Foxes of War

I yawned as I got up. “Uhg, time for a tea party with Fluttershy and her friend...hopefully it’s good tea.” I groaned.

It's not that I didn’t like Fluttershy, but I just didn’t like tea, I was more of a Coffee person. Getting clothes on and grabbing my bone knife, I was set to go out. Well, at least for a few hours, and most of the animals, besides this one Manticore, left me alone now.

“Four months. I don’t think I’m going home, and this place is just starting to feel like home anyways.” I muttered, before leaving my house, spotting Zecora gathering herbs nearby. She waved at me as I waved back.

“Hello there, Marian. I Trust you are Well?” She asked me.

“Yes, going to meet Fluttershy. She’s been curious about the Forest.” I chuckled. “Also I’m putting up more fencing for my trail to the edge of forest.”

“Ah, then I Wish you safe travels. Also, be warned of her friend with the Rainbow Mane.”

“Hot-headed?” I asked as Zecora nodded.

“Indeed.” Zecora said. “She believes herself to be best, but misses her own shortcomings.” She told me.

“Okay, I’ll watch out.” I chuckled before over to the little clearing Fluttershy had near a ruined house. She had a bear friend that kept the smaller preds away.

“Oh, Hello Marian.” the yellow furred, Well endowed pegasus in a blue sundress asked me, her voice sweet and Soft. “How are you today?”

“Good, just got up...is that Coffee?” I asked.

“Yes, thought you might like it over tea, since last time I saw you, while you like it, Tea didn’t Seem to be your favorite drink.” She explained.

“Don’t have to tell me twice on that!” I chuckled, sitting down on the blanket she provided as she poured me a cup of Coffee. “So what have you been up to, I know you’re teaching birds to be band.”

“Oh yes, and they are quite good, though Ardent was… a teensy whincy off key.” She said.

“He’ll get it, I know a group of frogs that actually sing very well. I make sure not to hunt them.” I told her.

“Okay.” She said, as she poured tea for the bear. “So how have you been?”

“Good, got better at forging, and even learned a trick with my bow!” I exclaimed. “I’m even making a path for me and Zecora to use without having to keep our guard up all the time. We’ll be able to move from the central ruins to the edge and maybe able for visit Ponyville.”

“That's good.” Fluttershy said, as she passed out biscuits and cookies.

“So, I heard about a friend of yours? Rainbow hair?” I questioned, taking some cookies.

“Oh, Rainbow Dash. She's a good friend, but can be a little…” She began to say before a cyan blur slammed into me and I started getting punched in the face.

“Hey! Get off!” I yelled in pain, reaching for my knife.

“RAINBOW!” Fluttershy yelped. “What are you doing!?”

“Saving you from a monster!” Rainbow yelled. “I saw her turning into something when I flew over the forest one night!”

“I KNOW THAT!” Fluttershy snarled, way too much like how I would if my inner beast was rearing its head. Rainbow Dash squeaked, she Actually squeaked as she locked up with a terrified expression. “GET OFF HER RIGHT NOW!!”

Rainbow did as told, afraid and complete confused. “Flutters?”

“Tell her You're sorry.” She stated, her eyes sharp.

“I’m Sorry.” Rainbow mewled.

“Accepted.” I said, before looking to Fluttershy. “Lycanthropy as well? Local pack leader?”

“I…” Fluttershy whined, looking away.

“Hey, leave Flutters alone! She’s nothing like you!” Rainbow yelled.

“I doubt that.” I huffed, rolling my eye. “Do you know of Hircine?” I asked Fluttershy. “He has a shrine here in the forest.”

She flinched at that, though I saw her tail going between her Legs, which was not Pony behavior.

“Look, I won’t attack you, nor would I harm you. You’re my friend.” I told her.

“O… Okay.” She mewled softly.

“So, you kept the beast hidden from your friend?” I asked, grabbing my Coffee and taking a sip.

“Yes.” Fluttershy said as Rainbow looked even more confused.

“What type?” I asked.

“Bear...you?” She stated.

“Wolf.” I said.

“What are you talking about!” Rainbow yelled.

“Something personal, and we both would rather not have you screaming at us in terror, so drop it.” I told the blue mare sipping my coffee. “Nice to meet an actual Were.”

“Well, we already met. I had my suspicions, but…” She mewled.

“I’m not looking to take over you territory, I’m fine with the Everfree.” I told her.

“Seeing as you’re an alpha, that’s very kind.” She told me.

“Okay, what's with all the talk of ‘Where!?’” Rainbow growled.

“Okay, fine.” I said before letting my beast out, I figure Fluttershy could control me if I rampaged.

Rainbow stared, a strong scent of urine coming from her crotch.

“This is,” I snarled as I spread my legs out, my height reaching nine feet easily, and my muscle mass doubling, “Is what we’re talking about.”

Rainbow squeaked, sounding utterly frightened. It was kinda hilarious to see Rainbow Dash sound or emote like Fluttershy.

“Now will you calm down and stop acting like a brash child.” I huffed, sitting down and gently picking up my Coffee, lapping at it. She bobbed her head stiffly with a wide-eyed look.

I heard a giggle, making me look at Fluttershy, who was tittering softly. “Hee, Sorry, just… Find it ironic.” She giggled.

“That you’re not the shy one for once?” I chuckled as I ruffled my fur a bit. “I swear I have fleas.”

“Oh, yes. Those are pretty annoying.” She said, digging into her bag and taking out a Bottle that looked like it held Talcum powder. “Here, I normally use this for my animals as well as myself.” She told me.

“Thanks. Been itching for weeks.” I huffed, taking it and putting it in my bag. “Any tips on getting a weirdly horny Manticore off my back?”

“What do you mean?” Fluttershy asked. “They normally Run whenever they see me.” Harry just grunted, making her give him a look. “Yes, I know I violently mauled that One, but he was being pushy!”

“I think it’s the one that tried...well…” I said before explaining my first moments in the forest.

Rainbow just stared, her wings spread, but her eyes shrunken in fear at how close I was to being raped… But Fluttershy was… Well… She was growling and changing already, her fur getting shaggy and darkening to a dark gold brown.

“Eh, he’s a pest at most for me.” I told her. “But if you think I should kill him, Okay.”

“Has he… Tried any further?” Fluttershy growled, her form that of a Dark gold Werebear with her eyes.

“He’s made advances.” I huffed. “Mostly flaunting his balls in my face when I’m out hunting.”

“Maybe throw Poison Joke at him.” Fluttershy said. “I got in that once. Harry couldn't stop hugging me.” She huffed.

“Hey is Harry…?” I questioned as the bear cooed.

“He's the Bear.” She said. “And it was because I was turned into a cub. I think Poison Joke takes what you say or think and warps it into the opposite… And since that Manticore loves flaunting his manhood at you…”

“Where the hell was this Fluttershy when we were in Flight School?” Rainbow Dash asked, her expression One of Stupefied Shock.

“Oh, that kinda appeared after I was brought to Hircine's Shrine.” She shrugged, scratching behind her ears.

“Well he’s actually right behind you, taking a piss.” I said, pointing to the bushes. The damn Manticore was looking around as it pissed and wiggled it’s butt at us.

“Oh.” Fluttershy said, before taking a Vial out and throwing it at the Manticore, the vial exploding into a blue mist. “Good thing we're upwind.” Fluttershy remarked as the Manticore yowled.

“Yeah.” I said as the guy ran away. “So it’ll happen after it’s sleeps?”

“Nah. Just give it an hour. That was Pure Poison Joke Extract. It's not merely the Pollen.” She said.

“Use that as a weapon often?” I asked with chuckled, clawing the ground a bit, the itch to hunt growing.

“More than I would like to admit. It's not just animals like Manticores. I may have made it for an Anti Manticore deterrent, but I had to use it on Ponies too.” She sighed. “It's a good thing Zecora was able to figure out how to create an enhanced antidote too.”

“Nice. I’m friends with that Zebra.” I chuckled. “But really, I just hope that fucker stops.” I snarled.

“Oh it will. That thing clearly wanted to mate you… And honestly, Poison Joke likes making opposites.” Fluttershy snickered.

“Well, I need to cut this short...my beast is…” I growled hard, drool running down my mouth as I glanced at Rainbow.

“it's fine. To be honest, I was getting itchy myself.” Fluttershy giggled, licking her chops.

“Ah...why are you both looking at me…” Rainbow mewled.

“I’m under control.” Fluttershy giggled, “But I don’t think our friend here has dominated her beast yet.”

“Oh.” Rainbow mewled, before she squealed as Fluttershy ripped her short-shorts off, showing she was wearing frilly pink panties.

“Hmm, still the same cute panties, Rainbow?” She giggled.

“Ah...that’s not the Itch I was talking about.” I muttered in a little shocked as my belly gurgled.

“I know. Just wanted a little Payback for her ramming you.” She giggled as she bounded off. “You coming Marian?” She asked, Rainbow’s Shorts in her mouth.

“Yeah, let’s hunt.” I snarled before running after her, letting my beast take control as I targeted a deer nearby. “Five of those should do.”

“Yep.” She said, throwing the shorts at One of the deer, then pounced on it while it was surprised, snapping its neck in a swipe of her claws!

I targeted another, my jaw going around its neck as the herd bounded off. The fawn screamed and yelled as I bit down and suffocated it with it’s own blood. I let go once it stopped moved and started tearing into the carcass.

I heard the crunching of Bone, and two more deer cries, before I looked up to see Fluttershy dragging in two more Deer, both dead. It was kinda scary to see how… Surgical those kills were. She dropped me One and started tearing into the other. “Marian, Fawn are a bad idea. Too little meat.” She said.

“Still learning. And I wouldn’t want a buck or they can’t breed.” I commented. “Females are best as far as I’m concerned.”

“Well, just watch the herd. Too many bucks means you need to thin them out slightly.” She said. “I made the same mistake you did, targeting only does. Starved myself for a month before I learned.”

“Ah, mind teaching me?” I asked as I finished the fawn and moved onto the deer she gave me.

“Sure thing, Marian.” She crooned.

The snap of a twig made us look to see a Manticore with more… Effeminate features prowl in. It gave us a look at it Ground it's butt on a tree. “Ah, the effects were quicker than usual.” Fluttershy remarked.

“Heh, he’s a she now?” I questioned.

“Yes. And the normal cure won't work.” Fluttershy chirped. “Too Weak to negate it.” She licked her chops as she chomped on her deer.

“Heh, well maybe it will leave me alone now.” I said ripping a leg off. “You think Rainbow will start a lynching?”

“And lose one of her few friends? The only other ones she has is her Rival Applejack, who would try to drown her by accident, and Pinkie Pie, who is annoying at certain times of the day.” Fluttershy huffed. “Not to mention that she has no Excuse. I stay out of Ponyville when my shifts come around.”

A Mewl made us look to see the Manticore crawling to us, rubbing her ass on the forest floor.

“Okay, what does she want?” I asked, before ripping the heart out of the deer and mowing on it.

“Protection. She's in heat, and is attracting other males. She won't Last Five minutes.” Fluttershy sighed.

“Great, so leave her, have horny males roaming again, take her, they come to my fucking house.” I growled.

“Yes, but I guess it's more how you feel. I mean, I left One in such a state.” She shuddered. “She was an empty-eyed wreck when they were done.”

The Manticore gave a terrified Mewl at what she heard, regret in her eyes.

“Eh, fuck it.” I said finishing before grabbing the beast and tossing over my shoulder. “I have a small house next to mine I can stuff her in with Stun Traps around it.”

“So One way or another, she's in the Dog House?” Fluttershy giggled.

“Pretty much. This hunt is a waste with her now. The males will just interrupt it and fuck the female… Hate it when they’re full of seed.” I said with a disgusted face.

“Yes. A shame Manticore females are So rare thanks to them inbreeding.” Fluttershy sighed. I nodded before we both headed to my home. The day was not going too good for fence making with horny males around.

Time Skip: six months.

I had spent the next six months with Fluttershy, learning to control my Inner Beast. The fact that I had an Alpha Beast meant that even with Fluttershy being a werebear, I was bigger and faster. It all made hunting easier when I could change.

Not that I did it everyday, I would save the change for last resort against larger beasts.

Of course, the Manticores were getting rather… Pissy. Then again, I probably had One of few viable females for miles, perhaps. Got worse when they found out my gender, and started acting pretty close to what my ‘pet’ Manticore acted when she was male.

“Piss off!” I roared at one as I charged it with my bow. “Or I’ll castrate you!”

It ran off with a yowl. I grumbled at it as it left. Fluttershy had given me a few vials of the Poison Joke extract, and the results for some were pretty similar. However, I quickly ran out, but it had bought me a month of break.

“So, got most of the fence done...just need to do the wards on it. Dammit, need a Unicorn for that. Wonder if Fluttershy knows one...could ask Steven. He’s proficient in Magic.” I muttered to myself as I looked the fence through the forest over. It lead from my manor to Zecora, Steven’s, the Bathhouse, the Keep, and lastly the forest edge leading to Ponyville.

I heard a purr, my ‘Pet’ padding up and nuzzling me affectionately.

“Hello Silva, having good day?” I asked as I looked down to her. Was still ticked about her...behavior as a male, but she’s grown on me.

She nuzzled me, purring softly. I nodded as I rubbed her cheek and flank, making her rumble.

“Well, I’ll go see Fluttershy. See if she can help with a fence.” I muttered.

Silva nuzzled me, before walking off with a sway of her hips.

“Weird animal.” I sighed before walking to Ponyville. Walking down the path, I found myself encountering a group of stallions. What were they…

“Hey there little lady, what you doing all the way out here in the forest by yourself?” The leader asked.

“After all, a pretty young thing may need some… Protection.” The next One said.

“I’m fine.” I said going to move around them. They stepped to block my way, making me wary.

“Aw C'mon, it's not like we ain't gonna hurt ya~,” the third One said before he grabbed my hem and lifted it.

“Hey, back off!” I yelled punching him. He avoided it, a smug grin on His face.

“Oh, Fiesty, me likey.” he grinned, grabbing my wrist.

“Hey!” I yelled before grabbing my knife with my other hand and going for a stab.

He grabbed it, took it out of my grip and slashed at me, making me scream as my Eye flared in pain! “Ye think yer good? Ye need better skills to get the Drop on Ol’ Barty!” He laughed as he tore my dress!

I snarled as he tugged at my arm and the others surrounded me. “You better let me go!”

“Or Wot?” One asked, squeezing my ass as the leader slipped a Hand to my sacred spot, starting to insert a digit into my panties. I snarled as started letting my beast take over. The Leader smirked, before he started to shift, to my shock.

“Ya think yer the only One? I had This for years, Girlie, but I guess, I’m gonna break you in~” he grinned, wiggling his bigger digit in me. “Sorry Boys, not today~” He chuckled.

“Get off me!” I yelled as I got bigger than him, but my...predicament was not great for fighting right now. “I’ll fucking kill you, welp!”

He grabbed my throat, pinning me as spots danced in my vision.

“Want us to get to the Keep while you have your fun? None of us are able to take on a werewolf like you. Let alone get near her pus.” One stallion said getting their gear.

“Sure.” he shrugged, as I found it hard to focus. “What's wrong, girlie, can't focus? Trust me, Just cuz yall Big, Don't mean, Invincible~” He huffed. “Yall need a wakeup call~” he purred as he put himself on me.

“Get off!” I snarled bucking.

“Oh yes, get me warmed up~” He purred, as I realized his cock was out and my bucking was exciting him.

“No you fucking welp!” I snarled as I tried slashing at him, trying to use my better strength. He twisted my arm with a *CRACK!*, making me Scream.

“Yer the welp, sweetcheeks, relying purely on Strength and Size.” He huffed, biting my neck that his Hand didn't cover. I snarled and thrashed as I decided to kick at his balls. I quickly found those were unable to be Hit, as he had put himself between my Legs.

“You fucker! GET OFF!” I roared, my mind raging.

“Bleh,” he said, sticking his tongue out as his cock throbbed on my abs. “Oh, nice and ready~”

“NO!” I Roared, going for his throat. I missed. He was shorter, and I was close to passing out. “Get...off!” I snarled, trying to breath as he chuckled at me.

“Ah, to break the arrogant bigger she-werewolf~” he purred, his tip pressing my pussy.

“No!” I snarled still fighting as my eye blurred. “Help!”

“Don't bother, Snarl and Howl, no one will come~” he huffed.

“Help!” I yelled again, hoping Steven might hear me.

“Hmmm~,” He said, pushing with agonizing slowness.

“Steven! Help! Please!” I cried out as felt the fleshy rod spread me. “Silva! Zecora!”

There was a shattering sound, followed by a roar as Silva rammed into the Werewolf, pushing him off me! “Fuck! Broke the Ward!” he yelped.

I snarled at him as I got up. My arm was already starting to heal without the pressure on it, But I was out of the game.

“Fucking thing!” he Roared, kicking her in the pussy! She yowled in pain, before taking flight and spitting something onto him as she whacked him with her tail.

“Yeah! Get him Silva!” I yelled, nursing my arm. The Bandit leader snarled, before the object broke, dowsing him in a familiar blue cloud.

“Gah! What the Fuck!?” he yelped, flailing around, trying to get the stuff off as much of it was on His face. I noted his dick was shrinking, did he focus on His masculinity that much? Wait, there are the rest. “What is Fucking going on!?”

“Ha!” I yelled before leaning on my fence to try and rest. “Pure Poison Joke extract!” I chuckled at him as Silva came to guard me, wrapping her tail around me. “And My missing Last vial too.” I muttered.

“What!?” the Werewolf shrieked, his voice changing too. Now that I thought about it, his features were changing too.

“Looks like your gang will have a different girl to play with.” I chuckled as my arm knitted itself and a white stag walked into the clearing.

“What!?” the werewolf screamed, her back stooped from the weight of her breasts. “S-so h-heavy.” She strained out as her tail covered her crotch.

“Yeah.” I said flatly. She whined as her DD-Cup Breasts juggled from the weight. “Still proud of trying to rape me?” I asked as I got up, my arm almost healed.

“I… I…” She whimpered. Was she shrinking too? Now that I noticed, she sounded young too.

“Now, unless you want to get the treatment you just gave me, you are going to listen to me and do as I say, welp.” I snarled, my teeth bared and claws on my good arm wrapped around her neck.

“I… Okay.” She sniffled, her Legs and tail damp from peeing herself.

“Good, now we’re going to get to Flutters. And we’re going to let Steven have his fun hunting your friends. Bandits don’t last long here.” I snarled, tugging the whelp towards the werebear’s cottage.

She sniffled all the way as her Body stabilized at thirteen years, which also made her look odd, as she was curvy with a Large Rack.

“I’m going to have to take care of a whelp barely a year older then me...if my suggestion doesn’t go through.” I sighed as I walked up to the door to Fluttershy’s cottage. I stopped in front of the door and knocked, hopping I wasn’t seen in my beast form.

“Hello Marian, is… Um, who is the whelp?” She asked.

“Leader of a group of rapist bandits. Silva got him off and hit him with the Extract.” I told her.

“...I need to get my Crop.” She said. “Excuse me.”

“Please don't!” The whelp cried, trying to break out of my grasp.

“She’s not fighting me. Besides, if I left her to her ‘friends’, I’m sure the new leader would have gladly tied her up and used her.” I told Fluttershy. “I don’t think punishing her is needed.”

“...Okay, but I have my eyes on you, Whelping.” She told her.

“Well, good, because I was hoping you could take her.” I suggested. “I’m physically younger than her...for another few months at least.”

“Well, she hasn't stopped shifting. Another minute, and she maybe Eleven years old.” Fluttershy said. “It has slowed, So she would not de-age any further.”

“Well then, anyway to make the rack smaller? It’s not exactly good for her back.” I said.

“No.” Fluttershy sighed. “It has shrunk a bit Though. It's not a DD-Cup anymore.” She said. “A B-Cup is unnatural for an Eleven year old, but it's better than something bigger.”

“Yeah, anyway, what should I do?” I asked, walking in, ignoring her bunny’s disapproval.

“Well, I know I am not taking her in.” Fluttershy sighed. “And it's not just Because she was once a Bandit rapist.” She added.

“Why not?” I asked sitting down, my blood lust was just now calming down.

“Mostly because of my home.” She said, waving a hand around, showing how… cramped it was.

“Right...great.” I sighed. “Well, I guess I have a whelp to take care of.”

“I’m Sorry, Marian.” She said, hugging me.

“Well, I’ll let the blood lust stop before heading home.” I sighed. “Steven should be finished with her buddies. Got any info on raising a kid?”

“A Little. But not much. Mostly Animal Babies who lost their parents, or were… Orphaned.” She said. “And I have some, not much, but I hope it helps.” She said, walking to her Room and coming out with some notes, handwritten ones.

“Thanks. Gaia and Zecora will help me, that much I know.” I sighed.

“Gaia seems to be like a mother to you.” Flutters chuckled as the welp looked confused.

“Mentor really.” I chuckled uneasily.

“You can still consider her a mother figure.” She giggled, before turning serious. “Oh, and don't be too harsh. You may drive her,” She nods to the whelp. “Back to what she used to be.” She said.

“Oh, wouldn’t really want that.” I sighed. “What is your name anyway?” I asked the welp.

“Varnis.” She sniffled.

“A Decent Name, Varnis.” Fluttershy said, before looking her over. “You need a Dress?”

“I...yes.” She mewled as I leaned in the chair.

“How big am I going to be when my normal body is fully grown? I’m already nine feet tall.” I said looking at my were body.

“Maybe Ten to Twelve Feet.” Fluttershy said. “Varnis, what does your name mean?” She asked the whelp.

“Gorger.” She told us.

“Your name meant ‘Greedy?’” Fluttershy asked.

“Yes.” She mewled.

“You were a bandit.” I sighed.

“Why that name?” Fluttershy asked.

“I don’t know. My parents were bandits and their parents.” She told us.

“A Family of Bandits. So that means you need a new name, if you would like.” the werebear said as she passed the whelp a green sundress. “Sweetie Belle had a spare she didn't want.” Fluttershy explained as the Whelp put it on.

“How about Shade?” I suggested. “Means shadow.”

“I...okay.” She mewled.

“Alright, your Shade.” I said. “Let's head get some food after this. Also Fluttershy do you know a unicorn that can make wards for the fencing?”

“There is One, but you would have to be wary of her. She's kinda…” Fluttershy looked away at that. “...Difficult.”

“How so?” I asked as a white unicorn just barged into Fluttershy’s home, luckily I was out of my were body, along with Shade… Who was still a wolf, just less shaggy. Eh? “Who are you?”

“Oh, Fluttershy, I didn’t think you would have guests. Hello, my name is Rarity, and honestly, you two need a better clothing.” She told us looking us over.

“That's kinda Why.” Fluttershy stage-whispered to me.

“Oh.” I sighed. “Hey, yeah. I don’t have much of a wardrobe. Anyway, would you happen to know any wards to scare off animals?”

“Oh a few. Got any Gems, mine don't Work that Well without a Gem-based Focus.” She said.

“Would an abandoned Treasury of a Keep work?” I suggested. “All the gold’s gone, but the gems had been left.”

“Oh, that can Work, but I also have to check the quality too. Standards may not have been as good back Then compared to now.” She said.

“Okay, just don’t mind any blood,” I told her as we got up. “So what sort of dresses do you make?”

“Oh, the usual sort, All kinds, ranging from Gala dresses to Basic BDUs for the Ladies and Gents in war.” She said. “And honestly, as long as it doesn't get on me, I should be fine.”

“That’s cool. I can actually make armor with my forge at the Manor.” I told her was we moved on.

“Fascinating. Maybe we can share notes?” Rarity asked, her walk kinda shifting.

“Yeah, okay,” I said as got to the forest. “Watch out for male Manticore.”

“Ah yes, I heard of those. Lyra and Screwball were never the same after their encounter.” Rarity said, shuddering. “I doubt my Gem Summoning and whatever Martial Arts I learned would help.”

“Well, we should be safe once we get to the Keep.” I explained as we started walking through the forest. “Well, like the walk?” I asked the Mare as Shade stayed close to me.

“It’s dirty, but I can deal with it.” She told me.

I shook my head and looked over to Shade.

“I’m fine...though I think I’m forgetting things.” She mewled uneasily.

“Might be from how your body and mind has changed.” I sighed.

“Oh Dear.” Rarity said, petting her head. “I hope they weren't important memories. A-Minds a Dreadful thing to lose.”

“Bandit leader that just tried to rape me?” I asked Rarity. “I’m being merciful right now.”

“...Ah.” She said, pulling her Hand back as if Scalded, making Shade whine.

“If her memories of her old life are fading...hopefully not all of them, or I’ll have to truly raise a kid, then she’s becoming someone new.” I sighed. “And right now she does need support.”

“I see.” Rarity sighed. “Well, it seems we Are… Here.” She trailed off at the sight of my home.

“Yes?” I asked her as I walked into my Manor, Silva perking up from her meal. “Is something wrong?”

“I… Never expected something like This. Maybe a Hut with a garden, but not… This!” She said.

“We’re in the ruins of a massive city. The whole Everfree grew around it. I just found an intact dwelling.” I explained sitting in my makeshift chair.

“I… I know, but, I figured that most of it Would have crumbled to Dust and rot!” She gasped. “It's been almost a Thousand years since it fell!”

“Steven said a lot of the Old Magic was used to build these buildings. Unsure what he meant, but he said some of the bigger buildings have kept their stronger wards, like the Keep, the Bathhouse, and the Chapel.” I explained. “My home just got lucky to not be hit by a...what did he call...I think he said Battle Magic?”

“Oh. Well, I suppose So.” She said, walking up to it, then looking at Silva. “Uh, she's not going to eat me, is she?”

“No, she won’t, if she wants to stay under my roof,” I said eyeing the Manticore, who mewled softly.

“Ah, lovely.” Rarity chuckled. “Male Manticore doused with Poison Joke Extract?” She asked.

“Yes, Fluttershy?” I questioned.

“Indeed. She accidentally doused me by accident. I ended up turning into a an Earth Pony Stallion… And that was the reason Why Zecora made the Enhanced Cure.” Rarity chuckled with a blush.

“Yeah, I wondered why she had that.” I chuckled. “And by the blush, you didn’t get naughty as a stallion did you?” I chuckled.

“I… Kinda Caught Applejack’s Eye. I was… Incredibly buff as a Stallion, and rather… Hung.” She awkwardly said.

“I’m not going to hear from this Applejack about a baby daddy that just slept with her and ran?” I chuckled. “Joke by the way.”

“Uhhhh…” Rarity averted her eyes at that.

“Wait for what?! I was really joking!” I explained as Shade looked between us.

“Look, I was kinda drunk because I was so embarrassed and shocked at what I became, and I awoke in Applejack’s bed, finding I plowed her raw!” She whined.

“Okay, calm down….she didn’t get...I mean...well…” I said as some of my fears came to mind with my new body.

“She did.” Rarity groaned. “I didn’t have my Unicorn powers, so I couldn't use a Morning After Spell, and I was rather freaked out. Honestly, I am just glad Applejack was willing to let it go… Especially since she was the One who dragged me to bed while being sober.” Rarity muttered with a sour look, but I heard it.

“Okay, I want to punch her in the face.” I groaned.

“It's Fine. Fluttershy stared her down when she found out. Never saw Applejack that scared in her life!” She giggled.

“Well, at least it worked out...I mean, the kid’s fine right?” I asked.

“They are. Applejack had Twins. Big Mac was never happier to be an Uncle, though Apple Bloom wouldn't stop running around in circles, freaking out about how ‘Ah am too Young ta be an Aunteh’!” She said, mimicking a little girl with a Country accent.

“Well, that’s good.” I said. “Shade, there’s a room on the second floor, the small one. Take it, I’ll get a bed going soon. I have a chair in there. Don’t leave the house, the forest is not safe to play in yet.”

“Okay!” Shade said, jogging off.

“Hmm, she's becoming more like a little Girl by the minute. Doesn't Seem to make her too young Though.” Rarity said as she looked over an old painting, or at least the frame.

“I guess, I need to show you the gems right?” I asked.

“Yes. There should be some quality types in there. My Natural Magic is pretty useful for sorting through gems and examining their quality even while in the rock. Applejack remarked I should have been a miner, but you know me and dirt.” She shrugged.

“Eh, I was never an outdoorsman before a year ago.” I chuckled before leading her out. “Just hope Steven is finished with the Bandits.”

I heard a faint roar, followed by an explosion. “I suppose that is him getting Mad?” Rarity asked.

“Yeah. sounds like they’re in the Tomb?” I said, looking down at the moat.

“The Tomb of the Boogieman?” Rarity asked.

“No, the Slayer,” I told her.

“Oh, no it was first to seal a being known as the Boogieman, a very powerful demon, about twenty thousand years ago.” She explained. “Some struggle in hell about power, this was just after The Slayer’s first sealing into a Tomb located in what is now Tartarus. I have a friend who works in the prison.”

“Uh...okay...wow. Didn’t think you would know that much about hell.” I stated.

“My friend gets pretty chatty when he comes up for a new outfit or a special Order for new armor or a fancy suit.” She shrugged. “He gets bored standing still for too Long.”

“Ah, that explains it. I had a similar habit when I worked.” I told her as we walked through the keep, finding a few corpses.

“Who were these?” Rarity asked, poking One with a polearm she nicked from a suit.

“The Bandits Shade was leading. They were going to take over the keep and maybe bother Ponyville. Bandits always seem to show up in wars.” I stated.

“I see. Hey, he has a revolver.” She said, pulling it out from under him, opening it to reveal it was a top-break. “Oh, the poor Dear.” She sighed, running a hand along the barrel.

“Like guns?” I asked as I came to the treasury. I opened the door and showed mounds of jewels. Not big, but large enough to be a small fortune.

“A Little. But it's more the former owner of the Gun. The Murder Model-1915 MK1Am Revolver is a standard issue Gun of Females in the Canterlot royal army, chambered in 38 Caliber bullets to reduce the kick that the Semi-automatic Murder .50AE handgun has.” She said. “They aren't sold to Civilians. For them to have One…”

“They’re deserters then,” I said as we walked into the room.

“No. They all have MK1Ams. Female only. If they deserted, they would have Murder .50s.” Rarity said. “They must have surprised an all-female platoon and taken their guns after breaking them.”

“Well, they did try breaking me.” I sighed, picking up a gem and tossing it at her.

“Yes. Hmm.” She said as she grabbed it in a glow of magic. “Decent enough quality for an anchor rune, but we better check the rest. Hopefully, I won’t have to break anything like Last time.” She huffed as she grabbed more and looked them over.

“Well, it’ll take a few months, so want to work out a deal for doing all this? I can hunt a few furs for you.” I stated.

“Oh, thank you. Hopefully, I don't burn you out in trying to repay me.” She said as she tossed a few into a small stack. “Ugh, I was right to come over, it seems. Too many impurities in those for any warding spells to Work properly.”

“I’ll find some other use for them,” I said as I sat on fallen beam.

“Yes. Those are good for ornaments or anything that doesn't need a spell matrix installed, but anything like that, and there is a chance for the spell to backfire, or even Work too Well.” She grimaced.

“Shield that makes it to where you can’t eat?” I asked.

“I beg your pardon?” Rarity said, looking at me in confusion.

“You said work too well. If a personal Shield works too well it stops things you don’t want it to stop.” I explained.

“Oh, Well, the Canterlot R&D were still working on those, but I have heard they burn out a split Second after use.” Rarity said. “So no. Spells like these are used for warding buildings and machines, anything that can house a Big enough power Core, and much of the time, with a bad Gem, they either lock out even the owner, or even flash fry the person, when it was supposed to just stun them.” Rarity said. “One home even went on a rampage in a Atoll, and it took an entire Squadron to take it down.”

“Rampage?” I asked confused.

“It grew Legs and Arms out of stone and smashed everything.” She said. “And kicked out its owner, while letting two bothersome invaders in.”

“Ah…” I said reminded of Invader Zim. “That's just...weird. Anything else I should know about Wards?”

“Yes.” She said. “You have Scanner Wards, which act as an Early Warning System for homes as well as security systems for airship ports, Offensive Wards, which can be omnidirectional, and can be used to incapacitate invaders, Defensive Wards, which are your Typical Barriers and Shield, and Then there are environmental Wards, which are useful for agricultural facilities if a greenhouse just can't Cut it, or you have a pet that can't handle your home’s climate.” She explained.

“I need something that will deter predators when someone is using the fence to travel, and only with in about a hundred feet of the person,” I explained.

“Scanning, Defense and Offensive Wards it is. Good thing those are my specialty.” She said as she worked on a Gem. “Where do you want the Keystone?” She asked.

“Hmmm, at my home. Or here, the keep isn’t fenced but I could make it so.” I said. “And this place is in the center of the whole path set up.”

“Lovely. Just a few tweaks and… Done.” She said, putting a gem aside. “Keystone complete.”

“That quick?” I asked in shock.

“I was working on it while we were chatting, and the Keystone is always first to be made when it comes to warding.” She said. “I made a trail of quartz earlier to gauge how strong I needed to make the stone, as well as how many Gems I would need.”

“Ah...thanks,” I said as I heard the fighting stop below and heard cracking of stone.

“What was that?” She asked as I noted she had an etching kit out and was working on a gem, an amethyst.

“Let's go check,” I said, walking through the keep with Rarity slowly following, but mostly working. I found the old throne room and saw a crack in the stone work, leading all the way to the Tomb below it. It was small but deep.

“Hmm, that does not look good.” Rarity remarked as she swapped the amethyst for an emerald, making me note she was hovering a lot of Gems, practically a cloud of them.

“Well, no one’s living in here, so we can ignore it for now. It would be a problem if someone lived here.” I said as we walked to some safer ground as I spotted Steven slithering out of the moat.

“Is that the one you referred to as Steven?” Rarity asked.

“Yes,” I told her as he stretched and licked blood off his mouth.

“...I would consider him quite fabulous, if not for the Blood.” Rarity drily said.

“I just finished fighting my dear. I need a good bath.” He told her looking over. “And good female to share a bed with. Haven’t fought like that in a long time.”

“Uh, right. I’ll pass.” Rarity said.

“Your loss, you are such a beautiful mare, and your hair is to die for!” He squeed.

“Uh, Thank you, but please clean the Blood off.” She said, a faint blush on her face.

“I will. Oh and I’ll want tips on how you get that shine! My mustache has just been dull all fall!” He said with a frown.

Okay wow, not a side of Steven I’d ever thought I’d see. I blinked in shock as he moved back to his home.

“Hmm, none too bad, but, From your expression, he isn't normally like This, I assume?” Rarity asked.

“More...white knighting, or savage hunter. Not really one for fashion...or so I thought.” I said as we moved back to the Manor. “Anyway. Is that all you need?”

“Yes. I should be able to make the rest of the ward stones as we go along. Just need to Find the best place to put the Keystone.” She said.

“Alright. Well, I need sleep. It’s been a damn long day. And I want some food before bed.” I said grabbing some cheese and bread.

“Yes, it's best we do.” She said. “I am a little peckish myself.” She said, taking a wrapped sandwich out. “Don't be So surprised. I learned the hard way of not carrying a Snack with me.”

“Well, if you’re staying the night, take the room next to Shade,” I said starting to eat. I had Silva take some food up to the girl, but at the moment we all need rest.

“Yes. I think it best too.” She said.