The Darkening

Twilight slowed to a halt beside a group of six torches that brightly illuminated the chamber and studied the large stone doors before her. Since the lake, the tunnel had been one long serpentine path, and while she was grateful that she no longer had to worry about branching passages, the constant bends made it impossible to judge how far she'd come or how much further she had left.

But now she found herself standing in a huge cavern nearly the same size as the one that held the lake, and the only way forward was blocked by these plain stone doors that were easily tall and wide enough for a full grown dragon to enter. Her eyes moved over their perfectly smooth, flat surface, lacking any kind of decoration to hint at what lay beyond, or even anything that resembled a handle.

Rearing up, Twilight placed both her forelegs on the door and pushed with all of her might, but it refused to yield even an inch. Feeling a surge of anger swell within her, she shoved against it even harder, but to no avail.

With a growl of frustration, Twilight backpedaled to the mouth of the tunnel she had emerged from, and lowering her head, charged full speed at the door and slammed her shoulder into the solid stone. She felt her shoulder break as the force of her impact boomed throughout the cave like cannon fire, but still, the door did not budge.

Twilight lifted her injured leg off the ground with a grimace, and waited patiently for the bone to mend. As she rolled her shoulder to check the progress of her healing, she heard a muffled voice from the other side of the door. "Is...is there somebody out there?"

Stunned, Twilight blinked at the door.

"Hello?" it called again.

"I am Twilight Sparkle, first—" she scowled, "—the Ascended. You will open this door and take me to Queen Chrysalis."

"Um...I'm sorry," the voice responded, sounding fearful, "but we can't let a vampony in here."

Twilight punched the door with all of her strength, and grinned as she heard several startled cries from the other side. "You will open this door, or I will tear it down. And if I do, your entire city will suffer!" She hit it again to emphasize her point.

"No! Wait!" came a second high-pitch, scratchy voice. "Just hold on! We need a few minutes, please!"

"I'll give you five," Twilight barked, then sat back on her haunches.

It sounded as though her ruse had worked. She had certainly put the fear of Mistress in them, and surely they'd do whatever she wanted to protect their city. Now, all she needed to do was put this Chrysalis in her place, and they'll be begging her to take the Element and leave. And if they were obedient enough, she may even spare their queen.

Just as she was starting to get impatient, her sensitive ears began to pick up voices as they approached the door. A moment later, someone new spoke. "Hello, uh, Twilight, was it?" His voice was soft and dubious, as though he were uncertain whether he should be asking her name at all.

"Yes," Twilight growled. "Now open this door."

"I'm sorry, but I can't," he replied, still sounding unsure. "I don't know why you're here, but I can assure you that we have nothing that you'd want."

"Enough!" Twilight shouted, once again punching the doors and eliciting screams from the other side. "You have three options: you can open the doors and take me to your queen, you can bring Chrysalis here, or I can break this door down and kill you all! Give me your answer. Now!"

There was a long silence from the other side of the door until finally, "Well...the thing is...there's been a few, uh, complications that make your first two options a bit...impossible."

It was Twilight's turn to be silent. What did he mean by complications? Could the Changelings have overthrown their queen? But if so, what did that mean for the Element? Has it been lost?

Anxiously, she once again studied the door. She had wasted enough time, if they weren't going to open it, then she had no choice.

Turning her back to the door, she raised her hind legs and bucked the door with all of her might several times in quick succession. Each blow boomed off of the cavern walls around her until it sounded as if she were standing in a volley of cannon fire.

When she paused to give her aching hooves a rest, he spoke again, his tone sounding defeated. "You're not going to leave, are you?"

"Not until I've searched your city," she answered as she lifted her hind legs once again.

"Then, I'd like to come out," he said. "If...that's okay with you."

Shocked, she slowly lowered her hind legs and faced the door. "Huh?" she said stupidly. Realizing that they couldn't hear her as well as she could hear them, she said, louder, "What purpose would that serve?"

"We're not going to accomplish anything like this, so I figure it'd be for the best if I came out and we talked face to face. Just promise me you won't try to barge in when we open the door."

"I...yeah, sure, let's...talk," Twilight managed.

"Are you crazy?!" The high-pitch scratchy voice whispered urgently. Even with her acute hearing, Twilight had to strain to hear her words. "That's an Ascended out there. She'll kill you!"

"Just open the door," she heard him respond. "I don't think she's come here to kill us, she's looking for something."

Twilight stepped back as the door slowly cracked open with a loud scraping of stone on stone, grimacing as she flattened her ears against the deafening sound. An icy dread filled the pit of her stomach as torchlight fell through the narrow opening. What if this mortal was like Derpy? She couldn't afford to show weakness like she had previously, but what defense could she possibly have against such a fearless approach?

She steeled herself as a black insectoid pony squeezed through the crack in the door, his sparkling wings casting a flickering light upon the stone, but her worries evaporated as their gazes met and his wide, greenish blue eyes reflected his fear.

Oh, this is much more like it!

With a sneer, Twilight advanced on the little insect, and her confidence soared as he backed toward the door even as it continued to shut behind him.

"Um...h-hello...I-I'm T-Thorax," he stammered as he pressed himself against the door. "I s-suppose you c-could say that I-I'm the one in charge h-here."

Twilight snorted as she stopped mere inches from him and took in his trembling knees as he began to hyperventilate. "Really? You're the one who overthrew Chrysalis?"

Thorax blinked. "W-what? No, no!" He shook his head frantically. "I haven't done anything to the Queen! I have no intention of overthrowing her!"

"If Chrysalis is still your ruler, then why am I talking to you?" Twilight snarled, causing the changeling to flinch away. "You will take me to her. Now!"

"I c-can't," Thorax said shakily. "The Queen has branded us traitors! It would be certain death for me to approach her!"

"Your death will be certain if you don't take me to Chrysalis right now," Twilight spat. When Thorax still hesitated, she lunged forward, grabbed him by the throat, and slammed him against the door. "Tell them to open the door!"

Thorax gasped and gripped her hoof with both of his. "Please," he whimpered.

Twilight struck him across the face. "Tell them!"

It took Thorax a few moments to recover from the blow, but then he met her gaze, and she was taken aback by the resolve she found within. "No," he whispered.

With a yell of frustration, Twilight hurtled him across the cavern and watched coldly as he tumbled across the rocky terrain before advancing on him. "You stupid fool," she growled as he struggled to his hooves. "Don't you understand? I'm going to kill you."

"Yeah," Thorax grunted as he raised to his full height and grimaced. "And I can't stop you, but I won't let you enter the city."

"Why?" Twilight demanded. "You just told me that you've been branded a traitor by your queen." Her mind begrudgingly returned to Mistress's betrayal. "Why are you still willing to die for her?"

"No, not for...her," Thorax said as he gingerly raised his foreleg off the ground. "For the others, and my friends."

Twilight paused as thoughts of Lyra, Trixie, and Derpy entered her mind. Was Thorax another one of these special mortals? But he was a coward, he was nothing like the others.

With a frown, Twilight's gaze turned toward the door. Thorax may be nothing more than a sniveling weakling, but he had found the strength to come out of hiding to face her alone, and now he was actively defying her.

She took a single step toward him and watched as he cringed and trembled violently, but still he held his ground. Unable to help herself, Twilight grinned. Perhaps he was more like Lyra and the others than she had thought.

Her smile seemed to frighten Thorax more than her anger, and he stumbled backward, still hyperventilating and cradling his injured foreleg close to his body.

Wanting to better understand this perplexing creature, Twilight asked, "Why did you come out here to face me? You're obviously terrified, why didn't you stay behind your door?"

"Y-you were threatening to break down the door and attack the city," Thorax answered. He swallowed hard and slowed his breathing. "It was the only thing I could think of that might stop you. I was hoping if we met face to face I could learn what it is you wanted."

Twilight's brow furrowed as she weighed her options. She had planned to head to Sanctuary after obtaining the Element to try and meet some of the special mortals, but it seemed that she had already found one right here. She could try to befriend him, but she needed to get into the city. She didn't have time to try to make friends, and besides, she had no idea how to do so anyway. That left her with only one alternative; she would drag him back to the doors and make him scream until his friends opened them.

But as she watched him begin to tremble once again under her ceaseless stare, she realized that she no longer wanted to hurt him. For a moment, she felt stuck, uncertain what to do, but then Derpy jumped to the forefront of her mind.

Just be careful not to hurt this one.

She lifted a hoof toward him, and held it there patiently as Thorax squeezed his eyes shut. For a long moment he held that position; body tense, eyes shut, and head turned down, but when she didn't strike him, he slowly opened his eyes and timidly glanced up at her.

"W-what are you doing?" he asked in a nervous tone, his eyes darting between her grim face and outstretched hoof.

Twilight frowned. "Isn't this how you mortals greet each other as friends?"

Thorax stared, his mouth hanging open in disbelief, then cocked his head to the side. "Friends? So...now you're not going to kill me?"

"No," Twilight said, feeling her face flush as she lowered her hoof. "Is that...okay?"

Thorax's eyes went wide. "Uh, yes! Yes!" He nodded vigorously. "That's definitely okay! That's very very okay! Friends it is!"

Upon hearing Thorax say that they were friends, Twilight felt the emotions from her dream swell in her chest once again, and almost immediately after, Thorax gasped. He stepped closer awkwardly, still holding his injured leg up and close to his chest, and studied her as if he were seeing her for the first time.

Her ears flattened, and her cheeks burned, but Twilight determinedly met his gaze, unwilling to show weakness as she had with Derpy. She raised a hoof to brush her mane from her face, but quickly lowered it when she found it was shaking. Desperate to escape his penetrating gaze, she reached into her saddlebag and removed the Element of Magic.

"I'm looking for an Element of Harmony," she said, lifting the gray Element of Magic up and waving it to catch his eye. "It will look something like this. I know it's in your city somewhere, and I want your queen to give it to me."

"And you couldn't have started with that?" Thorax said with a weak smile, but it quickly died as she scowled at him. He shook his head. "Never mind. Anyway, I've never seen anything like that. I don't know if Queen Chrysalis has it or not."

Relieved that his uncertainty had removed the edge from his gaze, she stood a little straighter. "That's what I want to enter your city to find out."

"I can't—"

"I'm only interested in the Element," Twilight interjected, "I'm not going to hurt anyone."

"You just broke my leg!" Thorax exclaimed in exasperation.

Twilight huffed and took a closer look at his leg. “It isn’t broken.”

Thorax stared at her blankly. “It...isn’t?” He attempted to rotate his shoulder, but almost immediately grabbed his leg with a sharp cry.

With a smirk, Twilight gripped his leg. “No, it’s just dislocated,” she said, straightening it out and ignoring his shouts of protest. “It’s happened to me many times before.”

As she began to raise his leg, Thorax started to pull away. “Stop, please, it hurts,” he mewled.

A flash of anger overtook her, and she gripped his leg tightly, causing him to cry out. “Don’t be such a weakling!” she spat. She was losing patience with him. Perhaps she should go with her second option and make him scream until his friends opened the door. Judging by his pathetic pain threshold, she wouldn’t have to do much damage to make him scream, and she could always try to make a friend some other time.

Thorax whimpered and cringed away from her. Watching the quaking changeling as he began to once again hyperventilate, Twilight felt all of her anger melt away.

No...this is wrong. I'm being too rough, like I was with Derpy. These mortals are weaker, and more susceptible to pain, I must be more gentle.

Twilight released him. “Thorax, I do not want to hurt you," she said as gently as she could. "Your leg is dislocated and I know how to fix it. It will hurt, but only for a moment." Slowly, he raised his eyes to meet hers, and she forced a smile the way she remembered Derpy had.

Confusion clouded his face, but his breathing began to slow. “O-okay."

“Sit back on your haunches, and try to relax your muscles.” Twilight spoke slowly and quietly, not wanting to frighten him again. “I can’t fix your leg if the muscles are tense.”

Thorax nodded. "I'll try." He sat down and started taking long, deep breathes.

Twilight took his leg and slowly straightened it. Thorax grunted but when he made no other sound, the uncomfortable silence between them left her feeling uneasy. Never in her life had she ever apologized to anypony but Mistress, and even then, it came begrudgingly, but now, Twilight felt it was going to be necessary to cure her of this apprehension.

“I didn’t mean to lose my patience with you,” she said, pretending to study his leg so she didn't need to meet his gaze. “I’ve always ruled over the underlings with anger. It's the only way I know how, but that doesn’t seem to work very well with you mortals. I'm sorry.”

“It’s alright,” Thorax smiled unexpectedly. “It’s really obvious you’re new at this. I’ll try to be less of a wimp.”

Twilight shook her head, still staring at his leg. “You’re not a wimp. In fact, you’re much braver than any underling I've ever encountered.”

“Really?!” Thorax exclaimed incredulously.

Twilight couldn't help but smile at his tone, and felt a warm glow when Thorax returned it. “Yeah, really." She raised his leg over his head, and although he grimaced, she had no difficulty maintaining the smile. "No underling would have stood their ground and defied me the way you did. Especially after I…” She suddenly found that she could no longer meet his gaze, and lowered hers to the ground, not even caring if it made her appear weak. “After I struck you…”

There was a long awkward silence as Twilight simply stood there, holding his foreleg over his head and staring at the ground as the viciousness of her actions truly began to sink in. Thorax remained still, but she knew that he was watching her. She could feel his eyes burning into the top of her head.

Finally, Thorax cleared his throat. “Well...I want to forgive you for hitting me. But...ah...actually, I don’t understand what happened.” He hesitated for a moment. “Why did you attack me instead of just asking me about the Element?”

“You...you showed your fear,” Twilight muttered. She swallowed hard, realizing only now how horrible her next sentence would make her sound. “It made me feel powerful, like I could make you do anything I wanted.” Her breath hitched as she felt her eyes begin to water. Shocked, she desperately tried to think of a way to hide them, but knew it would do no good. What would he think of her now?

"Oh no, please don't cry," he said gently. “You hit me, but you clearly regret it, and I don't think you'll do it again, right?"

With a sniff, Twilight lifted her watery gaze to meet his, and she shook her head.

"So, there’s nothing to be sad about...okay?” He watched as Twilight nodded, then said, "Sorry, but could you finish with my leg? This is starting to get uncomfortable."

Twilight started. "Oh, of course!" She cleared her throat, hoping to stop her trembling voice. "Just touch the back of your head, like you're scratching your neck." Thorax did as she told him. "Good, now reach behind your head for your other shoulder." As he did, she gave his leg a push and heard the crack of his shoulder as he gave a sharp yelp.

"Hey!" Thorax cried as he rotated his shoulder, "you fixed it!" He grimaced and lowered his leg. "Mostly..."

Twilight surprised herself with a small giggle, and she wiped her eyes. "There will still be a little pain, but it'll be back to normal soon."

Thorax beamed. "Thank you, Twilight."

Twilight lowered her gaze and rubbed her foreleg. "And you don't mind my weakness?"

"Weakness?" Thorax scratched his head. "What weakness?"

"My...my tears." Twilight shuddered. "You aren't bothered?"

"Your tears?" Thorax seemed perplexed. "Tears aren't a weakness. If anything, they make me feel more safe with you."

"What?" Twilight sniffled. "How do they make you feel safe?"

Thorax favored her with a smile, and despite her shame, she couldn't help but return it. "They show me that you are sincerely sorry. If you hadn't started crying, I don't know if I would have believed your apology, but now I do. I forgive you for hitting me."

Twilight felt the strange new emotions rise in her once again. She wasn’t entirely sure what was happening, but what she felt inside was intoxicating. Helping Thorax and earning his forgiveness seemed to open the floodgates of good feelings that she had never known before. They made her feel as if she were somepony special, as if she were somehow stronger. Was this how Lyra felt when she had come back to save Trixie? Is that why she hadn’t tried to run?

“It’s true,” Thorax breathed.

“Huh?” Twilight looked back at Thorax to find him eyeing her with wonder.

“Your love...I can feel it.” His face lit up with joy. “You really do want to be friends! I can’t believe it! This is amazing! A vampony, wanting to be friends!”

“My...love?” Twilight repeated, bemused. “I don’t understand.”

“We Changelings feed off of love,” Thorax explained. “And there’s no mistaking it, you have plenty of love within you!”

Love. I've never heard that word before, but it feels like I've always known it. Is that the strange emotion I feel when I dream of Spike? Is that what I’m feeling now? Is it really inside of me? Right now? Love...I must learn more. Maybe if I meet other Changelings I can experience more love.

Twilight looked deeply into Thorax’s eyes and smiled at the gentleness she found there. “So, you believe that I want to be friends, and that I won’t harm you.”

Thorax was still smiling radiantly. “Yes.”

“Then you’ll open the door and allow me into your city?”

Instantly, Thorax’s smile vanished. “I...uh…” He glanced away as he rubbed the back of his neck, but then his gaze returned, more intense than ever. “You realize that the Diamond Dogs and Changelings will be as frightened of you as I was, don’t you? And you can’t hurt them, no matter what their fear makes you feel.”

“I won’t,” Twilight answered.

Thorax frowned as he studied her for a long moment. “Do you promise?” He held her gaze steadily. “As my friend, can you promise that you won’t hurt anyone, for any reason?”

Twilight stepped forward and raised her hoof. She wasn’t sure exactly why she did this, but it felt like the right thing to do. “I promise,” she said.

With a smile, Thorax gripped her hoof. “Then I welcome you to the Diamond Dog city of Ceerack.”

A sensation that she could only assume was love washed over her as they stood there, smiling at one another and holding hooves. Thorax must have felt it as well because he suddenly started laughing. Twilight simply stood there, holding his hoof and watching him as he continued to laugh, but then, as if it were contagious, she began to laugh as well.

The laughter brought with it a warmth that swept away all other thoughts. Even the hatred for Mistress that was always burning in the back of her mind was completely forgotten as she shared this wonderful moment with her new friend.

Releasing her hoof, Thorax's smile turned to a frown. "So...what are you going to do once you're inside the city?"

"I need to find Chrysalis," Twilight replied. "Can you take me to her?"

Thorax sighed and shook his head. "No. Queen Chrysalis has ordered that my friends and I be killed on sight. I doubt I could get you anywhere near her."

Twilight cocked her head to the side as she studied him. "I don't get it. You're so nice. What could you have possibly done to make your queen want you dead so badly?"

"Well, like I just told you, we Changelings feed off of love," Thorax said. "Usually, we do that by infiltrating a society and using our shapshifting abilities to replace key members, but we weren't able to do that this time. When the vamponies destroyed our hive, we had nowhere to go. Many tried shifting into vamponies to survive, but there was no love between your kind, and your customs were very violent." Thorax hung his head. "Almost all who tried to blend in were killed."

"That explains why there aren't any Changeling vamponies," Twilight mused. "Underlings don't bite each other, only Mistress and we Ascended sentence those who anger us to death with a bite. The underlings simply brawl over disputes such as feeding and territory, but if the offender was merely a Changeling in vampony form, then they'd be torn apart."

Thorax nodded. "Yeah, it seems to be very difficult to live near vamponies and not make them angry."

Twilight's ears drooped. "We have no patience for weakness."

Thorax smiled amiably. "Don't be ashamed of them. It's clear now that you're different."

She met his gaze, and taking a deep breath, returned his smile. "You're right. Thanks."

"You're welcome," Thorax said. "Anyway, so, with nowhere to hide, Queen Chrysalis led us here, to the Bad Lands, and it wasn't long before we found the Diamond Dogs."

"How?" Twilight asked with an air of indignance. "I lost track of how many hours I searched, and I only found my way here because I was told they lived underground."

"Queen Chrysalis forbids them to go to the surface, so the tunnels haven't been maintained for quite a while. It was easier for us," Thorax answered. "And we were drawn by their love. It led us through the harsh lands and straight to them.

"But we didn't have time to infiltrate their society like we usually do, so Queen Chrysalis decided to invade. They're a pretty primitive species, and they didn't really have any weapons that could fend us off." Thorax shuddered. "It was a very quick and very violent takeover. One I wish I hadn't experienced."

He shook himself. "But all of that is behind us now." It seemed to Twilight that he was telling that to himself more than he was to her. Perhaps realizing this as well, he grinned sheepishly before continuing. "The Changelings now rule the city, and many of us have shapeshifted into Diamond Dogs to live among them, but they know of us, and there is very little love for us to feed on. Most of us are in a constant starving state, with only Queen Chrysalis feeding enough to keep her strength."

Twilight snorted. "It sounds like Chrysalis is the only one who benefited from your invasion."

"But I figured out something that solves the hunger problem! A way that Changelings and Diamond Dogs can live together!" Thorax's eyes shone with excitement, and he stood straighter as his glittering wings began to flutter, casting a flickering light throughout the cave. "I was one that was stationed here by the door to ensure that no one left for the surface, and like all the others, I was always hungry. Well, I started noticing that the same Diamond Dogs passed by my post every shift, and after a while, I decided to try and talk to them. At first, they reacted with fear, but over time they started to talk back, and not long after that, they started to actually stop at my post and talk for a while before going on their way."

Twilight frowned at Thorax's beaming face. "So you began talking...how does this solve the Changelings' hunger problem?"

Thorax shook his head, even as his wings began to flutter faster. "It didn't, not yet, but then one day I decided to go looking for one of them after I was relieved from my post. I found him with a group of other Diamond Dogs, and he—his name is Kagel—and Kagel invited me to the game they were playing. The others were worried at first, of course, but Kagel told them I wasn't like the other changelings, and they gave me a chance. After that, I started hanging out with them after every shift and got to know them all pretty well, and slowly over time, I began to realize that my hunger was fading until finally, I was never hungry anymore."

Twilight's frown deepened as she stared at his expectant expression. "I don't get it."

"Don't you see?!" Thorax exclaimed as he hovered off the ground and threw out his forelegs as though he were presenting her with something. "They became my friends, and as our relationships deepened, they began feeding me their love willingly! And they're giving me so much, that I can actually share it with others and not lose anything! It's amazing!"

Twilight slowly nodded. "Okay, I think I understand. So, you believe that if all the other Changelings made friends with the Diamond Dogs, all of their hunger would soon fade?"

"I know it will," Thorax said. "There's nearly two dozen of us that have made friends with the Diamond Dogs, and none of them suffer from hunger anymore. If we could convince the rest of the hive to make friends, then there would be enough love for everyone, and we could all live together happily!"

"But Chrysalis doesn't see it that way," Twilight said. "She knows that if the Changelings befriended the Diamond Dogs, she'd lose power. Your ideas are a direct threat to her rule."

As she spoke the words, Thorax's enthusiasm faltered, and he lowered back to the ground, his shoulders and ears drooping. "Yeah." He sighed. "A group of six of us went to tell her what we'd learned. We thought that if we could show her how strong and healthy we all were that she would be more receptive. That maybe she'd even let us teach others to make friends, but instead, she became angry and ordered the guards to kill us all. But the guards hesitated, I guess they didn't like the idea of killing so many of their brethren, and we were able to escape. Not long after, the Queen quarantined this entire section of the city and denounced us all as traitors."

Twilight furrowed her brow and glanced back at the passageway she had traveled. "But your water source is back there. How can she quarantine you? I thought the living needed water?"

Thorax kicked a rock and watched it bounce across the cavern. "There's another underground lake to the north of the city, but it's much further away. It can't be easy for them to haul buckets of water that whole distance. Not that Queen Chrysalis cares..." he added with a grumble.

For the first time since her awakening, Twilight didn't know what to say. She could see the pain on Thorax's face, and she wanted to help him, but no words came. A sadness began to well up inside of her as she watched him kick another rock. She suddenly remembered what Discord had done when she was on the verge of tears in the old cottage. She patted Thorax's shoulder. "There, there."

Thorax pulled his shoulder away and cocked an eyebrow at her. After a moment, he continued. "It's just so frustrating that she would force the Diamond Dogs to do something that grueling just because of us. They're probably having a water shortage, which means the Diamond Dogs are probably as miserable as the Changelings now, and all because Queen Chrysalis doesn't want change."

A thought occurred to Twilight, and with it came a thrill of excitement. "I can fix this!" Before she even realized what she was doing, she leaped forward and snatched his hoof in both of hers. "I'll kill Chrysalis!"

"What! Why?!" Thorax cried, looking horrorstruck.

But Twilight didn't notice as she continued. "She's hoarding all of the power for herself, even allowing her own loyal followers to starve so that she remains strong. And she's ruined your life just because you wanted to make friends. It would be better for everyone if she were gone, and I have the power to make it happen."

"Twilight!"

Twilight gnashed her teeth. "For her transgressions, she must die."

Thorax gulped and pulled his hoof free of hers. "That's...wow..." He slowly backed away. "Maybe you should try being a little less angry. It's a bit...intense."

"You don't like the idea?" Twilight asked with a frown. "But don't you want revenge?"

"No, not at all!" Thorax replied, sounding shocked that she'd even suggest such a thing. "I just want everyone to be able to live together happily." His face grew stern. "Remember what you promised me. You said you wouldn't hurt anyone if I let you into the city. That includes Queen Chrysalis."

"But...but she's the problem!" Twilight stammered. "If I removed her, then you'd be free to teach the other Changelings about friendship. You could have everything you want!"

"No." Thorax said, sternly. "If you killed Queen Chrysalis, there would be nopony to lead the Changelings. It would be chaos. The Changelings would fight among themselves for the chance to rule in her place, and many would attack the Diamond Dogs out of anger or panic. They haven't learned to love yet..." He hung his head. "In a lot of ways, they're not all that different than vamponies."

It was Twilight's turn to kick a rock across the cavern as she mulled over his words. If they couldn't kill Chrysalis, then the only other option was to convince her to embrace friendship. But somepony as power hungry as Chrysalis would only be motivated by the promise of more power—Twilight suddenly perked up—or by fear!

Twilight rounded on Thorax. "Do you think Chrysalis would reconsider your ideas if she knew the vamponies were backing you?"

Thorax blinked. “W-what do you mean?”

“I’ll go before Chrysalis and tell her that you are now aligned with Mistress, and it would be in her best interest to allow you and your friends to solve the Changelings’ hunger problem. And if she refuses, the Ascended will personally remove her from her throne.”

He straightened, his face alight with hope. "Would the Ascended really back us?"

“It doesn’t matter,” Twilight said. “If Chrysalis believes they will, that’s all we need.” She held her head high and thrust out her chest. “And since you’ll have the first born of the Ascended delivering the message, I’m sure there will be no doubt in her mind.”

A huge grin broke out onto Thorax's face, and he began to prance around in a small circle. "That could work! That could actually work! We could save everyone from their suffering, and bring them all closer!" Without warning, he lunged forward and enveloped her in a tight hug. "Twilight, you're a genius!"

Twilight stiffened at the unexpected physical contact. Although it was clear that Thorax wasn't a threat, she had never allowed another to touch her in such a way and couldn't help but feel affronted. What was worse, she couldn't ignore how close her muzzle was to his neck as he held her, and her fangs began to drip as she thought of the blood pumping through the artery mere inches away.

She deeply breathed his scent; an animalic musk that was different than any other mortal, and she imagined his taste would be different as well. She recalled him saying that Changelings had the ability to change their shape and feed off of love, and her mouth partially opened. What would blood infused with magic and love taste like? Could it be even more delectable than unicorn blood?

Thorax released her then and stepped back. Twilight blinked, as if she were coming out of a daze, and quickly wiped her mouth on the back of her hoof, hoping fervently that he hadn't noticed. Had she really come that close to biting him? He was her friend; she had already began to develop feelings for him. How would she have lived with herself if she had bitten him?

She shuddered at the thought, but Thorax seemed unaware. Still grinning, he trotted back to the door and rapped on it several times.

"It's safe now," he called. "You can open the door."

"You sure?" came a deep, gruff voice that was not unlike some of the larger underlings.

Thorax glanced back at Twilight. His smile lingered as he studied her, and holding her gaze, he replied, "Yeah, positive."

Twilight once again flattened her sensitive ears as the loud scraping of stone signaled the opening of the doors. She sat back on her haunches, suddenly feeling nauseous at the prospect of meeting Thorax's friends as she watched him peer through the widening crack and give a small wave.

What if they were as afraid as Thorax had been? Could she resist her cruel instincts enough to exist peacefully alongside them? A deep shame filled her as she glanced down at the wet fur on the back of her hoof. Was she even worthy to enter the city he so clearly cared for?

As soon as the doors were wide enough, a large, barrel-chested diamond dog squeezed through. His fur was a mottled brown under his stained and tattered clothing, and his disproportionately small pointed ears perked up as he started toward Thorax. "You okay?" he asked in his deep voice.

Thorax grinned. "I'm fine."

"Thorax!" cried the high-pitched, scratchy voice from before, and a second smaller, clearly female diamond dog pushed past the first and threw her arms around Thorax's neck. Her fur was a light gray, and she wore clothing in a similar state to the male's. "I was so worried!" she exclaimed, sounding as though she were near tears. "Please don't ever do anything that stupid again."

"Never again," Thorax affirmed.

The female looked past Thorax and stiffened as she noticed Twilight, and with a gasp, she yanked him behind her. "You stay away!"

The big male pulled free a crude wooden club that had been dangling from his belt. "You two back!" he shouted as he raised his weapon and advanced on Twilight.

Twilight's ears laid back as she snarled and lowered into a defensive stance. A powerful desire to show this filthy cretin his place overcame her, and her wings unfurled as she prepared to pounce.

"Stop!" Thorax cried as he pulled himself free of the female and leaped forward. "She's a friend, she won't hurt you," he said as he moved in front of the big male.

Upon hearing Thorax's voice, Twilight's mind cleared, and folding her wings, she straightened and shook her head. She silently chastened herself as she watched her new friend defend her from the two diamond dogs.

I've only just met them, and I already nearly attacked. I could have ruined everything. I must try harder! Thorax...Thorax trusts me. I can't let him down.

The two diamond dogs were gaping at Thorax.

"Your friend?" the female repeated slowly. "But she's a vampony. She can't be your friend."

"If Thorax says she's a friend, then I believe him." With a start, Twilight looked past the diamond dogs to see a second changeling that had passed through the doors unnoticed. "He hasn't steered us wrong yet."

The changeling marched past them, and approached Twilight without showing the slightest sign of hesitation. Unable to help herself, Twilight backed away a couple of steps, but promptly sat on her haunches to prevent herself from retreating further. Fighting back her fear, she forced herself to meet his quizzical gaze.

He slowed to a halt in front of her, and with a sudden, bright smile, held up a hoof. "Hi there! I'm Ventral. What's your name?"

Slowly, she raised a shaky hoof. "I...I'm Twilight," she said softly as she gently bumped his hoof.

"Well, Twilight, if Thorax considers you a friend, then so do I." He turned and indicated the diamond dogs. "The Diamond Dogs are a bit skittish around outsiders, but they'll warm up to you quickly enough." He pointed at the female. "This is Neeka. She may be small, but wow, does she have a temper!"

Neeka scowled, but she gave a small wave to Twilight.

"And this big guy here is Cragg. He's kind of a dolt, but a big, loveable dolt!"

Cragg scratched his head as his gaze shifted from Ventral to Thorax, then he shrugged and returned the club to his belt.

Twilight gazed at Ventral warily. "You're...not afraid of me?"

Ventral beamed. "Of course not! Thorax says you're a friend, and if you intended to hurt us, I'm sure he wouldn't be so smiley right now."

Twilight allowed herself a small smile as she felt a warm fondness for Ventral

"Oh, wow!" Ventral exclaimed. "A vampony with love! Who would have guessed?"

Twilight felt her cheeks begin to glow. "You can feel it too?"

"You bet!"

"Wait," Neeka said, "you both feel love from her?" When both Thorax and Ventral smiled and nodded, she looked at Twilight with amazement. "I wouldn't believe it if anyone else told me." She scratched her chin, then nodded. "I guess you're okay." Her lips curled back to reveal her sharp teeth. "But you'd better watch yourself! If you hurt my friends, I will make you pay."

Twilight grinned. She was already beginning to like this bunch. Maybe she wouldn't have anything to worry about after all.

"Well, are we just going to hang around out here all day?" Ventral asked. He threw a leg around Twilight's neck. "Let's welcome our new friend to Ceerack!"

Twilight grunted and hastily shoved Ventral away. She immediately regretted it as she watched him stumble and barely manage to keep his balance. She forced a scowl on her face. "Never touch me like that again."

"Right..." Ventral turned his gaze to the floor and nodded. "Even after these last few years, friendship still seems so new and amazing, and I guess I get a bit touchy feely sometimes. Sorry, Twilight, I'll try to tone it down some for you."

"Please do," Twilight growled.

Ventral held a hoof up to her. "We cool?"

Twilight glared at him for a moment, then smiled and bumped his hoof. "Yeah."

As they started off, she heard Neeka behind her ask, "Thorax, what happened to your leg?"

Twilight's breath caught in her throat as she quickly looked back to see Thorax walking with a slight limp. "Oh, ah..." Thorax met her gaze, and then he said, "Twilight startled me a bit, and I overreacted and twisted my hoof. It's nothing really, it's already getting better."

This seemed to satisfy Neeka, who dropped back to walk alongside Cragg and slip her much smaller hand into his.

Thorax winked at Twilight, and she smiled as a warmth spread throughout her chest. Never before had somepony covered for her; it made her feel wonderful and special, and from the way both Thorax and Ventral's faces lit up, she knew that they could feel the warmth within her as well.

Filled with a newfound hope, Twilight and her new-found friends passed through the doors and entered the city of Ceerack.

***

A perpetual, absolute silence hung over the dead woods. Gaunt, lifeless trunks rose from the ground like corpses emerging from their graves, their long, skeletal limbs reaching for the uncaring moon high above. Not a single blade of grass could be seen on the dried, cracked ground that had grown as hard as a cobblestone road from the lack of rain. No living creature—not even the tiniest of insects—struggled to breathe in the stagnant air but for her.

This was life as Applejack now knew it. The living vehemently fighting for survival under the cruel tyranny of death. And with each passing hour, it seemed Equestria slipped ever closer to oblivion.

Applejack did not fear this, however. To embrace the void of death and let it sweep away all of her worries and sorrow sounded almost like a blessing to her. What she did fear; what terrified her to the very core, was undeath.

She swallowed hard as Apple Bloom's final scream replayed in her mind. The unholy sound seemed to tear through her heart, filling her with an ache so fierce it threatened to cripple her soul. But it also filled her with something else; determination.

Apple Bloom was cursed. Mistress had stripped her of everything that she had once been and left her little more than a husk. Now, she was trapped in a never ending half-life, forced to kill others to survive. There was no escape from the horror of what she had become, but if Applejack could obtain the Phoenix Heart, she could save her sister from her terrible fate.

And I will! I swear it. For Ma and Pa, Apple Bloom, and myself, I'll save her. Even if it means killing Twilight. Nothing is going to keep me from getting that Phoenix Heart!

But now she had to consider the possibility that Twilight may not be as bad as she had thought. Was she really collecting the Elements to return to the Tree of Harmony? Or was that one of Discord's lies to fool the Ascended into gathering the Elements for him? Either way, it seemed that Twilight was trying to help Equestria. How could she kill somepony that had such good intent? Even if she was a vampony…

Applejack sighed heavily. She would just have to play it by ear. Maybe if Twilight was opposing Mistress, she would want to be cured.

Her brow furrowed. Why hadn't she thought of that sooner? She had been so absorbed in her determination to use the Phoenix Heart to save Apple Bloom that she hadn't even considered the possibility of using it on others. Would Twilight give up the Elements for the chance to become her old self once again?

The thought of having Twilight back sent a thrill of excitement through her. Ever since the founding of Sanctuary, Applejack had felt lost, and had just spent her time going from task to task to help the budding town survive without really thinking about what came next. But Twilight would know what to do; she always did. She would step up and take charge, organize Sanctuary's resources, and start them toward reclaiming Equestria. Spike would be ecstatic to have her back and she imagined that he'd never leave her side again, and all of Equestria would undoubtedly be reinvigorated by the return of a princess.

A smile broke out on her face as the lean-to they had built came into view. She couldn't wait to tell Spike about this idea, and it would be the perfect opportunity for her to apologize.

The two of them hadn't spoken since their argument on the railroad. She knew he hadn't meant what he'd said—she had seen the regret that had immediately shown on his face—and as the hours dragged on, she had felt more and more guilty for snapping at him. More than anything else, she had wanted to tell him she was sorry, but no matter what she thought to say, the words had always seemed so hollow.

She stepped around the lean-to, which was simply a couple of logs that they had propped up against a large rock, and peered into the side to find Spike's sleeping form still curled up in a ball, just as he had been when she had started off on her patrol.

As angry as he had been with her, he had still volunteered for first watch. Unfortunately, with her mind plagued by guilt over Spike and worry about Manehattan, sleep had not come easily for her, and she had given up after only a few hours. He had nodded wordlessly when she told him she was up, and had fallen asleep almost instantly.

She reached for his shoulder to shake him awake, but paused with her hoof hovering an inch away. He had really exerted himself back in Canterlot; he had done the bulk of the climbing in the cave, and though he had tried to hide it, she knew their frantic run through the castle had taken a lot out of him. Slowly, she backed away from the shelter, and decided to patrol the area once more.

Her eyes turned toward the sky and her ears perked up to catch the tiniest sound, Applejack set off at a brisk trot as her thoughts shifted to what lay ahead of them.

Would Luna's vamponies be waiting for them, and if so, could they be trusted? Hungry vamponies had been known to disobey the Ascended if an opportunity to feed arose, and she knew there was a good chance that they could be walking into an ambush. And in the worst case scenario, could the two of them cross the Manehattan Bridge on their own, or would they be forced to turn back?

Without warning, a wave of vertigo washed over her, and she had to blink and shake her head several times before the feeling diminished.

"You don't have it, do you?" a voice said from behind her.

With a cry, Applejack whipped around, her halberd free and at the ready, and found the cloaked pony standing several yards away. As before, nothing but a vague outline of the vampony's face could be seen within the shadows of the hood, but there was something different about her this time. She could see it in the way the mysterious pony held herself; she seemed agitated.

"Huh?" Applejack said stupidly, still recovering from the shock of the vampony's abrupt appearance.

"The Phoenix Heart!” The cloaked pony began rapping a hoof against the ground. "You don't have it."

Applejack shook her head. "No, not yet."

"Then you have failed," the vampony hissed, lowering her head as though she were about to charge.

With a scowl, Applejack retorted. "Not necessarily." She adjusted her grip on her weapon. "I struck a deal with Luna. I'll have the Phoenix Heart in a few days' time."

"You struck a deal..." The cloaked pony straightened, then advanced on Applejack, seemingly unfazed by the weapon that separated them. She stopped just short of the blade. "What kind of fool are you? Surely you must know that Luna cannot be trusted." When Applejack remained silent, she asked, "Where are you heading now?"

Applejack hesitated, but after a moment, she decided that it couldn't hurt to tell her. "I'm goin' to Manehattan."

The vampony snorted. "Evidently I have misplaced my faith in you." She began to pace back and forth in front of her, passing the blade so closely that she was nearly touching it. "You could have ruined everything with your recklessness!"

Applejack cocked her eyebrow as she braced her hind legs in preparation for an attack. "What do ya mean, 'ruin everythin'? All ya told me to do was get the Phoenix Heart, and I'm gettin' it."

The cloaked pony stopped pacing and stomped a hoof hard enough to crack the ground. "You were supposed to go alone!"

"What?" Applejack blinked.

"I would never have thought that you'd drag Spike to Canterlot with you," she growled. "You knew that you could have very well been heading toward your own death, how could you bring him? I thought you were his friend, I thought you cared about him! How unbelievably selfish you are! Don't you realize how important he is?! If anything had happened to him, then all of our plans would have fallen apart! Everything would have been ruined!"

Applejack slowly backed away from the vampony. She was ranting like a raving lunatic; she had gone back to pacing once again, each time she spun on her hooves so sharply that her cloak billowed out around her, showing small glimpses of her shadowy form hidden beneath, and she punctuated each of her points with a stomp of her hoof.

The cloaked pony rounded on her. "Where is Spike?"

"I ain't tellin' you anythin'," Applejack spat, adjusting her hat before rearing up and gripping her halberd firmly with both hooves. "I don't know what ya want with him, but you're gonna have to come through me to get at him."

The vampony stared at her for a long moment, then shook her head. "You have become a liability. I no longer have any use for you." She turned her back on her. "Our deal is off. Go home, Applejack. Nothing awaits you on your current course except certain death."

"Wait, you're gonna cut me out, just like that?" Applejack lowered the halberd and scratched her head. "I thought I was so important to your plans?"

The cloaked pony gave a short, condescending laugh that made Applejack's face flush with anger. "No, I never needed you, Applejack. I needed Spike. You were just the quickest way to gain Spike's trust. If you trusted me, so would he, but you are expendable. That's why I had no qualm with sending you to Canterlot, but I now see that coming to you was a mistake. You are no longer the pony you used to be. The old you was so dependable, you would have never failed me. You would have never endangered Spike. But that Applejack is gone. Now, Applejack wants what Applejack wants, and to Tartarus with anypony else!"

Gritting her teeth, Applejack's nostrils flared as her vision shook with rage. "You're wrong! I tried to leave him behind, but he insisted on comin' with me." She huffed and raised her weapon. "Why am I even tryin' to explain myself to you? You're just a vampony. Ya'll don't know anythin' 'bout friendship."

"I know enough," the vampony snapped. "I know that a true friend would never lead another into danger for personal gain, but that's exactly what you did, isn't it? All because of Apple Bloom. You would let the entire world burn if it meant saving her."

"That's not true!" Applejack said with as much force as she could muster. She wanted to defy this vampony, to prove to her that she was wrong, but her mind begrudgingly went back to Rarity's proposal. She had seriously considered the offer, and wasn't that exactly what this vampony was accusing?

"But it is!" the cloaked pony hissed. "You act as though you are the only one who has lost someone. What about Spike? He lost Twilight. And your brother? He lost everything you did, but you don't see either of them acting as selfish as you. Why are you so adamant that your suffering is worse than anypony else when all mortals have lost as much as you have...if not more?"

"Shut up," Applejack whispered as the first couple of tears ran down her face.

"It's time for honest Applejack to be honest with herself. Apple Bloom is gone. She's a vampony, and nothing can bring her back. What do you believe will happen when you cure her with the Phoenix Heart? Do you think she'll just magically be herself again? What about all the ponies she's killed?" The vampony turned back to her, and although she couldn't see her face, Applejack had the sickening feeling that she was smiling. "I'm sure you've heard about the school yard."

With a scream of rage, Applejack launched forward, the crescent blade of the halberd gleaming in the moonlight as it sliced through the air in a deadly arc. The cloaked pony remained motionless, but when the blade reached her, it came to an abrupt halt.

"That was your last—"

"Applejack!" Spike's voice suddenly called from the other side of the large rock. "Hold on, I'm coming!"

The vampony's head snapped toward the rock, then turned back to Applejack. "He's here?!" she exclaimed. "You're taking him to Manehattan?!"

Instead of answering, Applejack tugged hard at her weapon, but it remained stuck, as if it had somehow lodged itself into the air around the vampony.

"Applejack!" Spike cried again as he crawled out from behind the rock and into view.

"No!" the cloaked pony shouted, and with a red flash of her eyes from deep within the shadows of her hood, Applejack was launched backward several yards.

The breath was knocked out of her lungs as she landed hard on her back. Gasping for air, she rolled onto her side to see Spike hurrying toward her, his broadsword out and ready. The sound of flapping wings sent her gaze to the sky, but all she saw were the top branches of several trees still swaying from the vampony's retreat.

"Are you okay?" Spike asked as he knelt down beside her.

Unable to answer, she gave a feeble nod, then let her head fall to the ground. Closing her eyes, she focused on drawing breath.

"Applejack!" Spike gasped as he grabbed her shoulder.

She looked up at him, and seeing the concern on his face, managed to whisper, "Wind...knocked..." She trailed off as she ran out of breath and had to focus on breathing once more.

"Oh," Spike said, his features softening with relief. "Alright, take as long as you need." He stood and scanned the sky. "I think it's gone." Still keeping his sword up, he jogged over to her fallen halberd and laid it beside her.

Once breathing became a bit easier, Applejack rolled onto her stomach, and slowly rose on weak, trembling legs.

"You need any help?" Spike asked, holding out a hand.

"I got it," Applejack replied quietly. She stood to her full height, and with a smile, said in a louder voice, "Thanks."

Spike returned her smile. "No problem." He glanced back at the now still branches. "What happened? I thought I saw..." He paused for a moment, then frowned and shook his head. "...what attacked you?"

"It was that cloaked vampony," Applejack said as she gingerly bent down and snatched her hat off the ground. "She was angry that..." She hesitated. Did she really want to burden Spike with what she had just learned? He was already worried enough about her, and now he had Twilight on his mind as well. She saw no reason to further trouble him; she felt sure she could protect him. "She was angry that I hadn't retrieved the Phoenix Heart yet."

Spike made a face. "Seriously? What, is she expecting miracles?" He scratched his head. "What's her rush, anyway?"

Applejack shrugged. "She told me the deal was off, and then..." She made a show of picking up her halberd and strapping it to her back so she didn't have to look at him. "And then she attacked me."

Spike rolled his eyes. "That's no surprise. She's a vampony, after all. Their default emotion is anger." He suddenly grinned at her. "Well, she's gonna feel really stupid later when she gets to the point in her plans where she needed you. And she's already told us about the Phoenix Heart and where to find it, so we don't need her at all."

"Yeah..." Applejack frowned as she studied Spike. The cloaked pony had ranted about how important he was, and had said that everything would be ruined if anything had happened to him. What did she want with him?

She always knew that Spike was special; his optimism, his moral code, and that little bit of innocence that never died no matter how dark of a situation he found himself in were all traits that she herself adored about him. He was the best friend that she could have ever asked for in this bleak existence, but how would any of that benefit the cloaked pony?

"Applejack...you okay?" Spike asked, his face a mask of concern once again.

Applejack blinked. "Uh, yeah, I'm fine." She turned away from his gaze and adjusted her hat. "I was just thinkin'."

Spike nodded. "I understand." He stepped forward and gave her a quick hug. "Don't worry about it, Applejack. We'll save Apple Bloom with or without her help, got it?"

His words unexpectedly caused her gaze to become watery, and with a warm smile, she hugged him back. "Got it, sugar."

"Good." He turned and headed back to the lean-to. "Let's grab our stuff and get moving." He glanced over his shoulder at her and winked. "If she comes back, I don't know if I can save the day a second time!"

Applejack chuckled, but her smile quickly died as a question that hadn't occurred to her crossed her mind.

Why had the cloaked pony run from Spike?