Psalm for the Wicked

by Wildcat MacClain

Rating: everyone
Tags: Princess Celestia, Main 6, My Little Pony: Friendship is Magic, Starlight Glimmer, Queen Chrysalis, Adventure, Shining Armor
Length: 29444

In the cold of winter, ancient minds plot and maneuver as they always have. But when mental chicanery turns into a life-or-death struggle, how will Princess Celestia keep her beloved Equestria safe? Time to put the Elements of Harmony back into play!

The quiet of winter is shattered by the sounds of war. An army of changelings, lead by an ancient evil, has brought conflict within the peaceful borders of Equestria.
Now, Princess Celestia must find a way to safeguard her citizens. But, when faced with an enemy who always seems to be two steps ahead, how can she keep her beloved Equestria safe?
Why, with the Magic of Friendship, of course!

Published 2016-02-22 05:20:01 UTC
Last updated 2016-02-22 05:20:01 UTC

Psalm for the Wicked

I've made up my mind, thought the dark figure. He stood at the entrance of a large mountain cavern overlooking a frigid valley in southwestern Equestria. His only companion was a whispering formation of crystal that glowed with a sinister auburn light. The air was cold and stiff from the first snow of the season. The figure's thin black cloak did little to shun the cold, but then, the cloak wasn't meant to keep the cold out. Its purpose was to keep the unstable form of its owner in.

I know what I want to do, he thought, but how to do it? In the end, all he would need was the Crystal Heart, access to the Prison, and time to complete his work before Celestia and her pets could interfere. A lot of stars would have to align for him to succeed. There were many hurdles to cross, but as the figure pondered, it became clear that (as usual) the very problems he faced could be solutions under just the right circumstances.

It wouldn't be easy for the misshapen figure. It would take patience, planning, and a tiny bit of war. The timing will have to be flawless. And I'll need stooges gullible enough to manipulate. Of course, manipulating enemies can be just as useful.

The figure's crystal companion let out a hiss of impatience. Gently, he rested a shadowy hoof on the crystal's rough surface.

"Soon Mother," the figure said with a voice as deep and dark as midnight. It'll all be over. "Soon."

* * *

Pinkie Pie was loving her winter so far. Her powerful pony legs propelled her effortlessly as she skated energetically across the surface of one of Ponyville's many lakes. Pinkie crouched, preparing to leap gracefully into the air, but just as she was about to jump a peculiar shiver ran up her spine.

The powerful sensation surprised Pinkie so much that she lost her balance and tumbled painfully into a heap on the ice. What was that!? Was that my Pinkie Sense or just the cold? Pinkie thought for a moment, then her face lit up with a carefree smile and she stood back up. Probably just the cold!

Another shiver screamed up Pinkie's back, causing her to lose her balance again and she fell, unceremoniously, back to the ice. Nope, definitely not just the cold. So, her Pinkie Sense was trying to tell her something, but what? She had never felt a sensation quite like this one before. Cautiously she pulled herself to her hooves. Did that Sense mean that the ice was about to break? Pinkie stomped an ice skate experimentally on the ice. Nosiree! As unbreaky as ever! What then?

She looked around for anything that might explain the Sense, but it wasn't until she sniffed the air that she received a clue. The wind had brought with it the slightest whiff of something she'd smelled before; a sickly stench she'd first smelled years before in the Everfree Forest. Pinkie didn't know the forest as well as her zebra friend Zecora. Even so, she understood that the Everfree had a life of its own. It had moods and emotions. The emotion that caused the Everfree to produce this particular scent was fear!

In an instant, Pinkie's blood ran cold. The last time she'd smelled this stink had been when Nightmare Moon had returned. What could the Everfree Forest be afraid of now? So afraid, I can smell it from here!

After a final, lingering shiver, the wind changed taking with it the scent and leaving Pinkie to wonder. Should I warn my friends? Are we in danger? What caused this? What do fish do when the lake freezes like this? Wait no, that last one might be unrelated . . . unrelated but interesting! I should totally ask Fluttershy about that!

"Hellooo Pinkie Pie!" Pinkie turned to see her friends stepping cautiously onto the frozen lake wearing their own ice skates, and just like that, she forgot all about smells and Pinkie Senses. Omigosh, OMIGOSH! This is going to be the best, most stupendous, super skating soiree EVER! But first!

"Hey Fluttershy, I need to ask you a question!"

* * *

Chrysalis checked herself in the mirror. Hmm . . . perhaps just a little more pink. With a flash of fiery green light, her fake mane turned a lovely salmon color. Perfect! She had disguised herself as a cream colored earth pony with an ambiguous flower cutie mark and flowing pink mane and tail. It was an old trick; be attractive enough that ponies would like her but not so attractive that they would remember her.

She turned to look at her quarters. The little room buried deep within the tiny manor was trying desperately to appear larger than it was.

Queen Chrysalis and her changeling minions had taken over this small island nation west of Equestria some years ago, and the queen had claimed the former duke's manor as her own. For a time, feeding on the island's previous inhabitants had sustained the changelings, but the islands "food" reserves had since been dried up.

So it's come to this, Chrysalis thought. Feeding off of ships passing my little island hovel! The queen sighed and walked out of the cramped suite. She wanted to be at the docks to meet the lonely sailors as they came to port. Their love tasted false and halfhearted, but under the present circumstances, it was the best a soul-sucking changeling could ask for.

She stepped into the manors lobby to see one of her minions slinking around the banister of the center staircase. When the changeling saw his queen at the top of the stairs, he gave a start and for a moment his magical disguise (a blue pegasus stallion) faltered, revealing the black, bug-like changeling he truly was.

"Your Highness!" he said, bowing. "I was just looking for you."

"Hmm yes. Just how hard were you looking?" Chrysalis asked slyly. It was, after all, no secret where her room was. The lesser changeling shifted uncomfortably and looked around before answering.

"A guest has requested the presence of your Majesty, Queen Chrysalis, in the garden." Chrysalis's anger immediately flared. Who would dare summon ME, like I was some common servant! She was about to reprimand her underling, but the strangeness of the situation suddenly dawned on her.

The only ponies left on this island should have been changelings, so where had this "guest" come from? No ships had been to the port yet. For a moment, Chrysalis considered the possibility that the guest had flown in but quickly dismissed the notion, as the many changelings patrolling the skies above would have spotted and reported the intrusion to her before now. Her curiosity piqued, Queen Chrysalis withheld her rebuke, but she wasn't about to let herself be summoned.

"Very well," she said, turning back up the stairs. "I will meet our guest in the library." The upstairs library was a good location to meet a mysterious stranger; not only would she be doing the "summoning", but the library also provided plenty of visual stimuli to confuse the newcomer. It also forced the guest to climb the stairs to reach her, subconsciously implying power. To the queen's surprise, however, her subject replied in the negative.

"I think you should go to the garden," he said. Chrysalis whipped around, seething. Insolent whelp!

"How dare you 'think' in my presence! I am your Queen! You will do as I command!" To her astonishment, the other changeling met her livid gaze.

In a tone that left no room for doubt, he replied, "With respect Highness. I'm a lot more scared of him than I am of you." At this, the faux pegasus hurried passed his stunned queen and disappeared down one of the upstairs halls.

What? . . . WHAT?! How dare he?! Has he forgotten that I am his Queen? He belongs to ME! She wanted to chase her subordinate down and tear his wings off, but she knew that the source of the problem, the mysterious guest, would still be there. More intimidating than ME is he? We'll see about that! For a moment her eyes flashed green, then the changeling queen burst into brilliant green flame. Just as quickly as it appeared, the fire vanished, revealing a new and improved Queen Chrysalis.

She was now a tall beautiful unicorn with a shining silver coat and lavender mane. Chrysalis craned her neck to look at her flank. With a flash, her cutie mark changed from a lowly flower into a bejeweled crown. Just a touch more magic, and her eyes glowed with what she knew would be a burning red color.

Satisfied that she now had an intimidating edge, Chrysalis stormed down the stairs and out the front door. Once out in the salty sea air, she confidently turned and began walking around the unimaginative, rectangular manor house.

As she approached the garden at the rear of the house, however, her confidence inexplicably flagged, and she found that her pace had slowed to a near crawl. There was a darkly intelligent presence emanating from the now unkempt garden that she could not explain. With every increasingly timid step, Chrysalis felt more aware of the presence, and she felt the presence become more aware of her.

Stepping through the arched gate into the garden Chrysalis saw an unearthly cloaked figure laying near the garden's central (and inoperable) water feature. For a moment, she stood still and stared, before realizing that her fear had evaporated and the presence had reduced to the back of her mind. Her confidence restored, she trotted toward the center of the garden. She was about to announce herself when, without turning to face her, the figure spoke.

"I thought I had requested the presence of the queen," he said in a deep, aristocratic voice. Chrysalis was about to tell him he had, but then she realized her stupidity. Of course, he did summon me by name, and if he knows my name then he likely knows full well what I am . . . ah well. So much for my disguise.

As she walked slowly around the figure to stand in front of him, she let her magical disguise fade and, like paper smoldering in green fire, the silver unicorn burned away. All pretenses gone, the real Queen Chrysalis now stood before the dark figure in all her twisted glory.

Light green, insect-like wings now protruded out of her back, which (along with her slender belly) appeared to have the qualities an arthropod. Her head, neck, and legs, however, were recognizably equine. Her rough black coat was matched perfectly by a crooked black horn à la unicorn. Dark teal mane and tail, glistening fangs, bizarre crown; and shining, reptilian, emerald eyes completed her look.

Chrysalis leered assuredly into the figures hood which, to her dismay, was only just below her eye level, despite the figure's prostration and her own impressive height. Her pride was feigned, however. Even shape-shifting bug-ponies that feed on the emotions of others feel self-conscious in the face of unfiltered scrutiny.

"Much better, Queen Chrysalis," the figure said. Chrysalis hesitated. Is he a GHOST?! At first, she thought that the figure's thin black cloak was empty, but upon closer inspection she noted the faint shape of a masculine muzzle half hidden within the cloak's hood. She thought there were small fangs protruding from the muzzle, but it was difficult to say for certain given that he seemed to be semi-transparent. What is he?! Why can I see through him?

Resisting the urge to blurt these questions out, Chrysalis held her composer and plied, "You seem to have me at a disadvantage."

Instead of giving her his name, however, the figure remained motionless and coolly replied, "More than you know," Hmph! "Your Highness, I've come here because I believe you and I can help one another. Your kind feeds on emotions, especially love. I have a plan that could provide you with a potentially limitless supply of love on which to feed." Chrysalis immediately felt the stirrings of hunger within her, but she held her tongue. "I think you are familiar with a young alicorn named Mi Amore Cadenza."

Princess Cadence, Chrysalis seethed. It's because of that witch and her husband that we ended up on this forsaken island! She had indeed met Princess Mi Amore Cadenza and even impersonated her preceding a changeling attack on Equestria's capital city of Canterlot. Chrysalis had, however, been thwarted by the real Princess Cadence and Shining Armor, the stallion who later married the princess. Of course, we would have won if it weren't for that little, purple pest. Twilight Sparkle! "We've met," she answered curtly.

"Yes well, as you may or may not know, Cadence has the unique magical capacity to spread love where ever she goes. She is also now living within a stone's throw of the Crystal Heart: a powerful artifact capable of amplifying her power across Equestria. I have a plan that could put you in control of both the Heart and the princess. All I need for my plan to succeed is for you to lend me your army of changelings."

Chrysalis liked what she was hearing, but she wasn't about to follow this very strange stranger's plan until her minions had corrupted his mind. She needed a way to put him in constant proximity to her changelings in order for their magic to be at its most effective. First, however . . .

She tilted her head seductively and said, "Don't get me wrong, lambkin, I think it's absolutely darling of you to consider our repletion-" Ew. "Lambkin" might have been a bit much! "-but I do wonder; what do you get out of your plan?"

Still stolid, the figure replied, "Let's just say it will enable me to . . . settle my accounts." Revenge! Now that I can relate to. Queen Chrysalis thought back to her failed incursion on Canterlot. Twilight Sparkle! If I ever get my hooves on that horned mule I'll . . . but of course! It was simple really. A way to get her revenge and put her underlings in a position to manipulate this cloaked interloper.

"Alright," she said with a wicked smile, "I'll hear your plan, but before we act on it I want you to do something for me."

The figure moved for the first time, tilting his ghostly head slightly. "What precisely is it you want from me?" he said.

"I want to see how well you'll work with my subjects. You'll use a small swarm of them, to first humiliate, then capture a nemesis of mine. A filly named Twilight Sparkle." At this, Chrysalis thought she saw a faint smile touch the figure's semi-corporeal muzzle and, for a moment she felt a twinge of something at the back of her mind. Doubt? She did her best to dismiss the thought.

"Very well, your Majesty. I do enjoy a challenge." Chrysalis's smile broadened. Perhaps my new friend can be manipulated after all.

"Excellent. Now tell me this plan of yours." The figure matched her smile. Another pang of doubt tickled the back of her mind, but as Chrysalis listened to the figure's plan her doubt was quickly overpowered by hunger. Hunger for emotion, and an even deeper hunger for revenge.

* * *

"True, the Everfree has given me a fright, but I really couldn't impose, Miss Twilight," Zecora said, having never felt more out of place. She had abandoned her home in the Everfree Forest when it's demeanor had changed a few days ago. Since then her friend Princess Twilight Sparkle had invited her to stay at her castle. The organic sights, sounds, and smells of Zecora's forest home had been replaced by the glassy, almost clinical feel of Twilight's castle: the Castle of Friendship.

Still, for such a strange, rigid space, there is a strong sense of life in this place. It was true that the large, purple castle had effectively grown here in Ponyville from a seed that had originated from within the magical Everfree Forest. Now as Zecora walked through the structure with her friends, she couldn't shake the feeling that the castle's glistening walls were watching her.

"It really is no trouble Zecora," said Princess Twilight, her faithful dragon assistant Spike riding on her back.

"Yeah! What are friends for?" asked Spike. Zecora looked at the two of them and had to suppress a giggle. Even after all these years, Spike the Dragon was still a disproportionate infant; enormous green eyes, large purple head, over-sized green spines running down his wingless back, and a set of tiny arms and legs ending in sharp little claws.

While Spike had remained constant, Twilight, on the other hoof, had changed considerably. Her purple coat, eyes, and horn remained the same, but since she'd come to Ponyville she had earned a pair of long, elegant wings. Zecora could have sworn she'd also gotten taller. She'd become an alicorn and a princess with her own castle.

Twilight had come to the aptly named town of Ponyville as a student, but in the subsequent years, she'd become a teacher of sorts. She and her closest friends now traveled the world settling disputes and strengthening friendships wherever they went.

Now, however, Twilight and all of her friends walked together through the castle. Applejack was a hard-working earth pony who represented the Element of Honesty. The shy pegasus Fluttershy represented the Element of Kindness. Miss Rarity was a beautiful unicorn who characterized the Element of Generosity. The Element of Loyalty was represented by Rainbow Dash, an athletic pegasus whose mane matched her name. And, not to be forgotten, the vibrant, (and vibrantly pink) earth pony Pinkie Pie, who personified the Element of Laughter. Princess Twilight herself represented the elusive Element of Magic. Supposedly, there was powerful magic created when all of the Elements were present, and thinking back on all of the extraordinary things the six ponies had done, Zecora believed it.

It was a testament to the size of the castle that Zecora, Twilight, and all of Twilight's friends could walk abreast down it's shining halls. Almost all of her friends, that is.

Now that she looked, Zecora saw another pony walking timidly behind them; a lavender unicorn with blue eyes and a purple mane with minty green highlights. The pony had been inspecting Zecora but when the zebra looked back the young mare looked away shyly. Ah, I certainly know what that look is for. Clearly she's never seen a zebra before. Following Zecora's gaze, Twilight spotted the unicorn and stopped in her tracks.

"Omigosh!" she said, throwing her hoof to her forehead, "I've been so rude!" Twilight quickly walked to the unicorn, wrapped a reassuring hoof around her and said, "Zecora, this is our new friend, Starlight Glimmer. Star, this is our old friend, Zecora!"

"Warmest greetings and I say, be bold," Zecora said mirthfully. "Truthfully though I am not that old!" Starlight returned her smile and for a moment, Zecora could see the gears turning in the unicorn's head. Once again, here we go. Her first question I already know.

"If you don't mind me asking, Miss Zecora," Starlight said, "do you always speak in rhyme?"

"Yes, and think it in the mind," Zecora laughed, "a common zebra trait, you'll find." Starlight laughed with Zecora but before she could speak again, a strange pulsating light filled the hallway. All at once Twilight and her friends checked their cutie marks to find (to their surprise) that they were all glowing!

Zecora was fascinated. She had, of course, heard about the Cutie Map and it's proclivity to dispatch the six ponies to deal with friendship problems throughout Equestria, but she'd never seen it in action.

"Goodness," said Fluttershy. "All six of us?!" The ever-airborne Rainbow Dash tilted her head in contemplation.

"Weird. The Map hasn't called all of us since-" Rainbow stopped herself and glanced at Starlight Glimmer. "Well, you know." Starlight hung her head in shame and Zecora felt the distinct impression she was missing something.

"What are we wait'n for gals?" Applejack adjusted her hat and continued, "Let's see where the Map wants us to go!" Together, seven ponies, a dragon, and a zebra ran to the castle throne room where the Cutie Map was located. Zecora stepped into the throne room to discover that the large circular table, which dominated the room, was now projecting a detailed, topographical, and apparently real time map of Equestria. Twilight and her closest friends took their places in their corresponding thrones, leaving Zecora and Starlight by the door.

"I wonder where we're going this time," Pinkie exclaimed and Zecora could see how excited the little pony was.

"Whatever the problem is must be a pretty big deal if it requires all the Guardians of Harmony," Starlight said. Starlight peered at the map with obvious interest.

"Guardians?" Rarity's eyes went wide. "Ooh, I like that! Oh, unless it makes us sound pretentious." She looked at Rainbow with sudden concern on her face. "Do you think it makes us sound pretentious?"

Rainbow snorted, "I think it makes us sound-," Rainbow's reply was cut short as the six ponies' cutie marks, first separated from their bodies, then floated up into the air, before finally gliding down to the Map. The marks had landed in pairs in three distinct locations in southern, and southwestern Equestria.

"Well I'll be," said Applejack in wonderment, "looks like I'll get to see cousin Braeburn!" Zecora scanned the Map to discover that Applejack and Fluttershy had indeed been called to the dusty town of Appaloosa.

"That'll be fun," came Fluttershy, "but I have no idea where the rest of you are going." Rainbow Dash left her seat and flew slowly over the table, carefully inspecting the Map.

"Yeah, and it's weird that the Map called us to three different places at the same time, right?" Zecora looked over to the unusually quiet Pinkie Pie to see her shivering vaguely in her throne. Strange, it is not so cold in here. Does she shiver with excitement or fear?

"Very weird," Twilight agreed, "but we're not gonna find answers here. Pack your bags girls. Let's be problem solvers!"

The "Guardians of Harmony" exchanged elated glances, then the six ponies, even Pinkie who seemed to have forgotten her shivering spell, rose and walked loquaciously out of the room.

In the quiet that remained Zecora studied Starlight. The young mare stood transfixed by the Map and seemed to be sweating nervously. Hmm, Zecora thought pensively, I should get to know this clever miss. It seems she too senses something amiss.

* * *

The first thing the dark figure had done was deploy a small band of changelings to recover his crystal "mother." He could sense the crystal's mirth when the changelings laid her gently at his hooves. He understood her amusement as he too could feel the little shape-shifters attempt to use their magic on his mind every time they entered his proximity. Their powers were simple and easily diverted.

Despite their simplicity, the changelings were performing admirably. They followed his orders to the letter and their queen was just clever enough to be gullible.

Chrysalis's condition of revenge had annoyed the figure somewhat, but in truth, the delay was for the best. It would give him time to win the loyalty of the changelings, and the business with Princess Twilight could give him easier access to Canterlot and Princess Celestia; Celestia's involvement would be useful in the end.

The figure sighed heavily and found, to his astonishment, that he actually drew breath. He craned his neck to look at his cloaked body, which was beginning to look impalpably equine. I'm becoming corporeal faster than I anticipated. His lungs labored painfully but that that didn't stop him from enjoying the salty sea air. He felt his hood shift slightly as a horn took shape on his forehead.

The figure allowed himself a fang filled smile and gazed intently to the north. I'm coming for you, he thought wrathfully, All of you!

* * *

"Your Majesty?" Princess Luna snorted into wakefulness, her starlit, ethereal mane a royal mess.

"Yss, bwutt is it? - ahem! - What is it?" Luna sleepily raised a hoof to block the light intrusively spilling in from the door the guard had spoken from.

"I'm sorry to wake you but your sister, Princess Celestia has requested your immediate presence in her study. I'm to tell you-" Hmm, he has a nice voice. A sleepy voice . . . "Your Highness!!"

Luna snorted again, "I'm awake!" She gently patted her face to break her lethargic state. Nope, still fuzzy. She tried once more, less gently. Ouch! That's done it!

"Right," the guard said in wonderment at her behavior, "As I said, this is a matter of the utmost importance. You must come at once!" Luna peered at her bedside clock. At once?! but it's the middle of the day!

"Very well," she said, "I'll be right there. You're dismissed." The guard, however, did not leave. Instead, he held his ground, and his face hardened into a no-nonsense expression. Ugh, fine! The nocturnal princess rolled gracelessly out of her bed, my sweet, sweet bed, and into her slippers. "See? I'm up."

Satisfied that he'd won, the guard ducked swiftly out of the room and closed the door behind him. As soon as she heard the door click, Luna wasted no time in falling face first, back into her bed.

She heard the savvy guardspony growl on the other side of the door and, in what seemed like mere moments later, Luna found herself approaching her sister's study. The guard had watchfully escorted her here, and now held the door open for her. As she walked through Luna made sure to stick her tongue out at him as childishly as she could. She immediately regretted it, however, as on the other side of the door stood a group of very important ponies.

First and foremost was her sister, Princess Celestia, a tall, gorgeous alicorn and supreme ruler of Equestria. Only slightly less important than Celestia and Luna herself were the marshals.

The three marshals were Equestria's highest ranking military officers and upon obtaining the rank they were sworn in as nobles. Lady Captain D'Anjou was a rough and tumble earth pony marshal with a green coat and muddy red mane. Lord Captain Ozone was a tall handsome pegasus and the youngest of the marshals. Ozone was an endless flirt but he was generally harmless in Luna's experience. The third and most popular marshal was Lord Captain Shining Armor; blue hair, white coat, tall, well read, and (to the dismay of every mare in Canterlot) married to Princess Cadence.

As Cadence herself was currently pregnant, Luna wasn't at all surprised that she wasn't in attendance. Shining Armor's little sister, Princess Twilight Sparkle was present, however, and she looked as confused as Luna felt.

Prince Blueblood was also present. Arrogant clot! Luna thought. Arrogance and clot-itude aside, Blueblood was a logistical genius and despite his social ineptitude, he had a good head for politics.

It wasn't until Luna had taken a seat next to her sister that she saw the shadowy form of Belfry, the captain of her Royal Guard, next to the door. She wasn't at all surprised that she hadn't seen him when she walked in. After all, his kind could become invisible at will.

Belfry was a somnumi, a mystical pony with bat-like qualities. Long ago the somnumi had been enemies of Equestria, but Luna had singlehoofedly won their loyalty before her banishment, and now that she'd returned, so had the somnumi. It amazed her that the somnumi had faithfully awaited her return for a thousand years. It's not as if they actually like me, they just adhere to tradition.

After everypony had settled, Princess Celestia turned to Twilight and said in her most motherly tone, "Go ahead Twilight: tell them what you told me." Twilight looked nervously at all of the paramount ponies around her and remained silent. Her brother gave her a reassuring smile and she found her courage.

"Okay," she said, "A little over a week ago the Cutie Map sent all six of us out on a series of missions." Really, Luna thought disinterestedly. Celestia woke me up for a friendship problem? She rolled her eyes, then let her eyelids start to slowly droop down. "It seems that over the past month all of the villages in southwestern Equestria have formed a new tradition."

Luna was instantly and fully awake. Ah, so that's why we're all here. Princess Luna looked around the room to see that the others were all trading subtle but pointed glances as well. Well, it's nice to see we're all on the same page for once.

Twilight, oblivious to the unspoken exchange, continued her story. "The villagers had planted trees in the middle of their roads in honor of the Tree of Harmony."

Luna remembered the Tree well. She and her sister had discovered the Tree millennia ago and had been the first to obtain the Elements of Harmony in a bid to rid Equestria of a terrible villain.

After Princess Luna had transformed into Nightmare Moon, an evil incarnation of herself bent on obscuring the sun forever, the Elements had been lost and forgotten. Once Nightmare Moon was banished into the moon, the Elements had remained hidden by time until Twilight and her friends discovered and used them to restore Princess Luna. I don't think I can ever really repay those six little ponies for all they've done for me.

Twilight went on, "At first my friends and I couldn't find anything wrong with these various towns, but as we observed it became clear that these trees were quickly becoming a serious congestion problem. The roots of the trees have spread out across the roads, making the paths bumpy. Not only has this presented a tripping hazard," -Twilight nursed a small bruise on her chin- "but it's also caused cart pulling ponies to move more slowly past these trees. The resulting decrease in freight traffic has already had a noticeable effect on the economy in the southwest and it can only get worse as long as the trees remain.

"But when my friends and I tried to convince the locals to remove the trees, or even when we tried to remove the trees ourselves, the townsponies got angry. You see, the southwestern ponies consider the trees to be a symbol of Equestria, like a new national flag. So when we suggested their removal, they were really offended. They even called me 'unpatriotic!' Me! I've never felt so humiliated!"

Twilight's took a calming breath and continued, "My friends and I have been stewing over this all week and we still haven't found a solution. That's why I've come to you. You have much more experience than I do; I'm really hoping you'll know what to do."

The various ponies in the room turned to one another; it was time to consider the problem. It's an interesting conundrum, Luna thought, but it's hardly beyond Celestia's purview. Sure enough, Princess Celestia stepped forward and addressed Twilight directly.

"This is what you will do Twilight," all eyes turned to Celestia. "First, go to these villages and commend the citizens for their loyalty: inform them that they have inspired you and that you wish to honor their patriotism by enhancing their trees. Then I want you to magically accelerate the growth of these trees so they will quickly grow over the next few weeks. Once done, you will return to your home and wait."

Luna understood immediately. Celestia's plan would, over the course of the coming month, make the townsponies realize that their trees were nothing more than obstructions. By then, they would want to remove the trees themselves and (most importantly) it would seem as if it were their own idea. There would be no hurt feelings and Princess Twilight would not seem unpatriotic.

Twilight hesitated, saying, "But isn't that the same as doing nothing?" -Hardly! Luna thought.- "Won't the economy suffer?" For sociopolitical stability, it is a small price to pay, little one.

"Not forever," Celestia answered, tenderly resting a hoof on Twilight's shoulder, "and in the meantime, your reputation will be preserved." The little princess still looked concerned.

"Twily," Shining Armor said softly, "I know this doesn't make much sense to you right now, but the princess is right. Trust her."

"I will. I do!" Twilight closed her eyes and sighed heavily. "Okay, I'll do it." Luna smiled inwardly. As if you had a choice in the matter!

"Good," Celestia said. "You'd better get started, Princess." With that, Twilight bowed and left the room. For a few moments there was silence, then for the first time, Ozone spoke.

"Well . . . that's annoying!" You said it, bro. The collected dignitaries resettled in their seats for what they knew would be an arduous discussion.

"First of all, this is clearly not a genuine tradition," Shining Armor began. Blueblood nodded and, with his simpering voice, replied.

"Right. Real traditions take decades or even centuries to spread and take roots." Luna had to agree. In her lifetime, she'd seen a hundred traditions take hold and hundreds more fail.

"For a tradition to stick so quickly it needs persistent and coordinated promotion," Celestia said. Lady D'Anjou stood and looked seriously around the room.

"Just so we're clear," she said, and (once again) Luna felt a pang of envy. Why can't I have an accent like that? She just sounds so fancy! "We are in agreement that this is nothing less than a targeted attack against the sovereignty of Equestria? Oui?"

It was just like D'Anjou to cut to the chase like this. There was still plenty that could be said about the nature of traditions; how they spread, deviations from one town to the next, the likelihood of adoption. Plenty, but ultimately the marshal was correct; this obviously wasn't a natural custom and there was little to be gained by further colloquy.

Luna solemnly raised her hoof. The others soon followed suit, with Princess Celestia being the last to acquiesce. Poor Tia. You've never liked the idea of our beloved Equestria coming under threat.

"Okay then," Ozone said. "The next big question is, who could pull something like this off?"

"I could," Captain Belfry said from behind Luna, giving her a small start; she'd forgotten that Belfry was in the room. At some point, he'd moved into a position behind his princess.

Shining Armor glared at Belfry. Oh joy, here we go, Luna thought. The marshals had never liked the somnumi captain and his guard. Luna could only imagine what it must have been like for them. A thousand years of their own supremacy as royal protectors, then these strange bat-ponies showed up and wordlessly assumed guard-ship of Princess Luna.

It had to have been an affront to their pride and, what was worse, Captain Belfry now seemed to be an unofficial marshal himself. He certainly seemed to do as he pleased; he attended the highest level meetings, he'd somehow obtained unlimited access to classified material (Luna's own doing), he even had his own intelligence network, and the worst part was that he could manage all of this while invisible.

It was no wonder the marshals didn't trust the somnumi but as for Luna herself, while she didn't always get along with the stoic ponies, she trusted them completely. We are kindred spirits, of a sort.

"Unless you had something to do with this attack," Shining Armor said balefully, "then how exactly is that little nugget useful?" Belfry met Shining Armor's eyes apathetically.

"I'm just saying that I know what it would take," he said. "It would require multiple agents with clear lines of communication and/or a well-thought-out, comprehensive plan so as to adapt to any changes between towns. Its promoters would have to be influential, whilst subtle enough to blend into the population lest they be recollected or thought of as odd."

"Well, if our opponent wants to be subtle," D'Anjou said aggressively, "then I suggest we change the rules. Deploy the EUP." Ozone nodded his agreement.

"'Never play by your enemy's rules,'," Ozone quoted. "'Change the game until the circumstances work in your favor.' Our enemy wants to be subtle, let's be otherwise."

"What enemy?!" Blueblood exclaimed, shaking his head. "How can we deploy the EUP without knowing who our assailant is?" Fair point . . . arrogant clot!

Shining Armor patted his chin thoughtfully. "He's right. We could deploy for counter-insurgency only to be faced with an aerial assault."

"We need more information," Luna chimed in. Ozone let out an audible sigh and D'Anjou slumped over in frustrated resignation, propping her head up on her hoof and rolling her eyes.

"My sister is right," Celestia said. "Until we know more we must be cautious. Please dispatch agents to- . . . but of course," she looked to Captain Belfry and narrowed her eyes, "I'm sure you've already sent your spies." It wasn't really a question but Belfry answered it as one anyway.

"They should arrive within the hour." An obvious lie, Luna thought. He's probably had assets on site for days! Tia smiled slyly at him.

"Thank you for so generously sharing your resources with us," the princess said. Belfry rested his hoof on Luna's shoulder and she quietly nodded her assent. The unspoken message was clear: report your findings to Celestia.

"Good," Celestia said. "Now that that's settled," -she turned to Blueblood- "would you kindly organize relief efforts for the southern settlements. I have a feeling their economy's about to take a hit." After the prince had arrogantly and clot-fully responded in the affirmative, Celestia faced the assorted geniuses in front of her and said (with none of the gravity evident in her eyes), "Thank you all for coming." Hmph! Like I had a choice! "I'll keep you apprised of any developments."

It was a clear dismissal, and as the five ponies filed out of the room (Captain Belfry had already become inexplicably absent), Luna had an uneasy pit in her stomach. She'd seen enough history to know that some was about to be made.

There were still plenty of hours left in the day but Luna didn't sleep. Not one wink.

* * *

Twilight had done as she was told. She and her friends had gone back to the southern villages, flattered the citizens, and accelerated the growth of their trees. They still didn't understand how these actions would help, but for whatever reason, their cutie marks began to glow signifying a job well done.

It was with this confusing success in mind that Twilight returned to her home in Ponyville. As she walked alone through the shining halls of her castle, she pondered the strangeness of it all. What exactly did we do back there? How did it help? It must have, otherwise our cutie marks wouldn't have shined like that, right? Right?!

These thoughts and others blitzed mercilessly through Twilight's mind like water through rapids until she reached the comforting embrace of her own room. At least, it should have been comforting, but something was wrong. It felt too small, too dark, and there was something moving near her bed.

"Hello?" she called out. "Spike, is that you?" To her surprise and horror, she heard her own voice come back at her like an all too clear echo.

"Spike, is that you?" the changeling mocked as it stepped into the light, assuming Twilight's guise as it went. All at once Twilight realized her room wasn't small or dark: it was crowded. Crowded with changelings.

She tried to ready herself. She widened her stance and prepared a magic spell, but it was too late. She felt the changeling's magic kiss her mind and the last thing she remembered was the feel of tough bug-pony legs grabbing her from behind. At which point she fell fastly, and deeply to sleep.

* * *

How did this happen?! Chrysalis thought as she walked down the hill toward the town's square. How?! She could ask all she wanted but in truth, the answer was achingly simple. She had been conned.

Almost immediately after she had given the figure control over some of her minions, she'd begun to lose her own authority over them. He communicated with them in ways that she never had; He talked to them, explained things to them, he did not require their blind obedience. Not only did he talk to them, he also listened to them. He carefully answered their questions and considered their suggestions. The changelings knew that they could speak freely and honestly around him and that he always had a good reason for his commands.

The changelings trusted the dark figure, and it seemed they trusted Queen Chrysalis less and less as time went on. At first, the queen thought nothing of it, but the real awakening came when she began seeing changelings walking around the island without disguises.

Apparently the dark figure had commented that it didn't matter to him what they looked like, it was who they were inside that mattered to him. When he conversed with the changelings, he spoke, not to the skin deep facades, but to the unique minds within.

The overall result was a dramatic shift in loyalty among the changelings, from Chrysalis to the figure. The queen doubted she had even a hundred supporters amongst her hive now. They belonged to the newcomer.

Chrysalis walked into the town square to find that, as usual, the figure was sitting next to a statue of a rearing pony on a raised dais, surrounded by changelings. For the first time, Queen Chrysalis noticed how different the figure looked now, from the way he looked upon his arrival to the island. He was still enormous, but it now looked like there was a strong, solid stallion beneath his cloak and there was the point of a unicorn horn propping up his hood.

The crowd of changelings seemed especially attentive and excited today. It looked like something had happened or was about to. I must have missed the memorandum, Chrysalis pouted. The figure with his thick, authoritative voice, was just finishing his instructions to them.

"- that way if you get separated from the rest of the hive you can make your way to the rendezvous. Are there any questions?" There were a lot of shaking heads and murmured "no"s. Then the figure noticed Queen Chrysalis, I'm glad someone did, and beckoned to her. As she walked through the crowd she noted that almost none of the changelings bowed to her and that many of them actually met her eyes. He's got them thinking that we're all equals here!

"Chrysalis," he said warmly as she approached, That's Queen Chrysalis! I still have my crown!, "I'm glad you're here. We've just received some delightful news from the mainland. The advance force has succeeded in its mission and captured Princess Twilight Sparkle!" Chrysalis stirred, At last! I will enjoy feeding on her!

"Where is she?!" she asked, her voice dripping with anticipation.

"She's being held at the operation staging area in southwest Equestria," the figure paused, his voice gained a surreptitiously threatening tone. "We were about to deploy there ourselves. Would you care to join me?"

Chrysalis had heard what he said, but she'd also heard what he meant. He had cleanly noted the separation between herself and the rest of her hive, as well as the unity, or rather, the control he had over them. He had also asked if she would join him specifically. Not them, but him. This meant that following his plan was no longer about her or her desires, it was about helping his cause.

Alright, think Chryssi. Think! If I say yes, I will have effectively bound myself to his will. She didn't like that idea very much, but on the other hoof . . . If I say no, that will further alienate me from my minions and I may never regain control over them! She liked that even less! Is there something I'm missing? Another option?! Probably, but she couldn't think of it at the moment.

Chrysalis sighed in resignation, then in a flash of understanding, she realized something. He's a changeling of sorts! But instead of wearing a disguise only on the outside, his disguise runs all the way to his core. He had fooled the changelings, and now he fed off of their love and respect for him, to increase his own power. There's nothing for it, she thought in defeat.

"Yes, of course," she said, smiling. The figure matched her smile with a sinister one of his own. He knows he's won. He turned back to the masses of changelings and with his earth shaking-voice, roared his command to them.

"Now is the time, my friends! LETS FLY!" The island exploded with noise and motion as thousands of changelings cheered and took to the sky on insect-like wings. The figure stepped jerkily to the nearby carriage that he would be flown in and expectantly held out his hoof to Chrysalis.

This is it, she thought. I'll just have to tag along and wait for an opportunity to take my subjects back. Until then . . . She took his offered hoof and let him lead her gently to war.

* * *

The first thing that struck Twilight as she woke was how cold it was. Brr! Did I leave a window open again? She sluggishly opened her eyes: her eyelids were heavy and slow to respond. Her vision was hazy, but it soon cleared, as did her mind.

Wait! Where am I? This isn't home. Oh no! Home! I got home and there were changelings! Where's Spike?! Is he okay? Okay, Twilight, get a grip! She couldn't help Spike until she'd helped herself first, and she definitely needed help.

She had awoken glued to an uneven stone wall near the mouth of a cave. It was night, and if it weren't for the robust layer of snow reflecting the light of the moon, she doubted she'd be able to see the expansive valley outside. The inside of the cave was moodily lit by the glow of dozens of changeling horns.

"She's awake!" one of them said in an all too pony-like voice. The hive turned to face Twilight. On instinct, she tried to cast a spell to push them away from her, but the same changeling goo that held her to the wall also covered her horn and seemed to negate her magic.

"At last," said an unpleasantly familiar voice. Queen Chrysalis stepped through the crowd and into Twilight's view. "So nice to see you again Twilight! And to think, we could have been sisters-in-law."

"Chrysalis," Twilight said angrily, "I demand that you release me at once!" The queen only laughed.

"My, my, Princess Twilight is making demands. Congratulations on the amelioration by the way. Still failing merrily upwards, I see."

Twilight growled, "Big talk from you, my queen! I bet you wouldn't say that if I weren't glued-GASP!"

Chrysalis had lunged at her; mouth open, baleful fangs gleaming. Twilight squeaked and cringed as Chrysalis vociferated an ear-splitting shriek just inches from her face. Twilight's chest compressed painfully as the powerful changeling's pockmarked legs shoved at her unprotected body at full force. The little princess was helpless to resist as the evil queen crushed her against the wall, again and again, screaming as she did.

"SHUT UP! SHUT UP! Prissy little WITCH, you ruined my plan! You ruined everything! I could have taken Canterlot! I could have fed on all of Equestria, but you and your precious friends ruined it all! I hate you! Do you hear me?! I HATE YOU!-"

"Enough!" said a deep voice from the cave entrance. Chrysalis let out a reactionary hiss toward the speaker, but amazingly she backed down. Twilight sobbed and gasped for air. Her entire body shivered in agony from the pounding Queen Chrysalis had given her. She didn't even have the strength to look at whoever had saved her. Incoherent thoughts burbled in Twilight's mind. I'm sorry- I don't- Please!- I can't-

"It's over for you Sparkle," Chrysalis said, spittle flying from her twisted mouth. "I'm going to hunt down and destroy your friends. I will make your sister-in-law scream in pain, and your brother will be a drooling idiot by the time I'm done with him!" She stepped slowly forward again, an intense look in her eyes, "But first I'm going to feed ON YOU!"

"You will not," came the calm voice from the mouth of the cave. Twilight raised her head weakly and saw, through her tears, the dark shapes of the changelings standing between her and Chrysalis. What, huh? They are protecting me . . . from their own queen?! Chrysalis was dumbstruck.

"I will not? What? But we had a deal!!"

"'Had,' being the operative word." Princess Twilight haltingly, painfully, craned her neck to look for the speaker. The dark figure had his back turned and was so still that at first the princess couldn't spot him, but when she did, her eyes widened. Wait. Is he a pony?! He's colossal! Even Princess Celestia would have to look up at him! "Our young friend still has a part to play. Besides, it makes little sense to feed on her now. I ask you, what will taste better; the pain and loneliness she feels now, or the warmth and love she will later feel in the company of her friends?" Chrysalis stammered out her response.

"She- but I- I don't-"

"Now go. We have a big day ahead of us tomorrow." The queen's eyes were like saucers as she ambled, speechlessly, toward the rear of the cave and down one of it's many tunnels. "The rest of you; you have your orders. You know how important they are. Go quietly and strike hard!" The figure's voice softened, "Be swift and be safe. Go!"

At once the swarm took off into the night, the wind from their wings chilling Twilight to the bone. In the thick wintery silence that followed, she found herself alone with the figure. For a moment she slumped limply in her viscous bonds, absorbing the horrors of the evening.

What's going on? Who is this stallion? Where are those changelings going? Twilight looked at the figure. His back is still turned! Maybe I can wriggle free without him noticing. Excruciatingly she began to twist and pull with her bruised body. Almost the instant she started, however, the figure spoke.

"I'd like to tell you a story, your Highness." -Wut?- "It's a very old story. It began not far from here- Oh, but that's hardly the way to begin a story is it?" He still isn't looking! Twilight continued to strain against her fetter. "How about this?"

The figure's voice changed to an informative, almost kindly tone, "Once upon a time there existed a powerful collective of ethereal beings called, the umbrum." Twilight froze, an icy shiver running up her spine. Umbrum! I know that word! Why do I know that word? "The umbrum ruled the world with an iron will. Until there arose a rebellion of earth ponies, pegasi, and unicorns." -I'm sure I've read the word umbrum before, but when? In what context?- "Together, with the help of the mysterious alicorns, the ponies created a weapon of terrible power. With it, they defeated the umbrum, but they did not destroy them. Instead, they fabricated an enormous Prison far to the north, over which they constructed a shining city." Far to the north, shining city? That can only be the Crystal Empire-

Twilight issued an audible gasp. The Crystal Empire! That's where I've read the word Umbrum before.

The figure slowly began turning to face Twilight, continuing his story as he went, "A city, where the umbrum," -I read it in a secret chamber beneath the castle throne room- "and the weapon, the Crystal Heart remain" -he continued turning. I read it from a small book. A journal written by . . . she let out a small sob, Oh no! King Sombra now faced her fully and finished the tale with a smile- "to this very day."

Twilight's mouth hung open and she shook her tearful head in disbelief. No. No, it's impossible! He- he blew up! I saw the pieces fly away. We all did!

Suddenly a previously dark formation of crimson crystal next to Sombra exploded with evil red light, and a shamelessly insane female voice emanated from it!

"Hee, hee, hee! 'To this very day.' HA, HA, HA!" The crystal continued laughing maniacally as Sombra laid a gray hoof on its surface and laughed with it. I- I have to get out of here! I need to get to Canterlot! Celestia needs to be warned! Sombra finished jubilating and walked merrily towards Twilight.

"Come, princess, we both have our journeys to make!" His horn bubbled with dark magic and Twilight's adrenaline spiked. Sombra's magic tore away the slime holding her to the cave wall and she fell to the floor.

She only had an instant, and she made good use of it. With a fear-fueled surge of magic, she blasted Sombra with a burst of pure energy. He stumbled back towards the entrance.

"NO!" screamed the crystal, but it was too late. Twilight thought of Canterlot and prepared the complicated teleportation spell. One brilliant flash of light later, Princess Twilight Sparkle was gone. So quick was the filly's departure that she failed to notice the satisfied smile on the lips of Sombra, King of Monsters.

* * *

Starlight Glimmer wore what she hoped was a serene smile on her face. A smile that, with luck, hid the borderline panic she really felt.

Since small hours of the morning, there had been a series of blitz attacks on towns and settlements in southern Equestria. An army of changelings had appeared out of nowhere and had begun destroying everything they touched. So far Starlight hadn't heard of anypony being fed on, but it was only a matter of time. Hence, the mass evacuations.

The EUP had reacted with seemingly impossible speed, almost as if they had been watching and waiting for something like this to happen. EUP coordinators and relief staff were in Ponyville galvanizing the locals and helping them to accommodate the constant influx of refugees pouring in on trains, dirigibles, wagons, and whatever else was available. Relief supplies were donated, inventoried and rationed out to whoever needed them.

Not all was going smoothly with the relocations, however. Even now Starlight could hear Twilight and Applejack arguing with one of the coordinators.

"I'm telling you, we can't send them to the Empire. It isn't feasible!" the uniformed mare said.

"And I'm telling you, Sweet Apple Acres is a bad place to put them!" Twilight said aggressively. Applejack, clearly trying to disarm the conversation, spoke softly.

"Listen, I'm all for helpin' out how I can, but Twi is right. What if somethin' else happens? What if there's an attack here? The farm is a great place to evacuate ponies to, but it's a terrible place to evacuate ponies from! It's too far from the train station, too far from the hospital, too far from ev'rything!" It made good sense and the coordinator could see it.

"Okay," she said, thoughtfully scratching her chin, "but the Crystal Empire? Really?"

"I know it may seem a bit extreme, sending them all the way to the other side of the country," Twilight said, much calmer, "but the Empire does make sense. It isn't just the furthest place from danger, it's also better equipped to board these ponies. I'm not saying you should send all of these refugees north; Ponyville is happy to take in as many as we can, but we just can't take them all! At least, send a few towns worth. I'd recommend the towns on this list." She held out a clipboard.

"Besides," Applejack said, "spreadin' the ponies out into smaller groups would make 'em much less tempting targets for the changelings. Right?"

"I don't know if it would make them less tempting," the coordinator said, "but it would make them harder to attack all at once." She sighed in resignation, then took Princess Twilight's list. "Alright, I'll brief the others on your plan, Highness, then we'll start moving the populations on your list."

"Excellent," Twilight said, "Now if you'll excuse us, we have a lot more work to do." Just then a train's whistle sounded, reminding Starlight that she was supposed to help Rarity with the next batch of evacuees.

She galloped quickly to the station, arriving just as the new train's doors opened. The southern ponies timidly stepped onto the platform and were promptly directed by uniformed officers to walk in orderly rows to where Starlight and Rarity were standing.

"Is everything ready?" Rarity asked. Starlight nodded in the affirmative.

"The volunteers just got the tents set up, and just in time by the look of it!" Rarity expelled a sigh of relief, then she cleared her throat and spoke to the crowd.

"Hello, and welcome to Ponyville! My name is Ra-"

"Hey!" said a young (and apparently fearless) colt, "Aren't you one of the ladies that came to our town a while back?" Rarity stood surprised for a moment until she suddenly remembered.

"Oh! Your from one of those towns that planted trees in your roads." She flipped her mane dramatically. "I'm not surprised you remember me. Yes, I am Rarity," she looked at Starlight conspiratorially, "the Guardian of Generosity!"

"Guardian?" said the colt, "Pff! Makes you sound pretentious!" Rarity gasped and Starlight snickered, suddenly feeling a lot better.

* * *

Celestia lowered the sun gently despite her frustration . . . and she was really frustrated! Her beloved Equestria had just been assaulted and she'd just spent her entire day putting out political fires of one sort or another. Some towns a thousand miles away get attacked, and Manehatten of all places wants relief supplies!

Manehatten was, however, a mere annoyance compared to the changelings. Though their assaults had inexplicably ended earlier that afternoon, there were still plenty of questions to be asked.

The changelings have never attacked so aggressively before. And why did they stop so suddenly? Did they get whatever they were after? Philomena, the princess's pet phoenix gracefully alighted on Celestia's shoulder, the magical bird's touch filling her with comforting warmth.

"Thanks, old friend," Celestia chuckled, "but it's not comfort I need now. It's answers." What's the connection? Did they start the tree planting tradition? If so, then why? I need time to think this through. It didn't look like she was going to get it, though, as her aid had just stepped through the door into her study.

"Sorry to bother you, your Majesty, but you have a scheduled meeting with the weather board and another with Professor Hope from Red Cape University." Ugh! The south is on fire and some dusty old egghead wants- Wait, that's not right. Celestia thought back; a difficult task given the craziness of the day.

"Did you say Professor Hope? I thought I was supposed to meet with Professor Pulsar." The aid addressed her clipboard.

"Oh! It looks like Pulsar's name was crossed off. I guess he couldn't make it. It seems that Red Cape sent a professor named Radiant Hope instead.-" The aid looked up from the schedule "-Um, are you okay Princess?" Celestia had gone rigid.

Radiant Hope? She hadn't heard the name Radiant Hope in centuries. Radiant had been a powerful unicorn from the Crystal Empire, capable of magically curing almost any ailment. And she was a good friend . . . but I wasn't her only friend. First a trickle, then a river of realization coursed through Princess Celestia.

"Thank you for reminding me," she said politely, "Please cancel the meeting with the weather board. I'd like to meet with Professor Hope now."

"Okay," Celestia's aid said in clear confusion, "I'll send him right in."

"And then you will take the rest of the evening off," It wasn't a suggestion and the aid knew it. She bowed and vacated the study, leaving Celestia alone to berate herself.

Stupid! she thought, Stupid, STUPID! I should have seen this coming. She wasn't sure how she could have predicted this, but that didn't really help. Radiant Hope had grown up in an orphanage in the Crystal Empire. She had studied, and played right alongside none other than-

The door opened and in walked King Sombra himself, the childhood friend of Radiant Hope. As he trotted cheerfully in, his silky black cloak gradually disappeared in a smoke-like whiff, revealing the stallion beneath.

Around his neck and breast, he wore a set of flexible metal plates. Trailing from the plates was a beautiful red, fur coat with thick, white trim. His legs were adorned with formidable looking plate armor that complemented the gray of his fur nicely. His flowing, ink-black mane was retained by a shining steel crown, decorated with spikes that hid and protected his ears. Besides his impressive height, his piercing eyes with red irises were his most striking feature. He really would be handsome . . . if he wasn't pure evil!

Celestia smiled sweetly at him and gestured to the other side of her desk. Not that the old escritoire would provide much protection should the genteel brute decide to attack. Sombra obligingly sat, as directed. Philomena regarded him for a moment, then chirped nervously.

"My dear, dear princess," he said warmly, "It's been far too long." Celestia's smile never broke.

"That's one opinion. I think you were masquerading as a king the last time we met. Isn't, 'professor' something of a step backward for you?" Sombra cocked his head, looking skyward thoughtfully.

"You think so? I thought it rather suited me," his gaze fell back to Celestia. "I do like to think of myself as a teacher you know."

"I'm sure," It was Celestia's turn to cock her head. "Don't you think it's a bit strange to arrive under the name of your only friend?"

"Not that strange. Friendship is what brought me here you know." Philomena promptly flew from Celestia and back to her regular perch. The princess sensed the pleasantries were over, and her voice gained a subtle coldness.

"Why are you here?" she asked slowly. Sombra sat quietly for a moment, studying her. His smile acquired a somber flavor.

"I cannot die through any natural means," he said softly, then he leaned forward, his eyes never leaving Celestia's, "and you are functionally immortal. We are likely to encounter one another for centuries to come.-" he leaned forward "-We might as well be friends." Celestia's face might as well have been carved from stone. "I know what you're thinking," You really don't! "Oh, yes I do!" Jeepers-! Alright then, mind-reader. Read this!- Sombra leaned back in mock affront. "Ah! Your Majesty, you wound me!"

"Only wound?" she touched her head. "I'll have to adjust the sights on this thing."

Sombra chuckled good-naturedly, then continued, "Besides hoping that I'll turn my back to you so you can attack me, you're thinking that I'm nothing more than a monster and that friendship with me would be akin to slavery," Par for the course . . . monster! "But let me assure you; I can be the best ally you've ever had.

"Take as an explanation, the simple fact that I am not a mind reader." Aren't you? Then how can you know what I'm thi- "Because I know you; what you feel, what you think, why you think it." Celestia tried her hardest to be skeptical, but for whatever reason, she believed him. "Think of it, princess! Think of all we could accomplish. Together!"

Princess Celestia did think about it. She thought of all the horrors Sombra had unleashed on the world without any help from anypony. She thought of Radiant Hope, and she thought of Princess Amore, from whom Sombra had, long ago, usurped the throne of the Crystal Empire. Amore, whom Sombra had turned to black crystal, then shattered. To Celestia, unity with King Sombra didn't even enter the realm of possibility.

"I would rather burn in Tartarus than join an abomination like you!" For the briefest moment, she thought she saw a look of disappointment cross Sombra's face. Wait, did he genuinely think for a moment that I might actually join him? He really is insane! Brief moment over, his smarmy smile returned.

"I suppose I did see that coming," he sighed and stood, "Ah well, I guess it's back to plan A." As if on cue, the study's door opened rapidly, revealing Princess Twilight Sparkle on the other side.

The first thing Celestia noticed was that her beloved former student seemed badly bruised and was favoring her left foreleg. The second thing she noticed was that Twilight looked to be talking to another Princess Celestia.

"-and then I realized that the figure was actually-GASP! King Sombra! Here!" The other Celestia made a show of being flabbergasted. Ah, Queen Chrissi, you really are an excellent actress. Your talents are wasted in Sombra's service.

"I- What? Who-" Chrysalis said. The real Celestia rolled her eyes.

"It's King Sombra and Queen Chrysalis!" Twilight exclaimed. The fake Celestia called for "her" guards, and Sombra quickly turned back to the real Celestia with a boyish grin on his face.

"Thank you very much for a pleasant evening, Highness!" he said, then he bolted out of the open door. Knocking over Twilight in the process. Celestia momentarily speculated that Twilight might be a changeling as well but, as little Twilight looked up, Celestia saw legitimate fear in her eyes. Poor thing really does think I'm Queen Chrysalis. And she's terrified of me.

"I- please I- please don't hurt me again!" Twilight said. Celestia wanted nothing more than to take the filly in her arms and comfort her, but at that moment, faux Celestia appeared with real Celestia's guards at her side.

This presented Celestia with a real problem; if she fought, she ran the risk of hurting her own guards, or even Twilight. She hoped that she'd be able to talk her guards down, but Chrysalis dashed those hopes by blasting energy at Celestia with her horn.

Celestia reacted, teleporting to the other side of Chrysalis. The queen turned to find herself face to face with an impressive, open winged, and incredibly angry Princess Celestia. Tia would have preferred to smack the disguise right off of Chrysalis, but in all honesty, attacking now would only serve to further convince the guards that she was their enemy. So the princess of all Equestria ran.

She blasted open a nearby window and leaped out of it. A few wing beats later and she'd flown out of the courtyard, over the parapet, and was now diving toward the ground in front of the extended drawbridge of her castle.

As soon as she landed she heard klaxons and warning bells begin sounding all across the sprawling city in front of her. Her beautiful, mountainside, capital city of Canterlot was artfully dressed in a layer of winter snow. It also appeared to be on fire! Celestia could hear bug-like chittering, and in the spotty light of the fires she could see dark shapes flying over the city. Now she knew why the attacks in the south had stopped so abruptly. The changelings had been on their way here!

A single, echoing siren wailed mournfully high above, and Celestia looked into the starry night sky for the source. There it is! She could barely make out the shape of the dirigible high above the mountain city. It looks like a toy from this distance! But Celestia knew it wasn't a toy. It so wasn't!

It was SC-112: the REA Pertinacious. An enormous EUP airborne supercarrier stationed to defend Canterlot Mountain and the surrounding territories. At this distance, the half-mile square landing deck looked like a postage stamp stuck to the bottom of a bar of soap.

The Armada carrier's underbelly began to gradually brighten as hundreds of onboard unicorns used their magic to activate Pertinacious's gargantuan floodlights. Soon the entire snow covered city glowed as if a second (much harsher) sun had risen. Then the supercarrier emitted an additional two pulses of bright blue light, followed by two earsplitting bleats from the ship's air horns moments later; Celestia knew, though, that the horns and the blue lights had actually pulsed at the same time. It just takes longer for the sound to get here than the light.

The sound of the horns were chased by myriad mechanical thumps as the capital ship's catapults hurled hundreds of Tier-3 Pegasi Regulars straight down at ludicrous speeds. The subsequent sonic booms beat against the city so hard, and so relentlessly that glass could be heard shattering all over the metropolis. Or at least, it could be heard if it weren't for . . . yeah.

Canterlot was sliced by unintelligible shadows as the pegasi flew maneuvers between the supercarrier and the city. They flew in three layers of complicated, well-rehearsed formations; quickly creating a charge separation and insulating the two charges from each other with a thick layer of atmosphere. A lot of complicated talk for the creation of cloudless intra-cloud lightning.

Then the Wonderbolts entered the picture. Using the same beautiful formations they so often performed for entertainment purposes, the Tier-2 airborne commandos pulled and ionized strings of air through the bifurcated sky. The resultant lightning bolts were directed into the changeling invaders with laser-like precision.

The first aggregation of energy now used up, a new set of pulses came from the Pertinacious; this time, the horns were accompanied by two flashes of red light. In a few seconds, Celestia could see them; hundreds of earth pony soldiers free-falling from the supercarrier in pillars of falling horse-flesh. Entire strings of pony soldiers, comprised of both Tier-3 Regulars and Tier-2 Knights, pulled open their parachutes simultaneously, all landing in different parts of the city. As soon as the para-ponies were beyond their respective flight zones, the pegasi began their lightning maneuvers all over again.

Celestia stood in awe of the defense that she herself had helped plan. She had hoped that she'd never have to see it, but now that I do see it, it really is quite . . . beautiful! Unfortunately, the Protective Pony Platoons weren't the only ones making an impressive showing.

The attacking changelings were flying in complicated and unpredictable patterns of their own. One second a group of them would be flying in a ball like a school of evil flying tuna, the next they would scatter randomly away, zipping to and fro like bats in an attic.

It seemed uncoordinated and slapdash, but Celestia quickly noticed that all of their ploys put them as close as possible to Canterlot's panicking, civilian populace, making it far harder for the EUP to avoid collateral damage. The changelings themselves had no such qualms and blasted indiscriminately at both soldiers and citizens. At least, they're only stunning my ponies. They were hardly doing it out of the kindness of their hearts, however. They want to consume my subjects later!

One thing Celestia hadn't anticipated was the noise! Between the sirens, thunder cracks, and screechings of the changelings, the entire mountain was blanketed in an achingly loud bedlam.

Despite the changeling's new stratagem, courtesy of Sombra no doubt, the EUP's expert defense seemed to be working as advertised. But something was bothering Celestia, There's too few. The last time the changelings had attacked Canterlot, they had done it in their thousands. There can't be more than eight hundred this time.

She didn't get time to ponder this, however, as she was suddenly illuminated by an ominous red spotlight.

"There she is!" the voice of one of her royal guards cried out.

"It's her! The changeling queen!" another yelled. The unicorns among the guards opened fire, pelting their princess with bolts of energy. They weren't nearly strong enough to do any harm, their shots just felt like hard rain to her; the Armada frigate that was quickly closing in on the castle, however- . . . Uh, oh!

Celestia leaped out of the way just as the unicorns aboard the frigate focused their energies through their magnifying crystal. The intense beam of plasma turned the ground where she'd been standing, into a puddle of sizzling glass. The red spotlight was still shining on her and she promptly decided it was time to leave.

Tia burst into motion, quickly flying into the city. If I fly below the buildings, the supercarrier's escorts will have a harder time targeting me! She nimbly weaved through the urban forest, avoiding her own combatants and slapping down changelings where she could. Regardless of her efforts, it would be difficult for the EUP to discern friend from foe. Especially with Chrysalis no doubt hard selling herself as the real Princess Celestia.

Sure enough, Celestia felt a sharp increase in ambient static as she was targeted by friendly forces. There's a Wonderbolt right behind me! She reacted, opening her wings fully and grabbing hold of the cold air, slowing herself and briskly increasing her altitude. The Wonderbolt was a skilled flier, but Tia had over a thousand years more experience than her, and her sudden trick caught the ace by surprise. The Wonderbolt's ion string sent lightning lancing downward narrowly missing the eluding princess. She sailed upwards and, now flying above and behind the Wonderbolt, she could see that it was Fleetfoot, one of Celestia's favorite performers.

She prepared a spell, sorry Fleetfoot! Princess Celestia rolled upside down, beat her powerful wings straight up, spiked downwards again, leveled off, and cast her spell. The incantation flew true, gently striking Fleetfoot and encasing her in a rigid shell of magical energy. No longer permitted to flap her wings, Fleetfoot veered off course and crashed into a bakery. Oh, no! Donut Joe's!- . . . oh, and Fleetfoot! Yeah, I'm worried about her too. Truthfully though, the shell Celestia had surrounded Fleetfoot in would have protected her from the impact.

Something was still bothering Celestia, but she couldn't quite put her hoof on it. There was another rise in static, Ah, that's right. Fleetfoot's wingpony, Spitfire. This time, Celestia's reaction came too late and Spitfire's lightning bolt nailed her in the back. Celestia lost muscle control as nearly 500 megajoules of energy railed painfully through her body.

Now a fetal ball of royal dead-weight, Celestia crashed into a high-rise, her momentum carrying her all the way through the building. She tumbled out of the building and plummeted groundward, before regaining some diminished control of herself. Yowza, that hurt! Even I can't take another hit like that! Spitfire wasn't about to give her a break, though. Even now, the angry pegasus banked around the high-rise and headed straight for Celestia with another string of ions behind her.

That clinches it! I need to get out of the city. Now! Celestia dropped until she was just feet from the cobbled streets of her capital city, using the cover of Canterlot's winding alleys to avoid Spitfire's aim. She raced dangerously through the boulevards, searching desperately for a way out of the situation. Suddenly, Celestia felt a terrifying moment of exposure as the city briefly opened up around her. It was one of the mountain rivers Canterlot was built around.

That's it! I can use the river to escape! She banked hard, cutting back through the city blocks with two lightning fast right-angles. Equally agile Spitfire kept pace with Celestia, and Tia sensed she only had a few more seconds. Now heading rapidly back toward the river, she cast a quick spell. A cloud of fog erupted from the river, concealing a small section of the city. With the EUP controlling the local weather, the fog wouldn't last long, but Celestia only needed an instant.

She dove and splashed into the icy mountain river. At her impact speed into the incompressible material, she might as well have crashed into another building. Celestia shook off the impact stress and floated slowly up to the surface. Cold, cold, COLD! Between her recent electrocution and ice ridden water, she was quickly losing finite motor skills, but she had to be patient.

Carefully keeping her body and wings below the surface, Celestia poked just her nose and eyes out of the water. As predicted, the fog had already been swept away, but considering she hadn't been struck by lightning again, Celestia gratefully assumed that she had lost Spitfire.

She let the river's frigid current carry her out of the city. She couldn't hear the waterfall over the sound of the battle, but from the way the current was accelerating, she knew it had to be close. After a few minutes of chilly treading, the water unceremoniously hurled Princess Celestia over the cliff toward the rolling lowlands below. As she fell through the air, the gown of water she wore froze, covering Celestia with a frosty layer of glistening white ice crystals.

The cold was unbearably painful, but she didn't have to bear it for long. Soon, Philomena the Phoenix dropped in front of her owner; the bird's fiery feathers melting the ice and warming Celestia.

Celestia opened her wings and glided out of the Pertinacious' blinding lights. Seeing other, smaller lights far below her, she tilted her wings slightly and began descending gently toward the town of Ponyville. I need to regroup. I need to heal. I need to think.

* * *

Twilight ached. When Sombra had made his escape and sent her sprawling, she had fallen on her already bruised left foreleg. Her leg hurt, her chest hurt, her wings hurt, and to top it off, she was in the throes of a merciless migraine.

Regardless, she shook the pain off, as only the young can, and helped wherever she was allowed to. Celestia and the marshals were insistent that she not fight in the battle outside, instead, they asked her to use her magic to bolster the defenses of the castle from the inside. It was busywork and she knew it, but she did as she was asked.

At about the time she finished shoring up the inner gate of the courtyard, the battle ended. At some unknown cue, the changelings retreated, vanishing into the night with the same speed at which they had attacked.

Twilight saw Princess Luna flying above the castle, bellowing orders and being useful, And here I am, taking down the defenses I just got set up.

Twilight Sparkle finished her work and limped back into the keep. She wandered through its alabaster halls, searching for the other princesses, I need to know what our next move is, and hopefully find out if my friends are alright. She thought of little Spike, alone in that castle. But he isn't alone, is he? She recalled suddenly that the last time she'd been at her castle, it had been occupied by changelings . . . and that one of them had assumed Twilight's appearance! Twilight quickened her pace, Now I really need to know if everypony is safe!

Twilight found Celestia in her study, along with two marshals, Ozone, and D'Anjou, all talking in stern but hushed voices.

"Excuse me," Twilight said quietly, breaking up their conversation, "has there been any word from Ponyville? Is this happening everywhere, or is Canterlot the only place that's been attacked?"

"So far as we know," D'Anjou answered, "the fighting's been contained to Canterlot, but . . ." The earth pony looked to her pegasus counterpart.
Ozone finished for her. "We were just discussing how thin the changeling's ranks were during this attack. Their small presence here does beg certain questions."

"Like, where are the rest of them?" D'Anjou said. An ominous silence permeated the room. Well . . . this certainly isn't making me feel any better. Celestia stood.

"Marshals-" they faced her grimly "-learn all you can, and report back to me later. I think Princess Twilight has something she wants to talk to me about." The marshals bowed respectfully and departed, quietly closing the door behind them.

Twilight shut her eyes tight and hung her head. She felt like she should be reprimanded, yelled at, or . . . something! Everypony was being so calm, to polite. Slowly, she became conscious of Celestia's arms around her. Twilight looked up, but she couldn't make herself meet her mentor's eyes.

"I'm sorry princess. I'm just-. I-. I'm sorry."

"For what, child?" Twilight pondered the question. What was she sorry for? How could she put her failure into words?

"I-. I messed up: I was too slow! I had information that Equestria was in danger, but I couldn't get it to you fast enough to do any good. I failed you."

"There's nothing you could have done differently, Twilight. By the time you knew what was happening, the changelings were already on their way. Sombra played you, just as he's played us all!" Celestia's voice had a bitterness to it that Twilight had never heard from her teacher before. She finally looked at Celestia's face. She saw an uncharacteristic intensity there that seemed disturbingly familiar. Twilight's head swam.

"But princess, even after the fighting started, I was still useless! Everypony was out there risking their lives to defend Equestria, and there I was throwing stuff on a gate as if that would keep the changelings out."

"Yes, we all have out little parts to play in Sombra's masterpiece." More bitterness. Twilight continued to gaze into Princess Celestia's green eyes. Hmm, Celestia's eyes are green? And her fur, it was always black, right? Something deep inside of Twilight screamed that this was wrong, but she was too tired, too dizzy to think about it. She felt strangely comfortable and strangely . . . old. Her eyes inexplicably teared up. "That's right Twilight; let it all out," Celestia said softly.

"Princess Cel-. I don't-. Wha-" Suddenly, Twilight heard a very angry voice.

"GET AWAY FROM MY SISTER!"

Queen Chrysalis was suddenly and violently torpedoed across the room by a powerful burst of pure, magical energy that came from the study's entrance. Queen Chrysalis? Wait, isn't that my enemy? I'm so confused. The blast struck so forcefully that it propelled her out through the back wall and into the cold open air outside.

Shining Armor ran toward the study's new aperture and sent out another bolt of energy, presumably at the fleeing changeling. Twilight vaguely noted that if Chrysalis hadn't just fed, then she likely wouldn't have survived Shining's attack. Fed? On what? There's no food in here. Huh? Twilight became loosely aware that her brother was shaking her by the shoulders and shouting.

"Twilight! Twily you need to focus! You've been fed on by the changeling queen." Huh? Is that bad? That's bad isn't it. "Twily look at me! Listen sis, you need to look inside of yourself, deep inside! You've got to find some emotion, any emotion, and hold on to it for dear life! Do you hear me?! Sis?!" Twilight didn't see what all the fuss was about, but she sensed that this was really important to her brother, so she did as he'd asked.

She dug through her consciousness, searching for a spark of emotion. She found something, an iota of fear cowering in the back of her mind. She latched on to the tiny emotion and immediately felt ten times worse. In an instant, she felt the pain and weariness of being fed on by Chrysalis. She felt her brother's strong hoof tilt her chin up until her eyes met his.

"Twily," he asked, worry contorting his face, "how do you feel?" Twilight swallowed hard.

"I feel . . . a little afraid? Maybe?" She was surprised by how deadpan her voice was. I sound like Pinkie's sister, Maud. Shining Armor's face lit up with tearful relief. He pulled her close and held her tight.

"If you feel something, then she must not have taken all of your emotion." His voice cracked. "You'll recover, thank Celestia! You'll recover!" The little fear she'd found was squirming desperately through her mind, trying to fill her head, but she still felt largely empty.

Despite her diminished emotions, she discovered that she was crying. She let her brother hold her for a few moments longer, then she pushed herself away from his chest and looked him in the eye again.

"Shining Armor," she said blankly. He listened attentively. "I'm not having a very good week, am I?" He smiled melancholically and sobbed.

"No, baby sis," he pulled her close again, "you really aren't."

* * *

Oh, poor Twilight, Fluttershy thought, she's had to make so many hard decisions lately. She must be under a lot of stress. At least, that's how Fluttershy rationalized Twilight's behavior over the course of the last two days.

Since the attacks began in the south, yesterday morning, her friend Twilight's demeanor had been odd. Some things she insisted on, vehemently. Other things she seemed utterly disinterested in. She's usually so much more focused, fair, and organized. In Twilight's defense, the events of the last two days had thrown all of Ponyville for a loop.

The attacks in the south were bad enough. Then the whole town had to be mobilized to help with the hundreds of refugees flooding northward. Oh, but last night! Last night was the worst!

Fluttershy had been awoken by her frightened animal friends, who then dragged her out of bed, and out of her cottage. The sight that greeted her that wintery night, she would never forget.

The entire mountain of Canterlot had been illuminated by what looked like a big, brilliant, star high above the mountain. Even so far away, Fluttershy could see the smoke billowing up from the city. The sirens echoed down the mountain like ghosts on the wind.

Fluttershy had run (in a panic) to the Castle of Friendship to find half of Ponyville waiting outside the keep in a frightened mass. When Princess Twilight had finally addressed them she seemed almost too calm. Like she didn't see what the big deal was. She was probably just trying to keep all of us calm. She could hardly be blamed for moodiness when the entire world was going topsy-turvy.

However, while most of the townsponies reacted by treating each other with an uneasy kindness, as if the other pony might somehow shatter if the least bit offended, Twilight was far less . . . consistent. At times, she appeared too sweet. At other times, she was downright hostile and spent a great deal of time isolated in her castle. Not even Spike was allowed in her presence.

Even now, little Spike sat sulking on Fluttershy's back as she trotted to the castle. He'd been patrolling the town making sure the refugee's needs were being tended to. Oddly, he'd had to do this with a checklist he'd made himself. Normally, Twilight would have insisted on writing the list herself. Fluttershy had finished her own chores then offered to carry Spike back to the castle with her.

"Hmph," he said sullenly, his little arms folded across his scaly chest. Fluttershy looked back at him sympathetically.

"Well," she said, "maybe Twilight will be in a better mood today." Spike perused his checklist one more time, then rolled it into a scroll.

"Yeah, maybe you're right." He secured the scroll with a string, then with a puff of green fire from his mouth he magically transported the scroll away. Spike continued, "She has been put through the wringer lately," he folded his arms again. "But I mean, come on! She's been in lots of tough situations before and she's never fallen apart like this. It's not like her!"

For some reason, that statement glued itself to Fluttershy's mind. It's not like Twilight? Well, then who is it like? Or is that whom? I always get those two confused. Anyway, there are changelings about. What if Twilight isn't- Oh, I'm just being silly! Applejack always says I shouldn't let my imagination run away like that. Try as she might, however, Fluttershy couldn't shake the thought that all was not as it seemed to be. It was with this sense of unease that the little pony entered the Castle of Friendship, and walked into the throne room.

Fluttershy had always liked this room. Despite it's large size, it still felt homey with its rounded walls, circular seating arrangement, cozy fireplace, and above all (literally) the familiar root cluster of Twilight's former home, the Golden Oak Library.

After the library had been destroyed by a terrible enemy, Twilight's pony friends had excavated the tree home's roots and hung them up in her new home. From the roots, dangled cords suspending glowing, multicolored gemstones, into which the friends had embedded images from their time together.

The general ambiance of the room was that of comfort and communion. Today though, Fluttershy thought she saw movement in the darkness above the roots, but when she looked again she saw nothing.

"Morning Flutters. Hey Spike," Rainbow Dash hollered across the room. Fluttershy observed that all of her best friends (save Twilight) were already present. Starlight Glimmer was reading quietly next to the fireplace. She looked up from her book and waved to the new arrivals.

"Hey gals," Spike said, hopping off of Fluttershy's back, "What's on the docket today?"

"We were just wondering if you could tell us, tee-hee!" Pinkie said, shivering for some reason. As usual Pinkie Pie was snacking on some sweets from her workplace, Sugar Cube Corner. It's not fair, Fluttershy thought. How come Pinkie can eat whatever she wants and stay in shape while I have to watch every calorie!

Pinkie popped a cookie into her mouth and spoke around it, "What's Twilight up to?"

Spike inelegantly pulled himself up into his chair next to Twilight's throne, his expression splenetic.

"Huh, Twilight? Who's Twilight?" He asked sarcastically, "Naw, she hasn't said a word to me all day." Poor Spike. He and Twilight are so close, this must really be hurting him.

"Did I hear somepony say my name?" Princess Twilight entered the room imperiously, sitting down next to a very uncomfortable looking Spike, who she staunchly ignored. No, wait. I think that's "whom" this time. "I hate to break up your conversation, but did any of you think to check on the refugee's before you came here?"

"I did," Spike grumbled, "You're welcome. Puh!" Twilight ignored him.

"And what about the other groups? Are they still waiting at the station?" Now really, Twilight!

Rainbow slapped her hooves down on the table, temporarily disrupting the holographic map it produced. "Maybe you'd know for yourself if you weren't hiding out h-!"

"It's alright, Twi," Applejack interjected peaceably, "I hustled the last of 'em off down the tracks myself, 'bout an hour ago."

"I still don't know why you wanted them so far north," Spike said under his breath, "and why the ponies from those specific towns?"

"Hush, you!" Twilight barked. Now that's definitely not the Twilight I know! She's-! Oh, but what if she isn't a changeling! She'll be so offended if I accuse her! Not everypony shared Fluttershy's qualms, however.

"Now listen here," Rarity said, bristling. "Spikey-Wikey has been nothing but helpful during this horrible ordeal! So you be nice to him!"

"Helpfull?" Twilight queried angrily, "Puh-lease, none of you ponies have any idea how stressful these last few days have been for me!" Fluttershy leaped up on the table, spreading her wings to their fullest.

"That's because you've barely said two words to us since the attacks!" Fluttershy was surprised by her own aggression. She began walking across the table toward Twilight, the hologram parting dramatically in front of her. "You haven't behaved at all like our Twilight! You've hidden away in your home (that's usually my thing). You've been hostile to your friends (y'know, not that I mind). And You've been downright nasty to Spike (and that I do mind)!"

Fluttershy stopped just inches from Twilight's face. She looked scared. Really scared! Oh, Twilight! If that's actually you, I am so, so sorry! Fluttershy continued, her eyes narrowing, "You know what I think?" -Wait, what am I saying? Oh, no!- "I think" -I really hope I'm right, otherwise- "you are" -she'll think I'm such a meanie!- "a changeling!"

There was a collective set of gasps around the table. Starlight set aside her book and stood up.

Heeey . . . Everypony's looking at me. EEP! Fluttershy's mental squeak was accompanied by an audible one as she sprinted back across the table and hid behind her throne. Oh, no! They must be so disappointed in me! Why, I wouldn't be surprised if they never wanted to talk to me again!

"Wha-, me? A changeling?" Twilight said in affront, "Why I'm- I'm not- that-" Rainbow Dash glared menacingly at Twilight.

"Y'know, that would explain some of the goings on around here," she said, her rainbow-colored tail twitching in agitation.

"Yeah," Pinkie said, nodding slowly, "How do we know you're the real Twiley-Wiley? Say something that only a real Princess Twiley-Wiley would say." Nervously, Twilight looked around the room.

"Well, I- I- but- . . . You know, for a reputedly 'shy pony'" -Twilight made invisible quotations with her hooves- "Fluttershy was awfully aggressive just now." I was, wasn't I? I'm so sorry! "How do we know she isn't a changeling?!" Oh dear! Rainbow Dash scoffed.

"Oh please," Dash zipped over to Fluttershy and pulled her out from behind her throne, "Fluttershy does brave stuff like that all the time." Do I? "She's even stared down a dragon! A big one, I mean. Not like Spike." Rainbow looked to Spike, "Uh, not that you aren't-."

"Naw, I gotcha Dash. It's cool," Mr. the Dragon said. Rarity approached Fluttershy from the other side.

"Quite right, Rainbow Dash," Rarity pontificated, "And while standing up to one's friends may be a tiny bit harder than standing up to a dragon,-" she smiled at Fluttershy and threw an arm around her proudly "-it is still well within the bounds of her character!" Oh! You girls really are the best friends a pony could ask for!

Applejack stepped out of her chair, squared up against Twilight, and pointed an accusing hoof at her. "You, on the other hoof, have no excuse for yer actions," she adjusted her hat and growled threateningly, "'cept maybe one!"

Without warning, a blur of white and pastel dropped from the ceiling, and suddenly Princess Celestia landed on the table, facing Twilight.

"Yes," she said matter of factly, "you're a changeling." Celestia cast a lightning fast spell that simultaneously hurled the changeling sideways across the room, and shredded it's disguise. The little monster collided with the wall and fell, unconscious, to the floor.

In unison, the ponies shouted, "Princess Celestia!" Fluttershy and all of her friends bowed to their ruler.

"There's no need for that, my friends," she said jovially.

In an excited blur, Pinkie ran from one friend to another. "I shoulda known. I shoulda known! I mean, it should'a been obvious when Twilight didn't wanna eat those cupcakes yesterday!"

Applejack stopped Pinkie's running by grabbing her around the shoulders. "Pinkie, those cupcakes had crude oil in 'em. My sister 'et one and she hasn't come outa the bathroom since!" Applejack shook her head, "i still don't know why they didn' burst into flames when y'baked 'em."

Miss Pie's expression grew serious. "Um, Jackie," she said sternly, "When used as a pronoun, the letter i should always be capitalized."

"Wut?"

"More importantly, I (see what I did there) am reminded of a sudden and urgent need to use the little filly's room! Scuzies!" The silence that followed Pinkie's sudden departure was a typical example of what the real Twilight Sparkle liked to call "Pinkie Shock." Oh . . . my . . . goodness, Fluttershy thought.

"Okay," Rainbow Dash said, breaking the spell, "So princess, not that it isn't super to see you, but . . . what are you doing hanging out on the ceiling?"

Celestia laughed merrily and stepped down from the table as she answered. "I recognized from the beginning that this-" she gestured to the changeling "-was certainly not my prize pupil, but I couldn't just kick the door in and subdue this impostor. I needed to be sure that none of you were changelings as well." Celestia beamed at Fluttershy. "And I must admit, I also wanted to see if any of you would recognize that this was not your friend."

In a blaze of light, Philomena the Phoenix flew out of the fireplace where she'd been hiding. She landed lightly on Fluttershy's back, filling her with magical warmth.

"Well done, Miss Shy!" the bird chirped.

"Thank you, Philomena," Fluttershy said. "It's so nice to see you again!" I'm so glad I took the time to learn to speak Phoenix.

"Beggin' yer pardon, princess," -Applejack respectfully removed her hat- "but, what was all that fuss at Canterlot last night? An' why are you here?"

The changeling was securely trussed, then over the next hour, Princess Celestia recounted the events of the previous night. After her story, the ponies momentarily paused to think.

"Goodness," Fluttershy said, "I thought the attacks were happening far to the south!" For all we know, the changelings went right passed here to get to Canterlot. I haven't felt this vulnerable since- Oh, who am I kidding? I always feel vulnerable!

"Clearly the game has changed," Celestia said seriously, "and now that we know Sombra is involved, I have no doubt he'll lead the changelings further north to the Crystal Empire."

Rarity nodded. "Makes sense. Sombra has always-"

"Aaaw, FRITTERS!" Applejack exclaimed, throwing her hoof to her forehead in exasperation.

"Heavens, Miss Jack!" Rarity said in surprise, "Language, please!" Applejack sighed and hung her head.

"Sorry Rare, it's just," she looked back to Celestia and explained, "I think I know how the changelins' are movin' across Equestria so quickly, an' without anypony noticin'!"

Rainbow scratched her head and said, "Eh? How's that?"

"Same way anypony else would; they took the train. They got all the way to Ponyville pretendin' to be refugees. As for how they're gettin' to the Empire." A.J. removed her hat again and dolefully said, "I think I helped 'em to."

The ponies traded surprised glances. Only Starlight seemed (after a moment's consideration) to understand what Applejack was talking about. She continued, "Y'see, Twi- er, the changeling Twilight and I convinced that EUP coordinator to send batches of refugees north to the Empire. Twilight had a very specific list for the pony. It seemed like a good idea at the time, but now . . ."

Celestia stepped forward, suddenly urgent. "The ponies on the fake Twilight's list, have the last of them left already?"

"'Fraid so, ma'am. Earlier today."

Celestia stared off into the distance, thinking. "Then he must be almost there," she said under her breath.

Pinkie gasped, "We've been helping move ponies north since yesterday! The Crystal Empire could be swarming with changelings by now!"

"Alright then," Rainbow Dash growled, "What are waiting for?"

"Twilight," Celestia answered simply.

"Oh, right."

"About that," Starlight said. "Princess, you said that Twilight was abducted by changelings," she paused, "and it looks like they injured her?!"

Celestia nodded gravely, "I'm afraid so."

"And now," Spike said, staring blankly into space, "she's somewhere in Canterlot. Probably alone with Queen Chrysalis." Nopony could think of anything positive to say about that.

After a few seconds of silence, Fluttershy witnessed the saddest thing she'd ever seen. Spike quietly stood, clambered into Twilight's throne, curled himself into a little dragony ball, and softly wept.

Both Rarity and Fluttershy rushed to either side of Spike and did their best to console their friend. It's no wonder he's sad; Twilight raised him! She's the closest thing to a mother he's ever had and now . . .

"Well," said Rainbow Dash, skillfully alighting at the center of the table, "now what are we waiting for? Let's go save Twilight and stop Chryssi and Sombra!" Fluttershy expected Celestia to refute her friend, but to her surprise-

"That's why I'm here," Celestia said. "To enlist your help."

In an instant, young Spike was back on his feet and facing the princess. A frighteningly dragonlike anger etched across his tear-stained face. "You have it, princess," his emerald eyes blazed, "Just tell us what you want us to do!"

* * *

Wretched, wretched STALLION! Chrysalis thought. Shining Armor's strike had cracked the chitinous, exoskeletal plates on her back. It had taken nearly all of the energy she'd stolen from Twilight to grow new ones. Now, after shedding her old exoskeleton, her new carapace ached. The new plates were still soft, but soon, they would harden into the armor she needed it to be. She would need it soon too if things continued the way they were going.

Her entrance into Canterlot had gone as planned, she'd arrived just before the Sparkle whelp. Her egress, on the other hoof, hadn't been as smooth. Her plan had been to consume Sparkle; depart the city using a different disguise, meet up with the changelings that had attacked the city, then proceed north to the rendezvous.

However, Sombra's plan seemed to have been to abandon Chrysalis as soon as Celestia was out of Canterlot. He'd ordered the changeling retreat early (without informing Chrysalis). So when she'd tried to feed on Twilight, the marshals, Shining Armor in particular, were not as busy as they should have been. Wounded, Chrysalis had left the capital only to find that exactly none of her changelings had waited for her at the predesignated meeting place.

King Sombra was progressing without her. After all his promises of revenge and a potentially limitless supply of sustenance, he was throwing Chrysalis away like yesterday's newspaper.

He won't last long, though! Soon my minions will see him for the scum he is, and when they leave his flock, I'll be there to welcome them back into mine. It was with these thoughts in mind that Chrysalis shook off her pain, beat her insectoid wings, and flew like an arrow toward the Crystal Empire. And once the changelings are mine again, we will destroy Sombra, Shining Armor, and anypony else fool enough to cross me!

* * *

Sombra sat patiently and tried not to let his mind wonder. Wondering is just something the mind does when it doesn't have enough information to speculate. It was a waste of mental energy. Far better to utilize available information then to fantasize about what might be. Or what might have been.

He pushed the depressive thought aside and smiled pleasantly. Most of the ponies crowded into this tiny, mobile space were changelings, but not all. He might not be able to disguise himself as the changelings could, but he could alter how he was perceived. So the King of Monsters wore his most innocuous smile and chatted cheerfully with anypony who would listen. It was quite likely that any real ponies present would remember him given his size. But if they are to remember me, then let them remember a friendly giant, rather than a brooding one.

Sombra could feel himself approaching the magical barrier that protected the Empire from the arctic weather outside. It was a wondrous piece of spellwork, but the cold wasn't the only thing the shield was meant to exclude. Well, contain really, but right now that's neither here nor there.

Sombra braced himself as best he could; he carefully cast the spells he'd been waiting centuries to cast and waited. Here it comes! The moment Sombra passed through the barrier he felt as if he was being blasted apart . . . again.

The magic of the shield worked against his umbrum exophysiology; it attempted to trap the umbrum part of him within its net. The builders of the Empire, however, had never anticipated a being such as Sombra. He wasn't just an umbrum; he was also a unicorn.

The spells Sombra had cast allowed him to use his solid, unicorn body like the eye of a needle passing through cloth. By magically fastening his umbrum spirit to his physical body, he managed to pass through the barrier without losing his soul. Other effects of the shield were more difficult to counter.

The shield was designed to resonate conspicuously whenever an umbrum came in contact with it, warning the Empire's citizens of the dangerous presence. But King Sombra's meticulously cast spells had effectively, if temporarily, nullified the shield's power. It would still resonate, but by the time the Crystal Guard noticed, it would be too late.

As the pain of entering the Crystal Empire receded, Sombra became aware of something, and he sensed that it became aware of him. The Crystal Heart recognized the presence of its old master. Hello, old friend, Sombra thought. Your king has come home.

* * *

"Please, Miss Pie!" Rarity said, "Of all the words you could have chosen to describe Celestia's castle, you chose pulchritudinous?"

Pinkie hopped with joy, "I know, right? It's so much fun to say!"

Rarity huffed, "That may be, but it's also the single least pleasant word for beautiful I've ever heard!" Rainbow Dash dropped out of nowhere, wearing her stylish Wonderbolt uniform, and moaned in frustration. Ooh, but those colors do suit her well, don't they?

"Oh, come on!" Rainbow whispered. "What part of, 'We'll need to sneak into the castle,' don't you understand?"

"Pinkie and I were just talki-"

"Hush girls," Celestia warned. An air patrol passed by the group as they hid in one of Canterlot's enormous storm drains. I can't believe we have to hide from our own protectors, Rarity thought.

After the patrol had passed, Celestia turned to the large metal grate that blocked their way into the drain. With a pulse of magical light from her horn, she unlocked and opened the service gate. Once seven ponies and a dragon had slunk through the opening, she silently closed and locked the gate behind her.

The fading sunlight of the outside world was quickly replaced by the absolute darkness of the vast concrete tube. Obligingly, Philomena flew ahead of the group, illuminating their way. Though now that I can see, I kind of wish I couldn't! This place is icky!

Celestia lead them on for a while, then for some unknown reason, she stopped and stared earnestly at a particular stretch of the wall. At first, Rarity couldn't see anything different about this specific length of the sloped wall, but after a moment she thought she did see something unusual; the more she looked the more she saw an opening.

"Uh," Applejack said, "does anypony else see that?"

Rarity nodded, though she was still confused, "Yes! It's strange; I can see the wall, I know it's there, but I can also see . . ."

"A door!" Spike finished. That's right, Rarity thought, a sturdy (if unalluring) wooden door!

Starlight walked to the section of wall and patted about with her hooves. "Door? What door? It's just concrete!"

Celestia made a sound of wonderment, "I'm surprised any of you can see the door!"

"Well shoot, princess," Applejack said. "You were lookin' so hard, it jus' stood to reason that if we looked, we'd see somethin' too!"

Princess Celestia smiled. "Reason? No. Faith? Absolutely!" Her smile widened and she tilted her head in a challenging manner. "Why don't you put that faith to work? Open the door." There was silence for a moment. Hmm. Well, I can still see the wall, but if the princess says I can do it, then . . .

Rarity walked in full confidence to the door. "Excuse me," she said politely to Starlight. Starlight still looked confused but she stepped aside anyway. Then, the instant Rarity looped her hoof through the door's handle, she heard gasps behind her.

"Woah," Rainbow said. "Now I see it!"

Rarity pulled the door open and peered inside. There was a long narrow hallway, it's wall sconces seemed to light themselves as she looked. Rarity then noticed a hoof on her shoulder. She looked up to see Princess Celestia smiling down at her.

"Well done, my little pony," she said proudly. Rarity blushed, Oh, it was nothing special!

"It was no big deal honestly," she said. "All I really did was open a door!"

Celestia gently touched Rarity's face and warmly said, "You did much more than that, little one." The princess then proceeded down the narrow hall. Faith, huh? Who new?

They followed Princess Celestia for a time and soon found themselves in a familiar place. Isn't this Starswift's- (or whatever his name was) Isn't this his labyrinth? Oh, Twilight would have loved this! Rarity didn't have time to comment on their surroundings, though, as the group's pace quickened. Oh, I do so wish we could stop and look at some of these treasures! The confusing warren was filled with the most wondrous works of ancient art and science.

Celestia guided them hurriedly through the labyrinth and up winding staircase that seemed to go up forever. The friends were soon huffing and gasping for air as they climbed.

Through labored breaths Spike the Dragon asked, "Where -gasp!- exactly -puff!- are we!"

"About ten paces from my sister's room," the princess answered. True enough, in just a few more steps, the ponies discovered a claustrophobic nook with a door at its end. Celestia magically swept aside the dust and spiderwebs, -Thank goodness!- then peeked through an ancient looking spy hole. Celestia turned back to her followers and mouthed, "She's in there. Be careful, she may be a changeling"

The Guardians of Harmony nodded their understanding and readied themselves. Ha! Pretentious, my delicious, marshmallowy hoof! Rarity thought. I think 'Guardians' makes us sound fabulous! Once ready, the group burst through the secret door and surrounded Princess Luna. To Rarity's chagrin, Luna didn't look the least bit surprised that her sister and assorted friends had just entered her room from the back of a wardrobe.

Princess Celestia squared off against her sister threateningly and said, "You have seconds to prove you aren't a changeling!" Luna's expression remained placid. Celestia continued, "Who was Melvin?"

"The first manticore I ever made friends with," Luna answered immediately. She then smiled mischievously and said, "Your turn. Spell the word xylophone."

Celestia rolled her eyes in exasperation. "My turn? I just came up through one of Starswirl's passages! Isn't that proof enough that I'm not a changeling?"

"Probably," Luna's smile turned gleefully wicked. Poor Celestia, I hate it when my sister gets that look! "Spell it anyway!"

Celestia growled, then tried, "Z-I-L-"

"Yep, that's my sister," Luna snickered. Celestia glowered at her sister for a second, then smiled.

"I'm glad you're safe Luna," she said. "Now, I know you have questions, but right now we really need your help. We need-"

"-to rescue Twilight, and stop King Sombra from taking the Crystal Empire. I know." Luna said blandly.

"You do? Oh yes, of course you do," Celestia said. She then did the strangest thing; she looked at Luna's bedside table and spoke to it, "Hello again, Captain Belfry." To Rarity's surprise, the table seemed to speak back.

"Your Majesty," it said respectfully. Oh . . . okay. Rarity assumed that this somehow made sense, and didn't question it.

Princess Luna spoke again, "I'm afraid Twilight isn't here." Rarity's heart sank and she noted that Spike was trying very hard not to look at anypony.

Celestia was also surprised, "Oh, no! Did Chrysalis abduct her again, or" -Celestia suddenly looked horrified- "has Twilight been-"

"Goodness no, at least not completely." Luna took a breath, then explained, "Chrysalis did feed on Twilight a little, but Shining Armor saved her. He chased Chrissi out of Canterlot, then he took a large contingent of troops north to his home in the Crystal Empire." Luna sighed in frustration. "I tried to convince him to leave Twilight here, but he wasn't about to let his little sister out of his sight."

"It's just as well," Celestia said. "If anypony can help Twilight recover, it's him. But," -she looked puzzled- "the bulk of the EUP is still deployed to the south (a lot of good their doing there). Where did Shiny find the troops?"

"They're mostly unicorns," Luna answered grimly.

"Not unicorns!" Pinkie gasped dramatically. "I don't get it. What's wrong with unicorns?"

Rainbow Dash shook her head. "Nothing Pink, it's just that experience has shown the EUP that the best way to counter changelings is with a mixed bag of pegasi and earth pony troops. We're trained to force them down so the earth ponies can ambush them. 'Teams win,' y'know?" Rarity smiled proudly, Our Dashie may only be a Wonderbolt Reservist, but she certainly know's her stuff.

"So naturally," Starlight said, thinking hard, "when the changelings attacked in the south, you sent your earth ponies and pegasi down there, and now that Sombra and the changelings are in the Empire the EUP is massively out of place!"

"What about that big ship?" Fluttershy asked. "The um . . ."

"Pertinacious," Tia and Luna said simultaneously.

"Yeah, that. Couldn't they help Shining Armor?"

Celestia shook her head. "Not without leaving Canterlot vulnerable. We'll need some means of controlling the skies above the Crystal Empire, or the unicorns and the Crystal Guard will be picked apart!"

"The other marshals and I are trying to salvage the situation," Princess Luna said, "but Shining Armor wouldn't wait for us to recall the Armada." I should think not, Rarity reflected, The Empire is his home. His pregnant wife is there!

Celestia's face hardened. "We can't wait, either," she said seriously.

Luna's Eyes widened. "What?! But you just said you'll need to control the skies. Aren't you going to wait for the Pegasus Armada?"

It was Celestia's turn to smile mischievously. "Who said we needed pegasi to control the air?" She looked to Luna's bedside table again, "How soon can you be ready to deploy, Captain?"

At that moment, no fewer than ten big, darkly colored, bat-like ponies appeared out of thin air. They were heavily armed with spears, and chamfrons adorned with razor sharp ridges. My, they're a scary-looking bunch, Rarity thought. She then peered at their armor, Ooh, but they do have style!

"We're ready to deploy now," the lead somnumi said, removing his helmet. So this is 'Captain Belfry'. This makes much more sense than a talking table. Belfry continued, "We are not exactly line troops, though, and we don't control the weather as pegasi do." What an interesting voice he has, Rarity thought. His voice has all the smoothness of silk . . . being ground into the dirt!

"Leave the weather to me," Celestia said. Princess Luna looked between her sister and the captain of her guard.

"It's nice to see you two bonding," she said dryly, "but how do you plan to get to the Empire? Sombra will have the railroads under guard."

"We'll take the Caduceus," Princess Celestia answered. Rainbow Dash made a sound of excitement. Luna's expression conveyed charged incredulity.

"The Caduceus," Luna said. "But it isn't ready yet! It has no crew, no provisions!"

Belfry put his helmet back on. "Good," he said. "There'll be plenty of room for my somnumi then."

Rarity turned to Rainbow Dash and queried, "Caduceus?" They said, 'the Caduceus,' didn't they? Is Caduceus an airship?

Rainbow Dash grinned enthusiastically. "This is gonna be so awesome!"

* * *

Shining Armor opened the small service hatch on the frigate's dorsal structure. The slipstream's howls were escalating, which meant that his spell's power was weakening. Shining Armor expertly recast the spell, shooting a bolt of magic into the open air above the dirigible. Once the bolt reached the appropriate distance, its energy spread out, surrounding the airship in a protective bubble of calm air. The slipstream was instantly silenced.

"I don't get it," a voice said. Shining Armor closed the hatch and looked down at his lieutenant.

"What don't you get?" he asked.

The young officer scratched his chin and answered, "Why is it so cold and stormy out there? Why don't the pegasus in the Empire control the weather?"

Shining Armor indicated that they should climb back down the ladder and explained as they descended. "The weather in the arctic isn't controlled by pegasus. It's controlled by creatures called windigos. They feed off of negative feelings then use their cold magic to make their victims even more miserable. It would take thousands of pegasi and tens-of-thousands of pony-hours to supplant the windigos."

"Windigos! Just like the Hearth's Warming story."

"Right."

The lieutenant pondered this as they continued down through the ship's envelope, then once they'd reached the deck of the gondola, he said, "So, it's more efficient to create bubbles of calm air around the ships then it is to just control the weather? Weird!"

"It isn't just more efficient to shield ships!" Shining Armor smiled. "The entire Crystal Empire is protected by an ancient shield; farmland, rivers, lakes, and the city itself are all protected from the windigo's blizzard."

The lieutenant's eyes widened. "That must have taken some powerful magic!" he said.

"Immeasurably powerful," Shining Armor agreed, "Wait till you see it, kid. The Empire is a sight you'll never forget! Provided we can stop Sombra from ruining it."

With that, Shining Armor left his lieutenant and hurried off to find his sister. He found her right where he'd left her; in the captain's quarters. The skipper had generously permitted the use of his quarters for her use and now she sat, idle at his table. She was still dazed by her ordeal with Queen Chrysalis, but Shining Armor felt she was recovering nicely.

"How do you feel?" he asked, probably for the hundredth time since they'd boarded the ship.

"Hungry," she said emptily, her eyes unblinking. Shining Armor followed her gaze to the full-length mirror next to the captain's closet. Poor Twily. Her fascination with her appearance was understandable.

The queen's attack had temporarily altered Twilight's complexion. There was a gradient of noticeably whiter fur around her muzzle and at the nape of her neck. Her skin had tightened, causing her to look somewhat bony and her eyes had a subtle green tint to the whites.

"You know that's not what I meant," Shining Armor walked up to his sister and gently guided her eyes to his. "How do you feel?" he asked tenderly. She blinked several times and her face hardened slightly as she concentrated.

"I feel . . . lonely," she said.

"That's understandable, you miss your friends." At the mention of her friends, her expression finally changed; a myriad of different emotions quickly crossed her face, ultimately settling on excitement. She really is recovering well!

"My friends!" she exclaimed. "Yes, that's it! I miss my friends!"

"Good Twilight," Shining Armor said. "Think about your friends! Think about how happy you'll be to see them! Think of all the jokes Pinkie will throw at you! Think about Spike's little claws hugging you!" As he said these things, Twilight's face brightened more and more. "Let your emotions fill your mind again. It's the only way to heal."

Shining Armor couldn't help it. As his sister thought about reuniting with the ponies most important to her, he thought about the pony who was most important to him. Oh, Cadence! My Cadence! Please be safe! Of course, it wasn't just the two of them anymore was it? It's true, I do already think of our unborn foal as part of our family. If Sombra or Chrysalis have hurt either of them, I'll-

"Shining Armor?" Twilight asked, dull but genuine concern written in her eyes. "Are you alright?" The marshal hadn't noticed, but there were tears in his eyes and he was shaking angrily. All around the room objects floated listlessly through the air as raw, magical power escaped from his horn.

Regaining control of himself, Shining Armor gently put the room back together and answered, "Yes, I'm alright. I'm just worried about Cadence, that's all."

Twilight nodded sympathetically, "I understand, I'm worried too, but now is not the time to lose control." Right, that comes later.

Just then, there was a knock on the door. Shining Armor walked to and opened the door to see his lieutenant on the other side.

"My Lord Captain," he said with a salute, "we've received an authenticated message from Princess Celestia!" It's about time! The officer proffered a small piece of paper which the Lord Captain immediately took without stopping to return the stallion's salute.

It was a brief but meaningful telegram that read-

-cant wait to get the band back together - the guardians are my fav - the show starts at sun up right - is it okay if i bring some friends of sis-

So, Shining Armor thought, Celestia's coming herself. That was the only sensible thing to glean from the "sun up" line. It's winter in the arctic. It'll be months before the sun comes up. She clearly wants me to wait for her before initiating the conflict. That would depend on whether or not the changelings were already attacking the Empire. If so, then there'll be no waiting! It also sounded like Twilight's friends were on their way. Good. The power of the Elements may be useful. That is, if Twily is up for it by then.

Shining Armor checked the telegram again. An army of somnumi is coming to! He still didn't trust the bat-ponies; but he could already hear his wife's voice in his head, saying, "Now Shiny, be nice! They've done nothing but be helpful." Shining Armor sighed. Darn it! She's miles away on the other side of a battle and she's still always right!

In truth, he was immensely grateful to Captain Belfry. Shining Armor hadn't always been accommodating toward the somnumi, or even very kind for that matter, but now the bat-ponies were about to risk their lives to save his home. Belfry, if we live through this, I'll never make another bat pun again!

Finally, Shining Armor noticed the lieutenant was still standing at attention. "As you were," he said. The young officer relaxed and waited for instructions. "Lieutenant, the princess is hungry, go see if there are any leftovers that can be quickly heated up."

"Yessir. I think there are still some of those quesadillas we had for-"

"Not the quesadillas!" Twilight blurted out with surprising force. Shining Armor resisted the urge to snicker as he watched the officer recoil in surprise. "Sorry," Twilight said meekly.

"Yeah, don't take it personally," Shining Armor explained. "She has a thing against quesadillas. Don't ask me why: I don't know."

"I see, sir."

"Find something, Lieutenant. Oh, but before you go-" Shining Armor studied Celestia's telegram again "-I want you to send a reply to Princess Celestia for me."

"What will the message say, sir?"

* * *

Wow, Rainbow Dash thought. Just . . . wow! After their conversation with Princess Luna, the group of friends had hurried to Canterlot's shipyard to find that the somnumi were already aboard the Caduceus. A small selection of officers and noncoms from the Pertinacious had also been co-opted to fly the much smaller airship.

Unlike the Pertinacious, which was primarily designed for force projection, the Caduceus was a corvette built for just one thing. Speed.

Rainbow Dash had seen the aerostat under construction while she'd been at the Wonderbolt Academy and had instantly fallen in love with it. Even now, with it's leaky, unfinished plumbing and its only half-painted envelope, she still thought it was beautiful.

But it was the way the ship reached its incredible speeds that really set it apart. Once everypony had boarded the ship, it had been allowed to float straight up . . . and up, and up some more. The Caduceus was made with advanced, ultra-lightweight materials that could allow the ship to reach extreme altitudes. After the ship had risen above the jet stream, it reached a layer of atmosphere that hardly warranted the word. The air is so thin up here that it barely takes any thrust to go crazy-fast!

Rainbow Dash had been assigned to fly outside of the ship on what was called the "Combat Air Patrol." Her job was simple; fly big circles around the ship and see what its instruments couldn't. As Rainbow was one of only a few pegasi aboard, it made a great deal of sense to put her on CAP.

As a pegasus, she could create and affect ambient ions. It was part of how pegasi could control the weather, and now it was how Rainbow Dash propelled herself through the low-pressure atmosphere. In addition to her Wonderbolt uniform, (which had to be adjusted to uncomfortable tightness) she also wore a pressurized helmet and oxygen filtration system.

As Rainbow flew wide circles around the ship, she marveled at its unusual design. The Caduceus was fascinating, but it wasn't just the ship that held Rainbow's attention; it was the view.

Below her, she saw the curvature of the world and it seemed like she could hold all of Equestria in her living room. Above her, she saw the stars like she'd never seen them before. With most of the world's atmosphere below her, the star's light was clear and unwavering. They didn't twinkle like they seemed to from the ground. They look so close . . . like I could touch them!

"Rainbow Dash," a scratchy voice came through her helmet's speakers, "how copy? Over."

"Good copy, Caduceus," Rainbow replied. "Nopony's up here but us chickens. Over."

"Good work Dash. We're minutes away from the arctic. Come back in for the mission briefing. Over."

Rainbow immediately changed course to intercept the airship, replying, "Wilco, Cad. Coming in. Over and out."

She carefully flew under the Caduceus and approached the trapeze. She threaded the hook of the trapeze through a lanyard built into her suit; then put her left hoof to her muzzle, signaling that she was ready.

At once, the trapeze levered forward and up, carrying Rainbow into the ship's gondola through a spoon-shaped ventral hatch. As soon as she passed through the doors, she folded up her wings and allowed the trapeze to suspend her.

After the outer doors were slowly and silently shut, the airlock was pressurized in a rush of wind and noise. Dash waited patiently until the light above the door changed from red to green, at which point the inner door opened and two somnumi stepped in to help her down from the trapeze.

Soon after, Rainbow Dash marched into the ship's hold. This place is packed! In addition to Rainbow's friends, nearly two hundred somnumi were stuffed into the tall, rectangular bay; fully equipped with weapons and armor. Rainbow was pleased to see that everypony was wearing pressure suits similar to her's. Looks like everything is on schedule.

Princess Celestia was also present and seemed to be paying attention to nine things at once. "What does the message say?" she asked Spike as she scanned some fuzzy, high-altitude images.

Spike cleared his throat and read aloud (in a passable impression of Shining Armor)-

-the more the merrier - lead singer of band is better but still ill - might not be ready but when curtain rises the show must go on-

"Hmm, yes. Quite," Rarity said, nodding her head in mock understanding. She turned to Celestia. "I assume that makes sense somehow."

"It does," Celestia replied, passing the useless photographs back to the Armada CT. "It means that Twilight is still recovering. It also means that if the Empire is already under attack then Shining Armor will enter the fight without us."

"Can't blame the guy for that," Applejack said, tucking her hat into a pouch attached to her suit.

Celestia noticed that Rainbow had arrived. "Ah, Rainbow Dash, you're back from the CAP," she said. "Excellent timing, it's time for the briefing."

"Okay," Rainbow said, sitting down and listening attentively. Except for the solitary squawk of a phoenix, there was only silence. Captain Belfry cleared his throat.

"Well, Miss Dash," he said expectantly.

"Well, what?"

"Aren't you going to brief us on the mission?"

"Ha, ha! That's funny! You-" Nopony else was laughing. He can't be serious, can he?! Rainbow's eyes bulged, "ME! You want me to give the briefing? But- But I'm just a reservist! You guys have years more experience than I do!"

"But not in anything like this," Belfry said calmly. "My agents are trained primarily for reconnaissance, close protection, and tactical raids. A full-fledged battle is well out of our comfort zone." Captain Belfry approached and looked Rainbow in the eye. "You, on the other hoof, have trained for just this sort of thing."

"Yeah, for entertainment purposes!" Dash exclaimed. "That's all I ever wanted to do!"

"Why you trained doesn't matter," Belfry said. "What matters is that you have trained. You have the skill and the know-how to lead this mission, Miss Dash. You aren't just a reservist: you're a Wonderbolt Reservist!"

"No pressure, Bow," Pinkie said, shivering, "you got this!" I'm not sure I do! Rainbow Dash turned haltingly to the crowd. Heh! Y'know, suddenly two-hundred seems like a much larger number! Rainbow racked her brain. What am I supposed to do? What am I supposed to say?!

Without even thinking, Rainbow opened her mouth and said, "Find 'em, Fix 'em, Flank 'em." Dash was surprised by how confident her voice sounded. "You all know these rules; they're the same rules that apply to all forms of combat. So you should feel right at home down there." That's right! Just like they taught me at the academy! "First step is to Find 'em; to do this, we'll have to airdrop to the objective. You've all made airdrops before right?"

"Yes, ma'am!" they replied in perfect unison.

"Not like this, you haven't," Rainbow said. "When those doors open the air in here is going to rush out all at once. It'll be real loud, at first, then it'll get real quiet. Don't let this bother you; stay focused!

"In this low-pressure atmosphere, you'll fall a little faster than your typical terminal velocity; so after you pass the tropopause and you encounter thicker air, you'll start to feel like you're diving into a bowl of jello. Your instincts are gonna tell you to open your wings and slow yourselves down. Don't! The wind speeds in the jet stream are like nothing you've ever experienced down below so keep your fineness ratio as high as possible. Otherwise, you'll be blown all over the place and it'll take you hours to regroup. Hold your wings tight and keep your center-of-mass forward so that you fall head first.

"It's winter in the arctic, so the Empire should be the only light you see. Once the Empire looks like it's about the size of a basketball, open your wings just a little so you can direct how you fall and begin to slow your decent. By then I'll have flown ahead of you and located the enemy." I hope!

Rainbow continued, "Once we've Found "em, the next step will be to Fix 'em. The princess has a plan to fix the enemy into position but we will have to do our parts as well. We'll work in small squadrons to suppress the enemy and drive them to the ground where Shining Armor's unicorns can Flank 'em. Stay above the changelings and prevent them from spreading out. Stick to your wingponies! Your wingpony is your life! Cover each other and we'll get through this, no sweat!"

"Ninety seconds," the ship's captain said before stepping out of the bay and sealing the door behind him.

"Move it!" Belfry ordered. At once the ponies secured their pressure helmets, rushed to their drop positions, and hooked themselves on to lengths of cable hanging from the ceiling. Each cable supported five or fewer ponies, one above another so it looked like the ponies were stacked on top of one another. The somnumi mounted the cables with professional ease. My friends on the other hoof, not so professional!

With a little help from their neighbors, Rainbow's friends were situated and ready. Then, when a set of bright yellow lights blinked on around the room they, along with everypony else, maneuvered on the cables so that they now hung upside down.

In a few more seconds, the light turned from yellow to red. At which point, the floor below split in half, revealing itself to be a set of enormous doors. The cables the ponies hung from wobbled as the air was violently vented out of the large opening.

In the eerie silence that followed, Rainbow Dash spoke through her helmet's shortwave. "Com check. Ponies on the bottoms of the cables are squadron leaders. Signal ready to confirm." The newly appointed leaders touched their left hooves to their noses, indicating that not only were their shortwaves working, but they were also ready to drop. Rainbow could only admire the somnumi's willingness.

Her friends, however, were not so willing. In the face of a twelve-mile drop, Rainbow could hear Fluttershy weeping softly through her squadron's shortwave channel. Rarity was trying (in vain) to calm her fearful friend. Rarity would probably sound a lot more calming if she wasn't panicking herself!

"It's alright Flutters," Rainbow said evenly, "It's just another manticore."

"Manticore?" Fluttershy's voice sounded small and tinny.

"Yep. Just like our first adventure together. You remember how scary the manticore seemed? He turned out to be a pretty cool guy though didn't he?"

"He was a real sweetheart," Fluttershy said, much calmer.

"This'll be just like that." Well, not really, but if it keeps her from crying . . .

"Manticore?" Starlight said. "You ponies have done some weird stu-" Their ninety seconds were up.

The lights changed from red to green, the quick-release latches attaching the cables to the ceiling were pulled, then two hundred ponies and one dragon fell out of the sky.

* * *

Twilight Sparkle stared into the mirror. I don't look as bony now. Her skin did seem to fit her bones once more, and her eyes looked clearer. Her face was still whiter than it should have been, but her brother said she'd regain her color with time. She certainly felt much better. Even so, Shining Armor had insisted that she stay in the ship while he and his soldiers entered the Empire.

Twilight stomped away from the mirror, irritated at being left behind. I could help! It's not as if I haven't fought changelings before! The first time the changelings had invaded Canterlot she'd fought them there. But of course- she sighed -my friends were there to help me then.

A wave of loneliness saturated Twilight as she thought of her friends. Oh, she thought tearfully, I wish they were here!

In that moment, Twilight became aware of a sensation deep inside of her. A spark of pure magic. I know that magic, she thought, that's the Magic of Friendship. But, the Element of Magic can only manifest itself when all the other Elements are present! She gasped. My friends are here!

She rushed over to the window on the other side of the captain's cabin. Beyond the ship's weather shield, she could see the ever-present blizzard beating uselessly against the Crystal Empire's magical border. Somewhere out there my friends are coming to save the Empire, -Twilight's eyes narrowed- and I'm going to be there to help them!

Decision made, Twilight sprinted out of the cabin, past the startled crew, and into the raging blizzard outside. The cold slapped her hard in the face, but a few quick wingbeats later she was within the warm enclosure of the Empire.

Alright changelings, bring it on! I'll- Hey, this doesn't look like fighting! Twilight was fast approaching her brothers army. She could also see the changelings massed not far away. Neither side was attacking! Um . . . did I miss something?!

* * *

"I've got PID. They're just sitting there," Rainbow Dash said over the shortwave. What?! Celestia thought, That can't be right!

Pinkie's voice chirped across the frequency. "PID? What?"

"It means Positive IDentification," Belfry said. "Now hush, child. The adults are talking."

"You're sure?" Celestia asked.

"Positive!" Rainbow replied. "The changelings haven't attacked. They're just . . . posturing! Like they're on a parade ground."

Stunned, Celestia continued to fall with the rest of the group. But- But that doesn't make any sense! Why wouldn't Sombra have initiated the invasion?

"So," Rainbow said, "this is a trap, right? Should we abort?" That must be it, Celestia thought. Sombra must be trying to tri-

Without warning, Philomena flew by and slapped Celestia's face-mask with her tail. The little jolt snapped the princess out of her stupidity. Stop it, Tia! Stop projecting your idea of Sombra and what you think he wants, onto his actions!

It was a strange train of thought, but falling through the troposphere was a good time to think strangely. Okay, Tia. Walk yourself through this, but this time, look at what Sombra's actions actually do, rather than just seeing him as an evil, unfathomable entity.

Princess Celestia thought back to the beginning. It started with that weird tree planting tradition. At the time, she'd thought it was a means of weakening Equestria. But, what did it actually do? She pondered this for a moment. In simplest terms, it put changelings in southern Equestria. It was a reconnaissance mission! Could it really be that simple? The more she thought about it, the more she believed it.

She imagined changelings studying the southern ponies; learning their dress and manner of speech so that they could better disguise themselves. Any successful campaign has to begin with good intelligence. With the knowledge gleaned from their reconnaissance mission, the changelings knew how to look and behave on the journey north.

Then there was the attack on Canterlot. I thought it was meant to usurp me and allow the changelings to feed on my citizens, but what it really did was get me out of the city. It seemed that Sombra had gone to great lengths to make Celestia feel personally involved in this little adventure so that she'd feel inclined to come here!

When she and Sombra had spoken back in Canterlot, he'd said that he knew Celestia. It would seem, he does know me and know me well at that! He's been playing me like a harp this whole time! He'd brought her here, but why? Could it really be a trap? If so, then he was doing it wrong. There must be something else I'm missing. Perhaps he has a hidden force somewhere that will ambu-

She shook her head. There I go again, projecting a deeper meaning onto something that's really quite simple. What Sombra's current strategy really does is leave the changelings vulnerable. It puts me, Twilight, and all her friends in a position to help and inspire our forces and the Crystal Ponies.

Celestia gasped. Of course! The Crystal Ponies are connected to the Crystal Heart! If the Crystal Ponies are inspired and energized then the Heart will-

It was crazy! No, it was the only thing that made sense!

Rainbow Dash's scratchy voice came in over the shortwave, "Princess? Princess Celestia, do you copy?"

"I hear you Miss Dash." Celestia closed her eyes, her mind finally clear.

"So, should we abort?"

Celestia opened her eyes and smiled as she fell. "No, Miss Dash, continue as planned. Reconnect with Twilight and rout the changelings."

Somewhere else in the sky, Pinkie Pie spoke into her headset, "Aw, why does it sound like you aren't coming with us?"

"Because I'm not," Celestia answered. "I have business at the castle. Protect each other and use the Elements of Harmony within you. Be safe!"

With that, Celestia cast a spell and streaked towards the ground at absurd speed. She was moving so fast that she soon overtook Rainbow Dash and blasted past her.

"Woah! Somepony's in a hurry," Rainbow said. "That's usually my job!"

Celestia veered toward the Empire. I am in a hurry! I should have figured this out sooner. Now that she had, she realized that she didn't have much time. No, that's not right is it? I have plenty of time, but once we begin then the timing has to be perfect.

The princess wiped the condensation off of her goggles at peered through the snowstorm toward the Crystal Empire. From here the isolated city-state looked like Hearth's Warming ornament, shining through the snow storm.

Sombra's down there . . . waiting for me. And when I finally face the King of Monsters, I'll be ready!

* * *

Queen Chrysalis watched the proceedings from a concealed place near the edge of the Empire. She hadn't gotten anything she'd wanted from this entire bungled campaign. Twilight had escaped her, twice! Moreover, the changelings certainly wouldn't be blessed with an infinite supply of sustenance. Sombra had lied, and now Chrysalis would be lucky just to reclaim her minions. We should have never left our island.

The fools! she thought. They trust that monster so completely that they're following him to their own destruction! The changelings should have attacked hours ago when they'd first arrived in the Empire. They could have put pressure on the Empire and overwhelmed the Crystal Guard. Instead, they'd done as Sombra told them and waited.

Now, unicorn reinforcements had arrived from central Equestria and more couldn't be far behind. It seemed that Sombra himself had disappeared. Soon my minions will see that their beloved king has betrayed them and they'll come rushing back to me for leadership.

The queen observed the Crystal Guard and unicorn formations slowly surround her changelings, being careful not to provoke combat early. As she watched, she also observed something else; there was a small purple figure flying above the unicorns. Who is that? Chrysalis wondered. Is that- She gasped. It is! It's that witch! Twilight Sparkle was here!

A slow, evil smile oozed across the changeling queen's face. Perhaps this escapade may yet be worth it. The coming battle wouldn't take long, but it might be just long enough! I can use the confusion of the fight to finish what I started in Canterlot! She'd had a taste of the young princess and now . . .

Now, Princess Twilight, I will finish you!

* * *

Celestia sliced through the magical barrier that protected the Empire from the bitter cold of the arctic and banked toward the Crystal Castle. She could see Princess Cadence and her aids on one of the structures balconies; facing the amassed armies far to the southwest.

With all the grace of experience, Celestia looped around the building and elegantly alighted in front of Cadence. Who promptly threw up.

After retching heartily into a bucket provided by one of her aids, she said droopilly, "Y'know, getting pregnant seemed like a good idea at the time." Celestia removed her helmet and smiled at her beloved niece.

"It'll all be worth it, I promise," she said.

"I'm glad you're here," Cadence said. "The changelings are just a diversion! It's King Sombra, he's-"

"He's overpowered the guards surrounding the Crystal Heart, sealed himself in with it, and begun casting strange spells on the floor."

Cadence was stunned, "Y- Yes exactly! How did you know all that?"

Celestia's face was emotionless as she replied. "You know how the Crystal Empire came to be?"

"Just the myths," Cadence answered, mystified, "Myths about umbrum and the Prison."

"They're not myths," Celestia said, still deadpan. Princess Cadence's eyes widened and what little color she had left drained from her face.

"Will he- Is he going to release the umbrum?!" she asked in terror. Celestia's expression softened.

"Let me worry about Sombra," she said. "I need you to focus on the changelings. Listen carefully, my dear." Cadence nodded unblinkingly, showing her compliance. "I need you to disable the Empire's shield. Then, when I signal you, I want you to announce to the Empire that I have come here myself to help them and that the battle has turned in our favor, even in the unlikely event that it hasn't. Do you understand?"

"I won't pretend to, no," Cadence said honestly, "but I'll do as you ask, Your Majesty." Celestia beamed at her niece, Sweet Cadence! Oh, that all of Equestria's nobles were as humble as you!

Celestia could feel the somnumi approaching swiftly and said, "Hurry Cadence, and don't worry. Your child will be born into a better world than this one."

"I wonder princess," Cadence giggled, "do you practice being cryptic?"

Celestia laughed. "For at least one hour, morning and night!"

* * *

Wait for it, Jackie, Applejack thought as her ears popped for the thousandth time, wait for it! Fluttershy and Rainbow Dash had long since opened their wings and slowed themselves down, and Starlight Glimmer was deftly using her magic to fly over the Empire. Applejack and the other wingless ponies, however, had to wait until they were within the shield before deploying their parachutes, lest they be blown about by the arctic's fierce winds. Wait for it . . . NOW!

Applejack looped her hoof through the catch near her neck and pulled. The spring-loaded pilot chute shot out, followed quickly by the reserve. The chute opened like clockwork; the forceful jolt of deceleration knocking the air out of Applejack. She coughed and gasped desperately for air, looking around as she did.

Did everypony make it?! Is everyone okay?! One by one, she saw her friends. Okay, there's Rarity. Spike's just over there and . . . Where in Equestria did Pinkie find a pink parachute?!

With her friends accounted for, Applejack turned her attention back to the world below her, which was coming up fast! The earth pony braced herself as best she could, This is gonna hurt!

WHUMP! Even with the parachute, A.J. still hit the ground as if she'd fallen from a two-story building. She tumbled painfully on the grass, Aw, applesauce! I haven't even seen a changelin' yet an' I'm already covered in scrapes and bruises! She craned her neck to see where she'd landed. There was actually a small crater-like indentation where she'd hit the ground. Heh, looks like there was a tussle 'tween an earth pony and the earth . . . and the earth lost.

Applejack stood then immediately fell back down again as her wobbly legs gave out. Her whole body was shaking. Huh! I guess I was more scared than I thought! She stood again, more carefully this time.

She then removed her helmet and instantly wished she hadn't. The drastic changes in pressure she'd been experiencing hit her all at once. She felt like her brain was pirouetting in her skull and it was all she could do not to throw up. I don't ever wanna jump from the sky like that again!

Reasserting control of herself, she suddenly remembered something. I hope it's still here! She opened the pouch on her suit. Eeyup! She pulled her hat out of the pouch and put it back on her head where it belonged. Much better.

Just then, the whole world went dark. The shield that protected the Empire flickered out of existence and with it the fake morning light. Wha- Who turned out the sun?! Oh, that's right. This was the plan all along. Without the barrier, the windigo powered blizzard blew across the darkened Empire.

This was the moment the Equestrian forces had been waiting for and Applejack could hear them shouting as they charged the confused changelings. The darkness and incoming winds were a mere annoyance to the skillful somnumi, but to the changelings, with their weak, bug-like wings, the storm effectively kept them grounded. The few that tried to take to the skies would be quickly swatted down again either by the wind or by the bat-ponies.

A.J. hadn't landed as close to the fight as had been planned, but even from this distance, she could see the light produced by hundreds of unicorns racing through the arctic darkness.

Applejack tried to gallop toward the fight, but with the snowy wind in her face, she seemed to be sliding in the wrong direction. The parachute!

Frantically, Applejack worked at the harness; at the suit, at everything, trying desperately to separate herself from the thing that was quickly pulling her away. Git! This! Thing! OFFA ME!

Finally, something important came loose and A.J. slipped out of both the suit and the harness. The parachute blew away in the wind and Applejack rolled to a stop right in front of . . . everypony.

"That suit wasn't your color anyway," Rarity said. She and everypony else was crowded around a very haggard looking Twilight. Little Spike was on Twi's back, his tearful face buried in her mane and his stubby arms holding on like he never wanted to let go.

Applejack's eyes welled with tears and she rushed to join the group hug. All at once she could feel the Magic of Friendship flare up within her. The Elements of Harmony could sense that they'd been reunited. Aw, hang the Elements, she thought. I'm just glad to have my friends back!

"Oh, Spike! Girls!" Twilight said. "You don't know how happy I am to see you!"

"Don't we?" Pinkie asked rhetorically from somewhere deep within the cuddle-puddle. The whole group giggled softly.

"I guess you're right, Pinkie," Twilight murmured. At that moment, the wind shifted slightly, bringing with it the sounds of the battle. Twilight voice gained a shade of determination. "Come on girls. The changelings got off easy the last time we faced them as a group. This time, let's show them the true power of Friendship!"

"Aaw yeah!" Rainbow said, hoof pumping.

"It. Is. On!" came Rarity's signature challenge.

"Yay," Fluttershy cheered with all the quietness she could muster.

"Okee dokee lokee!" Pinkie exclaimed

"Yee-haw!" Applejack yelled.

Starlight Glimmer smiled at the tight-knit group, clearly in awe. "Any room left for me?" she asked.

"Always," Twilight affirmed.

Applejack set the Element of Honesty within her free. The others released their Elements as well and within seconds, the whole group glowed with light and energy. Their manes and tails flowed as if they were under water and their cutie marks multiplied themselves, spreading across their pony bodies. As one, they floated up into the air and toward the battle, Starlight joining them with her own magic holding her aloft.

Applejack smiled to herself, Heh, we'll have those changelins' runnin' scared outa here faster'n a blue-jay in a hawk's nest!

* * *

Everything changed when the Elements of Harmony were let loose on the battlefield. Powerful waves of energy emanated from the six floating ponies, pushing away the changelings like leaves in the wind and leaving Equestria's forces untouched. The changelings were panicking. All save one.

Queen Chrysalis carefully and silently approached Princess Twilight from behind. She's so close now I can almost taste her! She was so intent on Twilight that she failed to notice the lumpy purple and green thing on Twilight's back until it growled furiously and breathed a fountain of searing green fire at her. Oh, that's right, she thought dryly. The little dragon.

Chrysalis dodged away from the fire on insectoid wings and lunged at Twilight. She never touched the princess, however, as she was suddenly struck by one of the strange bat-ponies. The brute savagely shoved her down, spiking her into the ground.

"All yours, my friend!"

Chrysalis rose to find herself muzzle to muzzle with her former fiancé, Shining Armor. "Thanks, Bel," he said. Hmm, he really does look especially handsome in his armor . . . and angry. Very, very angry!

He magically launched her away, sending her skipping across the ground and into a hapless mass of changelings. Queen Chrysalis stood, shook the "ouch" out of her head, and faced Shining Armor.

He walked casually toward her and mockingly said, "It would never have worked between us, babe. We're just too different!"

"Yes," Chrysalis said with feigned regret, "it was a messy break up wasn't it?" She sent a green bolt of energy out of her horn, striking the ground in front of Shining Armor. A plume of energized dust and moisture sprayed up from the impact, coating his face and temporarily blinding him. She quickly flew straight up then sent another beam of energy straight at him.

The experienced soldier that he was, Shining Armor didn't need to see the attack to know it was coming. He evaded expertly, wiped the grime off of his face, and cast a spell. He captured the snow falling relentlessly out of the sky and threw it, in the coalesced form of an icy dagger, at Chrysalis. She dodged narrowly, the dagger taking with it a lock of her hair. That was too close!

The changeling queen took a moment to reassess the battlefield. Twilight was in the throes of the powerful Magic of Friendship and she was surrounded by all of her closest friends. What was worse, Chrysalis no longer had the element of surprise. I think it's time to cut my losses, rally my changelings, and beat a hasty retreat!

She dodged another frighteningly aggressive spell from Shining Armor, then bolted toward her changelings. She flew over their disheveled ranks, shouting orders and looking important. Suddenly reminded of her existence and finding themselves otherwise leaderless, the changelings began to fall in behind their queen once again.

Chrysalis saw Twilight and her friends out of the corner of her eye. Someday you little witch! she thought wrathfully. Someday I'll find you and finish you and when I do- the ever hungry changeling licked her lips -vengeance will be sweet!

* * *

The Crystal Castle consisted of a single capacious tower held aloft by four sturdy legs that left a large pavilion beneath the castle's main body. In this space resided the Crystal Heart. As its name implied, it was a substantial blue crystal in the symbolic shape of a heart.

Usually, the pavilion was open to the public, allowing them to admire the Heart at their leisure. Today, however, the typically open space had been sealed off by a powerful, magical barrier, courtesy of Sombra.

Celestia had encountered the barrier as she'd crept silently down the stairs of the castle toward ground level. Using dynamic magic of her own, the princess had slipped through Sombra's shield and now she, with Philomena perched on her back, carefully closed in on the entrance to the castle. Staying hidden within its recesses she peered into the pavilion.

Near the Crystal Heart was another crystal; this one was of a more organic, haphazard shape and it glowed red with evil magic. There he is! King Sombra was pacing around the Heart, casting mystifying spells on the glass-smooth floor. His spells caused the usually purple floor to become transparent, revealing the ancient horrors that boiled beneath the surface. The umbrum! Celestia thought, There are so many!

Through the now crystal-clear floor, the princess saw the indefinite shapes of the old evil spirits, swirling around as if in a bubbling cauldron. She could hear them as well; an indecipherable, ghostly wailing resonated up from the Prison. The Prison which Sombra was continually weakening second by second.

His work almost complete, Sombra stopped by the strange crystal. He looked bleakly down into the Prison and recited a few phrases of ancient poetry.

"Though the world be tinged with red

and its denizens laid to sleep,

I will not in that day forget thee

my kin, in the Howling Deep."

Princess Celestia recognized the verse from an epopee called Psalm for the Wicked, written by an aptly named pair of poets called Quill and Ink. It was written long ago for an entirely different context. But it might as well have been written for today, Celestia thought grimly.

The red crystal next to Sombra pulsed and said, "Ooh, poetry. I like it! Very dramatic!"

Sombra laughed. "Well, if it's drama you want, Mother," he said intensely, "then you'll love this!" Sombra turned slowly until he met Celestia's eyes. Hmph! So much for being hidden. "Hello Your Majesty," he said with a fang-filled smile. "I'm elated you could join us."

Celestia stepped out of the shadows, her pet phoenix taking to the air and flying in slow circles around the pavilion. Philomena's fiery light shown through Sombra's shield, illuminating the ever worsening blizzard outside. Snow had already begun piling up around the edges of the barrier.

Celestia walked as calmly as she could toward Sombra and the crystal, her face immaculately arranged in serene determination. Play it cool, Tia! Stick to the plan.

"Hello again, good King," she said then turned to the talking crystal. "And you must be dear Sombra's mother. It's so nice to finally meet you."

The crystal cackled madly. "Why, Sombra my son. You didn't tell me you were bringing a girl home! And such a pretty one at that."

Sombra's smile seemed to match his mother's mood but in his eyes, Celestia could see the toll this ordeal was having on him. His spellwork had all but exhausted him, but she also sensed something else in his countenance. A sense of . . . peace! His purpose in life is nearly fulfilled and now he's letting go.

Princess Celestia felt an odd moment of kinship with the austere monster. She knew what it was like to bear so much responsibility. Your burden will be lifted soon, old one, and then you'll be allowed to rest. For better or worse.

The crystal spoke again, this time with a wrathful flavor to its voice, "What were you thinking, little princess?! Did you really think you could stop all this? Did you really think you could best my son?!"

"What was I thinking?" Celestia laughed, then she looked at Sombra with a conspiratorial smile on her face. "Why don't you ask your son?" Tia's voice softened as she looked at him, "After all, he does know me pretty well."

His expression never changed, but once again his eyes spoke volumes; exhaustion, relief, and acceptance all played across his auburn iris's. In that moment, Celestia knew Sombra just as he'd said he knew her. She understood his loneliness, his pain, his sense of self. She even knew what he was thinking, Right now he's thinking, 'Finally. Finally, she understands.'

"Well?" she said softly to him. "Tell us Sombra, what was I thinking in coming here?" His smile changed imperceptibly, becoming genuine.

"You were thinking that you could help me," he answered with equal softness. "You were thinking that I must absolutely succeed."

Clearly confused, the crystal was silent for a moment, then, " . . . Wut?"

* * *

Zecora stood at the edge of the Everfree Forest and breathed deeply. She'd left Ponyville to assess the forest, to see if it had calmed itself. And indeed, it had.

Its branches still, and its winds calmly swell. It seems the world is healing and soon all will be well.

* * *

The incessant shivering in Pinkie Pie's back had finally ceased. She'd almost forgotten what it was like not to feel the shivers. Wowsers! she thought. I guess whatever my Pinkie Sense was trying to tell me about just happened! Funny, I didn't notice anything weird happen around here. Oh, well! Now, what was I doing? Oh, yeah!

She giggled gleefully as she floated upside-down over the battlefield, hurling bubbles of energy in the shape of balloons (and other party related objects) at any changelings she could see.

* * *

Celestia's ears throbbed as the strange red crystal let out an infuriated scream.

"HOW CAN YOU BETRAY ME LIKE THIS?!" it bellowed. "You CAN'T! I created you, you belong to ME! YOU WILL DO AS I COMMAND!"

"I did do as you commanded, Mother," Sombra said darkly. "I followed your command for years and look what it did to the world, what it did to me!" Tears sprang suddenly to his eyes and his thick voice cracked. "Princess Amore, the Empire, the one friend I ever had, all ruined by me! By what you created me to be!" He squared his stance toward his creator, his entire bearing bespoke of the rage burning within him. "And now you want me to do my worst?! To release the umbrum upon the world?!"

"You are umbrum!" the crystal said, "I am umbrum! I created you for just this purpose; to restore our kind as rulers of this world! You MUST release your kin from the Prison! NOW!"

Sombra's voice was quiet, "I have seen the devastation that but one umbrum can wreak on the world. I will not inflict more of our kind upon existence!" He looked pointedly at Celestia and softly said, "Not while there is a single Radiant Hope that the world might be better because I lived in it."

On cue, Celestia cast a brilliant spell straight up into the castle, causing the entire structure to pulse with blue light. This was the signal to Princess Cadence, and immediately her youthful voice boomed across the Crystal Empire.

"ATTENTION, CRYSTAL PONIES, I HAVE GREAT NEWS! THE BATTLE WITHIN OUR BORDERS IS ALL BUT WON AND PRINCESS CELESTIA HERSELF IS HERE TO HELP US!"

Even through the howling blizzard, Celestia could hear the city's crystalline inhabitants cheering. Their energy instigated an immediate reaction in the Crystal Heart, causing it to spin rapidly as magical power quickly built within it.

"NO!" the red crystal shouted. The evil crystal floated into the air and crackled with energy as its umbrum magic was put to work. "You FOOL!" it said to Sombra. "The Heart will destroy us all!" No, Celestia thought, just you umbrum! Already, the Heart was emitting preliminary waves of magic that seared and cracked Sombra's otherwise handsome visage.

With no regard to the pain, he smiled and said, "We can only hope, Mother!"

The crystallized umbrum screamed in rage and attacked, firing a vicious red lighting bolt at its rebellious creation, but not before Celestia had leaped between the crystal and Sombra. With a sustained wave of magic, she shielded both of them. Oh dear. Old or not, the crystal's attack was powerful. Hurry Sombra! I don't know how long I can hold this off!

Sombra was hurrying, furiously casting the complicated spell that would destroy the Prison and expose the umbrum to the Crystal Heart's power. All at once, two things happened. King Sombra's spell released the umbrum and the energy of the Crystal Ponies finally coalesced within the Heart.

"Oh," the red crystal said, surprised that it had lost. Sombra exhaled softly and collapsed on the transparent floor, totally relaxed and smiling peacefully. He's done what he came here to do. Now I must do what I came here to do!

"Philomena!" Celestia shouted without warning, "NOW!" The fiery phoenix streaked toward Sombra, setting him ablaze with its magical flames just as the Heart activated itself.

The umbrum below screamed in horror as an impossibly powerful swell of magic exploded from the Crystal Heart. The evil red crystal yelped uselessly as its shell was destroyed and its spirit, along with those of the other umbrum below, was completely and utterly eradicated.

* * *

Is this it? he wondered, Is this all the sting death has to offer? Sombra didn't feel dead. Not that he had any idea what death felt like. In truth, he felt . . . warm.

Cautiously, he opened his eyes. He was in a purely white, shapeless place and Princess Celestia was standing before him. Huh? Is she- . . . What?!

Sombra became aware of himself. He lifted a heavy hoof to his face and gawked at it. There was no sign of damage from the Crystal Heart. Instead, he seemed to have been closely enveloped in a ghostly fire and he could feel the presence of Celestia's pet phoenix.

"Wha-" he said in confusion, "What have you done?!" Fortunately, Celestia didn't insult his intelligence by answering the inane question. It's obvious you fool! The phoenix was, after all, the spirit of rebirth. She's saved your life, imbecile, what else?

He glowered at Celestia. "This has always been your problem, princess. You lack the will to see your enemies destroyed!"

She cocked her head, her flowing pastel hair falling smoothly across her back. "Hmm," she said ponderously, "are you truly my enemy?"

"I-" Sombra started. I what? Am I her enemy? Even I don't know anymore. He sighed in resignation and asked, "When did you realize what I was planning?"

"It became clear while I was falling from the sky," she said. "A view like that tends to add . . . perspective. You planned everything so that I and the Guardians of Harmony would be here to defeat your armies and invigorate the Crystal Ponies." She drew a slow breath. "Once I realized that you'd planned everything too perfectly for that to be an accident, I began to understand what you were trying to do. I began to understand . . . you!

"Back in Canterlot" -Celestia stepped closer to Sombra, her shining, roseate eyes never leaving his- "you suggested that we should be friends. I told you I'd rather burn than be your friend." Tia's expression turned sympathetic. "That really hurt you, didn't it?" Sombra said nothing, instead, he averted his gaze, unable to meet her eyes any longer.

Hurt me?! That's ludicrous! I- A single tear rolled down his cheek, staining his gray fur with moisture.

Radiant Hope! He missed her so much he ached. Was I really so desperate to feel a connection like that again that I was willing to be friends with Celestia? A pony that had every reason to want me gone?!

"If it's any consolation," Celestia said hopefully, "I take it all back." She stretched out a hoof to wipe away Sombra's tear. "I would be honored to be y-"

"Don't do that, princess, I mean it," Sombra said forcefully, shocked by his own seriousness. He pushed Celestia's hoof away and continued, "We may not truly have been enemies during this particular venture, but we are not allies and we are not friends!"

That stung. Tia stepped back as if struck. Did I go too far there? Will I regret that? Sombra thought for a moment. Regret. That's it, isn't it? Everypony who has ever known me has come to regret it.

He looked back to Celestia, she was blinking back tears. She trusts so easily and loves without a qualm. What if I can't control myself? What if I really am nothing but a monster? It would break her heart. Sombra thought of his life before, when he was a colt growing up in the Crystal Empire. He thought of Princess Amore, who had never done wrong by him. He thought about Radiant Hope; he always thought about Radiant Hope. I've broken so many hearts already. I couldn't bear it if I broke Celestia's.

Celestia regained her composure and said evenly, "Well, friends or not, we both know you are too powerful to disappear or have any semblance of normalcy." Princess Celestia's eyes narrowed slightly. "So I wonder, what will you be? Hero or villain?"

Sombra's mind raced, there were a million things to say, But which should I say? Do I run the risk of hurting her? Do I remain aloof so that I don't break her heart if I can't restrain my ambition? He couldn't decide.

"Well," he finally said, feeling the phoenix's magic begin to leave him, "I guess we'll cross that bridge when we come to it."

* * *

Starlight Glimmer carefully sipped the steaming hot tea Zecora had made for her. She had been getting to know the zebra better in the weeks since she'd returned from the arctic. Zecora's strange magic seemed to accelerate Twilight's healing. Twilight had regained both her color and her cheerful nature.

Now though, Starlight visited the Zecora alone, spending hours talking about anything and everything.

"So, does the Everfree always react like that whenever something like this happens?" Starlight asked.

"Like it's throwing a tantrum? No, not really," Zecora answered. "In truth, the forest is a mystery. Even to me! Now Miss Glimmer, a better question I have for you. How do you sense trouble as you do?"

"Sense trouble? What do you mean?"

Zecora set down her tea. "From the start, your nervousness was plain to see. So how did you know how troublesome things were about to be?"

Starlight thought back and replied, "I don't think I did. It was just a gut feeling, I guess."

"Strange," Zecora said pensively, "clairvoyance is what I expected to find, but you're saying it's just normal worry in the mind?"

Starlight contemplated this. Expectations, she thought sadly. When Twilight and her friends had first encountered her, Starlight had an entire village under her hoof. Starlight had expected that equality would strengthen friendships and bring about social growth. But in the end, she'd enforced equality so completely that she'd effectively prohibited any possibility of exceptionalism or celebration of life. Starlight sighed and gently set her tea down, staring at her reflection in the murky liquid.

"Sometimes," she said quietly, "we try so hard to be smart or to understand, that we convince ourselves that there's a deeper meaning to everything. Sometimes, though, there are no deeper implications; a joke is just a joke, a rose is just a rose-" Starlight took a breath, doing her best to set aside her life before she'd come to Ponyville "-the past is just the past." She looked up to see Zecora smiling at her.

"It seems, Starlight, a wise lesson you have learned," Zecora reached a comforting hoof across the table, resting it softly on Starlight's own. "And, I hope, that your own forgiveness you have earned."

Starlight Glimmer smiled, I hope so too. The two equines continued to talk through the evening, staying warm and cozy as the winter weather outside coated the world in a renewing blanket of fresh white snow.

* * *

Princess Cadence stared at the endless wastes outside of the Crystal Empire. I never realized before how beautiful the arctic is.

"Babe?!" she heard Shining Armor say from behind her. Cadence rolled her eyes as her husband continued. "What are you doing out here? It's too cold for you to b-"

"I'm fine!" Cadence said in exasperation. She rubbed her swollen belly, "We both are." Shining Armor approached, gently laid a thick winter coat over his wife, and looked out into the arctic.

"I've never seen this place so calm," he said in wonderment. "It's beautiful!" Cadence nodded, laying her head on her husbands shoulder contentedly.

"The windigos feed on negative thoughts and feelings," she said. Shining Armor, his thoughts clearly on other things, didn't see the connection.

"Yeah, so?" he said.

"So," Cadence explained, "the umbrum are gone. Without their negativity constantly feeding the windigos, their power over this land is diminished."

"So, that's why the arctic is so calm now and why it was always so fierce before!" Shining Armor exclaimed in realization. "All this time, the windigos have been fed by the monsters buried right beneath out muzzles." He scratched his chin. "I wonder what this means for us."

"It means," Cadence said, thinking about what Celestia had said to her during the attack, "that our baby will be born into a better world than it was before."

The two lovers held each other tight in the moonlight and spent the rest of the evening picking out baby names.

* * *

Princess Celestia slumped over her desk, her head resting on her hooves as Philomena strutted before her.

"So, you didn't make a new friend," Twilight said. "It's not like you made a new enemy either!"

Celestia raised her head sharply. "But I could have made a new friend, Twilight. That's just it! He asked me to be his friend and I shot him down! It never even entered my mind that he could help Equestria, or that he'd have any desire to! I know he's dangerous, but he could have been dangerous for us! Now though . . ."

"Look, Princess," Twilight said, "maybe he wanted to be your friend, maybe he didn't. At the time, you had no reason to believe he was trying to defeat some of the world's greatest enemies. And besides, for all we know the only reason he destroyed the umbrum was to eliminate the competition and he was just manipulating us to help him do it."

Celestia shook her head. "No, not even he could have predicted that I would bring Philomena to save him. He planned and executed the whole thing knowing full well that it would destroy him. You don't make sacrifices like that on a whim; he did it for love. He loves Radiant Hope, even after all this time."

This was something that Twilight could understand. "He did all of this because it would have made her proud."

"That is what's puzzling about Sombra. Unlike other villains that Equestria has faced, he understands friendship." Celestia sighed miserably, looking away from her protégé. "And the one time he asked me to be his friend, I refused him without even considering that. Who's the more villainous, Twilight; the monster or the pony that refused to forgive him?"

Twilight balked at this. "Princess, you are not villainous!" She walked around the desk and stood before her mentor. "Listen, if Sombra's story tells us anything, it's that anypony is capable of being really good or really bad. Sombra may have done something good, but doesn't make him a good pony. Similarly, you may think you made an awful mistake, but that doesn't make you an awful pony!" Celestia smiled at little Twi, Now that is why we call you 'princess!'

Twilight continued more cheerfully, "You just wait, Princess, whether Sombra comes around to our side or not, we'll be there to deal with him!"

* * *

Heh, heh! I like this little pony! Sombra thought as he walked alongside Maud Pie. The small earth pony was the very definition of the word "gray."

"Why is it so important for you to see the Choosing Stone?" she asked with characteristic blandness. The last umbrum thought about this for a moment.

"Tell me, my little pony, what do you know about the Stone?" he asked in reply. Maud sifted through her vast mental collection of rock related knowledge.

"Only that it's of a rare classification of quartz crystal. There are only a few examples of it around the world."

"Three hundred and twenty-seven examples to be precise," Sombra said as they approached the dais where the stone was kept.

"How do you know that?" she asked, her voice betraying none of her curiosity. The two ponies stopped in front of the Stone.

"Because I'm the one who spread them across the world." Maud looked at the Choosing Stone and her eyes widened almost a full millimeter. The Stone had begun flashing and whispering as Sombra loomed over it.

"Woah," the pony said in the same deadpan voice, "I've never seen it so excited before."

"Yes well," Sombra said, smiling, "this little rock and I go way back." The jagged Stone blinked rapidly and spoke.

"Well, well," it said. "Hello, Sombra."

Sombra, The King of Monsters leaned down to the Stone and whispered, "Hello . . . Princess Amore."