"Again, little one, you reach too high."

"Be silent."

"You cannot create something that strong, it is too much strain for you!"

"I said be silent! Leave me alone!"

"You don't have to keep trying to outdo me!"

"Well you don't have to keep being superior at everything! I will find your weakness one day, Celestia, something I am better at than you! Now leave!"

Kaiscillius trotted his way towards the small-

Ah, ah, ah, I am Soul Keeper now. Semi-wealthy, brainy, doesn't know his strength or looks are appealing.

He stopped on the edge of the village, the hustle and bustle of several dozen ponies going about their day could be heard just past the cream colored walls of the small houses in front of him. He forced himself to take a breath.

Well then, Kaiscillius thought, time to immerse. I hate doing this.

As an afterthought, a small pouch of bits popped into existence, and thudded to the ground next to the pony's form.

For a second, its pink eyes glazed over, there was a twitch, a spark of magic from his horn. And then, Soul Keeper picked up the bag in his magic. An iridescent glow surrounded the brown linen pouch, the magic taking the colors and appearance of a field of stars, the only outward remainder of the great hydra he'd once been.

Soul tied the pouch onto one of the loose strands on his mane, as he didn't have a saddlebag to speak of. Why he'd decided to travel all the way to Canterlot without any saddlebags he'd never know, it had been a spur of the moment thing. Mares liked that didn't they? Stallions who were... rugged, and wilderness-y?

He shook his head in embarrassment and continued on his way, slipping with only a little bit of difficulty between two houses, and out into a central market square. And for what felt like the first time ever, Soul Keeper smiled.

The small space, which couldn't have been larger than a thousand square feet, was paved beautifully with what looked to be fresh cobble, and nary a dung pile nor refuse collection lay upon it. The square itself was ringed by what appeared to be a mix of houses and business fronts, as well as a multitude of stalls that all sold various items from apples to... fire-works? What were those?

Deep down in Soul Keeper, something stirred with a feeling of dread, and a small groan of realization escaped him, but Soul ignored it, and went happily about surveying the scene.

And it was mostly just the ponies, oh the ponies! They were everywhere! Large, small, pegassi, earth, and unicorns all intermingled freely. Their coats were every color of the rainbow, and then some! And they all chatted in a very familiar manner with each other. It was wonderful how well everyone was getting along!

Soul Keeper stood there a while, with a slightly stupid grin on his face, drinking at in, before a hoof tapped him on the shoulder.

"Uhh, partner, you doin okay there?"

Soul turned to see a gorgeous earth pony mare standing but a few inches away from him, and blanched. he'd never been the best with mares, and his parents had to hire a therapist to get him over his stammer when talking to them. But he remembered his therapist's word now, he calmed himself down, looked directly at her without staring, and put on a winning smile.

"Um, yes, I am quite fine, thank you. Sorry if I was in your way... or anything," Not the strongest start, but better than silence.

The mare chuckled a little, raising a hoof to her mouth. She really was beautiful, her orange coat was strong and vibrant, characteristic of one who spent long hours in the light of the sun, her blonde main swooped down over her face, and hung in a long bun over her left shoulder. She had a few freckles dotting her nose under her emerald green eyes... and her mouth was moving. Uh oh.

"Uh, pardon me, could you repeat that?" he asked sheepishly.

She quirked an eyebrow at him, "Well, I was just askin if you needed anything?" She spoke with a thick drawl, but it didn't really impair his understanding, so he didn't mind that much. Gosh she was pretty, those smooth yet muscled flanks, the perfect hip ratio- down boy! Focus!

"Oh! Yes! Thank you, so much, um. Could you tell me how to get to Canterlot from here, I just made a trip through the Everfree, so, as you can imagine, I'm a little flustered and turned around."

She nodded, "Well, you're in luck, mister uh..."

"Oh, Keeper, Soul Keeper."

She smiled, "That's a right pretty name you got yourself there mister Keeper. My name's Applejack, proud member of the Apple family."

He smiled back, bowing slightly, "A pleasure to meat you, Miss Apple, your name is nearly as lovely as you are."

She blushed, a slight red flooding her cheeks, and looked away bashfully, "Aw, shucks, well I don't know about all that. A-Anyhow, you've come to the right place if you want to get to Canterlot, we've got a train line that runs straight to it!"

His smile faltered, "A.. train... line?"

She noticed his confusion, and tried to stifle a giggle but failed, "Y'all ain't from around here are ya?"

He shook his head, "No, where I come from is a little out of the way. I'm not really accustomed to all of this new... well, these new advancements."

She nodded her head, and patted him on the shoulder, which shocked him but he didn't say anything, must be a local tradition, "Yeah, I hear ya. Truth be told, I'm probably the best pony a feller like yourself coulda hoped to run into 'round here. Come on, I'll show you around."

"Oh! Thank you so much, I won't forget this incredible kindness you've done me Miss Apple, I promise."

She chuckled with embarrassment, her ears flattening a little, and her blush returning, "Aww, it ain't nothin'. And please, no more of that "Miss Apple" stuff. You call me Applejack, ya hear?"

"As you wish, Miss Applejack."

She sighed, "Well, it's a start."

Applejack then proceeded to show Soul around all of Ponyville. Truth be told, there wasn't that much to show off, but she appeared very proud of the place, claimed that her ancestors had a large hand in its foundation, and so Soul was sure to be very interested in all of the history, to laugh at her jokes, to fawn over what she did, standard host procedure. There were a few landmarks that stuck out, though.

"That there's Sugarcube Corner, my friend Pinkie Pie works there, best confectionery chef ever!" She seemed to stumble over the word confectionery, and he'd never heard her use another one like it, so he assumed she'd been put up to that by her friend in order to advertise the business. The building was quite bizarre, as if somepony had smashed several different, oversized, deserts together and called it a building. The smells coming from inside were delicious, though, and Soul was hesitant to leave, even though he knew he had to catch this "train" thing.

"And over there is Golden Oak Library, again one of my friends runs it, Twilight Sparkle, and on commission from Princess Celestia, too!" This one really shocked him. It was... it was a tree. The library was just inside of a tree. Surely it must get horribly damp, and what about termites? They would be dreadful! It had to be said that it was quite a nice tree, stretching about three stories tall, golden light filtering through each of the flickering leaves. Something ticked in Soul when he heard Celestia's name, but he brushed it off, the mare was still talking.

"Over yonder is my friend Rarity's place, the, uh, Car-ou-sel Bou-tique," the over pronunciation heavily indicated that she'd been drilled over and over in the right way to say the name of the establishment, "she makes a lot of fancy clothes for those with too many bits to burn. Oh, uh, pardon me, that wasn't very neighborly of me," he could definitely see why someone as practical as a farm pony might think that. The place was horribly gaudy, with vibrant pinks and purples sticking out at odd angles, and in no way matching the rest of the village's rustic aesthetic. And... did his eyes deceive him or was that lace decorating the windows?

"Oh, Applejack dear! Thank goodness you were nearby, I have an emergency that simply cannot- oh, pardon me sir," there came a high pitched, slightly accented voice from behind the pair of ponies.

Soul turned around, and almost had a heart attack as a second, even prettier, mare walked up to the two of them. Her coat was as pristine as freshly laden snow, her mane flowed like a sparkling amethyst river in an expertly manicured spiral, her tail was the same, and her hooves practically sparkled in the noonday sun. She wasn't hard on the eyes, either, with a wide flank that clearly saw little use, and smooth lips glossed with a similar shade to her hair.

"Heya Rares, this here's ma new friend, Soul Keeper," Applejack casually introduced him.

Excuse me? Friends? I just met you!

But his confusion was not something he would allow to obscure his manners, he could see that this mare was a real lady.

And so, in timeless fashion, Soul Keeper stepped up, standing a good head and shoulders taller than her, took her hoof in his, and bowed low over it, delivering a kiss so gentle a butterfly wouldn't have been disturbed by it, "Lady Rarity, a pleasure. I do hope you'll forgive me, but I've a very urgent matter to attend to in Canterlot, and Miss Applejack here was offering the kindness of showing me the way to your train station here. You wouldn't, perhaps, mind walking a while with us, would you?"

Rarity was practically beaming over her polished hoof, "Why of course not! For such a gentlecolt as yourself? Anything, darling, anything. I must say it has been quite a long time since anypony has given me a greeting like that."

Soul heard Applejack mutter something under her breath, but he didn't pay it any mind, "Wonderful! Now, if you would Miss Applejack?"

"Yeah, sure, follow me," she said, sounding a little less animated than she had before her friend showed up, surely she couldn't be that jealous?

Well then again, I suppose this might happen a lot, if they've been friends for a while. A polite young stallion meets Applejack, she introduces them to her companions, and then they fawn over Rarity. Poor girl.

Soul didn't really have much choice after they started moving again, however, as Rarity practically dragged him back to her side to speak with him, letting Applejack trail ahead.

"So then, Mister Keeper, where are you from? I don't believe I've heard of any Keepers here in our little Ponyville."

He chuckled, "No, I'm from nowhere near here. In fact, my parents and I lived rather removed from any society at all, polite or otherwise, near the Dragon Lands."

Her sapphire eyes went wide, and her luscious lips parted slightly "The Dragon Lands? Why, however could you live out there, wasn't it terribly dangerous?"

"It was," he conceded, "But it built character as a child. Many a skirmish was had between my family, dragons, and roving bandits seeking the shelter of the wilderness from civilization."

At this, he saw Applejack's ears quirk up, and it was only now that he realized that her well-muscled flank was swaying back and forth nearly directly in front of his face.

For the love of Celestia, keep your tail down, he silently begged her as they moved down the tight cobbled streets of the village. Soul had been told by a childhood friend of his that he was... particularly well-endowed, and an incident here could tarnish his reputation before he'd even had a chance to build it.

"Bandits? But surely you don't mean... you've fought before?" Rarity's tone drew him back, and he saw she was giving him the look. The look he'd seen on many a courtiers face on the rare visits his family made to Canterlot, before they realized his father was already taken. That fawning look of false adoration, designed to swell a stallion's ego, make him easier to manipulate. Well, he wouldn't be falling for that trick anytime soon.

"Yes, Lady Rarity, I've been in many fights. To protect my family was my highest duty, as it should be for all ponies," he saw Applejack nod and smile slightly, "I've fought at least, oh, twenty-odd skirmishes in my short life."

"Twenty?!" Both Rarity and Applejack shouted, the latter turning to face him.

He raised a hoof to calm them, "I realize it is a little unusual, but I assure you, all of them were necessary. The ponies who are willing to live out there... are not the kind you'd ever want to see here, in this charming, lovely place. And not all of them I was actively involved in, some my father took me to simply to watch and study tactics. But I would say that I participated in most, and was the deciding factor in some."

Rarity and Applejack were both quiet for a time as they continued on their way, and Soul worried he'd said something to offend them, before Rarity spoke up, "Were you ever hurt?"

He laughed, "Many times, a great many. Some were minor, a few were major, and one was almost the end of me. But on all accounts, I have my mother to thank for her healing, she truly was a natural at it. A very gifted mare."

Rarity was giving him the look again, but he ignored it. That wasn't what he was here for, he was here to go to Canterlot. He really hoped this train was worth it.

For a moment he felt strange, as if out of body. He reflected that he seemed unusually perky and outgoing today. Perhaps it was finally being free of that dreaded forest, still... it was unlike him to act this way, especially around two such pretty mares...

"Well, here y'all are, I suppose," Applejack said as they came out of a small alley, and she gestured with a hoof. Soul's jaw dropped as he was snapped out of his thoughts.

In front of him, a massive wooden platform raised slightly above the ground stretched sixty feet across a straight section of what appeared similar to a mine cart's track, but larger, and much heftier. On this track rested a monster of metal, an almost rectangle attached to more that looked just like it, each bearing large iron wheels. Smoke poured from the top of the frontmost rectangle, and the ground practically hummed with the vibration of its restrained power.

"Yep, this here's yer basic steam engine. You got yourself the engine up yonder, then all those middle cars are for passengers mostly, some of the fancier ones got dining cars on em, and the last one way back there is called the caboose. One of these runs through here to Canterlot about every half hour, really the only place to go from here 'sides Appaloosa," Applejack told him.

"It's... it's incredible..." he breathed, taking in the gorgeous way the metal shined in the bright light of the day.

Applejack laughed, "Yeah, most unicorns say that. Speakin' of which, I've been meaning to ask, what's with your horn?"

Soul Keeper was jolted out of his reverie. His horn? What was wrong with his horn?

Rarity, apparently, had an answer, as she stepped up, "Applejack! Don't you know, it's incredibly rude to comment on the state of a unicorn's horn!"

Applejack blanched, "Oh! Uh, sorry Soul, I had no idea I swear!"

Soul waived a hoof dismissively, glad he didn't have to answer her question himself, "That's alright Applejack, but I am curious, what did you mean?"

She blushed and kicked at the dirt a little with her hoof, "Oh, well just that it's a tad larger than the unicorns I'm used to..."

Soul noticed something, and looked over to find Rarity blushing up a storm, cheeks afire, and blue eyes looking everywhere but at him or her friend.

"You want to tell her?" Soul asked. Truth be told, he didn't know, but clearly she did.

She looked at him in shock, and then nodded to herself and cleared her throat, "Ahem, well, Applejack, most of the unicorns you know are female..."

Soul immediately got where she was going with this, and began to blush himself, looking back towards the train, but Applejack clearly hadn't gotten the hint yet, "Yeah, so what?"

Rarity's face became a tinge redder, "W-Well, usually, a unicorn stallion's horn is, um, proportional to... other parts of said stallion."

Soul saw Applejack mouth the words, "Other parts of said stallion," to herself, before an almost visible light came on in her head, and slowly her whole face went beet red.

"I have to go tend my stall!" She shouted, turning away from the group, "Nice to meet you Soul, hope you get where yer goin, sorry!" and that was all she said before galloping off at a terrific speed.

Soul chuckled a little uncomfortably, before turning to Rarity, who was fanning her face with a hoof, "Thanks for that, I figured it would be less awkward coming from anypony other than me."

Is that really what my horn means? I had no idea... mother and father never mentioned anything like that. Though I suppose father's horn was rather long. But... mine is longer than his!

Rarity fanned herself a little faster, but nodded, "Yes, you're quite right. Poor dear. I can see why she asked, though," and with that, Rarity's jaw snapped shut with and audible clack, and she also about faced, giving Soul a lovely view of her bubbly white rump, tail clamped firmly down over anything unpresentable.

"Ta ta Mister Soul! I wish you well on your trip!" And with that, she was gone as well.

Hm. That probably could have gone better, Soul thought. He felt strange again, almost third person as he walked towards the platform on which a small wooden booth sat. He wondered what was up with him today, he even felt a brief moment of nausea, before everything clicked back into place and he felt much more grounded than he had since leaving the Everfree.

Huh, must have been some weird kind of background magic still affecting my brain. I swear, that horrid place is more of an enigma every time I turn my back, shaking his head, Soul approached one of the boxes without any ponies waiting in line. It had a glass panel fashioned into an arch in front of it, with a small slot situated below a strange metal device. Inside was a rather cute orange earth pony, with her yellow mane in a bun, and bright green eyes sparkling with excitement.

"Um, hello!" He called out, a little nervous, for some reason feeling much less prepared than he had earlier, "I, uh, need..." what did he need again? Something about a piece of paper that let you on the train... "Ticket! I need a ticket to Canterlot, if you could."

The mare in the booth smiled and nodded happily, "Of course, sir, and will you be taking business or first class?"

"Ummm," drat, he didn't know how to answer that one, "Well, what do each of them entail, if you would?"

She perked up even further, if that were possible, and responded, "Oh! Well, business class gets you all the amenities you would expect from your standard Equestrain Steam Engine, free snack, one per passenger, a free beverage and high-quality seating! Window seats can be reserved, but that's extra," she brushed past that last fact, and moved quickly onwards, "while First Class gives you a guaranteed window, access to dining and fine accommodations cars, and an optional sleeping arrangement, sold separately," again, she whispered the last one under her breath, "So, what'll it be, sir?"

Soul looked at the mare, and then at the train, gleaming in the sunlight, and then back at the mare, "I, uh, I guess I'll take First Cla-"

"Excellent, sign here, here here here hereherehereherehere, aaaand once more right there, thank you!" Soul, almost unconsciously, signed off on all of the wavers as fast as the bubbly mare could hoof them to him, using his magic to wield the pen.

"Saaaay," She commented as he checked off the last one, "that's some pretty magic you got there, don't think I've ever seen a unicorn with sparkles like that!" she giggled.

"Oh, um, thank you," Soul stuttered a bit. Damn, he'd thought the therapist had gotten rid of that, "Ahem, it's hereditary, runs in the family,"

That's not the only thing... a dark part of him whispered, but he shoved the thought away.

"You not from around here, then?" The mare leaned an elbow onto the little desk she was sitting behind, propping up her face with a hoof. She was very cute, she looked a little squishy, and had an infectious smile. He noticed she was wearing a uniform, a blue cap on her head, and a striped blue shirt with the top two buttons undone. Strange that he'd missed that before.

"Well, I, um... I don't-"

Soul jumped a little as there was a massive BRAAAAAAAAMP from the metal monster behind him, and he cringed slightly as he turned to look at it.

A grey stallion wearing similar clothing to the yellow mare stepped out of one of the gaps between the train cars and called out, "ALL ABOARD!"

Quickly, Soul turned back to the mare, "Oh, I'm very sorry, I really need to go..."

She nodded slowly, "Of course, mister..."

He blinked once or twice before he realized she was asking for his name, "Oh, uh, Keeper. Soul Keeper."

She giggled and put her other hoof up to her mouth, drawing a small bit of Soul's attention to her tastefully glossed lips, "I'll bet you were popular!"

"ALL ABOARD!"

Soul anxiously looked between the mare and the stallion as ponies rushed onto the train. Some deeper instinct told him that meant he didn't have long, "Um, ma'am..."

"Well, it's just" she said, switching her head to her other hoof and looking up at him from an angle, "I'll bet all the fillyfreinds you've had have said that you're a Keeper!" she snorted a little at her joke, which really was adorable, but he had a train to catch...

And for some reason it all popped into place, the weird questions, the stalling, the cutesy leaning...

Is she... flirting with me? He didn't really know how to feel about that. No filly had ever really flirted with him before. Well, living out near the Dragon Lands, he'd really only ever met... um... two? Had he met two? And now a full grown mare was doing it! Should he feel honored? Happy?

"ALL ABOARD! LAAAAST CAAAALL!"

By now almost every pony on the platform had filtered onto the train, and Soul could feel, more than hear, something inside that giant machine beginning to tick and turn.

He thought for a moment about what to do, and a large measure of confidence came to him from seemingly out of nowhere, "Wait a moment, if you would, my dear," he said courteously to the mare, giving her a little bow as he back away, he then trotted over to the grey stallion in the nice blue suit, "Excuse me sir? Would you mind waiting one me for a moment, my tickets are on their way, and I really need to catch this train," he didn't mention that he was first class, he didn't want to seem like a snob.

The stallion huffed, "Well, we can't wait around all day, you know, we got a schedule to keep, sir! And if we're even one minute late-"

"Then I will pay for the lost time," Soul finished shaking the stallions hoof firmly, before trotting back over to the boot, leaving a slightly confused, but mostly ameliorated conductor behind.

"My dear," he said to the cute orange mare behind the counter, "I'm afraid I really must depart, loathe as I am to leave this place so soon..." he glanced at her smooth legs and lips to indicate exactly what it was he'd be missing, "perhaps we might continue this conversation... the next time I'm in town?"

She definitely picked up on his signal, "Oh! And, when'll that be?"

He smiled gratefully, and continued to observe her face, as though memorizing every detail, "Oh... not too long I don't think," he winked at her.

She giggled and winked back, before moving off further into the booth. As she walked away, she turned back for a fraction of a second, and looked him dead in the eye as she swished her tail. It was just enough to catch a glimpse of the very outer edge of a smooth, darker orange wall, before the tail was tucked back into place like it'd never happened.

Less than ten seconds later, she was back with a ticket. She placed it down, and slid it through the opening in the glass, leaving her hoof on it. Pretending to be distracted by the train, Soul's hoof brushed gently across hers, and stroked down it until they met at the bottom of the paper. He looked at her again, and saw her green eyes shine with a new kind of spark. Very briefly she flicked the edge of the ticket, and Soul stole a glance enough to see there was something on the back, before he pulled it away, winking at her one last time.

Without looking back, he turned around and walked straight onto the train. His car and room number were A-113, at the very front. He walked past several dozen ponies almost in a haze, smiling here, nodding there, until at last he came to his compartment, which seemed to take up half of an entire car. Inside was, indeed, luxurious. Spotless furnishings including a couch, love seat, mahogany table, and four-poster bed were spread around the well-lit room. One wall to wall window showed the other side of the train platform, with its own set of tracks, these must have been those coming from Canterlot.

Soul immediately collapsed onto the long couch that was big enough for three ponies and held his ticket in a trembling hoof.

What... just... happened?! He almost started to hyperventilate, and so spent a few minutes breathing in and out like his therapist had taught him, going through calming images in his head. It was after he had calmed down that he flipped the ticket over to read the back.

"Looks like you owe me one, visit soon! xoxoxo

- Golden Chance"

On it was also listed an address and a large orange kiss that smelled, surprisingly, of mint.

What does she mean, owe her one?

It was then that Soul realized that he hadn't actually paid any bits for the first-class tickets. He then sighed heavily, and rolled over on the floral patterned couch to shiver.

What did I just get myself into...

The train ride was absolutely incredible, especially for a first-timer. The sound of the train as it pulled out of the station made Soul's heart swell, and he stared out of the large window the entire time as the land rolled away beneath them, and flashed past faster than a fireball. The amazing journey made him forget all about the large predicament he'd land himself in if he ever went back to that town. Good thing he didn't actually plan on returning anytime soon.

The whole trip seemed to go by in a flash for Soul, who marveled as they passed copses of trees, underneath one of the foothills of Canterlot Mountain, and finally as the city itself came within sight, and that took his breath away.

He didn't know why, but for some reason he thought it would be much, much smaller, maybe even only the size of Ponyville. He was sorely mistaken. Canterlot was a city that appeared almost to gleam with a white light from afar, its older district near the top of the mountain made almost entirely of marble. From this distance, it appeared that even the sprawl that extended and webbed down the mountain's face was immaculate, although he was sure that wasn't the case up close. He had never, in his life, seen a city so big, and with so many buildings! It actually made him a little worried.

He was deep in thought when a shadow passed over his compartment, and he looked out the window to see that they were now passing through an alley of tall, two to three story, buildings, all either made from brick or some strange material that didn't look like any stone he knew. It was pretty, though, and quite seamless. He felt the train slowing down, and decided he should probably get off of it fairly quickly, in case that Golden Chance character had elected to tell them about his essentially stealing a ticket.

And so, it was with a little trepidation that Soul Keeper filled out of his car, passing the occupant of the other compartment on his way, some foppish looking pink stallion with a monocle and handlebar mustache. Soul didn't like the aura he was picking up off of that gentleman, so he quickly went over to the business class car one over, and waited there to be let off. He smiled to himself as he saw many young colts and fillies with their faces pressed hard against the small glass windows, vibrating tin their seats with excitement. The amount of chatter in here, no more than a murmur, but present, was actually soothing to Soul's nerves, more so than the dead silence of his car where he was alone with his thoughts.

If I can help it, I don't know if I'll ever ride first class again, he thought with a little shock of surprise, think of all the ponies I could have met, friends I could have made. What a wasted opportunity.

Finally, the train growled to a stop, many covering their ears at the sound of the shrieking metal braking system, coming to a halt with a slight hiss. Soul heard, but did not see, the conductor as he yelled, "ALL CLEAR!" and then all of the ponies rushed for the doors except for the few with foals. He took his time, there really was no point in rushing anywhere, he thought.

His stomach had other ideas, and let him know by growling loudly. He realized that he hadn't eaten the entire day, strange that he'd forgotten it before now...

Well, he thought to himself as he queued to leave the train, I suppose there was good reason for the distraction, both times I could have eaten.

After what felt like an hour waiting in line, Soul finally stepped off of the train, blinking in the sudden and intense sunlight. The first thing he noticed about Canterlot, the air seemed... heavier than in Ponyville. He supposed that made sense, there were many more ponies here than in that small village. Why, looking around on the very train platform he was standing on, there had to more tha- was that a griffon?!

Sure enough, waiting on the platform, surrounded by what should have been its natural prey, was white and brown feathered monster of a griffon. He had to be at least six feet tall, it even seemed like more. As such, he towered over most of the ponies on platform, but didn't seem too self-conscious about it, he was just waiting patiently with the rest of the crowd for his train to arrive.

How... interesting, Soul thought as he trotted towards the ramp that led off of the platform. Currently not many ponies were using it, most off of his train apparently were just connecting from here to other locations, Yes, very interesting.

He didn't know quite how to feel about that, griffons had been the mortal enemy of ponies for a very long time, he wasn't aware that had changed.

Oh well, he thought, smiling gently to passersby, less war is good I suppose.

It took Soul a while, but he was eventually away from the hulking train station in Canterlot, the thing was massive! Finally, he could now look for something to eat. In this completely strange city, that he had never been in before, and had no idea how to get around in. Drat.

Soul walked around for a little while, trying to decide whether or not to find a guard and ask for directions, before he felt a small tap on the shoulder. He looked down to see a very small filly, taller but thinner than appeared to be the norm, with a teal colored coat, and a bound back purple and red mane, "Are you losht mishter?" she had a very prominent set of... what were those? Bracers? No! Braces, that's what they were called, and it slightly interfered with her speech.

He smiled and leaned down to her level, "A little, little filly, I am a little lost. But don't you worry about me, I'll be fine, shouldn't you be with your parents?"

She looked down at the ground and scuffed a hoof. He looked at her more closely and saw that, despite obvious attempts to brush it, her fur was still covered in dirt and twigs. Either an orphan, or a runaway.

Sou sighed as he stood back up, trying to decide the right thing to do. If he turned her in, she'd never talk to him again, and probably would just re-escape. If he took too long to decide, she'd run, so that meant...

"Alright, little one, here's the deal," he leaned back to whisper to her, and her face lit up, eager to please, "You show me a good place to eat, I pay you handsomely and don't turn you in. How does that sound?"

She gasped, and did a little dance that was absolutely adorable, "Oh really? You mean it mishter?!"

"Shhh!" he put a hoof to his lips, "Keep your voice down, or you'll just draw more attention to yourself. If anyone asks, we're cousins, alright?"

She cocked her tiny head at him, "Why not your daughter?"

He looked at her sternly, "Because no daughter of mine would ever be that dirty, little one, you need to take a bath if you don't want people to suspect the truth."

She looked over herself as he said that, and her eyes widened, "Woah, thanksh mishter, I didn't realize-"

He waved a hoof, "It's fine, show me someplace good to eat,"

She nodded happily, "Of courshe, mishter, follow me!"

Soul followed along behind the little filly as she chattered away about this and that. She wasn't nearly as good of a tour guide as Applejack, wasn't anywhere near as beautiful either, but he didn't expect her to be. He mostly just ignored what she was saying, nodding along whenever it felt appropriate, and studied the buildings around him.

The architecture was very reminiscent of old Trottingham, although... now that he thought about it... he couldn't quite remember when he would have seen that style of building. Oh well, perhaps he'd read about it somewhere. Anyway, most of it was slate brickwork or this smooth substance he still didn't know the name of, with lots of crenelations, small spires or towers, and grand, sloping roofs. It was all very pretty, many houses and shopfronts sported wrought iron fences to deter intruders, but they were decorated to seem old-fashioned rather than dangerous.

"... there mishter."

Soul shook his head as he realized the orphan was talking to him, "I'm sorry, what did you say?"

She smiled at him, "I said that'sh one nishe cutie mark you got there!"

Soul glanced at his flank as she said that. His cutie mark. A red crescent moon with three black teardrops underneath it. He shivered as he repressed the memory of how he'd received it, "Thank you, yours is... nice also."

Her cutie mark appeared to be a large bag of bits that was leaking through a hole in the bottom. Strange. The filly didn't respond, and led him off without a word.

The road that led from the train station was one of the larger ones in Canterlot, it had to be to support all of that hoof-traffic. As such, Soul was hard pressed to keep up with his small guide in the crowds of bustling ponies, both common and noble alike. Something else that pleased him was that the street was jam-packed with what looked to be delicious places to eat, all flooded with customers, being so near the station's outflow. There were bakeries, salad bars, regular bars, hay fries, whatever they were, it was a cacophony of the nose around here! But the little filly he was following kept insisting that the best restaurants were further down, that this area was, "all glitter and no glam."

So, Soul followed along, looking this way and that, there weren't a great many attractions where he was, but he was simply marveling at the sheer number of ponies around him. Growing up near the DBZ (or "Dragon Border Zone) the most ponies he'd seen together at once was fifty, and that was during a large skirmish between bandits and his house guard, so he was fascinated by all of the untold stories around him.

Soon, though, as the girl led him out and about, the crowds thinned to a manageable level. Then thinned some more. And again. Until they passed maybe a pony or two as they continued to take twists and turns. Soul didn't like this part of town. Though the buildings were almost the same, they seemed... squatter, dirtier, less grand. The sky seemed to be overcast, though he was certain it had just been a bright, sunny day. And finally, they came to it. An alley.

This alley was ordinary, with all the things you'd think a passageway like itself would have. Puddles of putrid, oily liquid, trash cans, refuse, random piping, narrow walls, foggy, none of which appealed to Soul's appetite. There was one hing that did make his mouth water in this alley, though... and he was following it.

No, he thought, becoming distracted, and continuing to follow against his better judgement, I'll not allow that to happen again, the first time was-

"Alright, pal, hooves where we can see 'em," Soul heard a gruff voice call out from behind him. Suddenly, he was surrounded, six tall, broad stallions seemed to materialize in front of him, though his more acute senses perceived that they had simply slid from hidey holes behind dumpsters and carved into walls.. He couldn't make out many of their features, only that two of them were pegassi, and they were still as buff as the others. One of them was quite short, but that was all.

He turned to the "filly", who had backed into the middle of the circle of thugs, "You set me up, didn't you?"

She spat out the fake bracers, and cackled petulantly, "The stupid, "I'm a filly" trick works every time. I'm a full grown mare, you dumbass!"

One of the thugs snorted, "Well, full grown may be overdoin' it a little..."

She glared daggers at him, "What'd you say?"

He growled back, "I said the next time you want to go hungry, test me again, runt!"

Another of the thugs punched both of them in the shoulder, "Knock it off, you two. The mark still ain't handed over his goods yet."

Soul's stomach growled, No, no no no, not again.

The one who'd posed as a filly sneered at him, "Oh yeah, you think you're hungry? You don't even know hunger! Me and hunger? We're best friends, she comes over to me everyday and suckerpunches me right in the gut!"

"Shut it Bags! I said, hooves where I can see 'em, pal," the level-headed brute said as he reached for a small saddlebag strapped around his barrel.

Soul felt a sweat begin to break out on his coat. He had to get away! But there were only two exits, the one infront of him blocked by four ponies, the one behind him by three, there was no way he could make it past them in his current state!

"I gonna give you till the count of three," the apparent leader growled, "One..."

The large pegasus removed a long, rusty knife from his saddlebag, and held it in a hoof towards Soul, "Two..."

Soul began to breath harder, his eyes desperately searching for an escape, he back up a pace.

"Three!" The pegasus flew at Soul, and suddenly he felt a calm coldness drape across him like a blanket. He easily sidestepped the pegasus' clumsy unprepared strike, and let him bungle into the thugs blocking the way Soul had entered.

All fell quiet in the alley again, as the lead pegasus stood, and Soul nonchalantly detached the purse of bits from his mane, which he tossed to the small mare.

She barely caught them, and looked at him in confusion, "You're... giving up?"

He smiled balefully, and those in front of him shivered at his cold, dismissive glare, "It's for a job well done, young one. I asked you to show me a fine place to eat..." large fangs extended from the side of Soul's mouth, replacing what had been two normal teeth a moment ago, and his pink eyes darkened to a deep maroon, "... and you've led me to a buffet."

The whole alley was plunged into darkness, and several of the thugs screamed. Not an ounce of light pierced this new, black fog, all of the ponies had been totally blinded. Except for Soul, he could See just fine.

The brown light of Fur, the pink of Flesh, roiling pools of Fear, Confusion, Anger, all bent into pony-like shapes in the smothering cloud of Darkness. Soul casually erected three invisible walls to prevent anypony from escaping. No matter what direction they went, even up, it would feel like they'd just crashed into one of the brick walls that should have only been to the left or right.

Soul turned his head until he found one pony that stood stock still, as the others flapped about and cried out in alarm. He was frozen in terror.

Soul walked up to him, slow as you like, and contracted a magical vice grip on the stallion's throat. This made him hungrier, but that soon wouldn't be a problem

Licking his lips once, Soul sank his new fangs deep into the brute's veins, piercing almost to the man's spine. And then, he drank. The smallest quantities were the first to go, his Happiness, his sense of self-worth, which was actually quite complex, but still in short supply. His body was next, well the innards were, your standard blood and water. Then the bigger fish, the stallion's Hunger, his Malice, his Fear, eventually his personality all together. His body had broken down almost completely, conveniently appearing as though he had been assaulted by a normal vampony, though they were of course foal's tales. But Soul was real, and he was no vampony either, so when he had drunk all the man had to give, not even a body remained. Finally there was only one piece left. A shining, shimmering star in this void of darkness.

Best to leave no evidence, Soul Keeper thought with a grin. And so went the man's soul.

It was not difficult at all, then, to achieve the same result with each of the thugs who had foalishly attempted to accost him, the process for each only took about six seconds. Although many made delightful noises as they were brutally eviscerated from existence. Many gurgled, coughed, screamed, or wept, it was all so satisfying, and they were so delicious! When you dined as Soul did, even the lowest class of meals tasted like a five course dinner! It was sweet, sour, bitter, cold, hot, spicy, every flavor exquisitely extracted from the very essence of a living being. Perfection.

And it was after all this feasting and drinking, that there remained only one.

Soul cleared the miasma, and before him, standing in a puddle of her own fluids, was the little one.

Her eyes cleared as she squinted in the sun, and she gasped in horror, before turning and galloping away, as much as she could with those tiny little legs of hers.

Soul rolled his blood red eyes, and grabbed her entirely in his magic, floating her back over as she struggled in vain to resist.

She arrived glittering in his starfield's grasp, and she couldn't help but look at his two teeth. They were dripping. But not with blood, oh no, something far more precious. Each of his long canines dripped with a liquid that almost glowed, and seemed to sparkle in the daylight. Pure, concentrated, raw liquid Magic.

"Well, well, well... I'm so very full after consuming your little friends, but I don't know... I feel like I might be up for... just a little bit of dessert. Now what around here is small enough for an after-meal snack?" he gasped and looked her in the eye, "I think I might know just the right pony!"

Soul opened his mouth wide, and the little teal mare screamed and cried as his fangs grew closer to her neck, still dripping the iridescent souls of her compatriots, when he suddenly closed his mouth, and planted a soft kiss on her neck instead. Through this kiss, though she would not know it, he marked her. A sort of magical signature, so he may track her down again. More than likely he'd need a stable source of food over the next few months, when hay fries and burgers began not to satisfy. And if he could rid the world of lowlife scum while he was at it... then they would owe him, and give him more food. Besides, it was a waste to consume a mare in the same way he had those stallions. No. She, if he ever chose to drink of her, would be require a more... sophisticated process.

He released the little mare from his grip, and she plopped onto the cobblestone streets looking at him aghast. He had to smack her on her tiny rump before she realized she was being let go, and bolted as fast as her little legs would carry her, crying all the way.

Soul, himself, turned and stumbled in the opposite direction, eyes blurring, before collapsing to the ground without even making out out of the alley.

"Owww...." Soul moaned, putting a hoof to his head. What just happened? He felt... so full... bloatedly so, like his stomach was going to explode... what had he eaten?

Then the memories came rushing back.

"Oh no..." he whispered to himself, wide eyed as he recalled each visceral moment of tearing out those men's lives through their necks, "Oh no, no, no, no, no..."

Soul put his dirtied hooves over his eyes, which began to burn with shame and anger, his heart convulsed with anguish, and a disgusted sob wrenched itself from his lips, even as his still serpentine tongue darted out greedily to catch the few beads of magic that clung to them.

Author's Note

"What's so bad it doesn't mind you thinking it's a vampire?"
- paraphrased from Doctor Who, season 5, episode 6

So, Soul has made his way through Ponyville and arrived in the Equestrian capital of Canterlot! However, he seems to experience strange lapses in his personality, where a darker force re-takes control! How will he deal with these urges? Will his dark side be discovered? Find out, next time!