Equestrian Blades: Broken Harmony

by Sage Card

Rating: mature
Tags: Adventure, Twilight Sparkle, Violence, Alternate Universe, Human, Main 6, My Little Pony: Friendship is Magic, Fetish, Spike
Length: 6429

Equestria is under the threat of Nightmare Moon. Twilight Sparkle, along with her faithful Dragon Companion Spike, are set off on a quest to find the Elements of Harmony!

Twilight Sparkle, the ever faithful student, of the Goddess-Queen Celestia, must venture out of her home of Canterlot and quest throughout the land of Equestria. Her mission is the gather the Elements of Harmony and stop the ever looming evil that is Nightmare Moon from collecting these mighty stones of power. She will face terrible trials, make new friends, and discover the most powerful magic of all is friendship!

Now if only people would stop looking at her ass!

If the M-Rating didn't give it away; this is meant to be an action-adventure story and a fetish story-with the fetish in question being spanking. This story was heavily inspired by the Queen's Blade franchise and D&D. Hope you enjoy the ride if you decide to give this a look!

Published 2018-10-15 00:50:01 UTC
Last updated 2018-10-21 18:27:59 UTC

Act 1: The Quest

Bangs of sapphire and purple hues fell over the woman's face, held up by an violet headpiece that had a horn protruding like a unicorn. Her browned skin shimmering off of the candlelight that illuminated her desk. Violet eyes were glued to the pages as she read ancient incantations and various numbers and equations, each line becoming memorized.

Twilight Sparkle stared into the old pages of her tome, looking over the ancient words of scribes past. The moon was still out, but day would soon pour sunlight into her room in just a few short hours. She could've and maybe should've waited for the sun before reading, but with a candle to light the darkness, she pressed on with her studying.

"Still studying, my faithful student?"

Twilight nearly jumped from the seat of her desk, spinning around and seeing the tall, bronzed woman with hair that flowed off of its own power. It had swirls of blues, pinks, and yellows as the woman walked around in a white night gown that hugged at her voluptuous frame, hugging her wide hips and snug against her large breasts, concealing almost nothing to Twilight as she gazed upon her form. Much like Twilight, she also had a head piece, but with a much longer, white horn erupting from her forehead.

"Qu-Queen Celestia!" Twilight stood up as she bowed to her, nearly tripping on her covers as she stood up. She was just in a pair of violet panties and bra. Twilight's frame, while not able to compare to Celestia's, was nice and shapely. She had nice, wide hips, but her bra held a modest pair of cups. Celestia couldn't help but giggle at how flustered Twilight suddenly was.

"I sure hope you didn't spend all night reading those old tomes, Twilight."

"Not all night." Twilight's tone did nothing to convince Celestia, who gave her a suspicious glance. "H-honest! I-I actually just woke up and couldn't get back to sleep."

"Hmm, I certainly hope that is the truth, my student." Celestia's hand suddenly snaked past Twilight's hips and gave a light smack onto Twilight's behind. The younger woman yelped, standing on her toes and covering her butt with her hands. The slap couldn't have hurt her, but it did give a nice warning. "I wouldn't want to have to punish you for depriving yourself of sleep...again."

"Of course not, milady. I learned my lesson the first...20 times."

Celestia gave a roll of her eyes, sighing as she said, "I guess I shouldn't be too upset. I did need to talk to you about something."

"Y-you did? Really?!" Twilight's eyes beamed with excitement, but Celestia's face was somber.

"Twilight...have you ever heard the legend of Nightmare Moon?"

Twilight's heart skipped a beat when the words tickled her ear. Nightmare Moon was a legend, a myth, a old man's tale-or at least, that's what Twilight always believed. She had to believe that or she'd still be terrified of that 'tale' today.

"I...I thought that was just a myth."

"No, Twilight. I'm afraid-"

At that moment, the two of them heard something. It was a faint sound, like footsteps in the hall. Celestia looked at her pupil, who gave her queen a nod. Twilight conjured herself up an iron sword, holding it tight within her hands as Celestia summoned what looked like just a sword's handle, with no blade to speak of.

When the footsteps got so close they were right outside the door, Twilight teleports into the hall, took her sword, and swung it. She cut down a man as the other, stunned, scrambled to action. He swung his own sword at Twilight, but she caught him in a suspended field of magic. With her prey subdued and helpless, Twilight threw the man against the wall, with enough force for the sound of brick crumbling and bones cracking could echo through the hall, the intruder going limp. When Twilight released her telekinetic grip, he slumped onto the floor, dead.

Blood spilled as his lifeless corpse fell onto the ground. At this moment, Twilight got a good look at the intruder. Grayish skin with fangs in his gaping mouth, bat wings on his back that escaped through dark grey and black armor, a crescent moon shape on his chest.

Celestia had opened the door to the room and walked outside. "My faithful student, this is what I wanted to talk to you about." Twilight turned and looked astonished by that statement, but her question was cutoff by the sound of heavy footsteps running for them. "But it seems we'll have to wait."

"Yes, my Queen." Twilight took a fighting stance, and at that moment, a young man with green hair and tanned skin ran out from Twilight's room.

"What?! What's going on?!" He was a little younger then Twilight, but he looked 16, with wild green hair and in a pair of purple pants. The odd detail was the patches of purple scales along his face and the purple, reptilian claws he had for hands.

He sounded disoriented and sleepy, but when he saw the dead bodies in the hallway, he was shocked into waking up. It was then at that moment more armed enemies came running down the corridor, their armor shimmering in the moonlight.

Twilight told the young man, "look alive, Spike!"

"Right!" Spike was then engulfed in a sea of green fire. When the fire dissipated, he was a hulking Dragon, a mix of green and purple scales covering his now monstrous frame as he gave a mighty roar. It made the intruding force halt in place, staring up at the Dragon, then back to the Queen and her student.

As one of the units took a step back, Celestia's sword lit up with magic. A yellow blade of energy erupted from the hilt, heat radiating throughout the room as the shadows were kissed with light. "No. It's too late for you to run."

Twilight and Celestia dashed for the group of goons, swords pulled back as the collection of grunt in the front, whether they liked it or not, charged forward. Twilight took a guard head-on, sword clashing as her horn began to give off a light purple glow. As three more enemies surrounded her, Twilight extended her free arm and chanted. "Ventus Vortex." A powerful funnel of air surrounded the woman, breaking through the ceiling above as her enemies were torn to bloody ribbons by the powerful wind stream.

Celestia dashed through the enemies ahead of her, cutting through their swords, armor, and flesh with ease, her sword acting like a literal hot knife through butter. Their screams of anguish and fear echoed through the halls as Celestia mowed them down with little effort. Celestia turned on her feet to attack another incoming enemy, but she moved too slowly, the gray-skinned creature having a sword held over head.

"Damn it all!" Celestia stumbled back to evade as the sword swung, cutting into her nightgown. The cloth fell to the floor, cut to pieces as Celestia stood in just her yellow panties. "...Seriously? This was my favorite!"

"M-My Queen!" Twilight turned to Celestia, ready to ask if she was okay, but her face turned red as a tomato upon seeing Celestia's full frame, nearly completely naked.

Celestia chuckled, casually cutting down another of the enemies as she said, "come now, Twilight. You've seen me like this plenty of times before. Is now really so different." Their conversation was peppered by the sound of Spike's roaring and sweeping his claw to swat away the incoming enemies.

"A-all of those times were different!" Twilight spun and blocked an incoming attack with a magical barrier before she pointed her sword at the enemy and shot a fireball at point-blank, engulfing him in fire. "A-and we were alone and not surrounded by enemies!"

"Well, it's not as though I'm just streaking out into the streets." Celestia blocked an incoming swing, but due to the nature of her sword, it simply melted the blade in half. She then jumped into the air, roundhouse kicking the enemy, knocking him onto the ground, with blood and teeth spewing from his mouth.

"Says the one in her underwear." When it was pointed out, Twilight looked over herself. She blushed again, modestly covering herself as she stood their in embarrassment. Celestia giggled, "oh Twilight." Celestia's sword then stopped glowing as she puts herself between Twilight, Spike, and the hoard of enemies. "You can be so cute sometimes, but I'm afraid we have a lot to talk about still." She dropped her sword hilt as her horn began to glow a yellow light. "So stand back you two." The yellow light engulfed her hands and eyes as she pointed her hands at the enemies, forming them into a circle.

Twilight and Spike watched as Celestia chanted, "Solis Ardeo: Lux Aeterna!"

A cannon of light was fired from her hands, blasting down the hall and scorching the walls and floors and lighting the enemy troops in a wave of burning light. It was as though Celestia fired a canon from the sun itself. The heat and light was so intense that Spike had to cover Twilight with his arm before shutting his eyes and looking away.

When the light dimmed down and Spike moved from Twilight, she could see the destruction of her mentor's power. The corridor was licked with small flames as the hall was scorched. Whatever was left of the enemies was nothing more than dust and ash. She looked at her Queen as she began to fall onto the floor before Twilight hurried to her side, grabbing her hips and helping Twilight stay on her feet.

"Celestia!"

Celestia gave a small chuckle, "sorry, Twilight. I...forget how much that spell takes out of me these days." Spike was engulfed in green fire before he returned to his normal state.

"Holy shit, Celestia! That was amazing!" Spike praised her as he took the opposite side from Twilight, helping to keep her stay up. "You completely wasted those creepy bat goons."

Twilight sighed at how crude Spike spoke, but Celestia smiled at the young man. "Thank you, Spike." The two started to carry Celestia out of the hall and into Celestia's massive room. They helped Celestia onto her bed as she sat down, hunching over as she panted.

"I'll go get the Maids and Healers. Just rest, my-"

"No. Twilight." Celestia panted as she sat herself up, "this is important." The serous look in the Queen's eyes made Twilight and Spike freeze in place. "Twilight. As I said before, Nightmare Moon is not just a myth."

"Wait, she's real?!"

Celestia nodded to Spike as she retold the tale. "1000 years ago, I fought Nightmare Moon. Our battle shook the land of Equestria to its core and nearly tore the entire continent in half. The battle ended with me using the Elements of Harmony, powerful stones of intense magical powers, to seal her away in a on an island in the sky. So she could never harm anyone again."

Celestia continued to speak as she stood up, "that tower has a magical seal to keep Nightmare Moon from escaping and wrecking havoc again. But a seal that powerful requires a constant feeding of mana." Her hand gestured to her crotch, just above her panties as a yellow light came off of her tanned skin. Twilight and Spike gawked as the tattoo revealed itself, taking the appearance of Celestia's sun mark. Spike's staring was just added with a trail of drool from the corner of his mouth. "This mark upon my flesh fuels the seal upon the tower."

"Oh my...you've been a battery for the last 1000 years." Twilight's observation got a nod from Celestia as she began to walk to her closet.

"Twilight, from your perspective, I must look like a Goddess. An unstoppable force that could not be stopped by any force on this earth or beyond." She grabbed a white robe and started to put it on. "But in reality, I've grown terribly weak in these last thousand years. Back then, that spell I used wouldn't have winded me, but now it exhausts nearly all I have. Every day, my magic is drained little by little to keep Nightmare Moon at bay."

She turned back to Twilight now that she was dressed, her boobs threatening to spill out of her robe as it barely managed to cover her thighs. By now, the barrier is at it's weakest. So weak that her influence is seeping into Equestria and she's able to create minions."

Spike said aloud, "those guys that attacked us."

Celestia confirmed with a nod as Twilight asked, "what can we do to stop this then?! If Nightmare Moon is going to escape, then we have to do something!"

"I'm afraid there is nothing I can do." Twilight looked horrified as Celestia continued. "I'm sure by now Nightmare Moon has only gotten stronger. Too strong for me to defeat. Our only hope Twilight is for you to collect the Elements of Harmony."

"...Wait what?!" Twilight was stunned by Celestia's declaration. "C-Celestia...my Queen, you can't be serious!"

"I wouldn't be giving you this task if I wasn't."

"B-but...I am far from ready for such a task!" Twilight then added, "a-and shouldn't you be the one to gather the stones?!"

"I'm afraid not." Celestia walked over to her, "after I used them the first time, the stones...rejected me."

"Re...jected you?" Twilight was astonished by this news, staring with her mouth hanging open as Celestia took a seat on the bed.

"They scattered across the Equestria after I had tried to recollect them after the battle." Celestia gave a sigh, "besides, even if I could still use the elements, I need all the power I can spare to keep Nightmare Moon at bay. I'm afraid that I must remain here and continue to fuel the seal. For if Nightmare Moon was to escape...then there'd be no hope for Equestria without the Elements."

"...Oh boy." Twilight felt dizzy, unable to stand after all this info was dumped onto her. She took a seat beside her mentor as she said, "this...this is such a tall order, my Queen. Of all the Knights in your court...why would you tell me all this? What...what makes you think that I can do this?"

Celestia brushed her hand through Twilight's hair, prompting the woman to look at her. "Twilight Sparkle. You are my faithful student. I've watched you grow from a little girl to a marvelous young woman." As she spoke, the sun began to rise as light filled the room. "I have no doubts that if anyone is up to the job, then you are. Canterlot needs their knights to protect them and needs their Queen to look confident. But Equestria needs you to be strong."

She stared up at her mentor before she pushed herself towards her, hugging her as Celestia returned the affection. "Thank you, Celestia." She smiled as she looked much more confident. "I won't let you down."

"I know you won't." Celestia smiled before looking at Spike, "Spike, start packing. Twilight will join you in a moment."

"Yes, My Queen!" Spike smiled as he ran off. Celestia stood up, leading Twilight out of the royal chambers.

Up in the clouds, away from the sun's touch and forever shrouded in a cover of storm clouds, a lone, bat-winged soldier towards a tower, landing upon the balcony, but he dared not go inside. Instead, he got down on his knees and knelt down as a shadowy figure sat inside the room.

"Ah, my Night Soldier." A woman's voice spoke. "I expect you to have the Elements, no?"

"..."

"Your silence displeases me."

The Night Soldier flinched as he said, "f-forgive me, My Queen. But...but the Elements...were not in the castle."

"...What?"

"They...they were not in the castle. And the hoard of Night Soldiers were-" The Soldier was silenced, feeling as though he was being choked by some magical force. He was then yanked inside as he stared into the unforgiving light-blue eyes of Nightmare Moon. Her body was black as ebony, dark blue cloth covering a silver chest piece, with a dark blue veil being held by silver armor along her hips. Her hair was like the dark blue night sky, flowing from out of a silver helmet, a horn forehead piece protruding with a black horn.

Silver gloves then grabbed at his neck in place of her magic, a cold grip making the Night Soldier feel as though he was freezing over.

"Are you telling me that the Elements of Harmony were NOT in the position of Queen Celestia!?"

"P-please forgive me, M-My Queen! B-but we searched the castle before my troops were slaughtered!"

Nightmare Moon hissed, throwing the Night Soldier onto the ground. Bits of ice hung from his throat as Nightmare Moon scowled.

"It seems my sister hid them from me, knowing they wouldn't be safe there." Nightmare Moon clenched her fist as she towered over the flinching and shivering soldier. "Go to the generals and every Nightmare Soldier you can find. Tell them to scour the land of Equestria. Look atop of every mountain, march across every valley. Sack villages, burn forests, find me those damn rocks!"

"So, how does it feel~?"

Twilight stood there in the room, now covered in violet armor with golden trims. The set came with a chest piece, boots, and arm guards, a magenta star emblazoned upon her chest. Twilight also wore a black mini dress underneath all of the armor. But the most astonishing piece of the set were the mechanical wings upon her back, with rows of shimmering, white feathers.

"It feels a bit...much." Twilight mumbled, yelping as she hovered off of the ground. "And I don't think I'll get use to these wings, my Queen."

"Oh, you never know. They might grow on you." Celestia chuckled as Spike entered into the room. He had a pair of black gauntlets on his arms and matching boots, with two bags strapped onto his back.

"Everything's all packed, Twilight."

"Already?" Twilight blinked as she said, "I guess putting this armor on took more time then I thought it would..."

"Whoops." Celestia giggled, "I suppose that's my fault." Celestia and Twilight walked over to Spike as Celestia smiled at the Dragonboy. "Take good care of her, Spike."

"Will do, your majesty!" Spike smiled as he gave a salute as he headed out. Twilight kept going, but Celestia stopped her.

"Oops, I almost forgot something." Celestia's horn began to glow as a scabbard appeared in her hands. It held Twilight's colors and star-mark. "Almost forgot your new sword."

"O-oh wow, you pulled out all the stops." Twilight took the sword, her eyes giving a flash as she felt something come off of it. Magic coursed through the blade and up her body as the young maiden looked stunned.

Celestia smiled from the look on her face as she said, "that sword was specifically made for you, my student. It's made from the same material as the Arcane Horns and will act as a secondary magical focus. I know that your Magical Abilities come more naturally than your swordplay, so I wanted you to have something that would benefit that style."

"Th-thank you, Celestia." Twilight gave a bow before her scabbard disappeared from her fingertips. "I won't let you down."

"I know you won't. That's quite impossible."

Act 2: Everfree Forest

I, Twilight Sparkle, with my faithful companion, Spike, soared through the air inside a hot air balloon. It was decidedly much easier to travel by air then to just walk on foot. The Twinkling Balloon is an elegant little balloon, purple in color with swirls and stars across the balloon. It was made by my own design. And within its basket, we plan on flying through the air currents and flying our way towards the Elements of Harmo-

"So how do we know when we're close to those Elements anyway?"

Spike's question had caught Twilight off guard, causing her to stop writing in her book as it and her pen 'poofed' away in a cloud of purple. "Huh?"

"I mean, do we even know where they are?" The Dragonboy scratched at his head as he said, "it just feels like we're floating around without really knowing where we're going."

Twilight stared at Spike as realization swam over her. Twilight gave a blood-curdling scream as she clutched her hair, "Celestia Damnit! I didn't think about asking for directions or for any ideas as to where the Elements could be or anything! How could you just let me walk out the door without saying anything?!"

"Wait, what?!" Spike bared his fangs as he said, "how's this my fault?! You're the one who was given the quest! You should've asked!"

"I was overwhelmed with the armor and the sword and...and...oh fuck." Twilight slumped down into the basket as she pulled her knees up to her chest. "I don't know which way to go or even the slightest idea of what I'm doing. We could be right over one of the Elements and I wouldn't even know it."

Spike felt his heartstrings pulled as he crouched down besides the older woman. "Well, how about we just split the blame." Twlight glanced over at Spike as he said, "we both should've asked Celestia something and there's no going back now. So we're just gonna have to tough it out and hope for the best."

Twilight gave a sigh as she said, "I guess there's no use in crying over it now." She stood onto her feet, a small smile on her face. "At least with you with me, things will be a lot easier."

"You bet!" Spike grinned, "it's just smooth sailings from here!"

And then, something just tackled into their basket, nearly causing Spike to fall out before Twilight grabbed at his arm. The two of them watched as Night Soldiers soared through the sky, two of them holding swords while one of them was clad in heavier armor, with bigger bat wings to compensate.

"Nightmare Moon's minions!" Spike snarled, green fire starting to engulf him.

"Spike, no! Don't transform!" Twilight grabbed and shook Spike, breaking his concentration. "Your Dragon Form is too big for this basket!"

"O-oh..." Spike and Twilight watched as the heavily-armored Night Soldier flew at them. Spike conjured more green fire, spewing it out of his mouth in a stream of flames as it engulfed the enemy, causing him to fall out of the sky like a burning rock. "Ha! Got him!"

"And I got these two!" Twilight's horn began to glow as she chanted, "Ignis-Pilla!" She conjured balls of fire into her hands before she took them and threw them at the remaining Night Soldiers, hitting them directly as they fell from the sky.

"Nice throw, Twilight!" Spike congratulated as he gave a victorious hop in the basket. "It looks like we've got 'em all!"

Twilight gave a sigh, "glad that's over." She turned around to lean over the basket, but her eyes then grew like dinner plates. Just up ahead, they were sailing their balloon right into a swarm of Night Soldiers. "Oh damn."

"What?" Spike asked as he turned around. "What's wro...oh crap." The Night Soldiers flew right towards them and their balloon as Spike yelped, "this is bad! What do we do, Twilight?!" He watched Twilight summon her sword as it began to glow with her horn. He watched in awe as the clouds around them turned black. She raised her sword to the heavens as she began to chant.

"Procellae Tonitruales!" Lightning began to engulf the swarm of Night Soldiers, bright flashes of blue and white struck the armored enemies. In a flash, the swarm began to fall out of the sky like a collection of flies in a bug zapper.

"Wh-whoa! Twilight, that was amazing!" Spike gasped as he said, "I never saw you do a spell like that before!"

"Well, I could never do spells like that without just totally burning myself out." Twilight grinned as she swung her sword around triumphantly. "But now, I feel so powerful! Like, like I can do anything with this sword. Cause normally, I would be flat on the ground and-why are we falling?"

Twilight and Spike noticed they were descending and fast, Twilight looking and noticing the hot air mechanism wasn't blowing flame to heat the air that was suppose to be keeping them afloat. Twilight pulled the cord to get it to light. When nothing happened, she pulled the cord frantically as she and Spike looked more and more panicked.

"Heh...heh heh." She laughed nervously as her sword poofed away. "I think I let the power go to my head..."

"YOU THINK?!"

Twilight quickly grabbed Spike and pulled him close. She shut her eyes, trying to concentrate on the wings on her back. She tried to get them to work, but no matter how hard she tried, the two of them kept falling from the sky and the ground was getting awfully close.

"CAN'T YOU FLY WITH THOSE WINGS?!"

"I'M WORKING ON IT!"

With the ground getting closer still, Spike had tightened his grip onto Twilight before he broke out into green fire. The fire didn't burn Twilight to the touch, thankfully, as Spike began to transform, erupting into his Dragon Form as the basket they were falling in broke. His scale-covered, massive body slammed through the trees below them and kept falling onto the forest floor. He landed on his back with Twilight on his chest as he protected her from the impact and debris with hi massive arms. Despite his efforts, she was still dazed from the shock of the fall, but she was mostly okay.

"Ugh...that had to hurt." Twilight rubbed her head as she teleported off of Spike and landed next to his head-which, while in his Dragon Form, was massive. She gently stroked his face as she asked, "are you okay, Spike?"

He gave a low growl from the back of his throat. His voice was much deeper in this voice. "I'll...feel that in the morning." He gave a chuckle before he cringed, fire enveloping him before he returned to normal. He groaned as he lied on his back, panting as he pulled himself onto his feet. "Who needs a spine anyway?"

"P-please don't joke like that!" Twilight whined as she said, "I am so, SO sorry for you having to do that!"

"H-hey, it's cool." Spike gave a tired smile, "it happens."

Twilight picked Spike up as she helped him onto her back. "Well, let's try and get out of these woods and head to the nearest town. Hopefully we can find someone who can help your back." As she turned to get walking, she heard something in a bush behind her. Spike and her looked back and from the bushes were a group of Wolf-like creatures. They snarled at the two of them, their bodies covered in green fur. Vines seemed to grow from their bodies, with sharp thorns jutting out.

"Oh wow! Timberwolves!" Twilight gasped as she said, "I had read about these back home, but I never thought I'd actually see one!"

"Uh, Twilight," Spike spoke up, as more Timberwolves began to come from the bushes. "Did those books say anything about them being friendly?"

"No, I believe they're...highly aggressive and...t-territorial..." Twilight slowly began to realize the position that she was in. She began mumbling to herself, "okay Twilight, just stand your ground. If you show them that you're afraid, they'll think your prey and attack you."

She then took a step back.

The Timberwolves lept for Twilight as she gave a scream, narrowly avoiding a bite from the wolf. "They sensed my fear!"

Two more attacked Twilight as she shouted, "Scutum!" A barrier blocked the two of them as she then shouted, "Lux Lembus!" Beams of light shot from her horn, striking one of the wolves before she spun around, slicing an incoming wolf in half with expert precision.

"I-I got this!" Spike tiredly tried to breath fire, but only a puff of smoke came from his maw.

"E-even if you could, I really don't think spewing fire in a forest would be a good idea!" She cut down another Timberwolf, but this time, she noticed the remains sink into the ground, a bush of flowers and grass taking its place before a new Timberwolf sprouted from the ground. "Amazing! They're capable of regenerating after being killed!" The wolf then charged at her again, forcing Twilight to cut him down again.

"Right. Be amazed after the fight!" This time, she took the time to tear apart the patch it had become after it's death. Twilight turned to face another wolf, but it had cut into her armor, rending it with its claws.

"Tw-Twilight! Are you okay?!"

"Y-yeah, b-barely!" Twilight stumbled back as her chest piece fell, exposing how her dress underneath was also cut into as her violet bra was exposed to the forest air. She didn't have time to be embarrassed, however, as she stumbled back and had her back forced up against a tree. "Okay, this is bad." The wolves began to surround her as Twilight began wracking her brain. She needed a hand to hold her sword in order to use a more powerful spell to deal with these wolves, but she had to hold onto Spike to keep him out of danger. She was stuck in thought as the wolves pounced at her.

Then, the wolves were swatted away by a large Brown Bear's claw.

Twilight stood there stunned, seeing the bear clad in green armor and helmet, with a grey trim and butterfly sigil on its chest. He began to rampage, slaughtering the wolves in quick blows with his armored claws. As the Timberwolves turned into patches of plants, a group-no, more like an army of rabbits scurried over. They were in smaller sets of armor then the Bear was and began eating the grass the Timberwolves left behind, keeping them from growing back.

"Wh-wha...?"

"You there!"

Twilight turned and coming towards her was a fair-skinned maiden in a green chest-plate that barely managed to hold in her massive breasts that were practically pouring out. She also had a pair of armored wings, just like she did, as she descended from the tree tops above. She had a green head piece that came around her long pink locks. Strapped to her armor piece were suspenders that held up a belt that secured her white loin cloth. The woman had the butterfly sigil, like the bear and rabbits. She wore green armored boots and black thigh-highs, both with gold trims.

"Are you two okay?! Are you injured?!"

Twilight was taken back by just how concern she was. But she sighed as she said, "don't worry, I'm okay. But my friend here is seriously hurt and we could really use help getting out of here." She gestured to the exhausted-looking Spike as she looked over him with sympathetic eyes.

The woman nodded as she said, "you poor things, coming to this forest." The woman knocked on the tree, a rope ladder falling down for them. "Quickly, up this way." She headed up the ladder, "it's not safe on the forest floor."

"Right." Twilight nodded as she began to follow up. It was then that Twilight realized from her position, she was looking directly up the woman's skirt, seeing her green panties that tightly hugged at her massive, round ass. She blushed, then looked over at Spike, who was not only looking, but his nose was starting to bleed. "...Seriously?" She scolded him in a hushed tone, "you nearly died, ya know?"

"You were looking too." Spike huffed as Twilight went silent and climbed up. When they reached the top, and Spike wiped his blood away, the two of them were astonished by the series of houses and bridges that lined the trees. It was like another village was just built atop the trees.

"Welcome to the Everfree Forest." The woman gave the two a smile, "my name is Fluttershy. I am...sort of its guardian. Kind of. Sometimes."

"It's a pleasure to meet you." Twilight smiled as she introduced herself, "my name is Twilight Sparkle. And he's Spike."

"Hi."

Fluttershy began leading the two of them across a bridge as she asked, "so, what brought you two here? The Everfree Forest isn't exactly a place people come in visit on a leisure trip."

"Well...it's a bit of a long story..."

A woman gasped as she sat inside of one of the many straw houses built atop the trees. From under her hood, she stood up, one hand on her head as she walked through the room and over to a chest. She opened it up, and in her hand a magenta colored stone in the shape of a star. It gave a soft glow, but the light quickly began to die down within her hands.

"It seems that now my duty is done. For not it seems the time has come."

Then, the woman spun on her heels, throwing a glass bottle from inside of her cloak. The bottle broke against someone's chest, an ugly hissing sound filling the room as a man fell onto the ground, shouting and flailing as acid ate through his armor. He wasn't alone, however, as more men in similar armor began to come from the shadows.

Nightmare Moon's Night Soldiers.

"It seems that I have some guests." She grabbed a small piece of wood as it fully extended into a staff. "Although unwanted, you're more like pests."

"Oh my. A quest from the Queen herself."

Fluttershy had taken Twilight and Spike to her own hut. Spike lied on his stomach as Fluttershy rubbed and massaged the young Dragon's back. Fluttershy had taken her chest plate off, her massive mounds occasionally rubbing against Spike's back as he moaned softly. He could feel the tension in his back give way. He couldn't tell if Fluttershy's healing was working or not, but he didn't care either way.

"Yes, it, ahem, is a pretty stressful situation we're in." Twilight tried to avert her stare from Fluttershy's big boobs as she used her magic to mend the damage in her armor. Twilight tried not to look at her own chest underneath her sewn-up dress, knowing very well she couldn't compete with Fluttershy's bust.

"But, I'm still confused." Fluttershy gave some pressure on Spike's back, the Dragon cringing before a popping noise echoed inside the hut, getting Spike to sigh in content. "If you're all the way from Canterlot, then how did you get into the middle of the forest?"

Spike spoke nonchalantly, "oh, we fell."

"...Huh?"

Twilight lightly tugged at the collar of her dress as she elaborated. "See, we were flying in a hot air balloon and we...ran into trouble, so I had to use magic to fight them off. I...accidentally knocked us out of the sky and Spike hurt his back breaking my fall." Twilight finished mending her armor as she saw Fluttershy give her a hard glare, suddenly taking her hands off of Spike.

"Twilight! That's heavily irresponsible!" Fluttershy's suddenly scolding tone got both Twilight and Spike to cringe. "You shouldn't be so careless when you and the lives of others are hanging in the balance!"

Her scolding got Twilight to flinch as she tried to defend herself. "I-I am careful when doing magic. Th-there were...different circumstances that had-AAH!" Twilight was suddenly pulled along by Fluttershy, being taken across the room to a couch. Fluttershy had sat down and pulled the Mage across her lap, her face down into the couch cushions and her ass up and in the air. "W-wait a second! WAIT A SECOND! What are you doing?!"

"I'm simply doing what I think needs to be done." Fluttershy pulled up Twilight's dress, exposing her purple panties to the air. Fluttershy then raised her palm into the air and gave Twilight a firm smack across her butt, getting Twilight to give a yelp that echoed through Fluttershy' home.

Spike had been watching with a small grin on his face. A low laugh came from his throat as he mumbled, "it's like we never left."

"W-wait a second! Fluttershy!" Twilight kicked her legs about, but Fluttershy paid her no mind as her hand continued to land a series of firm smacks across Twilight's upturned ass. Each smack made Twilight's butt bounce as Fluttershy's hand smacked across her ass, hopping from left cheek to right as Twilight squirmed about. "OW-OW! Fluttershy, please! It was an accident!" Twilight couldn't help but feel stinging tears threaten to shed from the corner of her eyes.

"I understand that." Fluttershy's palm, however, continued to smack Twilight's bottom as it started to turn a hot shade of pink. "But this will just be a reminder to be more careful when using your magic around allies." She gave another smack onto Twilight's ass as she loosened her grip and stopped striking her rear. "There, that should be enough."

Twilight immediately sprang up once she was let go, rubbing the sting away from her sore and hot ass, more concerned with that then Spike's snickering. "Ow...that really hurt."

Fluttershy had suddenly got up, grabbing Twilight and pulling her in for a hug. Twilight's face was buried into her breasts, being painfully familiar, comforting, and just embarrassing. "I know it hurt, but I did this for your own good. I wouldn't want you to slip up and hurt your friends with your magic." She gently stroked her fingers through Twilight's hair. "I spanked you only cause I want you to do your best."

Twilight felt somewhat uncomfortable with how this woman who couldn't have been too much older then her, if at all, was talking to her like a mother. Yet, at the same time, her maternal tone did help her calm down and stop the water works from flowing.

Twilight mentally prepared herself to not let her voice crack or accidentally call her something embarrassing as she said, "I'll try to be more careful, Fluttershy."

It was at that moment when a loud 'boom'-noise hit their ears. Spike got off of the floor as he and the two women looked outside of the hut. Outside, the village in the trees were covered in a blanket of armored warriors with crescent moons covering their armor.

"Oh no..."