Order of Eclipse

Chapters

Lunar Paladin Changer
Solar Knight Ditzy Doo Whooves
Solar Squire Button Mash
Solar Paladin Doctor Whooves
S.M.I.L.E. Agent Bon Bon
Princess Celestia
Element of Loyalty Rainbow Dash
High Paladin Golden Comet
High Paladin Black Wings

Lunar Paladin Changer

"Stop!" Screwball came to an instant stop just above the water of the indoor floating pool. Her ears standing up listening to see if the sound would be repeated. A second later and another knock at the door. "Pink clouds and chocolate rain." she swore under her breath as the entire house was engulfed in a purple aura that matched her eyes. The whole house began to rearrange itself as she floated down to the door. "Who could possibly be selling Crusader Cookies at this hour?" She look through her peep hole and groaned. The house quickly making everything nice, neat, and above all normal and orderly. She looked over the house and content that it would pass so long as she didn't check the fridge opened the door. "Hello Ms.Cheerilee"

"Hello Screwball how are you this evening?"

"Fine. Sorry you just missed mom and dad. They just left on a very important trip to Hoofington."

"Really that's a shame since they just got back from Trottingham." Cheerilee looked around the house. "It's must not be easy having parents that travel. May I come in?"

"Dad said I wasn't allowed to have anypony over," Screwball answered quickly. Her spinning eyes watching her teacher's; who had long since become use to them.

"Oh come on it'll be our little secret."

"Ms. Cheerilee I'm shocked are you saying I should disobey my parents." Screwball did her best not to grin ear to ear.

"Hardly I just realized that I have to much ice cream to eat all by myself." Cheerilee gave a conspiratorial wink. Screwball looked at Cheerilee she knew that the ice cream was a lie, but still it was ice cream and nopony Nopony said no to ice cream.

"Well mom says I should always help ponies in need. Come on in." Screwball made her way to the table, her teacher close behind. "So I'm sure, you know, that I know, that you having ice cream was just a trap to get in the door," Screwball said as she took a seat at the table. "I'm in trouble aren't I."

"No I just wanted to say that I'll give you a B for this essay but that I would like it if you turned in a more, conventional essay next time." Cheerilee said with a smile. Screwball didn't take her skeptical glare off the educator for an instant.

"Noted now to business, It's dinner time and ice cream sounds great." Cheerilee's eyes widened in shook.

"You mean you haven't had dinner yet? But Celestia's nearly put away the sun."

"Yea, well you know I kinda eat when I'm hungry."

"Well I'm glad that I got extra groceries," Cheerilee said getting up. "I'll tell you what I'll put the ice cream in the fridge, and make us a good dinner, then we can have ice cream for dessert."

"NO!" Screwball threw herself between her teacher and her refrigerator quicker than Pinkie Pie on a sugar rush. "I-I uh-um I mean no, you don't have to do that. Your my guest I'll go ahead and make us something to eat you just stay right there."

"Don't be silly a filly your age shouldn't have to cook dinner," Cheerilee said a touch concerned at Screwball's outburst.

"Don't patronize me I can take care of myself." Screwball glared at Cheerilee daring her to say something else ice cream or no ice cream she wasn't going to let anypony treat her like a foal.

"I didn't say that you couldn't take care of yourself; I said that you shouldn't have to," Cheerilee said trying to defuse the suddenly upset filly. "To be honest my dad traveled all over Equestria when I was little. And my mother was always making trips to Canterlot to keep up the family name; I ended up having to do a lot of things by myself, and I know better than most anypony that colts and fillies can if needed take care of themselves. I just think that they shouldn't have to."

"Oh, well I can at least put away the ice cream." Cheerilee smiled and passed Screwball the ice cream.

"So what do you want to eat?"

"I don't know other than ice cream what do you have."

"We could have apples and oats." Cheerilee suggested. "If you'd like, they're easy to cook and quite tasty."

"Sure."

"Okay I'll just turn on the oven and we can have a nice dinner." Oven why does that sound like a bad idea, crud.

"Wait." Screwball jumped to the oven this time she was to late. As Cheerilee turned on the gas, water sprayed her in the face much like a clown's flower.

"What in the world." Cheerilee said shaking her head somewhere outside somepony was giggling.

"I'm sorry I was going to use that to prank dad."

"Well I'm all for a good prank but really Screwball you should know better than to mess with gas lines." Cheerilee dried her face off.

Ding-dong. The door bell cut Cheerilee off from giving Screwball a possibly well needed lecture on safety. Ding-dong. "Pizza and hey fries delivery." The delivery pony called through the door. Screwball knew better than to look a gift pony in the mouth, and ran to open the door.

"Right silly me I forgot I ordered pizza and ah-um."

"Hey fries," the delivery pony reminded her.

"Right pizza and hey fries their great together." Screwball did her best to smile back at her teacher. She wasn't even going to ask the changeling delivery pony if he knew that potato salad wasn't just a potato in a salad, as his fake cutie mark portrayed. Or why he was delivering hey fries and pizza without hot pepper chocolate sauce. She just gave him the ten bits, and for a tip threw a bit of gratitude his way, and politely shut the door. Having dinner with somepony else was amazing Screwball would talk and talk and Cheerilee would listen. When she told a joke Cheerilee would laugh and sometimes tell a joke right back.

"You know," Cheerilee said as she and Screwball eat dessert together. "If you're ever lonely I could come by and visit you."

"Wouldn't it be weird if you came over though, I mean you're a teacher? Besides I don't really need help with homework."

"It wouldn't be like me coming as a teacher or tutor. Think of me as a friend of the family and I'm just stopping by to make sure your okay. Would that be alright with you?" Screwball didn't hesitate to nod in agreement. Having somepony to talk to was wonderful.

Luna had already pulled up the moon and her sister had put away the sun when Cheerilee left Screwball's house. She thought see saw a tree vanish in a green flash but-no that was silly changelings couldn't become trees or rocks just ponies. With a smile and a good night she went home making sure none of the other trees vanished in a green flash.

***

"Well that went rather well," The cloaked creature said as the changeling trotted into their underground lair.

"The teacher pony was there just like you said. And the chaos filly gave Changer a nice snack."

"That's wonderful it means that you'll leave me alone and not bug me about giving you a snake."

"Snack."

"No snake. I'd throw a snake at you if you bothered me again." The changeling gulped as his partner laughed at his discomfort. "Now then to the most important part of the plan. Did test scores offer to spend time with the target?"

"No." Changer shook his head side to side. "Test Scores didn't even show up. But Cheerilee pony did and she was just as good, and did everything that you needed." Changer's partner just groaned. "Now what?"

"Now, now I'm going to have fun and when Screwball finally has a family she cares for, and that returns the sentiment I'll get to work. Feathers shouldn't have a problem with that. In the mean time you keep an eye on the bog. Make sure the Black fog doesn't spread."

Solar Knight Ditzy Doo Whooves

Ditzy watched as Celestia slowly lowered the orange sun down to the horizon. The birds chirped, and the fireflies had begun to appear in the yard. Her two fillies were still playing on the soft green grass as the day waned into twilight. Her smile broadened as her left eye tracked her husband as he walked out of the Blue Barn, to her side. He took his seat next to her and watched.

"The perfect end to the perfect day," he said as he gazed out at his adopted family.

"It's not over yet, we still get to have dinner together." She turned her head even with her messed up eyes she was able to completely focus on him.

"I'm sure it will be spectacular Muffin." He lost himself in the magic of her yellow eyes.

"Are mommy and daddy going to kiss?" Dinky asked riding on her sisters back.

"A kiss is good, and maybe more later on tonight," Doctor Whooves said as leaned in. "All the good I've done and I still haven't come close to deserving this," He said kissing his wife's red cheeks. "What's he doing here?" Ditzy's right eye focused on the gate of their yard.

"Let's find out. Amethyst please go inside and set the table with your sister your father and I will be right in." Amethyst nodded and trotted in to the modest house her sister still riding on her back.

"Greeting Mr. and Mrs. Whooves I do hope that I am not interrupting anything." The elderly black unicorn looks from Ditzy to the Doctor and back again. "If it's bad time."

"Of course not High Paladin Golden Comet."

"Oh please, we're not in a meeting Doctor you and you wife can just call me Goldie." The old unicorn laughed.

"Would you like to come in for dinner Goldie?" Ditzy asked not skipping a beat. "For dessert we're having some MMM."

"Ah marzipan one of my few weaknesses, but I'm afraid that I'll have to put a rain check on that." He frowned a bit. "I hate to be all business, but I have to ask the two of you a favor."

"Certainly, what do you need."

"Two actually. First, Black Wing and I would like to know how things are progressing with Screw Ball."

"Oh well according to Dinky, Screw Ball has been a lot more fun this past week and her happiness seems to be a bit contagious. She wants to have her over for a sleep over next week." Golden Comet smiled at the news.

"I am glad to hear that she's doing well, I always had, what was it that Black Wing calls it, Pony Hero Complex." The old unicorn chuckled to himself. "Second, is Order business actually. Solar Squire Button Mash will be returning to Ponyville next week. While we have been assured that nopony will remember to much about him. I would like it if we didn't have to resort to ripping memories out of ponies heads. Please keep an eye on him could you."

"Of course you needn't ask," Doctor Whooves answered.

"Oh good I can always count on the two of you can't I. Please do save me a bit of that MMM. I'll be back for it but I do have other dinner plans made tonight. See you two later and please enjoy your evening." Then in a flash white light he teleported away.

***

Cheerilee waited patiently at Screw Ball's door, which had become a daily routine over the past two weeks. She admittedly enjoyed the talking to the spiral eyed filly, who when she wasn't trying to fit in with the other fillies and colts, could carry on conversations that would have Twilight Sparkle taking notes. I really need to talk to her parents letting a filly live by themselves is a little to hooves off even for this part of Equestria. She thought as she waited keeping an eye on the trees. A second later Screw Ball bounced out of the door.

"Hello Ms. Cheerilee how are you today?" she asked as she stepped into the early morning mist. Her eyes spun with her hat's propeller, as her mane frizzed and in an instant went back to the way it was. I wish I knew how that trick worked.

"I'm fine, today is going to be an interesting day." Cheerilee made a show of making sure that they were alone before continuing in a whisper. "Don't tell anypony, but we're getting two new ponies in our school today."

"Are they pirates, or ninjas, or space ponies, or pirate ninja space pony spies?" she asked her eyes spinning.

"No not that I know of." Cheerilee laughed. "One of them is an old student of mine, he was lived in Ponyville till a few years ago when his family moved. Well they've moved back, he's in a different class though, so unless you stay after your class lets out I don't think you'll meet him."

"But the other one is a pirate ninja space pony spy who's disguised as a griffon circus acrobatic with a peg leg and hook. Right."

"No but you do get to meet him. He's going to be teaching-"

"Oh no they fired you. They can't fire you, you're the best most kindest ponies ever."

"Screw Ball you know that using most and kindest is a redundancy."

"You see your still teaching ponies stuff even when not in class. They can't fire you I won't let them."

"Calm down Screw Ball. I'm not being fired. Ponyville has more colts and fillies now, so the minister of education in Canterlot has okayed a second teacher. I'll be working with the new teacher the two of us will be teaching classes and dividing up the work load."

"Oh but you'll still be teaching my class right."

"Most of the time yes," Cheerilee said as the school house came into sight. "But on the days that I'm not I would like you to help him like you help me, I want to make him fill welcomed in Ponyville. Okay?" The spiral eyed filly nodded. "Thank you Screw Ball I knew that I could count on you; now let's get the school house ready to greet our new friends."

"Is the purple pony with the blue mane one our new friends."

"Wait he isn't suppose to be here yet."

"Just kidding he's still on the train here their just making it past Appleloosa, and with a team of train ponies should be in ponyville in two hours and fifteen minutes." Screw Ball laughed. "Unless one of them sneezes in the canyon and causes a rock slide then he won't get here till my class is half way over."

"Screw Ball after two weeks I still don't know how you do it."

"I'm just that good." She laughed.

The day went by without a hitch. Except for the new teacher showing up late due to a rock slide which was caused by a sneeze. Screw Ball stayed late to get to know the new teacher, at Cheerilee's request. And also to see one of Cheerilee's old students, the older colts and fillies where going to be learning pre-calculous. Cheerilee asked her politely not to blurt out the answers or get in a fight with Diamond. Stupid Tiara started it but that wasn't a reason to try and buck them in the face. At least according to Cheerilee anyway. Doctor Whooves Dinky's adopted dad was staying close to the school house which was weird, but hey he was weird too, him and his talking blue barn.

"Hello everypony I'd like you to meet Mr. Star Gazer." Cheerilee introduced the Purple unicorn. After his introduction was complete she walked over to the door I'd also like everypony to welcome back an old friend of ours who has recently returned to Ponyville. Button Mash." A brown colt walked in to the school house.

"Hi, my name is Button Mash and I'm 16 years old." Screw Ball could have sworn that a rainbow halo circled around Sweetie Belle's eyes and she blushed as the colt made eye contact.

"I was concerned about that." The phantasm said appearing next to the Doctor.

"What was that?"

"That was all my hard work going out the window. I'll be working all night to fix this."

Author's Note

So the age of Button Mash is t 6 years added to the most general average age of the CMC. due to the time line of this what I can only liberally call a story.

Solar Squire Button Mash

"And that class is how you use cos and sin to find the tangent of a triangle. And it looks like that is as far as we can go before the lunch break. I don't want to break up history so you all get an extra ten minutes." Cheerilee opened the door for her students. Scootaloo of course was the first out of the room Apple Bloom right behind her. To Cheerilee's shock Twist was the next one out. Sweetie Belle remained at her desk eyes fixed on the brown colt who hadn't moved since he had set down. Soon only five ponies were left Star Gazer who was talking to Screw Ball as she erased the black board, preparing it for the next lecture, and the filly and colt who Cheerilee was walking over to. "Hello Button Mash, Sweetie Belle did you need help with this?" She began.

"Not really," Button Mash answered getting up. "I was just thinking about other things. Lunch breaks are fifty minutes right." Cheerilee nodded. "Okay, that's enough time," he said to himself. Sweetie Belle followed him out of the school house. The outside air was warm the noon sun heating the ground just enough to make it regrettable that it was a school day. "Rainbow Dash and her team out did themselves today, don't you think, Sweetie Belle?" Button asked without turning around.

"We haven't seen each other in five years, and the first thing you say to me is what do I think about the weather?" Sweetie Belle asked. Scootaloo, Apple Bloom, and her coltfriend Snails saw her and made their way to the door of the school house from their shady spot.

"It's not like you wrote," Button said looking at the two fillies and colt coming toward him.

"Ah, you disappeared."

"I didn't blame you for not writing, I'm just saying is all," he finished as the other three arrived.

"This colt giving you problems, Sweetie Belle?" Scootaloo asked sizing Button up.

"No we were just talking about the weather."

"Sounded a little emotional for the weather," Apple Bloom replied stepping between Button Mash and her hot headed friend.

"Yeah besides I didn't ask you." Scootaloo side stepped Apple Bloom only for Snails to step in front of her.

"Scootaloo, it's fine we were just talking about stuff, trying to catch up."

"You two have a history?"

"Not really." Button answered.

"What?" Sweetie Belle started to tear up. "Two years and you don't even hesitate to say no."

"It's not that, it's just that the past doesn't matter I don't even know you any more." He started walking toward Ponyville. "Besides it's like you said it's been five years and all I can think to say to you is how's the weather. Pretty sad right." He managed to keep his face neutral until he got to the bushes. "It happened didn't it?" Button Mash asked Doctor Whooves and the Phantasm.

"Gee, I don't know what do you think." The phantom glared at the colt. "I wish that your little we don't know each other speech had done something but sadly I'll be spending all night fixing this fiasco."

"Maybe you don't have to," Button looked to the Doctor for any amount of support before continuing. "I mean she still doesn't remember the parts that you don't want her to."

"I'd laugh if I thought you were joking."

"Perhaps," The Doctor began. "We could just let it lay for right now after all Button Mash will be going here everyday, no point in you erasing her memory every night if they'll just come back when she goes to school."

"I would prefer not to have to do any work altogether, however I do have means to insure a more permanent fix for these things."

"You know that Golden Comet has given my wife and I permission to try our hooves at this first if you are going to resort to pulling the memories form her."

"By all means if you want to go first then be my guest." The phantom gestured toward Sweetie Belle who was eating with her friends under the shade of a tree on the other side of the school yard. "But, before that why don't you go and have a good time Button Mash. After all no matter what nopony will remember it after today." And with that the cloaked phantom faded into the ground.

"He's right, you should cherish every moment trust me, on that." Then he vanished into then air.

"Yeah sure, easy for you to say." Button looked over at the tree. "I guess if I ask now they'll say no. Let's do this." Button Mash walked over to the tree, Scootaloo glared at him as he came into the shade of the tree. "Hey uh, do you mind if I have lunch with you?"

"I thought you did have anything to say," Scootaloo said rising to her hooves.

"I'm just not sure what to do."

"I don't mind," Snails said. "You don't mind either do you Sweetie Belle?"

"I wouldn't mind catching up," she answered, to Scootaloo's grumbling.

Screw Ball walked down the streets of Ponyville. She normally didn't like coming to town, but Dinky had invited her to a slumber party and she was told to bring muffins, for the night. Sugar Cube Corner had evolved from a small bakery to a bit of sweets restaurant. They still did special baking and delivery. Now though they also brought in tons of bits by all of the ponies that came to dine in the dinner that Pinkie Pie had added on. It was the choice hangout for school ponies of all ages. Fortunately Diamond Tiara, and Silver Spoon were both stuck up brats who would never be seen in the Cakes' dinner. And that wasn't just because Pinkie had banned them for being 'Bad Ponies' or at least that's what they said anyways. Wait was that Dinky's dad going into the Cake's? Why did he go through the back door?

"Oh a mystery I love mysteries." Her hat instantly changed into a deerstalker hat with the propeller still on top. As she snuck into the dinner after Time Turner. She slipped into the dinner hiding under a box. Heh heh, nopony ever expects a box. She slipped closer to Time Turner, who after pointing some weird beeping thing at his hooves started climbing on the walls. The box continued following him as he walked casually on the ceiling. She had no problem walking on the ceiling, but this was the first time she ever saw an earth pony doing it.

"I'm sorry," he said to softly for even Screw Ball to hear as he pointed his screw driver down at a table in the corner. Screw Ball watched in silent curiosity as Dinky's dad pointed the weird beeping thing at Sweetie Belle, who was with her friends and the new colt at their usual table in the corner. "But this is the best option." Just as the final beep sounded the pink blur of Pinkie Pie seemingly appeared out of no where and obstructed the view.

"Hi'ya," she said loud enough to be easily heard by every pony in the dinner. "What game are you playing, can I play? Oh, please, I really really reallyyyyy want to play." Time Turner said something under his breath as he vanished with a beep from the beeping thing.

"We're not playing anything Ms.Pinkie Pie." Button answered calmly.

"Oh it's one of those games." Pinkie Pie nodded her head up and down faster than any normal pony ever could. "Okay I'm playing to though this is my dinner after all, and it's not nice for three ponies to be playing without me, right?" Scootaloo just shrugged and said something, whatever it was Pinkie again nodded her head in a blur and walked away smiling. Winking to the invisible Time Turner and the boxed Screw Ball. Who after thirty minutes of watching Time Turner try to beeping thing Sweetie only for Pinkie Pie to intercept it. Screw Ball eventually got board and decided enough was enough. I don't want to be late for the sleep over after all, and this is really boring.

Sweetie had been asleep no more than a few minutes before a cloaked phantom began to pull itself out of the wooden wall of her bed room. "It would seem that the idiot Doctor failed." A white smile spread across the solid black void of the hood. "All for the best I suppose after all why do a shity job over and over, when you can do it right once and done." It drifted over the floor opposite Sweetie Belle and began to sing his spell.

Sleep now, sleep now I command you
You hear only my voice
Surrender your memories
I forfeit your choice

As the phantasm began to sing; Sweetie Belle began to toss and turn in her bed. Shadows swirled and coming to life started to streak toward her. Suddenly golden lightning ripped the through the room. The advancing shadows retreated back into their master's cloak. The golden lightning struck into the floating phantasm felling him to his knees.

Sleep now, sleep now I command you
There is no need to fight
You shall forget him
Before the end of this night

Again the shadows began to advance on Sweetie Belle as she tossed and turned in her sleep. They slithered along the floor, walls, and even ceiling. The golden lightning returned chasing the shadows back, as an ethereal thunder echoed in the room. The lightning struck the surfaces around her.

Sleep now, sleep now I command you
Don't be sad don't cry
Don't waste your tears
Come tomorrow who won't know why

The shadows began to snake ever closer to the sleeping Sweetie Belle striking and pulling back. The lightning striking them and the cloaked phantom. However, for every ten shadows that were repelled one would get through. Then after a few minutes it rose to one for every nine then eight then seven.

Sleep now, Sleep now I command you
These feelings I will undo
Comradery, friendship, love
forget I command you

The golden lightning began to fade and weaken around Sweetie Belle as the shadows pressed their attack. More and more striking the sleeping filly. Each one stealing a memory and the connection that was made by it.

Sleep now, Sleep now
You hear only my voice
Surrender your memories
I forfeit your choice.

The golden lightning was gone all that was left was the shadows which coiled around her. Sliding in and out of her head, pulling the memories out one by one, till after only a minute, none remained. The cloaked nightmare smile as the shadows returned to it. He disappeared back into the wooden wall.

Changer flew harder than he had ever flown before his wings buzzing like a swarm of locust. He pushed himself harder and harder, occasionally diving a hundred hoofs to stay awake. He had been pushing himself for three hours, but Ponyville was in sight. As much as The High Paladins needed to know about this he needed food. Ditzy would help Ditzy always helped. He nodded to himself and hurried into Ponyville to famished to realize he was without disguise.

Solar Paladin Doctor Whooves

"Hungry," Changer complained to himself as he feel like a rock forty meters. "Must get to Whooves house, Derpy always nice, always give food." He forced himself to regain his lost altitude as he approached Ponyville. The Whooves lived on the outskirts of the small valley hamlet however they were on the other side. Worse the skies were crystal clear as the lone undisguised Changeling flew over the homes and heads of some forty-five hundred ponies. If Changer hadn't been so starved he would have become a bat, as it was he didn't even remember that Changelings weren't allowed near the ponylands. Let alone the last bastion of civilization before their capital. The exhausted nearly starved to death changeling more crashed than landed on the Whooves family lawn. He slowly stumbles up to the front door.

"Sunshine Sunshine ladybugs awake, clap your hooves and do a little shake." Dinky and Screw Ball laughed as they did the motions of the nursery rhyme.

"Girls supper is almost ready." Ditzy called from the kitchen. "Screw Ball I hope you like muffins."

"Yes ma'am I sure do." Screwball stood up with Dinky. Screw Ball's eyes widened at the table. "Wowzers do you guys like muffins or what?"

"Well I might have gotten a little bit carried away." Ditzy blushed as Screw Ball's eyes spun over the kitchen. Muffins covered everything; counters where buried under mountains of them. The stove had a five tier cooling rack where muffins were squeezed together, averaging twenty-two to a tier. Even the table was covered with an assorted verity of the baked delights. "It's just I didn't know what kind you liked so I thought that I would just make the best type of muffin." Ditzy explained. "But all muffins are equally good so I kind of, had to, bake all of them, you know." Ditzy finished face red and tapping her fore hooves together as her husband called Dinky's sister Amethyst down for supper.

"It's fine dear. Plus if we have any leftovers the girls will be able to take them for lunch." Mr. Whooves patted Dinky's head as he walked over to his wife.

"Ew oh, I call dibs on the chocolate chip muffins." Dinky bounced up and down, eyeing the muffins on the forth rack greedily.

"Dinky you know that chocolate chip muffins are dessert muffins, you need to take food muffins for lunch." Tap tap tap.

"But daddy Chocolate chip muffins are food and they're my favorite," Dinky answered. Tap tap tap.

"How about this if you take a Hay Oat muffin or an Apple Oat muffin with you, and eat it first, and if we have any chocolate chip muffins left you can take one of them also." Tap tap tap. "And Amethyst please stop the tapping"

"It's not me dad somepony is at the door."

"This late?" Ditzy asked. "Who is it?"

"I don't know I'll cheek," Amethyst answered walking past the kitchen. The click of the door was instantly followed by a scream.

"Dinky under the table now!" Mr. Whooves yelled. Dinky grabbed Screw Ball and pulled her under the table. By which time Ditzy had somehow already flown over landing in the hallway, with grace and agility that Screw Ball had thought impossible for the clumsy gray Pegasus.

"Hey what's going on?" Screw Ball asked Dinky confused and slightly worried.

"It's mommy and daddy's most important rule if they say 'get under the table, or bed, or whatever' you have to do it no questions." Dinky explained looking at the hall. A moment passed in silence and before Screw Ball could ask any more questions Amethyst appeared at the kitchen entry way.

"I'm sorry Screw Ball but dinner will have to wait a while longer." She looked pale but already color was coming back to her face. "Dinky, you and your friend can take one muffin a piece and go to up stairs to your room. You can play with your toys Mom, Dad, or I will call you down when things are sorted okay. Good get your muffins and hurry up stairs." Both nodded and grabbing a chocolate muffin a piece trotted up stairs. Screw Ball could have sworn she saw Mr. Whooves with a Changeling.

"So does the whole get under something, thing happen a lot?" Screw Ball asked through a mouthful of muffin. Dinky just sat on her bed a gave a casual shrug. Screw Ball looked around the room was clean and a little bit empty there was a bed a closet and a toy box and one circular pink rug on the floor. "Do you want to know what their talking about down stairs?" She asked her friend with a mischievous smile.

"We can't," Dinky answered with a gentle eye roll. "The floor is insulated, and besides they'll be talking in the living room or kitchen which is under Mommy and Daddy's room silly, and their room is always locked."

"I know a trick." Screw Ball began.

"I don't think they'd let you over again if we broke into their room Screw Ball."

"What no silly, well okay that was plan A, but I know this other neat trick." Screw Ball looked over her shoulder then left then right, and for good measure also checked the toy chest, closet, and under the bed before continuing in a whisper. "But before I do it I need you to Pinkie Pie promise me that this stays between the two of us. You can't tell anypony no matter how much they tickle you."

"What are you going to do Screwy."

"Pinkie. Pie. Promise." Dinky nodded and preformed the ritual

"Cross my heart and hope to fly, stick a muffin in my eye." Screw Ball sighed and nodded.

"Okay so I'm not like normal earth pony fillies." Screw Ball whispered "See I can do magic that would make even Twilight Sparkle jealous, but ponies don't understand. Trust me when ever they see me doing it they freak out. So you can't tell anypony. Okay." Dinky nodded. "Oh and try not to you know freak-out." Dinky nodded again, and satisfied that her friend meant it she took off her hat, reached inside, and pulled out an old analog phone.

"Is that it?" Dinky asked.

"Is that it?" Screw Ball repeated her face a faint tent of red. "I just pulled a phone out of my hat. What kind of an audience are you?"

"Hey I'm sorry it's just the way you made it sound you were going to do something really big like make the floors and walls invisible or something, not just magic up a phone."

"Well if I made the floors and walls invisible then they would see us and you're not suppose to get caught when your spying on ponies. Besides the last time I did this I turned all the clouds above Vanhoover into cotton candy." Screw Ball caught herself a second to late Dinky's face looked horrified.

"You can turn clouds into cotton candy?"

"You know what never mind." Screw Ball looked anywhere but at Dinky. "Let's just spy on your folks." Screw Ball took the receiver off of the hook and set it on the floor between her and Dinky.

"Here have another muffin." Ditzy's voice came out of the receiver. "Are you okay? What happened to you?"

"Fog starting to spread, again. Not fast, but still moving out." A weak voice answered her.

"Uncle Changer!" Dinky gasped.

"Uncle Changer?"

"He's not really related but Mommy and Daddy are good friends with him, and he plays with me and my sister all the time. You know when he's not busy working and doing stuff that Mommy and Daddy don't want me and Amethyst to know about. He sounds really bad; I hope he's not hurt."

"Amethyst go up stairs." Mr. Whooves voice said it was calm but something was encroaching on the edges. Something that made the hair of their manes stand on end. "The Black Fog is spreading again already it hasn't even been fifty moons since the last ceremony. Who else knows about this?"

"Changer will go to the cave after stomach not achy. It not be long now till Changer will summon the three High Paladins and then they will know about it. Changer's stomach almost full already. You and Ditzy give so much concern for Changer. Changer knows that Changer has good friends."

"Changer how fast is it spreading?" Ditzy asked her voice gave way to fear.

"By end of next winter. Black Fog will be out of the Bogs."

"We'll go too. Doubtless as soon as they're aware of this Black Wing will call a meeting."

"Other things too. Dark things that came from the Fog." Changer's voice already sounded stronger. "Changer not know when or whence they came or went but they reek of the Fog. High Paladins must know that also."

"Alright Changer make a disguise for yourself. Ditzy and I will tell the kids that we're going on an emergency tip to Canterlot. We'll say good-bye put Amethyst in charge till morning and head out."

"Okay." At the sound of Ditzy's voice Screw Ball clapped her fore hooves together and the phone disappeared. A moment of silence passed as the two fillies just stared at each other. Dinky was about to say something, but the door opened before she knew what she needed to say.

"Hey there's my little filly." her mom said as she hugged Dinky. "Your dad and I, well we've been called to Canterlot. We may be gone till morning so I wanted to tell you good night and that I love you."

"I love you to mommy. How long will you be gone?"

"We should be back by morning." Her dad answered from the doorway. "Maybe even sooner. Your sister will be in charge, both of you be good and have fun. Amethyst be patient with your sister. I love you both and good night if I'm not back before you're in bed."

The five of them when down stairs to the living room where a black Pegasus with a red mane and green eyes was waiting. "Amethyst, your in charge." Ditzy opened the door. "Dinky, you and Screw Ball should be in bed no later than Ten 'o clock. Be good and We'll be back before breakfast, and remember tomorrow we're going to Appaloosa for the hoofball game so if your tired you won't get to enjoy the game."

"Okay mommy."

"Thank you Mrs. Whooves."

"Bye girls have a good and fun night." Time Turner shut the door.

"Well that put's to bed any hopes that you weren't seen." Dr. Whooves walked down the street of Ponyville with his wife and the disguised changeling. The whole town was in a state of uncontrolled panic. That window of panic which would allow them to slip by unnoticed was closing however, as Twilight Sparkle and her friends began calming the crowds one by one at first, but slowly the tide was turning. And the three of them were still to far from the Everfree Forest.

"Hey Where are ya'll going off ta?"

"We're heading to the edge of town to see if the Changeling slips into the Everfree Forest." The pitch Black Pegasus answered the orange cowpony without skipping a beat.

"I ain't seen you aroun' here before," Apple Jack answers back. "Who are ya?"

"I'm Stop Watch, Time Turners cousin come in just today," Changer answered smoothly. "I was going to meet with them at the train to Appaloosa for a hoofball game, but decided to arrive early and surprise my nieces."

"That's the Changeling!" Bon Bon cries from the other side of the street. "I saw it land on their lawn!"

"Is tha' so, well mister Stop Watch, ya wouldn' mind ta taking a little test to see if yer who ya say ya are, now would ya?" Twilight and Rainbow Dash walked up behind his blind spot.

"Of course not I have absolutely nothing to hide." Changer began casting the counter spell, on Lyra, not seeing his mistake until it was to late. A purple ethereal flame wrapped around his body undoing his disguise spell. Changer took the moment of shock that was afforded by his sudden if not unwanted reveal to jump to the sky wings beating as hard as they could. And not a second to soon as Rainbow Dash now occupied the ground he had stood just a moment ago. "Changer not need this right now!" he screamed in frustration as he flew to the Everfree Rainbow Dash hot on his trail. The rest of the Elements of Harmony pursued the lone Changeling and their over eager friend into the Everfree forest.

"Come on Doctor we have to see if we can help." Ditzy charged with full abandon after them her husband at her side as they headed into the Everfree. As they watched the areal ballet above the untamed forest.

Rainbow Dash climbed rapidly overshooting Changers altitude and continued to climb higher and higher. Until the Changeling looked like a gnat then all at once she dived corkscrewing, fore hooves first. Changer thrust his wings shooting him backwards, avoiding Rainbow Dash by mere inches. The Changeling's horn glowed green as bolts of restraint magic shot at the diving Pegasus. She spun away staying just seconds ahead of the bolts of magic which whizzed past her body. A purple shield of magic glowed and flicked on the forest floor below them, as green bolts of changeling magic bombarded Twilight's shield. Rainbow Dash began to climb again at an acute angle; attempting to force Changer to choose which target to pursue with his magic. Instead Changer again trust himself backwards and continued his bombardment of the teal Pegasus and her allies on the ground. Rainbow steepened her assent, rapidly closing in on the changeling and barely avoiding his magical bolts and then passing him. "No more playtime. Changer has had enough!"

Ditzy and the Doctor watched from the ground in a small clearing as the battle waged above them. "Well this is somewhat unexpected." A burlap cloaked phantasm pulled himself out of a tree. "I wasn't expecting to see an areal showdown between Equestria's finest and my linguistically impaired partner."

"Aren't you going to help him?" Ditzy asked the cloaked phantom as she tried to catch her breath.

"Did you give him food." The phantom didn't look away from the aerial battle.

"He said he was full," she answered.

"Then no, I won't interfere." He watched Changer take a suicide dive. Rainbow Dash dived down with him. "If he isn't distracted by an empty stomach then there isn't a snowflakes chance in Tartaurus that Rainbow Dash can beat him."

"What?"

"Rainbow Dash, upon her death will have become one of the top one hundred flyers of all time." There was a subtle green glow in the sky, and suddenly Changer was on Rainbow Dash's six. "However, Changer upon his death will be in the top twenty. In a one on one aerial battle, Rainbow won't win. Not even one in a million." Changer horn glowed and green light struck out at Rainbow Dash, who had to use every trick she knew to avoid a direct hit. "But really what could you expect from a Changeling general from the second empire?"

"Wait you mean that that's High General Changer."

"You didn't know, really Doctor I'm surprised, it's not like you and your wife weren't the main reasons for his aspirations to greatness. Besides changelings don't reuse names. It's a strange cultural thing; those with the honor of a name will be the only one with that name. I personally am waiting for all the good names to be taken and the only ones left to be Bob and Lisa. Really intimidating. And one last little reason even if she could beat him in a fair one on one fight. Changer doesn't fight fair he has magic and he has no problem using it." Rainbow Dash pulled up faked a pull away, and slammed into Changer as he tried to maneuver around. He was pushed back only a little before pulling into it causing Rainbow to slid away. He didn't give her a break instead he started to press against her, horn glowing and refusing to brake off of her side. A green bolt of magic shot out striking her square in the head. Motivations, intentions, reasons to why she was where she was all suddenly became blurred. She just flapped there aimlessly as Changer dropped in a suicide dive and renewed his bombardment on the remaining five Elements of Harmony. The daze my have been designed to last longer, but old motivations, intentions and reasons weren't needed She saw her friends under attack and returned her pursuit on the Changeling.

"Oh no you don't!" Rainbow Dash screamed as she slammed into Changer and dived to the forest floor below. "Nopony. No one. No thing. Hurts my friends!" There was a distinctive sound of breaking tree limbs and disturb dirt echoed in the forest.

"Ditzy, Ditzy's charity case, go to the cave I'll need it opened when I get there." The Phantom descended into the dirt, and a shadow raced toward the crash site.

Changer's carapace was strong, and apart from the slight wobble he had getting up he showed no signs that the crash had harmed him. The soft flesh and light bones of Rainbow Dash however had proven less protective. She laid unconscious, bruised, bleeding, and bent in all the wrong ways, on the ground at his hooves. He let out a long tired sigh as he picked her up in his magic. Bones started to bend with terrible effort back into place. Good that colorful pony asleep this would make screams and screams bring bad things in this bad forest.Apple Jack blasted out of the forest toward the Changeling. Changer didn't drop his focus from Rainbow Dash for an instant. He just shot a stray bolt of restraint magic and the orange pony, which congealed into green slime, gluing her hooves to the ground.

"Ya put 'er down right now ya hear!" She shouted. Changer didn't even spare her a glance.

"Apple Jack!" A purple counter spell struck the slim.

"Now yer in fer it." Changer didn't bat an eye. Instead he just recast the spell, stronger this time. It struck the orange cow pony with such force that she was blasted into a tree which the quickly spreading green slime glued her entire body to. He then put the unconscious teal Pegasus between him and the remaining four Elements of Harmony.

"Friend hurt." He shock Rainbow Dash for emphasis. "Can't fix by myself, you help."

"Okay we'll take care of her, but why would you care?"

"We do not need to answer that question Twillight Sparkle." A dark shadow specter rose from the ground and swallowed the changeling into the darkness of its cloak. Then it burst into nine parts and shot apart in all directions. Leaving them in the forest alone.

Nine shadows raced across the floor of the Everfree Forest, and streaked up the mountains on all sides in to a hidden cave. They continued along the floor walls and roof of the cave, and slid into the hidden camber at the back of the cave. They coalesced into a sphere on the back wall; out of which came a cloaked phantom. He pulled back his cloak and Changer stepped onto the stone floors of the cavern.

S.M.I.L.E. Agent Bon Bon

Lyra Harpstrings lay sprawled out on her bed softly snoring, despite the fact that only half an hour ago she had come face to face with a changeling. This wasn't to uncommon however given that everypony in town had many similar experiences, such as the local librarian's baby dragon assistant suddenly becoming an adult and destroying half the town. Or the time a great swarm of parasprites literally ate the half the town. Mostly the really bad stuff involved half the town being destroyed in some form or fashion. So really one lone changeling was rather boring to her, and after the initial shock, she got tired, drank a soda, said goodnight to her roommate who was far more shaken up, and went to bed. Bon Bon however was still wide awake. She sat on the couch watching a small dragon statue which sat on the mantle. The eyes glowed green as a stallion's voice came from it. "Agent Sweaty Drops are you sure that it was Changeling 184?"

"Absolutely commander I recognized him from the dossier. The hole marks on the horn were an exact match to Changeling 184. The entire town was in a panic so I had to use the Elements of Harmony as an indirect way of dealing with him. Rainbow Dash chased him down into the Everfree Forest."

"Even with Rainbow Dash chasing him down I doubt she can best 184. Typical he got away again. Alright I want a full report."

"I was monitoring the Whooves house; with a certain Screw Ball there I thought that there might be problems. Anyway 184 crashed into the Whooves lawn undisguised and practically dead. I was about to apprehend him until Amethyst the oldest adopted daughter opened the door. She screamed and a second later both Time Turner and Ditzy Doo were there. I had to return back to my hiding place I am absolutely certain that none of them saw me. Time Turner sent Dinky and Screw Ball up stairs, apart from Screw Ball pulling an analogue phone from her hat it was just a basic filly slumber party."

"With exception to 184's arrival, the fact that Screw Ball was a guest, the only guest, and that the party was at Time Turner's house."

"Well yes sir, however it seemed that 184's arrival was completely unexpected. Anyway after giving 184 an ample amount of food they said good-bye to their fillies and left with him. He was now disguised as his favorite persona while with the Whooves family, the nonexistent Stop Watch. When I arrived in town everything was in a panic; apparently 184 had flown into Ponyville completely undisguised. I found Lyra and did my best to blend in. And before long both of the Whooves arrived in town along with the Changeling. You know what happened next, Sir."

"Agent Sweetie Drops I want to make myself perfectly clear." The dragon statue's eyes glowed jade as smoke rolled out of its mouth. "I want the chaos spawn self designated Screw Ball to be eradicated, exterminated, obliterated, and killed, as in being put in a state of not being alive. Am I understood?"

"You can't be serious!"

"Agent Sweetie Drops am I understood? SMILE has deemed it to risky for the Whooves to interact with this Screw Ball, and we have deemed it an absolute necessity that she not come in contact with 184 or others of his caliber. This is the best way to insure that. You are to get rid of her."

"She's just a filly just barely older than a foal! SMILE does not kill colts and fillies!"

"Bonny what's wrong what was that about colts and fillies?" Lyra asked from upstairs.

"Nothing go back to sleep Ly I'll be up shortly."

"AM I understood Agent?"

"Sir please give me a week to find evidence that this is not the best option. Please for me?"

"Seven days Bon Bon after that I expect you to terminate the chaos spawn."

"Or implement the better option?"

"seven days."

***

"So her mom made a ton of muffins." Screw Ball said standing up on her chair. "I'm not exaggerating either, like the muffins were everywhere, and they were so good. Really I think it's a tragedy that she's a mail mare and not a baker."

"And that must be why she's given every pony muffins for the past six days?" Miss Cheerilee asked pouring a pack of brown sugar into her oatmeal.

"I do hope that she still has some left; I rather enjoy her coconut and banana muffins." Star Gazer took another bite out of the sweet red apple that Screw Ball had given him. "There always such a nice treat much like these apples. Where do you even get these?"

"Yakyakastan."

"Don't tell Apple Bloom or her sister, but these yaks grew just about the tastiest apples I've ever eaten." Star Gazer took another bite.

"You do realize, I'll have to tell them you said that, right?" Miss Cheerilee asked.

"What, why?"

"Because us Ponyville mares have to stick together." She gave him a mischievous smile. "My silence however can be bought, I'm not the element of loyalty after all."

"I will grade the trigonometry homework for three nights."

"Make it a whole week and not a day less." She took a sip of her oatmeal. "If you grade the trigonometry homework for a whole week, then your little apple comment stays between the three of us. Granny Smith will never have to know."

"You don't play fair Cheerilee." Star Gazer sprawled out on the table, and shot her in exaggerated stink eye.

"I played to win." She giggled and gave a triumphant little smile, and took another sip from her oatmeal.

"You two make a cute couple. So when are you going to get married?" Both teachers went red at Screwball's question. Miss Cheerilee choke on her oatmeal. While stargazer sat straight up and looked agape at Screw Ball. Who was giggling at her teachers reactions.

"Screw Ball, just promise me you won't make a love poison."

"Love poison?" Star Gazer look at miss Cheerilee confused. She just gave him a little look "oh," he said as revelation dawned on him "CMC."

"CMC."

"CMC?" Screw Ball asked a little upset that she wasn't in on the comment. "What's the CMC?"

"Let it go Screw Ball," Star Gazer said.

"It's the secret order of teachers that plots how to ruin weekends with homework isn't it?" She looked at the amused educators. "It is isn't it don't deny it I know it is."

"She knows too much." Miss Cheerilee gave Star Gazer an amused smile and got up. "I'll hold her down, you get ready to wipe her memories."

"Right" Star Gazer walked slowly and deliberately toward screwball.

"You'll never get my memories." Screw Ball giggled and was too caught up in the moment to feel her magic move.

"What? How?" Star Gazer froze in his tracks. Miss Cheerilee just stared stuck somewhere between confusion and concern.

"What?" Screw Ball's voice cracked with worry. "What? What's wrong? Why are you staring at me?"

"Screw Ball your propeller hat, it turned into tinfoil." Star Gazer took a step toward her. She recoiled and took a step back; eyes wide she started to shake.

"No it didn't. See?" She took her hat off. She froze as she stared at the wrinkled tinfoil hat with a propeller on it, not sure what to do; she started to shake. "See, propeller hat, same as always. See?"

"Screwball" miss Cheerilee took a step forward. Screw Ball started to back away like a frightened animal, from her two teachers, until her back was against the wall. "Screw Ball, what's wrong?" The little filly shook her head back and forth, tears streaming down eyes that were clinched shut.

"You don't have to say anything if you don't want to." Star Gazer took another step. She shook her head okay. "Cheerilee and I won't force the point okay. So you can calm down. Is that better?" She shook her head up and down, tears still slipping out of her purple spiraling eyes. "There we go." He took another step toward her. She recoiled and pressed up against the wall.

"Screw Ball, it's okay we're not upset with you, but your scaring us." Cheerilee slowly cautiously made her way to the frightened filly. "You're alright, I agree with Star Gazer if you don't want to talk about it you don't have to, but if you do we'll listen. We're not just your teachers we're your friends to. Aren't we." She nodded. "There we won't press the point any further." She patted Screw Ball's head and put her hoof on the filly's shoulder. "Do you want to talk about it?" Screw Ball shook her head. "Then we won't make. If you ever change your mind then we'll be ready to listen."

"And not be mad at me or hate? Or kick me out? Or send me away?"

"Screw Ball, I'm hurt that you could even think that about Cheerilee and I. Have we ever even hinted that we would do that to our favorite little screwball?" He slowly made his way up to her side making sure she still had an easy way out if she wanted. She shook her head

"I don't want to talk about it right now."

"That's alright," Star Gazer answered

"But the night after tonight, if you'd come over, maybe." He spiral eyes spun as she looked at her teachers.

"Okay that's not a problem Screw Ball. The night after tonight or whenever you want." Cheerilee rubbed the little filly's head and gave her a motherly smile. "Now why don't you go wash the tears streaks off of your face. Class will be starting soon and you don't want to upset your other friends do you?" She shook her head and walked to the restroom.

"Thank you," she whispered in a voice so quiet it wouldn't have even startled Fluttersy.

***

"Cheerilee, oh Ms. Sheerilee. Wake up." Cheerilee's eyes popped as she woke in her bed in a cold sweet. panic gave rise to fear when she found that she couldn't move her body. It was as if she was bound in bed by invisible chains. "I do hope you were having good dreams, its funner that way."

"What's going on why can't I move. Why am I whispering?"

"Both good questions." Her eyes shrank to pin pricks as the wall above her head board warped and twisted. Pale blue eyes glared down at her. She squeaked as the cloaked thing pulled itself free from her wall and half glided half slithered around the room, a thin trail of black smoke followed it in its wake. "Instinct. Ms. Sheerilee instinct." It slithered around her bedroom twisting and turning in the air all the while its pale blue gaze never left her petrified form. "Your kind has wonderfully acute instincts," it said coming to a rest at the foot of her bed. The black smoke started to pool around it. "Good as they both were they weren't the correct question, ask me the correct question."

"Who are you?"

"That's not the correct question. Ask again."

"What are you?"

"Better than the last but still incorrect. Ask again. Ask me the correct question; ask me the thing you dread to know most."

"Why are you here?"

"I am plotting, scheming, planning, waiting." It said as moved around the foot of her bed as a teacher in front of a blackboard.

"For what?"

"The end," it said as it raised its concealed arms. "The end of a world. I am here to begin and bring about an Apocalypse, an ending, a doomsday." It hovered and seemed to grow three times in size. "I am a finisher, a destroyer, an ender."

"A world? You're going to destroy a world?"

"Oh yes Ms. Cheerilee. I have discovered over the years how best to end a world. I don't need Bale Fire or the like to do such a thing. I need only kill one pony, griffon, zebra, or insert here, and thus I have ended their world. With just a single death I have way laid an entire universe, and I have way laid so many universes Ms. Cheerilee."

"You're here to kill me?" Cheerilee asked her voice drenched in dread and fear. The phantom laughed. The shadows danced to their master's laughter, and Cheerilee wished she could pull the covers over her face. Wished she could avert her eyes from this horror that was in front of her. Wished that its pale blue eyes would look at something anything but her. She felt like a little filly again all alone and in the dark, certain that there were monsters in her closet waiting to eat her. Now though the monster was real, was right in front of her.

"No dear Cheerilee, now why would you go and say something so silly as that." Shadows began to snake around her holding her down tight to the bed. She clinched her eyes shut. when she opened them again the shadows were gone, and the phantom continued. "Why would I waste my breath on you if I were just going to kill you? I'm here to give my victim a chance; to give them somepony on the outside that can help them, that is willing to help them. And guess what you're that lucky mare."

"No you can't mean your here for Star Gazer, he's done nothing wrong."

"Wrong on both counts. Besides I don't need to waste time or energy on him." The phantom's eyes glowed purple then red. "He'll be reliving his own worse nightmare tonight anyways."

"What's, going. On." Cheerilee felt as though she was rocking back and forth as her room began to vanish. She floated there in the dark helpless, and alone. Nopony to hold her to help her. Dad, Mom, neither of them were here they never were. Suddenly an orange light began to glow. She was watching a house burn. It was strange she was watching from the eyes of a little purple colt, but she was also watching the colt from whom she was watching the fire. "No Mommy!" she screamed the words from the colts mouth, felt the pain he felt. Cheerilee looked around it wasn't just his house hundreds, thousands of buildings where burning. And there was screaming not just from those outside screams were coming from the buildings. Worse from the colt's ears she knew one of those screams was coming from the building right in front of her. Everything came back into focus. "What was that?"

"Star Gazer's worse night," the phantom answered. "They were merciful on the medical reports. They said the cause of death was smoke, but we all know the truth, smoke doesn't cause that much screaming. Does it?"

"Why show me that?" Cheerilee asked already knowing the answer; she was just buying time till Luna would hear her pray and come to save her from the evil dream.

"I'm going to make him relive that. I'm going to make you relive that." He floated up to the foot of her bed. "Who do you not want to see harmed the most in this world?"

"My parents, The Princesses, my friends." All of them not a lie, though none of them were true, she knew that it knew that also.

"Not quite, tell me Cheerilee from whose mouth do you most dread to hear those screams come from?" The Phantom's pale heartless blue eyes bore into her soul. "Who do you want to protect the most from that fate?"

"Screw Ball."

"You have until the last stroke of midnight. The sign that this shall come to pass, after all, all apocalypses need signs, is this. You shall hear a great and terrible horn sound for every stroke of midnight." It laughed. "You should probably hop to it; you have five minutes."

Cheerilee's eyes wiped open, as she jumped out of her soaked bed. She ran down stairs where Star Gazer was asleep on the couch. "Wake up!" she yelled at him grabbing the blanket and pulling it off of him. "We have to hurry she's in danger."

"Cheerilee you had a nightmare go back to sleep," Star Gazer said rubbing his eyes.

"No I didn't," she insisted "I know what I saw I know what I heard. I know things I couldn't know if it were a dream."

"Like what?" he asked with a yawn. Cheerilee gulped and looked away.

"I know your mother died in the Great Hoofington Fire. I know you watched as your house burned down."

"How could you know that?"

"It showed me, the thing that said it was going to attack Screw Ball tonight made me watch it through your eyes, and made me watch you watch it." She couldn't look him in the eye. "It said you were going to relive that tonight. I think it intends to set her house ablaze. It gave me five minutes to stop it."

"If that's true we can't just go straight to her house." He jumped off of the couch. "It will just start the fire as soon as we get there." She looked back at him the second time he said 'we'.

"You're coming?"

"Of course, she's my student too, and I like that little screwball. We can't make it there in four minutes and stop whatever you saw from just starting the fire early. Where is the fire bell in this town?"

"It's in the school belfry." She looked out her window. "We can make it there in time."

"And everypony will beable to help if this thing cheats. Let's go." Cheerilee nodded and threw open the door. The two teachers galloping toward the small school house, and their best hope.

***

“Sorry kid, I just want you to know that I tried.” SMILE agent Sweetie trudged down the abandoned streets. The little hamlet may have been absurdly lively during the day, but now a mere five minutes till midnight it may as well have been a ghost town. The only ones that she passed were Berry, the town drunk, and her kid; she somehow managed to get custody of him, from the state. How she managed to do that I could never know. I would be a better parent then her. I’m never not sober, my house isn’t completely in shambles, I’m not normally out this late. At least I wouldn’t take my kid out on the town to do things that kids have no business doing. Like killing other kids. Her ears drooped, and her gaze dropped to the ground at her feet. “I may not be a good person, but I’d still be a good mom.” Stop thinking that way you’d be a great mom besides, I’m not killing a foal. This thing is a monster that looks like a filly to play on our base paternal instincts. It is a monster and in order for any colts or fillies to be safe this one must be destroyed. She cast a chance gaze at a hill overlooking her targets house. 184 “She’s just like him only she keeps her little filly disguise on 24/7. And since he’s here too.” SMILE agent Sweetie smiled, and chugged down a highly-concentrated invisibility potion.

Changer stood on the hill undisguised, as he had been told not to be disguised. He needn’t know why just that he was told, and so undisguised he stood at the top of a small grassy hill on the edge of a hamlet that he had, just a week earlier thrown into a panic. He smiled as a gentle night breeze blew in from the mountains. It helped to steel his nerves. He wasn’t happy that he was standing in the open it stood in glaring, obstinate disobedience to his every instinct. The breeze in his hair, and as it blew through his holes felt nice It somehow anchored him. “Changer like this. To stand outside and feel nice breeze in hair and through holes.” Agent Sweetie was close enough to hear the changeling talking to himself she bit her lip.

She was three seconds from apprehending the most elusive changeling in the history of the Agency. Two seconds she crouched down ready to jump him and roll them away from the town. One second a blood freezing laugh seemed wisped through the air; she got as low to the ground as she could as the laugh continued.

“Busy night, Changer?” The cloaked Phantasm rose from the shadowy earth; his eyes glowing muted blue. He watched the lone house on the very edge of the town as a vulture would eye a wounded dragon, eager for the feast. “I’ve been waiting for this for a while. I can hardly wait to sink my teeth into it.” A white smile appeared under the hood. “Changer, I have a few jobs that will require your attention throughout the night. No breaks.” The changeling looked down at the little cottage his green eyes glowing in the night.

“Changer not find this fun, will Changer?” he asked the floating phantasm. “This is will be very nasty mean to the little one, won’t it.”

“You needn’t worry.” The Phantom picked up a twig, and lit one end on fire. “The jobs I have for you are easy and actually quite gentle. You might even be able to pick up a quick snack.”

“What are you to need of me for this?” the changeling asked his phantom partner, not taking his sad gaze off of the little cottage.

“Don’t be so miserable about it. One way or another this is a mercy to her.” The phantom looked down on his partner. “Now, I need you to make a quick stop at the cave. Summon High Paladin Horn Head, and tell him I’ll be along shortly. Next, you’re going to play doctor, all the arrangements have already been made; just ask Horn Head who you’re impersonating. Make sure that those idiots don’t ruin everything. Then put on your best special services disguise. You know what to do. After that I’ll bring you some reinforcements; then all that remains is to repeal SMILE until around sunset tomorrow. After that you can take a nice long rest.” Changer nodded and vanished in a flash of green. “And just like that he’s already gone.” Bon Bon slowly moved in on the cloaked shadow. “Hello Bonie, enjoying a midnight walk, are we?” She froze.

“What are you?” she asked trying to buy time to figure out how to fight this new monster.

“Me, I’m about a hundred tiers above your pay grade. You know you shouldn’t go out on the town while invisible the gossips will eat you alive.”

“Why are you here.”

“I’m going to demonstrate to you how to properly do your job. So just please sit down, and take notes it will all be over shortly.” The ground shook as a deep low hum rolled through the air.

“What was that?”

“Every Apocalypse needs a sound track. He plays for a grand orchestra. I tried to get the trumpet section they’re to die for, but alas all seven of them were rehearsing tonight, go figure.” The horn sounded again shaking even the very stars of the sky.

Cheerilee and Star Gazer threw open the door to the Ponyville school house. The unearthly horn sounded again, the low hum coming from everywhere. “That’s the third one we need to hurry!” Cheerilee frantically threw open a draw at her desk.

“Don’t bother with the key!” Star Gazer grabbed at the tumblers with his magic pushing them all down; the door obediently unlocked. “Go!” Again, the horn sounded.

“There's that sound is again, what in Equestria is it?” Soarin asked as he looked out the window of the Ponyville hospital.

“I don’t know but it’s making my mane itch in all the wrong ways.” Rainbow Dash answered from her bed. “Dang it what a bad time to be out of commission. Stupid changeling the next time I see you, you are so getting a thrashing.” The horn sounded the fifth strike of midnight.

Screw Ball rolled over in her bed the only sound to be heard was her soft snoring, and the occasional incoherent babbles of her sleep talk. “Yes Mr. Gumdrop I’ll gladly save you from the cotton candy monsters. It’s my duty and pleasure.” The sixth stroke of midnight.

“That was the sixth one that thing is half way done we need to hurry!” Cheerilee looked up at Star Gazer who was fighting with the lock to the school house belfry.

“I’m trying but this lock is a whole lot harder than the last one!”

“Move down I’ll get it!” Cheerilee maneuvered around to the other side of the latter, and started climbing to the top.

“How will you do-“ Star Gazer began to ask until Cheerilee bashed against the wooden trap door Earth pony strength besting old rotted wood. The horn sounded again. “Never mind just hurry sound the bell!”

Screw Ball rolled over on her pillow, softly dreaming about flying cotton candy Angel bunnies and gum drop people. The horn sounded again though her house was still silent.

Cheerilee finally managed to get untangled from the latter and pull herself up into the belfry Star Gazer right behind her. She struck the bell with all her strength. The school house bell sounded in unison with the ninth stroke of midnight and the sounding of the other worldly horn.

“That’s the school house bell!” Rainbow Dash tried to move despite her bodies painful protests. “There’s a fire!”

“I don’t see any smoke.” Soarin scanned the horizon. “Still it never hurt to check, If there is a fire I’ll take care of it you need to stay put.”

“But-“

“No buts.” Soarin shot out of the window into the night sky as the horn sounded a tenth time.

“Bon Bon one question for you.” The phantom looked over his shoulder were black shadows held Bon Bon fast to the ground. “What happens when a house which has been soaking in a gas leak for the past two hours suddenly has an open flame introduced to it?” The horn heralded the eleventh stroke of midnight

“No.”

“The answer a really big boom.” A horrid white smile joined the two, faint glowing blue orbs under the hood of the burlap cloak. The burning twig vanished as the horn sounded for the final time.

Cheerilee and Star Gazer watched in horror as fire, smoke, and cotton candy rose from a lone corner of Ponyville.

Princess Celestia

The heat of the fire washed over the small hill. “And that Agent Sweetie Drops is how you dispatch a child.” The phantom turned his pale blue eyes boring into her soul. “You should go. That potion you chugged won’t last forever.” The phantom sank into the ground his eyes still tearing into her soul. “You’re welcome,” the wind whispered his final words into her ear.

“I didn’t want this.” Bon Bon struggled as training fought against instinct, protocol against basic urges. She shook, tears ran down her face, but she kept complete control. The first ponies were already coming up from the hamlet, bringing pales of water shovels, anything they could think of to put the fire out. She moved in what seemed like slow motion through the crowds she saw Lyra, with a bucket of water. She wanted to help to charge the fire save and comfort the filly that was dead or dying. Instead, she walked home, another mission completed.

“Clear Skies, Open Skies, I need you two to get as many rain clouds gathered together as you can.” Soarin flew in bringing with him a level of order and control to the chaos “Fluffy Clouds, Thunderlane, Sunshowers, you three are with me we’re forming water spout, the rest of you get these pink clouds out of her I don’t care how!”

“I’m all over it.” Pinkie Pie appeared out of nowhere. She bounced on her tail like it was some kind of spring and in one bite ate a cotton candy cloud whole. She hit the ground with her tail and bounced back up devouring another of the tasty clouds in a single gulp.

“Earth ponies work on keeping the fire contained and use what you can to weaken it; unicorns form a bucket line.” Soarin finishes his orders and flies to the lake to meet up with the pegasi team.

“What’s going on?” Cheerilee stared in shock at the cotton candy clouds, which floated around the burning building. “How, what’s going on?”

“Cheerilee!” Star Gazer screamed over the noise of the chaos. “What’s wrong?”

“Nothing.” Cheerilee shook her head back and forth, clearing her mind. “It’s nothing.” She said running past him. She’s alive please Celestia and Luna let her be alive. She raced through the crowds of that had started to form some semblance of order. Snails somehow managed an entire bucket line by himself. The rest of the town ponies formed lines of their own, or were heaping dirt onto smaller fires to snuff them out. She didn’t pause to grab a bucket. She didn’t hesitate at the doorway. Instead she charged full speed ahead only a sudden shield of blue magic protecting her from the embrace of the flames. “Screw Ball!” She yelled over the roaring of the hot beast that was devouring Screw Ball’s home.

“Screwy!” Star Gazer burst through the blazing curtain of fire. “Cheerilee wait.” He grabbed her in his magic; just as she began to make her way up the stairs. “I know that we’re in a hurry but my shields aren’t strong enough for you to get to far ahead.

“I don’t care we’re running out of time.” She looked back at him. “She needs us to hurry. I need to hurry. She needs me to hurry!”

“Cheerilee, calm down. We can’t help her if we end up needing to be rescued. So please stay close and don’t get to far ahead of me.” Star Gazer quickly got to her side. “Screw Ball?!” They called as they went up the stairs. “Screw Ball?!” Cheerilee’s ears perked up at a faint sound, something between a whine and hum.

“Screw Ball!” Cheerilee grabbed Star Gazer, and started down the hallway toward the sound. “Screw Ball!” Cheerilee waited for the sound to be repeated. Her heart beating against her chest, and the sound of the fire consuming the house, counted the seconds in spans of years. “Screw Ball, please I need you to make a sound again!” Somehow her heart was freezing inside her chest.

“Screw Ball, attendance, are you here!” Star Gazer yelled over part of the ceiling collapsing. “Screw Ball, Dinky, have you seen Screw Ball is she in class!” Star Gazer’s ears were perked up hearing every sound in horrible clearness. Celestia, Luna, Cadence, or any star that will listen: please not again, not her, not now, not like this. Please.

“Pre-Sent.” Screw Ball’s voice barely managed to squeak above the sound of the unrelenting inferno. “I’m. Pre-Sent,” she whined again. Cheerilee and Star Gazer raced down the burning hall toward her voice.

“Screw Ball, going once!” Cheerilee called down the burning hall.

“Pre-Sent,” she answered. I’m present Ms. Cheerilee please don’t count me absent. Why do I hurt? What’s going on? Screw Ball heard her name called again. Attendance. “Pre-Sent.” Cheerilee appeared in her vision. She didn’t look right though; she seemed all distorted, like she was looking at Cheerilee from under water and really far away. “I’m not tar-dy am I?” Cheerilee picked her up and pulled her into a hug. She was shaking and crying. “I’m sor-ry I di-di-did-n’t mean to be, be late.”

“Hold on tight to her.” Star Gazer said to Cheerilee as his horn burst in an over glow. “Come on, come on.” There was a sudden blue flash, and the three of them were gone.

***

All three of them appeared in a flash of blue light in the middle of the Ponyville hospital waiting room. The sudden appearance of three ponies in the waiting room of the Ponyville hospital was not a common occurrence. In fact, it was unheard as in it had never happened before, so the five seconds that the staff just stood around and gapped at the three ponies in critical condition could be reasonably forgiven.

“Finally got that trick, down, Doctor-“ was all that Star Gazer could get out before falling to the floor. The waiting room fell into a well-rehearsed chaos. Nurses ran to fetch doctors as the orderlies hurried to get all three of them processed as quickly as possible.

“What’s going on?” Screw Ball tried vainly to struggle away from the orderlies.

“Screw Ball calm down.” Cheerilee was seated into a wheelchair by two of the orderlies as another three tried to get Screw Ball on a bed, which two frantic nurses had just rolled into the waiting room. “Screw Ball relax their going to help you.” She continued trying to convince the frightened and hurt filly to calm down.

“No I don’t want to be here make them stop.” Screw Ball flailed her forehoof around, and smacked one of the orderlies. The contact of her burned fractured leg striking something solid caused an instantaneous scream. Accompanied by a stream of tears, and an end to all but her vocal discontent to being strapped down to a bed. Nurse Tenderheart was already rolling Star Gazer down the hall.

“Screw Ball calm down their going to help you.” Cheerilee said as Sweetheart grabbed the back of her wheel chair.

“It hurts.” Was all the objection that Screw Ball could muster. “It hurts.”

“Screw Ball.” Cheerilee turned as far as she could to look behind her as the nurse rolled her down the hall to her room. The double hinged doors swung closed behind her, completely ending her view of the little light magenta filly. “Will she be okay?” Cheerilee asked as she was rolled into a small room and put on the sole piece of furniture, an only slightly uncomfortable bed.

“I assure you Ms. Cheerilee, Dr. Horse is the best harmonics doctor that I’ve worked with in my twenty years in the medical field.” Nurse Sweetheart smiled; it didn’t reach her eyes “I’m sorry but all of the doctors on staff are dealing with the young filly you came in with you, so I’ll be helping you tonight is that okay?” nurse Sweetheart asked. Cheerilee nodded. The checkup was quick; the diagnosis was easily concluded, Exhaustion and minor smoke inhalation. “I suggest you get some sleep Ms.Cheerilee. That’s all I can do for you, I’ll try and get one of the doctors to help.”

“Nurse Sweetheart to the operating room.” The call came through the speakers, nurse Sweethearts smile disappeared.

“I’m sorry Ms Cheerilee. I’ll have some help cheek up on you as soon as I can.” She closed the door behind her. The minutes crawled by like years. Thirty minutes passed by with the speed of an eternity. She laid back on the hospital bed unable to sleep.

“Excuse me, Ms. Cheerilee.” She sat up as Nurse Redheart opened the door to the room. “I’m sorry for bothering you but one of our patients is requesting to see you.” Redheart continued, her voice drenched with exasperation. “She is being rather difficult,” she finished more to herself.

“I don’t mind at all.” Cheerilee started to get up before Nurse Redheart stopped her and pulled up a wheelchair. “I can walk.”

“We already have one difficult patient Ms. Cheerilee, I’d rather like it if something went by the book tonight.” Cheerilee sighed, but didn’t argue with the nurse who pushed her down the halls of the hospital. She didn’t like the turns that Nurse Redheart was making. Cheerilee didn’t have the layout of the building memorized, but she had been inside the hospital often enough to know where the minor problems were treated, and where the more sever patients were at.

“How are Screw Ball and Star Gazer doing?”

“I’m doing fine thank you for asking.” Star Gazer answered her from behind. “Of course, I won’t be doing any magic for the foreseeable future, but that’s really such a small price to pay. How are you doing?”

“Exhausted. Worried.” Cheerilee answered as they arrived at a pair of doors. The scene inside the room did little to alleviate the latter. Screw Ball’s normally vibrant coat had faded to a near complete monotone gray. Her eyes which were always spinning and full of life, now stood perfectly still. Causing her spiral eyes to look like vortexes which fell deeper and deeper into complete nothingness. “Screw Ball.”

“Ms. Cheerilee, Mr. Star Gazer make them stop,” She whined her voice horse and empty, “They're picking on me that one keeps poking me, and he hit my knee. And I don’t feel good. And I want to go, can I please go home?”

“Absolutely not.” An old white unicorn pushed open the doors, his cutie mark was the staff of Zercury-the great zebra of healing in zebrain mythology. “Dear Celestia.” He froze looking Screw Ball up and down. “What have you been doing here?!!”

“Dr. Anisalgia, Thank goodness you’re here. We’ve been doing the best we can,” Doctor Horse began. “Nurse get the other patients out of here please.”

“No.” Doctor Horse’s horn glowed as Screw Ball tried to jerk out of her bed.

“What do you think you’re doing Horse?” Dr. Anisalgia demanded, his horn glowed white along with Screw Ball, and an instant later Horse’s sedation spell popped like a balloon. “Have you even bothered to read her dossier?” He pulled out a bundle of papers and floated them over to the brown unicorn doctor.

“We weren’t able to find it.” Horse began reading through the papers as Dr. Anisalgia trotted up to Screw Ball. “Wait a second if this is true then.” Dr. Horse stepped back in a panic. “This, these reports can’t be right that would mean. She would have to be.”

“Dr. Horse. You swore an oath.” Dr. Anisalgia grabbed Horse in his magic and pulled him up to himself. “Everypony here has taken that oath now, are you going to keep it.” He looked around at the nurses and doctors who were reading the dossier. They looked worried, frightened, but none of them looked willing to give up on the filly on the table. “Now then, hello Screw Ball, we’re going to help you but we need your friends there to leave for a little bit.”

“No.”

“I understand that you don’t particularly care to be alone, but you’ll be asleep for the whole thing okay, and when we’re done they come back okay?” Screw Ball nodded. “There we go, that’s a brave little filly.” Anisalgia smiled “Nurses would you be so kind.” Nurse Redheart and Nursery Rhythm, pushed them out. “When we’re finished, they’ll bring them back okay?” Anisalgia asked.

“Okay.”

“Doctor how are we supposed to put her under if harmony magic only makes this worse?”

“I have more than enough experience with zebra magic to do the job, right now, I need as many zebra healing brews as you can get. After that we’ll need to do the surgery by hoof no quick magical solutions.” He turned his attention back to the pony on the bed, and began to cast his spell.

Sleep now Sleep now I command you

You hear only my voice

Fall into slumber

I forfeit your choice.

Screw Ball tilted her head, as her eyelids became like lead curtains.

Sleep now sleep now I command you

You will obey my lullaby

And fall into slumber

And sleep tonight.

If thirty minutes had been an eternity, then there really was no word for the three hours that she waited. Cheerilee paced up and down the side of the small bed. Constantly eyeing the clock on the wall. Cheerilee jumped when the door opened suddenly. Nurse Redheart walked in.

“You can go and see her. She's been transferred to room 186,” Redheart said. She looked at the empty bed. “Are you going to use that? Never mind I don’t care I’m taking a nap, wake me when you get back.” She climbed into the unused hospital bed and was out the second her head touched the pillow. Cheerilee headed down the hall as fast as she could.

Screw Ball’s mouth curved up into a small smile when the doors to her room were opened by the magenta school mare. “Hello,” she said. She was wrapped in bandages and three of her legs were in cast.

"Screw Ball." Ms. Cheerilee smile as her eyes started to tear up. "I'm glad to see you smile again."

"Me too," Star Gazer said from a chair at the foot of her bed. Cheerilee jumped, not having seen him when she came in. He and Screw Ball chuckled soon causing the latter to wince in pain, and reach for her throat with the only hoof that was not currently mummified. "Are you alright?" both of them asked in unison.

"Fine," she answered with throaty cough. "It just hurts when I laugh or cough or talk." she started coughing again. Cheerilee walked up, and handed her the cup of water that was on the table next to her bed. She took a few sips before placing it back on the table. "How are you?"

"Fine," Cheerilee answered. "I'm sorry, but we haven't been able to get in contact with your parents." Her tone instantly filled with aggravation.

"Well I hope you haven't wasted to much time on trying to contact her 'parents'." A gray stallion said from the door. "Hello Screw Ball my name is Fate, TwistOf Fate, or Mr. Fate," he continued, as he looked around the room his eyes taking in every little detail. Eyes coming to a rest on the two educators and the hospitalized filly. "Normally I would ask you where the spare key to your house was so as to pack your things, but unfortunately nothing survived the fire."

"Ahem. TwistOf, was it?" Cheerilee asked with unsettling calmness. "Exactly why would you need to pack HER thing?"

"Ms. Cheerilee, I am with Foal Services, and Screw Ball was participating in The Foal Self Sustaining Project." Fate's eyes leveled with Cheerilee's own. "With the loss of her house, and no one to stay with she will be the returning with me to the Van Hoover Orphanage as soon as she can get on the train." Screw Ball was glaring at the changeling. She wanted to protest, but somehow his magic was keeping every word lodged securely in her throat. "Your supervision of her has been greatly appreciated, but is no longer required. The two of you may return to your own rooms I will personally take over as Screw Ball's supervisor."

"Orphanage?" Cheerilee stepped between him and the filly. "Screw Ball's parents are in Hoofington, on a business trip." Fate let out a long suffering sigh.

"Have you ever actually seen her parents Ms. Cheerilee? Have you ever once received a note from them, signed by them." Cheerilee began to visibly deflate. "The fact that she kept the little fact a secret is nothing surprising."

"I want to adopt her." Fate's eye twitched a little. Screw Ball's went wide. "If she's an orphan then that shouldn't be a problem now should it. I ran into a burning building to save her, that should speak enough on my feelings for her."

"Ms. Cheerilee I applaud you for your bravery-"

"I didn't do it because I was brave. I did it because I care for her, because I couldn't bear the thought of her hurting for even a second longer than she already had, and that still being to long." She started to shake. "I did it because she's special, and had I been aware of this fact I would have already adopted her."

"But the financial requirements needed to raise a filly can't be met by just a single teacher's salary."

"It can however be met by two."

"You're not married."

"We don't need to be Mr. Fate. Besides which I believe it would be in her best interest to remain in Ponyville with those that care about her," Star Gazer continued the argument, as Cheerilee recomposed herself. "Ms. Cheerilee has already voiced quite sufficiently my own thoughts about Screw Ball." Star Gazer ended his argument when he heard sobbing from behind him. All three pairs of eyes focused on the filly who was crying her guts out.

"Screw Ball are you okay?" Cheerilee asked fearing the worse.

"I don't want to go." She answered between sobs, as she half shook half rocked back and forth on the bed. "I don-don't whant to g-g-gooooo." Cheerilee already had her forehooves around the filly, and Star Gazer was doing his doing his best to comfort her. Again the room filled with the sound of Fate pushing out a long suffering sigh.

"I'll see what I can do. She won't be in any condition to leave anytime soon anyways." He turned around, and went out the door, with the broadest smile of all time on his face. He walked quickly down the hall, and vanished in a flash of green.

The wind blew in from the Everfree Forest. Bringing with it the unmistakable smell of potent powers, far beyond the changeling's ability to grasp at, no matter how hard and often he had tried. He waited alone on the hospital's roof for the others to arrive. He enjoyed the commanding view of the hamlet. and the hundreds of ponies that were still cleaning up from the fire. Pony society was odd, but possessed things in it to which were deserving of praise. Tonight had showed off in full colors all of those things.

"Hello Changer." Ditzy and her husband Time Turner appeared out of thin air. Button Mash was with them as well.

"Button Mash first protection mission against bad Smiling ponies. Nervous?" Button chuckled dryly at the changelings question, and nodded.

"Is it that obvious?"

"Button will be fine." Changer looked out to the Everfree. "Friends almost here." All four watched from the roof as three distinctly not pony shaped creatures flew out from the Everfree Forest. Two of the silhouette were lion like with large leathery bat wings that propelled them closer and closer to the hospital. The other silhouette was unrecognizable, and didn't look like it belonged on the same world with the ponies on the roof. With in twenty seconds of appearing over the tree line the two mandicors and phantom landed on the roof.

"Well looks like everyone is here. Changer how did your mission go?"

"Changer think spinny eyed pony figured it out near the end. Gave Changer lots of gratitude. It was nice. Teaching ponies were happy too."

"That's great." The phantom's eyes glowed red. "I'd love to catch up, but we have work to do." Pony shaped shadows began to move around the hospital from every direction. "You all know your jobs correct." All present nodded affirmative. "Good remember be quick, be quiet, and above all have fun."

***

The two celestial beings made their way down the steps of the cavern. The sounds of their hoofsteps echoed off of the stone walls joining the countless drops of water which fell from the stalactites. Lights glowed from the tips of their horns which illuminated the dark cave. They descended another flight of steps and arrived in a sort of greeting room. At the center of the room was a great fire which burned in a pit, despite the flames size it gave off no smoke. Ten chairs formed a semicircle around the great fire. Casting their shadows on the entry. One lone chair rested on the other side and there on sat the reason for this visit.

“Hello Celey, Lulu,” the cloaked phantom asked as he rested on his chair. “What special occasion may I ask has brought the two of you down into my domain? It isn’t the End of Days already is it? That was a joke why so serious?”

“Thou hast over stepped thine bounds phantom!” Luna’s voice boomed in the old Canterlot fashion, causing lose gravel stones to vibrate on the cave floor. “Thou hast encroached into mine domain, and made assault on one of mine charges.” Her eyes glowed white in her fury. Her sister stood by her side remaining quiet keeping her horn pointed at the phantom. “Thinkst thou that I wouldst not notice?”

“Well now that every living creature in a hundred miles knows how you feel on the subject of last night’s affairs, Celestia, do you have anything to add to that?” The phantom waved his arm around in front of him goading on the keeper of the sun. “Surely you have a comment or two to make to this.”

“I do.” Celestia’s normally gentle and motherly voice roared. The fire grew ten times over till it licked the roof of the cave. The walls quaked before the great alicorn’s anger. “How dare you attack a filly! How dare you bring yourself against one as young as her!” Her eyes glowed, her voice boomed, and the ceiling shock, as the earth quaked in fear. “You have right to exercise your powers over one so young!”

“I have every right to exercise my power over those put under my authority. Her included.” The phantom’s eyes glowed red. “And how dare you come to me with charges against my actions. Were, not your agents trying to kill her also?”

“How dare thee raise thine voice against us. After all that thou hast done that night.” Luna took a step toward the phantom horn pointed at the cloaked specter. “Darest thou chargest us with thine own transgressions!” Lightning struck out from her striking the walls behind the phantom and his seat scorching the wall and floor.

“Ah! Why is you guest always so loud?” Changer trudges up a flight of stairs. “Changer can’t get any sleep when you have loud guest.” The two alicorns’ eyes fade back to normal, as the phantom groans and rolls his head. “Changer not sleep since night that was before the last one. And then all of the yelling giving Changer headaches. You two big colorful ponies so loud hurting Changer. Stop, Changer just wants to sleep.”

“All of your guest stink the place up, but you never hear me complaining about them, do you? Now we’re trying to have an epic show down, so either you go back down stairs and stay there, or find somewhere else to sleep for the night.” The changeling closed his eyes, again the phantom groaned. “You can’t teleport while in the cave you, stupid idiot.” Changer screamed his frustration at the phantom, before walking past the two alicorns sparing neither a second glance. The two alicorns returned their glares back to the phantom. “What I needed a roommate; Discord is still a statue, and the Smooze. Just Smooze I don’t think I have to say any more than that. Now, where were we?” The specter’s eyes flashed red. “Ah, yes we were discussing a little Screw Ball, and why you Celey, have no right to lecture me.” The fire in the pit started to swirl, and shadows moved and danced in the flames. They made the contour of ponies. “First the order was given to Bon Bon, however a contingency was made involving dozens of your SMILE agents.”

“I would never give that order,” Celestia said her voice returned to normal. The shadows and flames moved around forming sixty-eight other pony shapes; the shadows providing the contours and cross-contours.

“Their orders came from the very top of the agency.” The shadows fled back to their places. “Ergo you have no right to lecture me about this filly if her life is forfeit with or without me; I might as well exercise my right to her blood first and foremost. As judge. Jury. And Executioner. And the two of you have no right to interfere.”

“That order was given without my knowledge or consent,” Celestia said staring down the phantom. “And now that I am aware of it; it will not stand. She is not forfeited not to me, not to Discord, and certainly not to you.”

“And in exchange for my relenting in this matter?” The phantom asked mute blue eyes staring into the sisters’. “I want a favor nothing more nothing less. A favor, which I’ll call in later. Deal or no?”

“Very well.”

“Good then the little filly is safe.” The two alicorn sisters left. Minutes past and the shadows once again danced in the fires of the pit. They slowly formed an image of Screw Ball. They moved causing a pained expression to come upon her face. “For now.”

Element of Loyalty Rainbow Dash

The second Changer got out of the cave he vanished in a green flash. He appeared on a soft cloud, with a house made of the same soft fluffy material. Changer stared at the door for a while, before resolving that if he was going to get sleep this would be the best place for it. After all Rainbow Dash wouldn't be getting out of the hospital for another three days. His horn glowed a faint green as the lock on the door gave way. He lay down on the first soft thing he saw which was the soft fluffy couch.

Changer was fast asleep when the doorknob turned and the two Wonder Bolts came into the cloud house sadly he wasn't in a deep enough sleep to avoid waking up when Rainbow Dash and Soarin both yelled in surprise.

"Quit yelling, Changer wants to sleep more." He covered his ears and scrunched his eyes as much as he could.

"YOU!" Rainbow Dash pointed at the changeling. "What the heck are you doing in my house?!"

"Trying to sleep," Charger grumbled. "Why are ponies so loud when Changer tries to sleep?" Changer glared at the two pegasi at the door. "First large ponies with funny manes come and yell, yell, yell, and now colorful pony and other pony are here yelling at Changer."

"What are you doing in my house."

"Colorful pony owes Changer so Changer comes here to her house to sleep."

"How do I owe you?" She pointed an accusatory hoof at the changeling. "You attacked my friends and put me in the hospital for seven days!"

"You and friends attacked Changer." Changer let his magic move. He was careful just letting it pick at the surface, to little concentration and his horn would glow to much concentration and his horn would glow. If his horn lit up he knew they'd take it as hostility. He didn't feel like attacking her and her lover in her house. Still he needed to know what they were thinking. "Changer was trying to leave when colorful pony attacked. Then when you slam into Changer and cause you and Changer to crash Changer didn't leave you in bad forest alone!"

"Don't you raise your voice at her!" Soarin hadn't left Dash's side. Changer looked at him allowing his magic to skim the pegasus' thoughts. He was afraid, anger, and a touch, to much Changer turned his glaze to Rainbow Dash. She was starting to see things his way. "What are you plotting?"

"Changer forgets you're Wonder Bolt. Not anypony would notice. However Changer is tired and Changer is going to sleep here for an hour or two more, if that's okay?" he asked Rainbow Dash.

"Absolutely-"

"Fine, but I want you gone, when I come back down for breakfast." Soarin looked at Dash in concern. "But first you're going to tell me exactly what you were doing in the hospital two nights ago." The demand took Changer off guard, he could feel her anger, there was no doubt a wrong answer would cause problems.

"What? Dash you can't let a changeling stay here."

"If he doesn't tell me what I want to know he won't be staying here."

"Fine Changer will tell you." The Phantom would be mad, furious even, but if he didn't want Changer talking to ponies next time he'll tell big ponies to be quiet.

***

Thud, the red Pegasus hit the floor of the Ponyville hospital. Changer continued down the pitch black halls. Not sure what stunted lights were because of the Phantom on the roof, or the S.M.I.L.E. agents that had remained outside. Either way it didn't matter. The Phantom's charms however had worked. The entirety of the hospital remained untouched by life outside. Nurses, patients, loved ones, all of them were asleep, completely oblivious to the battle that raged around.

Changer focused on the thoughts of the SMILE agent on the end of the hall. As soon as he turned the corner their horn glowed bright and violet for a second. It was quickly popped by a green aura. He furrowed his brow's and shot of three bolts of concussion magic. The SMILE agent landed in a heap at the far end of the hall.

He continued on his way down to the lobby. He had already dealt with a dozen enemy agents. He ran through the minds of his comrades. Ditzy just taken down her fourth enemy for the night, and was currently avoiding the two pegasi number on her tail. The manticore twins had wreaked havoc on at least 11 SMILE agents outside. Dr. Whooves had already dealt with a Baker's dozen agents, and even button mash caught an enemy agent to guard with his rune magic.

All that remained was to deal with those 20 SMILE agent who had gathered in the lobby. His eyes continued to glow green as he read the 27 still conscious minds that he was able. Rainbow Dash watched the door to her hall doubtless she at least knew something was happening. Screw Ball however just lay in her bed, Star Gazer and Cheerilee asleep on either side of her; she was so happy about not being alone, as she was oblivious to what was happening just outside her room.

Changer walked into the lobby is horn flashing green. The two guards to other side of the door dropped to the floor. Change's magic reached out and took hold of the two cattle prods that they had been levitating a moment before. He floated them up to his side as he stared down the remaining 18 SMILE agents. One of them a deep blue Pegasus charged at him. Changer slammed the cattle prod into his side. He let out a scream as his twitching body skit on the floor to Changer's hooves. Bringing up the other cattle prod he parried away the thrust from the invisible unicorn. Slammed his own cattle prod go to end into her chest. And he levitated up her cattle prod and brought back the other one to his side. With the three of them between him and the agents in the room he put up the shield, and began advancing on them. He targeted unicorns first with both his magic and the three cattle prods that he had acquired from their fallen comrades.

The lavender unicorn he had been targeting with concussion magic threw up a shield. It popped like a balloon with the changeling's counter spell. The unicorn was thrown against the wall at the impact. The other two unicorns fell back as he used the three cattle prods to fence them into a corner with each one parrying only to be countered and driven further back toward the corner. The pegasi and earth pony agents soon charged him. He teleported behind the two unicorns blasting them with his magic and taking up the three unused cattle prods. The rest opened fire into the lobby magic and cattle prods striking down anypony that wasn't lying unconscious on the ground. It was over in an instant. The green changeling fire slowly died down as Lunar Paladin Changer stood over the twenty unmoving bodies, horn and eyes still glowing.

Changer finished his retelling of the night's events being sure to leave out the names of his friends. Ever since Chrysalis foolishly attacked Canterlot aiding a Changeling had become in practice if not in law an act of treason. A fact that Soarin knew well enough, but one that Rainbow Dash didn't seem to care to much about. He wondered if it was because she was the embodiment of loyalty or if that was just who she was.

"So let me get this straight. There's a secret order of creatures out there that want to recruit the filly that the teachers are adopting, and a top secret government agency that want's her dead for reasons you won't tell, and two nights ago both groups fought it out in the hospital with out anypony noticing." Soarin glared at the lone Changeling.

"That was the plan but colorful pony is Loyalty, so the phantom's magic charms not work on her."

"Alright." Rainbow Dash started limping her way to her room. "You can stay until I come down for breakfast, that will be in two hours."

"Your letting him stay!"

"I said I would. Oh and Changer." Changer looked at her in confusion as she stood in front of him. "Give this to the Phantom would you please." She struck him as hard as she could knocking the Changeling out cold.

High Paladin Golden Comet

"High paladin Golden Comet, thank you for coming on such short notice." The phantom greeted the elderly unicorn, as he rose from the cavern floor to take a seat at the head of the table.

"I assumed it must have been urgent to your plans, if you had Changer summon me here."

"As a matter of fact this is a completely unforeseen complication," The phantom began. "I was getting all of the pieces into place. To get my plans for Screw Ball into motion. However, while I was about something shifted in the harmonic fields around the town."

"Shifted?" Golden Comet took a seat at the large meeting table. "Shifted how exactly."

"I don't know I've never felt a shift like this before." The phantom laughed. "Which I assure you is saying something. I would have assumed it was Twilight dabbling some new fangled thing, but I made sure she was in Canterlot visiting with her family for tonight." The elderly unicorn closed his eyes, running down the list of things that it could be. "The shift was small but began growing exponentially, grew enough to concern me. It must be a rune magic of some kind. A rune magic older than I am or just newly created. Either way I have no idea what it does or what it's purpose is."

"I take it that, that is where I come in?" the old unicorn asked. "If it's a rune magic that effected the whole town, and the shift it caused grew exponentially, then we're dealing with someone or something that has set up a massive network. If we assume that there would need to be forty runes to cause the shift to concern you." Golden grimaced and his normally soft features became hard and cold. "It could be possible that those things that came from the Bog are responsible."

"Another reason I'm asking you to do this. If it was the things that came from the Black Bogs it would be wise to approach with caution. Even if it isn't though what ever it is, it must be dealt with. I leave this in your capable hooves High Paladin Golden Comet." The phantom floated through the table. "I need to fetch Solaris and Lunaris. To aid in protecting Screw Ball."

"Why would she need protecting?"

"SMILE has already attempted to kill her once tonight. Fortunately, I blew up her house with her inside. That stalled them, but I have no doubt that they already know that she survived." The wall opened revealing the dark cave behind. "I expect at least one more attack until tomorrow night."

"I'll take over guard duty with Changer for tomorrow. Just to make sure that the adoption goes smoothly." A smile as white as the black unicorns mane and tail appeared in the void of the phantom's hood.

"Pony Hero Complex, I'm so glad not to be burdened. And That I can trust you to insure that all my hard work tonight has not been unnecessarily wasted. After all if she's not adopted I'd look like such the monster." The phantom faded all at once into the shadows of the cavern. His glowing pale blue eyes and white smile being the last to fade into nothingness.

"Pony Hero Complex he says" Golden chuckles mirthlessly to himself looking over the empty room. "No if that were the case I wouldn't have set that beast on you. I just want the pain to be worth it to her in the end." He sighed eyes downcast and empty as he tried to find the words to plead his case. He gave up. "I learned long ago that sometimes, in order to save a pony from a burning building, you have to let others burn. What ever god may be there, forgive me."

***

The Ponyville Hospital had returned to a state of near complete normalcy. The nurses and doctors choosing to ignore the operation they had done in the early parts of the morning. It wasn't usual for them to get anypony late at night except for maybe Berry Punch who would be lead in by one of or both of her two foals. They had never had a patient like that before, and they hoped they never would again.

Twistof Fate walked down the halls his cold unwelcoming glare and posture sending a very clear message. A message that the hospital staff and patients gladly respected, by avoiding him and staying out of his way. All but one pony seemed to respect the cold unfriendly atmosphere given off by the gray unicorn. The elderly Black unicorn beside him seemed more than willing to start a conversation with anyone, smiling and greeting each pony he passed. Much to Fate's annoyance.

The two of them arrived at 186. Cheerilee and Star Gazer both looked up at the two of them. as they walked through the doors into the hospital room. Their shock at seeing the Minister of Education walking into the room caused both of them to forget to shush them.

“Hello you two,” You two golden says with a smile his voice much louder than it should have been. Screw Ball begins to stir in the hospital bed.

“Ow, where am I?” She looked around the room. “I guess my house blowing up out of the blue wasn’t just a dream huh?” It took a moment for reality to return to the little pony who normally laughed in its face. “Then means. I’m getting a mom and dad!” She cheered and tried to sit up only to wince in pain.

“Screw Ball calm down a bit.” Both Cheerilee and Star Gazer said in unison helping the filly into a more comfortable and painless position. She grit her teeth as her parents to be helped her lay back down. "Are you okay?"

"I'm fine." Not even the sudden shot of pain could make this day bad.

"Yes your getting adopted, unless Ms. Cheerilee and Mr. Gazer here realize that this an impulse and they should stop now and actually think it though." Fate said coldly both teachers glared at him. "I assumed not." He sighed "I've brought the paperwork." He passed them the briefcase. "This will take a while plenty of time for you two to realize the responsibilities of raising a filly."

"Responsibilities that both are more than capable of meeting I assure you Twistof." Golden Comet walked over to Screw Ball. "My name is Golden Comet I'm their boss." He nodded at Cheerilee and Star Gazer. "Would you mind answering a couple of questions for me, and Twistof here."

"My name is Twistof Fate or Mr. Fate," the gray pony said in annoyance.

"Of course Twisty." Twistof Fate's eye twitched a little at the oblivious minister's comment. "I'm going to help Mr. Gazer and Ms. Cheerilee fill out the paper work in record time." He patted her on the head. "Oh and if I'm not mistaken I asked around town, and was told this was your hat, Ms. Screwball." He pulled out a propeller hat. The propeller was spinning in a nonexistent breeze.

"You mean Ms. Ball?" Cheerilee corrected.

"No the paper work is quite clear Screwball's name is one word not two," The administrator answered as Screwball hugged her propeller hat to her chest.

"You don't even know her name?" Cheerilee shot a death glare at the Foal Services pony.

"Minister Golden Comet sir. Why are you here?" Star Gazer asked as he put Screwball's propeller hat on her head.

"Oh well that is a simple answer now isn't it? Two of my teachers galloped straight into a burning building to rescue a filly, and now they're trying to adopt the poor orphan, and so I've come to give my add in helping move the wheels of bureaucracy as fast as they can go." Both of the teachers just stared at him. "Not buying it huh. Well I suppose there was an ulterior motive. You see Mrs. Whooves has promised to bake me a marzipan muffin, and I can't say no to marzipan or Mrs. Whooves. It's just not in my ability."

"And?" Screwball asked her eyes spinning at their usual pace now.

"Ah she's a quick one isn't she?" Golden pated her head. "Well yes there is one other reason that I'm here. You see I've heard rumors that all those annoying aristocrats are going to try to make more work for me. They want me to go annually to every school and do an evaluation, so I thought that if I got started now by the time the bill was passed I would already have finished for the year and can relax and do my usual work." Both teachers immediately lost they're color. "So I'll be teaching your classes tomorrow and the day after to see if your on course or not. Consider this a pop quiz."

"A pop quiz they're going to pass because Mr. Star Gazer and Ms. Cheerilee are the best teachers in all of equestria, and even the whole world."

"That's the go getter spirit I like to see."

"This is all very touching and so on, but we do have a lot of paper work to fill out, and interviews to give, so if you are finished can we get started?"

"Of course Twisty."

"I insist you call me Mr. Fate, Minister Golden Comet."

"Sure thing Twister. No let's get a look at that paper work shall we?" A white aura wrapped around the briefcase and brought it over to him. "Hm, yes this looks to be about the standard amount of paper work if we try hard, we should be finished by night fall." Golden immediately took over the entire adoption process leaving the Foal Services pony feeling like a fifth wheel. Which really was a good thing given that Changer had no idea how to actually do a lagediment adoption. Sometimes ponies made things so much harder than they needed to be. It was clear to him that Cheerilee and Star Gazer both loved Screwball and she loved the two of them back. Really what was the need for paperwork?

True to Golden Comet's words the whole process of adoption took the entire day. The process was both boring and tedious two words that Screwball had taken to mean nap time. Yet the every form and every sentence held her up most attention. If she was honest with herself the nearly ten hours of paper work were the most exciting and suspenseful hours of her life. Finally when it was over she passed out emotionally exhausted.

"I think that's the most attentive I've ever seen Screwball." Cheerilee stroked the sleeping filly's mane as Golden Comet walked Star Gazer through the last couple of papers. Since he and Cheerilee weren't married they both needed to fill out separate adoption forms.

"Of course it was, this is the most important thing to happen to her in her life to this point." Mr. Fate said as he walked up from the corner of the room. He had been so quite that Cheerilee had forgotten that he was even there. "And for her sake Ms. Cheerilee I hope that you and your stallion coworker know what you've just agreed to, and all that it entails." The harshness and coldness that she had come to expect in his voice was all, but gone leaving in their place a genuine concern for the sleeping filly that five minutes ago had become her daughter. Well not yet it would take three months for the papers to be filed, and inquiries to be made, but until any reason could be found that she shouldn't be the filly's mother she was in the eyes of the law the de facto mother of Screwball and Screwball was her de facto daughter.

"I know exactly what I've done, and I've never been happier or more sure that this was the right thing, in all my life." Cheerilee answered as she stroked the filly's no her filly's mane.

Author's Note

I think that's a good place to leave off for right now Finally I was working on this thing off and on for the past two months and now it is finally fini. Yeah YEA! (woop!) So to those who it may concern what do you think?

High Paladin Black Wings

Two figures make their way up the pass at Rambling Rock Ridge. One of them was a simple Changeling. He looked at the ground to avoid looking at the other creature that was at his side. The other creature was easily taller than him and walked on two legs instead of four. It was hidden under a brown burlap cloak. The hood blocked its face.

"Changer hungry," the changeling said.

"I told you, you should have gotten something to eat at Zecora's." It looked behind it past the river lay the ruined castle of the two sisters. "That was about two hours ago, completely your fault."

"Would you give Changer some please?"

"Do I look like Derpy?" The changeling shook its head. "Do I sound like Ditzy?"

"No."

"Am I married to the most filthy disgusting thing in this universe; other than myself of course."

"No."

"Then why are you bothering me for food?"

"Who were you talking about?"

"Doctor Whooves, who else."

"Changer is hungry"

"Ugh. Listen Derp will be there. You can have your feel when we get there, so won't you please just shut it."

"Changer thinks we not on time." The Changeling looked up to the sun that was blazing over head. "Black Wings won't like us because we always off time." He looked to his partner. "You not like the griffon."

"That's right and the fact that I can ruffle his feathers is an added bonus." After half an hour of tracking through narrow passes the two of them arrived at a dead end. "Celestia and Luna hold the sky. Sun and moon shall turn to black. And after there is no going back. For an hour both day and night. For an hour neither gives their light." The stones crumbled away to reveal a small cavern. "Is it me or is the password redundant?"

"Changer not know that word."

"Forget it."

"Okay." The two of them continued their walk in silence. The cavern echoed with the changelings hoof steps, as well as the thousands of water drops falling from the cave ceiling. The furthest wall was covered with key holes. The changeling looked to his partner,

"I said the password you can do the locks." Changer nodded and began focusing his magic on the rocks around the keyholes. One by one they began to disappear. After the final keyhole faded away the wall crumbled. The cave walls echoed the chaotic argument.

"I will not ally myself with such a creature," a buffalo yelled at a brown earth pony with an hour glass cutie mark.

"We don't have a choice at the moment," A red scaled dragon with black spikes snapped at a gray minotaur.

"I will not tolerate a chaos spawn as a knight," A golden griffon with black wings shouted at a blue diamond dog.

"Not a good sign when it's this bad before I even show up, is it Changer," the cloaked phantasm said to the changeling.

"Changer's tummy hurts."

"Ugh, Derpy is over there next to that thing. Go over there and get a quick snack." Changer quickly makes his way over to the corner of the large, loud, and chaotic meeting hall. "Hello," the specter whispered its voice amplifying in each creatures head. The arguments end instantly, and all eyes shift to the entrance.

"I see that you finally decided to show up," The golden griffon with the black wings said.

"It's such a nice day to walk." The specter makes its way through the room. "Though it seems like there was no need for me to be here today. Since you're all fighting without me. I want to know who or what could sew such strife amongst our members?"

"We've been at an impasse, but with you here all three High Paladins are now assembled, yours will be the tie breaking vote." An old and withered unicorn slowly takes his place next to Black Wings. His fur is black as night his mane and tail white as the stars and moon. His mark were two scrolls one unrolled the other sealed.

"I can accept that Golden Comet."

"I hate being the peace keeper, but what am I voting on?

"We have been debating whether the chaos spawn known as Screw Ball should be inducted into the Order." Golden Comet lets out a small cough. "It seems that it has proven a point of strong disagreement. So now we the High Paladins shall decide on the Order's course."

"Will the Order concede to the judgement of the High Paladins?" The gold and black griffon asked, every head in the room nods in acceptance.

"I don't care for pretentious ceremony. I vote that the chaos spawn be admitted under one condition." Black Wing's face soured.

"What?"

"I hold the right to the initiation test."

"A fair compromise your tests seem to always be the hardest."

"So long as you don't hold back." Black Wing stares at the cloaked phantom. A white smile appears in the blank, black void under the hood.

***

Cheerilee walked around her class room. every filly and colt in the room focused on the paper in front of them. Even Screw Ball was at least drawing on the test. Cheerilee sighed as she watched Screw Ball doodle. She slowly made her way over to the young earth filly's desk. She froze when she looked over at her paper. She had drawn a near flawless rendering of Celestia fighting Nightmare Moon, complete with captions. She nearly jumped when the bell sounded. Cheerilee made her way quickly back to her desk to take the exams. "Screw Ball I would like to." She looked up. "Where did Screw Ball go."

"She already left Ms.Cheerilee" A White colt said as he puts his paper on the desk.

"Thank you Candle Light."

The rest of the day passed by quickly, and before long the bell sounded for the last class of the day. Once the last student made her way out of the small school house, Cheerilee sat down at her desk and sighed. "I really wish that she would focus more on class." She said as she shifts through the papers. "What the?" Cheerilee jumps as she catches movement in the corner of her sight. "I could have sworn that it just moved. You know looking at it up close it really is well done. Not conventional but still I suppose I should give her some credit. I wish that she would apply this amount of effort to actually writing her essays. I think a coincidental meeting may be in order." She opened the school house door and nearly screamed as she bumped into the strangest pony she'd ever seen. "I'm sorry sir, but what are you doing here?" she asked trying to catch her breath. "And why are you in that cloak?"

"I'm sorry I was going to walk a comrade's filly home but it would seem that Dinky has already left. Pity." He looked down at the ground. "That is quite the picture you've got there. The decent of Luna to Nightmare Moon?"

"Yes one of my students did it." Cheerilee looked around something seemed off about this stallion. "How do you know Mr. and Mrs. Whooves exactly?"

"Hm?" The stallion continued to look at the picture. "Which of your students did this one?"

"I'm not at liberty to give student information away to strangers. Now how do you know Dinky's parents?"

"Such a shame oh well tell Dinky her deranged uncle stopped by will you, thanks Ms.Book Reports."

"My name is Cheerilee."

"Sure it is." He didn't even bother to look back. Some distance away he stopped by a tree which he started talking to. A bird flew away, and he gave a wave to the school pony and left.

"Deranged and rude." Cheerilee muttered as she picked up Screw Ball's essay. "I should probably get some shopping done before I visit just in case I need a reason to leave." Cheerilee said as she made her way into the ponyville market. After that detour Cheerilee made her way to Screwball's home which was far on the outskirts of town.

The house was very unimpressive, looking like every other house in the small hamlet. But on the inside things were much more chaotic. The furniture was scattered throughout the house armchairs were not limited to the floor. The refrigerator was on the living room ceiling, there was an inn table on the kitchen wall. there was even an arm chair floating halfway in the floating pool between the second and third floors. Screw Ball grabbed the fire pole on the second floor slid up to the third floor, stopping at the living room on the first floor for a quick hot coffee from the refrigerator. She was about to dive into the pool when somepony knocked at the front door.

Author's Note

Yep, I'm trying to work on my action and setting writing which has plagued me throughout my CW class last semester. Sorry that it seems confused to be honest Dinky's uncle is the only deranged fellow here. Let me know what needs improving I'm always open for criticism but there is a catch. You have to give at least one positive and negative, or thing that needs improvement. Hopefully I will improve by the time this one is done.