A Phantom in Equestria

by Gigglingskull

Rating: teen
Tags: My Little Pony: Friendship is Magic, Other, Princess Luna, Drama, Tragedy, Random, Adventure, Princess Celestia, Crossover, Human, Main 6
Length: 34234

Crossover between Danny Phantom and MLP. Danny looses everything before being tortured by the GIW. Clockwork saves him and then sends him to Equestria.

The unthinkable happens and Danny is forced to suffer a living hell for several months. Eventually, he is saved by a certain time ghost. But Danny is just an empty shell of his former self. So desperate measures are taken to save him and he is sent to a certain magical land to recover fully. Will the magic of friendship be enough to save him? Will he even let it help him?

Basically Danny is betrayed by his loved ones and gets tortured by the Guys In White. Clockwork swoops in and rescues him, but not soon enough. So to save Danny, the time ghost sends him to Equestria and turns him into a pony. But after being tortured by the GIW and having everyone he loves turn on him, will anyone be able to help him to truly recover?

Hi. First post here. But my 9th Post at Fanfiction. This story is going to include action, adventure, sadness, some comedy, cuteness, and anything else I can throw in. I will be using episodes from the series too. The first one I will use will be Season 2 Episode 25.

Published 2017-06-20 17:50:10 UTC
Last updated 2017-08-24 16:31:53 UTC

Ch. 1: Endings and Beginnings

Author's Note

Author Note: HI. This is my first post here. I usually post things over at Fanfiction. This story is there and this (https://www.fanfiction.net/s/12505542/1/A-Phantom-in-Equestria) is the link there. This crossover idea just wouldn't leave my brain. It was torturing me. (Insert spook tone). Wwrite mmee! WRITE ME! (End ghostly voice). I have had a rough draft on my computer for a long time (since 12/03/2015). So I decided to polish it up and post the thing for the hell of it. I will admit it, (dramatic pause) . . . . I am a fan of My Little Pony. I just like the show.

Also This WILL have ponies in it. They appear in the next chapter. I originally wrote this in Openoffice and had to edit to post it here. I also have chapter two posted already at Fanfiction. I wanted to wait to post this here until ponies appeared. Thought it took so long to edit it for this site that I am going to wait a bit to post Chapter Two here.

Somethings you need to know:

Danny Phantom:

Jazz is older in this story. Not a lot, but enough that it wouldn't be weird for her to be living by herself or going to college.

Spoiler Warning: Not for fans of Tucker and Sam being loyal friends or Jack and Maddie being understanding parents. There four aren't my favorite characters. . . . except for Maddie. Love her.

My Little Pony:

When Zecora speaks, I will do my best. I know I can do the rhyming part, but besides that . . . . I don't think so.

Ch. 1: Endings and Beginnings

A Phantom in Equestria Chapter 1: Endings and Beginnings

In Amity Park, Casper High was just letting out. It was a Friday so the majority of the school had frantically rushed out the front entrance way and into freedom. The way they acted, it was like everyone feared that the school building would come to life at any moment and hold them as prisoners inside. . . . But considering all the weird things that occurred around the town, this might actually happen.

A few moments after the main rush was over, two boys and a girl exited. They went down the building's front steps and stood at the bottom next to each other.

The boy on the right was wearing a red beret, long sleeve yellow shirt, green cargo pants and brown boots. His skin was a light brown. He wore glasses over his turquoise colored eyes. He is Tucker Foley, self proclaimed techno-geek and proud of it.

The girl standing in between the two boys (but noticeably closer to Tucker) was wearing a black choker, a black tank top with a purple oval that showed off her midriff, a black skirt with a green crosshatch design, purple leggings and black combat boots. This teen REALLY likes the color black. Her black hair was styled short with a small pony tail at the top of her head. She had on purple lipstick and her eyes were a violet color. She is Sam Manson (real name Samantha but don't call her that unless you want a broken arm), outspoken ultra-recyclo-vegetarian (meaning she didn't eat anything with a face) and goth (hence all the black).

And the boy standing slightly off to the left was wearing a white t-shirt with a red circle, light blue jeans, and white shoes with red highlights. His shaggy hair was black and in a style that looked like he didn't even try to control it yet it still looked good. His eyes were a baby sky blue. His skin was light, showing that he didn't get much time in the sun. He is Danny Fenton, C- student and secretly ghostly hero Phantom.

“I'm so glad it is the weekend,” said Danny. His shoulders slumped after a moment. “I hope the ghosts actually give me a break for once.” Even as the words left his mouth, he know the vengeful spirits would never let that happen. His friends didn't give him any encouragement to stay positive or say anything to counter his words.

A long tired sigh left Danny. He was more than drained from his week of ghost fighting . . . and his life in general.

Normally it wouldn't have been so bad, but ever since Tuck and Sam started dating a few weeks ago, they hadn't been around as much. This include ghost hunting and just hanging around. They just didn't seem to have much time for Danny now that they were dating. And it hurt. Danny had feelings for Sam that all three of them knew about and it felt like his only friends betrayed him by dating. They didn't even really talk about it. It wasn't like there was anything they could have said to make him feel better. But a sit down and serious talk between the three friends would have helped. But they didn't and it just seemed like they avoided the topic all together. He eventually got kind of over the betrayed feeling with Jazz's help and tried to be happy for his friends. But he couldn't help feeling like he lost the girl he loved and his best friend at the same time. Now he kind of understand why Vlad went totally insane after the accident that gave him powers and what happened with his parents. Danny would have too if it wasn't for Jazz.

Them dating hurt him in a way he didn't ever think he could truly get over. Jazz said this was okay, but not to become bitter like Vlad, no matter how similar the situations were. Jazz never said it to Danny or wrote it down, since she was afraid he would snoop and find out, but she thought Sam and Tucker were horrible friends for doing this to her little brother. Jazz didn't want him to find this out because she didn't want to taint his view of his friendship, which he thought was still salvageable. Jazz didn't think it was, but she didn't want to encourage him in any way to throw away his only friends.

But it wasn't just that. Tucker and Sam were acting strangely suspicious. It wasn't big things that anyone would notice like Tucker giving up his PDA or Sam eating meat. No, it was little things that only someone very familiar with them would notice like the small bit of sadness in Sam's eyes whenever she looked at him or the way Tucker's muscles seemed to be tense all the time around Danny.

And the fact that Jazz was away at college made life harder for Danny. She had been helping him with his issues over the phone. Jazz was important to him in many ways. He loved his parents, but Jazz was more like his parent than them. For as long as Danny could remember, Jazz was the one that made sure he was fed, clothed, and cared for. His parents were always busy with ghost business. In fact, when Danny first spoke, he called Jazz “mom” much to Maddie's shock and dejection. And when Jazz found out that Danny was Phantom, she made it her job to make sure he was okay physically and mentally. Danny's healing abilities took care of the physically part most of the time. She still freaked out over all of his injuries (including the small ones) even thought every time the wounds would be healed before she could get the stuff to treat them. Her actions warmed his heart.

What Danny was really missing was Jazz being here to help him with his mentally problems. He almost wished he hadn't insisted that she go to college. She wanted to stay with her little brother, but Danny knew it wasn't fair to her. So he pushed for her to go and achieve her dream of being a psychologist. One of them had to achieve their dreams and since Danny knew he would never get to be an astronaut (not with his grades) so it had to be Jazz. Sure the siblings still got in contact everyday over the phone, but it just wasn't the same as Jazz actually being there with him. She couldn't give him a comforting hug over the phone when he was upset.

Speaking about parents, their obsession with ghosts had greatly increased to a point that was concerning. They were either in the lab or out trying to capture a ghost all day long. Danny practically never saw them at home anymore. They wouldn't have meals together anymore as a family either. It started around the time Jazz went to college, making it seem like she was the glue that held them together as a family.

And on top of all that, it almost seemed like all his enemies got together and decided to take turns attacking him on each day of the past week.

Last Friday, Danny had a fight with Johnny 13. He ended up destroying Johnny's motorcycle, leaving the biker devastated.

Saturday, Kitty attacked him because Danny beat up her boyfriend and destroyed his buy. Though the intense fight did end pleasantly with them sitting down and talking. Kitty actually gave him a hug before leaving.

Sunday, Skulker hunted the halfa all day, completely ruining his day off.

Monday, the Lunch Lady attacked the town with meat monsters. Not only did the fight make him not do all his homework for the next day, but it left him covered in meat slime in front of the A-listers much to his embarrassment.

Tuesday gave Danny an unpleasant visit from Spectra and Bertrand that if it wasn't for Jazz's kind words, he might have done something horribly regretful to himself. Jazz actually rushed home while still on the phone with Danny, missing a whole day of classes, but it was worth it if that was what it took to keep Danny safe. The only reason she felt comfortable leaving him and returning back to college was that Danny promised he was fine and to call her immediately if he even thought about doing anything extreme again.

Wednesday, Ember got bored and decided to entertain herself by fighting Phantom. He didn't actually mind the fight so much since it distracted him from the fact that Sam and Tucker were on a date.

Thursday came with a “new” and “improved” Technus. He was bigger, stronger, and even more annoyingly talkative.

This morning, Danny had a confrontation with Desiree that made him miss half of the school-day.

And this was not counting any of the lower leveled ghosts that attacked or the annoyance that was the Box Ghost.

It was almost like Danny's world was collapsing around him and his support was gone. Sometimes he felt like just disappearing and not coming back. The only thing stopping him from doing so were his morals. He opened the gateway to the Ghost Zone so all the ghosts that used it to come and terrorize the town were his responsibility. . . . . Also he would miss his sister, the only person who still had his back 100%.

Trying to get himself out of his depressing thoughts, Danny turned to his friends. They had moved closer to each other and a bit farther from him. “Just like our friendship,” he thought before turning slightly away so he didn't have to look at the two as they shared a quick kiss. “You guys want to got hang out somewhere? I don't really feel like going home right now.” He didn't want to sit in the empty house, just waiting for a ghost to attack so he would have something to do. That was what his life felt like it solely consisted of now . . . ghost fights.

Since Danny wasn't facing in their direction, he missed the glassy-eyed look that came to Sam's face. It honestly looked like she was going to start crying her eyes out. This would have been worrying and a major sign that something was wrong since Sam Manson wasn't a weepy kind of girl. If this goth was upset, she would take action to fix the problem.

Seeing the upset look on Sam's face, Tucker elbowed her. When she turned towards him, Tucker gave her a meaningful look. She whipped her eyes and her sad look was quickly hidden.

“Sorry,” Tucker was looking at Sam as he spoke, “We have plans.”

Getting that his words meant they were probably going on a date, Danny said “Okay. Maybe some other time?” The sadness in Danny's tone was like a dagger to Sam's heart. “I guess I'll just go home and catch up on some homework before the next ghost attack.” Sam watched as his shoulders slumped before he trudged away in the direction of his home. Only when he was out of view did the tears appear and run down Sam's face. It was only seconds before she broke down in sobs, falling to her knees. Tucker was quick to get to her side and hugged her, trying to calm his girlfriend down.

“We should have warned him,” Sam said between sobs.

Brushing the hair out of her eyes, Tucker's turquoise orbs met her violet ones. “You know we couldn't have.”

As Sam calmed down, she nodded her head in reluctant agreement.

Tucker kissed away Sam's tears. “We can only hope everything works out . . . .and that Danny's death is quick and painless.”

They didn't say it, but they both knew that wish wouldn't come true. Danny would have a horrible and torturous end that would continue until everything that made him Danny was torn away, leaving nothing behind but a hollow dead husk.

===============================At Fenton Works==============================

Entering his house, Danny decided to see if there was anything to eat (his parents hadn't been food shopping in days) and went to the kitchen. He was shocked to see his parents there, sitting at the table. They weren't doing anything besides just sitting there, making it almost seem like they were waiting for him to return from school. They also had their hoods on, even his dad, which was weird because Danny could count the number of times Jack wore it with only one hand. Their hoods and silence gave them a creepy and almost sinister air.

“Hey Mom and Dad,” Danny pleasantly said despise the bit of worry that grew inside him. He got a bowl of cereal and milk. He then set himself up at the table across from them and started eating. His growing apprehension got pushed to the side since he was actually happy to see them. It had been so long since he had sat down with them for longer them a few moments . . . and sitting with them was better than being by himself.

The Fenton adults didn't reply to his greeting, making Danny feel even more unease. The feeling wasn't helped by the fact they didn't remove their hoods. With their goggles on, he couldn't tell where they were looking, but Danny had the distinct feeling they were intensely staring at him. It was almost like they were fascinated by him simply sitting there and eating.

When Danny was half way done with his food, Maddie spoke for the first time. “Come down to the lab when you are done. . . . . We have something we want to show you.” Her tone lacked the usual warmth that it held when speaking to her children, especially her son since he was her favorite.

A red flag went up in Danny's head. The lab was never a good place for him . . . what with his parents many experiments goaled towards the pain and destruction of ghosts. This feeling was increased by the way they were acting.“I was going to do homework after I ate.” He knew that excuse got him out of doing a lot of things. They were always on him about finishing it since he so rarely actually got to start any of the assignments at all.

So Danny was shocked when Jack said “Your homework can wait.” He and Maddie quickly stood up, making their chairs scrap against the floor. “Just come down as soon as you can.” There was none of the usual child like excitement in Jack's voice when he got the chance to talk about ghosts or show off something in the lab.

More warning alarms went off in the teen's head. But before Danny could come with an excuse to escape with, the older Fentons had already descended down the lab stairs.

After Danny finished his food, he reluctantly headed towards the lab. It wasn't like he could just deny a request from his parents. They were his parents after all, making them his bosses in a sense. He was half way down the stairs when he heard the distinctive sound of ecto-weapons charging up. Instinctively, he dodged to the side and a large blast hit the wall behind were he was standing moments ago. In the process of dodging, Danny fell down the stairs. Landing at the bottom in a tangle of limbs, he quickly got up and took a battle stance. What he saw filled his core with horror, fear, and devastation.

The lab was filled with GIW agents and they, along side his parents, all had weapons charged and pointed in his direction. The end of Jack's bazooka was smoking, indicating that he was the one to shoot. The others, while still having their weapons locked onto their target (aka Danny), were giving Jack the stink-eye.

“Jack,” Maddie said gently, but still very clearly upset. “You were supposed to wait and follow the plan.”

“Sorry,” Jack replied, sounding like a child being scolded. “I just got so excited to blast this ectoplasmic scum to pieces.” He then said in a giddy tone “I can't wait to rip him apart molecule by molecule.”

It only took Danny moments to realize that one of his greatest fears had just come true. Tears came to his eyes and all he wanted to do was be anywhere else but here. His ghost powers decided to answer his desire and before anyone could react, Danny dissolved into a green cloud that swirled before disappearing into thin air.

Danny reappeared outside on the roof of his house. Looking around, he realized that he had teleported away. Part of him thought it was cool to have teleported (and in human form to boot) for the first time, but he was overwhelmed by the despair over what had just happened. He didn't know what to do but he knew who could help him.

Transforming into Phantom and jumping into the air, he flew as fast as he could and arrived at his destination in seconds. Looking at the building before him, he went up to a window and knocked. After a few moments, the window opened revealing a very surprised Sam. Seeing his tears, she quickly let him in and closed the window after him. Once inside, Phantom change back to Danny and Sam lead him to her bed. They both sat down and she asked “What happened?”

Trying not to completely break down, Danny told Sam everything as tears rolled down his face.

After Danny finished his tail, Sam (who was also crying) drew him close before hugging him and rubbing his back. Danny returned the embrace. He was so upset that he didn't notice that Sam didn't reassure him that everything would be okay. Danny didn't even question why Sam was here, alone, when Tucker had clearly said they had plans together.

The two teens remained embraced and silent for a long period of time.

Slowly Danny's tears stopped and he pulled back so he can look at Sam. He wanted to thank her for being there for him. Sam was still crying heavily. Before Danny could say anything, he felt something hard and pointy press into his side. Looking down, Danny could see that Sam was holding a square device with two poles against his body. He then looked questioningly at her. “S-sam?”

The only reply Danny got was immense pain when Sam pressed a button on the weapon.

Danny screamed in pain as he was electrocuted. His eyes had closes so he didn't see the horrified look on Sam's face.

The pain stopped almost as soon as it started. Danny felt incredibly weak and numb as he fell off the bed, landing on his side. Looking up from the floor, he saw that Sam was just sitting on the bed, staring down at him. Tears were running down her face. A few of the tears dripped down and landed on Danny's face.

Getting up slowly, Sam left the device on the bed. Walking across the room, she picked up her phone from her dresser and typed something. After a few moments, the phone buzzed. She read something on it and released a depressed sigh. Putting down her phone, she then walked over and knelt next to Danny before reaching out for him. Struggling weakly away from her, he realized that he couldn't move very much and that there was no way for him to escape. Sam gentle grabbed him and pulled his head onto her lap. She then started to pet his head in an attempt to comfort Danny.

Not that it worked in the slightest.

Holding his head in a way so that they could look into each others' eyes, Sam said “I'm so sorry Danny.” More of her tears rained down onto his face, mixing with his own. “I'm being f-forced to do this. P-please forgive me.” Danny tried to say something, but found he couldn't. The numb feeling had grown and made him unable to move his body. The only thing he could move were his eyes and that greatly scared him. He came here for help and this is what he got. It made him feel hopeless. “I'm s-sorry. . . . Forgiveness it too m-much to ask for. . . I just want you to know w-why . . .” The tone of her voice told Danny he wouldn't be liking her words. “. . . Tucker and I are b-betraying you.” Her sadness was replaced with anger, but it wasn't aimed at the helpless form before her. “The Guys In White f-found out about your secret . . . that you are half ghost. And using the l-law, they were going to prosecute me, my family, Tucker, his family, and your family for aiding you . . . a ghost” Her look went back to depressed. “So they blackmailed Tucker and me into helping capture you. . .” What Danny wasn't told was that a large part of the reason Sam and Tucker started dating and grew distant from him was that they were trying to move on from having their friend in their lives. They had known that the GIW were going to move in and attack Danny for a long time. Not that she was going to tell him this. She was ashamed of her actions.

Sam hated telling him the next thing, but the part of her heart that was still his friend wouldn't let her hold anything back (besides why she and Tucker were dating). No matter how much she knew it would crush the defeated creature in front of her. “Your parents. . .” She hesitated for just a moment more. “ . . joined them without having to be asked or t-threatened once they found out you are a ghost . . . .” Just looking at his eyes told her that information was devastating. “The GIW said they wouldn't destroyed all our lives if we helped them.” She then reached down and hugged him. He was like a rag doll in her hands so no matter how much he wanted to crawl away from his former friend, he couldn't. “I know it is s-selfish, but I don't w-want my life destroyed.” Tears continued to fall from her eyes. Sam hated herself for what she was doing to Danny. “So in exchange for you, I will get my freedom.” She cried into his shoulder. “Please forgive me. . . I . . I . . I don't know what the future holds for you.” In a way she wasn't lying to him. She knew that painful experiments would be preformed on him, just not exactly which ones. She just didn't want to destroy all of him in one foul swoop. But seeing the resigned and defeated look in his eyes told her that she already had. “Please be strong and hold on to who you are.” She tried to smile, but it didn't work. How could it? Sam was doing something that stood against ALL of her beliefs. She was helping to put a living creature in a cage, where death was only positive option to look forward to. “I'm hoping you will escape and show them to never mess with you again.”

Darkness started to envelop Danny's sight and consciousness was leaving him.

As he was blacking out, the last thing Danny heard was “Please stay true to yourself and remain the hero you are.”

=========================Unknown Amount of Time Later=========================

Consciousness slowly returned to Danny. Sluggishly opening his eyes, he said “I had the worst . . . nightmare. . .” His words ended when he saw where he was. . . .

A circular operation room.

There was seating above him, full of GIW agents looking down at him with nasty smiles on their faces. Standing over him with surgical tools in their hands were his parents. And the worst part was that he was strapped to a table with glowing green bands. Just to be sure, he tried to phase through his bindings, only to confirm that they were ghost proof.

“Good, you're awake,” Maddie said, drawing Danny's attention to her. “We wanted to record your reactions to the operation for future review and study.” Her tone was cold and unfeeling. She was in total scientist mode.

“I'm so excited,” Jack giddily said. “We finally get to dissect Phantom.”

“Nnnnnnoooooo,” screamed Danny as he struggled desperately to get away, even though he knew it was futile. He was too scared to think reasonably. “I'm-m your s-son. How could you do this?” After a few moments, his struggles stopped, finally realizing how futile it was and from exhaustion.

Maddie and Jack glared down at their child, silencing him.

“You are NOT our son,” Jack said with a seriousness that was rarely seen in him. It completely scared Danny. “Our son died in the portal accident.”

“And we can do this in the name of science,” Maddie said. She then waved her hand dismissively. “Anyways, it's not like you will feel anything. You are just a spectral entity,” she sent an intensely strained and disgusted look down at Danny, “who had the audacity to attached itself to our son's corpse.” Visibly, she had to hold her self back from hitting the vile thing on the table and from crying. Maddie took a few deep breaths as she thought “Don't get upset. You will ruin the experiment. Plus there will be time to punish this thing for taking my baby boy away.”

“But I am your son.” Tears ran down Danny's face. “Don't you love and want to protect me.”

“Yes, we love Danny very much,” Maddie said, filling the child in front of her with hope that there might be a way out of this.

That hope was dashed when Jack said “And Danny-boy would NEVER become a disgusting ghost like you.” He jabbed Danny in the chest with a finger, hard enough to leave a bruise.

“That is right, honey,” Maddie said to her husband in a sweet tone. “In fact, he would want us to find out why a filthy ghost would look like him, possess his corpse,” she almost choked up at the reminder that her baby was dead, “and take over his life after he died.” She stood up tall and gained a strong tone. “So in his memory, we are going to,” she turned and pointed a syringe at Danny, making him flinch back, “dissect, examine, and find out everything there is to learn about you.” With that said, Maddie injected the contents of the needle into Danny's arm.

“What was that?,” yelled Danny in panic as he jerked away from his mother.

“Just something to keep you from moving and talking during the examination,” Maddie replied. “And it reacts quickly.” While Jack was finishing preparing some tools, she grabbed a pair of surgical scissors and used them to remove Danny's clothes. Danny wanted to scream, but Maddie was right, the chemical did act quickly and he found he could only move his eyes. Before long the teen was completely naked in front of a room full of strangers. But the usual embarrassment didn't come to him. Danny was too scared and freaked out of his mind at what was about to happen to him. Maddie then grabbed a sharpie and proceeded to mark Danny's body where they were going to cut, make incisions, and take samples. All the while, Danny could to nothing, but cry, feel, and watch.

When Jack finished with the tools, he picked up a scalpel and twirled it in his hand. “Now it is time to . . . .” A look from Maddie stopped him. “What?,” he asked in a confused tone. She didn't say anything and just held out held out her hand. Jack knew what she wanted and whined “But I wanted to do the dissection.” She just cocked a hip, placed her free hand on her side, and tapped her foot. They stared each other in the eye and the battle of the wills began. It wasn't a very long fight before Jack gave in. “Fine,” he said in a sad voice as he handed the scalpel over to his wife.

Seeing Jack pouting, Maddie laid a gentle hand on his shoulder. “You know I'm better at this than you are and we only have one chance for the first dissection.” She loved her husband, but Maddie wasn't going to let him damage their records and scientific findings.

“You're right,” Jack admitted sadly.

“Don't worry, Honey,” Maddie said. “You can dissect him next time.”

Danny was horrified hearing there would be more dissections. “Isn't the one time bad enough.” More tears escaped his eyes.

“I can't wait,” Jack excited said with a smile.

From up above, the GIW agents happily watched as Maddie started the dissection of the ghost human hybrid.

=============================Time Skip 6 Months=============================

In the bowels of the GIW facility was their holding cells. Each cell possessed the exactly same layout. The inside of the cells were plain cement squares. The only way inside or out of each cell was their reinforced doors. These rooms were dark, cold, bare and absolutely miserable places.

And it is in one of these dreadful places that sat Danny. He was sitting against the wall across from the door to his cell. His time in the hands of the GIW and his parents was not kind to him at all and it reflected in his appearance. His clothes were torn, covered in his blood (both green and red), and were little more than rags. On his wrists and ankles were ghost power suppressing bands. These were the things that kept him in his cell. He had lost so much weight that he looked like a skeleton with skin. His eyes were sunken and had dark rings. His hair was long and ratty. He had all kinds of new scars from all the experiments he was put through. There was a large scare on the right side of his face. It ran from his forehead over his eye (which was surprisingly still functional, but it was a cloudy color) and continued down his cheek. There was a glazed look to his eyes, showing that while they were open, Danny wasn't seeing anything.

In honesty, Danny looked like he had been dragged through hell and back. . . . . several hundred times.

And in the process, he had lost the hope of ever escaping. He didn't fight or struggle when they dragged him out of his cell for painful tests or experiments. He had stopped caring about life and just wanted it to all end. On his wrists were the proof of this. There were several deep cut scars overlapping on his wrists from a desperate attempt to escape his suffering. The GIW had sadly saved his life. They weren't about to let their greatest catch escape them, even if it was in to death.

In the middle of the room there suddenly appeared a large clock's big hand. It spun around on its axis and a blue swirling ghost portal appeared in it's wake. A ghost floated through the portal before it disappeared. It was obviously to anyone that saw this ghost that his theme was time based from all the clocks that were on him, in him, and the staff that also had a clock at the top. And time was this spirit's thing, for he was Clockwork, the ghost master of time. He was currently in his child form.

The powerful ghost looked down at Danny. A sad look came to the normally neutral ghost's face. “I am sorry that things turned out like this Daniel.” He didn't say anymore because he knew that right now Danny would be unresponsive. All of the horrible experiences that Danny suffered had damaged his mind. Right now, the things that made the child himself were broken. He was like a clock that's gears still spun and ticked, but the hands didn't move anymore. Changing to his adult form, Clockwork gently picked the child up and phased the bands off his wrists. He could do this since the suppressors were keyed into Danny's unique spectral signature. He then opened up another portal and floated through, taking the child with him.

Coming out the other side of the portal, they arrived at Clockwork's tower. He summoned a bed and laid his charge on it. Looking at the catatonic form of Danny, he knew what he had to do. Raising his staff, he moved it over Danny's head. The clock at the top of his staff glowed white as the hands moved backwards. After a moment, the child's head was enveloped by the glow. Clockwork waved the staff over the rest of Danny's body and the glow followed. After a few moments, Clockwork lowered his staff as his form changed to that of an old man. The glow persisted for a couple of minutes before fading away.

What Clockwork had done was repaired some of the mental damage that Danny had undergone by reversing time a bit. Not all of damage, but just enough so that the child could eventually get better. There was only so much a mind could take and Danny had been pushed WAY passed that threshold. Clockwork may be master of time but there were some things beyond even his power. If he reversed too much of the damage to Danny's fragile mind, he risked completely erasing the very thing he was trying to safe. And if that happen, Danny would be gone forever and nothing could bring him back to this or any time-line. The ghost also set up some changes that would happen when he sent Danny to a safe place to recover. The changes would help him fit in and recover.

Gently brushing the hair from Danny's face, Clockwork said in a caring tone “I truly am sorry Daniel.” He knew that his words weren't being heard by Danny, but he didn't let that stop him. “The likelihood of this happening was so minuscule that it should have never happened.” His tone became angry as he changed into a child. Seeing a child this angry would have almost been funny or adorable if the situation wasn't so grim. “The Guys In White should have be so imbecilic that they were laughable and unable to accomplish anything.” His voice filled with disgust. “In all the time-lines I have observed, I have only seen Tucker and Sam betray you twice . . and each time was because they were being mind-controlled.” Anger once again came to his voice and this time it was even stronger. “And I have seen your parents be upset about you being half ghost . . . even going so far as to abandon you . . . . ., but never have I observed them so willingly mutilate you over it.”

Clockwork then got so angry that he sounded calm, but anyone that heard him speak knew someone might be erased from the time-stream very soon. Yes he could do that, but the ghost only did it when he was truly upset (or if it had to be done to save everything) since it could result in extreme and dangerous consequences for the time-line. As if to express how furious and serious he was, Clockwork change into an adult so he was even more intimidating and down right terrifying. “Each of these events are so unlikely to happen that they should have never occurred. But to have them all occur simultaneously . . . .I think someone helped these things to happen. . . . . . But I don't know how they would do it without me knowing.” He then gained a look that could kill. “If I find out someone did. . .” A serious look came to his face. “I will make them wish they went through the hell that you did instead of what I will do to them.”

Calming down, Clockwork picked up Danny and held him to his chest with one arm. He was holding the teen like one would a baby. In a way, Danny was a baby . . . if you thought of how long he had been a ghost. Ghosts viewed each other by how long they had been dead. Yes they did take in to account the age of a person was when they died, but how long they had been dead mattered just a little more. Danny being dead and alive made the situation even more complicated.

Clockwork then held up his staff and opened a portal, but this one was different from his usual time themed portals. This one was a swirl of different bright glowing colors. It looked almost like a rainbow going down a drain.

Releasing his time-staff and letting it float next to him, Clockwork took hold of Danny with both hands and held him under his arms in front of the portal. He floated forward so that the child entered the portal. He then released his hold on Danny, letting the child travel to the other side of the portal. Clockwork closed the portal and floated away. He was sad that Danny was going, but he knew this place would help the child get over what happened to him. Using his ability to see the possible time-lines, Clockwork smiled as he opened several time portals.

“This maybe goodbye for now,” Clockwork said. “But we will see each other again.” He was looking at a portal of himself and Danny meeting again. There was only one confusing thing about it . . . . The two ghosts weren't in human form. They were some kind of small horse creature things.

“You will gain new allies.” This time, the time ghost was looking at a portal that showed a horse Danny surrounded by unusual magical animals and several brightly colored creatures that where clearly the same species as Danny. The way the other creatures were standing by Danny showed that they were facing an enemy together as a team.

“And build a new family.” This portal showed Danny snuggling with a larger horse with wings and a horn.

“You will grow even stronger and continue to be the hero you were always meant to be.”

Ch. 2: Equestria?

Author's Note

Author Notes: I wasn't going to wait to post this today, but I said screw it and did it anyways. It was a little annoy to edit it but whatever.

I just realized that I made the first chapter in a way so it could be used to start any kind of crossover (between Danny Phantom and other things). All I would have to do is change the color of that portal Clockwork sent Danny through and what the time ghost saw in the time portals. On a completely unrelated note, I love my puppy Luna. (You guys and gals at fimfiction haven't heard about her yet, but those at fanfiction that read my stories know all about her). Her name is Luna (she isn't named after the princess) and she is so attached to me. We are together almost every hour of every day. The only exception is when my mom is home and wants to spend some time with the puppy.

Now that you have heard about my puppy, I just want to say I actually have part of Chapter 3 written. Not all of it, but a good portion. I am struggling with a small part of that chapter.

No a different not I'm working on a Human in Equestria set in the "Your human and You" universe.

Ch. 2: Equestria?

A Phantom in Equestria Chapter 2: Equestria?

==========================Sometime Later with Danny==========================

Slowly consciousness returned to Danny and as it did, his eyes opened. He expected to see the dreary white walls of his horrible cell, but was happily surprised, confused, and suspicious to see that he was in a forest.

His mind was such a mix of emotions that Danny just laid there, not believing what his eyes where showing him. He expected that at any moment the forest would be somehow torn away and he would find himself back in his cell, waiting to be tormented. The fear of returning to that hell was so strong that Danny didn't move a muscle. He worried that if he moved, the forest would disappear and Danny couldn't let that happen. Even if this paradise was just an illusion, it was still an escape from the living hell his life had become.

But after a long time of nothing happening, it finally sunk into his mind that what Danny's eyes were telling him was actually truly happening.

Tears formed in his eyes as he weakly said “I'm f-free.” From the sound of his voice, it was clear that a long time had passed since he had spoken. He was so happy that he didn't notice that his body felt strangely off. After a few moments of taking in the view of his freedom, Danny tried to get up, only to fall flat on his face.

Sitting up on his behind, he said “Ow, my face.” Bringing his hand up to rub the pain away, he froze when he saw his hand . . . . or what used to be a human hand. Instead he saw what looked like a tannish yellow colored hoof. “What the?” Looking at the rest of his body, he saw that his hand wasn't the only thing to have undergone a dramatic change.

Looking around, Danny saw a small pond that he could use as a mirror. He slowly got up, unused to his body's changes, and made his way to the water's edge on all fours. What he saw caused his brain to stall and stop working for a moment.

Starring back at him was a small colt. It was weird in that he still sorta looked like himself a little. His midnight black mane and tail were long and ratty. He was still only skin and bones. He still had all his scars, only now they were a slightly off color from the rest of his tannish yellow coat of fur. They weren't really noticeable from a distance, but the closer you got the more apparent they became. His left eye was still his usual icy baby blue color. The right still had the scar and was an milky faded blue color. And honestly he couldn't tell if he looked like a boy or girl horse thing. He didn't know if this was because he wasn't familiar with the horse thing species or if he was androgynous.

Basically Danny still looked the way Clockwork found him before sending him away. . . . just now the child was a young pony.

Sighing, Danny took in his new form and shrugged. “Well . . . This isn't the worst thing to happen to me. . . . .” Shuddering, he remembered what that scarring event actually was. “And if this is the price for freedom, I'll gladly take it.” He slowly got to his hooves and started walking away. Which felt strange since walking on all-fours threw him off a little. But Danny was resourceful, quickly adapting to his new way of transportation and situation.

There wasn't a destination set in his head, Danny didn't know where he was after all, but he wasn't going to stay out in the open. Experience had taught him that it wouldn't be long before he was attacked by something. That was just how his luck always went.

As he was walking, Danny took in the forest around him. It almost felt like he was in the Ghost Zone. There was a spooky and magical air to the area. This helped to calm him. Humans tended to not feel comfortable in the Zone, but being half ghost made the dimension feel almost like home to Danny. The only thing stopping him from thinking he was in the world of the dead was that he could see the sky and it was clearly not that of the Ghost Zone.

What Danny didn't know was that while he was looking around, he had managed to stumble into a pack of timber-wolves. They were creatures made out of wood and plant life magically fused together into an elegant predator body, shaped very similar to wolves. Surrounding the small colt completely, the wooden pack of wolves started to growl as they moved out of the shadows.

Upon hearing the sound, Danny took a fighting stance. But still being weak from his time with the GIW, Danny's atrophied muscles gave out and he fell to his knees. Knowing there was no way for him to fight back, Danny closed his eyes and simply laid down in a small ball. . . . waiting to be torn apart.

A few tears ran down Danny's cheeks. “After everything I have done and experienced . . . After somehow escaping that living hell . . . I'm still going to die? . . . It's not fair. . . . If only I had some more time . . . With the ghost suppressors gone, my healing could finally kick back in full force and get me back to fighting shape.” But it hadn't been long enough for his healing to return to full power so he wasn't ready for a fight. In his current condition, Danny wouldn't even put up a challenge to the Box Ghost.

Danny was so out of it and sure he was going to die that he didn't notice that the growling had stopped almost as soon as it started. The largest wolf separated from the pack and headed towards the small colt. This one had lily flowers growing along the creature's back. There was a single flower growing behind her right ear, making it look like it had been placed there on purpose. The flowers and body shape helped to show that this wolf was a female. She looked down at the small defeated form at her paws. It would be so easy for her to devour the colt (one bite would have been enough for her to swallow Danny whole) and from what she could sense from the pony, her power would increase greatly. Timber-wolves ate the living to gain power from their souls and magic. Not that they actually devoured the souls. It was a process that pony kind didn't understand. Any pony who got close enough to study the method, usually got to experience the painful process first hand. Timber-wolves could just eat any meat or vegetation to survive, but they wouldn't get more powerful by doing that.

And judging from her size, this particular timber-wolf had eaten a lot of ponies in her time.

There was something else, besides power, she could sense from this little colt. There was something special about this pony that was calming and made her want to snuggle him as if he was one of her own cubs. But underneath this aura, she felt a great pain in the colt's heart and she wanted to help him. And she knew that the other members of her pack could feel all of this too.

So instead of eating him in one bite, she laid down next to the pony and started to nuzzle him.

Opening his eyes, Danny was shocked he wasn't being painfully torn apart and eaten. What the wolf was doing felt nice and it had been so long since he was touched in a pleasant way. So very long since kindness of any kind was sent his way. The only thing he had been receiving was pain, suffering, and torment. With tears in his eyes, Danny leaned into the timber-wolf's side, accepting and enjoying the comfort. Besides being kind to him, the creature sort of reminded Danny of Wulf a little and that helped him to trust the wooden creature.

Seeing Danny's tears, the wooden wolf licked them off his face, causing the colt to giggle. He didn't notice the small from her mouth since his emotions were drawing all of his focus.

Once he calmed a little, Danny felt something else familiar from the wolf. It took a moment, but Danny realized what the feeling was . . . . since he had experienced something like this before.

A few weeks before the GIW had captured him, Danny had told Jazz, but not his friends (They were dating at the time and growing distant from him. He now knew why. . . . . Not that it helped anything), that once he had crashed in the forest after a fight and had passed out. When he had awoken a short time later in human form, there was a mountain lion laying next to him. He would have freaked out, but his fear was pushed to the side by his confusion and curiosity. The large cat was nuzzling him and purring. The predator was genuinely acting like a giant kitten that just wanted to snuggle. So he slowly raised his hand and petting its head.

When told this, Jazz had yelled at him over the phone for being so reckless. “Your hand could have been ripped off!?”

Danny defended himself by saying he had . . . he struggled for a moment to think of the right word . . . sensed, is what he came up with as he gave a helpless shrug (not that Jazz could see it). “I sensed that the animal wouldn't hurt me.”

This caused Jazz to pause her rant in thought just long enough so Danny could continue telling her what happened.

The large feline had reacted by pushing into his touch, begging to be petted. This really excited Danny. It wasn't everyday he got to pet something that normally would have attacked and torn him to pieces. Plus he had always wanted to own a pet (Danny couldn't have one of his own since his parents would most likely end up killing it somehow) so he always took the time to cuddle any animal that let him.

Eventually Jazz got over how reckless her little brother was after about 23 straight minutes of lecturing him and said “This probably has something to do with you being half ghost.”

Together, Jazz and Danny talked about it over the phone and formulated some tests that the ghost boy could try safely at the zoo. The test boiled down to Danny going into the animals cages and seeing what they did. Jazz was a little worried, but realized that her brother would be safe since he could use his intangibility and invisibility to keep himself out of harm's way. After he reported back to her with the results, Jazz theorized that Danny had a calming effect on animals. It worked slightly better on more dangerous animals for some reason.

“It is the only thing that makes sense,” she explained to him. “Why else would every animal try to snuggle with you.” She wished she could have gotten pictures of what he said happened. “I can't believe he was hugged by a polar bear, kissed by a leopard seal, rode a hippo, and had a cobra begging him to be petted . . . I didn't even think snakes HAD the capacity for that kind of thing.”

Their tests, after Danny convince Jazz it would be okay (not that she could have actually stopped him since she was away at college), moved on to include several different spectral animals. It shockingly worked with them too. In fact, it worked even better with them than the normal animals. They talked it over and came to some conclusions. When Danny had encountered an animal ghost in the past, he simply attacked the creature. They in turn sensed his hostility and reacted in kind. If he simply approached them calmly, they too would want to cuddle with him. After a short snuggle session, Danny could lead the creature back to the Ghost Zone. But they had to be true animals on the inside. Creatures like Vlad's vultures, that were only animals on the outside, couldn't be instantly tamed by Danny like true spectral animals were.

This had its cons and pros. It took a bit longer to calm the ghost animals and return them home, than simply fighting and capturing them. It did make the encounters more pleasant. (This did help a little with the whole best friends growing distance with him thing. Though the animals could never truly replace spending time with someone who could actually talk with him.) But it didn't decrease the number of spectral animals coming to the human world. In fact, it increased the visits. Danny would encounter several returning creatures that simply came to snuggle with him again and ended up attacking the town in frustration when they didn't find him right away. Basically the animal ghosts were throwing tantrums.

After a bit of time, the wolf stop nuzzling Danny, bringing him out of his thoughts and back to the present. The wolf then encouraged the small colt to stand up. Not having anything better or at all to do, Danny weakly got up and slowly followed her. She lead him through bushes and around trees. But the trail was never to much for Danny to cross on his own and the pack never moved to fast to lose the slow moving pony, the lily covered timber-wolf made sure of that.

Eventually they arrived at some apple trees. One of smaller timber-wolves climbed the tree, grabbed one of the apples with it jaw without puncturing the fruit, and went over to Danny. It dropped the fruit in front of him and looked expectantly at the colt. Danny looked at the fruit for a moment. Danny didn't know why, but ever since he became half ghost, apples had become his favorite food. And it wasn't just the actual fruit, anything that smelled or tasted like apples made his mouth water.

Without hesitating, Danny lowered his head and took a bite. When the taste registered to him, Danny felt his mind melt from pleasure. It was the best apple he ever had. He quickly wolfed down the apple, core and all. Another was placed in front of him and it was gone even faster then the first one. When a third was placed in front of him, Danny had to hold himself back. He still wanted to eat, but his stomach was already painfully full. It was because while in the GIW's “loving” care, they starved him until his stomach shrunk. So while his mind craved more food, fearing that he wouldn't get more, his stomach couldn’t actually hold anymore without making him vomit all of it back up.

Seeing that the colt was done, the large wolf bend down and ate the uneaten apple. The timber-wolf and her pack then started leading Danny through the forest again. He followed since they were so nice to him . . . and he had nowhere else to go.

As they were traveling, Danny saw different creatures moving in the shadows just out of sight. They weren't there to attack. Their reason for being there was that they had sensed Danny. It was obvious that he was powerful, like a predator, but with a calming aura that made the dangerous and magical creatures want to cuddle him. But the aura projected by the timber-wolves told the other creatures to stay back or the pack would attack.

The female timber-wolf stopped walking and Danny saw that they were standing in front of some sort of hut build inside of a hollowed out tree. There were tribal masks hung up and bottles tied to the branches with vines. The place had an African tribal feel to it. The timber-wolf knew that the pony that lived here could help the hurt colt.

Danny questionably looked at the timber-wolf and she nudged him towards the tree hut. Danny took the hint and started to move towards the door. Each step he took, Danny could feel fear creep into his core and grow. By the time he was standing in front of the door, the fear had grown large enough that the colt was shacking. Close to having a nervous breakdown, Danny just stood there. He was scared of meeting the person behind the door. People had tortured him, causing him to develop a fear of being around anybody.

This fear didn't apply to animals since Danny knew they wouldn't hurt him because of his calming effect he had on them. Plus he knew that if he was nice to them, the animals would return that kindness.

The female timber-wolf, sensing his fear, stepped up to his side and nuzzled him. Danny's shaking decreased, but he was still too afraid to knock. Seeing this, the wolf gave him a chance to calm down. After a long time of Danny doing nothing, she decided to take matters into her own paws since the colt was still too scared. She started scratching at the door to get the attention of the healer pony inside.

When Danny saw what the wooden wolf was doing, he was quick to react. “W-wait . . . N-no,” Danny begged to the wolf in fear as he moved closer to her side. “I'm n-not . . .”

“Wait a moment for I'm coming,” a voice said from the other side of the door, cutting Danny's fearful pleading off. “So you can stop your drumming.” The obviously female voice was deep and mature sounding. It was also a bit sensual and calming. In fact, Danny found his shacking stopping. The voice was musical to his ears and slightly relaxed him even though Danny was still scared of the unseen woman.

There was a rustling noise on the other side of the door before it opened. Standing there was a zebra with a mohawk. She had gold bands around her neck and her front left foreleg. There were large golden hoops in her ears. There was a spiral surrounded by triangles on her flank. The design looked like a tribal sun.

Not expecting guests, Zecora was stunned by what she saw on the other side of her door. There was a small foal (a bit smaller than Apple Bloom) standing pressed to the side of a very large timber-wolf. She wasn't sure what she was surprised by more, the amount of scars on the young pony and their malnourished condition or that the timber-wolf was just standing there and not trying to eat the said pony.

Looking at them, Zecora decided that there wasn't anything unusual about the wolf . . . . . besides her large size . . . but there was definitely something different about pony on the other hoof. It took a moment, but she could sense a great spiritual power from the foal. It was a cold feeling that made a chill go up Zecora's spine. The only reason she could sense the energy was because she was more experience with the spiritual side of the world. She was sure no one else, besides the Princesses and maybe Twilight, would even sense it without touching this pony.

Zecora had never seen a live creature with this kind of energy before, only from the dead. It was like the pony was alive, but dead at the same time. If she wasn't as experience as she was, Zecora would have assumed that what she felt was dark magic not spiritual energy. The two forces while completely different things where very similar.

But that wasn't the only thing she noticed. Looking over the pony's small body, Zecora couldn't tell if they were a colt or a filly. They were too androgynous in appearance to tell. Plus the horrible condition of the pony helped to further conceal this fact. “Hopefully they will speak soon and reveal their gender. That way I won't become an offender.” This lead her to observing all the scars over their body. She couldn't help wondering what had happened to this young one to give them so many horrible looking scars. “Some of these haven't even been on his body for a year. What could have given him wounds so severe?”

But the worst thing Zecora noticed was their cutie mark. What her eyes saw drew all of her focus, filling her mind with horrible thoughts. If she wasn't convince before, Zecora now knew for sure that this pony's past wasn't a pleasant one.

The mark was completely black and unrecognizable, marking them as a Forsaken. . . . A pony who, for whatever reason, had to give up their special talent. Usually these ponies were devastated sad creatures that held no motivation to do anything. They had to be taken care of or they would die simple by not eating or drinking anything.

If she wasn't as experienced as she was, Zecora would have hugged him as she sobbed. It was painful to see any pony, especially one so young, as a Forsaken. But something told her that being too forward like that would have cause him to flee. So she kept the look on her face friendly. Though she was smiling, that didn't make her any less upset on the inside, she just hide it well.

The situation was so unusual and unsettling that Zecora got a little lost in her thoughts. She would have continued staring at the colt, but a deep menacing growl broke her out of it.

Danny had backed away from the zebra in fear. The way she was looking at him reminded Danny of the way some of the scientist from the GIW facility looked at him as they uncaringly observed him . . . . especially his mother. The only reason he hadn't bolted was because of the wooden wolf next to him. The timber-wolf had moved slightly forward and was ready to attack. She had sensed his spike in fear and didn't like it one bit. She was acting like he was one of her cubs and that made Danny feel better. . . . . but only a little.

“Little one please forgive my rudeness,” Zecora said in an apologetic tone once she realized what she was doing. “I did not mean to show such crudeness.” She moved to the side and gestured with her hoof to the inside of her house. “Come inside and rest. I really think that would be for the best.”

Danny's fear decreased hearing the zebra talk. “I like her rhyming, it sounds nice and makes her seem a little silly. . . . I wonder if she is doing it on purpose? . . .I guess I can try trusting her . . just a little. . . . ., but will not be letting my guard completely down.” He began to calm a little and entered the hut. His fear was almost gone. He was afraid of people not animals . . . or ponies in this case . . . and this aided in him trusting Zecora.

Once in the middle of the room, Danny froze when he saw the wolf hadn't followed him into the hut, instantly worrying him. “Is this some kind of trap?”

Seeing the colt worriedly looking at the timber-wolf, Zecora said “Let your worry come to an end, you are with a friend.” When Zecora looked at the timber-wolf, she received a glare and growl that threatened pain if anything happened to the small colt. “Your friend can't enter where I dwell.” Danny look questionably at Zecora. “It's because of a spell.” Zecora cast a confused look at the wolf. “Timber-wolves aren't usually this sweet. They normally hunt for pony meat.”

“Really?” Danny looked back at the timber-wolf in surprise. Yes he knew he had a calming effect on animals, but he didn't know it was this powerful. Though his body had changed, Danny was still his clueless self on the inside after all. After a moment, he turned to look at the zebra. “He and his pack were really nice and gave me some apples.”

The timber-wolf shot a hurt look at Danny (that went unseen by him) for thinking that she was a male. She thought she looked pretty, especially with her flowers, and being called a boy made her feel ugly.

Zecora saw the upset look the wolf was making. Turning to the colt, she said “There is something I need to tell, before this wolf raises some hell. If you don't want HER to wail, than remember that she is female.”

When Danny comprehended what the zebra was saying, he moved faster than Zecora knew a pony in his condition should be able to. Standing next to the timber-wolf, Danny hugged and nuzzled her. “I'm sorry. I didn't know you were a girl, but I should have. You are so slender and graceful.” He moved back a few steps and looked at her. “And you have such nice flowers. ” Wagging her tail, she gave him a lick, showing that he was forgiven. Danny didn't recoil at her awful breath. It was hard not to considering his enhanced senses, but Danny didn't want to offend the wolf again. “I should give you a name . . . .” He saw the flowers growing from her body. “How about Lily?”

The newly named Lily barked happily to show her pleasure at the name.

“Lily clearly likes her new name,” Zecora said from the middle of the room. “Now come back here so we can do the same.”

Danny gave Lily one more nuzzle before heading back inside. He was a little confused by Zecora's words. “It almost sounds like she wants us to rename each other? No, that doesn't sound right. . . .What she wants does have to do names. . . maybe she wants to know my name?”

“I am Zecora,” she gestured at herself, “and I live in this big tree,” she held out her hoofs. She lowered them back to the ground and looked at Danny. “Now your name please give to me.”

“I'm Danny,” replied the colt. He couldn't help smile at her. He may not completely trust her, but she was nice and he enjoyed her rhyming. “And I kind of want to give her chance, . . . unlike those at the GIW gave me.” He blushed a little before shyly saying, “And I like your rhyming.”

Zecora returned the smile. Though his voice didn't give away his gender, his name did. She also thought Danny looked adorable being all shy and blushing. “That is very nice of you to say, many don't like it and wish for me to go away.”

Danny could relate to that. Some of the ghosts didn't like him simply because he was half alive. The same thing happened with some humans, but because of his dead side. “I'm sorry to hear that.” He looked downward as he remembered what it was like to be discriminated against for something that couldn't be helped.

“Please don't be sad and frown.” Zecora lifted his chin and looked into his eyes. She could see the colt truly felt for her. “I don't let it put me down.” Zecora sent a caring smile at him, hoping that it would convey how much she appreciated that he cared about her feelings. Seeing him return her smile, Zecora went over to her shelves and grabbed a few things.

As Danny watched her picking things up, he couldn't help wondering how the zebra was actually holding them with her hoof. It wasn't like a hoof could actually hold something. The limb didn't have the necessary features to do so. As he tried to wrap his mind around this puzzle, Zecora mixed the ingredients she had gathered together in a cup before returning to Danny's side.

“Please drink this brew.” Zecora held the cup out to Danny. “It will help you.”

Danny's fear spiked at being offered something to drink. He slowly backed away. He had decided to trust Zecora a little, but not enough to drink some kind of strange brew from her. There was no knowing what the bubbling pink stuff would do to him. The liquid could be poison for all he knew.

Seeing Danny's suspicion, Zecora said “It is good not to trust right off the bat.” She looked at the cup in her hoof. “This is not poisoned and I can prove that.” Zecora took a drink from the cup before making a big show of swallowing. Once finished, she turned towards Danny and said “You may still think of me as a stranger, but please believe I will not cause you any danger.” She held the cup in Danny's direction again. “This is made with a special nectar. It is very helpful to a specter.”

“W-what-t?” The trust that Danny was showing her was completely shattered and replaced with fear. He was scared that she would hate him for what he was. That was what his time with the GIW taught him . . . . That he was a freak of nature, an abomination of science, and didn't deserve friends. People would fear and want to hurt him when they found out what he was. People would eventually turn on him like his friends and parents did.

So right now, Danny was absolutely terrified of Zecora and what she would do to him.

Zecora saw that the colt was horribly afraid and tried to calm him down. “I do not want to a bad host, but I know that you are a ghost.” Her voice was smooth and comforting, but it didn't help. Danny still looked like he would bolt out the door at any moment. “Listen to what I have to say.” She took a step towards Danny and held out her hoof towards him with the intention of comforting and reassuring him that everything was okay. “Please don't . . .”

But before the zebra could finish speaking or get any closer, Danny ran out of the door.

This left Zecora standing there with her hoof held out in his direction. “. . . run away.” A dejected look came to her face, showing just how saddened she was. She hadn't wanted to scare him away. “I could sense a great pain in his heart.” A few tears left her eyes. “I wish I could have given him a fresh start.” Whipping the tears from her eyes, a determined look came to her face. “There is no time to slack. I'm going to go bring him back.” She was going to help the little colt no matter what.

And to do that Zecora couldn't just leave him in the Everfree Forest. It wasn't that she feared that something would hurt him. No. From the power she sensed radiating from him and the way the timber-wolves acted towards Danny, she had a feeling he wouldn't be hurt . . . . . Physically that is. . . . Mentally was a different matter. She knew that left alone, his pain and fear would grow and consume his mind. If that happened she feared what Danny would turn into.

Zecora bolted to the door, only to stop when she saw Lily and the rest of the pack standing outside her home, growling. There was no way out past the growling and clearly angry timber-wolves. “This is going to be a bit of a setback, for I don't want to end up a wolf snack.”

Lily didn't know exactly why the colt was so afraid, but she knew it had something to do with the Zecora. Since she couldn't get to the zebra while she was in her hut, Lily was not going to let Zecora leave for a while. So instructing her pack, who felt similarly to her, the wolfs surrounded the hut. This would help the colt get way. Lily was worried about Danny and was afraid of the trouble he could get into, but she would have to trust he would stay safe. Something told her he would be fine and she could always track him down later.

================================With Danny================================

Danny was blindly running through the forest with no idea where he was going. He ran through bushes and jumped over fallen trees. The only thing he knew was that he had to get away from the zebra and avoid what horrible thing Zecora would do to a monster like himself. Along the way, he saw glimpses of creatures that he reminded him of things he had read about in one of Sam's many mythology books. If he wasn't so scared out of his mind, Danny would have stopped and admired them.

Eventually, the colt's muscles started to give out and he slowed down. Breathing hard, he pushed himself to continue even thought his muscles were screaming for him to stop. Finally Danny simply couldn't continue and collapsed in a heap. He stayed there for a long time. When he had recovered enough, Danny slowly and unstably got to his feet. By this time, the moon was high in the sky.

Looking around, Danny could see an old castle in the distance and figured he would head in that direction. The structure could prove to be a place to hide in where no one would find him. He had to cross an old rope bridge to get there.

When Danny was standing in front of the castle and looked up, he couldn't help thinking the place was the perfect location for a haunting. He cracked a small smile at the situation. A scared and tired ghost using a creepy place to hide. The structure looked to be falling apart. It reminded him a little of the castles from the Ghost Zone . . . just less ghostly looking. “Parts of it are missing the roof. . . . I wonder if any of it can still provide shelter from the elements?”

Slowly entering the structure, Danny looked around. He had no problem seeing. The full moon's light illuminated some of the inside of the building since there was so many holes in the ceiling and broken windows. Where there wasn't any moon light, Danny's natural nocturnal vision helped him to see.

He had calmed down from Zecora discovering what he was. It helped that he thought the castle was absolutely cool looking. It distracted him from what happened. The place seemed normal enough, except for the main doorway and ceilings. They were so high and big that he couldn't think of anything that would have a problem entering the castle.

Danny decided he would explore so he could see if the place would make a good shelter for the foreseeable future. Looking around, he saw many old tapestries. There seemed to be two themes going on in them. The first one had warm colors, the sun, and a white horse with wings and a horn. The second had cold colors, the moon, and a dark blue pony with wings and a horn. He liked the moon theme better of the two.

Eventually, Danny came across a large room with many entrance ways and intersecting hallways. At the other side of the room was a staircase that lead up to two thrones, each below a banister of the two themes. Between them was a large hole in the wall.

Continuing to explore, Danny came across a large library with a long table in the center of the room. He looked around for a few moments before deciding to sit down since he was getting tired again. Going over to one of the chairs at the table, Danny struggled to get in. It was obviously made for a pony much larger than himself. Plus he was still a bit unused to his body and felt weak.

The small colt eventually made it into the seat, but in his struggles to get on, he knocked the chair back and off balance. Danny closed his eyes as he fell, waiting for the pain of his landing. But after a moment of not hitting the floor, the colt opened his eyes and saw that the chair was tipped back without falling.

Before he could question this, the sound of old gears turning could be heard. Danny jumped off the chair and took a battle stance, only to fall. “I'm still too weak to defend myself. I need more rest to recover fully.” He then heard a scrapping noise as the bookshelves to his side opened, revealing a room behind them. “This place has secret passageways? . . . I have to watch where I step or I might activate a trap or something.”

Getting up, Danny peeked inside the room. It looked like a small personal room. There were pillows on the floor, a couch, some shelves built into the walls filled with books and a pedestal in the middle of the room with a single book on it. He slowly entered the room. Looking around, he saw a small lever on the wall next to were he entered. Having an idea of what it might do, he tried to reaching it.

But Danny wasn't even close to touching the lever even by standing on his back hoofs and stretching out his front hoofs as far as he possibly could. “Curse how small I am.” So collecting the little bit of strength he had left, Danny gave a jump and barely caught the lever with his front left hoof.

So happy at finally having something go his way, Danny didn't even question HOW exactly his hoof was holding on.

His weight wasn't enough weight to pull down the lever, causing Danny to mentally curse about the reduction in his size. Jerking his body downward, he got the lever to lower after several failed attempts.

The small colt fell to the floor in a heap as the bookcases closed, sealing up the room. After slowly getting up and wishing he wasn't so weak, tired, small, and in pain, Danny looked around and saw that the room was sealed with no way out. He wasn't scared. In fact, he thought this would be perfect. While he slept, the colt wouldn't have to worry about anyone getting to him. But if someone did find out where he was and tried to get the small colt, Danny would be awoken by the sound of the bookcases scrapping as they moved.

With his mind put to rest that he could sleep peacefully and safely, Danny went to the couch and laid down.

Sleep found him quickly, but his dream land wasn't as peaceful as Danny would have liked the place to be. In fact his nightmare was the worst thing he had ever experienced. It even challenged nightmares about his experience with his future self. The dream was so horrible, it was brought to the attention of a certain princess of the night.

Ch. 3: Help on the Way

Author's Note

Author Notes: Hi fillies and colts. I'm back. Just so everyone knows, I'm going to work on Altered Fates on Fanfiction after this. So no updates for a bit after this. Sorry. It has been a long enough pause in my working on that story. I wrote this story with the specific intentions in mind so I could do something cute and write cuddle scenes. . . . I just couldn't help adding the dark twist to things. (Shoulder shrug) That is who I am. I just like a character being hurt and then having someone come in and comfort them. Also if anyone has an animal they want to see Danny befriend, tell me and it may just become one of his cuddle buddies. Just tell me exactly what it is so I can figure out what creature is and if I want to use it or not. And so I don't confuse it with something else. It can be from any media source. Heck, I'm thinking about giving Danny a Zubat pokemon friend. It won't be an exact Zubat, but a bat based off the pokemon. As a side note I lost a day's work on this chapter when my computer crashed. It bites, but I'll live. And just so everyone knows, I used a web translator for Luna's olden style speech. It is Lingojam Shakespearean. I used it since I didn't want it to be TOO hard for me to do it. I plan on Luna being a big character in this. I just picked and chose what to use and what not to use from the results of the automatic translator. I wanted her to have an accent, but I didn't want Luna's words to be unreadable. Sorry if anyone thinks this is lazy, but I'm doing this for fun and not to do a research paper on how to write Shakespearean English. Seriously, I feel bad about not truly doing the translation myself, but I can't find a source that explains all the thee, mine, and of things for her accent that I could understand it easily. If someone could point one out, PLEASE tell me and you will get my thanks.

I just notice I haven't added something yet:

Words = “Fun? What is this "fun" thou speakest of?”
Thoughts = “Scorpan urged his brother to abandon their plans. When Tirek refused, Scorpan alerted us to Tirek's intentions.”
Other Languages = “The empire's magic is powerful. It cannot fall again, my sister.”

Ch. 3: Help on the Way

A Phantom in Equestria Chapter 03: Help on the Way

================================In Canterlot================================

Princes Luna was curled up, laying on the bed in her room. It appeared that she was sleeping, but in reality the princess of the night was deeply meditating. She found that laying down, as opposed to sitting or standing, helped it so she wouldn't end up sore once she was done.

The Princess of the Night's mind was currently in the dream world.

The dream realm took on any form one could imagine. The place actually changed its look depending on who was there. One moment, it could look like one place then the next it was somewhere else. There were only two constants. First, the dream world was always endless. This didn't have to be obvious at first, but whatever the world of dreams looked like, it actually went on forever. Second, there were always portals that lead to everyone’s personal dream realm. This too wasn't always obvious, but these doorways were always there, located somewhere.

Luna liked to have the place take on the form of the night sky with doors floating in space that acted as the gateways to different creatures' dreams. Each door was unique to the creature it belonged to, formed from their experiences and life. The form and condition of the door said a lot about the owner . . . if a pony knew what to look for.

And Luna was here, doing her job.

There were two parts to her responsibility in the realm of sleep and dreams. For the first part, she helped ponies and other creatures within Equestria deal with their nightmares and face the real reason behind them. The second part was that she protected ponies from the creatures that lived in the dream world. There were different things living in this realm, but the worst ones were dream demons. . . . especially a certain one eyed Dorito that Luna had unfortunately met and fought with before.

Usually these creatures weren't worth worrying about, but if not kept in check, they could become a problem.

Princess Luna was the only one who could truly live up to this job. Celestia had preformed admirably during her sister's banishment, but the sun princess just didn't have the talent for it that Luna possessed. First off, Celestia had to use a spell that took a lot of magic to enter the dreams of ponies unlike her sister, who could slip inside as easily as breathing. The sun princess would then try to help her ponies, but Celestia held their hooves every step of the way. (This was because, and only Luna knew this, Celestia was uncomfortable, nervous, and felt especially guilty about taking her sister's place.) This meant they didn't learn the true problem's meaning by themselves, resulting in recurring nightmares. Luna had a different and subtler style that was born of experience and the fact that this job was part of her special talent. The second problem was that it took even MORE magic for Celestia to enter non-ponies' dreams. The cost was so much that Celestia was left without enough magic to raise and lower both the sun and moon everyday. So unfortunate, non-ponies had to deal with their nightmares by themselves. Celestia hated to do this, but she had to do it so there wouldn't be even more chaos. She had tried, but the day Celestia couldn't lower the moon, there was widespread panic that Nightmare Moon was returning. It took a long time to reassure and convince everyone that everything was okay. The fear her subjects showed towards her sister pained her greatly and left her crying for days . . Not that anyone ever saw her tears.

Tonight, the dream realm was quiet with nothing really going on.

Luna was just about to call it a night and go have some fun. “Maybe I should take Vinyl Scratch up on her offer to go to her nightclub and party to her fabulous music.” The princess had found that many of the nighttime ravers loved her. It felt so good to spend time with ponies who enjoyed her beautiful night.

Luna did have the time to do this and many things . . . for several reasons. Her night court was almost always empty. So much so, Luna had been tinkering with the idea of turning them into a place to rave. Most ponies brought their problems to her sister's court time since Celestia worked during the day. It was so much easier for the ponies to bring their problems to the Sun Princess than staying up late and go to the Princess of the Moon for help. Plus a lot of the citizens still held some fear of the Moon Princess's dark past. It hurt her greatly that they did, but those who didn't and her sister's love helped her to take it in stride . . . instead of letting the past repeat itself.

Suddenly the princess of the night felt the intense suffering of one of her little ponies. She didn't know what the pony was experiencing but the darkness of the nightmare was full of pain, misery, and heart-ache. “I must help whoever it is.”

Following the horrible feelings, Luna found herself standing in front of a door unlike any she had ever seen before. It had a metal hexagon fame. There were black and yellow striped panels in the center of the ring of metal. The most concerning thing was the dents and scratches all over the thing. These were signs something bad had happened to the owner.

This is when the Princess of the Night sensed the magic coming off of the doorway. It indicated that the owner was exceptionally powerful, but that wasn't what concerned Luna. “This feeling. . . This energy almost feels like dark magic . . . but . . .” She shook her head. “It isn't. I have been near dark magic users before and this energy isn't that. . . . It feels like magic but MUCH colder.” It suddenly hit her in the face what she was feeling. “This is spiritual energy!? How could anything have this much of it and still be alive?”

The princess pushed this concerning fact to the back of her mind as she observed the door. Luna didn't know what to make of this doorway. “How would one even enter this . . . gateway?” She starred at it before moving closer for a better look. Once she was stand right in front of it, the yellow and black panels moved out of the way, revealing a spinning toxic green vortex.

Seeing the vortex surprised the princess even more. “Who could this belong to?” Luna couldn't even begin to think of what somepony would have had to experience to get this thing as their door. “Though this doorway would hold great importance and make sense to the owner.” She examined one of the deeper scratches. Gently, Luna traced the large gash that ran diagonally across the whole gateway. This tear was much deeper than the others, almost cutting the whole thing in half. “The pain they suffered must have been both mentally and physically scaring to cause this.” She was concerned since the doorway looked like it was moments away from fully breaking and falling apart. If that happen, it meant the owner had a mental breakdown and would never be the same again.

Before Luna could contemplate all of the confusing and worrying information, what it all meant, and what she should do to help, the Princess felt a huge spike in the negative emotions coming from the owner of the gateway. Wanting to help and knowing there was no time to waste since the negativity was growing worryingly strong, the Princess of the Night threw caution to the wind and dived head first into the portal.

Once through, Luna found herself inside of some sort of lab. The make of the place appeared to be of the highest level of technology available. The only places rivaling it would have been Canterlot's own labs . . . or maybe Twilight’s basement. That pony was so obsessed with science that sometimes Luna truly wondered if the unicorn had a fetish for it. “That dream I saw her in was a bit . . . unusual . . .I might need to consult my sister and help Celestia get her student a coltfriend.” But Twilight's interests, while a bit concerning to Luna, weren't that important right now.

Luna looked around, taking in the unusual sights, but stopped when her eyes landed on a scene so horrifying that her body froze in place as her mind raced. Tears ran down her face and her stomach wanted to empty its contents. The only comforting fact was that Luna knew this was a dream and what she was seeing wasn't real.

But that really didn't make it any better.

In the middle of the room and strapped to a table was a small tan colt. (The only reason Luna could tell the child was male was because his legs were spread, showing off his privates. That was just how androgynous the child was. Though the child's lean and elegant body did lean far more to the feminine side of the gender scale.) But that wasn't what horrified her. The young colt was in the middle of being “operated on” by a blue mare with a red mane and a large orange stallion with a black and white mane. To Luna's complete horror, his chest was ACTUALLY open, showing his still pulsating organs, with the adult ponies' blood covered hoofs inside of him, moving his parts around as casually as if they were looking for misplaced keys in a bag full of stuff. The colt was just laying there, not moving, indicating that he must have been drugged since he wasn't screaming for death.

But clearly the colt wasn't drugged enough. His eyes were wide open as tears ran down his face. After a few moments, his soulful blue eyes looked in Luna's direction, silently begging for her help or to be put out of his misery. By this time, the colt clearly didn't care with one happened as long as the horror was ended. Though death was the better looking option since after this horror, he would be scarred forever.

“He is still conscious,” Luna thought. “He is feeling everything as they tear him apart.” Normally Luna would have just help a pony get through the nightmare by giving them little hints or pushes in the right direction until they understood the true cause of the bad dream by themselves. That way they learned the lesson and it would truly stick. “But I CAN NOT do that now. This is far too horrible to let continue.” Closing her eyes and focusing her magic, Luna cast the spell that would end this nightmare and reset the dreamland. Luna could then comfort and calm the pony down before getting down to the true reason behind this horrible vision. “Not that the cause is going to be pleasant . . .though I am positive it is more so than this . . . . .This small one is probably being extremely abused by someone. . . He will most liking have to be taken away from his home to escape his abuser.”

When she finished, Luna prepared to meet the needs of a distraught child in need of a comforting hug and a shoulder to cry on. A small smile came to her snout. Though she hated for a child to be upset, Luna enjoyed helping them to feel better and discover what a wonderful place dreams could be. “This is my favorite part of the job. . . Though I enjoy helping anypony, it is so much more fulfilling helping children than adults.”

When her eyes opened, Luna froze. What she saw caused her smile to instantly disappear as a shocked gasp escaped her mouth. The princess now knew without a doubt why the child's door was so damaged and almost falling apart.

The nightmare hadn't dispelled.

“Nay. .This can not. . . NNNAAYY!” The princess's speaking pattern had reverted back to her old style. This only happen in certain extremely trying situations. And right now was one of those times. Luna felt like her heart was going to stop. This time she actually did throw up, just missing covering herself in the stuff, as she fell to her behind. Her body shook. She felt so distraught and honestly didn't know what to do at the moment.

The reason why the spell didn't work horrified her. Luna fought the urge to curl up in a ball and weep.

“The spell didst not worketh because this is not a nightmare. . . . This is a MEMORY. . . This actually hath happened to him.”

“We has't to stop this,” Luna said in a determined tone as she stood up and wiped the mouth. She desperately racked her brain for an idea. It came to her after just a moment. “Tis the only way. . . . We has't to awaken him.” Her eyes glowed white as Luna flared her magic around her horn and aimed at the colt.

The moment the magical beam hit, the memory ended as the colt and Luna were simultaneously thrust out of the dream realm and back into the conscious world.

Sitting up in her bed, Luna looked around her room. She still felt deeply troubled and terribly disturbed about what just happened. Her body was shaking. “If we art this affected by that. . . .” The princess couldn't find the right words to express how bad what she saw was. “ . . We can not imagine what that child is experiencing right now.” The distressed felt by the princess was so strong that she got up out of bed and was going to do something she hadn't done since she was a small foal . . . (Okay truth was she had been doing this for a while after being returned to normal, but never after a trip into the dream realm). . . . go snuggle up with her big sister Celestia until she felt better.

Quickly and silently moving through the castle's hallways, Luna made sure that no one, especially her Nightguard, saw her on the way to Celestia's bedroom. It wasn't that she was embarrassed by her actions . . . okay maybe a tiny little bit of her was . . . “We art an adult and a princess after all, we shouldst beest stronger than this.” But the princess couldn't resist the comfort that she knew her sister would bring her.

Luna also knew that if anyone saw her this upset, they would start to worry something was majorly wrong. Word may then spread and a small panic might start. Ponies might fear that the world was in danger or, since Luna was the one so upset, that Nightmare Moon was returning. (Only those who still feared her would jump to this conclusion). And when the situation had to explained to the public, Luna didn't look forward to her actions being revealed just to calm everyone down. (This was the curse of being famous across the world.) Plus everyone would find out what happened to this child and Luna didn't what anyone knowing unless they absolutely HAD to know or if he wanted them to. The colt was a victim of horrible abuse and he probably didn't want anyone to know what happened to him. He probably didn't even wanted the Princesses to know, even if they would help him.

When she was standing outside Celestia's room, Luna looked up at the large golden doorway. The doors were decorated in mirrored images. There was a large sun that matched the princess's cutie mark in the sky. Ponies were depicted playing and working under the sun's raises of light.

After a moment, Luna slowly and quietly opened the door. She quickly slipped in before silently closing the door again. It was late, practically the next morning, and she knew Celestia would still be asleep.

And Luna was right.

Celestia was in her bed, covered by her blankets and peacefully asleep. Stepping away from the door, Luna crept further into the room and over to the bed. She looked down at her sleeping sister. “Perhaps this is not such a valiant idea. Tia does has't a lot of work to doth tomorrow and needeth her rest, otherwise all that paperwork is going to beest a nightmare.”

The moment the word “nightmare” went through her mind, it caused a reaction by her subconscious. Usually her mind would torture her with a flash of her past dark self smiling cruelly as she did something evil. But this time, her subconscious had new material to use. The image of what she saw happen to the young pony assaulted her, making her quickly change her mind about waking Tia.

Gently nudging her sister with a hoof, Luna quietly whispered “Tia.”

Slowly Celestia awoke and sleepily opened her eyes. “Lulu.” She knew it was her sister since only Luna would call her Tia. The princess yawned as she turned towards her sister. “Is it time to raise the sun already?” She released another large yawn. The sun princess looked like she was going to fall back asleep while sitting up. “If not, can whatever it is wait for the morning?”

“Tia.” Luna's voice quivered with sadness as tears appeared in her eyes. The horror of what Luna saw and the comfort that she knew Celestia would give her had finally broken down her tough outer shell.

Celestia was immediately awake and in full big sister mode at tone of Luna's voice. She sat up straight and asked “Lulu, what's wrong?”

“We . . We . . the d-dream . . . v-very much . . . horr'r. . ” Luna couldn't hold in her tears anymore and started to sob uncontrollable.

The older sister acted quickly and pushed her covers off of herself before pulling her little sibling into her bed and a tight hug. They sat there with Celestia holding Luna as the moon princess wept openly. Luna knew Tia wouldn't judge her. Celestia never did. Not even after she was returned to her true self and came begging forgiveness for becoming a monster. There was not a moment of hesitation in Celestia when she forgave Luna with open loving arms. In fact, the sun sister had tearfully asked the moon princess if SHE forgave HER for not being there for Luna all those years ago when she truly needed Celestia the most. Luna replied that she did. From there they spent the whole night holding each other, happy that they were finally back together as they should be. For what was the day if she didn't have her sister, the night.

Though right now the sisters weren't the alicorn princesses that everyone saw and held the highest respects for. They were just two loving siblings. The older one trying to comfort the distraught younger one.

“What happened to upset her this much?” Celestia rubbed Luna's back as she said “Everything is going to be okay.”

Her words only caused Luna to wail louder, surprising Celestia.

Between sobs, Luna said “Nay it won't. We (sob) did see something unbelievably (cry) horrible in the dream realm.”

“What did you see?,” asked the sun princess in concern. . . . especially since Luna had reverted to her old pattern of speech. The Moon Princess had worked HARD day and night to update her speech. Celestia knew this regression was only caused by extreme emotions in her sister. Anything that upset Luna this much, was something for Celestia to worry about. For a moment, the Sun Princess was concerned that this was another End-of-Equestria-and-the-World event. But looking at her sister, Celestia knew it wasn't. Luna wouldn't be crying if it was. She would be collected and prepared to help form a plan to save them all. Whatever she saw wasn't world threatening, but was deeply upsetting none the less. Thought it still made it to the top of Celestia's priority list since her sister was so deeply affected by whatever it was.

Getting herself together, Luna knew words wouldn't do justice to what she saw. So instead, she pressed her horn to Celestia's. The tip glowed brightly and the memory of what Luna saw passed through to Celestia's mind. The Sun Princess felt tears gather in her eyes. The sight of one of her little ponies in so much pain, suffering something so horrible, was almost to much for her. Before she could completely break down, a thought came to her mind that if true would be the silver lining to this terrible cloud. She clung to it desperately, since if she was wrong, Celestia didn't know what she would do. “That is a truly horrible vision, but surely you put an end to this nightmare the moment you saw it.”

Luna had calmed herself down and stopped crying. At this point she didn't think she had anymore tears left. She was almost surprised that Celestia wasn't crying after seeing what happened to the colt, but Luna realized that her sister didn't know what she knew. That was why the Sun Princess wasn't crying right now. “But she shall beest.” Releasing a sad defeated sigh, Luna said “We . . . . . ” She released a sad whimper.

Celestia was silent and waited for her sister to continue. She had a feeling she wouldn't like what she heard.

“We couldn't,” Luna said as her body slumped in sadness, causing Celestia's concern to spike and her gripe on her hope to release. The sun princess prepared for the worst.

Luna's voice took on a serious tone and her face gained a neutral look. “For it wast NOT a dream.”

A shocked look came to Celestia's face. The tears finally escaped as realization finally came to the older sibling. She had tried to mentally prepare herself for this, but she wasn't truly ready to hear that someone had dissected a child. Who in their right minds would be okay after hearing what happened? NOPONY would be was the answer . . .but if they were, then something was seriously wrong with their brain.

“It wast a memory. I couldst only end it by flaring mine own magic, ejecting us both from the world of dreams.”

Silence fell over the sad princesses.

After a bit of time, Celestia whipped the tears from her eyes and looked at Luna. “Where you able to determine the location of the colt?” There was a small desperate tone to her voice that very few have ever heard from her before. Celestia didn’t let her little ponies hear her like this. If they did, there would be wide spread panic. But she desperately wanted to find and help this child. If she had to, Celestia would take him from wherever he was and let him live in the castle. She would even go so far as to adopt the pony herself if that helped things.

Sadly Luna could not answer this question positively. “We art afraid we didst not.” Her lips quivered a little. It felt like she had failed. “In mine own hast to end his torture, we did remove us from the dream world before we couldst determine his resting place.” Inside, Luna was kicking herself. If she had just waited a few moments to act, Luna would have known exactly where this pony was and go get him right now. “But we couldst not allow him to continue experiencing that horror.”

Seeing the defeated look on her sister's face, Celestia leaned into Luna' side and nuzzled her. Using a comforting tone, she said “You did the right thing. I am glad you were able to end his . . horror.” She mentally shuddered at the memory Luna gave her, almost wishing the moon princess kept it to herself. “That image will forever be burned into my mind. I don't think I can EVER forget it . . . and neither will that child.” That fact greatly saddened the sun alicorn, thought she kept it out of her voice as she said “I'm sure you will see him again in his dreams . . . since no one who has suffered that and lived, will be sleeping soundly for long.” It was a blessing and a curse. Yes, Luna would be able to find this pony again if they dreamed of this horror. The negativity produced by the dream/memory would be like a beacon to Luna now that she knew what to look for. But Celestia and Luna felt sicked that the only way they had to find this child in need was to sit back and wait for him to suffer. She lifted Luna's head so they were looking into each others' eyes. Luna could see the support in Celestia's eyes and it helped her to feel better. “I know you will do every you can to help this colt face this.”

“Aye.” Luna's strong and confident tone brought a smile to Celestia's face, despite the sad situation. “And we . shall . . . .” Luna stumbled over her words since she had just realized what she had been doing subconscious. “I will make sure I can find him in the real world when we meet again.”

Celestia smiled when Luna's speech patterns returned to how the Princess of the Night wanted to speak. She knew that meant that Luna had truly calmed down inside and had collected herself. . even thought the princess was still upset.

“And together,” Celestia leaned into her sister side and gave her a hug, “we will make sure this colt gets the help he deserves and needs.”

==============================Earlier with Danny==============================

Danny vaulted up out of his sleep. He was panting and sweating. Still trembling from his dream/memory, Danny looked around the room in fear. He couldn't help the fear that his parents were going to jump out of the shadows and drag him back to that white room with the examination table, the painful experiments, and . . . . mind breaking . . dissections.

Tears escaped his eyes and he just wanted to be comforted. “I want my m. . . .” He froze in shock. “I almost called out for Mom. . .” He shook his head. “No, Maddie doesn't have the right to that title anymore . . . and I know they don’t see me as their son either.” He didn't feel like he had the strength to admit these thoughts out loud. That would make just how alone he currently was too real for him. He was in a world clearly not his or the Ghost zone. He was in the body of a different body. He had no friends or family by his side. Even just thinking all this brought more tears to his eyes. After a few moments of continued thought, Danny realized who he really wanted. “I want Jazz.”

Mentioning his sister caused his tears to increase and to flow freely. He didn't know what happened to her or how she felt about him. “She probably hates me like the rest of my family or she gave in to the GIW to save herself like my friends.” But a voice from the back of his mind, that sounded just like Jazz, shouted that she would stand by his side until the end of time and that she would find her little brother no matter what he had turned into or where he was . . . even if she had to tear up everything in her path to get to him. “Then she is in jail,” Danny thought sadly as he laid his head on his crossed front hoofs.

After a moment and before he could break down into an uncontrolled sobbing mess, Danny couldn't help remembering something that helped to drive off his depression . . . . The horse thing that he saw in his dream.

Focusing on her image helped Danny to forget about his sadness for a few moments. “She had wings and a horn . . . what does that make her . .” He tapped his chin in thought. “I know I read it some where . . .”

Ever since he became half ghost and the spiritual world had been proven real without a doubt to him, Danny had been looking up all kinds of different kind of mythical things. He figured that if ghosts were real then other supernatural things could be too and knowing about them might be helpful in the future.

The name was on the tip of his tongue. “Was it pegacorn?” Danny shook his head. “No, that doesn't sound right. Unipeg? Unisus?” Each one got a negative head shake. “I think it is an alicorn.” This one got a positive head nod. “That just sounds right to me.” An clear image of the alicorn came to Danny's mind. “She was so pretty like someone took the night sky and made an alicorn out of it. . . . She seemed so upset seeing what happened me.” That comforted him a bit, to know that someone cared about him. “I have the strangest feeling she helped to end my nightmare.” He had seen and experienced stranger things since becoming half ghost. “I wouldn't mind meeting her in real life . . . that is if she exists at all. . . . . She is probably just a figment of my subconsciousness, born from my love of space and want for someone to be there for me. . .. .” A surprised look came to his face. “That sounded a lot like some of the psychologist stuff Jazz would say . . . I guess with all of her therapist talk, some of it rubbed off on me.” His mood then dropped. He had a feeling that if (and that was a big IF in his book) she was real, then this alicorn would be as unmeetable as his dream of visiting the moon and stars was unattainable.

Fighting the urge to lay there and be depressed, Danny whipped the tears from his face. He then stood up and decided to explore the castle since he wasn't going back to sleep anytime soon. Besides Danny really didn't have anything else to do . . . unless he decided to read, but he had a feeling that his mind wouldn't let him focus on that and would drift off to more unpleasant places.

Just as Danny was about to leave the room, something caught his eye. Going over to it, he picked up and held a black cloak in front of himself. The unbelievably soft fabric had tiny little sparkles in it that were only viewable if the light caught the surface just right. Simply put, it looked like the night sky and that is why Danny put the cloak on. It felt soft and completely covered body. The ends of it were slightly raged in places from use and it pooled around his hoofs a bit. In Danny's option it looked cool and mysterious on him. But what he liked the most was the smell. He couldn't help burying his face in it and taking a deep breath. Something about it made him feel safe and warm inside, like he was getting a hug from someone who cared deeply about him with all their heart. This ultimately was why him to decide to keep the cloak.

“Plus it will hide most of my scars and ugly skinny body,” Danny thought darkly.

After putting the thing on, Danny noticed that there were two unusual holes on the back. They were like slits, but the fabric was arranged in a way that they were covered and unnoticeable when not in use. “It's weird. . . almost like they were made for if I had wings.” With a shrug, Danny decided the pros of the cloak greatly outweighed this weird attribute.

With his new cloak on, Danny phased out of the hidden room to explore his current home for the time being. He was feeling much better after his first true night of rest in a long time. Yes, he had a horrible nightmare, but he did get some sleep since he didn't have to worry about white suited guys coming to preform experimentations on him. In this one night, Danny got more rest than a week at the GIW's facility. It had gotten so bad during his imprisonment that he had stopped being able to sleep, only falling unconscious when he was drugged or his body simply couldn't stay awake anymore. He also developed a fear of living things that were mostly white. Danny KNEW he was safe, but seeing someone covered in the color just made he feel scared and unsafe. Plus his healing had kicked in fully, meaning Danny could put up a fight again. While he was going around, he could practice his powers. It had been so long since he had done a full test of them.

But before his exploration or a power session could start, a strange spider with a star on its abdomen caught Danny's attention and he went to look at it.

=========================Mid-Day at Golden Oak Library=========================

Twilight was in main room of her library, surrounded by towers of books and empty shelves. She was currently in the middle of her monthly reorganizing, evaluation, and counting of all the books. Intensely looking at a book, Twilight realized it would need to be replaced. It seems someone had decided to draw something inappropriate in it. “I'm going to have to look up who borrowed this last and speak to them about this.”

Sighing, the young unicorn was just about to call for Spike (he wasn't with her helping since he snuck away to do something else when he learn exactly WHAT they were doing today) so that she could have him add “Tobin's Spirit Guide” to the list of books to order, when someone started knocking at her door.

Twilight instantly knew something was wrong just from how frantic the knocking was. No one would be knocking on her door that way unless it was very important.

Rushing over to the door, knocking over a tower of books in the process, Twilight opened it and gasped.

Barely standing on the other side of the entrance way was her friend Zecora. The zebra was panting and looked like she had been through hell. Her mane and tail were missing chunks and there were blooding scratches allover her body. The blood stood out very strongly against her gray coat.

“Oh my goddesses,” Twilight exclaimed. “What happened?” Before the tired zebra could say anything, the unicorn continued speaking. “Never mind that.” She quickly lowered her head and lit her horn with magic to cast a teleportation spell. “We have to get you to hospital right now.”

But before the spell could be cast, Zecora stopped her. “Wait Twilight.” Gasping, she paused a moment to catch her breath. “Everything is actually alright,” the zebra said in a reassuring tone. Her wounds were really just simple scratches and looked worst than they really were. “It might be very nice outside, however do you mind if I come inside?” Her voice showed just how tired and in pain she was.

“Oh,” Twilight said. “You're right. Come inside.” She quickly moved to the side so Zecora could enter her tree-house. Watching her friend painfully limp inside, Twilight said in a worried tone “Are you sure you don’t need to. . .”

But the zebra cut her off with her words as she held up a hoof. “I may look like quite the mess.” Zecora went over to the unicorn's couch and laid down. Her sore body thanked her for finally letting it rest. “Though there is a bigger problem that we must address.”

Twilight decided not to argue with the zebra. “Zecora knows best. She is a doctor of sorts and wouldn't let herself be too injured and not get treatment if she truly needed it.” She didn’t even notice that some of Zecora's blood was soaking into her coach, staining the fabric. Twilight was more concerned with her friend and the problem brought to her for help than her couch. Those things came first in Twilight's book and furniture could always be replaced. . . . which was probably going to happen to the couch with all the blood smeared and soaking into its surface.

“Today a young and severely injured pony came to me. I immediately took him inside my tree.” Zecora's voice held a great sadness that Twilight couldn’t understand.

“I know that she would have done everything in her power to help,” Twilight thought. An idea came to her mind that made her very sad. “Maybe she did and it still wasn’t enough. . . and the pony died.” She looked at the depressed zebra. “That would explain why she is so upset. . . but not why she is all scratched up.” Twilight decided not to jump to conclusions and just wait for Zecora to explain what was going on before she could even consider providing help.

“I tried to give aid without delay,” Zecora said. “But it seems that I simple caused him to run away.” A tear left her eye before the zebra sent a serious look at Twilight. “Do not force this pony to comply,” her tone turned grim, “the results will truly horrify.”

Gasping, the unicorn asked “Did this pony hurt you?” If they did, Twilight would see to it that they faced the fiercest punishment they could be charged with. She would even get Princess Celestia involved if she had to.

Shaking her head, Zecora looked down at her injuries and remembered Danny’s terrified face. Felling bad about how much she scared him, she said in a sober tone “These wounds are the price I paid. It seems I upset the new friends he made.” Realizing that she needed to focus, Zecora said “None of that really matters.” Her tone showed how important this was. “We have enough to do on our combined platters.”

“His name is Danny.” Seeing the confused look on Twilight's face, Zecora could understand her thoughts. Ponies usually had more colorful names than the simple one Danny possessed. “I know it sounds a bit simple and uncanny. But that is really trivial right now. Danny needs to be found somehow.” Her tone stressed how important this was. “He is a young earth pony with a tan coat and a black mane. His soulful blue eyes hold a deep pain. Danny took off into the Everfree.” Twilight gasped as Zecora nodded. “You know how dangerous that forest can be.”

Twilight was deeply concerned about the “deep pain” and “Everfree” parts. She could just imagine it now. The small scared colt was lost in the dark forest. Curled up in a small ball, Danny was sobbing his little heart out. The normal sounds of the forest suddenly stopped. Not that the colt noticed, so lost in his sadness was he. A twig napped, breaking the silent air. This too went unnoticed by the depressed colt. Before Danny even knew what was happening, a horrible beast came out of nowhere and grabbed him with its huge teeth. Danny screamed as his flesh was pierced by the ivory blades. The creature then proceeded to devouring the colt in the most painful way possible. Eventually his cries for help ended as the colt was no more.

“NO!,” Twilight thought, breaking herself from the horrible image. “Danny will be a snack for any of the horrible things in that forest. . . I can't let that happen. . . We have to find Danny before some thing happens to him.” The unicorn was broken out of her thoughts by her wounded zebra friend.

“This colt greatly needs our aid, even though he is afraid.” Twilight couldn't agree more with the zebra. Thought there was a bit of a miscommunication in Danny being afraid. Twilight thought Zecora was saying the colt was lost and afraid in the forest. What the zebra meant was he was scared of . . . well . . ponies. The Everfree Forest didn't even faze the young child.

This was the problem with Zecora's speech patterns. Sometimes it lead to ponies not understanding her.

Sighing sadly and tiredly, Zecora said “Though there is something I must request.” She looked imploringly at Twilight. “May I stay here while you and your friends go on this quest?” As if to empathize how tired she was, the zebra reluctantly laid her head down on the couch. Getting past Lily and the other timber-wolves took everything she had. She was just lucky the beast couldn't leave the forest or she would have never made it to Ponyville. So Zecora simply didn't have the strength to go and help find Danny. Plus, she knew that she was the one that had scared him off and it would be for the best if she didn't come even though her guilt ate at her soul. But she knew that the Element Bearers were the best ones to go to for help. They would find him and bring him back to Ponyville, where Zecora could plead for his forgiveness for scaring him off. She hoped that maybe they could become friends. . . . That was IF, Danny forgave her.

“No problem Zecora,” Twilight said in a kind and understanding tone. The unicorn would have gone to find Danny even if she wasn't just asked to do it. No way would she let a child be lost in that forest with all the horrible creatures that lived in it. And her friends would be just as determined as she was once Twilight told them what was going on. Also the unicorn could tell the zebra wasn't up to go anywhere. And even if she did try to go, Twilight wouldn't allow it. Zecora needed treatment, rest, and to not go on this mission. “My friends and I will search all of the Everfree Forest to Danny and get him the help he needs.” Her tone was confident. “You just stay here and rest.” The unicorn then shouted out “SPIKE!”

Only a few moments passed before a purple baby dragon wearing a pink apron and yellow rubber gloves came running into the room. “What is it Twilight?” With a rubber snap, he removed his gloves and then his apron. “I was in the middle of cleaning the . . .” His voice trailed off when his eyes landed on the bloody sight of Zecora.

“Spike?,” the purple unicorn asked in a concerned voice. When the dragon didn’t reply, Twilight stepped between him and the couch, blocking Zecora from his view. Seeing his shocked face and eyes starring blankly ahead, she placed her font hoofs on his shoulders and gave him a small shake to get his attention. “Spike.” The glazed look left the dragon's eyes and he turned towards Twilight. “I need you to take care of Zecora while I go do something very important.”

The dragon, getting over his shock when he heard that the zebra needed him, was used to not being told things. It happened all the time with the many adventures Twilight and her friends went on. Spike knew that the unicorn would tell him all about what was going on when everything wasn't so crazy and the current situation had calmed down. So without asking anything, since he knew it was for the best right now, Spike gave a salute before saying “Right away Twilight.” He then ran off and out of view, to get the medical kit so he could treat Zecora's injuries.

When Twilight turned back towards Zecora, she saw that the zebra had her head up and was staring intently at her. “Before you go, I must warn you of the danger,” said Zecora. “For you see, to Danny, you are just a stranger.”

Twilight felt a little put off. She was one of the Elements of Harmony, helped turn Nightmare Moon back to Princess Luna, and was pivotal to turning Discord back to stone. “Most everyone knows about me and the girls . . . so why wouldn’t Danny?”

“Danny has a great power within him, so do not push him on a whim.”

That made Twilight wonder. A lot of ponies said that about herself. “Does that mean Danny is like me? . . But Zecora said he was an earth pony, so what does she mean?”

Before Twilight could ponder the question further, Zecora said in a grim voice “For if you do. . . .there is no telling what will happen to you.”

With her warning delivered, Zecora laid her head back down. Though she had to warn Twilight, that didn't mean she had to reveal Danny's ghostly nature to her. She owed the colt that much, especial if she hoped to patch things up with him. She just hoped that things went smoothly. . . But considering all the things involved . . . Zecora didn't hold high hopes. “I hope everything works out in the end. That way Danny can make many a friend.” Before her eyes could close, she saw a confident look come to the young unicorn's face.

“You can rest assured Zecora.” Twilight smiled. “With my friends by my side, there is nothing we can't do.” This statement was proven to be true again and again with all of the challenges the group faced together and came out triumphant in the end.

With those parting words, the unicorn ran out of her tree house to get her friends so that together, they would search all of the Everfree Forest and find Danny no matter how long it took.

“Hopefully we can find him before something bad happens to the little guy,” thought Twilight as she ran down the road. “Now which of the girls should I locate first?”

With unicorn gone, Zecora finally allowed her eyes to close. “I hope you are right Twilight. For if you aren’t, you girls are in for quite the fight.” With that thought, she finally let her mind fully rest and sleep quickly engulfed her.

Ch. 4: What a Phantom Can Do

Author's Note

Author Notes: Hi everyone. THANKS to all of you who commented and gave me your support for doing this story. . . . especially lightreader1 and Is-this-a-good-name . . . from Fanfiction.com. Thanks for being there for me when I needed it. You are the BEST. . . . Now I admit, this chapter might seem a little, out of place if you will, but I promise I have my reasons.

Whew! (Whips sweat from forehead). It took forever to fix this. When I put this on the site, I had to remove spaces. Every new paragraph had at least three extra blank spaces between them. I wonder why it does that?

Ch. 4: What a Phantom Can Do

A Phantom in Equestria Chapter 4: What a Phantom Can Do

================================With Danny================================

It seemed that Danny had made another new animal friend. One of the spiders he had been looking at had crawled up his cloak and perched itself on top of his head. And it was a big one too, larger than any of the other spiders he saw. It was a little bigger than his two hooves put together while the others were a tiny bit smaller than just one of them. This was not taking the legs of the spider into the equation.

Deciding it wasn't a problem, the colt let the spider join him on his exploration of the castle. Danny decided to call the spider (Who was female. He didn't know that for sure, but had a strong feeling the spider was a she.) Star, after the shiny star shape on its abdomen.

From the happy clicks it was obvious that Star liked her new name.

Danny didn't know it but he had just befriended one of the most deadly spiders in Equestria, the star-spider. (He would kick himself over how silly the name was when he found out what they were called.) It wasn't that they were super poisonous. Their venom only paralyzed for about an hour or so. It was what they did after someone was paralyzed that made them so dangerous. Working together, (they sometimes worked as a team or individually, it depended on the spider itself), several spiders would quickly wrap up their victim with their silk. The thing about their webbing was that it was as strong as diamonds. Only two things could break the webbing, the spiders themselves or VERY strong magic. But ordinary unicorns weren’t usually able to produce that kind of intensity . . . not unless they wanted to leave themselves drained, almost to the point of death, and completely vulnerable to being recaptured. So once caught in their web, there was little hope of escape from the spiders liquefying their prey's insides and drinking them down like a smoothie.

Moving through the castle with Star, Danny tried to imprint the layout into his mind. That way if something happen, he would have the home field advantage. He found out that the castle was filled with many secret doors, passageways, and traps. All of them were pretty much harmless, especially when compared to some of the past things Danny had experience with. He fell for a few, but his intangibility made sure he and Star stayed safe and weren't stuck anywhere.

“These traps will come in handy,” Danny said to Star.

The spider just nodded her head from her riding position on the colt's back. She wasn't sure what the pony was talking about. Star didn't like the traps they fell into since the sudden jostling around scared her. But Danny kept her safe and if they made him happy, she was okay with them. . . . as long as she didn't fall into anymore of the traps.

“If I am attacked, I could lead the enemy into them.”

“Who would want to attack this cutie?” Star didn't know why Danny would be attacked, but from the colt's tone, he was sure it would eventually happen. That made Star decide that she would get the other star-spiders to help her set up some web traps later. She would show Danny them afterwards so he didn't get caught in them. Just in case he did, she would tell the other spiders that Danny was a friend and off the menu. She didn't think she would have a problem though, since Danny was so nice, but if they didn't follow her demands, Star could just eat the trouble-making spiders. She was that much bigger and tougher than the others. Plus since Danny could go intangible, (she was shocked when she first saw him do this since she had never seen a pony do that before), Star didn't think the colt would or could get caught in a web.

After exploring the interior of the castle a little more, Danny discovered some very interesting things. The most interesting thing was a musical organ that seemed to control different things in the castle . . . Danny didn't KNOW that for a fact, but his past adventures taught him that things usually worked weirdly like that.

Thinking it over, Danny thought it was time to get a look around the outside of the building and the surrounding area. Giving it some thought, the colt decided that since Star didn't seem afraid of the ability, Danny chose the easiest way out of the castle and simply phased through walls until they got outside.

Once outside, Danny started to walk around. The outside area and structures had mostly eroded away by the elements so there wasn't too much that wasn't damaged in some way or over taken by plant growth. In the back of the castle there was a large empty courtyard. At the back of the empty space was a fountain that once held a statue, but now the sculpture was nothing but pieces in the scummy water below. Off a little distance away was a large pool were lily pads and other swamp plants now grew. A few frogs and other creatures now lived in the reclaimed swamp. Seeing the shadow of something large moving under the surface, the colt decided it would be best to stay away for the time being. Danny also found a large overgrown garden that held many statues of different mythical creatures. All of them had some kind of damage, ranging from just missing a tiny piece or small cracks to being nothing but an unrecognizable slab of rock.

After a few moments, Danny came to an area that for the life of him, he couldn't tell what it was. From his height, the thing looked like just a wall of plant life. Wanting to get a better look to see if he could figure out what he was looking at, the colt focused. After a moment, he and Star became weightlessly (scaring the poor spider at first) and they floated up until he could get an aerial look. It took a moment, but Danny realized this overgrown place was the remains of a hedge-maze that mother nature had totally reclaimed.

Danny never noticed that Star was staring at him with eyes full of surprise and an open mouth the whole time they were in the air.

Once Danny and Star were back on the ground, they continued on. The two came across a decrepit building and Danny went inside. There was a lot of old rusty metal frames to beds inside. The cloth parts of the mattresses had rotted away from old ago. There were some rusty armor and spears laying scattered around.

Picking up a spear, Danny inspected the tip with one eye while closing the other as he said to Star “Well I guess this is probably the armory or something. Maybe the place where the soldiers slept?” Looking at the wall, Danny threw the spear. He did it out of boredom so he wasn’t really trying.

That didn't mean the results didn't amaze the star-spider.

Star was surprised to see the spear sticking out of the will with the metal tip of the spear embedded into the stone. “He has to be very VERY strong to do that , , , stronger than a foal of his size should be.” Though it was surprising, this fact didn't make her fear the colt. Even though Star realized that he could easily squish her before she could defend herself. But she knew he wouldn't. Danny just gave off an air that made her feel safe and want to snuggle up to him.

Leaving the building, the two made their way to the front of the castle. Danny was just about to enter the front doorway when he heard a barking sound. Turning, he looked around. Eventually his eyes spotted a creature running in his direction. It took a moment to make out the features of the creature since the thing was moving so fast, but when the colt finally did, Danny thought “Is that . . .LILY!”

Before the ecstatic timber-wolf could glomp the small colt, Star jumped off of Danny, stood between them, and hissed warningly at Lily.

Normally you would think the large creature wouldn't have been bothered by the small arachnid, but Lily was. She froze about a foot away from the spider. Lily knew what Star was and the extreme danger that she posed. The spider could trap her in a web that the wolf couldn't break out of. Lily had seen other timber-wolves not realize the threat and get trapped. Lily feared what would happen then. It wasn't that Star would eat her since star-spiders couldn't consume timber-wolves. The wooden creatures weren't made of flesh so there wasn't anything to actually eat. But the spider could just leave her in the web and there would be no way for Lily to escape . . . ever. Lily would be stuck there until her body rotted away. It would be a slow and miserable death.

“You stay away from my Danny or I'll make you regret it,” Star clicked and hissed as she shook an angry leg at the timber-wolf. She had put things together (incorrectly) and figured this was what Danny was afraid of. “He is a small colt and would make a perfect snack for anything in the forest.”

Hearing the bug call Danny her's and speaking to the timber-wolf like SHE was the unwelcomed one here, greatly angered Lily. “What are you talking about!” Her growling was deep as she took a pouncing stance. “That is my colt and I've been searching all over the forest for him!”

“Yeah, to eat him I'm sure,” Star said, missing the shocked look that came to Lily's face. “I'm not going to let you hurt him. . If you take one step closer, I will cover you in so much web no one will be able to tell what you are, then I'll leave you stuck against a wall forever.”

“Ha,” Lily mocked laughed as she anger increased. This timber-wolf did not become the leader of her pack by backing down. “I'm so fast, you could never catch me. I will have you torn to PIECES before you can even shoot off any webbing. . . .” She took a few calming breaths. “But I'm a reasonable creature. . .. Step away from Danny and I will leave with him peacefully. Otherwise,” her growling came back, deeper than before, “I'll squish you like the bug you are.”

“I'm not a bug, you mutt,” Star hissed as she prepared her web shooter. (She would have called Lily a bitch, but that wouldn't have been an insult since the wolf WAS a female dog.) Turns out mutt was a good choice though.

“Hey, I'm a wolf,” Lily growled, highly insulted. She knew she had to be quick. If one strand of webbing touched her, the fight would be over since there would be no escape.

The two creatures stared off as they silently planned their attacks out. The tension was incredibility thick. You would have to be incredible clueless to miss it.

And Danny was just the right amount of cluelessness for that.

Walking up to the wolf, Danny gave her a hug as he nuzzled her side. He had surprised her so much, Lily almost tore into his flesh by accident. But she was able to stop herself just in time. “I missed you Lily.” She shot a smug look at Star. She was just about to say “bug off” to the spider, when Danny said “I want you to meet my new friend Star.” His words removed the smile from Lily's face. The colt preceded to drag Lily over to the spider, who looked just as unhappy as the wolf about the meeting.

Once they were standing next to the spider, Danny picked Star up and held her towards Lily so that the two were eye to eye. “I met her,” he still wasn't sure of Star's gender, but felt that “her” was the right word to use, “in the castle and she kept me company as we explored together.”

Star and Lily just looked at each other, unsure what to say. They had just threatened to kill the other over Danny. But looking at said colt, they knew that they had to play nice or risk upsetting the little guy.

“Well,” Star said hesitantly as a timid friendly smile came to her face. “I . . Guess we . uh. . friends?” She raised a leg out towards Lily.

Thinking it over, Lily huffed. “Fine.” She raised a paw to the spider leg and gave a gentle shake before sending a glare at Star. “But if you turn on him,” she cast a quick look at Danny, “I WILL squish you, bug.”

The look on Star's face turn equally hostile. “Same to you mutt. . . . except for the squishing . . . replace that with webbing against a wall for a VERY long timeout.”

Before they could descend into another growl and hiss competition, Danny lowered Star to the ground. “I am so glad you two are here.” His nervous and sad tone caused the two to stop glaring at each other and face Danny. They both had worried looks on their faces. “I . . . I . actually don't w-want to be alone right n-now.” He liked knowing that the animals were there for him. If the colt was upset, Danny knew he could cuddle with them until he felt better. It was like having a security blanket . . . except one that could hug back.

Lily and Star shared a look that said “The fighting is so done now. Danny needs us.”

Star moved first and climbed up Danny until she was on his back. She then stood up on her back four legs before hugging the back of Danny's head with her front four legs.

Lily (who let Star go first since the spider was so small and easily crushable) then moved over to Danny's side and nuzzled him.

As Danny smiled with his eyes closed during the snuggle fest, Lily and Star sent looks at each other that the colt couldn't see.

“You're still a mutt.”

“And you're a bug.”

After a more long moment, the colt and timber-wolf separated. Lily shot a small jealous look at Star since the spider was still on Danny's back and cuddled up to him. She wanted to pick Danny up and place him on her back, but she held herself from doing so. With how weak Danny was when they met, Lily knew that it would be good for him to walk around and regain his strength. She didn't know about his healing ability or that he was back up to almost full strength after the short period of rest. It was amazing how good his healing was if it wasn't being suppressed and he actually got some rest.

But Lily and Star were just about to find out how impressive and strong Danny really was.

“Hey, you two want to watch me practice with my powers?,” Danny asked in excitement. His happiness was so high that colt was practically vibrating in place. It had been so long since he used his powers freely. Just the though of flying around again filled him with so much pleasure and warmth, that he couldn't stand it. The small floating trick he did with Star was just not enough and had wet his appetite for a real flight.

Star nodded her head excitedly as she happily hissed. Seeing him make them both intangible and floating was impressive. She thought only unicorns could do stuff like that. Yes she knew some creatures that weren't unicorns could do magic, but when it came to ponies (Zecora was a zebra) only the ones with horns could normally preform spells and magic.

The wolf had no idea what the colt was talking about, but if he was up to exercise . . . whatever form it was . . . she wasn't going to stop him. “It will do him some good.” Lily was under the impression that he was still weak and needed to build himself back up. So in reply, Lily excitedly wagged her tail and yipped happily.

“Okay,” Danny said before leading them back to the empty court yard. He looked around and before leading them to the large landing that surround the back entrance to the castle. He asked them to stay here. His explanation to their curious looks was “I want you two to be safe.” That didn't really clear things up, but he didn't explain further.

Danny thought for a moment, before removing his cloak. He then placed it between Lily and Star. “Watch this for me, I don't want it damaged.” Lily simply nodded her head, making Danny realize that she probably understood him more than he originally thought she did.

Turning to Star, he saw a sad look on her face. A couple of tears left two of her eyes. This was the first time that the spider had seen him without the cloak on. His fur was so covered in filth that it was actually hard to tell what color it actually was. The number of scars on his small body was upsetting to the spider. And from her low height, Star had a perfect view of the large and unusual “Y” shaped scar on his chest. She wasn’t sure what could have caused it, but whatever it was had to have been something extremely painful and nasty.

Looking down at the ground in sadness, Danny said “I know.” He couldn't take anyone looking at him like that. It was almost worst than uncaring looks since the obvious concern in Star's eyes made Danny remember all the bad things done to him. “They aren't pretty. . .” His breath shuddered. “Life hasn't been kind or easy for me.”

Rushing forward, Star hugged his front hoof with all her might. “I promise to be there for you. . . I understand why you were so worried about attacks now. . . I,” she sent a look at the timber-wolf, “and Lily . . . kinda glad she is here now . . . will make sure NOTHING happens to you ever again.”

Star released a surprised clicking sound as Lily made a startled yelp. The cause, Danny had turned intangible and Star had fallen through the colt to the ground.

Lily was stumped by what just happened. She didn't know that Danny could do magic. Now she was even more excited to see what Danny could do.

Getting up, Star sent a small glare at Danny.

“S-sorry.” The sheepish look on his face and the nervous tone to his voice put an end to Star's glare. “I'm just so excited t-to use my powers.” That wasn't a full lie. He was just in a hurry to use his powers since that would help him to forget what thinking about his scars brought up in his mind. He need to do SOMETHING to chase away the dark memories that threatened to make Danny curl up in a ball and start weeping. “It has been so long since I tested them all out.”

The longing and sadness in his voice hit the two females' hearts.

“Fine,” Star said. “Just don't do that again . . . . or no more hugs.” Her threat was an empty one since Star knew she couldn't stop herself from giving them out to the colt even if she tried.

“Okay, I'm j . . .” Danny trailed off as the spider and wolf stared at him. Danny hadn't spoken in his normal voice, but had in fact made a series of clicks and hisses.

Thought that wasn't what made his eyes grow wide in surprise and amazement.

“Did you just understand her?,” Lily asked, hoping that he would answer her.

“Yes.” Danny turned towards Lily with a stunned look on his face. “And you too.” This time his voice had come out as yips and growls.

The fact that he was understanding Lily and Star was the thing causing his amazement. The genuine surprised tone to his voice told the two creatures that the colt was just as taken aback as they were.

After a moment of processing what was happening, a huge smile came to Danny's face. “This is so awesome.” He looked back and forth between Lily and Star. “I can understand you girls.” He paused and looked at Star. “You are a girl . . right?”

Star shot a small glare at Danny, but nodded her head. Lily started snickering at the spider, drawing a venomous look from her.

“Good,” Danny said with a smile as he nodded his head. He was completely oblivious to what was going on between the two females. “I'm glad I didn't make the same mistake as I did when I thought Lily was a boy.”

Embarrassed at the reminder, Lily laid on her belly and covered her eyes with her paws. Her ears went back as the fierce predator released a small whine like a disciplined puppy.

That got Star laughing

But the moment the spider did, Lily quickly stood back up and growled at Star, putting an end to her laughter as she in turn gained a fierce look too.

Before the two could start fighting, Danny moved over and hugged the timber-wolf, putting an end to her angry growls immediately. “I'm sorry,” Danny said in a genuine voice, thinking Lily was angry at him.

His sad voice spoke to Lily and to show she wasn’t angry . . at least not at Danny . . . the wolf started nuzzling the colt. “I'm not upset my pup.” A confused look came to Danny's face at the “my pup” comment directed at him, but mentally shrugged it off since it was said in such a kind and caring way. Lily then gave him a nudge forward, confusing him for a moment. His ears splayed back, thinking he had upset her again. Lily's next words put that thought to rest.

“Now why don’t you get back to showing us what you can do.” The smile that came to Lily's face would have frighten any other pony into thinking they were just about to end up a meal.

But Danny wasn't a normal pony. . . not by a long shot.

Returning the smile, Danny gave Lily one more quick nuzzle before walking to the middle of the empty courtyard. Once there, the colt nervously turned back towards Lily and Star. “Don't be scared of what I'm about to do.”

The two shared a look, sure there was nothing Danny could do to scare them, before turning back towards the colt, refusing to turn away.

Reassured, but still nervous, Danny took a battle stance before saying “I'm going ghost.”

Though Lily and Star weren't scared of what they saw, they certainly were shocked and amazed.

They watched as a ring of bright white light formed around Danny’s middle. The ring split in two and one traveled up his body as the other went down. As they went, Danny's body changed. When they had cover his whole body, the rings of light disappeared, leaving being a completely different pony.

Danny's fur, including his tail and mane, had changed to a snow white color. . . . though all the filth on his body made the color seem more like a gray. (Which meant that once cleaned, Danny would be handed a huge mental struggle that he might not be ready to face.) His mane and tail were much longer and seemed to ripple like they were being blown by a breeze that only effected them. They also were a bit transparent and as they moved small silver sparkles could be seen in random places. His mane and tail looked like a night sky, only the black was replaced with white and the stars were silver. Danny also had grown a horn and a pair of wings that seemed just a bit too big for his body. His body also gave off a faint glow. The only things that didn't change was the horrible condition Danny's body was in and his size.

The only reasons Lily and Star knew it was Danny was because they saw the transformation happen and the colt still gave off his comforting aura, only now it was more intense. That aura kept them from thinking he looked scary, even though with how skinny he was (he still looked like a bag of bones) and the dark bags under his eyes, Danny looked like what most ponies thought of as the embodiment of death. The picture was just missing a cloak and a scythe. Lily sensed that his power had greatly increased in this new form. They were both so amazed by the change that they couldn't help staring at the beautiful pony. He sort of looked like an tortured angle.

Danny didn't even notice their stares since he too was observing his changes. Craning his neck back, he saw the wings. “I'm gray and I have wings now? . . Weird.” After a moment, he realized something. “Those holes in the cloak ARE for wings.” As he was looking himself over he notice something stuck to his forehead. The colt made the most adorable look, crossing his eyes to see what it was.“A horn too? I wonder if this means I can do magic or something?”

When he did realize they were staring at him, Danny shyly said “I like to be called Phantom in this form.” His voice had an echo to it that, if it wasn't for Danny's calming aura, would have been creepy and terrifying. He hoped his new friends weren't scared of him now.

Lily and Star simply nodded their heads, amazed by the transformation. After a moment, Lily realized the colt worried they would be afraid of him. Picking up the spider and scaring her in the process (much to the wolf's amusement), Lily threw Star onto her back before quickly running over to the colt. Once next to Danny, Lily nuzzled him to reassure the colt that they were still friends and she didn’t think any differently about him even if his body was completely different now.

Star joined in by jumping onto Danny's head and hugging him. She decided to get a little pay back. So hanging from the end of his horn by a string of web, she lowered herself until they were eye to eye. “You are so pretty. Just like a princess.”

Danny replied by blushing, causing them to think he looked even more adorable and pretty.

The hugs continued for a few more minutes, before Lily picked Star back up, surprising her again but not scaring her this time, and returning to Danny's cloak to sit and watch what they expected to be an amazing show.

With a smile on his face and new found confidence, Danny felt free to completely show them what he could do. “Now onto my powers,” Phantom said to himself as he mentally went over his power list.

“Intangibility.” Phantom phased into the grown and out of view. After a few moments, he floated up through the floor between his friends, surprising them. Lily yelped and Star hissed, causing Phantom to laugh. He then proceeded to walk through Lily, making her shake a bit. It creeped her out a little, but the smile on Phantom's face showed he was just teasing her a bit. She didn't actually feel anything when the colt went through her.

Standing right in front of the two, Danny stayed there for a second. He then started to walk around them and their eyes never left him, waiting to see what he was planning to do next.

They didn’t have long to wait.

“Invisibility.” Before their eyes, Phantom faded away into nothingness. But they knew he wasn't gone since they could still hear his hoofs clopping against the stone floor. From the the sound, they could tell he was continuing to circle them. Suddenly the sound stopped. After a few moments, Phantom reappeared siting in front of them again.

Standing up before crouching, Phantom said “Flight.” The colt then jumped straight into the air. He kept his hoofs out in front of him as his lower half changed into a spectral tail. He then flew around the court yard, before circling the castle.

Looking down, Phantom was disappointed when his friend didn't look too impressed or surprised. That is when he realized that his wings were flapping. “They think I'm using them to fly.” He hadn't noticed but he had instinctually opened them when he jumped into the air. Deciding he would prove he wasn't actually using his wings to fly, the colt flew down towards his friends and hovered in front them. His ghost tail wagged for a few moments as he took the time to familiarize himself with his new limbs. During this time, the wings jerked and twitched in all kinds of different directions. It almost look like they were having a seizure. Before Lily or Star could get worried, the wings settled down and tucked themselves into Phantom's sides. This time when he took to the sky and flew around again, they were impressed since Phantom was clearly not using his wings to fly. Seeing this, he decided to fly around for just the pleasure of it. Though eventually Phantom allowed his wings to spread wide open. It just felt better and natural to fly with them out. He took his time and did loops around the castle and all its towers, increasing his speed as he went.

After a long time, Phantom slowed down and flew back to the middle of the court yard. He floated about twenty feet above the ground as his ghostly tail turned back into his lower body. “Now I just need a target.” Looking around, his eyes eventual came to rest on a gnarly tree. “Perfect.” “Ghost Rays.” He raised a hoof and pointed at the tree. Nothing happened. For a moment, he worried that something was wrong with him and his powers. But then he noticed something. Thought his hooves weren't encased in glowing green energy, showing that they were ready to shoot a blast, his horn was. Going with the flow, he refocused on his horn and released the energy. A green blast shot from his horn and into sky. “Okay. Guess I shoot from my horn now.” Experimenting, he shot off a few more blasts into the sky as he focused on the feeling. He paused and concentrated on shooting a ray from his hoof again since that was what he was so used to. This time it worked and his hoof was encased in the ghostly energy. “But I had to use far more concentration than with my horn. . . It just feels more natural to shoot from there than my hoof. . . I guest until I retrain myself to use my hooves to shoot, I have to just use my horn while in combat.” After a bit more time experimenting, Phantom believed he had the hang of aiming and shooting with his horn. Pointing his new head ornament at the tree, Phantom shot.

Star and Lily gasped when the tree exploded. Slowly turning away from the smoking remains, they looked at Phantom and he shyly said “Guess I used too much energy.” He released a nervous chuckle as he rubbed the back of his head. It reassured him when Star started clapping with her front four legs as Lily howled in excitement. They were happy for him since if Phantom was using that much energy he must be truly feeling better.

While in the air, Phantom raised his front hooves as his back ones spread out. His wings extended to their full extent. “Ghost shield.” A green sphere formed around Phantom. The surface of the bubble was pulsing with electrical energy, showing that if anyone touching it would receive a powerful shock. After a few moments, he dismissed the bubble. Phantom then created a small (but still able to cover his body) square sheet of flat ectoplasmic glass. This time the electricity was absent, proving that Phantom could make a shield without the electrical effect. The only reason he usually applied the effect was because in his option “It looks so much cooler that way.” After a few moments, the shield started to change shape. Losing the squareness, it gained a domed circular shape. This time the shield floating in front of the colt was about half the size of the square one. With a little more concentration, Phantom had the shield grow spikes.

Feeling like he had shown great competence with his shield manipulation, Phantom decided it was time to move on to something else. “But first,” the colt thought as he looked around. Eventually, a statue caught his eye. It was of a large griffon holding a flag. There was moss growing on the left side of its face and body. Besides a few large cracks and its left wing missing, it was complete and standing proud. “Perfect.” Phantom spun around and threw the green spiky shield. It flew through the air so fast that the shield's movement was hard to track.

Lily and Star watched as the shield passed by the griffon statue before continuing on off into the Everfree Forest. Their eyes followed the shield the whole time until it traveled out of view. They were disappointed (though they didn’t let it show since they didn't want to upset the colt) that Phantom had missed hitting the stature he had clearly been aiming at.

Suddenly there was a slight grinding sound. They turned back in time to see the statue's head and part of it's wing slide off and fall to the ground. The cuts were completely smooth. Quickly, the wolf and spider turned towards Phantom and saw the colt was smirking.

“What? You thought I missed?” Phantom waved a hoof dismissively. “I have too much fighting experience to miss an unmoving target.”

The timber-wolf was stunned into silence. Lily couldn't believe what she was hearing. “Young ones shouldn't have to learn to fight. Life is dangerous in the Everfree, but even here the young are protected and usually left alone . . . for the most part.”

Seeing the stunned look on the wolf's face, Star thought “I'm going to have to talk to her about what I've heard.” She too was stunned, but more so about Phantom's powers and less so about him knowing how to fight.

Being oblivious to their looks, Phantom thought about what to do next. After a few moments, the colt finally decided on what to do. It was something he was just getting the hang of before the GIW captured him. Focusing, a blob of ectoplasm formed in front Phantom. It was long and the shape undefined. After some more concentration from the colt, the blob started to take a definite shape. Eventually, a simple sword had been forged. Looking it over, Phantom though “It isn't that complex . . . Okay, this sword is as basic as it gets.” He didn't get discouraged. No. In fact, Phantom became emboldened to succeed with this power. “When I do get this down, I will be able to create detailed and AWESOME looking weapons.” Phantom envisioned himself wielding an stylized scythe he had created out of his energy. The weapon then changed into a chain with a kunai on end and a small spiked ball on the other. “So cool.”

After envisioning all the cool things he could do with this power, Phantom threw the sword down at the stone floor below him. Lily was surprised that the sword was embedded up to the guard in the ground. “He's strong . . . or that sword is super sharp. . . . probably both.”

As Phantom lowered himself to the court yard ground, the green sword started to fade away in green smoke that was carried away by the slight breeze. It started at the tip of the hilt and worked its way downward. By the time the young alicorn landed, all that was left of the sword's existence was a hole in the ground.

“Telekinesis.” Phantom's face scrunched up in concentration. This power he wasn't as used too as some of his other ones. Just as it seemed like nothing was going to happen, three of the square tiles from the court yard floor in front of the colt's feet started to shake and rattle against the unmoving ones. After a moment, they freed themselves from the ground and flew up to Phantom. Getting to the colt, the three tiles entered orbit around their master. As they circled around the alicorn, the squares spun like saws. It was slow at first, but gained speed until the squares looked like they were circles. For the next few moments, Phantom had them slowly rotate around him.

Targeting another tree, Phantom threw them one right after the other. The first one hit the trunk, embedding itself about halfway in. The second removed a large branch from the left side before continuing on and shattering to pieces against a wall in the distance. The last one hit the tree horizontally at the base, leaving just the stump behind as the rest of the tree fell over. This one met the exact same fate as the second tile.

Lily and Star were amazed. They were starting to think nothing could mess with this colt and get way with it. “Then why is he so scarred and in such a horrible condition?,” was the similar thought running though their heads.

“And why does he have to keep targeting trees?,” wondered Lily. Each time Phantom did, she couldn't help picturing a timber-wolf being attacked. It wasn't that she thought he would do that, it was just that timber-wolves and trees were both made of wood.

Having demonstrated his good control over his telekinesis, Phantom decided to use a power he never got to practice. “I only discovered it moments after my life went to hell.” He pushed the sadness and thought out of his head.

But his two friends sensed the shift in his emotions.

Before they could do anything, they felt the sadness leave Phantom. It was replaced with determination and excitement. So they wouldn't do anything now. Though when Phantom was done showing off, they would put him down for a nap and snuggle with him just to make sure he really was okay.

Phantom couldn't help the excitement as he focused on trying out his teleportation. He was saddened that he only got to use it once before the GIW captured him (it was something Danny had been trying to do for so long), but he was determined to not let that stop him. “Now time to teleport.” He focused and, after a moment, Phantom dissolved in green smoke that swirled before disappearing.

His sudden reappearance between Lily and Star startled them. Star fell over onto her side with her legs out straight as Lily released a scared yelp as she backed up. Phantom chuckled at them as they recovered. Before they could retaliate, Phantom teleported away again. This time he focused on being quick since he wanted to see if this could be used in combat. The same thing happened as before, just faster. This time he reappeared on the other side of Lily. He tried again before the timber-wolf could react, only focusing on distance. He reappeared high in the sky. Looking down, Phantom saw that from his height, Lily appeared to be the size of an ant and Star was unseeable since she was already so small.

Before teleporting again, Phantom took the time to enjoy the view. Off in the distance he could see many things. He noticed that the ruined castle was surrounded by an intense forest. The forest seemed wild and uncontrollable. It gave off a subtle darkness and supernatural air that reminded Danny of the Ghost Zone. A pleasant smile came to his face at this familiar feeling. Off in the distance there was a beautiful castle on the side of a mountain. “I wonder how it doesn't fall down?” Further away there was what looked like white clouds with rainbow waterfalls falling from them. “That is pretty.” He also saw a village that was just on the outskirts of the forest. “I wonder if I should go visit.” The thought alone made Danny shake with fear. He wasn't ready to deal with more ponies. “They might . . . .” He didn't want to think about what might happen if they found out he was a half ghost freak of nature.

So instead Phantom focused on his power and decided to teleport with a destination in mind. He disappeared and reappeared in the hidden room he spent the night in. “Got it on the first try. I think I got the hang of this already.” He teleported back to the middle of the court yard.

“Now on to overshadowing.” Phantom looked at Lily and Star. “I should totally ask them instead of just possessing one of them.” Flying over, he landed in front of them. “Now for this next power I want to ask if one of you wouldn't mind helping me?”

Before the alicorn could explain what he was going to do, Star started bouncing around and waving her arms. “Pick me! ME! MMMEEEE!”

“Okay,” Phantom replied, hoping to calm her down. “She looks like she was going to explode from excitement.” “I choose you.” He then started to explain exactly what he was going to do. “Now I'm going to . . .” Only to have Star cut him off.

“I don't want to know.” The spider smiled at the confused colt. “I want it to be a surprise.”

Shrugging his shoulders, Phantom walked over to Star. What Lily saw next was hard to explain (or for her brain to process), but the closest she could get was that Phantom actually walked INTO Star. How such a larger creature fix inside a smaller one baffled her mind. It was over before Lily knew it. When Star looked at her, Lily saw that the spider's six eyes were toxic green and slightly glowing.

“Hi,” Star said to the silent and staring timber-wolf.

“What just happened?” Lily tried to sound calm, but her panic was starting to leak through and into her voice.

“I just possessed Star,” the spider said. Only this time, her voice wasn't her own. Instead it was replaced with Phantom's echoey voice.

“Is . . is that really you Pup?” asked Lily.

“Yeap,” replied Phantom, making the “p” at the end pop. He waited a few more moments before leaving Star's body. It had felt a bit unusually to possess something so much smaller than himself. But it was something he could get used to. Once out, Phantom stood in front of Star and Lily.

“The leaving is just as weird as the entering,” thought the wolf.

Star was silent for a few moments as her mind cleared. Stumbling a little, one of her legs went to her head since she was a little dizzy. When her head did clear, the spider turned to Phantom and asked “So when are you going to do . . . whatever you are going to do? I can't wait to see what other power you have.”

Lily just looked at Star for a moment in shock, but kept a neutral face. “You don't remember what just happened?”

Shaking her head negative, the spider asked “No.” Star scratched her head. “Why? Should I?”

Phantom's chuckling brought their attentions back to him and stopped Lily from continuing to questioning the spider. After a moment, he stopped laughing and said “Sorry. I never did get to explain what exactly would happen.” He shot a look at the spider, but the two were too curious to care. Seeing their looks, Phantom turned to Star and said matter-of-factly “I possessed you.”

“Really?,” asked the spider. Getting a nod, Star excitedly said “Cool. . .” She paused as a confused look came to her face as she scratched her head with a leg. “But why don't I remember anything?”

Lily wanted to know the same thing.

“That is a side effect of the whole possession process,” explained Phantom as he sat down in front of them. “Whenever I overshadow someone, they forget what happened during the whole time of possession. They also go along with anything I made them do as if they chose to do the action themselves when asked about it later. . .” He gained a thoughtful look. “I think it is so no one knows they were possessed. . . . . It works unless I make them do something radically against their personalities or abilities . . like flying. . . . . The only times I have experienced someone remembering was if they welcomed or knew the possession was going to happen before hand.”

“Wait,” said Star in confusion. “I totally welcomed the possession, so why didn't I remember anything?”

Lily nodded her head too since that question made sense.

Thinking for a moment, Phantom said “Probably because you didn't let me tell you what I was going to do.” He gave a little shrug that told them he wasn't totally sure. “I'm not an expert on any of these powers . . .” His voice then gained a small hint of sadness. “I have had to learn everything by myself.” It wasn't just the fact that Danny wished there was someone to teach him . . . and not force him to be evil as the price for the knowledge . . . . Talking about this made him remember the two people that Danny took possession of the most . . . His father and Tucker. . . . And that made him feel incredibly sad.

Sensing that sadness, Lily asked “Can it be fought or blocked?” in the hope to distract the small colt.

The question did the exact opposite though since the only one to have fought and help back a possession (without the aid of ghost hunting tools) was again his father, who had done horrible things to him along side his mother.

“I . . I . .” Phantom hung his head as his voice rang with sadness. “Yes. . . If you have a s-strong enough will. . . . . I have only seen it happen o-once, but it was only long enough to warn others that they were being p-possessed.” Remembering the time Vlad possessed his father was painful on two fronts. First, considering what happened, the experience wasn't that great in the first place. The second . . . after everything that happen, remembering his family was painful. His parents hated him, his friends betrayed him, and Phantom didn't know what happened with his sister (this one was the one that upset him the most).

Seeing tears in his eyes, Star and Lily immediately moved in for a hug. Phantom readily accepted and returned the snuggle. Star quickly climbed up and wrapped her legs around his head as Lily curled herself around the colt, practically swallowing him up with her body. The timber-wolf licked away his tears on one side as the star-spider used some of her legs to get the other ones. The group hug was so tight that nothing could have removed the colt from the spider's and wolf's grips. Eventually it was loosened when Phantom had calmed down.

“Thanks,” Phantom said, truly grateful to have the wolf and spider after everything that happened. Freedom was his, but the demons of the past weren't ready to release him from their painful clutches.

Looking into the colt's soulful eyes, the wolf said “I . .” Lily paused when she saw the spider. It was hard not to notice Star since she was still cuddled up to the side of Phantom's head. “WE . . will always be there for you pup. . . So if you ever want to talk about . . . what troubles you . . . we will listen.”

“Yeah,” added Star. She climbed over to Phantom's forehead and looked into his eyes while upside down. “I may be all eyes, but I do have a great pair of ears. I'm an awesome listener.”

Phantom giggled at her before saying “I will.” Lily and Star perched up. “But I'm not ready yet.” They slacked a little at that, not that the colt noticed since he was looking downward. His voice turned flat and serious. “It was only the other day that I somehow escaped that living nightmare.” The small alicorn fell silent as he starred straight ahead. Just talking about it caused Phantom to get lost in the horrible past.

The sudden change in the colt's attitude was not a good sigh to Lily and Star.

Acting quickly, Star said “Hey why don't you get back to showing us your awesome powers.” She wanted the excited and lively child back. Star couldn't stand how he was acting. His glazed eyes were painful to look at. And since he was excited about that before, maybe it would get him out of the dark place his mind was taking him. “Whatever happened to him, it should only be brought up when Danny is ready to talk about it.”

To their happiness, Star's plan worked.

Phantom shook his head, bringing himself back to the present, and looked at Star. “Yeah . . . That sounds nice . . . . Plus there are three more powers to go. . .Though I don't feel up to one of them.” That power being his Ghostly Wail. “I don't think I'm strong enough right now.” Phantom didn't want to see what happened if he preformed that draining attack. Plus, he had just recovered and didn’t feel like wasting all his regained strength using a power that had the potential of destroying the castle even when it wasn't aimed at the structure. “This castle is the only place I have . . . . . . so why chance its destruction,” he said quietly to himself.

Though Danny hadn't clicked, hissed, yelped, or bark the last thing, the spider and wolf completely understood his words. Lily and Star didn't react or say anything, but they were stunned. From what they saw, this colt was powerful enough to take on anything in the forest and win. If he wasn't strong enough at the moment, then just how destructive was this ability? And more importantly . . .

How powerful was Phantom when he was at his best?

Phantom then, with a bit of difficulty since the two females weren't exactly ready to release him, removed himself from their grips. He knew that he could have just gone intangible, but . . . . Danny liked the feeling of them not wanting to let go. It showed that they cared about him.

Before Phantom could walk away, Star shouted “WAIT!” as she frantically waved four of her legs. She instantly had Lily's and Phantom's attentions. Having their full focus on her made Star feel a little shy. Nervously tapping the tips of her front legs together, the spider said “I never got to see you use your possession ability. . . . I was wondering . . .”

“If I would overshadow Lily?,” suggested Phantom, trying to be helpful. . . . . Thought he wouldn't do that without her permission.

The timber-wolf flinched at the alicorn's words. It wasn't that she was afraid of being possessed. Lily just didn't want it to happen without being asked about it first.

“Actually, no,” Star said, much to Lily's happiness and Phantom's confusion. “I was curious if you could possess nonliving things and control them or even fight from within them?”

That caused Phantom to pause and think. He knew it was possible, since he had seen other ghosts do similar things, but Phantom hadn't really put much thought into doing it himself. Looking at the spider, the alicorn said “I . .” He thought over the idea for a moment and realized something. “That would be cool.” His words caused Star to smile brightly. “I'll try it. . . . Have anything in mind?”

“Why not one of the many statues here.” Star gestured towards the court yard. Seeing that Phantom was looking, but wasn't sure where to start since there were so many, the spider said “I suggest the large minotaur.”

Nodding, Phantom flew over to the only statue that was a minotaur. It was colossal and muscular looking as it just stood there on its pedestal, looming over the colt. If Phantom had to compare, the minotaur was much larger than Skulker. “But then again, I think I'm much smaller than I was as a human so I'm not sure.” The statue had a few cracks and was missing its left arm. The male statue, (though Phantom had never seen a male or female minotaur before so he didn't have anything to compare it to, the thing DEFINITELY looked like a guy), had on a loin clothe, a bull ring in his noise, and was holding a huge war hammer in his remaining hand. The statue was standing tall with his arm by his side.

Taking a deep breath, even though he didn't actually need to breath as a ghost, Phantom thought “Okay. Just do what you do with the living when you possess them.” He then took the plunge into the minotaur statue.

Lily and Star watched with deep interest. For a moment, nothing happened. The statue's eyes then started to glow a solid toxic green before it slowly and with a grinding noise, stepped down from the pedestal. The stone minotaur proceed to walk over to the timber-wolf and star-spider. They were afraid as the large and intimidating form stood over them. Its shadow completely enveloped them in darkness.

But that feeling of fear was dispelled when it smiled at them and spoke. “Hi guys.” It was Phantom's voice, but with a stone strapping tone added to it. “This is so cool.” He raised the stone war hammer and swung it around a few times, scaring the two creatures. Especially since the weapon swiped over their heads. Seeing this, he stopped. Looking downward, Phantom shyly said “Sorry.”

The two couldn't help giggling. It was funny seeing such an intimidating form acting shy and bashful. The situation wasn't helped that Phantom's cute voice was coming from the thing's mouth.

“It's fine pup,” said Lily.

“Just watch out,” Star said. “You're a lot BIGGER than you were before and unused to that size.” She then crawled over to Lily and climbed up onto her back, much to the timber-wolf's displeasure. “Some of us are still small and DON'T want to end up as PASTE smeared on the ground.”

Chuckling, but understanding completely, Phantom said he would keep that in mind for the future before walking to the center of the court yard again. Once there, he decided to see how this body felt in combat. So ghostly colt had the statue swing its weapon and move around, pretending he was attacking enemies and dodging returned strikes. Danny continued this for a few moments, before stopping. He came to the conclusion that the body's movements were stiff and he had access to his ghostly powers. “After some practice, I could use these statues in combat. Now though . . . they are a bit too slow for my style.”

Having tested this as far as he wanted to, Phantom had the statue walk back to its pedestal. Before he could have the thing climb back up he saw the minotaur’s missing arm laying on the ground. Pausing, he had an idea. Focusing his telekinesis, he lifted the limb and placed it back in place. Using more concentration, Phantom watched, amazed, as the limb reattached itself. But that was not the only thing happening. A few other stones had floated up from the ground and flew over to the cracks in the minotaur's body. Once near the cracks, the rocks seemed to melt and fill in the holes. When the process was done, the statue looked as good as new.

“Interesting,” thought Phantom as he had the fixed statue climb back into place. Deciding that since the minotaur was renewed, the statue should get a new position. He had the minotaur crouch onto one knee, placed both hands to the hammer's staff, and held the weapon over his head. The new position looked like the minotaur was just about to smash something in front of him. “Perfect,” Phantom thought before leaving the statue. “Now if I need to, I can use this thing to attack or scare someone who walks in front of it.”

Flying back to the center of the yard, Phantom landed. “Now it's time for some Ghostly Electricity.” This time, since he knew his blasts were easier to shoot from his horn, (until he got some more practice in), the colt focused on that. A large strike of green lightning shot from the limb and scorned the ground in front of Phantom for a long distance.

Seeing how the ground was left blackened and sizzling from the attack, Lily and Star knew that they were lucky Phantom wasn't facing them when he shot it off.

But it wasn't luck. Phantom knew what would happen and had made sure he wasn't facing in their direction. He didn't want them to get hurt.

Concentrating again, Phantom tried to direct the electrical energy to his front hooves. Since he had a bit of experience with this from his ecto-blasts, the alicorn found it was much easier to get the energy where he wanted it. Once his hooves were crackling with the electricity, Phantom smirked before standing on his back hooves with his front ones in the air. The colt then smashed his font hooves down into the ground. The result was a large flash of green light as a boom of thunder rang out. When the light died down, the area around Phantom was covered in a gray cloud, a combination of dust from the ground and smoke from his attack burning the very air. A small breeze of wind swept away the cloud, revealing the results.

In front of the small alicorn was a crater. The edge of the hole was burnt and jagged. It was big enough that Lily could fit inside and then some. This showed that the attack would really deal out a lot of damage. Seeing what the attack did to stone and earth, Lily and Star couldn't image how devastating it would be to something of flesh and blood . . or wood in Lily's case. All they knew was that if Phantom struck a living creature like he did the ground, that thing wouldn't be living anymore.

But there was one thing they didn't know.

Phantom would never use that much energy to attack someone. Though the colt had the power, the alicorn would never intentionally kill something living. (Except for trees used of target practice.) He had only used that much energy since he was just hitting the ground.

Smirking at the destruction he had caused, (not in an evil or sinister way, but more of a “I'm proud of myself and what I could do” way), Phantom flew over to Lily and Star. He was completely oblivious to their stunned looks as the colt landed in front of them. By the time he looked at them, the looks were gone as they smiled at him, which he returned with a smirk. “Shocking wasn't it.”

Lily groaned as Star chuckled.

“That was a bad pun Phantom,” the spider said between giggles.

“I know.” Phantom smiled shyly. “I'm still working on my witty banter. . . . But my puns are puntastic.”

“Words won't help you in a fight,” Lily said seriously. She was an actions speak louder than words kind of girl.

“Actually,” Phantom countered. “You would be surprised. . . Witty banter has saved my butt by either confusing my enemies or getting them so angry that they do something stupid.” He then nervously scratched a hoof against the ground. “Plus.” His voice turned shy and quiet as he looked away. “It-t helps me stay calm when I'm nervous or scared. . . .” He smiled sheepishly. “Also, it is fun.”

That surprised Lily and Star.

“Well,” the timber-wolf said. “I guess it is okay Pup as long as it helps you.”

Getting up into Phantom's face and surprising him, Star excitedly said “You NEED to tell us some more of your witty banter that you have used in the past.” She used her legs to make air quotes when she said “witty banter.”

“Okay, but later,” Phantom reluctantly said, knowing he would both enjoy and dislike telling them. Enjoy because he would be sharing some of his fun past with them. Dislike since he would have to remember the past and remind himself of everything he lost.

“But first.” Phantom smiled since he knew Star would enjoy his next words. “This next power might DOUBLE your amazement of my powers . . . TRIPLE if I'm lucky.” A look of concentration came to his face.

Star and Lily didn't get what he was talking about. . . . . at first. That changed as they saw two more identical alicorn colts appear to the left and right of the original. Now there were three indistinguishable Phantoms in front of their surprised eyes.

The air was silent for a moment until Star broke it.

“Now I get it,” the spider said between giggles. Her laughter grew until she fell down since her legs were wiggling so much.

Lily looked at her in confusion. “What?”

Calming down, Star got up and looked at the wolf. “Phantom said (giggle) he would DOUBLE or TRIPLE our amazement (giggle).” She released a small snort of laughter. Some would be embarrassed by making the sound, but Star didn't let it faze her at all. “Well I can (giggle, snort) tell you I'm TRIPBLEY amazed.”

The Phantoms and Star held it together for a few moments before they completely fell apart into fits of laughter.

Lily just sat there watching them. She was amazed by the triplet alicorns (Yes her amazement was tripled too, but she wasn't going to play into their pun game) and stunned that the spider was taking it so well. She was also surprised at how silly they were being. It made her heart warm that, even though he was troubled (by what she didn't know), Danny could still act like the child that he was.

After a few moments, the four of them calmed down.

Being the first to silence her giggles, Star said “In all seriousness.” Her tone turned flat as she gained a humorless look. This caused the three Phantoms to look at her, feeling a little worried. “This is . . . . . AMAZING!” The excitement in her voice caused the alicorns' worrying ideas to disappear. “I mean there are.” She pointed at one of colts as she said the next three words. “THREE. OF. YOU.”

Star was silent for a moment before, out of nowhere, jumping and landing on the face of the left most Phantom. Backing off, the other two watched on as that colt got a painful hug to the face. He stumbled back in surprise before falling on his behind. The spider quickly climbed up to the top of his head.

Once up there, Star stood up as tall as she could. “I claim this one as mine.” That Phantom made a face as the other two laughed at him.

“You can't just . . .,” Lily growled.

Star cut her off with a dismissive wave. “There are three of this little cutie now and I'm only taking one.” Star smiled at Lily as she petted the side of her Phantom's head. “You get to have TWO. . . Aren't I generous?”

Before any of the alicorns could say anything about what they thought, Lily placed herself between the two unclaimed Phantoms and pulled them to her sides. “Who am I to argue with that . . . Especially since I'm on the better end of the deal.”

The way Lily and Star were acting was starting to make the Phantoms feel a bit nervous.

Seeing this, Lily nuzzled one Phantom then the other. “Pup. . . or is it Pups now. . . Don't worry, we are only kidding.”

“I'm not,” Star said as she latched on to the side of her Phantom's face. The spider then started to gently stroke his cheek as she quietly said “All mine now. I promise I will make a great mommy for you.” Her words kind of creeped that Phantom out a bit.

“All silliness aside,” Lily said in a strong voice that got everyone's attentions. . . . But not making Star stop her petting. “How does this,” she looked between all the Phantoms, “work?”

“Well,” the Phantom to Lily's left said. “I'm been trying to get this to work for a while.”

“But it never worked right,” said the colt to the wolf's right. “It usually end up in.” All of the ghost hybrids shook at the image of that malformed duplication attempt that grew out of his side. “An unpretty picture.”

From the sound of that Phantom's voice, Lily and Star knew not to ask for a detailed explanation.

“If I did get it to work, I could only make one duplicate at most,” said the alicorn with Star on the side of his head. He seemed a little nervous about the spider's possessiveness. “I really do hope she is kidding.” “But this time, I felt like it would definitely work.”

“And it TOTALLY DID!,” the Phantom to the timber-wolf's right side said in excitement. “I finally made three duplicates.”

“And I'm keeping control of it too,” excitedly said the colt with Star.

“So . . . . Which one is the real Phantom?,” Lily asked. She was starting to get disoriented by the switching between which Phantom was speaking. “How can he keep it up without getting confused or disoriented himself?”

“That's hard to answer,” said the colt to Lily's left, confusing the wolf and spider.

“What do you mean?,” questioned the wolf, since Star quickly got over her confusion and continued snuggling into Phantom's soft yet dirty fur.

Star decided that the moment she figured out how and where, she was going to give Danny a bath. “Maybe Lily can lick him clean if we can't find a good place.”

“Well,” said the ghostly pony with Star. “My energy is split between all of the clones.”

“So in a way, we're ALL the real Phantom.” The colt on Lily's right smiled at her. “We are all linked mentally.”

“If something happens to two of us, then the remain Phantom BECOMES the true one,” the alicorn with Star said. “That one gets the memories of the other two.”

Before Star or Lily could ask anything else, the Phantom to the timber-wolf's left said “That is all I know. . . As I said, I haven't been too successful with this power in the past so. . .” He gave a helpless shrug.

Suddenly all the Phantoms felt dizzy and stumbled a little.

Worried, Lily whimpered “What is wrong my pup? Is there anything I can do?” Knowing that the colt wasn't at full strength, she started to berate herself for letting him push himself so much. “I should have stopped him from going so far . . . but I was so excited to see what he could do and he was so happy . . . If Danny isn't okay, I'll NEVER forgive myself.”

Having fallen to the ground when her Phantom stumbled, Star quickly got herself back up to her feet and stood in front of her claimed colt. “Yeah. Let us help you.”

After a moment, the Phantoms collected themselves and stood straight.

“I'm f-fine,” the Phantom with Star said. “J-just . . . This power is draining since I'm unused to it. . . . and . . ”

“I'm done,” All of the colts said simultaneously. After saying that, the one with Star and to Lily's left disappeared, evaporating into nothingness. Lily and Star (who was pouting since she hadn't picked the real one. “Next time I will and you will be all MINE.”) looked to the remaining colt just in enough time to see a ring appear around his middle and change the alicorn back into an earth pony. Phantom was Danny again.

The earth pony then suddenly fell to the ground with his eyes closed, shocking Lily and Star. The star-spider was frozen in place. She didn't know what she could do to help. The timber-wolf immediately was nuzzling and licking him. Letting out little whimpers, Lily felt so guilty and worried as she mentally kicked herself over letting this happen.

Before the two could do something dramatic, Danny opened his eyes and mumbled out “I-i'm ok-kay.” He slurred a bit, sounding a little like he was drunk. Also Danny hadn't spoken in spider clicks or wolf growls.

All of this did NOT help to make Lily or Star believe him. It did the opposite in fact and caused them to worry about the colt.

“You are obviously NOT okay Pup,” Lily said, giving the colt a hard look. “You are going to go take a nap. It is clear you need rest.”

Seeing that the child was going to argue, Star jumped over. “You are going to take a nap if I have to tie you up and have Lily carry you to your room.” She had conveniently forgotten about Danny's intangibility in her worry.

“But.” The adorably sad pout on Danny's face made them listen. “I really am fine.” Sensing they were going to say otherwise, the colt explained. “When the duplicates disappeared, I gained their memoirs of what happened. . .” He looked sheepishly down. “The sudden influx of information was disorienting since I wasn't expecting it to happen.” A blush came to his face when a yawn escaped his mouth. There was a sleepy look on his face now. It seemed that everything was starting to catch up with the young colt. “Though it has been a long time since I used that much energy . . .” He smiled happily. “. . . . So a nap does sound good.”

Before Danny could say anything else, Star carried over his cloak (with a bit of difficulty, but she still got it done) and Lily dressed him. Blushing, the colt was going to say something, but before he could, Lily gently grabbed him by the back of the neck with her jaw and picked him up. It was almost surprising how gentle the predator could be with her razor sharp teeth. When his hooves left the ground, his legs curled in as his tail tucked between his legs like a kitten being picked up by their momma. She then placed him on her back.

Danny wanted to argue, but it was so comfortable. Being on Lily's back was like laying in a patch of warm grass, moss, and flowers. Soon Danny cuddled up and looked like he was going to fall asleep, which wasn't helped by the fact that Lily's movement was slowly rocking him to sleep.

With Danny settled on her back and moments away from dreamland, Lily was ready to go put him down for a nap. That is when she realized an important fact. “I don't know where to put him that he will be safe.” She planned on, while he slept, leaving Star to watch over the colt so she could go find and bring back her pack. They had separated to find the colt faster. She knew they would all be happy to be reunited with Danny. “And now I can't even howl to let them know where I am.” She looked at Danny's sleepy face. “Since I don't want to stop him from falling asleep.”

Seeing Lily freeze in place, Star crawled over and stood in front of her. She had a pretty good idea what the timber-wolf was thinking. “I know where he can sleep safely.” She new exactly what room Danny had claimed since they met outside of it.

Lily didn't need a moment to think it over. “Lead the way.”

The timber-wolf was surprised when the spider jumped up onto her head. Lily didn't make a sound so as not to disturb the sleeping colt as Star placed herself between her ears. The words she got in explanation of the spider's actions were “It will be easier this way.”

Sighing, Lily resigned herself as carrier. Not that she minded doing it with the colt. This is what timber-wolves did with their pups when the small ones tired themselves out too much to take themselves back to the den. It helped the pups to bond with their higher ups in the pack. The spider, on the other hand, was ruining Lily's special bonding moment with Danny. “But I will put up with it for the Pup.”

With that, Star lead Lily and her sleeping cargo into the castle.