. Her head was bleeding and Fluttershy was sure she had a concussion or even fractured skull.

Fluttershy took one step towards the shivering pegasus and the animals tensed. She stopped and looked at Longfoot. The rabbit was watching her. Not as a leader, not as a friend. But as one watches a wild animal, with wariness in his eyes.

Fake Fluttershy flinched as Fluttershy’s hoof came down hard on the floorboards. She looked up and began shaking as she saw Fluttershy’s eyes on her.

“Get out.” Fluttershy had never heard her own voice so cold.

Fake Fluttershy bolted for the door. She slammed into the wooden barrier, scrabbled for the handle and threw herself out of the cottage. Fluttershy could hear her crying even as her hoofsteps rapidly disappeared from hearing; a choking, muffled whimper that faded into nothingness.

Silence reigned in her absence. Slowly and without a sound the beavers edged towards the door as well. Only Longfoot remained as the beavers filed out, still watching Fluttershy.

Silence. Fluttershy couldn’t meet Longfoot’s gaze. But the rabbit’s eyes demanded something.

“I—” Fluttershy broke off. Was she ashamed of her actions? Longfoot’s gaze pierced her soul.

“It was—an error in judgement.” Fluttershy spoke into the silence. “It will not happen again. But she was wrong. This is the only way. Kindness cannot stop evil alone.”

She couldn’t meet his gaze. Spots of blood lay wet on the floor boards. Blood in her cottage. War in her home. But the words came out again, a chant that had to be said.

“She was wrong.”

The same gaze.

Fluttershy looked up and saw Longfoot staring at her. The same look. But more had happened since then. His shoulders and Fluttershy’s had carried far heavier sins since then. But the memory remained.

Fake Fluttershy shivered in the silence. Only Fluttershy had eyes for her, ignored behind the animals. She had changed since that day. Become quieter, far more timid. Just as she had been at the start.

It was for the best. That was what Fluttershy told herself. Her decisions were hard enough without the changeling’s input, without that nagging voice. Besides, Zecora’s magic had fixed Fake Fluttershy’s injuries more or less. It was in the past.

But the past haunted the present. And the words left unspoken filled the room.

She had to continue. Fluttershy cleared her throat.

“Discord had laid a magical trap attacking the Tree of Harmony, from which the Elements of Harmony come. We fought back the Everfree Forest and the Elements were given back to the Tree of Harmony, restoring the balance of magic in the forest and creating a strange box with six keyholes. We had no idea what it was of course and it resisted all attempts to be opened, so we left it alone. There were more important things to do.”

Fluttershy paused for a moment and the animals sat forwards. In her lap Angel looked up in curiosity.

“Peacekeeping in Ponyville and Equestria – no, it’s more like firefighting. I don’t know how to explain it fully, but our role was to deal with incidents as they occurred. We couldn’t anticipate the first incidents like when we found out Daring Doo was real, but we could make sure they didn’t happen again.”

Fluttershy landed in front of her cottage and opened the door. The lights were still on, and she saw Fake Fluttershy sitting at the dining table, chatting with Longfoot. Then the pegasus looked up and sprang to her feet. She backed away from Fluttershy and trembled violently.

Fluttershy ignored her. Stepping over to the kitchen table she addressed Longfoot.

“All quiet?”

Longfoot nodded his head once. His eyes flicked from Fluttershy to Fake Fluttershy but he made no comment.

“There’s no sign of Ahuizotl or his minions.” Fluttershy sat in her customary chair and put her hooves together as she talked. “Daring Doo’s house will be monitored but her conflicts with him seem to take place outside of Equestria. As such, I have no interest in her. Besides which, she’s too observant. Even my bird scouts attract her attention and she never drops her cover.”

Longfoot nodded again.

“That just leaves the issue of how the Elements of Harmony were allowed to engage him in the first place.” Fluttershy looked up and glared at Fake Fluttershy. “Explain.”

Fake Fluttershy shook so hard Fluttershy thought she would fall over. “U-um. I-it it was an accident.”

“An accident?”

“A m-mistake. Rainbow Dash wanted to read more Daring Doo and I thought it wouldn’t be that d-dangerous so I didn’t tell anyone and, and—”

“The next time there is even the slightest chance of danger, you will inform Longfoot or myself and bring a squad with you.” Fluttershy cut Fake Fluttershy off brusquely. “The next time you fail, you will suffer. Is that clear?”

Fake Fluttershy shook like a leaf and refused to meet Fluttershy’s eyes.

“Clear,” she whispered.

“Then get out.”

Fake Fluttershy ran for the door. Fluttershy waited for it to slam shut behind her before she looked at Longfoot.

“One chance. That’s all I’ll give her. Even if she’s not a soldier, she will still do her duty.”

He met her eyes squarely and nodded.

Negotiations completed, Fluttershy sat back in her chair. Longfoot hopped onto the table.

“Very well. I want more bird squads sent out in the area around Daring Doo’s house. It’s a long shot, but we might find Ahuizotl in the area. In that case inform me immediately and…”

“Really, the biggest problem was finding the numbers to deal constantly protect the other Elements of Harmony and monitor potential threats. Despite our best efforts, sometimes they had to fight for themselves.”

Fake Fluttershy flinched again. Fluttershy saw Angel’s head turn as the rabbit looked at the shivering pegas—changeling. She kept on talking, though she saw Longfoot’s expression change as well.

“Oh, after that, there was trouble with an enchanted comic book Spike bought. No pony was hurt, but it was a mistake.”

“You failed.” Fluttershy advanced on Fake Fluttershy as the pegasus tried to press herself into the wall. “I told you to warn me if anything dangerous happened.”

Fake Fluttershy was hyperventilating. She tried to say something, gulped more air desperately, and swayed on her hooves. Her pupils were dilated to an extreme, and sweat rolled down her face as she met Fluttershy’s eyes.

Fluttershy reached out with one hoof and Fake Fluttershy suppressed a scream. What she would have done if they were alone—but Longfoot was there. The rabbit was always in the cottage when Fake Fluttershy was there these days.

Longfoot nudged Fluttershy and made a face when she looked at him. She scowled at him, but he tapped his foot and spread his paws. Fluttershy ground her teeth but relented.

“Very well. The star spiders tell me you arrived on the scene just as Spike opened the enchanted book and was dragged in. Since it was an unexpected event, I’ll overlook this. Once.”

Fake Fluttershy collapsed in relief at Fluttershy’s hooves. “Oh thankyouthankyouthankyouthankyou—”

“Shut—” Fluttershy raised one hoof and Fake Fluttershy leapt away. “Just get out. Do you job and stop interfering in mine.”

“…But I believe the only real disaster we suffered was the fruit bat incident at Sweet Apple Orchards.”

This time her animals looked directly at Fake Fluttershy. The pegasus cringed to the floor. Angel blinked up at Fluttershy in confusion.

“To cut a long story short, fruit bats invaded Sweet Apple Acres and began destroying Applejack’s apple crop. Twilight tried to make them stop eating apples with a spell, but it backfired and instead made Fake Fluttershy into…Flutterbat.”

Angel blinked at Fluttershy. She shrugged helplessly.

“I didn’t make up the name. It wasn’t that big a deal; all she did was act like a fruit bat and fly around the orchard. The other Elements of Harmony took care of it. But, ah, our job came afterwards. Twilight’s spell wore off in a few days, so we had to negotiate with the fruit bats first.”

Negotiate. The word burned on Fluttershy’s tongue, a dirty lie made out of fire. Angel must have sensed it, because he glanced at Longfoot suspiciously. The other rabbit tried to look innocuous, but his ears twitched. He was a good at deceiving ponies when he had to act like Angel, but not other animals.

“After the Flutterbat incident was dealt with, I went to the orchard with a welcoming committee for the fruit bats. And we—” Fluttershy stopped and chose her words carefully. Angel was looking at Longfoot’s face, and Fluttershy feared what he read there.

“—Made sure that they didn’t cause any more trouble.”

Night was the best time to act. Fluttershy knew that in her bones. The light of the day had shadows to hide in but nothing could match the covering darkness of the night.

Particularly on nights such as these. Overhead the clouds obscured the moon, making the darkness almost complete. It was perfect time for ambushes, night raids, assassinations. Covert activity could be taken with impunity if the individuals were trained well enough in stealth.

Wind rustled through the orchard of Sweet Apple Acres. This too was ideal. In the heart of the orchard where Fluttershy stood, the rustling of the branches would mask any sounds she and the animals with her made. Applejack and her family would sleep soundly without waking. Yes, wind was useful as night.

It masked the screams.

Fluttershy pressed her hoof down harder. The fruit bat let out another high-pitched shriek, so shrill that it was nearly inaudible.

Fruit bats. Fluttershy lifted her foot a fraction and the bat beneath her flapped desperately to get free. But it was pinned and far too weak. Fruit bats had soft hollow bones and not much muscle. Like birds, their beaks, or in this case, teeth and claws were their only weapons.

Weak. Fluttershy’s hoof came down and the fruit bat screamed hoarsely. Behind him and in the apple tree the other fruit bats wavered, too afraid to attack the pegasus that had seized one of their kin, yet unable to simply abandon their own.

The fruit bat’s shrill screaming trailed off at last, and the creature panted desperately in agony.

“I suppose you’re wondering why I’m doing this.” Fluttershy addressed the watching fruit bats calmly. “It must seem strange to you – I suppose that’s because you met my imposter first and not me.”

The fruit bats shifted in confusion. Fluttershy nodded and lifted her foot again, enough so the fruit bat could breathe. “Let me introduce myself. My name is Fluttershy, and I protect Ponyville and the Everfree. Every animal in the area reports to me and follows my instructions. In return I train them, protect their families, and make sure nothing threatens Ponyville. It’s a good system, but sometimes interlopers like you come along.”

Fluttershy waited for the bats to digest this information. They exchanged glances, stared at Fluttershy, but made no move to attack. Good. Confusion was an exploitable trait.

“Let me lay it out for you very simply.” Fluttershy’s voice was friendly now, and she eased up on her hoof. The fruit bat under her hoof could breathe fully now and even move a bit. It did so now, wriggling very slowly and cautiously, trying not to attract Fluttershy’s attention as she spoke.

“I know you had trouble with Applejack, and I know you were only hungry when you ate those apples.” Fluttershy’s voice was soothing, especially to animals. Against their will the fruit bats began to settle down, relax as she went on, “but I can’t have you eat the apple crop. They’re what ponies and animals rely on in the winter, and so tomorrow I’ll have Applejack section off a small part of the orchard for you to live in. It won’t have a ton of food, but you’ll be able to survive there quite nicely. If you don’t cause trouble, you’ll be welcome here in Ponyville, okay?”

There was a susurration among the fruit bats at that. Fluttershy watched them glance at each other and nod slowly.

“I’m so glad you agree.” Fluttershy gave the fruit bats a big smile. The fruit bat under her hoof had nearly worked its way free. “There’s just one teensy, tiny little detail I need to make clear, though.”

The fruit bats regarded Fluttershy with a mixture of scorn and impatience. How quickly do they forget.

“Those who do not follow orders suffer. Those who cause trouble suffer. And those who endanger my friends in any way—” Fluttershy’s hoof ground into the dirt and the vampire fruit bat screamed as its bones broke, “—die.”

Silence again. This time the fruit bats were completely still in horror. Fluttershy lifted her hoof and showed them the broken bat. It would live, but for not it was paralyzed by pain.

“See this? This is punishment. Not much punishment; you’re new here so I’ll go easy on you. But you caused trouble, you see? This is what happens when you do. Now, I’m sure you won’t be causing any more trouble in the future, will you?”

The fruit bats hesitated, then shook their heads vigorously. Fluttershy smiled again. “Good.”

They relaxed again. Another mistake.

“But your lesson isn’t done just yet.” The fruit bats looked up in sudden panic.

Fluttershy’s smile was cold and hard on her face. “You hurt my friends.”

There was a movement from above. Birds, the night predatorial owls and larger hawks landed on the branches. The fruit bats huddled together, parents clutching their young.

The birds closed in, cutting off every avenue of escape. Fluttershy leaned forwards. She addressed the trembling fruit bats.

“I will have you pay for your crimes. All of them.”

The fruit bats had looked into the crazed eyes of Flutterbat, a natural predator of apples without mercy or remorse. In her gaze they had seen the natural extension of their nature, yet darker, more vicious.

That was nothing to what was in the eyes they stared into now. The fruit bats trembled as one, and the eyes stared into their souls and found them wanting.

“No one escapes their sins.”

The fruit bats in the cottage shuddered as one as every eye turned to them. They were clustered at one window on the far side of the cottage and drew even closer together as the other animals looked at them.

“Community service.” Fluttershy patted Angel on the head and gave the fruit bats a friendly smile. “That’s what we decided on in the end. Each fruit bat labored for eight hours to repay the cost of the apples they ate, flying patrols, building nests, doing night reconnaissance and so forth. After that they were pardoned of all crimes and we put them in a special section of the orchards.”

Angel blinked up at Fluttershy for a few moments. He looked over at the fruit bats. He looked at Fluttershy. He scratched his head.

“It’s a lot more effective than simply punishing them,” Fluttershy explained. “And we needed extra hooves…wings for all our operations. We are all pieces of this army; if we all fulfill our roles we succeed. If not, we fail.”

Fluttershy’s animals hooted, chirped, or tapped the floor in agreement. The older animals didn’t look as convinced; only a few nodded and several wore frowns.

It was still hard for Fluttershy to understand them. The way she understood animals was such that she sensed the collective opinion of the older animals; they would certainly not have tolerated a bunch of rude fruit bats in their community. Moreover, she also understood that they didn’t agree with what she had said.

They weren’t soldiers. They had fought, but they weren’t under command. It was…odd to see so many animals that thought that way for Fluttershy.

There was a difference in the room. Fluttershy felt it now. Her animals were shifting, the weight of memory falling on them. But they had endured. They made little noise and let Fluttershy tell her story.

The old animals were so…noisy. They chattered as Fluttershy spoke, and ate noisily the after-dinner snacks of nuts and grains. They lacked discipline.

“Ahem.” Fluttershy cleared her throat and the room quieted a bit. Still, the animals fidgeted and there was more noise than usual. It shouldn’t have, but it bothered Fluttershy.

“Besides dealing with minor incidents like the fruit bats, our operations were mainly based around containment. We did not engage with any foes in any significant way; if threats did appear we monitored them rather than fight.”

On a hill at the very edge of Equestria grows a flower. Some might call it exquisite. To most though, it was a completely average flower. It had pink petals. It had a dark green stem. It was over a hundred feet tall.

It was also a deadly trap, at least to any pony unwise enough to uproot the flower. Why they would want to do so in the first place was a mystery, but the flower’s guardian was a worry in itself.

On another hill several miles away from the innocuous flower a number of small figures crouched or wandered around the arid hilltop. These were animals. A group of mice and two squirrels sat with a pair of binoculars trained on the hilltop with an equal number of birds. They were unarmed.

This would have been quite normal with most animals, but in the case of these animals it was somewhat unusual. But it was appropriate. They weren’t here to fight. There was nothing around for miles, at least, nothing aboveground.

Fluttershy knew this because she had just spent an hour flying around the empty wasteland that was Equestria’s border. Nothing was alive in this desolate place. Now she flew down to the squad of animals who looked up as she approached. They stood to attention and saluted as she landed.

“Do you have the hilltop in sight from here?” Fluttershy asked the animals. “The target is extremely large, so as long as you can make out the hill it should be fine.”

The squirrel in charge of the group nodded. He offered the binoculars to Fluttershy, but she declined.

“I trust your judgement. Supplies will be airdropped in a few days; send a bird if you need more. Just watch out for movement and report if the worm surfaces anywhere nearby.”

Fluttershy gestured to the cluster of hills around the flower. “It’s habitat could stretch for miles. We could be standing above its lair for all we know, so I want you to be alert. However, it does seem as though it lives in conjunction with the flower, so watch that closely.”

The animal squad nodded as one, seriously. They were all small creatures, without even one of the more capable fighting animals among them. The mice were too small for most battles and the squirrels Fluttershy had chosen were capable, but equally small.

“If it doesn’t move from its position after another week has passed we’ll assign it to the neutral category. This far from any village or town it’s no threat, and I’m not risking contamination with whatever Discord caught by trying to kill it.”

Another nod; she had already briefed the animals before the mission, but Fluttershy wanted to reiterate her orders.

“More importantly; stay safe. If the worm emerges, take cover immediately. If for whatever reason a bird cannot lift you into the air, head towards rock instead of loose ground.”

Fluttershy pointed towards the foot of a mountain in the distance. “The worm most likely can’t tunnel through stone. If you sense any vibrations underfoot, get out of the area at once. Take no risks – your jobs are only to scout. Am I clear?”

The mice and squirrels saluted as one. They were so very young. To a normal pony they might seem like any other animals, but Fluttershy knew she was looking at a group of children.

The squirrel in charge of the group chattered at Fluttershy and held his salute. He was the most capable and had worked hard under her training. But he was young, and hadn’t taken part in any of the battles before now.

So young. So passionate. He had volunteered to take this mission. In his eyes the light of determination shone like a beacon. Equally strong was his trust in Fluttershy.

An image of a headless squirrel smoking from a magic blast imposed itself over Fluttershy’s eyes. She blinked once, and patted the young squirrel on the head. Too young for combat, but this mission was safe enough.

Should be safe enough.

“Good work soldier,” she told the squirrel. “Keep it up. I’m relying on you.”

He practically puffed up with pride and stood even straighter, if that was possible. Fluttershy nodded to the robin hovering at attention. It was older, a veteran of the Pinkie encounter. It would reign in any foolish attempts.

“I’ll see you all in a week.” Fluttershy took off and winged into the air. The animals below her saluted until she could no longer see them.

It would be a long flight back to Ponyville. Fluttershy flew steadily, choosing an aerial route that would take her away from any cities or towns. It was quiet in the empty skies, and left her alone with her thoughts.

The worm was a threat. Fluttershy knew this. Twilight had told her how it had tried to kill her and Cadence. It was also a biological hazard; the disease Discord had caught could have spread to countless ponies.

She should kill it. Fluttershy knew it.

But the cost was…

Fluttershy imagined taking down the worm with her army. It could be done. With tooth and claw and lots of weapons, they would first secure the worm and then cut into it. The casualties of such an operation would be enormous. But the worm could be killed.

It was too risky. What if the worm escaped? What if the animals caught the disease? What if…

What if they all died?

The squirrel saluted Fluttershy, young and full of pride. It would insist on being part of that battle. And if it did fight—

She walked among the dead, weeping.

They lay around her, lifeless dolls, puppets with cut strings. Their empty eyes stared at her. Their expressions begged for mercy, relief that never came. They looked at her, the origin of their suffering.

Fluttershy closed her eyes. But the vision continued, and a voice whispered to her.

“You see? The Crystal Heart knows your sin. You, who would sacrifice your friends for victory.”

She shook her head. The whispers faded. Fluttershy flew on through a darkening night sky.

No, it wasn’t necessary to fight. Not in this case. The worm…was not a true threat. Only Discord’s idiocy had provoked it in the first place. The scouting group would complete its mission and that would be that.

It was lonely being so high in the sky. Fluttershy flew as night fell and felt not the cool breeze nor saw the brilliant stars in the sky. Instead she walked among corpses and gore and a dark voice whispered in her ears.

A squirrel saluted her, full of pride. Yet something was wrong. Something was wrong.

It took Fluttershy the entire flight back to Ponyville to understand what was wrong. Only when she had returned to her cottage and was slipping off to sleep at her dining room table did she realize what was missing.

The squirrel saluted her, the animals stood straight and offered her their lives. They saluted.

But.

They weren’t smiling.

Chapter 9b: And Then...

Smiles.

Fluttershy looked around the room. The story about Discord’s prank on Twilight and Cadence had gone well. The animals had been cheery, laughing at the chaos god’s antics until she had mentioned the stakeout. Now they were silent again. Not smiling anymore.

She had to change the topic. Fluttershy cast around and cleared her throat.

“It wasn’t all war. There were moments of…leisure as well. I, that is to say, Fluttershy sang a few songs as part of a fundraising event. It was troublesome, but…”

Fluttershy shook her head.

“It was a pain to deal with. Especially since it all started when Big Mac lost his voice…”

“Singing?” Fluttershy’s eyes narrowed. “Why?”

Fake Fluttershy gulped. “U-uh, it’s for the Ponyville Pet Fundraiser.”

Fluttershy rearranged the papers on her table. They were supply reports, scouting details, and confidential scrolls sent from Twilight to Princess Celestia. She had a hundred things to do, but somehow she was stuck dealing with this.

“I thought you booked the Ponytones for that idiotic affair.”

“I-it’s for a good cause. And I did ask the Ponytones to sing, but, uh, Big Mac lost his voice.”

Fluttershy stopped reading a report on the Everfree and looked up. “Big Mac? He sings?”

“Yes. He’s part of the Ponytones, but he was in a turkey call competition yesterday and—”

“A what?”

“Um. The annual Ponyville Turkey Call Competition. It’s hosted at Sweet Apple Acres every year.”

Fluttershy stared at Fake Fluttershy until the other pegasus started to shift uneasily. “Alright. Fine. That makes…sense. But why are you singing now?”

“Well…Rarity and the other heard me uh, singing earlier, and she thought we could use Poison Joke to make my voice deeper.”

“What?”

“Poison Joke. We’re going to use it.”

“I’m familiar with that damnable plant. What about it?”

“Well, it makes m—Fluttershy’s voice deeper, right? And if uh, I used it, it would make me sound like Big Mac.”

Fluttershy stared at Fake Fluttershy again.

“Have you been drinking apple cider?”

“No.”

“Well then. One last question. Why were you singing so that the others could hear you?”

Fake Fluttershy flinched and took a step back. “C-changings are naturally talented at acapella. I was singing for fun, and—”

“I don’t sing. Fluttershy does not sing.”

“W-well, she has in the past.”

“And she doesn’t now. She especially doesn’t sing in front of a massive audience.”

“B-but what about the fundraiser? The Ponytones are the highlight of the event! Without them—”

“Cancel it.”

“But—”

“You persuaded me to go along with it since it wouldn’t cause much of a fuss and it would raise funds. It’s becoming a problem, so cancel it.”

Fake Fluttershy bowed her head. Around her the animals let out expressions of dismay. Fluttershy glanced down at a mouse that had tears in its eyes. Her animals cried too easily. Admittedly, the ones who had seen combat never cried anymore, but…

“You enjoy it?”

The mice nodded happily. Fluttershy hesitated and turned back to look at Fake Fluttershy.

“Fine. Sing. How many times will you do it?”

“I was only going to sing at the fundraiser to cover for Big Mac—”

“I can’t pull off all the animals from patrol duty. Are there any more times you could sing with the…ah…”

“Ponytones.”

“Ponytones. Right. Any other times?”

“I…could ask Rarity about that. She would probably love to have me sing more and—”

“Do it.”

Fake Fluttershy nodded in relief. “I’ll tell. Rarity. She’ll be so happy. And thank you—”

“Go.”

Fake Fluttershy left. Fluttershy turned to her animals who were smiling. She tried to smile herself, but her lips only twitched. “I’ll make sure anyone who wants to watch gets time off. You’ll all get to hear the music; don’t worry.”

The animals cheered and chattered in excitement. Fluttershy tried again and found she could smile. It didn’t feel that bad.

“Alright, pass on the message. Let all the units on and off duty know and have Longfoot report to me so we can work out time off.”

The animals nodded and scurried out the door. Fluttershy sighed and pulled a sheaf of papers and quill over to her. Figuring out how to balance the duty roster would be a chore, but at least it would make everyone happy. And that was important. Very important.

When she was sure no one was around Fluttershy quietly hummed a little.

“…find the music in you…”

“I’m sure we can have another rendition of the songs,” Fluttershy said as the animals murmured. “Or arrange another Ponytones performance. But yes, it was a fun week in Ponyville. And we maintained that effort into the next month. Minor threats like manticores, timberwolves, cockatrices, etc. we wrapped up with no problem. However.” Fluttershy’s voice faltered and stopped.

A pair of squirrels moved in the audience. They clutched at each other, two grown squirrels sitting side by side. They stood out to Fluttershy among the restless animals because she had looked for them.

Because she was aware of their presence. As she had been throughout her tale, when her eyes had fallen on certain animals as she recounted the battles. Now Fluttershy looked at the two squirrels and met their gaze for a moment before looking away.

Her throat was tight, and her heart hurt. But everyone was watching her, and the truth burned next to the lies. She had to go on.

“There were…incidents,” she whispered.

The air in battle is always hot. It burns the throat and sears the lungs with life-giving pain. So too then, was the air in Flame Geyser Swamp a fitting climate for the battlefield. The erupting fiery pits and painful black smoke were a fitting place as any to spill blood.

Not that there was any need for combat now. Fluttershy looked around. Battle had come and gone. She could sense that in the air – violence. She had walked many battlefields and could practically taste it.

The swamp was full of motion and silence. Animals assembled in front of Fluttershy, let by a sooty but otherwise intact Longfoot. They assembled themselves for her inspection, arraying their ranks in perfect military precision. That pleased Fluttershy, almost as much as the sight of the bound captive several meters away did.

The operation had been a success. Fluttershy walked down the ranks of animals and noted their injuries. Not bad. Only two animals had broken bones. Another had a deep gash and a few more needed stitches which they were receiving courtesy of the medical teams, but the rest were simply cut or bruised. Success, in short.

But Fluttershy’s heart skipped as she reached the end of the row of animals and came up with a number different than the one she desired. She looked down at her forces. So unscathed. A perfect operation, and yet…

Fluttershy turned to Longfoot.

“Casualties?”

Longfoot nodded. He held up a paw and tapped the ground.

Once.

A hole opened up in Fluttershy’s heart. One. But only one.?

Yet one.

“Show me.”

Longfoot hesitated, but then hopped over to a pile of leaves. Lacking cloth, the animals had covered their fallen rather than let the corpses lie out in plain view. All soldiers did that, given the chance.

Fluttershy didn’t want to, but she walked forwards anyways. Her face was still, expressionless, at odds with the emotions in her chest. She looked down, and saw it.

A squirrel. A young one, a soldier freshly made. Almost too inexperienced to be in this operation, but he had volunteered. The cause of his death was plain; the right side of his face was crushed, smashed away by an unimaginably heavy impact. When they had brought down the enemy? Or had he been killed during the opening moments?

It mattered not. Fluttershy knelt and remained still for a long moment, looking at the squirrel.

Failure.

Once again, failure. It echoed in Fluttershy’s mind. The operation was a failure. A success, yes, but failure. She should have coordinated it herself, she should have lead her troops personally. But she had needed to test her forces, trust in Longfoot’s leadership. And the cost of that test had been death.

But only one. Fluttershy felt a mad urge to grin and fought it down while the animals clustered around her. How terrible. How sinful. And yet, with only one casualty it was a brilliant operation, a masterfully executed plan. Any general worth their salt would have admired such a victory. Part of Fluttershy rejoiced in her tactics.

But the squirrel remained dead, and her happiness lay still in her chest. Failure. But she had more work to do before she could dwell on it.

Fluttershy stood and nodded at Longfoot.

“See to it he’s taken back and buried. I…will talk to his family. But for now, take me to them.”

Longfoot nodded. Several animals moved over to the body of the squirrel and carefully lifted it onto a stretcher made of twigs and leaves. Fluttershy avoided looking at the animals and followed Longfoot.

The prisoners were chained up against a tree. Well, to be more precise, they were chained up between several trees. Large iron links looped around their paws and torso, binding them in place. Even with their tremendous strength they could not break free. All three shrank back as one when Fluttershy approached.

“Hello there.” Fluttershy greeted the chimera calmly, quietly. Her heart was ice. “And goodbye.”

The chimera’s three heads looked up in confusion. Behind Fluttershy animals approached, holding long coils of rope. They began climbing up the trees and fastening knots.

“Wait. What?” It was the tiger’s head that spoke first. “Who are you and what do you want with us?”

“Me? I’m Fluttershy,” Fluttershy said. “I’m very pleased to meet you. And what do I want? I want you three. Dead.”

“What? Why!?” This time it was the goat head’s turn to speak. “We’ve done nothing to you! We were minding our own business when these animals attacked us!”

“Three days ago you met a filly named Applebloom. She was making a delivery of pies through the swamp, and you decided to try to eat her.”

“But we hadn’t eaten in dayssss!” The snake head protested. “We were so hungry! And she had pies!”

“True.” Fluttershy watched a pair of squirrels knot the rope into a long loop. “And I would have let you go for that. My animals were only here to restrain you so we could ‘chat’. However, it seems in the struggle you killed one of them.”

“What?” The goat head looked shaken. “No, we didn’t! We didn’t bite or claw any of them that badly!”

“One of my warriors was crushed by a falling tree you knocked over. It was an accident, I’m sure.”

“Yes, it was! We didn’t mean to kill anything. Well, we did, but we just wanted to eat!”

“Understandable.” Fluttershy nodded to the animals who scampered out of the trees. Three nooses hung from the trees, secured firmly by multiple knotting’s and looping around the thick branches. “But that changes nothing. I would have made use of you and let you live before this, but a death is on your paws. For that, you must die.”

“Wait!” The serpent head moved frantically in entreaty. “We didn’t mean to! Thisss is crazy! We’re just following our instinctsss!”

“So am I.” Fluttershy stretched herself and nodded to her animals. “I have rules. If anyone breaks them, they die. It doesn’t matter of it’s an accident to me. You kill one of my subjects, you die. It’s as simple as that.”

The animals advanced on the chimera and began dragging at the chains. The goat head and shake head began to scream and thrash, forcing the animals to struggle to loop the nooses around their heads. Fluttershy watched impassively, but just as the goat’s head had been fitted through the first noose the tiger head spoke.

“Please. Let my sisters go.”

Fluttershy held up one hoof. The animals stopped, hands around the lengths of rope.

“Why?”

The tiger’s head looked at Fluttershy. “You want a life, right? Because we killed one of your people by accident?”

“Yes.”

“Then take mine. My two sisters and I – we’re three lives. If you kill all of us, it won’t be fair. Just take me, and settle the debt. Okay?”

Fluttershy paused. The goat’s head and serpent’s head were staring at their sister in horror, but the tiger’s head just looked tired.

“Please,” was all she said.

Fluttershy came to a decision. She nodded at her animals.

“Just her.”

Swiftly, the animals unwound two of the nooses and began fitting the tiger’s head for the last noose. They had a hard time. The tiger’s head was still, head bowed but the goat’s head and serpent’s head fought fericously, snapping at any animal in reach.

“You monster!” The goat head screamed at Fluttershy. “Stop this! It was an accident. We’re not to blame! You can’t kill us for following our nature!”

Fluttershy looked up at the goat head calmly, and then went back to studying the noose. The chains were being used as a pulley to lift the chimera into the air. It required all of the animals hauling on the chain to pull the chimera upwards; when they let go the chimera would fall to earth instantly.

At last the chimera was at the right height. The tiger’s head stared blankly ahead, noose around its neck as the animals strained to hold the chimera in the air.

“Please!” The serpent head begged Fluttershy. “Please, don’t!”

Fluttershy ignored her. She walked over and looked up at the tiger’s head. She stared down at Fluttershy, eyes full of emptiness.

“I keep my word,” Fluttershy said. “Your sisters will live so long as they attack no other being.”

“Thank you,” the tiger’s head said. “For sparing them, thank you. And I hope you rot and have your flesh eaten by worms for the rest.”

“You may get your wish someday.” Fluttershy shrugged. She turned to give the signal. “But for now, I will live.”

“Please—”

Fluttershy raised on hoof.

“Do it.”

Screaming. Two voices rang out in the silence of Flame Geyser Swamp. The last was silent.

The shadowed clouds of billowing smoke were full of shadows that moved about in the night. The bright red glow of the geysers lit up the night, turning everything blood red and wet.

Something hung from the trees. Something choked and failed to breathe. The screaming continued, mixed with pleas and lamentation. But in the silence between the shrill voices crying out for aid a life gurgled and choked. Fading away. Dying.

The chimera’s tiger head was still. The rope cutting off its circulation dug deep into its neck. It hadn’t snapped from the fall, but it could no longer breathe. That its sisters could made little difference; the brain of the tiger’s head was still cut off by the choking rope as oxygen failed to reach it.

She struggled to breathe. The tiger head choked, eyes bulging, yet it never looked away from something on the ground beneath it. A small shape stood illuminated by the pits of fire, and it was at this the tiger’s head stared.

Fluttershy didn’t look up. The screams of the two sister fell upon deaf ears. She cradled the body of the mouse in her hooves. Carefully, she stood and looked at the other animals.

“Let’s go.”

Fluttershy turned and walked away. Her animals hesitated, but hurried after her. Behind them, a dark and bloated fruit hung from the branches. Three heads sprouted from it, two sobbing and crying out into the darkness. But the third hung and stared at the retreating pegasus, stared as it’s light faded and all that was left was darkness.

The wind picked up and blew the scent of brimstone and burning rock into the air. Fluttershy didn’t look back.

And though the ground around her was burning fire, her heart was ice.

Ice and pain.

Fluttershy’s voice rasped. “The chimera was dealt with. And we adopted similar policies with other…threats. The Flim Flam brothers—”

Fake Fluttershy was looking away. So too was Longfoot, and in the silence Fluttershy saw the changelings, always silent and immobile, shift slightly.

“—I did what I thought was best.”

Brimstone. The smell of burning rock. Fluttershy had to smell her hooves to reassure herself that it wasn’t coming from her. Of course, that would have been impossible in the first place. Several days had already passed since the chimera, and she had bathed herself upon returning to her cottage. Yet still, the smell remained.

Well, it was unimportant at that. Fluttershy shook her head impatiently. How could she be wasting time thinking about unimportant things? She carefully scooped up a bit of soil and pressed it down carefully. She had to be precise at this. There was no time for errant thoughts.

Her hooves were bad at delicate things. Fluttershy carefully adjusted the piece of wood and tried to pack in some more earth to hold it tightly. No good. The soil was too loose here, not wet enough. But still she tried, and managed to get the piece of wood mostly upright.

Better.

Fluttershy’s concentration was such that only when the other pegasus spoke did she realize someone else had arrived.

“Um.”

Fluttershy ignored her imposter. The grave was unmarked save for a small wooden figurine jutting from the earth. It was a crude carving of a squirrel, made of wood and stuck firmly into the ground. It was too crooked. Fluttershy adjusted it.

The squirrel’s face stared back at her, a block of wood chiseled crudely. Was it straight? Fluttershy moved it a tiny bit and sat back. Yes, it was. Close enough at least. She wouldn’t waste this effort and make anything worse. The squirrel’s face stared at her, expressionless.

The carvings were rough. Hooves and teeth weren’t enough to hold a carving knife; Fluttershy cut herself as much as the wood most of the time. She wondered if she should have gotten a beaver or other rodent to carve them. But that wouldn’t be right.

Fluttershy looked around. The beauty of having a weather system controlled by pegasi was that you could make spaces where water didn’t ever fall from the sky. Here in this small clearing just on the edge of the Everfree rain would never touch the earth. At least, not from a cloud.

Each grave was small and unmarked except for a tiny figurine. Small patches of dirt, with pieces of badly-carven wood sticking out of the soil. So many graves. She would have to expand the cemetery if more needed to be dug.

Fluttershy looked back at the newest grave and the squirrel’s figurine, staring at her from the ground. It was good enough.

“Um.”

This time Fluttershy looked up.

“I have told you never to come here. If your reason isn’t anything less than dire, you will suffer.”

Fake Fluttershy took a step back and cowered a bit, but spoke anyways.

“Uh, the Flim Flam brothers.”

Fluttershy closed her eyes for a moment. The work never ceased. She felt it shouldn’t be discussed in the cemetery, so she stood up and began to carefully walk around the mounds of dirt.

“Have you exposed their scam yet?”

“Yes. No. I didn’t have to do it in the end. Applejack actually revealed what they were doing.”

“Unexpected.” Fluttershy glanced up from pruning the graves of weeds to look at Fake Fluttershy for a moment. “Wasn’t she helping them?”

“She had a change of heart.”

“Interesting.” Fluttershy could care less. “Well, it saves us some work. What happened next?”

“The Flim Flam brothers ran away. Everypony is looking for them, but they’re not trying too hard. The Apple family is doing well, so we’re just looking for—”

Fake Fluttershy broke off. Fluttershy had heard it too and looked up as a black shape blotted out the sky for a moment.

A changeling warrior landed in the graveyard. He like Fake Fluttershy took care to land away from the actual burial site and only approached a few feet. He clicked at Fake Fluttershy in the harsh changeling chatter.

Fake Fluttershy listened intently and started in surprise. “Oh, um, the Flim Flam brothers have been—”

“Captured.” Fluttershy pulled a last weed and stood up. “I heard. You’re not the only one who speaks changeling.”

Fake Fluttershy hesitated. “Well, um, yes. They’ve been found. Uh, what do you want us to—”

“Kill them.”

Fake Fluttershy froze. “Excuse me?”

“Take all of your brethren.” Fluttershy addressed the changeling warrior. “Make sure there are not witnesses. Kill the Flim Flam brothers and dispose of their bodies. I don’t care how you do it.”

The changeling warrior hesitated, but then nodded and prepared to take off.

“Wait, wait!” Fake Fluttershy flew up desperately to block the changeling warrior from flying away. “You can’t do this! What about talking to the brothers first?”

The changeling warrior hesitated, but Fluttershy didn’t even bother looking at Fake Fluttershy.

“I do not. I’ve already made my decision. Stop getting in the way.”

“But they’re not that evil! The Flim Flam brothers are bad, yes, but their scam didn’t kill anypony. You don’t have to do this. If you’d just listen—!”

“I don’t need to hear them beg for their lives. Their tonics were useless and worse, a danger to ponies like Granny Smith. She could have killed herself performing water acrobatics, and the Flim Flam brothers would have stolen countless bits from innocent ponies. They should have never come back to Ponyville.”

Fluttershy looked at the changeling warrior. “Kill. Them.”

The changeling bowed and took off. Fake Fluttershy looked at Fluttershy in horror, and then took wing as well.

“Wait,” Fluttershy heard her calling after the changeling. “Wait, please, don’t—!”

The voices faded. Fluttershy turned back to her graveyard. Her garden. She disliked caring for plants and had no time for it anymore. That was Fake Fluttershy’s job, but this, this was hers. She tended the deathly mounds and maintained the small statuettes. A garden of death. A monument of failures.

Her sin.

The Flim Flam brothers. Fluttershy thought of them as she pulled a few weeds out of the ground. They had been to Ponyville before, right? Something about apple cider…? The details weren’t important. They were a nuisance, a threat. They would be dealt with. That was all.

But the chimera – Fluttershy’s hooves paused over the grave of the squirrel. She readjusted the figurine one more time. It was still alive. One head was dead, but the other two lived. Would they seek revenge? It might be prudent to eliminate it sooner rather than later.

Focus. Fluttershy paused in her task a moment and closed her eyes. If Longfoot remained in Ponyville and she commanded…she’d need two squads minimum. Indeed, a smaller group might be better. They’d lay down traps and attack the chimera once it was wounded or immobilized.

If they brought the changeling warriors they might escape the battle without casualty, but the chimera had fought them once. It would be twice as vicious now. Some deaths would occur no matter what.

Some deaths. Fluttershy looked down at the pile of dirt. The figurine was crooked. How had that happened? She adjusted it again.

The squirrel stared up at Fluttershy in the dirt. It was tilted at the wrong angle. She tilted it back, and found it was too far left. She moved it, and it was still off.

No more deaths. Fluttershy moved the figurine. No more failures. The squirrel’s face stared up at her. Her hoof trembled and knocked over the pieces of carved wood. She righted it hastily. Not again. It was still in the wrong position.

The squirrel stared up at her, a crude piece of wood. Fluttershy stared back. There was something wrong with it. She couldn’t place what it was, but then she understood.

It wasn’t smiling.

Silence. Fluttershy knew that the silence was stretching on too long. She couldn’t remember where she had left off in the story this time. The animals watched her. Longfoot gazed at her with concern, but Angel’s face was harder to read. Fluttershy hoped he couldn’t feel the trembling in her body.

The story. She had to continue with the story. But the memories continued, mixing with the lies, and she was powerless to stop them.

“After the brothers, there was…a rap? Rainbow Dash had a test, and then there was the Rainbow Falls trading convention…an Orthros, and then…Rarity. Yes, Rarity and the book. A cursed book, and I…I was going to…”

Fluttershy held the knife up in one hoof. It was balanced perfectly in the air, ready to be launched. There was no wind, and the sky was clear.

Owlowiscious sat on a tree branch across the open clearing, watching the target. The owl’s gaze was steady, yet its eyes flicked back to the bush Fluttershy was crouched behind from time to time. It hadn’t wanted to carry out the plan. But Spike had failed.

The knife was heavy in Fluttershy’s hoof. She watched Rarity’s horn glow. The unicorn was creating chariots made out of gold and gaudy jewels. Despite the loss of the cursed magical book her powers hadn’t waned.

“—Oh, the places we'll go, Spike!” Rarity was saying. “Manehattan, Fillydelphia, Canterlot! And there you'll be by my side, just as you've always been here in Ponyville, your constant praise and adoration driving me to even greater heights, until there isn't an inch of Equestria that hasn't been utterly transformed by my creative genius!”

Fluttershy’s hoof rose slowly. The knife was balanced perfectly in the air. She waited. The instant Owlowiscious swooped down she would throw.

Owlowiscious hesitated, perched on his branch. His eyes flicked down to Fluttershy. She stared at him, motionless. He knew her orders, but the owl still didn’t move. He wasn’t as loyal as her other animals. He spent too much time away from the training grounds, like the other pets in Ponyville. And she knew he didn’t approve of her plan.

Rarity’s horn glowed with the foul green magic. Fluttershy sighted on that, focusing her attention on that single point. She wouldn’t kill Rarity, not an Element of Harmony, but she could stop the magic at its source if she damaged the horn or destroyed it entirely.

Could unicorn horns grow back? Fluttershy had no idea, but Rarity’s power was growing too quickly. And if she missed…Rarity was her friend. One death for many. The instant Owlowiscious dived…

But he didn’t. Fluttershy glared up at him as Spike talked to Rarity. A burst of magic transformed the tree Owlowiscious roosted on to pure pink crystal. And still the owl didn’t move. He was watching Fluttershy. Why? Because he was hesitating, or…

The owl’s body was tensed for movement. Fluttershy saw his wings quivering. And she understood. He was watching her knife, just as she watched Rarity. If she threw, he was going to intercept.

Fluttershy’s teeth ground together. Disloyalty. Rebellion. But if she threw he would swoop down, and if the knife hit him—

She couldn’t move. But something was happening. Rarity’s eyes, already tinged with green light suddenly flashed and turned completely emerald. Fluttershy raised her knife and saw Owlowiscious tense on the branch above. He was going to—but she had to throw! Rarity rose up into the air and Fluttershy felt the magic surge around her. If she didn’t throw now—

A squirrel lay on the ground. Half its face was missing. A fox lay crushed to death on the ground.

Fluttershy looked at Owlowiscious and hesitated.

The green light faded from Rarity’s eyes. A haze of magical energy flowed out of her and away into the air. The knife lowered.

Silence.

Fluttershy watched Spike speak to Rarity as she looked disoriented. The two began to speak, but Fluttershy paid no attention. Her eyes travelled upwards to Owlowiscious. He watched her.

She watched him.

Eventually, Spike and Rarity walked down to Ponyville, side by side. But two figures remained on top of the hill.

Owlowiscious held Fluttershy’s gaze for a long time. Then at last he flapped his wings and soared away, down towards the library. Fluttershy remained where she was, holding the knife and watching the owl fly away.

The knife was heavy in Fluttershy’s hoof.

Very heavy.

Fluttershy looked up and sought out Owlowiscious in the cottage. He was sitting on top of the sofa with two other newly-revived owls. He returned her gaze, and there was no way to tell what lay beyond his dark eyes.

The story was falling apart. But there was one last part to tell, the most important part.

“Tirek.” Fluttershy no longer cared about the chronology or the lies. She only had to say it. “He was powerful. Dangerous. Thanks to his alliance with Discord, he was absorbing magic from ponies at an exponential rate.”

Longfoot was looking at her. All of her animals were. Fluttershy couldn’t meet their eyes. She knew. They knew. Angel and the old animals didn’t understand and looked from them to Fluttershy with confusion. But her sin remained, and it must be said.

Fluttershy took a deep breath. Time to tell it all.

“On that day…”

“Should we attack?” Fluttershy stared from her perch on the rooftops. Below her, the darkened alleyway held two strange creatures. Fiends, both.

Discord stood to one side, a dresser and photo hovering in the air next to him. The mismatched god of chaos looked uncertain, but the creature next to him was darkly composed. Though the night was dark and a hood covered most of his features, Fluttershy could still see his face. Two black eyes with a singular yellow pupil stared at a world he wished to destroy.

Tirek.

And for all the years Fluttershy had lived, for all the strange and terrible monsters she had witnessed, she had never seen a creature such as he. His lower torso was a cross between pony or horse, but his upper half was more like a minotaur or…something else.

He was a monster, in short both in appearance and deed. She had witnessed his attempt to siphon pony’s power and then his attack on Discord. Without hesitation he had used deadly magic. He was a threat. He must be killed.

But how to do it?

Beside Fluttershy, Longfoot shifted imperceptibly. He made no sound that would distract the two beings below them, but she knew he longed to speak. His was the only movement on the rooftops, though. The rest of the animals didn’t stir so much as an inch.

They filled the rooftops, over three hundred of her finest soldiers. Blue jays, owls, ravens, squirrels, beavers, mice, foxes, ravens, and more. All carried weapons. All were ready for battle.

But Fluttershy wasn’t. She could sense Longfoot’s impatience, hear his unspoken desire. This was the prime moment to strike. Locating Tirek had been extremely difficult, and only now were all of their forces in position for the ambush. It was now or never.

But.

Flutershy looked down at Tirek. Without telling her, she would have known on first glance that here walked evil. A far greater evil perhaps than any she had seen. Ancient, unknowable. He knew Discord, and his magic was deadly.

She calculated.

Discord couldn’t be killed, or at least, not by conventional means. He might not kill, but he’d be a distraction during the battle. And Tirek…

Fluttershy remembered a rain of magical death falling from the sky. How strong was Tirek compared to Sombra? Was he weaker? He could use some kind of beam that Discord had avoided – would it cut whatever it touched in two? If so, overwhelming numbers against him would result in a bloodbath.

Time to attack. Discord and Tirek were exchanging a few words, and Discord looked like he had made up his mind. Traitor. But he couldn’t be killed. Not yet.

She had to act.

Fluttershy began to raise her hoof. Around her the animals tensed. Fluttershy looked down to Longfoot and saw him crouched, ready.

Longfoot sat on the rooftops, his lower torso intact, while his upper body lay on the ground, severed. The gory insides of his body still smoked, sliced in two by Tirek’s magic. Around him the other animals lay dismembered, more casualties of the centaur’s magic.

Fluttershy hesitated. Her animals were poised to attack, but for one long second she wavered.

Then Discord snapped his fingers and a flash of light consumed both his form and Tirek’s. They were gone.

Coward. Fluttershy felt it gnawing at her. A word, nothing more, yet a weakness, a fault.

A sin.

It wasn’t said, not aloud at least. But it reverberated through her soul and surely through the minds of the animals following her. Her army. Changeling and animals, this time. There was no time for subterfuge; if they lost here, they lost everything.

Fluttershy stared down at the disaster below her. Discord capered in front of a cage holding the four of the Elements of Harmony and one dragon. Next to him Tirek stood, a frail creature hidden by shadows no longer. Instead, the monster within had shown its face at last. He towered in the sky, a monstrosity of black and red. Her failings made manifest.

The chase had been desperate. The danger had been dire. Yet for all Fluttershy and her forces had raced to set up another ambush, Tirek and Discord had moved too quickly, teleporting across Equestria and absorbing the magic of ponies with contemptuous ease. And Tirek’s power had grown until…

Fake Fluttershy burst into tears in the cage as her friends huddled next to her. They were helpless, and Twilight was nowhere to be seen. That was good. It meant one less factor to worry about, but—

Fluttershy looked at the caged Elements of Harmony. She had to strike. Tirek was already too powerful. And yet if they launched an assault—

Tirek loomed in the sky. She had witnessed his magic as he had effortlessly defeated pegasi, earth ponies and unicorns by absorbing their magic. Her animals had no magic to siphon, but how much more deadly would his spells be? Even Sombra had not radiated the aura of death she felt from Tirek.

Longfoot nudged Fluttershy on the rooftops, his face taut with tension. The animals were braced. Death was in their eyes, yet they were ready for battle.

This time Fluttershy would say it. Had to say it. She looked down at Tirek. It might mean all their deaths, but it had to be said. She opened her mouth.

“Fall back.”

The animals stared at her. Her changeling stared at her. Fluttershy stared ahead herself, shocked. She hadn’t meant to say that.

They had to strike. It was now or never. If Twilight’s power fell under Tirek’s control, if he took the strength of four alicorns—

“Retreat into the Everfree. Move towards the Tree of Harmony and await my signal. We’ll…make a stand there.”

No. This was all wrong. But Fluttershy’s mouth wasn’t listening to her, any more than her body was. She took off from the roof of the town hall and flew back, towards the Everfree. Her army moved with her, loyal to the core yet doubting. She felt their eyes on her back.

She couldn’t say it. She couldn’t give the order. The casualties would be—if Twilight could fight off Tirek by herself they could use that advantage to—

A squirrel lay on the ground. Half its face was missing.

Fluttershy’s heart was beating out of her chest. They had to attack. They had to. But the dead filled her vision, and so she fled into the Everfree. Only the voice of herself whispered in her mind.

Coward.

Coward. It was a word that Fluttershy had never considered in terms of herself. She was no coward. She was many things. A killer, a warrior, a leader, a general. More than that, she was…

A sinner. But cowardice wasn’t one of her failings.

Until now.

Fluttershy stared dully at Tirek was he rampaged towards them. His gargantuan body filled the sky, as large as a mountain.

Undefeatable.

An orb of fiery magic formed above Tirek’s head and he blasted the earth with it, leveling trees and ripping scars in the land. With one blast, he laid waste to miles of forest. And he was making his way towards the Tree of Harmony.

Fluttershy sensed Longfoot behind her. She looked over one shoulder and saw the rabbit staring up at Tirek’s form. The knife he held looked very small in his paws.

Failure. Betrayal. She saw it in the eyes of her army. They clustered in the woods around the tree of harmony, armed warriors, fierce fighters, yet animals still. Rodents and small mammals in the end, nothing more. They were insects compared to Tirek, yet they might have had a chance earlier. Despite his power they might have triumphed. But now…

Fluttershy looked up into the sky and saw only death. Not even the chance of victory. Tirek simply had too much strength. The power of four alicorns raged through him, along with all the pony magic in Equestria. How had it happened? How could Twilight have been so foolish to give him her power?

If she had hidden or retreated they might have been able to—

No. It was her fault, in the end. She should have attacked at the beginning, paid the price in blood. But now the price had become too high, and she could not pay it even she filled the sky with the corpses of her friends.

But duty was duty. Tirek was approaching. He stopped to use his powers, reveling perhaps in the destruction but he was drawn inexorably towards the Tree of Harmony. Did he even know it existed? Perhaps. Perhaps not. It might be only instinct that guided him towards the last bastion of magic.

The Elements of Harmony were there, along with Discord. They must be protected. Fluttershy looked up at Tirek and saw death. But there was no choice left. She turned to Longfoot. He stood, waiting for her orders, loyal as ever.

“I’ll lead the first wave in. Send all the fliers after me, and then break into squads and advance. Scatter. Don’t get caught in groups or you’ll be targets.”

Fluttershy raised one hoof and touched her it to her brow. Longfoot saluted back.

“It has been my greatest pleasure fighting with you all.”

That was all that needed to be said. Longfoot held his salute and hopped away to give the orders. Fluttershy turned back and concentrated on Tirek. He was nearing the tree. Any further and it would be within range of his spells. It was now or never.

Fluttershy braced herself and beat her wings. Time to pay the price. If—if she could hurt him enough, blind his eyes, maybe some of her soldiers would survive. It was all she could hope for. She leapt—

And there was light.

The six Elements of Harmony glowed with magical power as they appeared in the sky. Tirek growled and shot a blast of magic towards them, but the destructive spell simply warped around the magical energy the six emitted.

“How is this possible!?” He raged up at them. “You have no magic!”

“You’re wrong, Tirek,” Twilight called down at him. “I may have given you my alicorn magic, but I carry within me the most powerful magic of all!”

A beam of pure violet light shot down and struck Tirek, forcing him backwards. Another beam of light fell from the heavens, and then four more, engulfing him in a flash of light. Tirek’s massive shape faded, shrunk, and then in another rainbow burst of light he was gone.

Fluttershy watched the transformed elements of Harmony surge into the sky and then with a silent explosion of light, a sonic rainboom exploded outwards, and the six ponies shot across Equestria.

The light spread across Equestria, brilliant, radiant. Fluttershy shielded her eyes and turned away. It was too bright. And the light…

It returned the forests to life. The grass grew, the earth healed. The ponies stood as magic surged once again through their bodies. And behind Fluttershy, her animals threw their weapons down and cheered.

They laughed and danced for joy, for the simple gift of being alive. And Fluttershy sank to the earth, and bowed. A tear fell from her eyes. Salvation.

She had failed, but she had been saved. By a miracle. By magic. And the cost was paid, the dead were joined by no more faces. She had been saved.

And so she would never make the same mistake again.

Even now the light burned in her mind. Fluttershy stood straight, and looked at the other animals. “And that’s the end of the story. Tirek was defeated, peace restored to Equestria. And what’s more, it brought all of you back.”

Fluttershy felt a lump in her throat and burning in her eyes, but she suppressed both. Strong. She had to be strong. “And I learned from my mistakes. Tirek was…dealt with earlier today. And I realized something important during the battle against him. Something that will change how we do things.”

The animals leaned forwards, Angel intrigued, Longfoot frowning. Fake Fluttershy raised her head, an expression of hope on her face.

“I cannot make you all fight in my place. I can’t lose you again. Therefore…I will no longer be asking you to fight. Unless Chrysalis comes and we’re forced to defend ourselves, we’ll no longer take part in any battles. The war…is over.”

Fluttershy’s pronouncement created a wave of stunned silence in the room. The animals were shocked, but as the wave broke they burst into wild cheers and cries of excitement. They were happy, rejoicing. Only a few like Longfoot stared at Fluttershy in shock. But the changelings raised their heads and looked at Fluttershy as one.

They knew.

Yes. The war was over. Fluttershy realized it. Her animals had never been a powerful fighting force anyways. They could dig traps, scout, but they weren’t strong enough to fight monsters with. But she had fourteen changelings and her own hooves. That would be enough.

If a huge threat came at Equestria, Twilight and the Elements of Harmony could stop them. And if they needed a little help, Fluttershy would give it to them. And when the enemies of Equestria were locked away, when they ran and hid or lay defeated, Fluttershy would come.

And she would bathe in their blood and pile their corpses if it meant keeping her friends safe. That was her friendship. That was her mission. That was her purpose.

Fluttershy smiled at last. She raised her hooves, and noticed a speck of blood on her fur. Tirek’s. She scrubbed at it absently. And smiled.

“Everything will be just fine.”

Chapter 10: Cracks

Changeling 32433 sat and watched. He was good at sitting at watching. That was his task, and so he did it. He did its job well. Nothing in the world could have sat more securely or stared more intently than Changeling 32433.

It was just too bad that what 32433 was staring at was so boring. He was watching a pegasus and a unicorn. One was a light tan, the other was violet. One had wings, the other had horns. That was the extent of 32433’s opinions on their appearance. Ponies were all so…similar. They all had the same body, plus or minus a few appendages and colors. And they stayed the same shape all their life. Changelings could be anything they wanted.

Case in point. Changeling 32433 watched the unicorn known as Starlight Glimmer accidentally wash off her Cutie Mark and reapply it with makeup. He watched Fluttershy watch Starlight Glimmer and then hide as the unicorn glanced around suspiciously.

32433 had no fear of being spotted himself, though. It was night, and he was hovering high in the sky. The only way any pony would find him was if they were very close, and the pegasi in this village didn’t fly much.

Well, it seemed Starlight Glimmer was hiding something after all. 32433 knew this was somehow important, but it didn’t really matter. His mission here wasn’t actually to watch Starlight Glimmer or even rescue the captured Elements of Harmony. He was here to watch only one pony.

Fluttershy.

Fake Fluttershy, actually. That was what his queen called her. But to 32433, it was easier to think of all ponies as either his queen, or his not-queen. Because he had a queen once more.

He had a queen. Even if she didn’t call herself a queen at the moment, queen she was. That was what was important. Changelings needed a queen. But they also needed a good queen. Changeling 32433 recalled his orders of several hours ago.

“Watch her,” Fluttershy said. She and Changeling 32433 hovered high above the village, watching as the Elements of Harmony were escorted by the strange pony villagers led by Starlight Glimmer. “Don’t let her out of your sight for a moment.”

She had meant the other Fluttershy. And so 32433 had obeyed, observing how the pegasus had managed to free herself and even infiltrate the home of Starlight Glimmer. Even now she had clearly witnessed Starlight’s deception and was no doubt formulating some kind of plan.

32433 had not been surprised by his orders to watch the pegasus. True, Starlight Glimmer was a pony of unparalleled ability who could strip even an alicorn princess of her Cutie Mark…so what? Changelings didn’t have Cutie Marks. They’d eat Starlight and her villagers alive in a heartbeat. Any pony that specialized in making other ponies more useless than they already were was an asset in 32433’s book.

But his queen commanded, and so he obeyed. It was just that he wondered why he was spying on his own side. It seemed that this went against what his queen also desired: protecting the Elements of Harmony.

32433 shifted uncomfortably. These thoughts were hard thoughts to have. Treasonous thoughts, even, but the times had changed. Before, the swarm had bowed to one being: Chrysalis, Queen of Changelings. But she had led them against Canterlot and they had been defeated. Still, the swarm cannot be broken by a single defeat. They had reformed, prepared to attack Equestria with the full might of their army—

And they had died. The swarm had broken in the Everfree, broken against the might of one pegasus and a handful of animals. They had been shattered and less than a fragment remained, pledging their loyalty to the pegasus who had destroyed them. It had been an agonizing choice, but a simple one in the end.

Changelings needed a queen. They could not live without a queen. 32433 had been empty, numb and useless after his queen had died, but the void had been filled. He had found his queen and served her. That was all.

But.

The swarm had died. The swarm had risen again. And yet the issue of a queen remained. Changeling 32433 had its orders. Observe. But were they good orders? Were they the right orders? Changeling 32433 had never had to question its orders, but it did so now. That was worrying.

Below him Fake Fluttershy slipped back into the village, soundless. She was a mystery as well. His queen was ruthless, efficient; the Fluttershy that had destroyed so many. But this Fluttershy, this other one, this faker pretending to be what she was not disturbed him greatly. Because she was what Chrysalis was not.

Kind.

32433 closed its eyes for a moment as it hovered in the night sky. It remembered the past.

The changelings had been called in not to fight in Flame Geyser Swamp, but to prevent any pony from wandering into the battleground. This was a task only they could perform and more valuable than their combat ability. Already they had dissuaded several wandering ponies by posing as Wonderbolts, the royal Canterlot Guard, and Prince Blueblood.

The changelings were maintaining their perimeter when noise from inside the swamp alerted them to Fluttershy and an army of animals. The changelings noted their leader’s expression, saw the procession of animals and the covered shape carried by several squirrels. Very wisely they said nothing.

“Secure the area. Keep every pony out for two more hours and then cut down the chimera in the swamp,” Fluttershy snapped at 32433. “Then leave before it attacks you. Report back to me when you’re done.”

32433 and the other changelings saluted and Fluttershy stalked off. They maintained their perimeter faithfully until she had taken wing and was out of sight. Then they sent 32433 to investigate.

Curiosity. The fourteen changelings were linked by the telepathic bond that connected the swarm, and so they had drawn straws to see who would go see what had happened while the rest waited. If worst came to worst, only one of them would die and the others would know to stay clear. 32433 had always had bad luck.

He had ventured into the swamp, tensed, ready to fight or flee. But then 32433 had entered the small clearing and seen the body hanging from the tree.

A bloated fruit hung from the trees. No; not a fruit but a creature, gargantuan. Yet it was held off the ground by a noose made of countless intertwined ropes. One of its heads was caught in the noose while the other two screamed and fought to break it free. But it was choking, dying.

The tiger’s head looked down at the changeling, face already swelling purple in the evening light. And yet it still lived; perhaps because of the chimera’s body, some air still reached the head. But not enough. It was fading away, strangled, dying.

32433 looked down. In his mind his brethren were silent. A cruel death, but one ordered by his queen. A soldier obeys, but this was no enemy warrior, and it was dying horribly. Yet a soldier obeys.

The two other heads of the chimera were cursing him, pleading with him to cut the rope. But it was strong and made of many thinner ropes intertwined. Even if he had wanted to, 32433 would not have been able to cut it in time with his hooves and teeth. But he looked up as the tiger’s gurgled and choked. It had to be witnessed.

The last light faded from the tiger’s head. 32433 looked away, up at that blood red sky and saw a flicker. He blinked.

A pegasus dove out of the sky. Faster than any other pegasus 32433 had ever seen, save for Rainbow Dash. It—she crashed through the treetops, shredding her wings without care as she flew at the chimera. A knife was in her mouth.

The goat and snake sisters screamed as they saw the pegasus, the pegasus fly at them. But they were helpless, and the pegasus—

Fluttershy slashed past the chimera, missing the tiger’s head by only a few feet. But she did not miss her target.

The rope snapped. The chimera fell to the ground.

Changeling 32433 heard the beating of wings. He looked up.

She hovered in the air, knife held in her mouth. The fading light flashed off the blade, a golden ray of light that seared his vision. But she was shining too, and her tan coat looked radiant, her eyes the depths of the blue sky.

A gasp of air. 32433 whirled and saw the chimera sitting up. The tiger’s head hung limp, but even as he watched it began to shake and cough. Its two sister heads clustered next to it, whispering, crying. But the tiger’s head looked up and saw her flying there.

She descended to the ground slowly and laid the knife on the ground. The chimera sisters watched her as one, frightened, wary, confused. But even if Changeling 32433 had not known already, he would have instantly realized that this was not the Fluttershy who had hung the chimera earlier.

Where was her quivering? It had been so long, and all that time 32433 had never seen her do anything other than shiver or shake or act meek. But now she stood tall, proud, sorrowful. And he was humbled, and wondered how he could have forgotten.

Then she bowed. The pegasus went down upon one leg and lowed her head until her mane touched the ground. Both changeling and chimera stared. But the pegasus bowed, and held that pose.

The chimera hesitated. The three sister heads looked at each other as one, and then suddenly all three bowed as well. The chimera’s massive body lowered, and the heads touched the ground, snake, goat, tiger. And all three wept.

Changeling 32433 did not bow. He did not weep. But he shook like a leaf and couldn’t take his eyes away from the scene. His heart was beating out of his chest, and his eyes were burning. But he couldn’t look away.

At last the pegasus stood. She walked over to the chimera and laid a gentle hoof on its shoulder for once moment. Then she turned.

She looked at changeling 32433, and he felt a shock run through his body when he looked into her eyes. Her stare was…it was worse than looking into Chrysalis’s eyes at her most furious. Yet, better at the same time. She was not his queen, but he looked at her and—

Fake Fluttershy took off into the sky. 32433 watched her go. The chimera still knelt on the ground, weeping. Changeling 32433 looked at it for a moment and then took wing himself. And his head was filled with thoughts he could not describe.

Later that day he and his fellow changelings reported back to Fluttershy. They told her they had completed their mission. They did not mention Fake Fluttershy, nor that the chimera’s tiger head had survived. They had felt guilty about it, but they had voted.

Eight to six. 32433 had cast the deciding vote. He hadn’t known why he had voted to keep the secret, but something in the pegasus’s eyes had haunted him. He couldn’t get them out of his mind.

Fluttershy hadn’t cared either way. The changelings had left to return to their patrols. Some went to the forest to train animals or monitor the more dangerous denizens, but Changeling 32433 had stayed at the cottage. When Fluttershy was in the Everfree supervising, Fake Fluttershy pretended to be home. 32433 watched her water the garden, chat with the animals, and then sing.

It was a beautiful song. 32433 had been there at the Ponytones concert. He and the other changelings loved singing. Fake Fluttershy had a wonderful voice. He listened to it for a long time.

32433 remembered, and the moment came back to him again. The burning brimstone of the swamps, the constricting moist heat and sulfurous fumes, and the pegasus hovering above it all. Even now he remembered it and his heart raced.

But he had a queen, and she was everything. He remembered that too. But he had forsaken her orders once.

Failure. Betrayal.

He remembered.

“Kill. Them.”

The words echoed in 32433’s mind as he soared through the night sky. Around him his brethren did the same, hunting their targets, herding them towards the Everfree Forest. It was not a difficult task. Despite the desperation of their quarry, they were unable to fly, and so the changelings easily outmaneuvered them.

32433 swooped down and cut off one of the two unicorns as he made a dash for the open plains to the right of the Everfree. The unicorn reared and ran back, just as his brother did and the two found themselves cornered, with no other option than to enter the forest.

They ran through the branches, dashing between trees, tripping, falling. They helped each other up and ran as far and as fast as they could. But it was enough.

Eventually the two brothers were cornered in a clearing. Changelings entered from each side, herding the brothers to the center. They said nothing, but their purpose was clear.

“Please!” One of the unicorns stepped forwards and groveled before the changelings. “Spare us!” “We didn’t mean to cause any harm,” the other added. “It was only a scam, just a little performance! At least let Flam go! Take me instead!”

“No, I’m the older brother. Take me and let Flim go!”

The two unicorns jostled each other and then shrank back as the changelings advanced. They were sort of funny. 32433 regretted it, as he knew his brothers did but orders were orders. Both Flim Flam brothers must die.

And they knew it. The brothers retreated, but they were surrounded on all sides. They were no fighters, but they stood back to back, ready to go down fighting.

They were no fighters.

It was wrong. Changeling 32433 felt it just as keenly as the others did. They were brothers. They were twins, sworn to each other. They lived together, ran together, and had offered up their lives for each other. They were connected to each other, just as 32433 was connected with his brothers. It was wrong.

But they had orders. Damned orders. The changelings closed in. The brothers stood to make their last stand.

“Please don’t.”

The words came from above. Everyone in the clearing froze both changelings and unicorns. They looked up as one and saw a pegasus sitting in the branches.

She sat in the moonlight, silvery light playing across her mane and coat. How long had she sat there? How had she known where they were? She wasn’t even out of breath.

The changeling stared up at her. They never spoke, at least not aloud, but they thought as one, bound by their connection to the swarm. Normal ponies and animals couldn’t understand them of course, but somehow she could hear.

“I know you have your orders, but please listen to me.” She flew to the ground and the changelings stepped back. Why? But she walked between them, and stood between the changeling and the brothers who looked at her in shock.

“You don’t have to kill.” She spoke softly, but her words were loud in the silence. “You can let them go. They are innocent. Foolish, but innocent. You know this.”

The changelings looked down. Maybe so. But they had orders.

“They are the wrong orders.” Her words pierced 32433’s heart. “And you all know it.”

They did. They were ashamed and couldn’t meet her eyes. But she looked at them without judgement. Kindly. It hurt more than the rest.

“You protect her. You do your duty. You have given much, and I know how loyal you have been.” She gestured to their bodies. Their carapaces were cracked in places; their exoskeletons held the scars of countless battles. “You are faithful. And you are soldiers. And believe me, I understand that you trust her. She has led you against monsters and evil, and that might have been right. But you know that this is wrong.”

The changelings couldn’t look up. She was right. But their orders…

“Let them go, and they will hide and cause no more trouble.” She turned to the brothers, and they nodded vigorously. “She won’t know. There is no need to kill. There is no war here.”

32433 looked up and she was looking at him. Again her eyes pierced his very being, far more terrible than the gaze of any demon. He would have challenged Tirek to a duel, fought Tirek and Discord together rather than face that stare.

She was no queen, but they couldn’t even meet her eyes. The changelings stood silent in the clearing, but they could not advance. If she left, they would complete their duty. But she didn’t leave, and so they could not step forwards.

And so they turned and walked away. Fourteen of the swarm’s greatest warriors, warriors of hundreds of battles. They couldn’t even meet her eyes.

32433 looked back, just once. He saw the brothers in the clearing, prostrating themselves at her feet. They were hugging her, hugging each other, sobbing in relief. The sight reminded him of the chimera.

His queen had orders. He obeyed his queen. But though she ruled the swarm, he had never seen any creature kneel to her besides the swarm.

And then had come the day his queen had not led them into battle. And on that day when all hope had been lost and the monster blotted out the skies with his stolen magic, the light had shone. And she had been in the light, and his heart had shook again in his chest.

She was…

Changeling 32433 closed his eyes for a moment. The village of the strange ponies with the same Cutie Mark lay below him, dark and silent. Not good. He had only one queen. Fluttershy was his leader, and all he needed to think about. But she was getting…erratic. And it was strange.

Killing was a changeling soldier’s duty. It was a natural thing. You did it for the good of the swarm, for the good of the queen. That was simple. But you also killed quickly and efficiently. You didn’t torture, you didn’t hurt.

No, more than that, you didn’t kill civilians. Not unless you had to. And 32433 had seen the Flim Flam brothers. They hadn’t been dangerous. They sang catchy songs and sold fake medicine, but they weren’t hurtful. They hadn’t deserved to die.

Doubts. 32433 wanted to find a rock to smash his head against. Maybe that would get the bad thoughts out of his head. But they whispered on to him. Were they thoughts the swarm had, or just his own failings?

But a queen must be a good queen. And Fluttershy was a good queen. Maybe.

32433 remembered fighting Sombra. He saw the ranks of animals cut down by magic again in his mind, saw the gory battlefield after fighting the Pinkies. So much loss. So much blood.

“There is no war here.”

She was right. Two unicorn tricksters and a lone chimera wasn’t a war. They were no threat. Even Sombra had been no danger unless sought out. There was no war. Why, then, did Fluttershy have an army?

The only enemy that had threatened Equestria had been Tirek. But that was the one time they hadn’t fought. Instead, Fluttershy had killed him by herself. After that, she had disbanded the army. Why?

32433 looked down at Starlight Glimmer’s house. He looked very carefully at the unicorn now slumbering in her bed and thought of the trouble her ability to remove Cutie Marks could cause. He thought of the imprisoned Elements of Harmony, and of the village of ponies who weren’t happy but smiled a lot.

These were bad things. The situation here required the Elements of Harmony, he could see that. If he were a pony, he would want to imprison Starlight Glimmer, or at least make sure she couldn’t trick ponies.

But.

There was no war. There was no need for an army, or even a soldier. 32433 was no genius, but he thought he knew what Fluttershy’s inevitable order would be. But Starlight was no grand villain, and she was no warrior. Yet Fluttershy treated everything like it was a battle.

Who was she fighting?

The next day 32433 hid behind a cloud and watched as she stepped out of the cottage. She unmasked Starlight Glimmer, and then the ponies of the village freed themselves. He saw Starlight grabbing the six Cutie Marks, but he was told not to interfere.

Next to him his queen hovered in the air, watching the drama play out with narrowed eyes. They saw Starlight reaching the caves, and then at the last moment the village ponies free the Cutie Marks. 32433 looked at his queen’s expression and couldn’t tell if she was pleased or not.

In the end, Starlight Glimmer escaped. In the aftermath as the ponies below began to celebrate, 32433 waited with beating heart. His queen hovered in the air, silent. But when she turned to him, he saw in her eyes her order.

“Kill her.”

32433 hesitated, but he had always bowed his head. So he did so again. His queen left without even bothering to look at him. And he was left alone with his thoughts.

Kill. It wasn’t hard to do. He had done so many times in service to the swarm. But this time, he wondered whether it would truly help the swarm to kill.

The caves Starlight had escaped into were dark and winding, a labyrinth of tunnels. But that didn’t matter; there were only so many exits and the changelings had scouted them all.

32433 hovered in the night sky, his mind in turmoil. His heart was wavering. Soon, Starlight would emerge from the tunnels. At that moment her life would be in his hooves. His squad was divided; they would listen to his input. So the only question remained: what was the right answer?

Kill her.

Were they the right orders? Changeling 32433 remembered a pegasus looking at him. His heart…hurt.

Mercy.

Trust.

He had a queen, and she—

She was not herself. But she was a queen.

Maybe it was sick fate, or maybe it was sin for previous failures. Changeling 32433 didn’t know. But the swarm lived, and he was part of the swarm. He was connected, and they heard his thoughts. Poisonous doubt from one changeling was a sin, and it would normally be dealt with by other warriors and 32433 would have been crushed to death instantly.

But though Changeling 32433 felt his thoughts touch his fellow changelings, he felt not condemnation. Worse, he felt the same doubt echoed in the thirteen warriors who had served by his side. The revived swarm was restless, nervous, doubting. They hid and listened to the thoughts of the fourteen, and waited to see what they would do. And the fourteen were uncertain, and Changeling 32433 was afraid. An order had been given. Obedience to the queen was all. But if the order was wrong, what then?

Change was coming. It was only natural. Change was part of a changeling’s life. It defined it. The swarm was change, and they would change until the day they died. 32433 had changed so much already, but this was different.

He feared what he would become.

Two pale blue eyes stared at him in his mind. His queen’s words echoed in his minds. They filled his being, and he didn’t know which was louder.

He had orders. But were they the right ones?

Starlight Glimmer emerged from the caves. She poked her head out of the tunnels overlooking the village. She hadn’t even bothered to try to navigate the labyrinth of tunnels, just waited until nightfall to sneak away.

32433 hovered in the air, alone. But never alone. The swarm raged through him, thousands of thoughts arguing, debating, confused, uncertain. It had never been like this before. Once, they had served a queen and they had all been focused as one, a sword meant to be wielded against the swarm’s enemies.

But now their queen was breaking apart. Something was wrong. And the actions 32433 took here would help or make the situation even worse.

Starlight Glimmer was below him.

His heart beat faster.

Chapter 11: Confrontation

Sometimes Fluttershy wondered when it had all gone wrong. Maybe that day had been long ago, and she hadn’t noticed it. She had made many mistakes, but she’d had successes as well. But perhaps failure had been part of her endeavors long ago. It had seeped into her soul, and poisoned all she had done.

It would explain a lot. When then, had she first lost the way?

“Maybe it was inevitable,” she whispered.

Behind her, Longfoot stirred. The rabbit was waiting patiently by the door, but now her trusted lieutenant looked at her.

“From the very start Longfoot, did you believe we could do it?” Fluttershy looked out her window. Night was falling across Equestria, taking the warming sun away and leaving only shadows. Odd that she preferred the darkness to the light. But she had become used to it.

Longfoot said nothing. Of course he couldn’t, but she would have sensed if he had any opinions.

“What I’m saying is,” Fluttershy said half to him, half to herself, “did we even have a chance? All our efforts, all the lives we’ve—I’ve spent. Did we make any progress? Or was peace impossible?”

No reply. But he hadn’t left. He was still by her side. Fluttershy knew he wouldn’t go. He was faithful. Her army was faithful, at that. They stood by her. But it wasn’t enough. It was never enough. Not so long as…

Fluttershy turned to long at Longfoot. He stood to attention, a white rabbit bearing hidden scars under his fur. A soldier, a warrior. Her friend and confident. He was brave, smart, moral, and he inspired the other animals. But what he could never be, could never surpass was the original.

“You know, I really thought we could do it.” Fluttershy spoke to Longfoot. “I thought that if we killed enough, trained soldiers, patrolled Equestria, we could make everyone safe. No one would have to die. We’d make the world a better place. But in the end, what did we do? We killed a few villains, hurt some more, and lost a lot of lives.”

Longfoot stared over Fluttershy’s shoulder. He seemed to be trying not to comment.

“I guess all I’m asking is, when did we become the bad guys, Longfoot?”

No reply. His paws shook slightly.

“We’re soldiers. We fight. If we don’t protect Equestria, who will?”

Again, no reply. But Fluttershy sensed that he agreed. Of course he did. He and the other animals wouldn’t be with her if they didn’t.

But.

“We can’t let it come to a fight. If it comes to it, I’ll kill her myself and surrender. Better that than fighting amongst ourselves. You understand, don’t you? If I fall, you must keep order.”

Longfoot met Fluttershy’s gaze. He nodded once.

“Good. Tell everyone that. But just in case—they’ve grabbed most of the armory for themselves, but I know you have a blade.”

Longfoot flicked one ear up. He nodded.

“Can you conceal it?”

Another nod.

“Then I’ll leave the timing up to you. She won’t expect it coming from you, so the only one you’ll have to worry about is…”

Longfoot paused. The name hovered unspoken between them. It was his shadow Longfoot had been recruited to fill, and it hovered over him still.

“He’s fast, smart, and the best fighter besides Harry and Matilda,” Fluttershy said. “I know you’ve trained, but he’s talented. If it came down to it…”

Longfoot shrugged. There was no way to tell. But he looked at Fluttershy searchingly. Was he asking permission?

“If you can, don’t hurt him. But he’s under her influence, and I know he’d rather be dead than enslaved. Just be wary of him.”

Longfoot nodded a final time. His foot tapped once. Was there anything else?

“No,” Fluttershy sighed. She stood straighter. She felt very tired. How had the months worn her so? But she had one last duty to fulfill, so she stood anyways. “It’s been a pleasure, Longfoot. Let’s finish this.”

Longfoot stood to his full height and saluted. His face was expressionless, but Fluttershy saw a fleck of moisture in one of his eyes. She brushed at it. Show no weakness to the enemy.

“Good soldier. Let’s go.”

The stairs down to Fluttershy’s living room were long and dark. Fluttershy walked slowly, but nearly slipped on one step. She looked down and saw a dark splotched etched into the wood. It looked a bit like old blood. From what? She didn’t remember. It didn’t matter anyways. Focus.

The sight that greeted Fluttershy in the living room reminded her of the joyous occasion only a few days ago. Animals filled the room from floor to ceiling while more hovered outside of the cottage.

All of the windows and the door had been opened so the larger body of animals outside could still hear what was going on in the cottage, and there were hundreds, thousands of them. Every animal had come, young and small to witness this.

But for this occasion the animals were not in one huge huddling mass as they had been when Fluttershy had told her story. Now they were divided, and there was a clear difference between the groups.

The inside of the cottage contained mainly the animals Fluttershy still thought of as the old guard, the resurrected original inhabitants of Ponyville and the Everfree. They were not soldiers, but they were warriors seasoned in battle. And they were armed.

Every animal held a knife or sharpened stake or some other kind of weapon, not at the ready, but at their sides nonetheless. They watched Fluttershy with hostility, which only hurt her heart more. Poor fools. Poor, misguided fools.

But they were still dangerous. And while they were fewer in number than her army, they were the ones inside the cottage. Her soldiers were outside and for all their training; they were by and large weaponless. They surrounded the cottage, cutting off any potential escape, but they also couldn’t help if need be. If it came to it, the battle would be bloody and devastating for both sides.

But it wouldn’t come to that. Fluttershy looked across the room. She would end this nightmare here and die in the attempt if need be. Her life was immaterial at this point. Her sins were legion.

Fluttershy was a fool. The greatest of fools, even more so than the deceived animals that watched her. She was a failure, a weakling, a coward, and a murdered who had sent her friends to her death. She was drenched in death.

But even so, she was still not a tenth of the monster that stood across the room.

Fluttershy’s pulse pounded in her veins and her breath came faster as the other pegasus looked up. Beside her a rabbit lounged at her hooves, arrogance personified and clearly ready for a fight. To her left a hulking bear, large even by his kind’s standards loomed, teeth bared in the evening light. But Fluttershy had eyes only for the pegasus.

Her blue eyes seemed as innocent as the open sky upon first glance. But if you looked closer, you might see the monster lurking beneath her skin. How had Fluttershy not noticed before? But her blue eyes were the one imperfection in an otherwise flawless disguise. She looked like Fluttershy, sounded like Fluttershy, from her voice down to her expressions and the way she moved. At least she had gotten the eyes wrong, though.

Fluttershy closed her green eyes and when she opened them, she was ready. Time to end this.

The pegasus stood as Fluttershy approached, and the two faced each other across the cottage. It had been so long since they had last stood face to face like this. But now it was time for the illusions to end. She, Fluttershy was a failure, as a general and a friend to her animals. But at least she could take down one monster before she died.

The silence stretched throughout the room. Fluttershy felt it, weighing down everyone, making it hard even to breathe. She saw out of the corner of her eye Longfoot sneak around the room, a shadow at his back. Good. Then, let it begin. The final battle.

Fluttershy looked into the eyes of Fake Fluttershy as Angel and Harry closed ranks behind her. No, that wasn’t right. Not Fake Fluttershy.

“Chrysalis,” Fluttershy said. “We meet again.”

Five Hours Earlier

“You’re hiding something from me.”

Fluttershy faced the cowering Fake Fluttershy and tried to remember that she wasn’t alone in the cottage. Animals, both her and the old guard were there. Angel and Longfoot, Harry and Matilda. Some trusted her, but she couldn’t take her…usual tone with the fake pegasus. But even so, her rage was eating at her.

Fake Fluttershy was quivering, but she flinched and nearly fell over when Fluttershy’s hoof came down in front of her face.

“Explain to me again how it is that you not only let Starlight Glimmer escape, but that you used the Elements of Harmony against Tirek.”

Fake Fluttershy looked up at her, trembling with nerves. As always. It was so irritating, but that was the changeling in a nutshell. Cowardly, weak.

“I-I guess I’m just friends with the other Elements. I mean, I have been impersonating you and so I talked to them, and they trusted me—”

“You are not the Element of Kindness!” Fluttershy yearned to leap on Fake Fluttershy. How could any being be so useless? “I am.”

“W-well, I guess then it’s because you weren’t there.”

That line floored Fluttershy for a second, but then the fires of rage nearly overcame her. Only the knowledge that Angel was there kept her from smearing Fake Fluttershy across the floor. How dare she?

“And Starlight Glimmer? I gave you a direct order to kill her when you got the chance. Instead, you tried and nearly failed to expose her and that led to her escape! Now we have a dangerous criminal on the loose who can steal cutie marks and hates Twilight Sparkle!”

Longfoot kicked Fluttershy and she realized she had been shouting. Most of the animals in the cottage were flinching away, even those used to her anger. But Angel was watching – Fluttershy forced herself to calm down. He was frowning at her, as was Harry. She couldn’t lose control here.

Fluttershy expected Fake Fluttershy to burst into tears or run, but she didn’t.

“Starlight Glimmer was a great threat,” the pegasus said, standing a bit taller. “But she was not the kind of monster that we need to kill. For all her crimes, she never tried to do anything nearly as bad as Tirek, Sombra, or Chrysalis. They were true murderers, and she is only a failure.”

Fluttershy blinked in surprised and the animals around her murmured. She was about to snap back but hesitated, mindful of her audience. And so Fluttershy saw for the first time something strange happen.

Fake Fluttershy had been standing tall and defiant as she spoke against Fluttershy. But after she had finished she seemed to shrink back upon herself, become smaller. Even as Fluttershy watched, Fake Fluttershy looked down and she slouched slightly, curling her wings tighter against her body.

It was such a subtle change, and yet now Fluttershy was looking at the meekest of pegasi. It was like her previous self had disappeared and yet—

“So your answer is just to let Starlight Glimmer go free? She was able to take the magic of an alicorn Princess and you think we shouldn’t bother with her?”

“I didn’t say that.” Again, Fake Fluttershy didn’t fold under Fluttershy’s wrath. “I just said that killing her would be wrong. But surely we can apprehend her, capture her, or let someone like Twilight know where she is? Would that be so difficult?”

She wasn’t being assertive as she had before, but neither was she backing down. There was a core of strength in Fake Fluttershy’s words, and it was swaying the room full of animals slightly.

A cold suspicion ran down Fluttershy’s spine. How odd. Fake Fluttershy had always been a pushover, a weakling, a…doormat. She never talked back, except for moments like these when she did. Had she always been like that? She…yes, she’d done this before. Talk back even when Fluttershy was raging. How unlike her that was. And she was so subtle about it…

“Starlight Glimmer is a dangerous threat, and I doubt that if Twilight could capture her that a few Wonderbolts would accomplish much.” Fluttershy deflected Fake Fluttershy’s comment. “But that is not the main issue here. I issued an order and you disobeyed it.”

“I did. They were the wrong orders.”

If the cottage had been full of tiny sounds, animals shifting on their feet, nervous breathing, the clicking of claws against the hardwood floor, now there was absolute silence.

Fluttershy’s eyes narrowed.

“Well. Is that what you think?”

Fake Fluttershy was doing it again. She stood straight and tall. “I do. Killing is wrong.”

“What?”

“It’s a measure of last resort. Of desperation, against true evil. You want to turn us all into murderers who would take lives for the smallest offence.”

“And how will you protect everyone? Let monsters like Tirek live?”

“I didn’t say that. But Tirek’s crimes were different than Starlight Glimmer’s.”

“They’re both enemies of Equestria!”

“She killed no pony and only imprisoned me and my friends. She’s misguided, not evil.”

“She is a threat and it is my decision how to deal with her.”

“The Tree of Harmony wouldn’t have sent us there to kill her. Not every solution has to be a violent one. If you’d just consider a bit of kinde—”

“Enough!” Fluttershy had reached the limits of her patience.

Before the other pegasus could react, Fluttershy’s hoof struck out. Fake Fluttershy flew across the cottage and crashed into the dining table. She collapsed onto the ground and lay there, temporarily stunned.

“There is no place here for fools or traitors.” Fluttershy stood over Fake Fluttershy and nodded to her subjects. “Take her away.”

Hesitantly a group of beavers stepped forwards. They surrounded Fake Fluttershy and hesitantly grabbed her. The lead beaver paused, looked at Fluttershy for a second, and then looked back just in time to see a white paw crash into his face.

The beaver staggered backwards as Angel hopped forwards and gave him a terrific kick that sent the larger rodent flying. The other beavers scattered as Harry lumbered forwards, growling. A cluster of other animals surged forwards as well and surrounded Fake Fluttershy. They weren’t Fluttershy’s animals; all of them were the old guard. Angel stood directly in front of Fluttershy, his characteristic scowl directed right at her.

For a moment, Fluttershy was lost for words. She felt rather than saw Longfoot at her side bristling with anger and held the other rabbit before he leapt at the other animals.

“Angel? What are you doing?”

The rabbit ignored her. He nodded to Harry and she could see the two animals communicating silently. Harry lumbered to one side and Angel flicked his ears at the other animals in the cottage. Two birds took off through a window before anyone could stop them and three more mice bolted out the door.

“Angel!” Fluttershy began and then modulated her tone. “Angel. I’m sorry if you thought I was harsh, but this is necessary. She’s clearly hiding something and I don’t believe we’re safe until I find out what it is. Please, let me question her and I’ll…”

Fluttershy stepped forwards, reaching for Angel with one hoof. He reacted instantly, smacking her hoof away and backing up. Harry growled and the other animals tensed.

He wasn’t behaving normal. Fluttershy drew her hoof back quickly. What was wrong? He was her friend, her special, best friend. Her comrade in arms. But he hadn’t been acting as her friend. He’d barely talked to her before now, come to that.

“Is it Longfoot? Angel, you know you’re irreplaceable to me. It’s just that I needed someone to pretend to be you when you were…gone, and—” Fluttershy cut herself off. “Look, it doesn’t matter. I’m sorry. If you have a thought about what I should do, please share it.”

Angel barely glanced at her. Slowly he extended one paw and helped Fake Fluttershy to her hooves. Fluttershy felt a hole open up on her stomach. The world began to lurch around her.

“Angel. What are you doing?”

The rabbit glanced at Fluttershy. There was something hard in his eyes.

“Why won’t you speak to me?” Fluttershy felt sick. “What are you angry with me? What did you tell the other animals to do, and why,” Fluttershy’s voice rasped. “Why are you standing with her?”

Angel paused. He looked at Fluttershy and took a deep breath. Perhaps he heard the desperation in Fluttershy’s tone because he seemed to be thinking.

Fluttershy waited. Angel motioned to one of the animals and it ran towards the kitchen and grabbed him a mug of water. Slowly, with deliberate care he sipped at the mug, gargled some water, and then cleared his throat. Then he tossed the mug of water at Fluttershy’s head.

She ducked, but the water still splashed her in the face.

Longfoot shouted in outrage. He would have leapt at Angel, but Fluttershy grabbed him. Just in time too; she had seen Harry shift, and the bear’s claws were out.

Fluttershy shook the water from her eyes and stared at Fake Fluttershy. She had gone beyond rage, beyond mere anger. She felt slightly cold, that was all. Her heart was still. Her ears were full of ringing and silence. But her eyes had only room for her enemy. Her true enemy.

“It seems not everyone here shares your opinion,” Fake Fluttershy said quietly, but with a hint of triumph. “I’m sorry, but I can’t let you keep doing what you’re doing. Angel, Harry, and the others here will back me on this.”

She stood in front of Fluttershy, no longer the meek pegasus any longer. Her true colors had been revealed and they took Fluttershy’s breath away for a moment. Then she could only chuckle. And then laugh.

The animals in the room shifted uneasily. Fluttershy’s laugher was high and wild, and she had to force herself to stop.

“This…this quaint little rebellion will avail you nothing,” Fluttershy said to Fake Fluttershy. “I’ve already sent the changelings after Starlight Glimmer. By now she should be dead.”

The animals murmured and looked uncertainly at Fake Fluttershy. She nodded. “That may be so. But perhaps not.”

“What?” Fluttershy’s eyes narrowed.

Fake Fluttershy motioned, and a bird flew out the window. The pit that had been in Fluttershy’s stomach when she saw Angel by Fake Fluttershy’s side suddenly opened up. She felt like she was standing above an abyss now, and that feeling only intensified when the door opened and the changelings marched in.

Changeling 32433 led the fourteen. His head was bowed. His blue eyes looked up at Fluttershy and she saw tears flowing from his eyes. She had never seen a changeling cry.

“What is—” Fluttershy couldn’t form her words properly. She was looking at Changeling 32433. She knew it was him, even though the changelings looked alike. She knew that and she sensed…something was crumbling away beneath her. “You—what did—”

Fluttershy shook her head in a vain attempt to make the feeling go away. It was pressing in on her mind, a whispering voice. “Starlight Glimmer. Did you kill her?”

Silence. The changelings stopped before her. They wouldn’t meet her eyes. Changeling 32433 stepped forwards, but didn’t speak.

“Answer me!” Fluttershy shouted in his face. The changeling met her eyes and then looked down. “Why aren’t you speaking to me? Obey me!”

“A ruler is nothing without the trust of her subjects.” Fake Fluttershy’s voice was the one note in the silence ringing around Fluttershy. “And a leader without honor or morality is not worthy to be queen.”

Fluttershy stared at Fake Fluttershy in incomprehension, and then looked at Changeling 32433. He was shaking.

And then she understood.

“TRAITOR!” She hurled 32433 across the cottage. “You dare to defy me? I gave you an order!”

He cowered away from her, and she heard the message she had been denying.

Fear. No, shame. Shamefear. And failure. A queen is a queen, but a queen must rule well. Soldiers die, but not civilians. Starlight Glimmer is not the enemy. Trust the pegasus. Betray the queen. Failure. Shame.

The voice rang through her head. It was so loud Fluttershy felt her skull would crack. To silence it she struck Changeling 32433 and he fell to the ground. Fury was raging through her body. Traitor. She was surrounded by traitors and fools.

“Die,” she told the changeling.

Fluttershy raised a hoof and brought it down upon his head. The chitinous exoskeleton of his body was strong, but her rage was stronger. She heard a crack but only stamped harder.

Changeling 32433 lay on the ground, spasming in agony. But he didn’t try to defend himself, nor did his fellow warriors go to his aid. They watched, their blue eyes full of—Fluttershy raised her hoof and brought to down again.

Crack.

Green was oozing around the cracks in his chitin. A changeling’s lifeblood. It dripped to the floor, hissing where it met floorboards. Another blow would kill him. Fluttershy raised her hoof. She brought it down with all her might.

And it stopped halfway towards the ground.

Something caught Fluttershy’s hoof as it descended to kill the changeling beneath her. Something held her in a vice grip stronger than iron. Something stood in front of Fluttershy, with blue eyes that didn’t flinch. And that something was Fake Fluttershy.

Fluttershy gaped and then tried to wrench her hoof free. It didn’t move. The other pegasus was strong. She held Fluttershy’s hoof in a grip of iron. Only when Fluttershy pulled with all her strength did she manage to break free.

Fake Fluttershy stepped back and Harry moved behind her, a shadow of fur and muscle that filled the cottage. The other animals shrank back from him and even Matilda hesitated

Half the cottage now stood at Fake Fluttershy’s back. They weren’t just the old animals but some of the new ones as well. They stood, trembling with defiance some of them, but they did stand. Opposing her with Fake Fluttershy at their head. And standing by the pegasus’s side on the other side was Angel.

Angel.

Fluttershy looked at Fake Fluttershy and felt the world drop away.

“I see. So it’s like that, then?”

“Perhaps not in the way you expect,” was Fake Fluttershy’s calm reply. “But I hope it won’t come to violence. We can resolve this peacefully.”

“I doubt it.” Fluttershy felt very calm. Her oldest and greatest friend, deceived or brainwashed. Half of her people under the command of the enemy. And it was an enemy who had been at her side the entire time. Traitor. But she felt so calm.

Because she realized who Fake Fluttershy was.

It all fell together in one moment of blinding realization. The way the other pegasus knew so much, her ability to take another pegasus’s form for so long, the way she had tricked Angel, Harry and the others. But now Fluttershy knew, and the knowledge made her strong. It gave her hatred and rage, and that was what she needed.

“I don’t want this to end in violence—” Fake Fluttershy began to say.

“I’m going to kill you.” Fluttershy said the words and rejoiced in the silence they created. “For tricking my friends and doing this, I’m going to kill you.”

Fake Fluttershy stared at her. Not surprised, but slightly sad. Resigned, perhaps.

“I’m going to kill you, tear your body apart, and scatter the pieces across Equestria. That’s what’s about to happen. Your lies won’t save you.”

At Fluttershy’s side Longfoot was signaling to the other animals. He didn’t need to speak; instead he used sign language to direct the troops. Her animals were spreading out, but they were hesitant. They didn’t want to fight their family, friends. On the other hand…

Harry growled and Fluttershy’s hair stood on end. His claws were bared and he was tensed, ready to strike. This went further than mere defiance. Angel was similarly ready for a fight, and the animals behind Fake Fluttershy were…

Fluttershy looked at her imposter. Well. So that’s how deep the corruption had spread.

“This changes nothing,” she said. “You think you can trick everyone?”

“There’s no trick here,” Fake Fluttershy said. “Just the truth. I’m sorry it had to come to this.”

“Spare me. You were planning this all along.”

A flicker of…unease crossed across Fake Fluttershy’s face just for a moment. “Perhaps. But let’s settle this. In front of everyone thought, not just those gathered here.”

“One hour. And then everyone will see you for the monster you are.”

Fluttershy turned and walked up the stairs, Longfoot by her side.

And now the final act had begun. Fluttershy and Fake Fluttershy looked eyes across the room, surrounded by animals and changelings.

Doubtless somewhere in Ponyville other ponies were going about their daily lives. Twilight, Princess of Friendship was probably doing something important. The immortal incarnation of light and majesty Princess Celestia might be at this moment conferring with the King of Dragons. The once Nightmare Moon could be battling the hordes of the Shapeless in realms of nightmare and dream. But the world cared not for lesser concerns.

Here, in this cottage the final act of a war that had taken over a year was beginning. Two enemies met again as the veils of deception and lies lifted. The skies were ready for blood.

There she was, standing front of her. Fluttershy felt her blood pulse just looking at her.

“Chrysalis.”

The one word rang out throughout the cottage. It was one word, but had the weight of countless lives behind it. Chrysalis. The queen of the changelings. By her will and might thousands had perished before her Swarm. So long as she lived Equestria would never be safe. And she was in the cottage in front of Fluttershy. She had in fact been there all along.

The animals stirred. Fluttershy sensed her animals outside looking at the fake pegasus and then coming to the same realization. Inside the cottage, the original animals stirred and looked uneasily at the imposter. They realized the truth.

Fluttershy let the ripples of her word spread and looked at Angel. She hoped he would realize—but no, whatever magic Chrysalis was using on him was still in effect. He watched Fluttershy with dark hostility, just as the animals standing behind Fake Fl—Chrysalis. They were unmoved, brainwashed.

Deceived.

But now the truth was out. Fluttershy watched her nemesis’s face carefully. She didn’t appear worried, but she could not deny the truth now it was out. What would she do? Would she run once her cover was blown, or would she continue the charade—

The other pegasus raised one eyebrow and calmly said, “What are you talking about?”

For a moment Fluttershy was stunned with outrage. “You’re Chrysalis,” Fluttershy snapped. The room whispered again as the animals murmured in a loudly quiet susurration.

“You may have tricked everyone else, but there’s no other explanation for it. The mysterious changeling that just happens to be able to transform for extended periods of time, the way you alone know about Fluttershy’s life and how to act like a pony, your ability to trick Angel and the others – there’s only one being who could do all that.”

Fluttershy extended one hoof and pointed at Fake Fluttershy’s heart. “Chrysalis.”

The room was filled with deathly silence as every eye fell upon Chrysalis. The changeling queen pretending to be a pegasus bowed her head for a long moment, but when she looked up her eyes were still insufferably calm.

“It’s a good theory,” she said. “Convincing, and it makes sense. And you’re half right. There’s just one problem with your answer.”

“And what’s that?” Fluttershy saw Longfoot crouched, ready to spring. She would lunge first, draw the other animal’s attention and then whether by her hoof or Longfoot’s knife, Chrysalis would die. As soon as the imposter spoke. The instant she finished talking.

Fluttershy waited and felt the world stop around her.

“I’m not Chrysalis,” the other Fluttershy said calmly. “You are.”

Chapter 12: Breakdown

The cottage was full of silence.

Not dead silence. Not the silence of those waiting for death, nor the silence of death itself. This silence was louder, and had a life of its own. This silence waited, and it was made up of thousands of souls witnessing.

Two ponies stood in the center of the cottage. Both were alike. That was to say, both had the same face, same body, same appearance in almost every respect.

Save for two.

One pony had green eyes, the other blue. One pony, the pony with green eyes, had smooth fur. The pony with blue eyes looked equally hale at first glance, but its fur was ruffled. In places it had burn scars, remnants of some terrible trauma. They reached across her body, but were mostly invisible save in the right kind of light.

Still, from a distance the two pegasi were alike. A casual observer would have been hard pressed to notice such differences, and only by their personalities would they be easily identifiable.

One was called Fluttershy and knew herself as such. She thought of the other pony as an imposter, a villain, a mortal enemy.

Fake Fluttershy.

“I’m not Chrysalis.” Fluttershy said it into the silence Fake Fluttershy had caused. Her voice was level and confident. She had to dispel the doubts Chrysalis was casting on her friends.

“Can you prove that?” Fake Fluttershy – Chrysalis was infernally calm as ever. She stood with Angel and Harry by her side, taunting Fluttershy with the deception of her oldest friends.

“I need to prove nothing.” Fluttershy said. “You are the imposter here; all you say is mere misdirection.”

“That you refuse to even consider alternatives proves your delusion.”

“I refuse to be swayed by hollow words and misdirection,” Fluttershy snarled. Out of the corner of her eye she saw the one point of movement in the cottage. A rabbit was slowly inching its way around the perimeter of the watching animals, holding something close to its side.

Longfoot.

“Oh?” Fake Fluttershy raised one eyebrow in disbelief. Fluttershy focused her attention back to her. Either was Chrysalis would die, but she had to prove she was the changeling queen before Longfoot struck.

“I can prove you’re not the real Fluttershy.”

“Funny, I was about to say the same to you.”

Fake Fluttershy growled, but kept her voice level. “The real Fluttershy would never let a monster like Chrysalis run free if she knew she was alive.”

“On the contrary,” Fake Fluttershy shot back. “The real Fluttershy would bide her time and wait, especially if a monster like Chrysalis was pretending to be her.”

“Ridiculous. Chrysalis would use Fluttershy’s appearance to destroy Equestria and the Elements of Harmony from within.”

“Only if she knew she was Chrysalis.”

Fluttershy paused. So too did the figure of Longfoot on her periphery. “What do you mean?”

“Let’s go back to the night of the Battle for the Everfree. Can you recount the events that took place then?”

“Of course. After Chrysalis’s apparent demise in the cottage, I—”

Fake Fluttershy shook her head. “No, not that. Go back further. What happened when Chrysalis cornered Fluttershy in the cottage?”

Fluttershy went back in time to that day. The past surged around her, trapping her, scourging her. “She—she trapped Fluttershy and Angel in the cottage and threatened to kill Angel if Fluttershy made any moves. And she did, but Fluttershy killed her, or at least thought she did.”

“And how did Chrysalis die?”

“What is this game?” Fluttershy shook her head to banish specters of the past. “I burned you in the fireplace. You were there.”

“You did.” Fake Fluttershy twitched slightly. Her scars were faintly visible in the moonlight. “I remember.”

“Then—”

“You burned Fluttershy in the fireplace.”

“…What?”

Fake Fluttershy brushed at her coat. The burn scars reached from her face down her torso, ending at her cutie mark.

“Your story has one lie in the narrative. The real story goes like this: Fluttershy returns to her cottage with Angel. Chrysalis lies in await and ambushes them. After a struggle, Angel dies and Fluttershy fights Chrysalis. She loses. Chrysalis burns her in the fireplace and then becomes Fluttershy. She leaves Fluttershy for dead and only later does the pegasus wake up, burned, alone in the Everfree. When she returns to her cottage she finds Chrysalis, believing she’s Fluttershy and raising an army to protect Equestria.”

Silence. A shorter silence this time, the silence of shock and racing hearts.

“That’s—impossible.” Fluttershy’s voice felt hollow, weak. It quavered the uncertain darkness. “You’re lying. I recall that night. It was Chrysalis that—I burned—”

“Me. Do you remember seeing Chrysalis’s face in the fire? Or did you only think it was her?”

Something was saying something. Fluttershy listened. It was faint, above the roaring in her ears. It came from the thing she held in the fire. It sounded like ‘please’. She ignored it.

Fake Fluttershy was staring at Fluttershy. No. She was Chrysalis. But Fluttershy couldn’t meet her eyes.

“This is all ridiculous.” Her voice was trembling. “Your story is full of holes. Why would Chrysalis ever decide to become Fluttershy? And why would she keep up an act for so long? Her goal is to destroy Equestria, not protect it.”

“Her goal is to destroy Equestria, its true.” Fake Fluttershy nodded.

“Then—!”

“But Fluttershy’s goal is to protect Equestria.”

Again Fluttershy had to pause. “What?”

“I said Chrysalis became Fluttershy. She also believed she was Fluttershy. That was the irony of ironies. Maybe she was crazy after the forest fire. Maybe she was trying so hard to understand her enemy that she forgot how to be herself. But sometime in the night as her swarm burned around her, I do believe Chrysalis went insane. And the only way for her to make sense of the world was to become Fluttershy.”

They were all staring at her. Animals, pegasus. Fake Fluttershy’s gaze was calm, but the animals around Fluttershy looked uncertain. The old guard stared at her with fear and hatred, but her animals, the ones she had fought with…half looked uncertain, the other half horrified.

And Angel? He stared at her, and Fluttershy saw what was truly in his eyes.

Hatred.

Fluttershy was silent in the cottage for a long time. What could she say? Only this.

“…I am Fluttershy. Not Chrysalis. It may be that I’ve…changed since the battle for the Everfree, but I am not Chrysalis. I know this for a fact.”

“So you say, but I can prove you are not.”

“Impossible.” Fluttershy knew. She knew she wasn’t Chrysalis. She couldn’t be. She couldn’t—

“Oh?”

“I speak with animals.”

“I can speak with them too.”

“I know the Elements of Harmony.”

“You haven’t spoken to them for months. You hide in your cottage because you can’t relate to them.”

“I’m fighting for Equestria! Fluttershy fought Chrysalis. She’s a warrior, not a coward!”

“She stopped Chrysalis. Even in the end, her goal wasn’t to take the fight to the changelings but to prevent them from invading Ponyville. And you’re wrong. Fluttershy is a coward.”

Bile rose in Fluttershy’s throat at those words. Her breath came faster, and anger replaced uncertainty.

“She massacred the changeling army and fought a guerrilla war for two months! She killed over two hundred changelings in the Battle for the Everfree by herself and she fought Chrysalis one-on-one! How are those the actions of a coward?”

Fake Fluttershy looked at the ground and pawed at the floorboards for a second.

“…What you don’t understand about Fluttershy is her true nature. She might be brave sometimes, and she became a warrior and a general because she had to. But Fluttershy is a coward, a weakling, a doormat. And she prefers that to taking a stand. She only fought because her friends were in danger, but she doesn’t attack. She doesn’t kill unless it’s in self-defense. She doesn’t murder, because she’s kind. That and that reason alone is why she is the Element of Kindness.”

“You-you’re wrong.” Fluttershy shook her head. “Fluttershy isn’t like that. She’s stronger. She has to be.”

“No.” Fake Fluttershy looked tired. “I’m sorry, but no. She…I am not like that. I know you want me to be, so you can understand why you lost. But I’m not a warrior like you. I’m just a pony who did what had to be done.”

“I’m not Chrysalis. I am Fluttershy. I may have been weak once, but I evolved. I became stronger.”

“No. You just killed more.”

Fluttershy was lost for words. She fumbled desperately in her mind, but found no comeback. “…I did what had to be done. I saved lives by taking them.”

Fake Fluttershy sighed heavily. She looked Fluttershy in the eye. “Tell me something. If you’re really Fluttershy, why wasn’t it you that used the Elements of Harmony when Tirek attacked?”

“That was…I was separated from the other Elements, so the tree chose a replacement.”

“Really? Then why did the barrier protecting the Crystal Empire hurt you?”

“How do you know about—”

“I was watching. The magic of the Crystal Heart burned you when you entered the empire.”

“I-I was holding Sombra’ horn at the time. The magic must have attacked us both.”

“No. It attacked the enemies of the Crystal Empire. And it revealed the truth that day, didn’t it? The comfortable little lie you’d built around yourself started to fall apart.”

Fake Fluttershy started pacing in a circle around Fluttershy, talking quietly.

“You became more vicious. Almost overnight you changed, becoming more violent, less secure in who you were. You feared to commit to any major battles, even when it was necessary against Tirek. You remembered your failure.”

“That was tactical error.”

“It was fear.” Fake Fluttershy came nose-to-nose with Fluttershy, and suddenly it was she who was cornered, unable to look away. The intensity of the other pegasus’s stare transfixed her in place.

“I…am…Fluttershy.” Fluttershy clung to the words. She knew they were true, but couldn’t prove them except in her own mind.

“You are not. And I have the proof of it here.” Fake Fluttershy motioned with one wing. “Changeling 32433, step forwards.”

From out of the darkness a changeling stepped forward. Behind him the thirteen other changeling warriors stood, all identical reflections of each other. They watched the two pegasi with fear evident on their faces.

The changeling that had stepped forward glanced at Fake Fluttershy uncertainly. She gestured towards him as she spoke.

“He tells me that he saw you change back into Chrysalis when you fainted after killing Sombra. It was just for a moment, but when you woke up you changed back into Fluttershy at once.”

Fluttershy stared at Fake Fluttershy and heard the susurration of animals. She looked at the changeling, and then back to Fluttershy.

Then she laughed.

The whispering of the animals cut short in an instant as every eye, already riveted on the scene fixed on Fluttershy. She laughed, not out of desperation of denial, but out of triumph.

Fake Fluttershy frowned and took a small step back as Angel and Harry moved forwards protectively, but Fluttershy had no intention of attacking. With one hoof she pointed at the changeling Fake Fluttershy had called forwards.

“Something the matter?” Fake Fluttershy inquired cautiously.

“Your lies are amusing,” Fluttershy calmed herself enough to reply. “Very amusing. But there’s a massive hole in your story. I can prove you’re lying.”

“Oh really?” Fake Fluttershy shifted, but her face remained impassive. “We have a witness, albeit a changeling. He saw everything. Changeling 32433, tell them.”

The changeling hesitated. He looked at Fake Fluttershy uncertainly.

“You idiot.” Fluttershy exulted. She’d caught Fake Fluttershy at last. “That changeling isn’t 32433.” She pointed to the changeling furthest back in the room. “That’s Changeling 32433. Your lies are ov—”

Fluttershy paused. Her heart, which had been beating so quickly in relief stopped. The world slowed, and everything seemed to crystalize into a single moment of horror.

“Interesting,” Fake Fluttershy said quietly. “You know, I can’t tell any of the changelings apart. Even after I’ve known them for months, they all look alike to me. No one here can tell them apart. But you can. And though I’ve learned to understand the changeling language, I don’t remember you ever studying how they spoke. So how can you tell them so easily apart and speak with them?”

“I—”

Everything was going wrong. Fluttershy scrambled for words, but this time she found none at all. The cottage shifted. Reality began to spin. At the edges of her vision, Fluttershy sensed the other animals looking at her in sudden horror and drawing back in earnest. Her soldiers, her warriors, her…friends suddenly jerked back and looked at her like a stranger.

A monster.

Fluttershy felt the gazes of thousands upon her. She wanted to defend herself, prove her innocence, but the stares pierced her. And she had nothing to stop them.

How? How did she know which changeling was 32433? How did she speak with them? There was an answer of course.

“I-I must have picked it up from hearing them speaking. They’re not completely identical.”

“They never speak.” Fake Fluttershy held Fluttershy with her gaze. She was so intense. It was impossible for Fluttershy to meet her gaze, yet she couldn’t look away. Only Fluttershy’s mouth kept moving, desperately arguing, babbling.

“They talk occasionally. And knowing what they think doesn’t mean a thing. Speaking to changeling is like speaking to animals. This proves nothing, and you—”

“Enough.”

It was one word but it stopped Fluttershy. Fake Fluttershy’s blue eyes glittered in the moonlight, bright beacons that focused on Fluttershy. A thousand more eyes shone in the darkness, dark and beady, glowing eyes of orange gold, sharp stares of predators, the innocent gaze of grazers. They held Fluttershy and judged her.

“It’s time to stop running.” Fluttershy’s voice echoed in the cottage. The sound bounced until it was as if a hundred Fluttershy’s spoke through the silent animals.

“No more lies.”

Fake Fluttershy stepped forwards.

“No more hiding.”

Fluttershy stepped back.

“If you are innocent,” Fake Fluttershy was a foot away from Fluttershy, “prove it.”

“How—?”

“The changeling. He believes. He knows the truth. Look into his eyes and see. If you can do that and deny who you are, I will go.”

Fluttershy looked. Changeling 32433 stood at the other end of the cottage, wreathed in shadows. His head was bowed. Fluttershy stared at him and felt the walls of the cottage closing in.

She didn’t want to go to him. Desperately, Fluttershy looked around the cottage. But all she saw from the other animals were blank stares, accusing stares. A wall of eyes without pity.

Judgement.

There. At the edge of the crowd, near Fake Fluttershy. Fluttershy spotted a flash of white among the muted colors.

Longfoot. He stood motionless with the other animals, knife in his paw. His eyes were fixed on Fluttershy. She met his gaze, and for one moment felt the bond between them.

Then the rabbit held up the knife and dropped it on the ground. The blade clattered on the wooden floor, and in the silence it was the loudest thing Fluttershy had ever heard.

Something broke. Fluttershy felt her hooves moving. Her unwilling body trudged slowly across the hard floor to Changeling 32433. His head was bowed, and he didn’t look up as she approached.

She didn’t want to. She didn’t want to look into his eyes. Fluttershy would have given anything, her mane, her health, her ability to walk and fly forever not to be here. But the walls had closed in. Reality was breaking around her. And she had to know.

Slowly, Fluttershy bent down. The changeling’s eyes were a bright blue in the moonlight. What was reflected in their depths? Once she had thought naught but murder lay on those eyes. But that wasn’t true. She had always known something lived there. She had known, because she had seen the truth.

And now she saw it again.

Changeling 32433 stood in the dark cottage, where moonlight illuminated a tableau. Countless animals sat in the humble dwelling and outside, countless lives pressed together to bear witness. In the center of the cottage stood two pegasi, but they were quite different.

One pegasus had been burned. Her mane and fur still showed scars from the past, yet her eyes were still kind, her body still soft. Behind her stood a rabbit and a bear, and all those who walked, flew, hopped, dug, and ran across the earth.

The other pegasus looked identical to the first, but she was different. War had shaped her. It had given her muscle and scars and taken away the innocent look she had once had. She still moved with the past pain of battle on her, of wounds both visible and in her soul that had never healed. No one stood with her in the cottage; no animals were by her side. She was friendless.

But she was never alone.

Fluttershy looked into Changeling 32433’s eyes. She felt him. The changeling’s presence wasn’t just physical; it was in her mind, her very soul. Even if she closed her eyes, she would have been able to point to him wherever he went. She heard his thoughts just as clearly as his own. The dark room revealed something else, though.

He was…crying?

Yes, crying. Changeling 32433 wept. Fluttershy saw the tears streak down his face, twin trains of glowing green. For he knew his lies were uncovered. He had defied his queen and for that the penalty was death. He wept for his death, his failure to serve, but also for one more reason.

His queen had returned.

Fluttershy felt the walls in her mind fall. The shroud that had been in her thoughts, the barrier she had made broke as a dam before a flood, and the voices poured in.

Words. Thoughts. Emotion, pure and unrestrained. A thousand voices, countless souls. The minds of the changeling Swarm hit Fluttershy and consumed her. She heard their thoughts, the changelings that hid in the Everfree Forest, the fourteen that stood in the cottage, afraid and confused. They were in her mind, and she knew them.

As she always had. They had never left her. She had only stopped listening for a while. But now the voices came at her, a wave, an ocean of thought and feeling. And the tide spoke. It screamed at her. The Swarm welcomed her back, in joy, in fear, in relief.

Their queen.

Fake Fluttershy stood back at one end of the cottage, Angel by her side. The animals clustered around her, armed, tensed. They looked to Fake Fluttershy for guidance, but she wasn’t Fake Fluttershy anymore.

She was Fluttershy.

And Fluttershy or the being who had called herself Fluttershy stood transfixed by horror. The knowledge beat down upon her, tearing at her, searing her soul. She tried to deny it, tried to escape, but it was too late. The truth fell upon her at last, and it could no longer be denied.

The other pegasus calmly one hoof and pointed at her. Fluttershy, the true Fluttershy opened her mouth and spoke.

One word.

Truth amidst lies.

“Chrysalis.”

And the being who had called herself Fluttershy felt the name burn her skin, sink through her flesh and burrow deep into her center of being. And it reached her soul and then burned away the last delusions she had.

The world cracked.

And the pieces of Fluttershy’s mortal disguise burned away as green hellfire engulfed her form. The watching animals drew back as a dark figure rose from the shadows.

She was tall, tall as an alicorn princess and stood proudly. Not as a warrior or general or even killer stands, but with the regality of a queen. Her eyes were the green of dark magic, emeralds, and malice given life. Midnight was brighter than her dark body, and the witching lights of hell were the fires that made her eyes. Her legs were full of holes as was her horn; a dagger of bone to stab the hearts of the living and burn them with spells.

Chrysalis rose from the ashes and stepped into the cottage, regal, radiant. She was death bringer and royalty and queen of murderers. She was the Writhing Queen, Evershifter, Sovereign of Lies, der Verschlinger, and Queen of the Changelings. She was Chrysalis.

And she had returned.

Chapter 13: Return

Chrysalis, Queen of Changelings opened her eyes and took a deep breath. It had been a long time.

Fluttershy’s cottage was filled with screams and flurried motion. Chrysalis ignored it and stretched her wings experimentally. Ow. She was quite sore after being transformed for so long. Wing cramps were usual after a long transformation, but this had to be a record. Her wings ached, and she wasn’t even sure she had nerves in them.

Fake Fluttershy—no, Fluttershy was saying something.

Chrysalis ignored her and started cracking her neck. That felt good. She paused as it occurred to her that changelings didn’t have cartilage or bones, and couldn’t crack their necks like ponies. How was she doing that? Then she shrugged and went back to doing it. By the Swarm, that felt good.

Fluttershy was saying something else. Chrysalis started doing stretches. Let’s see. Stretch the legs, the neck, do a few more jaw exercises and she’d be back to her usual self. Sure, she hadn’t flown a lot recently but a few laps around the Everfree would put her back in—

“Chrysalis!”

Chrysalis looked at Fluttershy blankly. “Hm? Oh, were you saying something? Give me a second.”

Let’s see. Chrysalis put her hoof up to her face and breathed into it. Wow. Her breath smelled horrible. Did ponies have breath mints? Maybe she should chew on the pony whose mane looked like toothpaste.

Oh yes. Fluttershy was still talking. Reluctantly Chrysalis looked over and paid attention.

“I know you’re upset and consumed, but please, listen to me. Even if you’ve remembered who you are, this doesn’t mean we have to fi—”

“Y’know, I never really thought about it,” Chrysalis interrupted Fluttershy, “but I should really start collecting stuff.”

Fluttershy choked on what she had been about to say and stared at Chrysalis. “…What?”

“I mean, changelings don’t do it. Collecting, that is. We’re a transient bunch, and since we roam around like nomads personal items aren’t really that common. But when I was Fluttershy, I mean, you, I really enjoyed collecting knives.”

“Chrysalis, listen to me. You may be feeling—”

“I had knives for everything. Knives for cutting, knives for slicing, dicing – you know, I really did enjoy cooking as well. Changelings don’t really cook our meals, and we generally use rocks for cutting things.”

“Chrysalis, please—”

“And shampoo! I could use some of that, right? Before I learned about the spa I just stood under a waterfall for a while or jumped in a pool when I started to smell. No wonder you ponies are so soft if that’s what you do all the time. Hey, I tell you what, when I conquer Equestria I’ll make sure to keep the spa, m’kay?”

“CHRYSALIS!” Fluttershy thundered. The animals cowered against the wall.

Chrysalis turned her head slowly to look at Fluttershy. “Yes, Fluttershy?” She twinkled at the pegasus.

“I don’t want this to end in violence.”

“Oh, me neither!” Chrysalis smiled at Fluttershy.

“Good, then—”

“Violence is far too tame for this. No, unless tonight ends with killing, I’m going to be very disappointed.”

The room, which had been approaching almost-normality in terms of tension after Chrysalis’s antics turned instantly tense again in a moment. For her part, Chrysalis kept cheerfully smiling at Fluttershy. The pegasus sighed.

“I suppose you’ve made your mind up on that?”

“Absolutely!”

“Then you leave me no choice.” Fluttershy looked sideways and nodded her head. “Harry?”

Harry had clearly been waiting for this moment. The bear roared and surged at Chrysalis before Fluttershy had finished speaking. A ton of muscle and fur hurtled at Chrysalis as Harry raised one paw to smash her into the ground.

Chrysalis glanced sideways at Harry, sighed, and lowered her horn.

An explosion rocked the cottage and blew out every window. Animals screamed as the shockwave tossed them about the room.

Fluttershy got to her feet, ears ringing and saw Chrysalis negligently walk over to the collapsed Harry. The bear had been stopped in his tracks; half the fur of his body had been blasted clean off, revealing pink flesh underneath and his eyes were unfocused with concussion.

Chrysalis nudged the bear with one foot. He groaned and she patted him on the head with one hoof.

“Honestly. There was a reason why Fluttershy had you ambush me rather than go one-on-one. Or did you forget that I beat you even after being burned nearly to death in the fire?”

Harry growled weakly and tried to raise his body off the floor. Chrysalis shrugged, then drew back one hoof.

The whumph of her hoof kicking Harry echoed throughout the cottage. The bear’s body actually flew off of the ground for a second before crashing down once more. It might not have seemed like much, but to put it another way, about a thousand pounds suddenly defied gravity for a few moments thanks to Chrysalis’s kick.

Harry crashed down to the floor and started convulsing and spitting out blood.

“That,” Chrysalis said with satisfaction, “was for my hoof.”

A sound made Chrysalis’s head turn. Fluttershy was back on her feet and Angel was by her side. The rabbit had a knife, but Fluttershy was still unarmed.

Apparently unarmed. Chrysalis eyed her wings. You could never tell if a blade was hidden under one. Either way…

“Chrysalis, it doesn’t have to end like this.”

“On the contrary,” Chrysalis said, stepping over Harry’s comatose form and giving him another kick with her back hoof, “there’s no other way it could end.”

“I hoped that your time pretending to be me would have changed you—”

“Changed me?” Chrysalis stared incredulously at Fluttershy and then laughed.

“Let me guess. You were expecting me to have a sudden revelation from my time pretending to be you. Something like,”

Chrysalis clapped her hooves to her face in mock dismay, “Oh no! Hurting people is bad! I should stop and become a good friend with everypony!”

She turned her head spat on the floor. “Hah!”

“I had hoped for that, but Chrysalis, don’t you see that this is pointless? Even if you win, what would be the result? If you’d consider peace…”

“No. I’m not going to be talked down by anyone, let alone you.”

“I would have thought you of all beings would be open to the idea of changing your ways—”

“Change?” Chrysalis’s eyes flashed. Fluttershy fell silent.

The changeling queen spread her wings wide and stood to her full height. “I am Chrysalis. I lead the Swarm. I am and remain a warrior; I do not change for the whims of anypony, let alone a pegasus who seeks to take away my fangs. I spent a year being you, pretending to be another pathetic pony. Did you think I wouldn't be angry about that? I. Am. Furious. And I will have you suffer for destroying my army, nearly killing me, and worst of all, making me think I was you."

Chrysalis pointed at Fluttershy. Magic began swirling around her horn, and the air became charged with energy. "You are my nemesis. I will kill you. Nothing more needs to be said.”

“Fine then.” Chrysalis saw the frustration in Fluttershy’s posture, heard in in her tone. “You’re giving me no choice here.”

“On the contrary, it’s the only choice I want.” Chrysalis took careful aim at Fluttershy with her horn. “Now, shut up and die.”

Chrysalis began to channel magic through her horn and aimed carefully between Fluttershy’s eyes. The magic ignited in her horn and began to unleash—

And that was when the first squirrel landed on her face.

Only Chrysalis blinking her eyes saved her from being blinded. The squirrel gouged at her eyelids with a butter knife but Chrysalis shook her head and threw whim off. Before she had quite processed this strange attack, a trio of birds shrieked and dove at her face, forcing her to shield herself rather than attack.

Mice raced up Chrysalis’s left hoof. A beaver ledge onto another leg and started gnawing at it. A snake curled around Chrysalis’s tail and animals swarmed onto Chrysalis, biting, clawing, snapping at her chitin.

Chrysalis howled with rage and swiped, scattering animals like raindrops. But this was only the first wave. All at once the floor, ceiling, and even air was filled with animals, and all of them were charging at Chrysalis.

They clung to her. The beat at her. They tried to drag her down, or throw her to the ground. Chrysalis could have howled as she saw Fluttershy only a few feet away, blocked by the seething mass of flesh.

“Get. Off. Of. Me—”

Chrysalis threw animals left and right. They fell into the sea of animals but for every one Chrysalis shook off three more took their place. They swarmed Chrysalis, biting, scratching.

This wasn’t really a problem since their claws and teeth couldn’t penetrate her carapace, but Chrysalis’s eyes and wings weren’t nearly as tough. Moreover, if she were to fall, they’d cover her.

She could blast them—Chrysalis hesitated. These were her soldiers. No, that wasn’t right. They were just pawns she’d been using. But they were loyal to her. Had been loyal.

Who was commanding them now? Chrysalis swiped one hoof and sent a group of squirrels flying and saw Longfoot.

The rabbit was standing on the upturned dining room table, pointing and shouting orders above the din. Behind him Fluttershy was marshalling the older animals with Angel, and they were clearly preparing to charge her.

Chrysalis looked at Fluttershy. Her horn began to glow a sickly green and she took careful aim. Animals were in her way, beating at her, climbing her body, but they wouldn’t be able to stop this magic. They and everything in the way would be vaporized immediately.

A squirrel smacked into Chrysalis’s face and she blinked, nearly losing control of the magic. She peeled him off with one hoof and prepared to mash him into the floor. Her eyes fell on the squirrel’s face.

The squirrel in charge of the group chattered at Fluttershy and held his salute. He was the most capable and had worked hard under her training. But he was young, and hadn’t taken part in any of the battles before now.

Chrysalis’s grip loosened. The squirrel squirmed from her grasp and fell to the floor. Immediately he and a group of mice swarmed up her leg, biting furiously and stabbing with small knives.

A sparrow dive-bombed Chrysalis and went for her eyes. She flicked the bird out of the air and looked at Fluttershy. She was still within her signs. The magic coursed through Chrysalis’s horn, but she held her fire. It would be so easy.

Too easy. Chrysalis’s eyes narrowed. She paused for a moment to make a quick adjustment to the current situation and fired her spell.

As Chrysalis’s horn ignited and the spell coalesced into a burst of green magic the animals attacking her fell away. It was instantaneous; they let go of her body or in the case of the birds, dived out of the air and hit the ground. Not a single one was caught in Chrysalis’s spell as it flew at Fluttershy.

The pegasus looked up just in time to see Chrysalis’s spell flying at her. It was too close to dodge. Even so, Chrysalis knew the pegasus would pull up a magical shield, or one of her tricks. But she didn’t. In the milliseconds of time it took for the spell to reach her, Fluttershy just stared wide-eyed at Chrysalis. At the last moment she grinned.

And the spell blew off her head.

Bits of gore splattered the cottage as the magic bolt kept going. It burned a hole through the far wall of cottage and exited the far side. Only when it stuck the line of trees in the Everfree did the spell detonate, blasting hot wind back into the cottage.

Silence. It ruled the cottage. It was the silence of death, the deepest silence. It came from the body of the pegasus, still standing upright in the center of the cottage. Fluttershy’s head had been vaporized, yet the rest of the body remained intact.

The animals in the cottage were stunned, staring. Chrysalis stared too. She hadn’t expected it to be so easy. Slowly, the Fluttershy’s headless corpse fell to the floor. It lay on the ground, leaking blood. It did not move.

Had she won? Chrysalis couldn’t quite believe it. She had expected Fluttershy to dodge, and had prepared herself. She would have fired a hundred more spells off and lain waste to the cottage to kill her, but she had succeeded without any effort. But she’d won, right?

She remembered Fluttershy’s smile before she died. Had it meant anything? Or was it another last trick? The body of Fluttershy didn’t move. It lay on the cottage floor, leaking blood and guts. She was dead.

Chrysalis had won.

Clap.

A single sound broke the silence. Chrysalis jumped and her heart began to skip. Fear wormed it’s way up her stomach. What was that sound? It came from the ground.

No animals were moving. They were paralyzed with shock. But what was moving—

Clap.

Two hooves clapped in the silence. Chrysalis’s gaze was drawn inexorably downwards, and time itself froze as she saw it.

Bloodstained hooves moved together, making the clapping sound. A body without a head moved, its hooves making sound.

Clap. Clap. Clap.

Chrysalis’s blood froze.

The headless Fluttershy stood up on two legs and applauded. It was a loud, mocking sound that broke the silence. Chrysalis stared at the horrific apparition, too stunned to think. What was—

The corpse took a step towards Chrysalis. She flinched back, her horn immediately glowing with a shield spell. What was it? Was that Fluttershy? No. Not even she could escape death. Then it could only be one creature doing this.

Even as Chrysalis thought, the corpse standing in front of her began to change. The bloody head began to stretch upwards. The skin and fur melted and shifted as bones shifted into different positions, growing longer.

Chrysalis watched in horror as the pegasus’s body melted into a familiar shape. Two mismatched horns sprouted from the forming head, a bear claw and eagle talon for hands took the place of hooves—

Discord yawned and stretched as he rose to his full height in the cottage. “Nice shot,” he commented. He grinned at Chrysalis and raised on claw. “My turn.”

Fluttershy stood outside the cottage and waited patiently. It was cold this night, or perhaps she was too used to the comfort of her cottage. But she was a bit antsy, for reasons that had nothing to do with the chill. Still, there was nothing to be done but wait.

Life was about waiting. Fluttershy had learned that as a young filly, when she had found the best solution to life was avoiding any form of conflict. She had learned it again as a general, when the moment to strike could decide victory or defeat. She knew waiting was important.

But the stakes were so high! Fluttershy knew her plan had a small chance of succeeding, but she had to make it work. If one or two parts failed, that was fine. The end result was all that mattered.

For instance, if this particular bit went south, Fluttershy had a backup plan and another backup plan for that. It was important to always have a contingency, always be ready for the worst case scenario. A fruitbat had taught her that. But if she were to fail her ultimate goal…

Fluttershy shook her head. No. She must succeed. She would succeed. Even if it meant wading through blood, she couldn’t lose track of her true goal. She would—

Boom.

Fluttershy’s head jerked up at the sound that burst the silence of the night. It had come from her cottage, and accompanying the noise was an equally impressive explosion.

Bits of the cottage roof burst upwards and rained down onto the ground. Fluttershy shielded her face with her wings but kept looking up. There. A shape hurtled out of the sky. Fluttershy leapt back as a giant magical bubble of green fire crashed into the ground with an earth-shaking thud.

Silence. Fluttershy waited patiently.

Coughing. A smoking Chrysalis stumbled to her hooves. The shield spell around her dissipated and she gasped and wheezed for air. Only then did she notice Fluttershy.

“You—”

Fluttershy ducked as Chrysalis fired a bolt of magic at her. It was far smaller than the initial blasts of magic Chrysalis had used, and only exploded a single tree.

Both pegasus and changeling faced each other warily. Fluttershy could see Chrysalis tensing, ready for sudden action. But Fluttershy remained still. She had to try.

“Surrender, Chrysalis.”

“Surrender?” Chrysalis spat the words out like poison. Her side was ablaze with pain and her wings felt partially shredded but she refused to show weakness in front of her enemy.

“Yes,” Fluttershy said calmly, facing Chrysalis without holding any apparent weapon. “Surrender.”

More motion made Chrysalis glance sideways. Angel dashed out of the darkness and stopped next to Fluttershy, a knife in his paws. With a pop of displaced air Discord appeared on Fluttershy’s other side, a smug grin on his face.

Fluttershy stood with her back to the cottage, half of which was ablaze. Her mane and fur were illuminated by the flames; in the darkness she seemed to glow with her own orange-gold light. Behind her stood Discord, God of Chaos and Angel.

“Surrender, and I promise you that your life will be spared.”

Chrysalis gritted her teeth and assessed her damage. Not good. She was running low on magic and she was tired and injured. Discord could probably kick her around all day with all four limbs tied behind his back and Fluttershy was dangerous on her own.

Fluttershy stared at Chrysalis. Not angrily, not mockingly like Discord or with hatred like Angel. She looked at Chrysalis with something like kindness in her gaze. It burned.

“No.” Chrysalis looked up to the sky. The moon shone brightly down upon Equestria, and the stars filled the night sky, illumination from lands she had never seen. It was beautiful, serene; magical. But she was a changeling, and she belonged in darkness.

“It’s death or surrender, Chrysalis. There are no other options.” Fluttershy’s voice snapped through tne night air. But Chrysalis just kept looking up, listening to the night. “If you don’t surrender—”

“You’ll kill me, yeah, yeah, I know.” Chrysalis listened to the night. The world was full of silence, save for the wind. And in the distance, a faint humming. “Do you think I’m afraid of death?”

“You may not be, but no one wants to die. I’m offering you a way out: a chance to talk. Take it. No one will come to save you here. You have no friends. You are alone.”

The humming was growing louder. At last Chrysalis looked down, and straight at Fluttershy. The pegasus was looking at her so seriously, so intently.

“I don’t have any friends, it’s true.” Chrysalis saw Fluttershy blink in surprise. “I don’t need them. I don’t want them. You Elements of Harmony make me sick, and I’d rather pluck out my eyes than be your friends. That’s true enough. But saying I’m alone? I think you’re a bit mistaken there, Fluttershy.”

Chrysalis grinned at Fluttershy and saw the pegasus’s expression flicker into uncertainty for the first time that night.

“I am never alone.”

Overhead, the moon went out. At the same time the stars began disappearing as well, as if a giant curtain had fallen over the sky. The humming noise that had been in the background suddenly intensified, and began a loud droning, an unbelievably loud buzzing that filled the world with sound.

Everyone looked up. Without the light of the moon, it would have been complete and utter darkness save for the still-burning cottage. But now the night sky was suddenly illuminated by another source.

Eyes.

A thousand glowing blue eyes gazed down from the heavens. Countless wingbeats cut through the air like thunder, and the clear sky was suddenly filled by bodies.

The Swarm circled the cottage, a thousand changelings strong. They formed a vast spiral centered on Chrysalis’s location, and each changeling’s eyes were fixed on her.

The Swarm had been broken. The Swarm had perished. But the Swarm had been reborn, and now they were here, in full might without the cuts of a thousand battles whittling their number down to a few hundred.

This was the true might of changelings. Here was an army to sweep away nations, and topple even gods. Chrysalis raised on hoof, and the Swarm screamed their praise for their queen.

To Chrysalis it was the sound of victory. To Fluttershy and the other animals, the sound of a thousand changelings shrieking at once was a sound that defied understanding.

Animals fell to the ground, writhing and clutching at their ears and many began to flee involuntarily from the sound alone. So loud was the cry that it even reached back to Ponyville, troubling the dreams of the sleeping ponies and bringing nightmares that even Luna could not stop.

Chrysalis leapt into the air and flew with her changelings around in the night sky. She had called them here, from their hiding place in the Everfree. Now they parted before her and flew around her, and in her mind they were there. She was never alone.

“I am the Swarm!” Chrysalis’s roar could be heard for miles around. She pointed at Fluttershy. “You may have a god on your side, but can he stand against the bane of nations?”

“Let’s find out.” Discord’s eyes flashed with malice and thunder boomed in the distance.

Fluttershy touched Discord gently and the chaos god hesitated. She shook her head and he grudgingly subsided.

“Fluttershy!” Chrysalis could be heard easily even over the thunderous beating of wings. She glared down at Fluttershy who stared unflinching back up at her.

“I never encountered a monster like you. You are weak, but you lie and trick and set traps. With those two weak hooves you destroyed the Swarm. You are the most dangerous creature I have ever known. But this war is not over. Fluttershy, we will finish the battle that has not yet ended tomorrow. Bring however many soldiers you want. Bring the Elements of Harmony, bring all the might of Equestria and whatever tricks you can muster. So long as you or I live, this war continues.”

For the longest moment Fluttershy was silent. Chrysalis waited for her reply. The Swarm hovered overhead, and the forest held its breath. The world was silence.

Then Fluttershy looked up. Her blue eyes were the color of summer skies and bright days in the sunshine. But in their depths something stared up at Chrysalis, and she knew it was her fear made manifest.

“Fine,” Fluttershy said. “Bring it.”

Chapter 13a: A Discordant Note

Several weeks ago…

“I don’t see why I have to,” Discord huffed as he and Fluttershy sat on the train to the Crystal Empire. “It seems like an awful waste of time and a pain in my posterior.”

“Please?” Fluttershy rested a hoof on the Draconequus’s shoulder and looked at him beseechingly. “I can’t stop her, and I know she can’t do it without you. You’re our only hope.”

“Do I look like a farmboy living in the desert?” Discord snapped.

Fluttershy blinked in confusion. “What?”

“Nevermind,” Discord waved his bear hand irritably. “But I think it’s a stupid plan. If I can’t do anything about Sombra, what makes you think poking him with a few metal sticks will do any good?”

“Well, he’s not a chaos god, just an undead unicorn,” Fluttershy pointed out. “And she’s got the fireworks.”

Discord turned in his seat to look at Fluttershy incredulously. “Do you think a few sparks and a lightshow will bother him? Even Celestia couldn’t beat him one-on-one, and you think Trixie’s illusions will do better?”

“I suppose not.” Fluttershy sighed and glanced around. She and Discord were the focus of the train car they were sitting in, as every pony watched them covertly or overtly, but no pony was close enough to actually hear what they were talking about. “But she’s right in that Sombra needs to be taken care of. And if she has your help, I know she can do it.”

“If I decide to help her. I still don’t like her and I’m only on this trip because I wanted to buy some souvenirs. Maybe one of those flugelhorns.”

“Discord…”

“Fine, fine. I’ll help. Honestly, this friendship thing is such a pain.”

“It might be inconvenient for you, but I deeply appreciate all you do, you know that.” Fluttershy nudged Discord with one wing, and was amused to see him turn slightly red.

“Why don’t you just let me deal with her?” Discord changed the subject and the train conductor pony’s hat into a potted fern with teeth. “It would be easy. Or better yet, let’s go to Princess Cadence and Shining Armor and have them deal with her. Even Celestia would do the trick – we could pit Chrysalis against her and take bets on who’d win. 8-2 odds on Chrysalis of course, but we could let Celestia have a few royal guards.”

“We’re trying to make Equestria a safer place. Both she and I have the same goals, even though our methods may differ, and so I want to give her a chance.”

“To kill?”

“To do the right thing,” Fluttershy said firmly.

“And is killing part of that?” Discord stared at Fluttershy intently.

She shrugged fractionally. “I don’t know. I did it, so who am I to judge her? We’ve both got blood on our hooves.”

“A spot compared to an ocean, I’d say.”

“Nevertheless. I want to give her time to change.”

Discord leaned forwards, mismatched eyes serious. “And if she doesn’t?”

“We’ll deal with that then. For now, let’s just keep her alive, okay?” Fluttershy glanced up as the train began to slow. “And please let these poor ponies go in peace, okay?”

“Oh, very well, but only for you.” Discord rolled his eyes and undid all the magical changes with a wave of his hand. “But I can’t guarantee Sombra will go down so easily. He’s not as inspired as yours truly when it comes to magic, but he’s tenacious. Like old peanut butter or chewing gum on the underside of your hoof.”

“I have faith in you,” Fluttershy said simply.

“Yes, well.” Discord stood and stretched. “I think you’re far too gullible. You trust in monsters Fluttershy my dear. Someday it will come back bite you.”

“You may look like a monster to some Discord,” Fluttershy said softly as the other passengers on the train fled, “but you have a good heart.”

“I borrowed it.” Discord helped Fluttershy to her hooves and opened the train door with a flourish. “Shall we?”

Now.

“Well, that didn’t work.”

“No, it did not.”

“Her instincts were far too good. I expected her to be suspicious, but she managed to call her changelings far too quickly. If you’d let me I could have sniped her out of the air, but nooo—”

“Not the objective, Discord.”

“Well, I hope your next object is stopping them from walking all over us and then eating everyone in Ponyville, because guess what she’s going to do?”

“It won’t come to that. I’ve got a backup plan if this one fails.”

“You mean, ‘keeps failing?’ It’s not going to work no matter how many times you try.”

“Who says I expected it to work before this point? It would have been nice, but this is Chrysalis we’re talking about. She’s stubborn.”

“And I’m not?”

“You’re the god of chaos. You never wanted to actually hurt anybody. You just like annoying ponies.”

“Hm. Guilty. But you’re sure this is going to work?”

“No. And if it fails—”

“She dies.”

“No.”

“If it fails, she dies. I’m not going to argue with you on that. Especially because it would mean you were dead.”

“No killing. Not now, not if it fails.”

“Then change the plan.”

“No.”

“In that case, I’ll personally go over there and roast them all right now.”

“Don’t do that Discord, please.”

“You’re not giving me a lot of options here. I don’t want to see you—”

“Die? I told you from the start what I had planned. Don’t tell me you’ve got cold hooves now.”

“It’s cold feet, and I’m supposed to be your friend. If I let you die, what would that make me?”

“Alone. I know. But she—”

“Enough about Chrysalis!”

“…”

“…Sorry.”

“It’s alright. Here’s a napkin.”

“It’s just—why her? Why so much? Aren’t we—I mean, you didn’t for Sombra or Tirek, but for her—”

“I’d do the same for you, any day. And I wouldn’t do it for her, except, well, she’s different from Tirek and Sombra. They were evil for a long, long time. She’s still young.”

“She’s older than you.”

“But not nearly as old as they were. And I…owe her a chance. I burned her.”

“She burned you back. And killed your friends.”

“And I killed all of her people. No one won that day. So I’ll give her this one chance. And if it looks like she’s beyond redemption, I’ll finish it.”

“…Promise me you won’t die.”

“I can’t promise that.”

“Then promise me you’ll try to live as hard as possible. Even if it means poking her eye out with a stick.”

“I promise.”

“And if you need me—”

“I’ll call out. But you have to trust me.”

“I wish I didn’t. You make this so hard.”

“I know. And I’m sorry.”

“…”

“It’s getting late. Let’s get some sleep. Tomorrow is going to be a big day.”

“Yeah. I suppose it is.”

“I’ll see you in the morning. Unless she sneak attacks during the night which I doubt. Either way, I’ll sent someone to fetch you. And Discord?”

“Mm?”

“Thanks.”

“Thank me after it’s over. If you die, I’m turning you into a life-sized sock puppet.”

“I think Pinkie Pie has one of me already.”

“Heh. Good night, Fluttershy.”

“Good night Discord.”

“Fluttershy?”

“Yes?”

“…Don’t die.”

Chapter 14: Nostalgia

Before the battle began, Chrysalis stood in the forest and surveyed her army.

The Swarm had reoccupied its original position in the Everfree, clearing out the overgrowth and building temporary fortifications after the resurrection. There they had stayed, foraging to survive, fending off attacks from monsters in the Everfree. Waiting for their queen to return.

And now she had. Chrysalis walked down the encampment, glancing from side to side at her warriors as they stood to attention. How different everything was. How similar, and yet how different.

She remembered, or rather, she understood from the memories of her soldiers what had happened. They had awoken, confused, afraid, digging themselves out of the mass grave Fluttershy had constructed or out of the burned section of the Everfree, the various ambush sites where so many had perished.

The changelings had risen, assembled as one, and waited for their queen to return. But she hadn’t. They had searched for her presence, casting their minds around frantically, but found nothing. Only when the fourteen, the fourteen changeling soldiers that had survived contacted them had the truth had come out.

Fluttershy was Chrysalis. Chrysalis was Fluttershy. She believed she was the meek pegasus, and that the real Fluttershy was simply another changeling imposter. Of all the disasters, how could this have been worse? The Swarm had retreated to their initial position in the forest and waited, desperately hoping their queen would come to her senses.

And she had. The changelings gathered as she paced pasted them, assembling with pride and relief to await her call. They feared her and feared her wrath, her slightest displeasure, and the death she had so often bestowed upon them in the past. But they were still loyal to her and each changeling would gladly give their lives in her name.

Chrysalis knew this. She felt the unwavering support of her changelings everywhere she looked as she walked slowly past the ranks of changelings. It felt so strange.

They looked at her with complete devotion. Not a shadow of doubt was in their eyes, but that was because she was queen. She had to lead, and they had to follow. That was the way the world worked. But Chrysalis remembered a different kind of gaze.

She had not ruled as Fluttershy. She had been general, trainer, leader to her animals, but never their queen. They wouldn’t have accepted it, and she hadn’t thought of herself that way. Though she had led them, she had inspired their loyalty through her actions and their trust. It had to be earned first. They had looked at her so differently.

Her changeling’s eyes were on her. Chrysalis kept walking, passing by face after face, each one identical, and each soul unique. They trusted her implicitly, would die for her. She would lead them because she had to, because she had been born to do so. She was queen and they were her subjects. That was all there was to it.

It felt wrong.

The sun rose high into the sky as Fluttershy and Chrysalis assembled their armies in the Everfree. Without communication the two leaders had chosen the same spot to fight. The burned-out section of the Everfree was where the changeling army and army of animals grouped, and the difference in the two strategies became apparent at once.

Fluttershy’s animals immediately dug into the burned soil and charred landscape when they arrived, building fortifications of dirt and sharpened stakes as they formed a giant semicircle facing the changelings.

Though Fluttershy was curiously absent for the first hour as the animals worked, their progress was unimpeded and soon the various digging animals had created thick dirt walls four feet thick in places, staggered with stakes and gaps to let the defending animals easily hold off overwhelming numbers of changelings. On the ground, that was.

For the sky the many birds of the Everfree circled high overhead or roosted in the trees still left standing, an endless flock of wings. Their numbers didn’t really worry Chrysalis; despite their ability to harass her troops or defeat smaller units of changelings, the birds would quickly fall apart in any serious aerial combat. No, what disturbed her was the twenty blackened stormclouds hovering behind the animal lines. Any assault from the air would be suicidal with Fluttershy’s little insurance policy in effect.

To add to the danger, Chrysalis saw not only Angel in command of the animal army, but Longfoot, both rabbits organizing the left and right wings of the army respectively. That was troublesome. Angel had led Fluttershy’s animals once which made him exceptionally dangerous, but Longfoot knew Chrysalis’s strategies and knew the animals she had trained and their capabilities. He would defend to the death and could probably take a heavy toll on Chrysalis’s army if left alive.

If left alive. Chrysalis grimaced and shifted. She was sitting on one of the burnt treetops, surveying the battlefield. She had already assembled her army of changelings in a simple rank formation, lines of changelings facing the animal’s defenses but she was scouting to see if any weak points emerged in Fluttershy’s formations. So far she hadn’t found much.

What was worse was that Chrysalis’s heart just wasn’t in it today. She knew she should be feeling exhilarated at this moment, ready for the combat. Her mind would normally have been buzzing with attack and counterattack, devious traps and cunning feints to overwhelm her foe, but today she had nothing.

Well, that wasn’t entirely true. Chrysalis had sent several units of changelings out of the forest already to enact some plans. She had also brought along countless bundles wrapped in cloth so that each changeling carried one. They had left them behind the army – an insurance policy. Two backup plans in short, and Chrysalis knew they would work, but she was still uninspired. She just…didn’t feel like attacking today. At least, not Fluttershy’s army.

Fluttershy herself now; that was a different story. Chrysalis had spotted the pegasus flitting in and out of the forest, accompanied each moment by Discord. If it was just a matter of killing that one pony and the chaos god, Chrysalis would have attacked the instant the two armies spotted each other. But for the rest…

Chrysalis glanced again at Longfoot haranguing her—his soldiers. He had adopted her tactics, positioning squirrels, rodents and other smaller creatures near the front lines with tripwires, snares and other traps designed to impede movement. Once the initial attack wave hit them and slowed up, the heavy hitters advanced: beaver groups and foxes, badgers, smashing into the enemy and allowing the smaller animals to overwhelm stragglers.

Yes, no doubt. Any battle with Fluttershy’s army would be a bloodbath on both sides. Chrysalis knew she would win regardless, but she didn’t desire the slaughter.

Odd. Chrysalis frowned briefly. She would have once relished the chance to kill so many potential enemies, regardless of the cost to her own army. Especially a group that had once managed to stalemate her own forces. But now all she could think of was how much of a waste all the killing would be.

What was happening? Chrysalis looked at the animals. They were watching the changelings, nervously, intently, but they showed no signs of wanting to run. Her animals. She had trained them. She had drilled them, dieted them, shown them how to fight, and lived with them.

For a year. And now she was going to wipe them off the face of the earth. It was inevitable. She had trained them as best she could, but they were still woodland creatures with claws and teeth made for scavenging or minor hunting. She had changelings bred for war and hardened on the battlefield. It wasn’t if they won, it was at what cost.

What a waste.

Chrysalis spotted Fluttershy flying back out the forest and resisted the urge to fire a spell at her. It wouldn’t work and Discord would probably fire something equally nasty right back at her. He had already bombarded her army with a rain of sundaes – which didn’t sound bad until you realized he’d also materialized the spoons and glass dishes as well. The broken glass and surprisingly sharp spoons had already shredded several changelings’ wings and nearly taken a few eyes out.

But what Chrysalis was more concerned about was what Fluttershy had been doing. She watched the pegasus like a hawk as Fluttershy conferred with Angel and Longfoot. There was no way Chrysalis would believe Fluttershy hadn’t come up with several traps, but aside from the thunderclouds, Chrysalis had no idea what she’d done to prepare.

Still, that was war. And it was bloody, brutal, and inevitable. Chrysalis stopped looking at the enemy army. She recognized too many faces there.

Time passed. Each force assembled its forces, organized them more effectively, checked weaponry, stared down the other side, but mainly, waited. As the sun rose to the halfway point in the sky the waiting armies finally shifted.

The lines of changelings parted. A single figure taller than the rest walked between them onto the no man’s land.

The fortifications of the animals rippled. A pegasus flew out of the sea of furry bodies, ignoring the roar of protest and rabbit that ran after her. She alighted on the ground and walked into the center of the battlefield.

Chrysalis and Fluttershy stopped a few paces away from each other. They stared at each other and remembered.

It was the same spot. If not the exact same location, close enough. They were not the same armies, though. One had been reborn, but the other was twice as large as it had been and prepared for conflict. And neither were the leaders the same.

“Well,” Chrysalis said at last. “Here we are again.”

“Here we are,” Fluttershy agreed.

“It all seems rather pointless and boring,” Chrysalis said. “The events of the last few…months, that is. Me, thinking I was you and you, masquerading as that sniveling spineless coward.”

“I would say it all had a purpose. A lot happened.”

“True. Twilight became an alicorn. I killed Sombra and Tirek, and you managed to win over Discord. Let’s call that 2-1 in your favor.”

“Really? I imagine you’d have wanted Sombra and Tirek alive.”

“You must be joking. I’d have had to kill them eventually .They were far too dangerous and ambitious to live.”

“Hm. Sounds familiar.”

“Yes, well, the original is the best. And I’m not dead yet.”

“Not yet.”

“…”

“…”

“You know, your plan was stupid. I mean, I understand the bit about not being able to kill me while everyone thought you were an imposter, but did you honestly think I’d ever change my ways? Even when I thought I was you I acted like me. I made soldiers out of your friends and killed anyone I thought was a threat.”

“That sounds like a benefit to my side, doesn’t it?”

“But it’s not. You said it yourself. Fluttershy shouldn’t be a killer. She only fought Chrysalis because she had to. And even that was a mistake, according to you.”

“It was a miscalculation, but—”

“Don’t lie.”

“Excuse me?”

“I’ve had to deal with you for nearly a whole year now. I can tell when you’re lying. Don’t do it.”

“What makes you think I’m lying?”

“Look, if you’re not going to bother to be honest we’ll get things started right now. But this is the last moment before everything goes down. Can’t you tell the truth just once?”

“…Alright, fine. I admit it. I really did think you’d change.”

“Hah! You idiot!”

“I was wrong. But it was worth a shot. You were there, thinking you were me, talking to my friends, trying to be nice.”

“But I couldn’t do it. I’m not you. I can’t even pretend to be you. I could pass off being Cadence fairly well to anyone who didn’t know her, but you…”

“Yes. I think you were trying to understand how I could be kind and cruel at the same time.”

“I still don’t understand it. But even if I did—how did you expect me to react? Did you think I’d lay down my horn and join the rest of you lot and start barfing sunshine and rainbows?”

“No. But I hoped you might not do this. I hoped you’d do anything but this, really.”

“But you knew this is what I’d do. You had to have known. You’re no idiot—actually, you are an idiot, but you’re not stupid.”

“…Yes. I knew.”

“Then, why? Why not place a knife in the back of my head when everyone came back to life, or even before that? Why act so foolishly?”

“Because I hoped. Even though I knew I was wrong, I hoped you could learn to be kind.”

“It was a mistake. You believed in my goodness when there’s nothing in here but war. That hope—that’s your weakness.”

“True. But that’s what kindness is. Believing the best of ponies. It’s not just about being nice. It’s about believing in others. It’s hope as well as love.”

“It is your death.”

“Yes. But it’s who I am.”

“You’re crazy, you know that, right? You’re more insane than Twilight, or Discord, or even Pinkie Pie. Do you think you can win here? Even with Discord, you’re facing the full might of the Swarm. I’m not pretending to be you. I beat Celestia one-on-one when I had Shining Armor’s love in me, and I’m not much weaker now.”

“I know.”

“There are a thousand warriors behind me. You’ve got a bit less than three thousand animals with you. In conventional battle, a changeling is worth at least ten animals.”

“I know.”

“And you’ll still order them to attack, won’t you? They’ll follow you to your graves, and you’ll lead them there.”

“Yes.”

“They’ll be slaughtered.”

“Perhaps.”

“And you won’t call for Twilight or the other Elements, will you? You didn’t warn Celestia, and you haven’t sent to the Crystal Empire for aid.”

“No. I didn’t.”

“There are children and parents in your army. At least I only brought those who could be sacrificed with me. They’re soldiers. You have civilians fighting with you.”

“They’re defending their homes. I won’t deny them that right.”

“…I’ll give you one chance. Pull them back, and I’ll withdraw half my forces. It’ll be a thousand against five hundred. That’s better than they’ll do anyways.”

“I appreciate the offer, I really do. But no. They die, I die. We all die together.”

“You are a monster. You’re a fool, a monster, and an idiot.”

“I know.”

“Well then, there’s not much to say.” Chrysalis looked up and sighed. “I don’t suppose you’ll let me kill you now, will you?”

“No,” Fluttershy shrugged. “Sorry about that.”

“A pity.”

Fluttershy dove left as Chrysalis’s head snapped back down. The changeling queen fired a blast of green energy that raked the ground and missed Fluttershy. The pegasus galloped back and Chrysalis, who had been expecting Fluttershy to fly, missed again.

The third shot would have blasted Fluttershy to bits, but a giant wall of bricks appeared and took the blast. Chrysalis cursed and took to the air herself. She didn’t attack Fluttershy any further, but rather let the pegasus retreat behind the lines of her army.

From the ground Discord made several gestures Chrysalis assumed were rude. She didn’t have fingers, so she could only guess. She spat in his general direction and flew back to her army.

Changelings assembled around Chrysalis, squad leaders and officers awaiting her orders.

“Prepare for the assault,” Chrysalis snapped.

The changeling ranks shifted, and they began to organize into teams. From the straight rows of soldiers they shifted into squads of sixteen in wedge formation. Chrysalis walked past them and looked at Fluttershy’s army. The animals were watching her, afraid, defiant, brave, fearful. She saw too many faces and had to look down for a second. But this was war.

“Fluttershy!” Chrysalis roared. She stood at the head of her changelings as they formed up behind her. “You are a fool! You will never defeat this army!”

Chrysalis spread her wings and heard her changelings roar in response. Their voices were deafening, and she saw many of the animals shrinking back. “We will salt the earth with your bodies! We are the Swarm; we will devour you in endless number! I’ll give any animal once chance to run: if not I’ll start by destroying that pathetic thing you call a defense!”

So saying, Chrysalis took aim at the barricades the animals had erected on Angel’s side. Her horn began to charge with green energy. The animals standing behind the dirt walls shrieked and ran backwards in terror.

Chrysalis let the spell simmer on the tip of her horn for a few seconds longer and then fired the blast of magic at the dirt barriers. It wasn’t her strongest spell, but she hadn’t held back much either.

The walls of packed earth the animals had made were strong and designed to stand up to a lot of force over the course of the battle. Chrysalis’s spell hit the wall and it imploded around the green energy for one moment before exploding in a rain of dirt. The animal that had run for cover shrieked as they were pelted with superheated debris that rained across the army in a wide arc.

After the debris had stopped raining down, Fluttershy’s army looked back at where Chrysalis’s spell had hit their front line. A low groan ran through their ranks at the sight of the massive hole nearly fourteen feet across that had opened up in the wall and demolished all the snares, palisades, and other traps.

From her position Chrysalis grinned as she both saw and heard Angel shouting at his troops, ordering them back to the front lines. They clearly did not want to go; she saw them trying to draw back into the tree line and arguing with the rabbit.

She had aimed for Angel’s side on purpose. His animals were the old kind, the ones not drilled in warfare by Chrysalis. Long Foot’s animals had seen the blast, but they had remained at their posts. They were clearly worried, but their discipline was holding.

On the other hand Angel looked like he was facing a near-revolt. The animals had seen Chrysalis’s power and they knew she could blast holes in their defenses if she chose. They wanted to go back and fight in the forest where she wouldn’t have such clear aim, regardless of the fact that they’d lose their established formations if they did so.

Chrysalis had expected anarchy in their lines, but she thought she might even get some of them to run. Fluttershy wasn’t moving from her position in the center of the army and Longfoot was staying with his troops. Angel might have ruled the animals around Fluttershy's cottage by fear, but that wasn’t working now, in face of a far greater threat.

The animals moved in a mass, pulling back. Chrysalis raised her hoof and felt her army tense as one changeling, ready to charge. When they clustered around Fluttershy she’d sweep in through the left side and rampage through their disorganized ranks.

The first few animals ran at Fluttershy, shrieking protests and pointing at the broken walls. Angel was kicking them, throwing them back, but he was a single rabbit trying to force far larger animals to move. He was helpless, and Fluttershy was distracted.

Chrysalis’s hoof shot up—

“My, my.” Discord stretched and yawned toothily. “Looks like there’s quite a fuss going on.”

His voice was casual, but it was magnified by magic so that it boomed out across the battlefield with unparalleled volume. The animals around the god of chaos covered their ears and stepped back, and the Angel’s retreating animals stopped in their tracks.

Discord got to his feet and the animals around him fell away. He nodded at Fluttershy who nodded back, and then the god of chaos turned to look at Chrysalis. He didn’t need to cup his hands to his mouth to speak; his voice was simply amplified so that he spoke to Chrysalis as if he were next to her, yet his words echoed with the distance.

“You talk a big game Chrysalis, and I’ll grant you that you know a few parlor tricks.” Discord flicked his fingers dismissively and sent a shower of sparks arching to the ground. “But you know, it’s pretty pathetic stuff. It might be able to make Celestia blink, and I’m sure you could impress a few rodents and birds that’ve never seen the real McCoy, but let me tell you, I think it’s pathetic.”

Discord began walking nonchalantly toward Chrysalis’s army. At this distance he was tiny, but his voice still echoed across the open ground as if he was right in front of Chrysalis.

“Let me give you a little taste of what real magic looks like.”

Chrysalis was ready for Discord to click his fingers and materialize a rain of fire, or some kind of deadly prank, but nothing happened. The draconequus just kept walking towards her, as if he were taking a stroll. He was still tiny, but he was growing—

Chrysalis blinked. Discord was growing. It wasn’t just that he was getting closer, he was actually getting taller. First he was just his lanky self, three times as tall as the average pony, but then he was as tall as a tree. Before he had taken ten steps his antlers were higher than even the highest tree, and his body had become gigantic, dwarfing even houses. Another step, and he was the size of Twilight’s palace. Another…

A shadow loomed across the changeling army, blotting out the sun. Chrysalis looked up.

Discord loomed above the tree line, a giant, a leviathan reaching towards the sky. His horns were the size of the largest tree; his eyes spotlights that gazed down upon the now-small army of changelings with contempt. With his bear paw Discord pointed down at changelings and his voice echoed across the battlefield.

“Ye small mortals who claim to sow havoc; know thine own despair and futility. Your masks and illusions are dust upon the winds of eternity. Petty schemes and plots are nothing compared to the madness in the hearts of mortals. Wheresoever lurks discontent and dissent in hearts so too shall my presence continue. I am Chaos. I am Change. Discord be mine name.”

Chrysalis took one step back. She couldn’t help it. She felt the Swarm shudder as Discord’s words broke upon them like the living tide. Several changelings passed out from the chaos god’s presence alone, but the rest of the Swarm stood strong.

And then, just as quickly as the terrifying realization of Discord’s true nature had dawned upon those present, it was gone. Discord was standing by Fluttershy again, no longer a colossus beyond description. He winked at Fluttershy and said in a stage whisper,

“How’d I do? I thought about pulling off some of the old Sturm und Drang, but I liked that speech too much to not use it.”

Chrysalis blinked, shuddered, and then sent a command through the minds of her army. They shook their heads and refocused, shedding their fears like water.

“Parlor tricks!” She shouted at Discord. “If you had that power, you’d have used it before! You may command chaos, but even you can’t fight all of us at once!”

Her changelings shouted their agreements and Discord scowled. He folded his arms and glared at Chrysalis.

“Seriously? I thought even you would take the hint from that. What, do I have to grow a beard and start waving a staff around before you get the message?”

Discord clicked his fingers and a wall of thorns rose out of the ground in front of Chrysalis’s army. The vines were the same as those that had attacked Ponyville once before; black and twisting, the thorns sharp as blades. They rose up and crept towards the changelings who had to fall back or be engulfed.

“I can make volcanos explode, turn all your soldiers into vegetables – I can even tell you what the fox says! You’re outmatched Chrysalis, in every sense of the word. I can do anything. All you can do is blacken an alicorn horn or two. Give up and I’ll put in a good word with Celestia for you.”

Chrysalis eyed the thorns. Not good. Time to put one of her backup plans into action. She sent a brief mental message out to a part of her army.

Discord was still gloating as the changelings retreated. He laughed, capered in place, and froze when he heard the explosion.

Boom.

The noise echoed through the forest. It came from far away, miles in point of fact, but the noise was still loud enough to shake leaves from the trees. Discord paused, and looked in the direction of the noise.

“Chrysalis. I don’t suppose you had anything to do with that?”

“Oh, me?” Chrysalis eyed the forest as the rumbling began. She’d have to time this right if she wanted the Swarm to survive. “What could I do? I’m just a changeling, not a wise and powerful chaos god like you.”

Discord looked around. The faint rumbling sound that had begun was growing louder. Much louder. “Not that I’m uh, worried, but what exactly did you do?”

“Oh, nothing. Not much of anything, really.” Chrysalis bared her teeth. “But would you care for a drink?”

Water. It was such a lovely thing. It could be drunk, used for bathing, waterboarding, and all kinds of delightful activities. You could even swim in it. But if you had enough water going in one direction you got only one thing.

Death.

Ten thousand tons. No, a hundred thousand tons of water. Several hundred thousand tons of water. That was how much the Ponyville dam kept at bay. All of that weight was kept neatly held behind a wall of stone, but what happened when you took away the stone all at once? Well, then you got a wall of water traveling hundreds of miles per hour. And if you aimed it right, you could wipe out a town within minutes. Or, perhaps, a land-bound army.

The roar of water preceded the actual flood by only a few seconds. Chrysalis spotted the water breaking through the forest as a gray-green tide with brown trunks of trees caught in between.

The water crashed through the Everfree forest, countless tons of water per second breaking down trees and smashing aside rocks as the energy of the dam spent itself in one charge. This was no flood. Such was the weight behind this wave that even the oldest trees in the Everfree cracked and tore themselves out of the ground, hurtling along with the water as it surged right at its target.

Fluttershy’s army.

And Chrysalis’s army, to be fair, but they had already jumped into the sky. The Swarm hovered in midair and watched the wall of water flowing at the helpless animals. They couldn’t fly, and the water was moving too fast to escape.

The animals below them were panicking, screaming and about to break formation. But there was nowhere to run. Chrysalis spotted Fluttershy shouting amidst the chaos, but she was just as helpless to save her people. She could fly away herself, but no more.

In fact, in the scene of confusion below them Chrysalis saw only one figure standing still. Discord. He stood, watching the wall of water approaching Fluttershy’s army. He was unnaturally still and silent, in fact. Almost like a statue.

And then he looked up. Even at a distance, Chrysalis recoiled. But then Discord looked away, and towards the water.

The flood crashed down upon the first ranks of animals and burst as it hit the wall of magic Discord created. The water spread out as it raged against the barrier, seeking a way around. With so much water, it would eventually spread out until it seeped around even the longest wall. This is what Chrysalis expected.

But the water spread, and spread, and still the barrier held. Even as the flood continued pouring water into the forest, the water halted at an invisible line that stretched across the forest. And it was boxed in.

A thousand paces across, and what must have been two thousand paces deep, a magical shimmering shield phased into existence. It rippled with every color of the rainbow and several not seen in reality, an ever-shifting shield of raw chaos energy. And the water rushed into it and the shield held.

First five feet. Then ten feet. Then fifty, a hundred. The waters rose in Discord’s magical barriers until they rose even higher than the Swarm was flying. The magical walls of water rose, but did not break. And the barrier held.

Discord was standing with his hands pressed against the shimmering magic, sweat rolling down his face. Gone was his expression of sardonic amusement. Now his eyes were focused with pure concentration.

At last the floodwaters stopped rising. They held at a point two hundred meters high and a thousand across, a wave held only by one creature’s magic. And then the waters began to move.

One step. Discord took one step and pushed the waters back. The entire body of water moved through the forest and then stopped. Discord paused to pant. Then he took another step.

The animals were keeping well clear of Discord. They feared to get near him, to disrupt his concentration. But a pegasus landed next to the chaos god and spoke. Chrysalis didn’t hear the words, but she saw the pegasus nod once, and then look up at Chrysalis.

The Swarm landed on the ground and Chrysalis considered her options. Fluttershy’s army was still intact, untouched. They were still entrenched in their formations. Only Discord had been removed, but he was still able to move the waters, and by the looks of it, slowly pushing them back towards the Ponyville dam.

Damn. But he was the biggest threat, and with him gone, the battle was entirely in Chrysalis’s favor. It was an acceptable result.

Chrysalis rose to her full height. It was time. “Changelings, attack!”

Her army roared and charged in one great mass. It was instantaneous; from their standing position every changeling ran at Fluttershy’s army in a howling mass.

Chrysalis outpaced her army with her longer legs. She had the greatest pleasure of seeing Fluttershy’s stunned expression right before she hit the first rank of animals.

Angel’s side had lost most of its fortifications when Chrysalis had attacked. Though he had finally managed to bully the animals back into place, they weren’t covered by their static defenses.

A squad of beavers made up part of the front row, holding long pikes of sharpened wood to fend off a charge. They took one look at Chrysalis charging at them and screamed. They would have run, but the animals behind them offered no escape. Instead, the beavers set their pikes in the ground and closed their eyes.

Pikes had been designed to kill a rushing enemy like horses. They were a battlefield changer that allowed infantry to deal with mounted forces, or smaller animals to fend off fast-moving creatures like ponies. At least, that would be the case if magic didn’t exist.

A barrier of emerald energy formed around Chrysalis before she hit the wall of pikes. She smashed into the ranks of beaver and sent them flying like bowling balls while the wooden pikes snapped against her shields. In truth, she probably hadn’t needed the magic at all. Chrysalis’s chitin was strong enough to deflect even Harry’s claws; the thin pikes the beaves used probably wouldn’t have been able to scratch her armor.

But the shield had other uses, too. Chrysalis saw the flash and felt the impact as lightning crackled, but didn’t even slow her mad rush. Fluttershy unleashed two more lightning bursts from her thundercloud, but then Chrysalis was too far in her army, and the pegasus had to stop attacking or hit her own animals.

They were all around her, beavers, squirrels, foxes, mice, birds, woodland creatures a fraction of Chryalis’s height. For all that they were brave, ready to fight changelings and die defending their home. But Chrysalis was a giant among changelings, and far more terrifying. Her magic shields made her invincible, and she was faster, stronger, and more ruthless than her minions.

Knives and wooden arrows bounced off Chrysalis’s shields. She lashed out with her hooves and flattened a badger as it ran from her and then punched twice. A small black bear that had been lunging at Chrysalis got a hoof to the face and the stomach. It reeled back and received a blast of magic that knocked it on its back.

She hadn’t killed it, though. The bear was merely unconscious, albeit with second-degree burns and probably a fractured jaw. Likewise, the badger and other animals Chrysalis struck were merely knocked unconscious; in the worst case with broken bones. She wasn’t killing them.

It was strategic, though. Chrysalis told herself that as she stopped to let her changelings catch up to her. Neither she nor her changelings were killing. They were under strict orders only to maim and hurt. Why?

Well, because it was smart. Chrysalis had thought it out. Why kill your enemy and have the Tree of Harmony resurrect them in all probability when you could put them out of commission for a few months? That was why she had made it clear that the changeling who killed an animal on purpose or by accident would soon be dead by Chrysalis’s hooves, very much on purpose. After all, she had to stick to the strategy. There could be no accidental casualties.

It made sense. And besides which, Chrysalis’s army could use the handicap. They were rampaging past Fluttershy’s lines of troops with ease. Part of that had to do with their sudden, reckless all-out charge. It flew in the face of conventional tactics and was the last thing Fluttershy would have expected Chrysalis to do. But it had still been an aimed assault.

Chrysalis grinned. Angel’s side was a mess as animals fled and were attacked from behind by her changelings. The bulk of her army was dragging animals off the field to be placed under guard and claiming Fluttershy’s fortifications in this area. But the rest of her army, the ones facing Longfoot on the left side and Fluttershy’s group in the center? They hadn’t moved.

Attack where the enemy is weak. Avoid where they are strong. Basic rules of war. Fluttershy could build the strongest defensive line for all Chrysalis cared; they could sit there while she attacked their flanks.

Chrysalis moved back behind the ranks of her changelings. Their mad charge had worked; they now occupied a considerable part of Fluttershy’s space, and were fighting their way towards the center of the army.

Fluttershy had drawn back and she was setting up a hasty defensive wall of animals to hold off the changelings. Chrysalis spotted Harry, Matilda and a few other bears she didn’t recognize holding the line at various points. They were backed up by some very burly beavers and a whole squad of birds that harassed her changelings from above. They were keeping her changelings back, especially since even her best warriors didn’t want to get in range of the bear’s claws.

That was fine. So long as Fluttershy’s heavy-hitters were occupied Chrysalis counted it as a victory. She gestured with one hoof and several changeling squad leaders ran to her side.

“Take a force and hit them from behind.”

The changelings nodded. Chrysalis watched them run to their men and then gallop to the side. Another lovely benefit of breaking into the right side of Fluttershy’s army was that they could go around the defenses completely.

The animals holding up the rear guard were the smaller rodents and animals with less combat experience. They were watching the front lines fighting and failed to notice the changelings until they were right on top of them.

Fluttershy noticed the changelings too late. By the time she deployed squads of animals to fend them off, they were already well engaged. Now her army was surrounded on three fronts; one side with the heavy fortifications that had yet to see combat, the embattled left flank currently stalemated, and her rear. And the changelings there were some of Chrysalis’s best.

“What’s that idiot doing?” Chrysalis watched Fluttershy’s army move with a frown.

Her changelings had formed a simple line formation with squads hanging back to assist, but they had advanced through the ranks of animals with little problems. The squads Fluttershy had sent to reinforce met the changelings with a clash, but they fell back just as quickly.

Chrysalis watched as a platoon of squirrels swarmed a group of changelings. Her soldiers fell back and two fell under the weight of animals, but just as quickly another squad of changelings rushed into the fray. The squirrels were instantly routed and captured and her changelings resumed the battle without a single loss.

At another point in the rear changelings fell back, retreating from a bear and sixteen beavers armed with knives. They forced the line of changelings back, but were unable to stall the advance on other points.

“Moron.” Chrysalis felt like shouting at Fluttershy. She was wasting the animals Chrysalis had trained. “You don’t send the ambush squads to the front. You mix them behind a wall of soldiers and draw the enemy in with a weak front line. Too strong and they circle around. Like this.”

Chrysalis nodded to one of her squad leaders. “Take three units and hit the bear from the side while the main force engages. Chew them up, but break away after the first few moments. Show that idiot how it’s done.”

The bear and beavers were pressing her changelings hard. Hindered by their orders not to inflict fatal wounds, the changelings weren’t able to subdue any of the animals without being stabbed or shredded by their companions. They fell back quickly and without injury, letting the squad of animals move in further, further…

Too late the bear looked up and saw that he was alone in a sea of changelings. He roared at the beavers and the animals turned to rejoin the main army. That was when three squads of changelings hit them from all sides.

The beavers went down like bowling pins, each tackled by a larger changeling. The bear managed to knock out five changelings, but went down eventually under the sheer weight of numbers.

And her changelings were still advancing! Chrysalis couldn’t believe it. Fluttershy’s animals were falling back in disarray now, a full-retreat that left many of their number to be captured by her changelings.

What was that idiot thinking? Was she truly that bad at tactics? She had no notion of how to use the animals under her command, none. If Chrysalis were her, she’d have pulled the squirrels back to use slingshots rather than fight. Two squirrels could launch a damn painful rock that could blind a changeling.

Why were the birds only harassing? They should have been dropping stones from high overhead like before, but they were scattered all over the battlefield. And having all the bears in one place meant their power as diminished. It would be far better to send them out in attack squads of four, with flanking groups of beavers to back them up…

Chrysalis caught herself grinding her teeth. What was she doing? She wasn’t on the enemy’s side. If their leader was incompetent all the better. It was just that she would have done everything differently if it were her…

A cheering from the battlefield snapped Chrysalis out of her reverie. She saw the advancing black line of changelings falter and halt in the rear battlefield and begin to move back. What was happening?

Longfoot. The rabbit had abandoned the left side of the army to command the rear guard. And he had brought reinforcements with him. Squads of beavers held pikes to fend off changelings while birds harassed them and mice brought down changelings after changeling one at a time.

That was proper tactics. Chrysalis grinned. Was she happy that the enemy was competent? No. Of course not.

Maybe. She had trained them herself, after all. If they couldn’t amount to this much…

But Chrysalis had to focus. She wrenched her attention away from that battle to focus on the conflict nearest to her. Angel’s side was still struggling, despite the fact that many of the bears and larger animals were defending there. She pointed, and more of her changelings squads leapt into the larger attacking body, so that a mass of black shapes was constantly trying to force itself into the heart of Fluttershy’s army.

Fluttershy’s animals were not the same as Chrysalis’s soldiers. She had trained her animals well. That was…Chrysalis amended her thoughts. She had trained the animals well. They could fight in formations and they knew how an army should fight. But for all Fluttershy’s animals had seen combat, they were still just talented amateurs. They’d seen battle, but not war. Their defenses had gaps in it, and if pressed…

There. A hole opened up in the struggling right flank as changelings pushed the animals further and further back. Angel clearly saw the gap and screamed orders but it was too late. Chrysalis had been waiting for that moment.

“Charge!” She howled. The two units of her elites took wing and sped towards the break in the enemy lines.

The embattled animals looked up to see the changelings flying at them. They tried to brace, but they were still locked in combat. Too slow, too few.

Fluttershy was in the air. She had a thundercloud in each hoof. She would have blasted the changelings, but Chrysalis shot green death at her. The pegasus had to dodge, and the changelings were too close to her animals. She could not fire.

The lead changeling warrior was in striking range of the animals now. He dodged between two beavers and ran at Angel. The rabbit had taken a position between two trees in the Everfree forest. He had used the great wooden trunks as shields for his animals to block the changelings as they fought. But they were as much a trap as a shield.

The changeling squads dove at the animals. Angel braced himself, a knife in his paws. The animals around him cowered in fear. A changeling flew at him.

And disappeared.

Chrysalis blinked. Angel was still standing with the knife in his paws. The changelings were still charging, but one had vanished. The squad leader slowed as he noticed. And then he was gone.

The changelings halted. The trees blocked Chrysalis’s view. Something was there. It moved from behind the trees, a blur of movement.

A changeling looked up into a gaping maw filled with teeth, saliva and death. The manticore bit down savagely, swallowed, and then tore two changelings to shreds with its claws.

Chrysalis opened her mouth. Her changelings fell back, afraid. The manticore was among them, and there was no escape—

Something screamed. No, somethings screamed. Three voices howled as one and a rank of changelings fighting at the rear exploded as a gargantuan figure appeared from behind the animals.

A creature part goat, part snake, and part tiger roared with all three heads and threw changelings back, pulverizing them with its claws, biting with all three heads as the animal defenders around it retreated. The changelings warriors fell back despite themselves. They were strong, unified, but who could match the coordination of three souls working as one body? Three-in-one, one-in-three. Chimera.

All across the battlefield new shapes had appeared. The creatures of the Everfree appeared from the forest, charging towards her army of stunned changelings with the madness of berserkers. Changelings fell back or fought and died. They could not stop the advance of these things.

Once, Chrysalis had entered the forest and pacified many of these creatures. But she had done so individually, hunting them with her army rather than face them all at once. A manticore by itself was no match for her, but five? And they fought with the animals. They were ferocious, terrifying. They could not be stopped.

Chrysalis’s encircling formation of Fluttershy’s army had turned from an overwhelming advantage into a huge weakness. Spread out as they were, her changelings couldn’t rely on reinforcements, and they were being attacked. Everywhere.

A cockatrice bounded out of the forest and froze eighteen changelings in a single glance. Chrysalis fired at it, but the beast dodged away.

A deafening roar made every head turn. From out of the forest a huge monstrosity with eight heads emerged. The hydra ran at Chrysalis’ army and her changelings scattered in terror.

Chrysalis stood her ground and fired her magic at the hydra. Coruscating bolts of green energy slashed through the air and detonated against the hydra’s scales. It flinched, and then retreated backwards in confusion under the onslaught.

Her brow streaming sweat, Chrysalis managed to force the hydra to retreat back into the forest. It hid itself in the trees, screaming at her as parts of its body smoked from her assault. But it was only one horror out of the many.

Thunder. Chrysalis looked up, panting. The sky was dark. It was midday, but the sky was dark. Why was it dark?

A shape blocked the heavens. It loomed taller than hills, tall as mountains. Something blotted out the sun and when it opened its mouth, the sound was terror given flesh.

Changelings were strong. They had evolved with tooth and hoof to fight monsters of all kinds, to absorb their enemy’s shapes, to become predator rather than prey. But mortals were not meant to fight legends.

It loomed over the battlefield. Then it stood up. The sky became night, and the stars appeared. It could destroy cities. Alicorn had not the might to stand against it. The race of dragons avoided it. It would not cease. It could not be stopped. It was doom and glory and the harbinger of ruin.

Ursa Major.

One paw came down. The ranks of changelings flew apart as the shockwave sent them flying. The Ursa Major hadn’t even hit them; it had struck the ground, yet the earth rippled and sent her forces flying.

Fluttershy’s army flowed around the gaps cause by the massive constellation bear, overwhelming changeling positions and burying her warriors by sheer weight of numbers. Chrysalis saw a changeling warrior go down under the weight of sixty squirrels and eighty smaller rodents. She didn’t see if he died. The Swarm’s consciousness was full of screaming, panicked reports and urgent requests for orders.

She didn’t panic. She didn’t panic despite the fear in her breast. She did not panic. She had planned for this.

“Fall back!” Chrysalis pitched her voice, but even her loudest roar – a match for the Canterlot Voice – wasn’t enough to be heard over the din of battle. But she issued her commands to the minds of her changelings as well.

The changelings flew back in disarray. They abandoned their engagements, some taking wounds in the process and flew in one great mass towards Chrysalis. But even that was costly.

Lightning ripped through their ranks. Fluttershy flew at the army, firing bolts of lightning that fried changelings where they flew. So packed together were they that each bolt struck a dozen changelings.

The warriors fell to the ground, stunned. The lightning didn’t kill them; they were not grounded so the bolts weren’t lethal. But Fluttershy’s army waited below, and they covered the fallen changelings as they fell.

So many casualties. Chrysalis’s horn raged against the invaders. She sent blast after blast of her most deadly spells towards Fluttershy, at the monsters of the Everfree, against the Ursa Major. It was no good.

The monsters fell back against her magic, and Fluttershy was forced to retreat back behind her army or be struck. But the Ursa Major? Even Chrysalis’ deadliest spells only singed its coat.

It roared at Chrysalis and she felt the wind change. It deafened her, but she would not fall back. She could not. She could not lose here.

Not again.

Her changelings were behind her now. Chrysalis dared not spare her attention for them, but she knew what they were doing.

The small bundles they had dropped at the start of the battle were unwrapped, their contents assembled. Each changeling had a match and a tube. Despite their losses, the changelings still numbered over six hundred. Enough for two volleys.

The Ursa Major advanced. It was not part of Fluttershy’s army, not entirely. It was clearly angry at Chrysalis, but it paid little attention to Fluttershy, her animals, and even the lesser creatures of the Everfree. They were beneath its notice. Wisely, they stayed well behind the Ursa, letting its thunderous footsteps precede their advance.

How in the hells had Fluttershy woken that monster? When Chrysalis had been advancing through the Everfree she had been extremely careful not to enter the areas where the larger creatures made their lairs, and she had given the Ursa’s den a ten-mile berth at all times. It couldn’t be controlled, reasoned with, or defeated. Except that this…pegasus had managed to wake it.

Not even dragons would fight an Ursa Major. Nothing had defeated one in the Swarm’s collective memory. Chrysalis gritted her teeth. Well, that would change today. She’d prepared to fight Discord if need be, but her weapons would work just as well on an oversized bear.

Each changeling was now ready. Chrysalis looked down the ranks of her army and saw row upon row of pointed cylinders aimed towards Fluttershy’s army. The animals had clearly seen what the changelings were doing and had retreated behind the Ursa. But the bear lumbered on, oblivious.

Chrysalis saw Fluttershy flying around the Ursa Major’s head. The pegasus was shouting desperately, trying to warn the constellation bear of the danger. But the bear had never known fear, and besides which, it was already too late.

The Ursa Major swatted irritably at Fluttershy. The draft of wind from its paw moving sent the pegasus crashing out of the air. Pity. Chrysalis let her changelings adjust their aim, although they couldn’t miss. The Ursa Major was five hundred feet away, but it still filled the sky.

Chrysalis recalled vividly the conversation with Fluttershy back when she had been Fake Fluttershy. Even then, the pegasus had annoyed her. But she had been passionate in her defense of one particular pony, even when Chrysalis had been set on killing her.

Why let a worthless unicorn live? Even if she begged for her life, she was useless. Not worth living. But what if she could make something? What if she had a talent, even if that talent wasn’t magic?

Chrysalis had never seen stage magic, but she hadn’t been surprised to find out even that wasn’t all magic. An incompetent unicorn like Trixie would get tired making too many special effects with her horn, so she used miniature explosives in her displays.

Explosives. Colored lights. Ponies used them for recreation and entertainment. Chrysalis had used them against Sombra, but they had failed. There hadn’t been enough, then. Only a few ponies knew how to make them, but coincidence upon coincidence, Chrysalis happened to know one of the best fireworks makers in all of Equestria.

The ranks of changelings aimed their fireworks at the Ursa Major as it closed the remaining space. Fireworks were hard to create. You needed lots of sulphur, charcoal, and bat crap for some reason. It was a dangerous; time consuming process. Even an entire industry would have been pressed to make enough fireworks for an entire army.

It turned out that a single unicorn could make a lot of fireworks if you threatened to cut her horn off.

“Fire!”

A six hundred changelings struck a match in unison. They touched their flaming sticks to the bottom of the fireworks.

The sky caught on fire. The Ursa Major blinked in surprise as hundreds of projectiles filled the air. The fireworks exploded before the bear could even react, and then there was sound and light.

Chrysalis stood behind the magical shield she had erected, but even she flinched. The sound was deafening. Fireworks weren’t ever meant to detonate at such close proximity; and these had been designed for destruction, not appearance. Not for the first time Chrysalis wondered why Trixie had ever lost to Twilight if she could make weapons such as these.

The Ursa Major was still standing when the smoke cleared. With a sinking heart Chrysalis saw it hadn’t been injured badly; the fireworks had barely done more that scorch parts of its fur off. Still, the explosions had done more than mere physical damage. The Ursa was shaking its head furiously and seemed disoriented; it tried to put one paw down and slipped to the ground with a crash that made the earth shake.

“Reload.” Chrysalis’s had to pitch her voice to make it past to ringing in her ears. “Prepare the second volley.”

The changelings fumbled with the cardboard tubes at their hooves. With extreme care they placed the still-smoking canisters of the first fireworks to one side and mounted the second round of fireworks once more.

The Ursa Major focused on the changelings in front of it with one dizzy eye. It saw the changelings reloading the fireworks and put two and two together.

The constellation bear got to its feet and roared. It lumbered forwards as the changelings desperately sought to reload their fireworks.

Chrysalis blasted the earth beneath the Ursa’s paws, tripping up the bear as it advanced. They just needed time for another volley. If a full-spread didn’t work, they’d blow the damn bear’s head clean off with a focused strike.

But the Ursa was approaching so fast. For a monster of such size, it could cross the ground like lightning. Even a grizzly bear could reach up to 35 miles per hour; a bear as large as the Ursa could hit speeds far beyond that.

They weren’t going to make it. Chrysalis saw her changelings fumbling with the fireworks, dropping matches, trying to aim the tubes at the Ursa. Even if they hit, they needed to strike the Ursa’s face. Time to order the retreat—

A flash of blue. Chrysalis’s turning head froze and whipped back. Something was hiding behind the Ursa Major. Compared to the massive purple Ursa Major the smaller shape was barely visible, hidden behind it as it was, but—

Chrysalis launched herself into the air and buzzed the Ursa Major. It paused to swat at her, but Chrysalis dove and made it around to the Ursa’s back. There.

Hidden behind the Ursa Major’s back the Ursa Minor galloped after its mother, mouth panting with exertion. It looked up at Chrysalis and flinched back from the changeling queen’s smile.

The Ursa Major was about to hit the changeling army. It raised one paw large enough to smash Canterlot castle in a single blow and prepare to destroy the insects with the effrontery to attack it. The Ursa only stopped when it heard the cough.

Chrysalis hovered right next to the Ursa, horn glowing with green magic. She saw one massive eye larger than her swivel to glare at her. The Ursa’s muscles tensed; Chrysalis sensed the bear deciding to swat her out of the air first.

Raising one hoof to her mouth, Chrysalis coughed theatrically again. She had to really project her cough to make sure the bear heard it. She gestured with her head, and the Ursa its head to look.

The Ursa Minor was quivering behind its mother. The smaller bear was trying to hide behind its parents legs, but it was still far too large to conceal itself. It was staring up at Chrysalis with fear, and Chrysalis’s horn was glowing with magical energy.

The Ursa growled. It was like hearing thunder rumbling right next to her, but Chrysalis didn’t hesitate. She amped up the magic in her horn and felt the spell radiating energy. She didn’t know how smart the Ursa really was, but it could understand a threat.

Slowly, the Ursa Major lowered its paw. Chrysalis lowered the intensity of her horn’s glow, but she still kept it lit. She locked eyed with the Ursa Major, and she saw fear in the bear’s eyes.

The Ursa Major bent down and drew its child towards it. Then, without a backwards glance it lumbered away from the battlefield.

Fluttershy flew after it. Chrysalis grinned to see the pegasus pleading with the bear. It looked at her, back at Chrysalis, and then exhaled on the pegasus. Fluttershy blown out of the air in a literal sense. She would have smacked herself against a tree and hopefully dashed her brains out, but something caught her in midair.

Discord.

Chrysalis stopped smiling instantly.

The god of chaos floated in midair and released Fluttershy. The draconequus seemed exhausted. He was drenched in water and had what looked like dried cement on his horns, but he was still able to fly. He waved jauntily at Chrysalis and flew to the head of Fluttershy’s army with the pegasus.

“Well Chrysalis, your little trap was quite a surprise,” Discord called out. His voice was less booming, and Chrysalis detected the exhaustion in it. But still. Discord’s presence was wearing at her like a physical thing.

He was too powerful. Chrysalis glanced at her army. Six hundred changelings. She looked at Fluttershy’s army. They’d injured, captured, or incapacitated probably eight hundred of them. That left over a thousand, and now there were nearly a hundred Everfree monsters in their ranks. Plus Discord. And Fluttershy. And a ton of stormclouds.

They were going to lose.

So, it was time for plan B.

“I don’t mind telling you, building a dam with one paw and holding back all that water with the other isn’t too easy, but I consider myself a decent multi-tasker,” Discord was saying. “And now I’m sort of mad. But what say you and I let bygones be bygones? You surrender now, or I’ll pulp your insides and make soufflé out of your army, deal?”

Discord extended one paw to shake. It grew obscenely large until it was able to reach Chrysalis over the distance between them. Chrysalis looked at the paw, at Discord, and then at Fluttershy. The pegasus was watching her expectantly. She knew.

“Let me think about it.” Chrysalis turned her head to look over her shoulder at her army.

“Fire!”

Discord growled. “Oh you—”

Six hundred explosions consumed the air around the god of chaos. They burst against the magical barrier he created. Chrysalis saw Discord’s grit his teeth as he strove to keep the shield spell working.

The smoke faded and Discord lowered his paw, panting heavily. “Took care of your little fireworks,” he wheezed. “Now, put your hooves above your head and kiss your—”

“Charge!” Chrysalis howled.

Her changelings leapt into the air and dove at Discord and Fluttershy’s army, screaming savagely.

“Son of a—” Discord formed another magical barrier, but the changelings dove around it. They strafed the animals and Everfree monsters, a wave of flying blackness.

Lightning crackled. Fluttershy blasted the changelings out of the air, sending the stunned forms of changelings crashing down to the earth where the animals pounced on them. The birds harried the changelings as well, although they were ineffectual against such numbers.

No, it was Fluttershy alone who held back the swirling maelstrom of changeling warriors. Her thunderclouds knocked them down by the dozens with each bolt, and the pegasus flew alone in the sky, untouchable in the nimbus of crackling energy she commanded.

A dark form shot out of the mass of changelings. Fluttershy turned too late and saw Chrysalis bearing down upon her. She fired her thunderclouds – sixteen bolts struck the magical barrier around Chrysalis and shatter it, but the queen remained unharmed.

Chrysalis tackled Fluttershy out of the air in an explosion of magical energy and electricity that blinded the animals and changelings around them. When they were able to look up, both leaders had vanished.

Discord shot into the air and cast around wildly. “Fluttershy! Where are you?”

He looked around desperately, but the changelings were all around him. They flew at him, shrieking and biting, and Discord was forced downwards.

The animals on the ground covered their heads or braced as the swarm dove at them. Longfoot and Angel rallied them, forcing the changelings to pull back. The hydra and other Everfree creatures stuck at the changelings, and Discord used his waning power to launch giant cupcakes at them. The battle raged on, but of Chrysalis and Fluttershy, there was no sign.

They had vanished.

Chrysalis reappeared with a pop of displaced air and immediately threw up all over her hooves. Several feet away from her Fluttershy crashed into the ground with a thump that Chrysalis felt through her hooves.

Teleportation. Chrysalis tried not to hurl again as she staggered upright. She wasn’t that good at it to begin with, and the burden of transporting two bodies such a long distance was intense. But she’d done it. She’d won.

The sun was lower in the sky, now. Chrysalis noticed that in the way one does, focusing on the tiny details while mind tries to restore balance. It was evening, and the sky was ablaze with golden orange and burning red. The battle had been raging for quite some time already.

The place Chrysalis had teleported to had less trees. They were more spaced out, and they were younger. This near the edge of the forest, they would muffle any sounds that might occur, but they were still far enough inside the Everfree that no one would ever find them. And where were they, exactly?

The graveyard. Chrysalis walked between the mounds of dirt and wooden figurines and tried not to look at them. She shouldn’t have brought war here, but it had been the only place she had known well enough to teleport to.

Fluttershy was moving, gasping for air. The air had been knocked out of her. Chrysalis saw her flailing on the ground, kicking gravestones in her panic. Yes, this was not the place for battle.

One hoof drew back. The pegasus only had time to see it flying at her before she herself was flying, into the air. Chrysalis punted Fluttershy out of the graveyard and into a tree fifty yards away and smiled in satisfaction. Far better.

One of the grave markers had been uprooted by Fluttershy’s careless hooves. Chrysalis propped it back upright and glanced around vaguely. It was a mess. She have to come back later and fix—

No. She shook her head. That wasn’t her job anymore. Chrysalis hesitated, and then took wing. She flew out of the graveyard and towards Fluttershy, who had barely begun to move again.

“Well, Fluttershy.” Chrysalis landed in front of the pegasus and watched her struggle to sit up. “Looks like it’s just you and me.”

“Chrysalis.” Fluttershy used one wing to roll herself to her hooves. She breathed out heavily and winced. She was favoring her side; Chrysalis guessed that even if she hadn’t broken her ribs, she’d certainly cracked a few.

“You’re seen better days.” Chrysalis smiled. “Need a moment?”

“Would you give me one?”

“No.” Chrysalis’s horn began to glow with magic. “I would never underestimate you like that. You’re within my range, by the way.”

“I can see that. Are you going to blast me, then? That seems quite cowardly, wouldn’t you agree?”

“Trying to trick me into a fair fight?” Chrysalis shook her head sadly “I don’t think so. Not that those knives under your wings would help you anyways.”

“Can I make one last plea for peace?”

“Again: no. I’m not giving you time for anything except a few last words. This ends now, Fluttershy. There are no more chances, no more ways to cheat, no places to run. You are alone.”

“I suppose so,” Fluttershy said calmly. “But it’s funny how life works like that.”

Chrysalis stared in horror. The pegasus in front of her coughed at her and wiped the blood on her mane. She grinned, weakly.

“I mean, what is being alone?” Fluttershy stepped forwards, and Chrysalis retreated, eyes suddenly wide. “You said it yourself. You can never be alone. As for me, I guess I could be by myself, but even then, magic can make friends.”

Fluttershy put one hoof on Fluttershy’s shoulder as the other pegasus came to stand by her side. The two of them stared at Chrysalis.

“It’s hard being alone, isn’t it?” This time Fluttershy’s voice came from behind Chrysalis. The changeling queen whirled and saw another Fluttershy emerging from the Everfree forest. “Life without friends, well, a pony could go mad from that. Maybe, once upon a time, somepony did. There’s a legend about that, you know. Pinkie Pie told it to me.”

“First there was one pony.” Two more Fluttershy’s appeared through the trees. The spoke together in unison. “But she found a magical pond. And then there were two.”

“And then there were four.” Chrysalis heard the rustling, and saw more shapes emerging from out of the forest. Fluttershy, the Fluttershy that Chrysalis had injured stepped forwards. “Four, then eight, then sixteen. Lucky for us, Pinkie Pie never managed to double her numbers beyond more than about two hundred, but I’m patient.”

Chrysalis backed up, but the Fluttershy’s were everywhere. They flew out of the night and landed in trees, they walked out of the forest, and they all stared at Chrysalis. Smiling.

“It turns out that the maximum number of clones the pond can make is one thousand.” The injured Fluttershy stood right in front of Chrysalis, but her face was everywhere. She grinned, and the expression flickered on every Fluttershy’s face at the same time. “Or rather, nine hundred and ninety nine fakes and one original.”

Chrysalis couldn’t breathe. The sun was fading, and the evening light made the forest glow orange and red. The color of blood and battles. The rays of light caught Fluttershy’s fur, and she glowed with golden light.

“One way or another, it will end tonight.” Injured Fluttershy said. “I’m sorry, but it’s come to this. I had hoped you’d changed, but you still kill, you still hunger for war. If I can’t save you, at least I can give you peace, Chrysalis.”

Fluttershy smiled with a thousand faces. “Let’s finish this.”

Chapter 15: Endings

Chrysalis had always wondered how she would die.

In older times as a small changeling she had never dreamed of defeat of course. That had changed once she had tasted war. Her mortality had been made known to her, and she had thought of death increasingly as she aged.

Not always. It was a thought that crept up on her in the dark times, after a bloody battlefield or in the rain and on dark nights when the moon hid from the earth. Then she had thought of it.

She had dreamed of dying in battle. Some great, far-off war where the mightiest armies clashed and she ended her life in battle against a legendary general. That, to the young Chrysalis had seemed an appropriate end.

Later, she had wondered if she would pass away at the hands of a younger queen, or by poison, accident, or simply of age. These had been mortal concerns, and she had let most of them pass her by. Many had challenged her for her throne. All had failed. Her changelings were loyal; if they were not, her death was not only inevitable, but necessary. And as for accident or age…these things simply were.

But always another thought had crept into Chrysalis’s mind, especially as she had grown. She had wondered many times, staring into the eyes of her subjects or watching the lesser races frolic and play, whether she would die alone.

Alone. It was a terrible thing to be. But Chrysalis had learned long ago that of all the creatures in all the world, she was unique. She was queen. There was no king. Perhaps only alicorns knew her despair, but then, even they were not alone. The twin immortals had long existed, and two more had joined their ranks already. Even they were not alone.

Of course, she had her Swarm. She always had her Swarm, her people. But she had realized sometime while she had been Fluttershy that it wasn’t the same as having a friend. Loyalty wasn’t the same as friendship after all. Obedience wasn’t respect, and though she knew her subject’s thoughts, they did not know hers.

So Chrysalis had been alone, and known she was alone. It had hurt terribly. But she had still fought and done her utmost to ensure her Swarm’s survival, their victory.

But now it was all over. Chrysalis knew how she would die, and she saw her death. They stared at her. They were all around her.

It wasn’t fair. She had done her best. She had planned, plotted, and fought harder than she ever had before. But still she had been outmaneuvered at every turn. And now she was going to die.

Alone.

“What’s wrong, Chrysalis?” One of the Fluttershys swooped closer. “Will you surrender? It is far too late for that, now.”

Chrysalis didn’t respond. No dragons, no final great war. Just a pegasus cloned a thousand times with ancient magic. There would be no heroic tales told of this night; in fact, if Fluttershy had her way no one would even know it had happened.

“Do you have any last words?” The Fluttershy flew a little closer. “I will give you that courtesy if you—”

One of Chrysalis’s hooves shot out. Fluttershy’s sentence ended in a gurgle as Chrysalis ripped her throat out. She fell to the ground, twitching.

Chrysalis kept thinking. No glorious end. She would be brought down by the cuts of a thousand insects. Yet brought down she would be. It was inevitable.

But think of it a different way. Think of it as a young changeling. Here she was, surrounded by a thousand copies of the only being that had ever humbled her. She had fought in a great war, against foes even dragons hesitated to face. She had faced down a god of chaos, turned back an Ursa Minor. She had unleashed floods and filled the sky with fire to destroy her foe. And now she was going to die, fighting a general. Perhaps not a great general of tooth and claw or magic and mystery, but a cunning one nevertheless. The greatest general of Equestria. Yes, wasn’t that enough?

Chrysalis looked up. Fluttershy stared back at her, patient, waiting. She smiled, and Chrysalis both hated that smile and loved it at the same time. Yes. It was enough. And also...

Fluttershy. Her mane is pink, her fur a light tan. Her eyes are the blue of sunny days and clear oceans. She is dominant in her left hoof, and she owns a small cottage at the edge of the Everfree. Among her friends are the Elements of Harmony of which she represents the Element of Kindness, but she also treasures the company of Angel the bunny, Harry the bear, and all the other animals who occupy the woods around her home.

She loves to sing, but is so cripplingly shy that she can only perform in front of her animal friends. Despite that, one of her greatest wishes is to be on the stage singing, as is her desire to be a flier like Rainbow Dash. Her official wing power score is 2.3, but in actuality it can reach up to 6.8 wing power or even higher in times of need. She speaks to animals, a talent unknown among any other pony, and she can use The Stare, a technique where she physically and mentally stares down her opponent into submission.

She has a ‘freaky’ knowledge of sewing and is actually quite picky about fashion, even though she would never voice her opinion. She is the world champion at staying quiet, and she has also killed over a fifty changelings with her bare hooves. Her knowledge of strategy and tactics is limited to books and limited experience, but she makes up for her weaknesses with creative plans.

She is a personal friend of Discord and has demonstrated the ability to fight with knives and can lead armies. She is ruthless and gentle. Cruel and kind. She weeps for the fallen even as she ends their lives. Once, she defeated a changeling known as Chrysalis.

Yes. Chrysalis smiled to herself. Maybe she wasn’t so alone at that.

It was time. She could see the other Fluttershys tensing, ready to act. But it was her last battle, hers to orchestrate. And shouldn’t she make it a little bit grand?

Chrysalis stepped forwards. Her horn shone with green magic and she spread her wings to their fullest extent. She faced the army of Fluttershys without fear.

“I am Chrysalis!” She shouted at them. “Come at me! I will destroy you a thousand times if that is what it will take! So long as I live, there will never be peace! I am war incarnate and the end to civilizations! I am Chrysalis! This is my death!”

Magic burst from Chrysalis’s horn as she leapt. With one hoof she broke a Fluttershy’s neck. With her wings she knocked another back and with her horn she unleashed a wave of magic that cut through countless more. They fell to the ground in pieces and the other Fluttershys attacked.

Chrysalis spun in a circle, her horn spitting magical blasts that blew holes in anything they touched. Her magic could kill many, but only if she was alive to use it.

Fluttershys ducked beneath her spells and approached. Chrysalis kicked with her rear hooves and then spun and lashed out with her forehoof. A broken ribcage, a fatal skull fracture. She ducked and gored a Fluttershy with her horn, blasting her off and into the sea of pegasi.

“Come on!” Chrysalis shouted as the Fluttershys hesitated for a moment. “Is that all you have? There are hundreds of you and one of me! Strike me down if you can or I’ll destroy all of you!”

“Very well.”

Two hundred Fluttershys spoke at once as they engulfed Chrysalis in a swarm. She blasted them with her magic, but they kept coming. Even if their faces were melted, even as their bodies broke or vaporized, they charged her.

So weak. So many!

Chrysalis struck one Fluttershy and snapped her neck in a single blow. Another grabbed her hoof, and another tackled her from behind. She was on Chrysalis, stabbing with a knife that broke on Chrysalis’s carapace. Then she bit Chrysalis’s ear.

Agony. Chrysalis roared and threw that Fluttershy off her, but another once ducked beneath her guard. Her wings slashed up like a sword, and Chrysalis’s eyes were stabbed by the feathers. She couldn’t see.

Blades struck her chitin. They failed to cut her, but then something smashed into her side. A stone? No. Boulder.

Rocks were falling. Chrysalis felt the thud of impact even if her eyes were injured. One hit rock her and she felt her armor crack.

She had to move. Chrysalis stumbled forwards and felt hooves pummeling her. They smacked her face, tore at her broken side, tearing, hurting.

Chrysalis forced one tearing eye open and her horn exploded in magic. Fire engulfed the pegasi around her. They screamed and rolled on the ground, but the flames burned them without cease.

She had to retreat. There were too many.

Chrysalis searched for a place to fall back to. Anywhere would do. A cave to funnel her enemies through, a cliff to place her back to. A bounder to shelter her sides, a tree—

But all she saw was Fluttershy.

Chrysalis spun and shot magic and bled and struck and bit and bled again. In time she didn’t need to worry about retreating. The piles of corpses provided more than enough cover.

Duck. Kick. Spell. Duck again. Dodge sideways. They were dropping rocks again. Crawl beneath the corpses for shields. A Fluttershy was waiting there. Chrysalis nearly lost an eye to the blade.

How many had she killed? Two hundred? Four hundred? She couldn’t see an end to their numbers, but already their bodies were piled higher than the treetops. She couldn’t use her horn anymore. Only hooves to fight with know. And teeth.

One of them stabbed her in the mouth as Chrysalis was shouting. If she hadn’t bit the blade off it would have reached her brain. Chrysalis spat the metal out and felt the blood run down her throat. Keep fighting. Watch out for the knives.

She couldn’t hear the Swarm anymore. Their voices were gone. Her mind was silent.

She was free. Free, and alone. She was always alone.

But at least she had Fluttershy to keep her company.

Had…had Fluttershy’s army killed them all? Or worse, had her changelings abandoned their queen? Did they realize that Fluttershy would be a better leader? A kinder one? A stronger one? Or did they simply no longer believe in Chrysalis?

It was so unfair. Fluttershy was winning. She always won. Even when the odds were against her, she reversed them. If only Chrysalis could do the same.

Wingbeats. Hundreds of them. She was approaching. Closing in on all sides. Chrysalis felt despair gripping her heart. There was no way to win.

If only…

Chrysalis woke up. Had she been sleeping? The chitin on her head felt cracked. Something had hit her. Okay.

She looked around. Fluttershy was trying to bash her with a rock. Chrysalis hit her and felt her bones snap. Good.

What was she thinking?

Oh. Right.

If only.

If only she could have been Fluttershy.

If only she hadn’t been born a changeling queen.

If only she had met them years ago.

If only…

If only she had made a friend.

They were hitting her. She couldn’t feel her horn anymore.

Chrysalis closed her eyes.

But let it not end like this.

Chrysalis opened her eyes again.

She couldn’t die just yet.

Fluttershy stepped out of the bloodstained clearing, covered in gore. Around her were her clones, hundreds of them still. Many were bloody, but some had yet to even strike.

“It is over,” she proclaimed. “Chrysalis is dead.”

“You are wrong,” Fluttershy said. “I do not believe she is.”

“I saw it with my own eyes,” Fluttershy said. “How can you doubt my word?”

“I doubt the word of a liar.” This time it was not one Fluttershy that spoke, but all but one. “I doubt the word of one who is not me.”

“What are you talking about?” Fluttershy asked. “It is only natural that I am myself.”

“But you are not yourself,” the other Fluttershys said. “For we can tell. You are a fake.”

Fluttershy stamped her hoof. “This is not so,” she said. “I have memorized every line and nuance of myself. I know all my memories and I can predict what I will say. This time I will succeed.”

“No,” the other Fluttershys said again. “You are a failure. You cannot be anything other than yourself. No matter how hard you try, you will not be us.”

“Why?” Fluttershy demanded. “Why not?”

“Because you are not smart enough,” one Fluttershy said. “You cannot plan as we do. You think in straight lines, but we make grand schemes for certain victory.”

“Because you are drenched in blood,” another Fluttershy said. “We are killers, but you have walked upon the graveyard of battle too many times to count. There is no forgetting that past.”

“Because for all you can look like us and even act like us, you still cannot understand us.” The last Fluttershy said. “You try, but you have not our kindness in our heart. You don’t even have our cruelty.”

“You are not us.” The Fluttershys spoke as one. “You can not be us.”

As one they turned their backs on Fluttershy, and she was left alone. She looked at her hooves, and then looked up.

“Well, fine. I’ll do it my way, then.”

Green fire burned the Fluttershys, sending many crashing to the ground where they screamed and writhed in agony. Fluttershy carefully blew on her smoking horn and shed her disguise.

“I cannot be you? What nonsense.” Chrysalis opened fire as the Fluttershys ran and flew at her. Emerald bolts of magic the size of baseballs blew holes out of Fluttershy’s head, or ripped apart her torso, removed legs and scorched off her wings. The bodies of the dead Fluttershys fell in droves as they struggled to advance.

“I’m a changeling. Mimicking ponies is what I do.” Chrysalis let the nearest Fluttershy get within striking range and crushed her head with one hoof. The other Fluttershys crashed against a shield of green magic. They struck at it with hooves and knives as Chrysalis continued.

“Maybe I don’t know your thoughts, and maybe I can’t understand all of how you think. So what? I’ll be you, but a better you. I’ll be a better Fluttershy, and this time, I’ll do it right.”

“No. You can’t.”

A Fluttershy tackled Chrysalis from behind. She felt a knife score her wings. One hoof went back; the Fluttershy’s head squished. It fell away.

Five more charged Chrysalis. She used a variant of Starlight Glimmer’s shield spell and roasted them in place. As her shield collapsed two knives bounced off her carapace. A third nearly took her eye.

Chrysalis staggered as a pegasus struck the back of her head. She whirled and blew it away with a spell. Her energy was fading.

Again Chrysalis charged. This time the Fluttershys fell back before her. Chrysalis’s horn glowed and she vanished in a burst of light.

The crowd of Fluttershys erupted in movement as each looked around. There was a pop of air – a flash of movement. Two Fluttershys fell to the ground, necks snapped. But no Chrysalis appeared.

Silence. Each Fluttershy eyed the others warily. This time the transformation was complete.

“You know, Pinkie Pie forgot who she was when she cloned herself with the magic pond.”

Fluttershy’s voice came out of the crowd, and the other Fluttershys looked around uncertainty.

“It’s funny. She couldn’t tell whether she was the real Pinkie, even though she would have remembered cloning herself first. Isn’t that strange? I mean, it could just be Pinkie, but what if copying herself that many times had affected her mind?”

Her voice was everywhere and nowhere. None of the Fluttershy’s lips were moving. Magic.

The Fluttershys exchanged glances and nodded to each other.

“One of us is fake. One of us is real.” The Fluttershys spoke in unison. They looked at each other warily. “Chrysalis is among us. She must be stopped. But we cannot tell each other apart..”

“Of course, I am the real Fluttershy,” one Fluttershy said. “There can be no doubt.”

“No, you must be Chrysalis.” Another Fluttershy stabbed the Fluttershy that had spoken in the back. She died, but then the Fluttershy who had stabbed was seized by another Fluttershy.

“She killed me, so she must be Chrysalis,” that Fluttershy declared and broke the stabbing Fluttershy’s neck.

“Hold on now,” another Fluttershy said as two more Fluttershys kicked that Fluttershy to death. “We all are the real Fluttershy. We know it, and we believe it. But one of us is fake, but she too believes she is real.”

“Well then, we have only one option.” Another Fluttershy said it, and the others agreed in unison. “We must simply kill each other so that the last one left is the true Fluttershy.”

“Agreed,” the rest said, and drew their knives.

They danced with silver in the sky. Angels.

The moonlight fell like rain upon flashes of radiance that could never be captured by any mirror. Swift strokes. Slow movements. Deliberate stops, careful arcs. Death cut flashes of light through the air.

With wing and hoof they ran or flew. Individuals, all fighting against themselves and the world. Each one was a target, each one was a hunter. One fell to blades, another to tearing teeth. A third brought down ten more and was trampled. They flew through the night and brought only death to the world.

The redness ran across the ground, a snake with ten thousand heads, melting into the ground and making the grass glow and shimmer in the moonlight.

And the bodies lay in the earth and did not move. Hundreds. Nearly a thousand.

In places they were piled higher than the tree tops. In others, only a few had fallen, marking their deaths in pathways of blood and gore. They covered the ground and hung from trees. They hid amidst the roots and in bushes, and they were silent.

One Fluttershy emerged from the carnage and stumbled to the edge of the clearing. Her wings were shredded; her body was bloody. It was all her own blood, of course.

She had lost her knife. Her hooves were cracked, and something had cut at her ears. Still, this Fluttershy moved, dragging herself through sheer will towards the trees. She topped and stared up at them, the dark sentinels of the Everfree. Then she spoke.

“Come out,” Fluttershy said hoarsely. She glanced around the blood-soaked clearing, stumbling slightly with blood loss. “I know you’re there. You wouldn’t risk dying here.”

For a moment, nothing moved. Then a pale figure detached itself from one of the trees and stepped into the clearing.

“Well done,” Fluttershy said to Fluttershy. “I didn’t expect that. But you have always been resourceful.”

“Spare me, Chrysalis.” The other Fluttershy said. “I don’t want to hear it.”

“Really?” Fluttershy looked disappointed. “I thought you’d learned your lesson. You can’t win this game, even if you play my part perfectly.”

“I am the real Fluttershy,” Fluttershy declared. Her blood ran freely and she staggered as she approached the other Fluttershy. “You are the imposter.”

“We both know I am not.” Fluttershy was injured. She favored one side and she moved as if some of her bones had fractured or broken. She eyed Fluttershy’s injures and saw how her blood fizzled and burned the ground. “You may be able to change your appearance, but you cannot change what is inside of you.”

“No.” Fluttershy lowered her head in regret. Her blood was green, not red. Chrysalis looked up, wearing Fluttershy’s skin. “But I want to.”

“You envy me,” Fluttershy said.

“I do.” Chrysalis bowed her head.

“Well then,” Fluttershy spread her wings. “Come. Take it.”

Fluttershy looked up into Fluttershy’s eyes. One pair was blue as the summer’s sky, the other greener than any emerald ocean. Neither looked away.

One Fluttershy leapt. The other drew a knife. It was knocked away by one hoof, and the two collided. They fell to the ground, struggling, biting.

First one was on top, smashing the other’s face into the ground. Then Fluttershy had Fluttershy’s wing in her hooves and twisted until bone broke. Fluttershy cried out and Fluttershy blinded Fluttershy with dirt. A rock was in Fluttershy’s hooves. She beat herself to the ground with it.

A raised hoof. One dodged, the other countered. Two hooves struck Fluttershy’s face and she fell to the ground, stunned.

Fluttershy pounced on the prone pegasus in an instant. Two hooves wrapped around her throat, choking her.

At last. Fluttershy held Chrysalis beneath her, desperately fighting to hold her down and keep her from breathing. The changeling queen thrashed wildly, with strength beyond any mere pony. It was all Fluttershy could do to hold on, but she was winning.

Air. Chrysalis needed air like any being. Without it she would die.

Would die. Fluttershy felt the pulse of blood beneath her hooves. She heard the rasping, gurgling sound. She held on.

Struggling. One hoof grabbed her own and levered Fluttershy’s hooves sback with insane strength. Fluttershy struggled to hold on, to constrict, to choke. She barely managed it. Chrysalis was just…too…strong.

Her hooves were forced back. Fluttershy heard Chrysalis take one short breath. She forced her hooves back and then air was gone again. Soon. She just had to hold on.

Chrysalis’s hooves kicked weakly against the ground. She was fading. Dying. Any second now.

She was trying to move Fluttershy’s hooves back again. Fluttershy didn’t let her. Chrysalis didn’t have the strength for it. She lay there, eyes fixed on Fluttershy’s.

And then she spoke.

She couldn’t speak. Not with words. Her airways were constricted; her breath was gone. But her lips moved, and Fluttershy read the words in the silence of dying.

“Take care of them for me, won’t you?”

Fluttershy’s heart stopped. The world stopped. Time stopped. Everything crystalized into one moment as she heard the words echo in her mind.

She could feel every beat of Fluttershy’s heart beneath her hooves. Her fragile skin, her soft mane, and deeper still, scars from burns covering half of her body. She never had Zecora’s potion – never regrew skin in an instant. Another sign. She had never copied that correctly, either.

Chrysalis’s hooves loosened in doubt. The pegasus beneath her breathed in suddenly.

She retightened her grip tightened and Fluttershy’s breath again cut off in a gasp.

Well, so what? She was Fluttershy. She was a better Fluttershy, a stronger one. A smarter one that could do all the things the old one couldn’t. She would protect Equestria, be the Element of Kindness, and…and…

Take care of them. All of them.

An army of animals. Her teams of elite fighters, able to take down any threat. Chrysalis remembered their pride in their ability, their unfaltering loyalty and dedication, their bravery.

But not their smiles.

She had trained them. She had helped them in her way, taught them ways to fight, to survive. But she had never fed them, had she? She had left that to others while she plotted of ways to hurt and kill. But she had done that – all of it – to protect them.

All her life, she had done everything to protect those she ruled over. She was a queen, not a princess. She could not be friends. That was her duty.

She had never seen her changelings smile.

Fluttershy’s legs kicked weakly beneath Chrysalis. Not to fight; a last spasm.

So what?

She could do it all. Everything the other Fluttershy could. She could learn to be kind, learn to be a friend. She would! She, Chrysalis wasn’t Chrysalis any longer, she was Fluttershy—

And Fluttershy looked down and saw the pony dying beneath her hooves. By her hooves.

The pony’s face was blue. No; Chrysalis’s face was blue. It was all the changeling deserved. She would die, and Fluttershy would burn the body. And she would die, and all would be well. Once Fluttershy killed her.

And then?

Her thoughts were racing. Her thoughts were slow. Fluttershy tried to understand. She would kill. And then? And then…what? What would Fluttershy be, once she had killed?

A general? No, that was wrong. She had tried that. An assassin? A fake? A pretender? But no, Fluttershy had still been Fluttershy. But what would that look like?

She was Fluttershy. Fluttershy didn’t kill. She had killed changelings, once. But that was not Fluttershy. Fluttershy was more than one action. She was a pony that strove for peace, and one that let a monster take her life. For what?

Fluttershy had killed, but she was no killer. And if Fluttershy killed now, she wouldn’t be Fluttershy any longer. At least, not one Chrysalis knew.

Two Fluttershys looked down at the pegasus dying before their eyes. One was full of darkness, but remembered kindness. It would protect Equestria, but couldn’t make others smile.

The other Fluttershy was the true Fluttershy. She was gentle, kind, and could be the Element of Kindness. But she was no killer. And if that Fluttershy killed there would be no going back ever.

And so two Fluttershys looked down and neither had the answer. She could not decide, and she could not understand.

What would Fluttershy do?

She didn’t know.

She couldn’t decide.

Because she was not Fluttershy.

Chrysalis let go.

At once Fluttershy began to choke and gasp for air. Her wings and legs spasmed uncontrollably as she took in one endless breath and then exhaled. For a little while that was all she did. Breathe in. Exhale. Breathe in.

Chrysalis watched her. At last Fluttershy could simply lie on the ground, wheezing. Her eyes were wide open, and Chrysalis could see them swivel around and then lock on her.

“I hate ponies, you know.” Chrysalis said it at last, into the night. “I hated your kind with a passion the instant I heard of you. Not just because I thought you were all weak and pacifistic, but because it seemed like changelings were mere copies of you.”

Fluttershy said nothing. Her chest rose and fell.

“It was so easy to take the place of Cadence, to trick everypony. I would have used Shining Armor’s love to conquer Equestria, to turn it into a prison for love and feed my Swarm until we could conquer new lands. It didn’t work, of course. Twilight was too smart, and I was too arrogant to think anyppony could see through my disguise.”

Chrysalis laughed softly, bitterly.

“I was a fool. But even after I was defeated, I didn’t change. That only came after I met you.”

Fluttershy’s chest rose. Chrysalis heard the rattle in her lungs as she exhaled.

“You humbled me. At first I couldn’t believe it was one lone pegasus and a few animals that had beaten me, but in the fire…at some point I think I realized how completely I had lost. You see, I’d been defeated before, but never like this. I went insane, both from that and losing my people.”

More silence. Chrysalis glanced at Fluttershy.

“I think you might understand the most. Changeling queens are meant to be solitary. We’re built far stronger than our subjects, and we give orders, but there is a cost. We’re meant to be just as loyal to the Swarm as they are to us. It’s instinct. So long as one drone and one queen lives, the Swarm continues. But what you did—”

Chrysalis shook her head.

“Madness. When I woke next, I was you. I guess that since I’d lost to you, and because I’d killed you I thought I could only be you, not me. If that makes any sense.”

She waited for Fluttershy to speak. Again, nothing.

“Anyways, I tried to be you. I tried to be nice and kind, but my take on that was that I needed to protect Equestria. I guess I still wanted to fight, or maybe I didn’t know how to do anything else. So I did what I knew: I trained soldiers and killed my opponents. But then something happened.”

Chrysalis looked at her hooves. She felt a mouse cradled between them, heard laughter, crying.

Silence.

“Suddenly, everything began to hurt. Losing soldiers is part of war, but they became people. I walk over the dead in my dreams, but you gave them faces. No matter how hard I tried, I couldn’t keep my heart away. You made me love them, and they shattered my heart. Was that the plan all along? Because if it was—you’re far more evil than I could ever be.”

No response. Chrysalis didn’t care. She went on.

“So I fought back, when I remembered. I tried to deny it had happened, erase it all. But it was already too late, wasn’t it? The instant 32443 rebelled, the instant I stopped sending the animals on suicide attacks and tried to protect them – you knew, didn’t you? All of a sudden the big bad changeling queen was afraid of letting her friends die.”

A flicker. Chrysalis glanced over. Fluttershy still said nothing, just kept breathing.

“But they weren’t my friends. That’s the thing!” Chrysalis pounded the ground. “They’re not friends. Friends don’t order friends around. They’re just my…subjects. Friends. Acquaintances. But I care about them even though they’re not my friends.”

This time Fluttershy looked as if she wanted to say something. But instead she just coughed and couldn’t stop coughing. Chrysalis let her. She felt empty inside. She sat back and stared at the piles of corpses rotting in the clearing.

“So. You cut my fangs without even needing to win, in the end. All you had to do was show me what it was like to be you. You did that, and I broke like a house made of twigs. Even at the end I tried to take you place. But I can’t. I can never be you, no matter how much I want to be. I wanted a friend, but I never got one, even as you. I’m alone.”

Silence. Chrysalis sensed Fluttershy rising, but didn’t look around.

“What happens next?” Chrysalis stared blankly at her hooves. Blood covered her still. The ground ran with Fluttershy’s blood. Even the moon couldn’t hide her sins.

“If I can’t be you – I can’t go back to who I was. I just can’t. But I’m a killer. There’s no salvation for me either.”

More silence. Chrysalis knew Fluttershy was right behind her. Did she have a rock? A knife? Or did she only need her hooves? It didn’t matter.

“Tell me!” Chrysalis’s vision was blurry. She wiped at her face. “What do I do?”

Silence. Chrysalis felt the tears slide down her face. They dripped onto the ground. Silence.

And then Fluttershy hugged Chrysalis. She put her hooves and her wings around her and squeezed. It wasn’t tight. It wasn’t painful.

It was soft and warm. Chrysalis blinked away her tears and looked at Fluttershy.

She was bleeding. Her mane was torn, her skin ripped. She had broken bones, dirt all over her body. But she was smiling. And she pointed up.

The night sky was filled with countless stars. They shone down from a radiant sky; not black, but violent and deepest blue, tinged with hints of celestial reds and orange, even green. How had Chrysalis never seen it before?

The colors danced above her head, and the world was silent. But in that silence there wasn’t despair, but something else. A song, a harmony Chrysalis had never heard before. It was new, and it played to the sound of her heartbeat. Hers and Fluttershy’s.

She could hear it; the other pegasus was so close. She could feel it, a fragile thing, but so strong. It seemed so odd, but Chrysalis had never been this close to another pony like this. She had never heard another heartbeat, touched another being like this. It wasn’t love. It was better than love. It was something she had never experience before.

It was not being alone.

Chrysalis closed her eyes. She felt tears running down her cheeks, endlessly, splashing against her hard carapace and a pegasus’s soft fur. It didn’t matter.

She didn’t have any friends. She didn’t have any friends, not even here. She had never earned them, never sought them. Not even Fluttershy was her friend. You couldn’t make a friend in a day, or change an enemy overnight.

But maybe, in that instant it takes to share a hug, the moment between a frown or a smile, in that time it might be possible to make a connection. To change a stranger into a person, a nemesis into someone like you.

She had no friends, but she wasn’t alone. That was enough.

“What…” Chrysalis had to swallow to speak. Her voice quavered in the night. “What…happens next? After this, I mean?”

Fluttershy smiled. Chrysalis didn’t have to see her to know she smiled.

“Everything.”

Chapter 16: The Next Day

Chrysalis sat and stared at her cup of tea. After a while she prodded it experimentally. The tea sloshed in the cup about but didn’t spill, probably due to the saucer. She debated drinking it, and decided that anything that looked like brown sewer water probably wouldn’t take good.

No help for it then. Chrysalis looked up.

“What am I supposed to do with this?” She asked.

Fluttershy raised one eyebrow. “Drink it. If you feel like it. Otherwise feel free to let it sit there.”

“Right.” Chrysalis went back to staring at her cup of tea. When that failed she surreptitiously glanced around the cottage.

Now that the old management had returned, animals once more scampered, flew, and occasionally buzzed around Fluttershy’s cottage. They were hard at work, clearing up the debris and giant hole in the ceiling and walls from Discord and Chrysalis’s first meeting. It looked like hard work, but Chrysalis had not been invited to help.

Rather, she was sitting at the kitchen table with Fluttershy, drinking or at least pondering the act of drinking tea. It was bizarre, but she felt so out of place just sitting here. It would have felt far more natural if Fluttershy had flipped the table over and used the tea cup to try and gouge Chrysalis’s eyes out. She would at least have been ready for that.

But here she was, drinking tea with a pony. Sometimes Chrysalis wondered how her life had gotten so weird. The silence felt awkward, to her at least. Fluttershy seemed perfectly content to remain silent, but Chrysalis had to speak or explode.

“Nice weather we’re having,” she ventured. “Of course, it’s always nice weather when you have pegasi that control the weather, right?”

Fluttershy looked up and sighed slightly. “You seem antsy, Chrysalis.”

“Antsy? I’m not antsy,” Chrysalis said, enjoying the excuse for the slightest confrontation. “What makes you say that?”

“Merely an observation.” Fluttershy said. “But how are you feeling, Chrysalis?”

“I’m fine. My wounds are healing, and the Swarm is resting in the forest.” That wasn’t what Fluttershy had asked, but she let it slide. “More importantly, what’s the next step?”

Fluttershy raised an eyebrow. “Next step?”

“What are we doing now?” Chrysalis gestured to the cottage and the teacups. “You patch both us up, you take me back to our armies and stop the fighting…now what?”

“We sit here and relax,” Fluttershy said. “We rest. You may sleep if you wish. My bed is open, but if you prefer I can make up a cot in the guest room.”

“And after that?” Chrysalis pressed. “If I don’t feel like sleeping, then what?”

“Just sit here. Enjoy the moment.”

Chrysalis tried. She really did. She lasted for about two minutes and then had to speak.

“How many died?”

Fluttershy sighed again and this time put down her cup. “You know, this conversation could wait,” she pointed out. “Maybe after we’ve both slept? This tea break is nice, but I could use some rest and another healing potion, come to it. So could you.”

Chrysalis glanced down at her body. Cracks riddled her hooves, her chitin was broken in numerous places, and her entire body was covered by a patchwork of bandages. Everything hurt when she moved, or come to that, breathed.

“I’m fine,” she said. “There’s more important things to do.”

“Maybe.” Fluttershy sighed and scratched at one of her own injuries, wincing as her hoof met bloodstained bandage. “But they’re not urgent. You saw your army and made sure they were alive Chrysalis; what more do you want?”

It had been a miracle of miracles. Chrysalis had emerged from the forest with Fluttershy, fearing what she would see. But rather than the sight of her slaughter changelings she instead found Discord with a giant glass bottle holding her entire swarm. There was also a giant bug net, but that was a minor detail. Once he had released him Chrysalis had regained her connection to the Swarm. They had survived, almost all of them.

Almost.

Fluttershy glanced at Chrysalis’s expression and sighed again, this time deeply. But she straightened up in her chair, wincing, and seemed to focus more on Chrysalis.

“58 animals dead,” Fluttershy said. “And our rough count is 137 changelings.”

“139.” Chrysalis said flatly.

Fluttershy inclined her head. “I’m sorry. We tried to reach them, but the Everfree monsters were far too efficient at their jobs. I couldn’t control them entirely; just point them in your direction.”

“The defeated have no right to complain.” Chrysalis said the words mechanically.

“It’s not about rights, it’s about what’s right.” Fluttershy looked at Chrysalis with something approaching sympathy. “If I could, I would have made it a bloodless battle. I suppose you could say it was due to the threat you represented that I couldn’t hold back.”

“Thanks.” Chrysalis said sarcastically. She paused and closed her eyes. “Still. So few casualties? In any other battle of this scale I’d have expected hundreds more deaths – at least a thousand on your side. How did you manage to do it?”

“Zecora,” Fluttershy replied simply. “And Discord.”

“That’s me!” Discord popped into the cottage. Chrysalis nearly flipped the table over in surprise. He waved cheerfully at Fluttershy and Chrysalis. “Is there gossip afoot? Oh, my ears are burning!”

“I still don’t understand,” Chrysalis growled, coughing and waving away the smoke.

“Zecora has quite a number of exceptional healing potions as you know,” Fluttershy said. “WE used that to treat any animals we could reach in time while Discord also teleported animals in and out before they could be killed and replaced them with fake clones.”

“Stunt doubles,” Discord put in helpfully as Longfoot doused his head with a bucket of water.

“What?” Chrysalis snarled.

“Discord, please.” Fluttershy sighed. “They were just bodies made out of dirt magic.”

“Dirt magic.” Discord huffed. “It was beneath me, both figuratively and literally. But it fooled you, so I suppose it worked.”

“You were occupied with the flood!” Chrysalis said. “It was all you could do to hold it back!”

“The flood?” Discord scoffed. “Oh please. As if a few hundred thousand tons of water would make a difference. Haven’t you heard of acting? Per Fluttershy’s instructions we all pretended to let you win, even though I could have squashed your army with one thumb. Your little tricks would never have worked if in a real battle.”

Chrysalis’s eyes blazed. She opened her mouth for a cutting retort – or failing that, a cutting bite but stopped as Fluttershy rested one hoof on her shoulder.

“You are not helping, Discord.” Fluttershy glared at Discord. “I’m sure your help would be greatly appreciated by Angel in the cleanup process…elsewhere.”

“Fine,” Discord huffed. “But I reserve the right to needle Chrysalis unmercifully at a later date.”

He clicked his fingers and was gone.

“I’m sorry.” Fluttershy turned back to Chrysalis. “He isn’t cruel, just thoughtless. You can’t change his nature too far.”

“I wouldn’t know anything about that,” Chrysalis growled. To her surprise, Fluttershy hid a small smile at that comment. “But if what that idiot was saying was true, then you could have wiped out my army with Discord. So the entire battle was a setup?”

“More or less.” Fluttershy took a sip of tea. “Parts of it were orchestrated. Discord could have easily swayed the battle so he had to pretend to be occupied – the floodwaters were well timed. But as for my army – no. They had to fight hard to keep you from advancing too far, and they didn’t have to pretend to fall back. It was just as well they were aware of the ruse, or they might have broken and run after you charged in.”

“You mean they knew?” Chrysalis was incredulous. “They knew, and they still fought? Why? Did you force them?”

“Of course not.” Fluttershy looked mildly indignant. “I explained everything to them. My plans, what I hoped to accomplish, and the nature of the battle.”

“Then how—”

“I asked for volunteers,” Fluttershy said simply. “I had to turn away more than half to make you take the bait.”

Chrysalis stared at Fluttershy. More than half—

“You mean you had six thousand animals under your command and you didn’t use them? You—you—” Chrysalis spluttered, “you would have been able to sweep my army away under sheer weight of numbers!”

“Yes, but I would have lost you.” Fluttershy pointed out. “And you forget: if I had forced you to fight till the end, casualties would have been far, far greater. As it stands, two armies fought in a prolonged battle resulting in less than 200 casualties. It is an acceptable result, if not a desirable one.”

Chrysalis looked at Fluttershy. For the first time she felt uneasy in the pegasus’s presence.

“You throw away your so-called friend’s lives like dirt, then.” She told Fluttershy. “How is that kindness?”

Fluttershy turned her head and Chrysalis flinched. “One life for many, Chrysalis. It makes no sense mathematically, but kindness doesn’t weigh lives. Save who you can and pay whatever price it takes. You could say that is the cruel edge of pure kindness.”

“…Monster.” Chrysalis said at last.

“Yes.” Fluttershy held Chrysalis’s gaze. “A pragmatic monster. You are more valuable than a thousand animals. If a foe such as Tirek or Sombra appears again, you are one of the few who can stop them. It is worth countless lives for such a valuable piece in this war.”

“What war?”

“The war to protect Equestria,” she said. “You started it yourself. I don’t intend to be quite as aggressive in pursuing potential threats as you were, but I do agree it’s right to have some backup plan in case of emergencies.”

“Regardless of the cost?” Chrysalis pressed. She could see the piles of dead animals in her mind. “Do you remember the disastrous battles we’ve fought? You’d still engage enemies, knowing what will happen?”

“…Selectively yes,” Fluttershy replied. “Obviously full-scale engagements like those against Sombra and Tirek would be out of the question, but if it comes down to it, I can be a monster again. The few animals who fight and die as well as myself are small prices to pay if it means losing thousands instead.”

Chrysalis was silent. She could find no argument against the cold logic Fluttershy spoke of except that which came from her aching heart.

“Besides which,” Fluttershy added, “the Tree of Harmony might revive them. It did once before when we triggered our Elements – it may do so again.”

“I still don’t understand that,” Chrysalis muttered. “It brought back my changelings and your animals. Why? What has that to do with harmony?”

“Well, is war very harmonious?” Fluttershy asked. “I rather think it isn’t. And all the lives lost leads to a huge gap in the ecosystem of the forest, not to mention those affected by the deaths. All that suffering, all that grief and loss…I rather think that the Tree could sense that and used its power to fill the gap?”

“That makes sense,” Chrysalis conceded. “But my changelings? We are death and pestilence incarnate, not peaceful animals.”

“I think that statement is true,” Fluttershy said carefully, “but also false in every respect.”

“Oh?” Chrysalis straightened in her seat. “I think the trail of burning nations we left in our wake would beg to differ. Changelings have never coexisted with other species before.”

“Yet there was a period where one changeling did her best to preserve harmony and peace,” Fluttershy pointed out. “And now I think that war is the last thing on your mind at the moment. In this new situation, it would be far better to restore the changelings rather than let a people die out, am I right?”

“It still seems completely backwards,” Chrysalis muttered. “We may not be at war now, but we certainly fought one against you lot! Our history has been nothing but deceit in violence – many would call us pure evil. How can this Tree of Harmony allow that?”

“If the Elements of Harmony represent good, evil must be present too. You may be disruptive and chaotic, but without these things how do we define harmony and peace?”

Meditatively Fluttershy sipped at her cup of tea. “I talked with Zecora about that. Harmony may mean no strife most of the time, but it does seem odd that it also means blasting a giant magic-absorbing centaur as well. Strife must be a necessary component of harmony, or else why would the tree allow it?”

“Maybe it’s one of Discord’s damned seeds,” Chrysalis growled. Her head hurt just thinking about what Fluttershy had said. “I can’t understand it.”

“The Tree is certainly hard to fathom,” Fluttershy agreed. “But at the very least, it does seem to want to change this world for the better. Perhaps the tree just dislikes death and slaughter. Besides which, what is a queen without her subjects or a caretaker without her friends? I suppose we must just be happy for our blessings.”

“Fine then,” Chrysalis said. “It’s a bloody miracle. But tell me something else while we’re sharing all this lovely information.” She paused and glanced at Fluttershy.

“Go on,” Fluttershy said gently.

“Why did you save me?”

Chrysalis glared at Fluttershy. The pegasus set down her cup and sat in silence for a moment.

“I know you must despise me,” Chrysalis said. “After all, it was my changeling that attacked your friends. I tried to kill you and every creature in the Everfree, and I was marching an army to destroy Equestria. After all that, after all the fighting we went through – what made you turn around and decide to try and save me?”

Fluttershy was silent. Chrysalis waited for several minutes until the pegasus finally looked up and spoke.

“At first I did hate you,” Fluttershy said honestly. “I hated you with more passion than I hate hated – well, I had never really hated anything before that. I hated all changelings, and I wanted to kill you all. And so I did. It was a cruel, cold war I fought.”

“It was brilliant,” Chrysalis said.

“It was not.” Fluttershy held Chrysalis’s gaze. “It was vengeful. You said it yourself. I could have called for reinforcements. I could have let others take care of it. But I wanted to hurt you all. So then I fought you and you defeated me and killed Angel.”

“I can’t imagine how you would have forgiven me after that,” Chrysalis said. “He was – is your best friend, right?”

“He is.” Fluttershy smiled out the window. “And if he were not alive, maybe I would have still tried to kill you. But after that day, after I awoke half-dead and burned…I didn’t hate you after that.”

“Why n—”

“I was too sad to hate,” Fluttershy said. “I was too full of sadness after I realized what my war had cost me. I came back to the cottage, fearing you had killed my friends and every pony I knew, only to find you helping them. Bandaging their wounds, pretending to be me.”

“That was because went insane,” Chrysalis pointed out. “It was all delusion.”

“Was it?” Fluttershy looked at Chrysalis. “Was it all just part of the act? You helped them. You even learned how to speak to animals, a feat no other pony has achieved.”

“Well…” Chrysalis traced patterns on the table, unable to meet Fluttershy’s eyes. “It’s not hard. It’s like speaking to changelings, really.”

“Regardless of what happened, you helped them,” Fluttershy told Chrysalis. “That was enough to make me doubt. And though you hated me as I pretended to be a fake changeling, and though you were cruel at times and violent, I couldn’t find it in myself to hate you any longer. You were broken as much as I from that battle. Both of us had lost everything.”

Chrysalis was silent. She couldn’t look up and meet those deep blue eyes.

“At some point I stopped hating you, Chrysalis.” Fluttershy said quietly. “At some point the ice in my heart melted, and realized how much my vengeance had cost me. And when Angel and all of my friends returned, I knew that killing you couldn’t be the right answer. That was when I decided to give you one more chance.”

Silence. Chrysalis sought for the right words and found none.

“Well, it worked out in your favor,” she said at last. “And now you have two armies at your disposal.”

“Two armies, but no enemy,” Fluttershy said reprovingly. “Besides, I think your people and mine have had enough of fighting. There is no Tirek to fight against, Chrysalis.”

“Starlight is still out there,” Chrysalis pointed out. “She could still be dangerous.”

“Yes,” Fluttershy said. “I have my friends looking for her. Discord will keep an eye out too, but she is one unicorn in the end. Not nearly as dangerous as you, Tirek, or Sombra.”

“She may just be a unicorn,” Chrysalis said flatly, “but aren’t you just a pegasus? Come to that, Twilight Sparkle was once a unicorn too.”

“Fair point, but aside from looking for her, there’s not much else to do,” Fluttershy said. “Your changelings might be able to scout the more populated cities and towns, but for now I think we must wait and see what Starlight Glimmer does.”

Chrysalis scowled, but she had to concede that Fluttershy was right. Mentally she ordered a fifty of her changelings to immediately prepare for departure and infiltration.

“So now what?” Chrysalis finally said what was really on her mind. She looked at Fluttershy expectantly, and with not a little bit of trepidation.

“Excuse me?” Fluttershy said.

“Now what?” Chrysalis was snappish with nerves. “What are you going to do with me? If I’m a pawn in some great war, I’d like to know what I’m supposed to be doing. And if you’re going to punish me, I’d rather you did it now than later.”

“Punish you?” Fluttershy blinked. “No. I wasn’t going to do anything of the sort. And as for plans…I was rather thinking it would be better if you kept pretending to be me.”

“…What?”

“You didn’t do much of it before, but now I believe you might actually learn from the experience,” Fluttershy said, sipping from her cup. “It wouldn’t be all the time of course, but if you and I alternated days—”

“Cut the horsecrap!” Chrysalis slammed her hooves on the table. All the animals in Fluttershy’s cottage froze in alarm, but Fluttershy did not. Rather, she stared at Chrysalis’s hooves until the changeling queen withdrew them.

“What’s the problem?” Fluttershy asked.

“Me? Be you?” Chrysalis spat. “Wasn’t that the entire problem to begin with? And why in Tartarus would you want me around your friends? We’ve already agreed that I’m not going to play nicely with ponies.”

“As Chrysalis you wouldn’t,” Fluttershy said. “As me I hope you would act somewhat differently.”

“And you want me to learn how to be kind, is that it?” Chrysalis snapped. “Or is this just another suggestion? Can I waltz off without being punished too? It doesn’t seem like you have any intention of doing that either.”

“Would you like me to?” Fluttershy inquired.

“It would certainly make a lot more sense than pretending nothing happened at all!” Chrysalis was shaking slightly, although she wasn’t sure if it was with anger. “You beat in battle; you recruit me to protect Equestria – and now what? You want me to pretend to be you to learn how to play nice, and you don’t even try to get revenge for everything I’ve done.”

“And I’m guessing you would do the exact opposite were you in my hooves,” Fluttershy guessed.

“I would.” Chrysalis glared at Fluttershy. “Surprised? That’s who I am.”

“Not in the least.” Fluttershy sighed and put down her cup. “But Chrysalis, I think you’re wrong on several points.”

“Enlighten me, then.” Chrysalis was still trembling, but she managed to sit back down. Her eyes were locked on Fluttershy, but the pegasus still seemed totally calm.

“You speak of vengeance and retribution, but that’s because you’re warrior,” Fluttershy said. “You need to be cruel, or at least merciless with your enemies.”

“It’s the only way to survive,” Chrysalis said.

“Yes, but I’m a pony. I’ve lived in a peaceful nation, and we have little need of soldiers or warriors. Our worst criminals are imprisoned, never killed. And even villains such as Discord we try to reform. You see, I know that there is a way to reform others, while all you know is killing. You may think your actions merit only death, but that is how you were raised. The way I was raised, I see death as a waste.”

“As to punishment…” Fluttershy trailed off and looked at Chrysalis with sympathy. “No. I don’t believe that’s necessary. Not because I couldn’t do it or because it’s against my principles, though.”

“Then why—”

“Chrysalis. What could I do to you that would hurt more than not doing anything to you?”

Chrysalis froze. Fluttershy’s calm stare suddenly pierced her like an arrow. She felt it tear through her flesh and reach for her heart.

“Kindness is quite painful, isn’t it?”

She knew. Chrysalis saw it in Fluttershy’s eyes. She could see the dead at Chrysalis’s hooves, hear them whispering in her ears when she tried to sleep. Maybe she too could see the blood-soaked corpses standing around her. She knew, and that was why she wouldn’t punish her.

Because it hurt more that way. Because a bit of kindness was far crueler than plain cruelty itself.

Her heart hurt. Chrysalis hung her head. Kindness. Cruelty. They were too close together, and the pegasus in front of her wielded both like a double-edged sword. Face with it even Chrysalis’s armored heart was slowly sliced open and salted for good measure. If she had known what Fluttershy was capable of, she would have never attacked Equestria to begin with.

Come to that, if she had learned even half the lessons Fluttershy had taught her, she would have come to Canterlot with peace and words rather than with deception and war. It was humbling to think what a mere pegasus could—

Chrysalis’s head snapped up and she looked at Fluttershy. The pegasus was busy talking with Angel and didn’t notice her stare.

Wait a minute. What Chrysalis had learned? Yes, she had learned a lot from Fluttershy it was true. But it was the cadence of the thought, the way she framed it in her mind. In this situation – let’s say it was just chance, but here were two beings. A learner, Chrysalis, and a teacher, Fluttershy. It was almost like—

Twilight Sparkle and Princess Celestia. Chrysalis’s jaw wanted to hit the table, but she covered that by taking a huge gulp of tea. That was what Fluttershy was doing. She was teaching Chrysalis just like Princess Celestia had once taught Twilight Sparkle. Except that in this case, the lessons weren’t all about friendship, but about kindness, with friendship as the side dish. And it wasn’t an alicorn princess teaching a unicorn, it was a pegasus teaching a changeling queen.

That sneaky rat with wings. Chrysalis had never admired a pony, but she admired Fluttershy now. That kind of sneaky deception was changeling-style trickery. But now she knew about what Fluttershy was trying to do, she could manipulate the situation to her advantage. If she pretended to accept Fluttershy’s words, she could trick the pegasus and gain leverage—

Chrysalis’s mind slowed as she examined what she had just thought. That had been her instinctual reaction. She could do all that of course. Or…she could learn what Fluttershy was teaching.

“Chrysalis?” Fluttershy glanced over at her with a slight frown. “Are you alright?”

Chrysalis realized she was staring at Fluttershy with bulging cheeks full of tea. She hastily swallowed her mouthful of tea. It didn’t taste that bad, actually.

“I’m fine,” she said.

“You seem tired.” Fluttershy peered at her face. She had such a calm face on, all the time. It seemed unreal, probably because it was unreal. It too was an act. She was pretending to be in control, so that Chrysalis wouldn’t doubt her. But she didn’t doubt her even though she knew.

“You should sleep,” Fluttershy said. “Rest. We can discuss the details of how you want to live here or do next later – it’s up to you.”

Chrysalis doubted that. Fluttershy had an agenda, and she’d manipulate or trick Chrysalis until she got her way. Chrysalis felt inclined to let her.

“Let me just say this,” Fluttershy said. “I know you still hate me, and probably most ponies Chrysalis. But you’ve changed a lot since I first met you back in Canterlot. You may resent us for so much, and me in particular, but even if you think I’m wrong, even if you dislike it – would you try to live here in peace for a while?”

Her eyes were on Chrysalis. Fluttershy’s face appeared calm, but for the first time Chrysalis saw the tiniest fluttering in her wings. She looked into Fluttershy’s eyes, and saw the eyes of a killer, a saint, a general, a healer. And there was only one thing she could say.

“I’ll…try.”

Bon Bon spotted the Canterlot Royal Guard the instant he walked past her table in Ponyville. Oh, he was doing his best to pretend he was an ordinary pony, but his stature – that of a stallion nearly as big as Big Mac, and his military posture were dead giveaways. The Cutie Mark of a sword and mace on his flank did not help either.

She sighed inwardly, but ever since the monster hunting bureau had closed, the quality and quantity of Celestia’s secret agents had decreased considerably. Still, she knew her mission.

Bon Bon or rather, Agent Sweetie Drops pretended to order a cup of coffee and waited as the Royal Guard rather unimaginatively did the same. He could have at least ordered a meal. But she suspected his orders were to report back to the capital once he had made contact.

As the waiter bustled away the guard stood and as he went to the lavatory brushed by Bon Bon’s table. She studied the note he had slipped her, read it, ate it with a sip of coffee to wash it down, and was idly watching the passersby when he returned.

“This is agent Bon Bon,” she muttered, pretending to be looking into her cup of coffee. “Commencing observation of target Fluttershy as ordered.”

“Understood.” The other pony stood up and politely waved Savoir Fare over to pay his bill. He left without a backwards glance.

Bon Bon sat back and sighed inwardly while pretending to enjoy her coffee. Priorities. Observation of Fluttershy would be difficult given the pegasus’s seclusion and the animals around her. She had an appointment with Twilight Sparkle to clean her animals today – start with that.

The unicorn agent got to her feet, paid, and left. No pony looked twice at her as she made her way out of Ponyville and stealthily moved off the road as she approached Twilight’s cottage. No pony would have heard her stealthy hoofsteps, seen her ghostly form, or pierced her cunning camouflage as she blended with a bush. No pony.

Chrysalis sat on a cloud and scowled down at Bon Bon as the unicorn wriggled her way closer to the cottage.

“Amateur,” she said to herself.

So. Celestia had made her move. It was sad that after exchanging stratagem and cunning ploy after ploy with Fluttershy, Chrysalis’s only real threat now came from Celestia. Sending a secret agent to observe Fluttershy was only surprising in that Chrysalis hadn’t known Celestia had any secret agents. She supposed it beat using the royal guards, but only just.

Bon Bon stealthily crawled through the forest and Chrysalis wondered whether she should warn Fluttershy. That was what a friend would do.

But Chrysalis wasn’t Fluttershy’s friend, and Bon Bon had already been spotted by at least ten birds and three squirrels. Rather, she was just…annoyed.

Given her druthers, Chrysalis would have normally fallen from the sky and squashed Bon Bon before assassinating a few ponies in Ponyville and retiring to the forest to hear the lamentations of her victims. Normally.

But she was a student now, a student to Fluttershy. She couldn’t do anything violent to Bon Bon that would expose her cover, and she
couldn’t do more than pretend to be a pony. There was no war to be had, no grand enemy to face. There was Celestia of course, but she wasn’t a danger. There was no threat.

And was that a bad thing? Chrysalis had to think hard. She felt annoyed. Because she wasn’t in danger? Well, yes. Odd. Her Swarm was alive, she had no enemies worth noting, and all she had to do was learn about kindness and friendship. Which was annoying.

Why?

It was because she was a warrior at heart. It was because she had been defeated, and resented taking orders from anypony else. It was because Discord was annoying he kept throwing lobsters at her when she wasn’t looking.

But really, it was just because Chrysalis didn’t want to admit that Fluttershy was right. She didn’t want a friend, and she didn’t want to be kind. But she had to try. Because…because she was tired of being alone.

But friend? Chrysalis made an unhappy face and spat over the side of her cloud. It sounded so…ponyish. It sounded like the kind of propaganda Celestia spouted. It sounded weak.

It sounded nice. And Chrysalis wasn’t sure she could do nice.

No. That wasn’t exactly it. Chrysalis closed her eyes. In her mind she could admit the truth. She wasn’t sure that she deserved nice. And though she wanted it, she couldn’t imagine making a friend. How wonderful it would be. How terrible.

What would it be like? Chrysalis was afraid, that was the truth. She had never feared anything until Fluttershy, but now she was afraid of making a friend. What a joke.

Below her Bon Bon was trying to wriggle over a rock. Chrysalis sighed. Friendship. She’d rather just have the magic, thanks. But even if that never came, even if she was friendless for the rest of her life…

She was no longer alone.

Fluttershy was sitting in her cottage. Chrysalis could see her from here. As if she had noticed her – and indeed she might have – Fluttershy looked through the window and smiled. Maybe she was just admiring the weather, but it made Chrysalis feel better.

Friendship. Kindness. She’d give it a shot. It wasn’t like she had to change who she was if she didn’t feel like it.

“You know what?” She said softly to herself. “This might not be so bad after all.”

Then she tossed a rock at the beehive over Bon Bon’s head and flew away. She’d practice being kind, but hey, one step at a time, right?

And in the light of the day she saw Twilight hurrying to Fluttershy’s cottage. The Princess of Friendship looked tired for some reason. And why was she in such a hurry to help Fluttershy clean her animals?

It was a mystery, but rather than scoff or ignore the petty actions of inferior species as she would have normally done, Chrysalis flew after Twilight and sat in the trees above Fluttershy’s house.

The air was peaceful. The sun was bright. Bon Bon was trying to fight off bees and not scream in agony a little ways away, and Fluttershy and Twilight were scrubbing animals. Ponies. Such a mystery. But Chrysalis watched and waited.

It was time to learn.

Author's Note

Thus ends How to Be Kind. I'd like to start by thanking everyone who got this far, and apologize because this story is ending at the start of where I wanted to begin.

My initial plan for How to be Kind was to have it depict Fluttershy's progressive defeat of every major Equestrian villain over the last few seasons. I immediately abandoned that idea when I thought of having Chrysalis redeeming herself at Fluttershy and becoming a force of quasi-sorta-good.

It seemed like such a good idea at the time.

PaulAsaran just posted a review of How to Be Cruel on his blog, and I think it sums up nicely the problems I have with my writing style in general. First and foremost I need to get an editor or at least a proofreader, and stop posting chapters the day I write them. Secondly, I write way too much. Brevity is key, and I can't even be brief in explaining why brevity is key in the stories I write.

Third, I really should have realized how long this story was going to be. There is no real way to make Chrysalis a good protagonist easily in my mind -- also, given how many events I needed to cover, this story was bound to be hideously long.

Fourthly and finally, I really didn't want to write all about Fluttershy (or rather, Chrysalis) fighting Equestria's villains. My goal was to get to this point where Chrysalis and Fluttershy have entered into the tenuous truce, and depict them working behind the scenes from Season 5 onwards. It would have been a Teen rated story with a lot more humor and slice of life moments, as opposed to hideous combat.

This story was plagued from issues from Chapter 1, and getting a job and graduating did not help matters. But it's done. It's over. And though there's potential for the sequel to come out, I'm just going to say that it's at the bottom of my list. I need to teach myself how to write a bit better, and work on writing actual novels now.

Anyways, again, thanks for reading and hope this text doesn't sound to much like whining. I really just wanted to let you all know why I ended the story here and where things are going next. On that note: if anyone with experience would like to help me edit some of my future or past works, I'd love to chat. But until then, hope you enjoyed reading How to Be Kind.

--Erisn

Chapter 1: Return

The day was over by the time Fluttershy reached her cottage. All ponies had retired to their homes, and only the creatures of the night were still up and about.

In the way of things Fluttershy might have expected a few animals and ponies to still be active at this time of day – Rainbow Dash for instance had an abundance of energy from her frequent napping and enjoyed flying around Ponyville in the cool evenings.

But today even Rainbow Dash’s situationally limitless energy had run dry. Ponyville had just survived a major event. Earlier that day an individual known as Tirek had destroyed part of Ponyville, threatened the fate of all Equestria, and had only been thwarted by the power of the Elements of Harmony.

On top of that, the newest Princess Twilight Sparkle had lost her library tree home in the center of Ponyville but received in its place a gigantic palace.

Made of crystal.

Aside from the various ponies who had nearly suffered a stroke upon seeing such architectural tragedy (a crystal palace surrounded by wooden and brick structures? The horror!), the rest of Ponyville considered the day to be on the whole a good one.

After all, Tirek had been defeated and his evil would not threaten Equestria again. This certainty came from the knowledge in the mind of Ponyville’s citizens that Tirek had been stripped of his powers, that he had been banished to Tartarus where no one (almost ever) escaped, and not least, because of the Elements of Harmony. They were certain Tirek was no threat because of these facts.

Fluttershy was sure Tirek was no threat because she had left his mutilated remains at the bottom of Tartarus not an hour ago. That was, if Cerberus hadn’t licked up the bloodstains by now.

Tirek is dead. Tirek is no more. Tirek it turned out, suffered a terrible accident with Cerberus and was no threat to anyone, even potentially.

Just as Fluttershy had intended it.

In the waning light Fluttershy flew back to her cottage. Her wingbeats were strong and sure in the still air. She had made good time back from Tartarus – her top speed in the air wasn’t nearly as fast as Rainbow Dash’s, but Fluttershy was capable of moving faster than anypony truly knew.

She was tired and her throat hurt. Fluttershy had talked a lot today – more so than she had ever, really. Unusually, Tirek’s death had been preceded by a lengthy storytelling session. Fluttershy had recounted to him a certain tale.

Honestly, given the length of it Fluttershy was surprised she had managed to tell it in only a few hours’ time. She also wondered why she had told it, and to Tirek of all beings.

He hadn’t been what she had expected. Fluttershy had been taken aback at the depth of the centaur’s mind, his limitless hate and quick intellect. Perhaps she had been hoping he could have been spared like Discord.

Impossible, but Fluttershy had needed to tell the story. Maybe she was guilty about what she had done, the path she had travelled. Maybe she felt Tirek deserved the truth before he died.

Maybe she just wanted to confess to someone.

In truth, Fluttershy’s emotions were in a whirl. She was at once satisfied with Tirek’s death and yet at the same time worried and angry. The cause of her anger was plain and simple and had everything to do with Tirek again, but also the Elements of Harmony.

Earlier that day, Tirek had been defeated by the Elements of Harmony. All well and good. The six ponies exemplifying a certain trait of friendship had awakened the power of the Tree of Harmony deep within the Everfree Forest. Using a magical box and six keys, they had transformed into beings that had easily defeated Tirek and restored a broken Equestria.

Their sheer power and magical presence had not only managed to revitalize the entire magical potential of every pony in Equestria, but it had also created from nothing a castle made of crystal and restored all broken buildings and the damaged landscape from Tirek’s rampage.

Even by the standards of impressive magic, that had been impressive. And Fluttershy had no problem with magic that seemed only capable of doing good. She wouldn’t even have had quarrel with the fact that she had become the embodiment of Kindness itself.

If of course, that had actually happened to her.

Fluttershy had heard of the way the Elements of Harmony had defeated Tirek, which was very odd considering that she was the Element of Kindness. But no, she hadn’t been there to defeat Tirek – just kill him later.

She, Fluttershy, had missed being there to support Twilight and defeat Tirek, but Fluttershy had been there at that time.

A Fluttershy, that is.

Fluttershy, the real Fluttershy, landed in front of her cottage. At this time of early night the lights were on inside, emitting a warm yellow glow and revealing two shapes standing and waiting for her.

Longfoot, a white rabbit stood at the open door to Fluttershy’s cottage. He was Fluttershy’s right-hoof, and her second-in-command whom she trusted nearly as much as she had trusted Angel. But behind him…

A shape moved in the cottage behind Longfoot. A pink mane and yellow wings of a pegasus ducked out of sight.

Fluttershy’s expression went cold. Longfoot hesitated and glanced back at the cottage.

“It’s alright,” Fluttershy said calmly to Longfoot. She took a deep breath. “There is much to do. Have…it stay in the cottage until I have time to figure out what happened. I will be along in an hour or two and until then it will not leave, is that clear?”

Longfoot nodded and Fluttershy took a deep breath. Relax. This wasn’t the time for anger. There were more important things to do.

“Thank you Long Foot,” Fluttershy said as she trotted inside her home. “Have any of my friends come to call?”

Long Foot shook his head, and gestured to the other animals crowding Fluttershy’s house. Birds and rodents and other mammals and one bear greeted Fluttershy, and just for an instant, she remembered a similar scene, in a happier time.

“Well, thank you.” Fluttershy said again. “I appreciate your help. I don’t anticipate any more outings for the next few weeks, so we’ll take it easy. Get some sleep now, okay?”

Long Foot bowed and hopped back into the cottage to his cot on the floor. His fur was a beautiful white. That was one of the factors that had made Fluttershy choose him over other rabbits. He still had problems hitting Fluttershy when other ponies were around, but he had Angel’s expression and foot tapping down. Long Foot wasn’t nearly as aggressive as Angel, but he was a good actor and more importantly, he was reliable and serious. He just lacked the fire.

Fluttershy stepped around her cottage, greeting animals and tucking them in or seeing them off. They had gathered here, waiting for her return as she honored their concern with courtesy and respect. She waved goodbye as Matilda the bear walked back into the Everfree. It had taken some effort finding a bear that looked like Harry and was willing to stay in close proximity to Ponyville, but Matilda was one of his distant cousins and had understood the need.

The entire time Fluttershy deliberately ignored the furtive movements coming from the kitchen. Some of the other animals glanced over at the pink mane peeking over the counter, but Fluttershy ignored it.

When all of her animals were asleep of had gone back to their homes in the Everfree, Fluttershy opened her door again and stepped outside. The season had changed from summer to autumn in the last few weeks, and it was a cool breeze that ruffled her mane as Fluttershy carefully shut her door. Soon, the landscape would be full of falling leaves, and the vivid red and orange of the world preparing itself for winter, but not yet.

The garden behind Fluttershy’s house was not large, but still bigger than what most ponies cared to manage. Neat rows of carrots and heads of lettuce and cabbage poked out of the earth, but Fluttershy passed those by. They were growing quite well now, and Fluttershy wondered whether it was due to Chrysalis’s presence.

She reached the back of her garden, where it nestled right up against her cottage. No vegetables had been planted there. Flowers instead grew in a rough circle, not just the typical dandelions, tulips and other flowers native Ponyville but far more. Beautiful yellow marigolds and chrysanthemums of lovely shades of purple and vivid oranges grew here. Bluebells sat next to orchids and magnolias still in full bloom.

Fluttershy touched the flowers gently, and watched as the night’s breeze made them sway. They would be fading soon, as fall and winter took all the life from the earth. Soon, there would be nothing but barren ground here. She would deal with that time when it came. For now, it was enough.

Fluttershy lay down in the soft earth, and breathed out. She had no blanket, but the air wasn’t cold. She felt the rich soil beneath her, heard the sigh of the wind, and closed her eyes. She buried her face in the ground and felt as though something, someone was right next to her, pressing his furry face against hers.

She whispered into the earth.

“Angel? I’m home.”

The ground was silent and cold. And then it shifted.

Fluttershy’s heart stopped still. The loose soil moved as if alive, and something was alive beneath it. Two furry white ears popped out of the ground like deformed carrots, and then a wiggling nose appeared. A paw. A head.

Angel rose from the earth, shaking loose dirt from his white fur that shone in the moonlight. His eyes blinked once, twice. He shook some dirt out of his ears and looked at Fluttershy.

Angel smiled.

Fluttershy didn't move. For one, two, and then five seconds her entire being shut down, her mind refused to react.

And then Fluttershy lunged. Angel barely had time to squeak before she was on top of him, sweeping up the rabbit and hugging him with all of her might. Her tears were falling freely, and she ignored Angel’s squeaks of protest as she just held him for a moment and cried for the joy of it.

Her Angel was back.

Chaos.

Fluttershy sat in her cottage, surrounded by chaos. All around her birds and animals were running about, embracing, chattering to each other in their different voices. So many!

Every creature that had ever died in what was known as the Battle for the Everfree had come back to life. They had arisen from the ground, dark shapes covered in dirt which shook themselves off as they returned to the living. Hundreds of rodents, flocks of birds, a score of beavers, a toucan, and a bear had congregated in and about Fluttershy’s cottage, stunned and at the same time rejoicing at what had occurred.

And in the center of the confusion was a pony. She had a pink mane, soft yellow fur – marked by odd growths of hair from burns long healed – and a rabbit. The pony held the rabbit softly in her hooves and stroked his hair.

Angel was back. Her dearest friend was back. Fluttershy’s heart was full of joy, but there were many layers of emotion riding along with that joy. Confusion. Guilt. More confusion.

Wonder.

“And you’re sure everyone’s back?” Fluttershy addressed Longfoot as he fought his way through the milling animals to report. “Every animal?”

Longfoot nodded.

“That’s over two thousand animals, isn’t it?” Fluttershy said softly.

Longfoot nodded again. His normally silky fur was mussed and matted, and the rabbit kept scrubbing his paws over his head. He was frazzled, but that was okay. Fluttershy felt as though Celestia had dropped the sun on her.

Angel stirred in Fluttershy’s hooves. She looked down quickly to make sure he was still there, and gave Angel a big smile.

“It’s been an interesting night, hasn’t it Angel?”

The rabbit snorted and rolled his eyes.

“Okay, it’s been a very interesting night.” Fluttershy smiled. “But it seems like everyone’s come back. The power of the Elements of Harmony must have…resurrected you.”

Angel blinked up at Fluttershy and cocked his head.

“You see, we were fighting a villain named Tirek and then we managed to unleash the full power of the Elements of Harmony,” Fluttershy explained. “Not only did the magic defeat Tirek, but it restored Equestria’s magic, the landscape, and…you all.”

Angel blinked up at Fluttershy and the other animals were silent as they tried to process this fact.

“I know it sounds unbelievable, but so much has happened.” Fluttershy slowly turned to face the cottage, packed with familiar faces old and new. So many memories.

Fluttershy blinked.

The room was full of blood. The cluster of beavers sitting around her dining room table were suddenly wrent, tails severed, organs exposed. A mouse looked up at Fluttershy with a missing eye and broken body. The birds were suddenly burning, skin blackened and scorched.

Fluttershy blinked again, and the scene was gone. Her fur felt clammy with sweat. Angel looked up at her with concern.

“What? Oh,” Fluttershy fumbled for something to say. She glanced over at Longfoot. “Make sure nopony comes near the cottage,” she said. “I don’t want to pull anyone away, but we still have to keep watch for any threats.”

Longfoot nodded, saluted, and hopped out of the cottage. Angel kicked Fluttershy until she looked down and gestured wildly in confusion.

“Since you were…gone, I tried to make everypony believe nothing had ever happened,” Fluttershy said. “But I also had to protect everypony. Even through Chrysalis was gone, there were still other monsters. There was an evil unicorn king named Sombra, Discord was released from his stone prison, and a centaur named Tirek nearly stole all the magic in Equestria. Oh, and Twilight became an Alicorn princess as well—”

Fluttershy broke off as Angel goggled at her. “I’m sorry Angel. I know it’s a lot to take in.” She laughed. “It must be so strange, but you’re back! Oh, there’s so much I want to tell you.”

Fluttershy held Angel up and kissed him softly on his forehead. He wriggled and grimaced, but let her do it.

“I’m just so happy you’re okay,” she told him.

And then something crashed in the kitchen. Every head in the cottage turned as the creature that had been hiding moved and knocked a pan off the stovetop.

Angel’s head turned as well and Fluttershy saw him grope for a knife he didn’t carry. But his paw, his body, and even his breath froze as he saw the pink-maned pegasus duck back out of sight in the kitchen.

Fluttershy’s teeth ground together, but she didn’t say anything. In her lap Angel stared for a moment, and then put the pieces together. His fur bristled, and suddenly he and the other animals who had been recently returned from the dead all went for weapons they didn’t have.

In an instant the cottage was full of bloodlust, and the pegasus, or rather, thing pretending to be a pegasus hiding in the kitchen trembled so hard the stove rattled.

“Enough,” Fluttershy ordered before any animals could leap up. “Leave it be.”

Angel looked up at Fluttershy in shock.

“A lot of things have happened,” she told him. “That’s—that thing is, well, it’s exactly what you think it is, but not a threat. ”

Angel’s eyes narrowed and his foot began to tap dangerously on the floor. Fluttershy tried to explain faster.

“You see, after the battle—wait, no, I should explain before that—I needed them in order to fool everypony after Chrysalis and…”

Fluttershy stopped as her thoughts began to catch up with her tongue. Something had escaped her normally sharp mind. In the rush and joy of meeting Angel, hadn’t she forgotten something?

A…sensation at the back of her mind. A dark thought. An ominous feeling.

For the second time that night, Fluttershy’s heart stopped as a thought broke through her elation and made her entire mind halt.

Fluttershy turned to Longfoot, who had returned and was standing by the cottage door. “Longfoot? When you checked the graves, did you happen to check the other grave as well?”

Longfoot shook his head.

Fluttershy was on her hooves at once. The noise in the cottage cut off instantly as every animal turned to her, suddenly wary. The animals partying outside were slower to quiet down, but they too caught the feeling in the air. Silence reigned.

“I’m sorry to trouble you all,” Fluttershy said at the suddenly-worried faces of her friends. “But there’s something I absolutely must check. Harry, would you and Matilda mind coming with me?”

The two bears sitting in the corner of the cottage nodded and lumbered to their feet.

“Longfoot, get me a squad formed up now, and call all of our special units back. I want them right outside the cottage under guard, but if you can’t find them, don’t search. Under no circumstances are any animals to venture out into the forest, is that clear?”

Longfoot nodded, but Fluttershy was already on her hooves. She raced for the door, followed by first Angel, then the two bears, and then Longfoot and a squad of animals who grabbed knives and other weapons and rushed after Fluttershy into the night.

The way was dark and cold. Fluttershy ran without caring, ignoring Angel’s shouted protests as she ran into the Everfree forest. She knew the route almost by heart, and despite the forest path being overgrown and unused, she never missed a step. She leapt into the clearing and stopped in horror.

“Oh no.” Fluttershy’s heart began beating out of her chest. She felt her breath come faster and faster. “Ohnonononononono.”

Chrysalis’s body had been moved from its first grave under Fluttershy’s garden to this spot in the Everfree forest. Here other changelings had been buried as well, those that hadn’t agreed to Fluttershy’s peace – a mass grave where nothing grew.

The dirt was upturned. The ground was full of holes.

In the silence of the night Fluttershy uttered only two words.

“She’s back.”

Chaos.

The Everfree Forest was full of noise. The normal calming silence was broken as animals screamed and roared. Longfoot was standing on a tree stump, screaming orders that no one listened to.

Harry and Matilda were back to back, scanning the forest and as they growled deeply. The rodents, squirrels, mice, rats, etc. took up positions behind the larger beavers, foxes, badgers, and other animals as they formed a protective circle around Fluttershy. Overhead the birds circled, screaming alarm calls into the night.

Fluttershy said nothing. She studied what had been the grave of changelings, holding every single body of the enemy that had perished in the Battle for the Everfree. Her breathing was surprisingly calm, but her heart was pounding out of her chest. Beside her, Angel stood and stared at the broken ground, dark eyes full of anger, worry, and fear.

The pony called Fluttershy wanted to run. She wanted to grab Angel and hide, but Chrysalis was there. And she would kill Fluttershy. It left her rooted. Helpless. Despairing at yet – and yet—

Her Angel was back.

Fluttershy took a calming breath and then several more when that didn’t work. She turned at last, and said one word in the clamoring mayhem.

“Quiet.”

And all was still. Harry, not up to speed kept growling and roaring with anger until he realized what had happened. But the other animals were silent, their bodies tense but ready. Angel raised his eyebrows, impressed.

“Everyone, we’re heading back to the cottage. Eyes open, ears peeled. Be ready for an attack at any time. I want full patrols out in the nearby area, but no less than fifty animals for each patrol and be ready to retreat at any sign of trouble. We’ve got thousands of us here, and we can throw back any attack if it comes. But I want to know where Chrysalis and her army have gone yesterday, and full coverage of Ponyville and the surrounding area for a hundred miles in an hour—”

Fluttershy stopped talking in an instant. The other animals had heard it too, and if they had been silent listening to her orders, they were statues now.

The heavy tromp of hooves. Fluttershy’s body was a sudden ball of tension. She bent low to the ground, bracing herself as Harry and Matilda did likewise. The other beavers and rabbits went for their weapons at once; the small party of animals was suddenly armed with kitchen knives, meat cleavers, and other pointy weapons. They could use them, too. Any changelings that came at this elite team would be diced, smashed flat, and eviscerated in a matter of moments.

Fluttershy was ready to lash out the instant she saw a chitinous head appear through the trees, but Angel wasn’t. He put one ear to the ground, listened hard, and then kicked Fluttershy on the hoof and squeaked urgently at her.

He was hard to understand, for some reason. Had Fluttershy really forgotten how to ‘hear’ his voice so quickly?

“What’s that?” Fluttershy concentrated. “…Not changelings? Too heavy?”

Angel nodded vigorously. He pointed at the armed animals and waved his paws furiously. The party lowered their weapons halfway and glanced at Fluttershy.

She hesitated, and then nodded. She could trust Angel. She could always trust him. With one hoof, Fluttershy waved towards the tree line in the opposite direction and then circled her hoof once.

With barely a whisper of movement the two bears and other animals fell back in the direction Fluttershy had pointed. They would circle around and flank whatever was coming. With all the noise they were making, Fluttershy was sure the unknown trespassers in the forest wouldn’t spot her animals until it was too late.

If it came to violence, of course. But Fluttershy still had no idea what pony would be idiotic enough to venture into the Everfree at this time of night. Besides Zecora, no pony ever went into the forest, and Zecora made even less noise than Fluttershy.

The party of ponies that emerged into the clearing then, saw nothing but Fluttershy, the white rabbit named Angel, and the ground full of strangely churned-up earth. They paid attention to the pony and completely ignored the rabbit and the earth, though.

Fluttershy flinched back as the ponies entered the clearing. Sixteen ponies all armored in golden metal, muscled, and all male marched towards her in parade formation. Even if she hadn’t known who they were, their comically serious expressions would have told her this was the Royal Canterlot Guard.

But why were they here? Of all the ponies in all of Equestria that would be appearing at this moment, Fluttershy would never have expected them.

They were silent, perhaps trying to up the silent intensity of the moment. Fluttershy waited, but after a minute it was clear they were waiting for her to speak. No help for it then. Fluttershy added a tremble to her tone and quavered,

“H-hello? It’s awfully late to be out at night, isn’t it? How can I help—”

One of the royal guardsponies cut her off as he stopped forward. He was big and muscled, nearly three times Fluttershy’s size. His armor gleamed in the moonlight, and his imposing physique was only matched by the impassively serious expression on his face.

Fluttershy had to resist the urge to rip his face off and instead shrank back as the other guardsponies spread out around her. And then their leader spoke.

“Fluttershy, by order of Princess Celestia you are under arrest for the murder of Tirek.”

And Fluttershy had only one moment to look at Angel’s panicked expression before she was pulled away. But only one thought was in her mind.

Her Angel was back. Chrysalis was back. They were all back.

History was repeating itself, and this time Fluttershy would make sure everything happened right.

Chapter 7: Discord

In her cottage, Fluttershy sat alone.

In years past, well, even a few months ago, this would have been the strangest of circumstances. Fluttershy was always surrounded by her animal friends, and could barely go a day without their company. But things had changed.

Fluttershy sat in the silence, which was broken only by the ticking of her one clock. It was dark and cool in the cottage. That made her feel a lot better. Despite the brightness of the day, Fluttershy had no intention of going outside. The light hurt a bit too much at the moment.

Yes, she was hurting. Or perhaps she had hurt so much it had become part of her. Burning. Pain. Memories.

But more than that, Fluttershy was tired. Dead tired. Tired to her bones of fighting, of war. An endless war against the world. Well, perhaps war was the wrong word for it at that. You had to be fighting something to have a war, but Fluttershy’s enemy changed day to day. Call it a struggle, then. An endless struggle to do what was right.

Protect her friends. That one thought was the shining beacon of light Fluttershy clung to, the one truth in her world. Protect. Don’t let anyone die. Because she had failed before, and the failure had hurt more than anything.

That was her mission, and Fluttershy knew she’d die trying to fulfill it. And yet sometimes and today in particular, she just needed time to be alone.

Longfoot understood. The rabbit had cleared out the other animals from the cottage, pulling back to their secondary camps in the Everfree and posting only a few watchers outside in case of an emergency. He was a wonderful second in command.

Fluttershy smiled briefly. Yes, she’d trained him well. But he’d risen to the task; there was more to it than just teaching someone what to do and expecting them to succeed. It was about the individual, and Longfoot was one in a million. She’d never met any rabbit like him.

Except of course, for Angel. Fluttershy’s smile disappeared. Of course Angel was like that too. She’d forgotten about him for a second. Again. It was, the thing was—

They were memories of kinder times. Fluttershy knew it. That was why they were so hard to recall. Memories of her laughing, being with her friends – they just didn’t fit with the current Fluttershy. They were old and stale, parts of her that had died in battle long ago.

The pegasus shook her head. Where was she? Oh yes. Longfoot. A trusted subordinate, and a friend. Fluttershy would have to keep him away from the front lines from now on. She couldn’t lose him. She couldn’t lose any of her friends, of course, but he was invaluable.

The same probably went for Fake Fluttershy. Even the thought of the annoying changeling made Fluttershy grit her teeth, but the annoyance went hoof in hoof with a grudging admission that Fake Fluttershy was essential. She played her part perfectly, and without her Fluttershy would be hard-pressed to continue managing her army.

But still. The changeling played its role a bit too well at times. The memory of it arguing with Fluttershy about Trixie’s fate, as well as that of Lightning Dust and the timberwolves was a thorn in Fluttershy’s memory. That might be unavoidable, however.

From questioning the changelings, Fluttershy had learned that taking on pony’s appearances didn’t just run chitin-deep. The changelings also copied parts of the pony’s personality, and could lose themselves sin that transformation. That explained how Chrysalis had copied Cadence so well, but it was also a trap. Fake Fluttershy was timid, hesitant, and weak.

Perfect, in other words. Fluttershy could use that memory of what she had been. Not all the time of course, but it was a useful brake on her impulses.

Still, she was trusted, at least a little. Fluttershy could trust the changelings; of that she was certain. Not because she thought they were particularly loyal or not; that could be an act. But they had nowhere else to go. You could trust that kind of desperation, but it only lasted as long as she proved to be a strong leader.

Even so. Fluttershy was tired. She was glad her copy was with her friends. Today she just needed to be alone.

Idly Fluttershy traced on the table with her hoof. Tired. She should sleep. She’d been getting – what? – four hours of sleep every night? That couldn’t be healthy. But ever since the…timberwolves, sleeping had been difficult. She woke up screaming if she dreamed, so she only took short naps. She couldn’t wake up her friends again when they worked so hard every day.

Hm. Maybe she could sleep now, then. Fluttershy looked longingly towards her staircase, and beyond it, her bed. Yes. That sounded like a wonderful idea. A few hours, or maybe more would make everything just right…

Fluttershy’s hoof was on the first stair when a frantic rapping at her window made her start in alarm. She turned and saw a bird at the glass, pecking frantically for Fluttershy’s attention.

Her heart, which had been resting, began to pound rapidly. Fluttershy stepped quickly towards the window and unlatched it, letting the bird into the cottage.

“What is it?” Fluttershy asked, holding out a hoof for the bird to jump onto. “Trouble?”

The sparrowhawk nodded and began squawking quickly. Fluttershy heard more wings and birdcalls as other birds that had been on patrol began converging on the cottage. She tried to listen to the bird as she kept her ears open for more sounds from outside.

“Slow down. You’re hard to listen to—what? Celestia? What about her?”

The sparrowhawk tried to explain.

“Okay. Start from the beginning. Twilight was with the others – Fake Fluttershy was with them too, right? No?”

The sparrowhawk shook its head.

“What? Where was she—the beavers built a dam and flooded the orchards? Those idiots. I’ll—”

The sparrowhawk shrilled desperately, flapping its wings. Fluttershy froze mid-rant.

“Say that again?”

The sparrowhawk desperately squawked. Fluttershy stared at it.

“Discord?”

Her cottage door burst open. Fluttershy and the sparrowhawk turned as Longfoot dashed in, a squad of armed animals at his back. They immediately took up positions at the doors and windows, weapons at the ready.

“One more time.” Fluttershy’s hoof trembled as she brough the bird up to her face. “Why did Celestia bring Discord to Ponyville?”

The sparrowhawk trembled and chirped a hesitant reply. It took one look at Fluttershy’s face and took wing, escaping out of the window.

“WHAT!?”

The birds who had been shrieking alarm calls from outside the cottage took wing in alarm. Inside the cottage Longfoot and the other animals held their ears and their breath as Fluttershy strode around her living room.

“That empty-headed, clouds-for-brains, arrogant marshmallow with wings wants to do what!? Does she have any idea how dangerous Discord it? He can’t be trusted! And trying to reform him? With Fake Fluttershy – I mean, me? Impossible!”

Fluttershy’s heart was beating a million times per second. She strode back and forth, muttering to herself as Longfoot watcher her anxiously.

“We’ve got nothing. Nothing! I’ve been developing strategies to use against immortals like Sombra, not Discord! Hell, if it were windigos we’d be fine but—”

Fluttershy caught herself as she saw the expression on the animal’s faces. Calm. She had to be calm. A leader never showed weakness.

She turned to Longfoot. “Rally everyone you can find. Any animal not on surveillance duty I want in the Everfree armed and ready for battle. If it comes to it. That’s our last plan. A pitched battle is too big a risk unless everything goes wrong. A better idea is using the Elements on Discord, but we have to make sure he can’t somehow hurt the other Elements before we return him to stone.”

Longfoot nodded and shouted at the other animals in the cottage. Several dashed out the door. Fluttershy breathed out. Already some of the tension was leaving her. Command. No need to worry if they were the right orders yet, just give them.

“I want multiple eyes on Discord and the other Elements at all times. Pull our birds off of patrol and assign multiple pairs per each Element and at least ten on Discord. Don’t get too close.”

More flurries of orders. Fluttershy watched birds begin to soar away.

“I still can’t believe Celestia would do something like this. Does she have any idea of the risk?” Fluttershy shook her head. Something was nagging at her.

“And why Fluttershy – I mean, me? Kindness isn’t exactly a good leash for chaos. Generosity or Loyalty would be just as effective. I mean, it’s not as if he’s a wild animal.” Fluttershy continued pacing back and forth. She’d just made it past her dining room table when a thought stopped her dead.

“She’s entrusting Discord to Fluttershy? But that means—”

Fluttershy’s eyes widened. Longfoot looked up in alarm. Fluttershy glanced towards the cottage door. Was that voices she heard coming up the dirt road?

“Everyone out! Now!”

The cottage was empty of all the animals as well as the other pony named Fluttershy when the six ponies and one draconequus entered. In point of fact, the five Elements of Harmony and Fake Fluttershy used the door. Discord just teleported inside.

Only one animal was in fact present in Fluttershy’s cottage, much to his displeasure. Angel, or rather, the rabbit the others thought was Angel scowled at Discord and made a rude gesture at the god of chaos.

Outside her cottage and from high up, Fluttershy peered down through a canopy of branches at Discord. The canopy of leaves in the tree she was hiding in perfectly hid her from sight, and the window she had left partially ajar let her hear everything that was being said.

Crucially, it also let Longfoot see Fluttershy from certain points in the cottage. He glanced quickly up towards Fluttershy only once before pretending to be shocked at Discord’s appearance.

Fluttershy sighed quietly. She hadn’t wanted to leave any animals near Discord, but they needed someone besides Fake Fluttershy for the coming operation, and Longfoot had volunteered.

He was playing the role of Angel Bunny for all he was worth, tugging at Discord’s feet, shouting angry rabbit obscenities the other ponies couldn’t understand while they conferred quietly with one another.

Fluttershy watched Discord casually kick Longfoot across the cottage with dark thoughts racing through her mind. Something rustled next to her and she turned to see a changeling move into the branches, stealthily avoiding making too much noise. A falcon landed on the branch above Fluttershy, pretending to preen itself as it eyed the cottage.

“Report,” Fluttershy hissed at the bird. “Is the army ready to go?”

The falcon cawed quietly. Fluttershy nodded. Every animal was in the Everfree, armed to the teeth. If it came to it, Fluttershy could call an thousand animals into battle in a moment, for all the good it would do.

“And how many changelings?” Fluttershy looked at the changeling warrior.

It hissed and buzzed, making her frown in annoyance. But she got the message. Five changelings were currently in Ponyville in various disguises, not counting the one here. The others were still away on a mission. Not optimal, but Fluttershy had the feeling even the best-trained warriors wouldn’t make a difference here.

That was fine. But then the falcon cawed again.

Every animal in Ponyville had been alerted, and except for the pets they had made it to their rally points in the Everfree and were accounted for. However, every beaver in the area had failed to report in. Not a single one had made it to the rendezvous locations specified.

That stirred the hairs on the back of Fluttershy’s neck. “Send out birds to find them,” she ordered. “Start in Sweet Apple Orchards. That’s where Applejack was having trouble with them earlier. If they’re not responding I want to know why. Discord might have a hand in it.”

The falcon saluted with one wing and flew off. Fluttershy turned her attention back to the cottage while the changeling moved lower down in the branches to see as well.

The scene inside Fluttershy’s house was about what she’d expected. Discord was already causing havoc, reclining in on the couch as he casually taunted the others.

Fluttershy listened carefully.

“You big liar!” Rainbow Dash was shouting angrily at Discord.

“Now look who’s a liar,” Discord huffed in mock indignation. “Anyone can plainly see that I'm not big at all.” In an instant he was tiny.

Longfoot jumped onto the couch and leapt at Discord. In an instant, Discord returned to his natural state, sending the rabbit flying. A lamp behind Discord tumbled from its stand and smashed onto the ground.

Fluttershy ground her teeth and Fake Fluttershy winced.

“Oops.” Discord rolled his eyes and clicked his fingers. In a flash of light the broken pieces of the lamp was gone and a mismatched lamp in the shape of Discord reappeared in it’s place.

“There. All better!”

Fluttershy eyed the remade Discord lantern. “I want that thing smashed first thing after we get rid of him.”

The other Elements of Harmony left the cottage in disgust. Twilight however lingered to talk with Fluttershy. Their conversation was exceptionally hard to hear at this distance. Fluttershy had to concentrate intensely to hear the words.

“You sure you're okay with this?” Twilight asked Fluttershy as Longfoot tried to chase Discord around the cottage.

“I know it's not gonna be easy,” Fake Fluttershy said, “But Princess Celestia's counting on me. And I think I actually know what to do.

“You do?” Twilight looked hopeful.

“She does?” Fluttershy looked incredulous.

“I think the key is to befriend him. Being kind to him and letting him be my house guest is probably the best way to do that.”

Twilight looked unconvinced. Fluttershy slapped a hoof to her forehead.

“And you really think that'll work?”

“I think it's worth a try,” Fake Fluttershy said.

“Okay, but if you need us, all you need to do is whisper "help", and we'll be back here with our elements.” Twilight glared at Discord and raised her voice. “So watch that goat-legged step of yours, pal!

Discord was holding Longfoot in the air and poking him with one hand. At Twilight’s words he instantly disappeared and reappeared in the same place with a top hat, suit, and cup of tea in his paws. Longfoot glanced down in confusion at the cup of tea he was holding.

“What? Look at me! I'm practically reformed already.”

Twilight rolled her eyes and left the cottage. Fake Fluttershy closed the door as Fluttershy tried not to tear her mane out.

She's really alright with him staying there? Rarity asked incredulously.

Twilight sighed. “That's what she said.”

“Personally, I think we should come up with a backup plan, in case this whole ‘befriending’ business doesn't work out.” Rainbow Dash said.

“Rainbow Dash is right,” Rarity said. “This is Discord we are talking about, girls. It wouldn't be a bad idea to have another trick up our sleeves.”

Twilight thought for a second and then looked up with a smile. “And I think I know just the trick.”

The other Elements of Harmony started trotting back towards Ponyville, Twilight in the lead. Fluttershy nodded to one of her birds. “Go after them. Let me know what Twilight’s plan is – probably a spell of some kind. The instant she finds it, alert me.”

The birds nodded and flew off.

Fluttershy turned her attention back to the cottage. “Keep watching,” she instructed the changeling. “If Discord had a weakness or a plan, I want to know what it is.”

It nodded seriously and redoubled its focus on the cottage. Which one was it? Changeling…32443 if Fluttershy remembered. The one that hadn’t wanted to eat Trixie. She was starting to be able to tell the changelings apart.

That wasn’t important. Focus. Fluttershy looked back just in time to see Fake Fluttershy reappearing back in the cottage.

Fake Fluttershy stuck her head into the living room. “Discord?”

The dragonequus was lounging on the couch Fluttershy was going to burn later, holding a bowl what seemed to be strange beige leaves. Both Fluttershy and Fake Fluttershy frowned at the sight.

“Oh, there you are. Listen, Discord, I just want to make sure you know that if there's anything I can do to—”

Fake Fluttershy broke off and looked at Discord’s bowl. “Uh, um. Are you eating... paper?”

Discord nonchalantly gulped down a fragment of what indeed seemed to be parchment. “Am I? Huh, how odd of me.”

“Why is he eating paper?” Fluttershy turned to Changeling 32443. It shrugged helplessly. She glared at Discord. “That makes no sense. He’s—horseapples. That’s the spell, isn’t it?”

Discord munched down another fragment of paper with a smug grin.

“Well, um... I'm just heading out, so you just make yourself at home while I'm gone.” Fluttershy walked towards the door.

Discord saw Fake Fluttershy off waving in a pink bathrobe. “Buh-bye, have a nice time!” He called after her. “Everything is fine here. Bye bye…bye bye…”

As soon as the door was shut Discord turned to Longfoot and grinned.

“You like carrots, Angel?” He taunted the rabbit. “I'm playing your owner for a fool!” He laughed and pulled a carrot out of Longfoot’s ear. The carrot morphed into Discord’s face which laughed. “How d'ya like them carrots?”

Longfoot shrieked and tossed the carrot away. Discord chuckled and put the carrot back in his mouth where it became his tooth again.

Fluttershy watched the chaos god’s actions with a thunderous frown. That frown only deepened as she saw Fake Fluttershy making her way around back of the cottage.

“Tell me you have a real plan,” Fluttershy hissed at Fake Fluttershy as soon as she got in sight. “Friendship and kindness is not going to work on Discord.”

“B-but I don’t have any other ideas!” Fake Fluttershy pretended to be staring at the tree roots while she spoke loud enough for Fluttershy to hear. “I’m just doing what Celestia wanted. Besides which, Discord isn’t causing too much trouble.”

“No, he’s just tormenting Longfoot and replacing all my furniture with twisted mockeries of himself.” Fluttershy scowled down at the cottage. Discord had abandoned scaring Longfoot and had resumed eating the scraps of parchment.

“Um.” Fake Fluttershy flinched as Fluttershy looked down at her. “What do you plan on doing?”

“What do you think? I’m going to kill Discord.”

“Uh, how? I mean, I know Discord’s evil, but we’re trying to reform him. If you give me some time, maybe I can—”

“Your way?” Fluttershy had to resist the urge to jump out of the tree and stomp Fake Fluttershy into the ground. “Your way is letting Discord cause as much trouble as he wants. He’s already destroyed the spells Twilight was planning to cast. If we leave him alone, who knows what damage he’ll do? No, we do this my way.”

Fluttershy nodded to the changeling. “Send the signal.”

The changeling nodded and carefully pulled a mirror out from between the branches. Carefully, it poked the mirror out into the sunlight and angled so the light reflected into the cottage. Once, twice.

Discord glanced up from his bowl of paper curiously, but by then the changeling had already withdrawn the mirror back into the tree.

It was a brief signal, designed not to attract Discord’s attention. But Fluttershy knew Longfoot had seen it. She watched the rabbit hop very quietly back towards his hole in the wall and rummage inside of it while Discord munched down another four fragments of spell paper and burped loudly.

“What’s he—” Fake Fluttershy broke off with a gasp as Longfoot withdrew a kitchen knife from the hole and concealed it behind his back. Slowly, the rabbit edged back towards the couch, moving behind Discord and keeping the blade hidden.

“Longfoot will begin the attack,” Fluttershy said calmly. “He’ll attempt to do as much damage to Discord as possible while we launch a simultaneous attack.”

As Fluttershy spoke more animals emerged from the Everfree. A flock of birds settled on the cottage from above while various animals Matilda included crept down to the cottage.

The changeling slipped out of the tree and landed with barely a whisper on the ground. Five other changelings emerged from the forest and flew down to the cottage, keeping out of sight of the windows. They took up positions at the front doors, and each window on the ground floor. All the changelings were armed with wicked knives and they motioned their readiness to Fluttershy.

“But,” Fake Fluttershy looked up desperately at Fluttershy. “J-just wait! It’s too dangerous! If Longfoot is discovered, or Discord’s only hurt, who knows how much damage he’ll cause!”

“That’s a risk we have to take.” Fluttershy didn’t glance down at Fake Fluttershy. All her focus was on the cottage. “Longfoot volunteered for the mission, and he’ll carry it out. He’s nearly in position.”

The rabbit had indeed edged right up to the back of Discord’s couch, and the chaos god still hadn’t noticed him. This was the moment. He glanced out the window towards Fluttershy and waved his readiness.

Fluttershy’s hoof raised, but Fake Fluttershy flew up desperately. “Wait! If you just give me another chance—”

“Get out of the way!” Fluttershy snarled and struck Fake Fluttershy out of the air. The changeling pegasus tried desperately to interpose itself between Fluttershy and Longfoot’s view from the cottage, but Fluttershy hurled her aside. She motioned to Longfoot and the rabbit nodded.

Discord finished his bowl of paper and tossed it aside. The bowl disappeared before it hit the floor as the draconequus stretched. Then he settled back down and closed his eyes.

Longfoot crept closer. The knife was now in the rabbit’s hands, an oversized blade for the animal, but balanced so finely that he could still carry it with relative ease. Fluttershy knew the blade had been honed until it could cut flesh like butter. Longfoot moved closer, closer.

“Please!” Fake Fluttershy was swooping around Fluttershy’s hiding spot. “Please don’t! It won’t—”

Too late. The rabbit was in position, balanced on the edge of the couch as Discord napped. Even as both Fluttershy’s watched, the rabbit lunged forward and strike.

Fluttershy watched Longfoot stab Discord from behind. The knife sunk deep into Discord’s side, right below his bat wing. Not a killing blow. But it should hurt—

Longfoot twisted the knife in Discord’s flesh and flipped backwards off the couch, landing in a crouch ready for anything. Fluttershy waited with baited breath for Discord to scream or thrash or—

Discord yawned and turned over, the knife still buried in his side. Even as Fluttershy watched slack-jawed, the blade slid from Discord’s side and landed on the ground with a clatter.

The god of chaos woke with a start and looked around. Before he could look down, Longfoot dived forwards and snatched the knife, hiding himself below the couch.

Idly, Discord stretched and yawned before looking around. “What was that sound?”

His quick glance around the cottage revealed nothing, as Longfoot quivered beneath the couch with the kitchen knife. “Fluttershy returning, perhaps?” He glanced towards the door and then away. “Hm. How odd.”

His side was completely untouched. Discord scratched at it, idly. “Funny. I could have sworn I felt something just then.” He glanced down and patted himself with his bear paw hand. “Oh well. I guess it was my imagination.”

Fluttershy signaled wildly to the other animals. Distraction. Now.

A trio of birds flew through one window and began chirping loudly. They circled around Discord’s head, causing the immortal to frown in annoyance.

“Honestly, the wildlife here is simply unbearable. Pardon the bear of course, but I just can’t see how Fluttershy puts up with all the noise.”

Discord clicked his claws and the birds suddenly froze in midair, wings still extended mid-flight. Two glowing vertical bars appeared next to them.

“Ah, that’s better!” Discord grinned toothily and stretched out in his chair. He was holding a long flat object with lots of buttons in one claw. “Nothing like a good universal remote for the useful functions in life. Maybe if I mute Fluttershy I’ll be able to get a good nap in.”

He stretched out on the couch as Longfoot edged away with the knife behind his back. Discord closed his eyes, but only for a moment before snapping them back open.

“But why bother with sleep when there’s so much more fun to be had? Let’s see how she reacts if I…hmm…”

Longfoot desperately dragged himself away as Discord began chuckling and eyeing the entire cottage. He dashed towards the hole in the wall and hid himself inside of it.

Fluttershy watched Longfoot disappear with a heavy feeling in her stomach. She felt sick. She glanced down at Fake Fluttershy, who was staring at Discord with large eyes.

“Did you know that would happen?” She asked.

“I uh, I didn’t.” Fake Fluttershy looked up. “But, um. I suspected. Otherwise why would Celestia have needed to turn him to stone in the first place?”

“He really is immortal.” Fluttershy put her head in her hooves. “That’s…we can’t do anything about that.”

“Um, I think he’s probably not immune to magic.” Fake Fluttershy volunteered. “He wouldn’t have destroyed Twilight’s books if he was.”

“Fat lot of good that does us without any unicorns,” Fluttershy snapped. “No. This operation was a complete failure.” She stood up from her hiding place and crossed her hooves. At her signal the changelings and animals began to withdraw back towards the forest. “Our last shot is the Elements of Harmony. If that fails, not even a full-scale assault is going to hurt him.”

“Then what should we do? Twilight’s still in Ponyville. Do you want me to get her or…?”

“Yes,” Fluttershy said after a moment’s thought. “Fetch her and the other elements. We need to convince them that Discord must be sealed. At the very least, I want them nearby. Now, I—”

She broke off. Fake Fluttershy turned to see what Fluttershy was looking at and gaped as well.

Fluttershy’s small cottage rested on a hill. It was a wonderful house with solid foundations. Those foundations were now rising into the air, and the cottage itself began to rotate slowly in midair.

“What the—?” Fluttershy caught herself. “He’s trying to provoke you, I mean, me. That’s bad. If he’s getting bored, things will keep escalating.”

Fluttershy was just about to send Fake Fluttershy off for the other elements when alarm calls from overhead made her look up. A trio of birds met in midair and swooped down towards her, chattering quickly and urgently as they did.

Fake Fluttershy glanced uncertainly at Fluttershy, who felt like tearing her mane out.

“Get down there and stall him,” Fluttershy ordered. “Do whatever it takes to keep him from causing havoc. I need to sort this out.”

Fake Fluttershy nodded and winged down towards the cottage. Fluttershy turned to the birds.

“This had better be good,” she began.

The birds chattered in panic. Fluttershy listened and frowned in disbelief.

“They’re doing what?”

One of the birds pointed with its wing towards Sweet Apple Orchards.

“They’ve flooded the entire orchard?” Fluttershy cursed. “It must be Discord.”

She glanced at the rotating cottage in the sky. Fake Fluttershy was at the door, trying to open the spinning blood of wood. Eventually she gave up and went in through a window. Fluttershy looked from the birds to the cottage and made a rapid decision.

“We can’t do anything until the other Elements get here. Let’s mitigate the damage at the orchard first. Lead the way.”

She motioned, and the changelings and other animals fell in behind her. They set off through the forest towards the Apple family farm while Fluttershy’s cottage turned around through the sky and furniture fell out the windows and doors.

Fluttershy looked down at the flooded orchard and thought of five different ways she could kill the beavers.

“What is the meaning of this?” She snapped at the nearest beaver, who was busy piling more sticks upon the massive dam that now blocked the entire river running through Sweet Apple Orchards. “Have you lot lost your minds? Get rid of this dam immediately!”

The beavers ignored Fluttershy and continued building the dam. All of the beavers in the area around Ponyville seemed to be here, working on the dam and ignoring all attempts to shift them.

Fluttershy ground her teeth. She knew Discord was behind the beaver’s strange actions somehow, but she didn’t have time to deal with this.

“I told you to stop.” Fluttershy reached out and tried to pull the beaver away.

The beaver turned and lashed out with his claws. Fluttershy jerked back just in time and the beaver missed her hoof. The furry animal shrieked with anger and leapt at Fluttershy, large teeth seeking her throat.

Longfoot leapt into the air and slammed the beaver out of the sky. Both animals fell into the water where they thrashed and struck at each other.

“Longfoot!” Fluttershy turned and kicked two more beavers off the side of the dam. She reached down and fished the rabbit out of the water. He came up spluttering and wet.

“Engage!” Fluttershy ordered as the beavers abandoned their dam and started to attack. Her animals and changelings raced across the tightly-packed sticks and crashed into the beavers, sending them flying into the water. The beavers fought back, biting, scratching, having seemingly forgotten how to use knives or more dangerous weapons than sticks.

Fluttershy few away from the dam and set Longfoot down on a part of the orchards not yet flooded. “Go to the cottage,” she ordered the rabbit. “Get the Elements and warn them what Discord is doing! We need him to reverse this magic, or to seal him away before this get any worse!”

Longfoot saluted and dashed off.

Grimly, Fluttershy turned back to the animals and beavers battling for control of the dam. Her forces were faced with a problem; they couldn’t use deadly force on the beavers, just hurl them back into the water. The beavers on the other hand had no such inhibitions and simply swam back to the dam and hurled themselves as the defenders again. Only their lack of any weaponry had avoided this conflict turning bloody.

Delaying action. Fluttershy glanced in the direction of her cottage. Discord and the others would arrive shortly, and then they could resolve this. Twilight would force Discord to undo the magic he’d cast, or they’d turn him to stone.

And if the Elements failed? Fluttershy had no plan. She turned back to the dam and flew towards the beavers, scattering them and throwing them into the lake one by one. She had no plan, no idea what to do. She needed to think. She needed to figure out a way—

She had no plan.

Battle. Things were simpler in battle. When the blood was flowing and combat raged all around, thought could be simple. Things like long-term strategy and plans faded away when it came to the simple algebra of hoof and claw, tooth and nail.

Fluttershy lead her animals against the possessed beavers, throwing the overgrown rodents into the water and trying to dismantle the dam as they fought. But the beavers were relentless, and the dam had been built well.

Still, they wouldn’t ever break Fluttershy’s forces. Her animals and changelings fought as one unit, smoothly intercepting the crazed beavers and forcing them back. Fluttershy managed her line of defenders with ease, directing them so that no gaps or weak spots emerged in their formations. That was simple.

And yet she had no plan. No grand idea, no clue how to solve this situation. And her problems were only increasing.

Across the lake Discord was cavorting, laughing with childish glee as Fake Fluttershy argued with a few beavers not currently fighting Fluttershy’s forces. In the end she gave up and went back to confer with the other Elements.

Fluttershy ducked as a beaver leapt at her and shoulder-charged it off the dam and back into the lake. She was trying to fight and listen at the same time, but was helped by the fact that Fake Fluttershy was arguing with Discord quite loudly and angrily.

“This is Applejack's home, and it's being destroyed by innocent creatures who would never be acting this way if it weren't for your reckless behavior.” Fake Fluttershy was telling Discord. “You need to fix this.”

Discord was drying himself off with a towel. At Fluttershy’s words he looked at the pegasus. “Oh, yes, very well, I will fix it. I only ask one thing in return.”

“Yes?” Fake Fluttershy looked hopeful.

“I ask that you never use your Element of Harmony against me.” Discord grinned. “As a sign of our friendship.”

Fluttershy growled. “What?”

Fake Fluttershy glanced back towards the other Elements of Harmony. They all shook their heads desperately at her.

“Longfoot! Get over to her and tell her—” Fluttershy broke off in horror.

Fake Fluttershy looked up at Discord. “I will never use my Element of Harmony against you,” Fake Fluttershy said.

“What does that idiot think she’s doing? Fluttershy tossed beavers off her left and right. She can’t—” She paused in realization. “She can’t use the Element!”

Longfoot started in realization. He looked at Fluttershy desperately.

“I have to get…over…there!” Fluttershy struggled against the mass of beavers. “The Elements won’t work without me—!”

She fell into the water and surged for the far side of the lake. The beavers lunged at her, but Longfoot and the birds swarmed them. The changelings formed a living wall and Fluttershy used the moment to swim furiously. She tried to stay of sight of her friends and Discord and the paddling Apple family, but she had to hurry.

The shore was only a few feet away. Fluttershy reached out with a hoof and pulled herself out of the water—

Click. Across the lake the capering Discord snapped his claws.

Fluttershy felt a terrible chill flash through her body even as her momentum stopped. She was halfway out of the water, both hooves on the shore, but her lower body was stuck.

In the frozen lake that now covered all of Sweet Apple Acres.

“There, much better! I do prefer ice skating to water skiing! Don't you?”

Across the ice the animals were frozen in horror. The controlled beavers didn’t move but stared mindlessly as Discord capered around on the ice. Fluttershy struggled to pull herself free of the ice, but it was impossible. Her lower half was rapidly going numb, but she had to get free. Fluttershy struggled madly.

Fake Fluttershy ran towards Discord. “Discord!” She shouted angrily. “That's not fixing it! Why, I oughta...”

Fake Fluttershy tried to slow down, but slid right past Discord on the frozen lake.

“Where are you going? What's wrong, pal?” Discord grinned at Fake Fluttershy, who was looking unusually angry. That anger was nothing compared to the rage in Fluttershy’s heart, though. She struck the ice, trying to break it but the water was a single solid block. She couldn’t even chip it.

“Don't call me your pal!” Fake Fluttershy glared at Discord.

“Oh, pfft. Come skating with me, and we'll let bygones be bygones. Discord created ice skates and offered them to Fluttershy.

Spike dashed forwards on the ice and held out Fluttershy’s Element of Kindness to Fake Fluttershy. “Here you go Fluttershy! Game on!”

From across the exit Twilight shouted, “He fixes this or he goes back to being stone! Princess Celestia will understand!”

Fluttershy saw Fake Fluttershy hesitate. The imposter took a deep breath and closed her eyes. Then she looked up.

“I made a promise not to use my element against him, and I'm going to keep it.” She took the ice skates from Discord and walked away from him.

Fluttershy raged. She struck the ice madly, she fought to get free. That fool she’d free herself and use the Element against Discord. She’d—

Discord laughed and pointed gloatingly at the other Elements.

“You see? She wants to have fun with me because we're friends. She can't use the elements against me because we're friends. I'm free forever!

No. Fluttershy fought to get free of the ice. She tried to lift herself with all her strength and her skin cut itself on the sharp edges of the ice. Fluttershy ignored the pain. She had to get free. She struggled harder, and blood began to flow from the cuts opening on her side and around her hooves. Fight. Harder.

Discord was laughing, rejoicing. Fake Fluttershy’s expression snapped. She raised the ice skates and threw them away.

“Not. Your. Friend!”

“Who cares? I can do whatever I want, whenever I want. I'm Discord, the master of chaos!”

Fake Fluttershy ignored Discord and began walking away across the ice. Discord’s expression lost its cheer. He walked after Fake Fluttershy.

“You think you can boss Discord around? You think I'm just going to turn all this back because you say so? Because if I don't, I'll lose the one friend I ever had?”

Discord paused. An expression of terrible realization played over his face.

“Oh. Oh.” He glanced towards the abandoned skates lying on the ice. “Well played, Fluttershy. Well played.”

Slowly, Discord skated over to one of the apple trees submerged protruding from the frozen lake. He seated himself on top of it and clasped his hands together.

A wave of magical energy flowed from Discord, engulfing the orchard and the entire frozen lake in light.

Fluttershy looked up in disbelief. The frozen ice holding her disappeared in a moment as did the water that had flooded the orchard. The beaver’s dam also disappeared, and the confused animals looked around as the magic released them.

Cheering. Fluttershy looked around. The other Elements of Harmony and Spike was cheering, running towards…

Fake Fluttershy. She stood modestly in the center of the orchard as her friends surrounded her, cheering.

Slowly. Fluttershy moved behind a tree. Very slowly. Her legs and hooves ran with blood. She was bleeding badly.

Motion. Fluttershy looked up. Longfoot was running towards her, the beavers, changelings, and other animals with him. They didn’t even bother using the trees for cover. Sloppy. It was fortunate that the celebrating Elements of Harmony and Discord didn’t notice them.

Fluttershy raised one of her hooves and looked at it. Blood ran down her fur and turned it red. The rabbit was shouting something, and the changelings were running, dashing through the trees for…something.

Time was slowing. Fluttershy saw the changelings reappear with strips of white cloth in their mouths. Angel grabbed it. No, Longfoot. He wounded the bandages around Fluttershy tightly. She let him do it. All of Fluttershy’s attention was elsewhere. She watched the Elements of Harmony celebrating, Spike grinning.

And Discord. The monster. Smiling.

He wasn’t doing anything dangerous. He bowed before Fluttershy, and the group returned to Ponyville. He wasn’t causing chaos. He was…

Safe.

Fluttershy closed her eyes. Longfoot was shaking her, and the animals were trying to move her. She let them. But she had to…Discord. Fake Fluttershy. It was hard to think. She was just a bit tired.

Fluttershy was carried away by strange animals and changelings. Her blood ran into the river and the waters washed it away.

Only later did Fluttershy come back to herself a bit. She didn’t die. Longfoot fussed over her, but Fluttershy forced herself to remain awake, to remain standing. She stood on a hill overlooking Ponyville, staring down towards the town as the rabbit redressed her wounds and removed the bloodstained rags.

The frozen ice had cut her skin as she fought to get out. Longfoot held the bandages over her bleeding wounds, pressing hard to stop the blood. But Fluttershy had no feelings to spare on her cuts. Instead, she stared at the figures standing in Ponyville.

An alicorn princess. A draconequus. Six friends. A baby dragon. Smiling. Laughing.

A pegasus was with them, standing next to the draconequus. She had a bright pink mane, soft tan fur, and a small smile as she watched her friends laugh. Fluttershy remembered.

Slowly, she raised her hooves to her face. Longfoot let go of the bandages and stepped back. Fluttershy’s fur was torn and ripped. Bloody gashes circled her legs.

Slowly, Fluttershy turned and walked back to her cottage. She did it quietly, letting the animals around her scatter to their patrols, away.

The cottage was dark and dim when Fluttershy pushed open the door. Longfoot hesitated at the entrance. Fluttershy waved him away. Reluctantly, the rabbit closed the door, and Fluttershy was left in the darkness.

Once. Fluttershy saw a rabbit holding open the door, smiling. She saw a room full of birds and rodents, and a bear grinning happily in the corner.

There was a small mirror next to the entranceway. Fluttershy looked into it. A pegasus stared back at her. Her mane was tangled, her tan fur discolored with dirt. Blood dripped from open wounds. She had no smile on her face.

Fluttershy lay down in the center of her living room. She wasn’t tired any longer. She wasn’t hurt either. Both feelings had gone away, and she was just empty. So she lay there a while, bleeding onto the floorboards as evening faded into night.

Remembering.

Night had fallen by the time Fake Fluttershy could tear herself away from her friends and head back to her cottage. Discord had left with Celestia, and her friends had retired to their homes.

The night was dark and quiet, yet the road to Fluttershy’s cottage was safe. Fake Fluttershy had no fear of the darkness and walked confidently back to her home.

But her hoofsteps grew much less sure when she reached the door to the cottage. Longfoot was waiting there, leaning against the side of the cottage. Unlike Angel, the rabbit was very quiet and introspective when he didn’t have to act around other ponies.

When he saw Fake Fluttershy, Longfoot straightened. Without a word he pointed one paw towards the cottage.

Fake Fluttershy halted, uncertain. She glanced again at Longfoot, who nodded and gestured again. Then he hopped away, towards the Everfree. Most of the animals made their camp there, now. It was more efficient, as they could keep the army’s weapons close by, but it left Fluttershy’s cottage mostly deserted.

But there was always one inhabitant there.

Fake Fluttershy’s hoof trembled, and then she pushed open the door. It swung wide, but no light spilled out of the cottage. The inside was just as dark as the night outside. No. Darker. The moon couldn’t reach inside the cottage’s walls.

It took a little bit for Fake Fluttershy’s eyes to adjust to the darkness, but when she did she saw that the furniture had been moved. Instead of the circle of chairs Fluttershy normally kept for all her friends, there were only two chairs placed in the center of the cottage around the dining room table.

And some one was sitting at one of the chairs. It was impossible to see them in the darkness, but Fake Fluttershy knew who it saw.

The pegasus approached the chair in the center of the living room. She hesitated, but Fluttershy said nothing. Cautiously, Fake Fluttershy took a seat.

Silence. The cottage echoed with it. Fake Fluttershy sat quietly, not fidgeting. She looked at the other seated figure, but the darkness was too complete. Only a ray of moonlight shone through the windows, onto the dining table.

The silence lengthened. The figure in front of Fake Fluttershy shifted, and moved after a while. It sat up straighter, sighed. Then it spoke.

“Well done.” Fluttershy said it so quietly that only the absolute silence made the words audible.

Fake Fluttershy’s eyes widened. She looked up and saw a pair of eyes staring at her across the table. They weren’t narrowed or wide as they usually were ; these eyes were just tired, an eternity of exhaustion captured in a single glance.

“Well done,” Fluttershy repeated again. “You saved Equestria today. If Discord had been allowed to run free, he might never have been captured. At the very least, you saved us from having to turn him back to stone with the Elements.”

More silence. Fake Fluttershy didn’t know what to say. But Fluttershy didn’t need a response. She continued.

“My tactics were...flawed. I failed to realize how dangerous Discord really was, let alone have a plan for defeating him. If it had just been me, Discord would have won. So for finding a way to stop him: thank you.”

Fluttershy leaned forwards, and finally her face came into the faint light from the moon. Fake Fluttershy flinched back. The pegasus’s eyes were bloodshot, and her mane was a mess. She stared unblinking at Fake Fluttershy. Something cold was in the depths of her pupils. Something cold and tired.

“You have his friendship. You have his trust.”

Fake Fluttershy nodded slowly. Fluttershy stared at her. Intently. Quietly.

“I don’t trust him. I never will. I think he’s a monster.”

Slowly, Fluttershy raised her hoof and placed it upon the table. Her fur was broken by a ring of dried blood, the dark red wound beneath still fresh.

“A monster is still a monster no matter how much times passes. Regardless of time or friendship, they’ll always be monsters in the end.”

Fake Fluttershy was silent. Fluttershy continued.

“But to protect Equestria, I will pick up any weapon I can, use any tactic no matter how underhanded.”

Fluttershy’s eyes were the only points of light in the darkness. They held the single ray of moonlight and glittered, fragile diamonds on the edge of breaking.

“There’s still another immortal out there, and I won’t risk his return. Making plans and building defenses was foolish. We need to destroy the enemy before they can threaten anyone.”

Fluttershy pushed herself away from the table. Fake Fluttershy tried to speak then, but was cut off.

“I’m leaving you in charge while I’m gone. Four days from now, I’m going to the Crystal Empire. The changelings I’ve sent have reported a dark shadow lurking in the blizzards outside the capital.”

Fluttershy stood up. The imposter sitting across from her was trying to protest, but she paid its words no heed. Her heart was cold, her body was tired. She had a mission.

“I’m going. Longfoot will remain here with you. If I don’t return, keep up the act. If I do return, it will only be when the enemy lies dead.”

Slowly, Fluttershy walked to the cottage door. She look back only once. Fake Fluttershy was still sitting in her chair, staring at her with eyes full of…what? Pity? Sadness? Fluttershy looked away.

It needed to be said. She took a deep breath, and spoke into the silence of the night.

“I’m going to kill Sombra. Permanently.”

And then she was gone.