Caballeron's Prize

by Krail

Rating: mature
Tags: Gore, Violence, My Little Pony: Friendship is Magic, Dark, Death, Narcotics, Porn, Dr. Caballeron, Fetish, Rainbow Dash, Non-consensual, Scootaloo, Quibble Pants, Sex, Daring Do, Tragedy, Profanity
Length: 50814

Caballeron plots to destroy his rivals once and for all and Scootaloo is put right in the middle of his heinous desires.

A new overqualified history teacher joins the small staff of Ponyville's school, and with a doctorate no less!

Unfortunately this is Doctor Caballeron, and he has an eye for his newer rival's biggest fan, Scootaloo. The filly put at the center of his plans to finally be rid of Rainbow and Daring once and for all, with more heinous desires surfacing along the way.

Story includes foalcon, death, non-consentual sex, drug use, light body horror, stockholm syndrome, violence, and trains.

Chapters with [X] in the name are more sex focused for those less interested in the story.

Published 2020-12-20 20:20:00 UTC
Last updated 2024-12-01 16:51:37 UTC

1. Introductions!

"Hey Scootaloo! Who do you think can jump higher? Me or Sweetie Belle?" Applebloom trotted backwards skillfully along the road while talking casually. Sweetie had light bags under her eyes from a sleepless night of listening to Rarity sew frantically in the other room.

"Well earth ponies usually have better leg strength but Sweetie can carry a lot from hauling Rarity's bags on our camping trips." Scoots pondered. Her marshmallow unicorn friend too tired to show any interest in the possible competition.

"Don't mention Rarity. She was behind on three commissioned dresses and kept coming into my room and waling me up to apologize for making noise. Even though I can sleep through her sewing machine!"

The three giggled after a pause on the understanding of having crazy older siblings, turning the corner to the Ponyville Schoolhouse where Miss Cheerilee stood outside greeting students coming in.

"Good morning Miss Cheerilee!" Applebloom and Scoots greeted while Sweetie Belle seemed to chew on air with a deep yawn.

"Morning you three. I see I have to talk to Rarity again about keeping you awake Sweetie." She chuckled with a hoof to her mouth, her ears perking up as she remembered something important. "I'm alright with you napping a bit after recess Sweetie, but do try to stay awake this morning."

The purple mare looked around to make sure no other students were listening. Lowering her face to the three in a huddle almost dancing in place. "Today's going to be special, I'll be telling the class about big changes coming. Can you keep a secret?"

Sweetie blinked slower than a lazy cat with her eyebrows raised, both looking disinterested and using one hundred percent of her concentration. "You're pregnant?"

"I... No. No I am not." The teacher huffed, glancing at the gathering of students finally arriving, seeing the gathering of the student body. "Well I suppose you'll live waiting a bit longer. Class is starting soon, make your way inside!" She gleamed, leaving the three hanging as everypony made their way inside. The three fillies looked at each other oddly before making thier way into building.

Scootaloo's wing bumped into Diamond Tiara's as the collection was entering, catching her attention. "Oh hey Scootaloo, did you see that old guy yesterday?" She smirked, keeping pace with the group as Applebloom's head poked out from behind Scoots. "Old guy? Is Miss Cheerilee getting a special somepony?"

Silver Spoon followed with a snicker as she joined the conversation. "Not for lack of trying. She was gushing all over him after he left."

The five entered the classroom, being cut off by their teacher with the morning greeting. "Good morning everypony! Have a seat." She smiled. Scootaloo noticed her eyebrows not joining in the usual smile on her teachers face as she let out a sigh. "I have a big announcement, and I know some of you will be heartbroken to hear it. I'm taking the rest of the year off to go help with shortage of teachers over in Appleoosa."

"WHAT?!" Sweetie's shrieking voice shook the windows as the bags under her bloodshot eyes disappeared. The other students taking in the news with different reactions.

The class went quiet as a familiar spotted colt's eyes welled up. "But who will be teaching us then?"

"Well. That's the second announcement! I'm able to now because somepony was able to fill the opening and it just so happened we found a wonderful replacement. I'd like to introduce you all to your new teacher. Would you join us?"

Scootaloo's eyes focused on the larger shape of a beige stallion who entered the room. "Where do I know him from?" She whispered to herself. She glanced up and made eye contact before quickly looking away. His throat cleared as he gave a light polite bow to the class.

"Hello students. My name is Doctor Caballeron. A mouthful I know but I hope we all get to know each other well and learn together." He smiled warmly, his eyes near closed in a wrinkled smirk as Miss Cheerilee continued with the introductions.

"Doctor Caballeron is possibly our most distinguished teacher. He's studied archeology for many years and knows a lot about Equestria's history, and really knows how to find the right spots for treasures." Cheerilee smiled giving him suggestive eyes as he glanced away with a nervous chuckle.

"Wait, you're from the Daring Do books! You're the bad guy in them!" Scoots ears perked up with the realization as Silver Spoon called him out, making him chuckle from her well read knowledge.

"Of course. A.K Yearling is a dear friend and asked if I wanted to be a character in her novels. I agreed and even helped her with my knowledge of ancient traps which made it easier for me to be a villian." He explained. Scootaloo couldn't help but feel his eyes glare over her, preventing her from interrupting from the gaze alone as he continued. "If you have any questions later, let me know. But for now, I'll return you to your teacher. Thank you for uh... Introducing me." He coughed lightly, eager to escape Cheerilee's not so subtle advances.

"Of course. Now class, I'll still be around for another week, though Doctor Caballeron will begin teaching tomorrow. To start-" Scootaloo's eyes followed the Doctor out of the room. His eyes meeting hers one last time as he gave a slight grin before closing the door behind him. "We'll be taking a trip near the Dry Bones Desert in two days!" Cheerilee finished, catching Scootaloo's attention again. "Caballeron decided it would be a good experience for you all to see what he did for a living, so I'll be sending permission slips home with you tonight and you must have them signed by parent's and turned in by tomorrow-"

"Miss Cheerilee?" Scootaloo raised her hoof.

The teacher paused and turned her focus to the orange little pegasus. "Yes we've been over this Scootaloo. Your aunt's signature works just as well since we have permission."

"Actually I need to use the restroom." She corrected her assumptions. The mare considered a moment and nodded before beginning to pass out slips from her desk.

Scootaloo trotted out the door, closing it behind her. She looked up to see Doctor Cab standing at the end of the hall, looking at trophies with his back turned. She cautiously approached and stood next to him with a frown over her eyes. "Rainbow told me you were real, and that you were dangerous. You might have everypony else fooled but not me."

His emerald gaze moved down to meet hers, lowering his head to eye level. "And I know your parents are Snap Shutter and Mane Allgood." He spoke, making her step back a moment. "Two peas in a pod those two. I had feelings for Mane back before you were born but we just didn't click like she and Snap did." He smiled, looking over Scootaloo with a chuckle. "You have her eyes."

"You knew them?" She blinked, tilting her head. Still weary but curious since they had never mentioned him.

"Your eyes? Well now I do." He gave a quick chuckle before continuing. "We were classmates, then coworkers for a bit. Small world. Now I'm teaching in their daughters class." He snickered from the thought of it, tussling her mane as she saw his face fold in a twisted smile. "I was one of the first donators of their sanctuary for animal studies." He explained, making her eyes widen with surprise. She had no idea how her idol's nemesis was tied with her own parents success. The small winged pegasi still stared untrusting daggers at him, her hair messy from the hoof as he adjusted his collar. "I genuinely hope you and I can get along. Being chased by Daring Do in temples is tiresome." He smiled a bit more genuinely. "Te veo en clase mañana, querida." (See you in class tomorrow, my dear.)

She couldn't get another word in as he left the building, feeling confused as she couldn't tell whether he was being genuine or just messing with her. She shook her head and washed up in the bathroom before returning to class, finding the permission slip on her desk. "Welcome back Scootaloo. Turn to page 70 in your textbook, we're discussing dragon fossils today."

2. Tea Time With The Doctor

"How strange is it that one of my greatest enemies is the friend to my old flair's own daughter?" Cabelleron paced back and forth through his rented car parked in the nearby trainyard of the Ponyville station. The setting sun rested on Withers back from the window as he sipped coffee from a mug near the end where a small couch and table were, looking over the school newspaper his boss brought back.

"One of life's great twists. Are you sure this is a good idea? If we do this wrong we're not dealing with a washed out treasure hunter and a brainless fan. We're dealing with the law. Guards, bounty hunters, princesses." He frowned, his shades stuck to his face despite moving radically to emphasize his point, tapping a hoof on the table. Cab groaned and set himself down across, taking a drink from his own mug. A lit cigar decorating an ash tray as he pulled the newspaper to himself.

"We do it right this time. No need to keep the filly, once we have Rainbow and Daring where we want we'll end them there and then. Then we disperse to finally collect the treasures we marked. By the time anyone hears about it, we'll be on a ship off the mainland on a new island we can purchase out of pocket."

"Well that's just it. I'm worried about the filly. She'll be able to point us to where it happens, and then all the sudden we have an alicorn princess hunting us to the ends of the earth to avenge her friend."

"And what do you expect me to do? Kill my ex's daughter? My issue is with Rainbow and Daring!" He growled, crumpling up the paper in his hoof before grabbing his cigar and biting into it angrily with a deep inhale.

"No sir. I'm just saying we should take her with us until we're on that ship. Once we're in the wind we can just leave her and she can say anything she wants and we'll already have such a head start nopony will find us!" He explained calmly, making the Doctor's focus shift into thought as he nodded along, leaving his hoof on his cheek.

"Damn Rainbow just had to get involved." The aged stallion grumbled, rotating his smoke to the other side of his maw with a sigh. "We'll have to be quick. Just be sure to be on time. We can't have her friends alerting anypony before we get some distance." He huffed, putting out his light and standing up. "I'm off to put my degree to work for tomorrows lesson. I need some better coffee than this muck." He grumbled, tossing his cup into the nearby sink as he got his trademark orange and white scarf on. "Who knows. Maybe I'll find some nostalgic bliss in teaching to pass the time until we get to the desert."

"Have fun sir. I'll be here."

"So he's actually the bad guy from the Daring Do series?" Applebloom flipped through the pages of one of books Scootaloo had from the bookshelf in the clubhouse. Her eye catching a drawn picture of Caballeron when he was introduced, looking incredibly like the new teacher they saw earlier that day. "There he is! Wow he really is in here!"

"You could've just read it." Scootaloo face hoofed, leaning forward and pointing at him. "In one of the newer issues, he tried to boil Rainbow alive! He's a psycho!" She shouted, flinching as Sweetie Belle rolled over in her blanket with a yawn, looking down at the book curiously before rolling back.

"Maybe he's just retiring from crime. He's been beaten so many times he probably just gave up." She sleepily suggested. Her eyes struggling to blink in unison as she rested on her side in the discussion. "Maybe you should just talk to him in a public place. If he really did know your parents maybe you can find out if he's really changed."

"Huh. Sleepy Sweetie gives off sagely advice." Applebloom giggled, closing the book as her own mouth opened for a yawn. The sun setting over the tree line outside of the clubhouse window with a beautiful pink hue along the scattered clouds. "It's gettin' late girls. I gotta conclude this meeting since Sweetie just fell asleep again." The two warmer colored fillies looked at the loudly snoring unicorn.

"I guess I can try. I have to get my aunt to sign my slip before she goes to bed. See you guys later." Scootaloo waved, leaving Applebloom to wake up Sweetie as she lowered the ramp to the clubhouse and trotted down. She had to walk through town to get home, well not walk. She strapped her helmet on and zoomed from Sweet Apple Acres into town, passing the apple orchard and crossing the bridge. She found the place between focus and daydream rather quickly, wondering how Cheerlie could go over looney over somepony as twisted as her new replacement.

She swerved through townsponies heading home, waving to familiar faces as she passed the several shops and restaurants in the main market, slowing down from the higher density of larger ponies. She passed a nearby café Sweetie enjoyed, zooming past patrons sitting in the outdoor area. Her nose caught the whiff of smoke she had never smelled before as she passed, stopping by instinct thinking thier might have been a fire. Her pupils shrank as she spotted her new teacher himself, drinking from a tea cup while leaning over a book on the table. "Caballeron!?"

His gaze lifted to meet hers with a few blinks, just as surprised to see her as she was to see him. "Ah. Scootaloo..." He looked over at her wheeled set up and helmet with an amused smile. "Staying safe I hope?"

"Funny coming from you." She frowned, getting off her scooter and rolling it near the fenced café and taking off her helmet.

"It was honest!." He retorted, leaning to the fence he was behind and let his hoof rest on it as she decided to join him, hopping on the stool across from him. Her nose wrinkled as she saw his face lighted from the large light at the end of his cigar, blowing it politely away from the café and her. "If you came for answers to the lessons tomorrow you should know I don't give notes outside of class."

Her wings flickered at his tone as she glared at him. The older stallion gave a guttural exhale, raising a hoof to the nearby waitress, calling her over to break the tension. "Hello again sir, she's not bothering you is she?"

"No, not at all. I was hoping you could get her the chai as well, decaffeinated of course." He chuckled, lifting his near empty glass with a clear of his throat. "With a refill if you could." He smiled warmly, turning back to Scootaloo as she nodded and retreated back to get his order. "Can't have you tired tomorrow from staying up all night like your unicorn friend." He recalled, chuckling as he turned his book towards her.

"I can't give you notes but I can tell you about what we're learning tomorrow if you'd like."

"I'd like to know more why you came here. You must be planning something." She spoke, interrogating him as he closed his eyes and turned his book back. She caught the title "The Last Dragon Battle." She knew it was related to the field trip, since the Dry Bones Desert was filled with old dragon bones from over a thousand years ago, but that wasn't her interest at the moment.

"Well it seemed like a quiet enough place to read." He jested, earning a glare from his company. " Fine. I won't lie. I came to learn about treasures in the desert we're visiting." He spoke bluntly, folding his hooves in front of him. The filly noticed they were much furrier than in the book now, unshorn fetlocks decorating his limbs from travel as his rugged, fuzzy exterior wiggled from the breeze. "Legal treasure. I'm an archeologist first and foremost. I visited Canterlot before moving here to find any info on possible relics from the battle our lesson will be based on." He explained. Scootaloo seemed learned but still clearly put everything in black and white.

"AHAH! So you are stealing something!" She pointed at him, making all of the ponies around glance over before seeing it was just Scootaloo, being a dramatic wildcard as usual before going about thier business.

"I just said it was legal, Brat." He grumbled, relieved as the waitress brought a tea cup for his company and two kettles for thier orders. "It's research, much like your parents projects, except instead of animals it's historic knowledge." He explained, pouring her tea politely before pouring his own, appreciating the aroma through his cigar. He took a sip from his tea as he gazed over her. He hadn't realized just how adorably she pouted as she glared daggers at him, similar to that dreadful Rainbow Dash, though he felt something shift in his loins as he recollected her mothers stares.

"You can't fool me. You're just planning something else with the teacher thing as cover." She growled, putting her hoof on the table. A long pause filling the atmosphere of the two as her new teacher lazily blinked from her accusations.

"If I was really so nefarious why would you think it's a good idea to talk to me in person like this?" He leaned in, her head moving back as his eyes seemed to glow with a keen interest. "Do you plan to make yourself a rival to me like your precious idol and hers have?" He smiled again. She didn't know whether it was menace or amusement but the air shifted as his deep voice sighed. "It's exhausting. I'm going into teaching because I have a keen interest in the futures of my students." He grinned yet again, this one put a shudder down Scootaloo's spine. The hiss of his cigar being put out punctuated his next sentence. "At this rate, you seem bent on making yours my priority."

Scoots sat back as she felt her shoulders press down. She felt like she was out of her league being macho to this pony, and now she had his full attention. "C-can't you just not be a bad guy?" She asked, almost begging as his posture shifted back to being more relaxed.

"Well I'm teaching a class history instead of 'stealing' as you'd put it." His hooves lifted the cup to guzzle down in a more rushed gulp, exhaling with a sigh as he put his glass aside with a small pile of bits. "Who knows. I'm not close-minded to new opportunities." He lifted himself up, adjusting his scarf and putting his book away as the embers from his cigar died off. Scootaloo couldn't help but feel more relaxed from the scent, reminding her of a fireplace. "I do enjoy your company, mi querida. Even if you hate me, I do enjoy that passion you exhibit." He paused a moment, lost in thought before turning back to her. "I like to read here. You're free to visit tomorrow again if you'd like."

With that she was left staring at her cup in thought as he walked past her, suddenly feeling his tail brush her face quickly. Something that caught her off guard as her face grew bright red. It was socially flirtatious to brush a tail along somepony else, she glanced back as he trotted off before looking around, wondering if anypony else saw it. Unfortunately her earlier outburst making others loose interest in thier meet up as she wasn't taken very seriously.

She heard footsteps approach as the waitress came to see the pile of bits with a smile. "Your friend seems to have left some extra. Is this a tip or for any other orders?" She politely asked, catching the filly off guard as she looked up.

"Oh um. A tip. I'm only having the one." She stuttered. It had to be an accident right? The tail tease can happen accidentally sometimes after all. The age gap between the two was immense but she felt a bit flustered from the idea. She wiped her head of the insane idea before another related thought dropped like a ton of bricks. "Cheerlie seems to like him. Maybe he wouldn't be bad if they were together!" She jumped her hooves on the table excitedly, almost crashing the everything on the ground before the waitress managed to catch everything. "Oh. Heheh. Sorry."

3. The Potion

Scootaloo, Applebloom and the now awake Sweetie Belle all crowded around in a circle in the Cutie Mark Clubhouse, laying with books and papers stacked around as the now awake unicorn continued thier conversation. "You want us to do WHAT?"

"Another love potion, but less.. Potent." Scootaloo shrunk into her textbook, lowering her volume to a grumble. She thought it was a good idea at the time but now her doubts were sinking in as Applebloom rested her chin on her hoof in thought, writing down answers on her homework from the textbook. "We can put it in that coffee he's always drinking while on our trip. Since teachers sit together for lunch during it."

"Ah mean. It could work. Cheerilee is great and Caballeron wouldn't be able to be a criminal anymore if they were locked in as married teachers for life. I just think Miss Cheerlie is too good for him though." She hummed in thought, making Scootaloo turn her head and put down her quill.

"That's the point! She'd be a really good influence on him and she won't need the potion. Just him since she clearly already likes him!" She explained, scooching over to Applebloom with her pupils dilated like a begging kitten. "Come oooon Applebloom. I know you've been practicing potions with Zecora. Just whip up a little something to push him in the right direction!" She pleaded, making Applebloom cover her answers so she couldn't see.

"Why don't you just do it? You're clearly his favorite after all the times he called on you today." Sweetie giggled, causing Scootaloo's face to go red as Applebloom's hair as she buried her head in the textbook. "Wow! Look at her blush!"

"Forget it. I'll just ask Zecora tonight." She blew her mane from her eyes as she got back to struggling to memorize the different fossil types in her assignment.

Applebloom shut her textbook, surprising the two of them as she had already finished her work. "No, Ah can brew it. Zecora's a genius potion maker but she doesn't label things very well. Or at all." She sighed, putting her work in the nearby bookshelf with the folder. "No copying my answers!" She pulled out a feather from Scootaloo's wing with a sharp pinch as she tried to sneakily nab the completed file.

"Ow! You didn't have to pull out my feather!"

"Yeah-huh. Need it for the potion." She smirked, putting it in her bag before heading out the door. "I'll head to Zecora's to get the rest and meet you tomorrow morning. Operation reform Caballeron is a go!" She cheered, hurrying out the door and leaving the two to work on the assignment.

The little pegasi rubbed her wing, sucking air through her teeth from the lack of a feather. "Didn't have to pull mine out that hard, Zecora has plenty." She sucked air through her teeth, making her hoof rub her tender side.

"Well if it doesn't work it seems like he's sticking around for year. Maybe you should be friends with him like Fluttershy did with Discord." The unicorn suggested, casually floating Applebloom's folder to her side to peak at the answer as Scoots rolled her purple gaze.

"Discord is a gullible egomaniac who clearly just loves attention. Caballeron is just..." She hummed, trying to work it out in her head. "Greedy."

"Well you said you chatted yesterday. Was he really that unbearable?" The white unicorn asked curiously, skillfully switching her words around while answering the history assignment. Easier to say the same thing in a different way than looking through a whole chapter to find the same answers anyway.

Scootaloo's aching died down as her mind was distracted by the conversation. "Well I mean. He was polite and not hard to talk with while being an awful creep. Then he brushed his tail on my nose as he left." She reminisced, making her current company suddenly crawl over in peak interest.

"So you're saying he did a tail touch?"

"I-I uh... It seemed like an accident. Wait why are you getting so excited?! I can feel your breathing from here!" She scotched away towards the entrance as Sweeties eyes glowed like lanterns.

"He did the tail touch and asked you to see him again today? You're getting hit on by a stallion with a doctorate?!" She squeaked, making the pegasus blush more with a more assertive frown, bonking her on the head with a hoof.

"Don't rub your crazy romance theories on me! I don't wanna catch the Rarity syndrome!" She growled, standing up and heading towards the door with her homework. Sweetie made kissy noises at the door teasingly as her friend internally screeched with her head repeatedly hitting the door.

"Where you going Scoots? Gonna go see your special somepony?"

"He's not! But he's clearly better company than you right now!" She retorted, slamming the club house door behind her as she took a deep breath of fresh air, smelling the sweet scent of the surrounding apple trees. She quickly trotted her way down from the treehouse, leaving her scooter at home for the day to rest her wings. She was glad to since it still ached. With a grumble to herself she left Sweetie to finish the assignment.

Without her knowledge, a light blue stallion stepped out from behind the clubhouse's tree trunk, adjusting his tinted glasses with a smirk decorating his face.

Some time passed as Scootaloo trotted with her knapsack swaying, still groveling to herself about the situation. "And another thing about him. He gives us way more work than Cheerilee. Who does we think we are? We're not in college!" She scoffed, leaning to put pressure on her wing as wing flaps suddenly reached her ears, a teal pegasus with a rainbow mane smoothly landing in front of her.

"Sup squirt?"

"Rainbow!" Scoots hugged the taller mare as she felt the hoof tussle her mane. "You're back from practice! How was it! Did you come up with some new moves!? You gotta show me!" She bounced up and down, forgetting about everything as her wings fluttered in excitement.

The Wonderbolt chuckled as her hoof itched the back of her mane in a casual stance. "Weeell not really. We went over our routine pretty nonstop. But I've had some ideas I wanna try it if you wanna watch me get some solo practice in." She invited, immediately being cut off by Scootaloo's excitement.

"You know I do! You wouldn't believe how stressful this weeks been, with Caballeron here and the new field trip I have to pack for plus all the extra work we have to do with two teachers now I gotta-"

"Woah woah woah! You're telling me Caballeron. DOCTOR Caballeron. Is here?" Scoots nodded rapidly. "In Ponyville?" More risk of whiplash in Scoots neck was presented in her nods. "Right now?"

"Yeah he's our new history teacher! Me and the girls are gonna give him a love potion so he has to marry Cheerilee and won't bother you and Daring Do anymore!" She explained, making the blue celebrity itch her hoof in thought. "Hmm. I like your thinking. Miss Cheerilee would put him in his place for sure." She snickered, the idea alone of the teacher either strapping him in bed with a paddle or even beating up the coot for advancing on her put a big grin on her face. "I'm gonna go have a chat with him though. Don't even think about giving them the potion, Cheerilee won't be happy after Twilight has to clean your mess." She warned, getting her wings ready to take off. "I'll meet you at the ledge we hang out at. Be right back!"

Before Scootaloo could defend her case Dash took off into the air, heading off to confront the villain. The blue dot in the distance suddenly rushing back and landing in front of the filly. "Uh, where do I find him?"

"Ponyville Cafe."

"Right!" She zoomed off again faster towards the area, leaving Scoots to watch in awe as her rainbow trail decorated the sky. The filly picking up the pace to get to the meeting point to meet her later.

"CABALLERON!"

The doctor blinked as his newspaper ruffled violently as his table shook from the impacted landing in front of him, recognizing that irritating scratchy voice anywhere. He grit his teeth behind the newspaper before taking a long calm sigh, gently putting it down on the table next to his coffee mug as he met the magenta glare of the mare. "Rainbow Dash. How lovely to see you again."

"What are you doing in Ponyville!? We already ran you out of one town, we can do it again!" She snarled, planting a hoof on his table. The outdoor area was clear of bystanders as she threatened him, to his relief, letting him lower his polite persona a tad. "Clearly enjoying my coffee in peace. Do you have nothing better to do than spout threats at me when I haven't done anything?"

"Not when you're involved. Scootaloo told me all about you taking over her class. What's your game? Gonna try to use her to get close to me?"

"I'm an archaeology major and a history professor. This place had an opening for a teacher." He spoke bluntly, huffing at her with a dismissive glare. "You really want me to say it." He grumbled, catching the pegasus off guard as he seemed to grovel under her gazed.

"You won. My schemes never worked and I can never make a rich living as a criminal. So I'm putting my work as a professor to use and becoming a teacher." He sighed, spinning his cup idly as he lowered his head in defeat. "There's not a future for me If I had continued my ways. I paid my henchponies with the gold I got from the Ring of Scorchero and moved on." He explained, making Rainbows stare tighten on him.

"I find that hard to believe. You've tormented Daring Do for years." She spit, trying to find the slightest curve in his face to cement her suspicions.

He merely gave out a regretful sigh and cleared his throat before taking another sip of his coffee. "I'm staying as a teacher here for the next year. If that's a big issue then keep an eye on me all you want. It's your time." He frowned, putting his cup down. "If you stomp in on me with accusations again I'll be giving a complaint to the mayor. Now leave me be." He demanded, flicking his newspaper back up as the last word to end his conversation with her.

A blue hoof pushed down the newspaper one last time. "I WILL be watching you. One step out of line and I'll drag you to the dungeons myself!" She threatened.

The stallion heard a throat clearing at the end of her sentence. His head turning to a familiar blonde waitress. "Um. Is this one bothering you, Sir?"

"Yes. But she was just leaving." He glanced back at her, seeing her blush at the scene she made for herself as took her hoof off the glass table. She gave one last frown at him before zooming up into the air, heading out of town to meet Scootaloo as he let out a relieved sigh, turning to the waitress. "I'll take another refill. You can leave the pot this time, amor." He smiled warmly. She nodded with a giggle as she turned to get him his order.

He spotted blue fur again from the corner of his eye across the table, making him whip back. "I told you to leave me be Rainbo-" He stopped short to see it wasn't the loud mare but a more chill stallion with shades smirking at him, hooves folded.

"Heya boss. I got some new info for you."

4. Day of the Trip

Miss Cheerilee stood next to the doctor as the train behind them released a puff of smoke. It was early morning at the Ponyville station and everypony but the teachers were very low energy. Not much chatter filling the air as Applebloom, Scootaloo and the Sweetie all stood with thier heads dipped low in exhaustion. Applebloom especially as she nudged her shoulder on Scootaloo's. "I made your stupid potion. Zecora agreed this is your worst idea yet." She grumbled, subtly opening her bag to show a small pink vial on the inside.

"Wow. It looks way less intense than last time." Scootaloo blinked. The rest of the class begun boarding as Cheerilee gleamed in excitement, with Caballeron looking rather disinterested, clearly not used to the early morning as all he craved at the moment was another cup of coffee.

Applebloom stepped in line as Scootaloo followed. "Well it's less of a love potion and more of a love suggestion. Zecora and I brought down the dose so he's more susceptible to Cheerilees advances. Oh good morning Doctor!" She turned with a gleaming smile at the older stallion who she approached, standing outside the staircase onto the train.

"Ah, good morning Applebloom. I took a quick look at everyponies assignments this morning and I must say you have quite the talent for history. You even corrected me on one of my questions." He glanced over Sweetie who's pupils shrank at the realization she must've done the same thing after copying Applebloom's answers. "You can do extra credit on the ride to the desert." He frowned, making Sweetie shrink where she stood as his attention fell on Scootaloo. His face softened up with an almost pitying look. "I hope your excavating skills can make up for your lack of completing your assignment."

The pegasus turned away embarrassed as Silver Spoon and Tiara snickered to themselves as they passed them to board the bus. "Sorry Sir."

"Doctor."

"Doctor." She gulped, looking up to see a half smirk on him as she rushed on the train with a blush, leaving Applebloom and Sweetie in the dust. He blinked rather surprised with a questioning look to the other two, only given a small giggle from Sweetie Belle as the the two disappeared into the train.

"Well you seem to get along with the students really well." Cheerilee smirked, appearing next to the scruffy stallion. "So will you be sitting with me on the trip? Or better yet... Sharing a hotel room on the overnight?" She blinked rapidly, suggesting her desire for the two of them to get closer. He put a hoof on the first step on the train, with an uncomfortable glance. "Tempting as it is Cheerilee, I'm sure you'll find a whole assortment of stallions at Appleoosa. It'd be better If I get my own room." With that he followed the class onto the train, leaving her to settle down the class in the car.

Unlike the main trains this cabin had more private rooms with walls in between the seats, with a sliding doorway which Cheerlie hadn't anticipated but the class was ecstatic about, each group of friends taking a compartment. Silver and Tiara disappearing in the back, Button Mash distracted by a video game strapped to his neck looking down as he was dragged into one by Snips and Snails, Twist and a few others gossiping while taking another middle compartment and the cutie mark crusaders finishing by sitting in the front compartment. "Oh gosh. This is rather chaotic." Cheerilee followed the doctor into the cabin as they stood in the hall. "Do you think you could sit with the crusaders? They'll cause trouble somehow if left alone and they seem to listen to you more. I have to keep an eye on Snips and Snails."

"I suppose." He sighed, letting her pass to her booth as he opened the sliding door into the crusaders seating area. Scootaloo and Sweetie blinked as Applebloom took up the whole area across from them, already asleep in the cushiony sleep.

"Oh, are you sitting with us Doc?" Sweetie snickered, glancing over at Scootaloo with a nudge.

"Cheerilee tells me you three cause trouble when you're together. So she asked me to." He explained, trotting inside and putting his bag over the storage rack above before glancing at the sleeping filly in his spot. "Hmm. Sweetie, could you bring Applebloom to Tiara and Silvers room? There should be plenty of space in there." He asked, making her look at Scootaloo who pleaded at her with her eyes not to go.

"Sure! Is it alright if I stay in there to talk with them before coming back?" She grinned, making Scootaloo's head sink in her hooves.

"Of course, take your time. We have a long ride ahead." He chuckled, taking out a thermos from his bag with a folder. "I have to grade papers anyway and could use the extra space." He hummed, happily dismissing Cheerilee's request for him to watch them all as he gave a look at Scootaloo, who actively looked out the window at the unmoving landscape to keep from making eye contact. "Scootaloo has to finish her assignment anyway."

"Yes sir!" Sweetie hopped up and lowered to carry Applebloom passed out on her back. "C'mon Applebloom. Let's go annoy Tiara with your snoring." She grunted, taking her out of the room before slamming the door with her rear hoof, leaving the two alone with the sounds of her classmates muffled in the distance. Scootaloo didn't say a word as her new teacher sat across from her, taking out her assignment and folding out the nearby table against the trains interior to put his thermos and assignments on.

He took a sip before placing a textbook and her half finished paper in front of her, catching her attention as he pulled out his own answer sheet and the other assignments. "I'm sure you know your dear Rainbow Dash visited me yesterday." He opened up, making her silent treatment cut.

"Yeah, she told me she put the fear of Celestia into you when she came back." She retorted, snickering before being cut off by the sight of a pencil in Caballerons maw, leaning in. Was he? Oh he was offering the pencil. She blushed lightly as her lips took the other side. Her face went redder as she felt his warm breath heat her muzzle, quickly taking the pencil and clearing her throat awkwardly. "Oh uhrm. Fanks." She placed it down, hitting herself in her head at thanking him for making her do her assignment when she could be hanging out with her friends. Sweetie was gonna pay one day for leaving her with him.

"Went about as well as our chat did. Accusations, mistrust, the usual." He chuckled, taking out his own pencil and making marks on the first assignment. She looked over him as he worked curiously, too tired to restart the argument. He seemed so deep in thought, almost like a guitar player focusing on his music. She felt a tingle in her body as quickly as she erased it, making her look down and open her textbook to where she was last, reading over the text. She was relieved as the train begun moving, feeling the calming vibrations under her as they took off to there next location.

Some time passed as she worked, occasionally glancing up at Applebloom's bag to make sure the vial wasn't showing. The scratches of thier utensils being the only sounds in the room as time passed, sometimes followed by sips from his coffee as they worked. "Why do you not like us copying each other if the answers are already in the book?" She asked suddenly, putting her pencil down as he glanced up with a surprised look, thinking she'd closed herself off.

"It's about having the intuition to look in the right place to find the right answer. Applebloom is leagues ahead of you all at this skill. If you don't mind my honesty." He explained, taking out Applebloom's sheet, which had an A+ on it and Sweetie's, which was given a D. "If enough ponies lazily just cheated off each other, it would only be a matter of time before it becomes misinformation from the lack of curiosity." He smiled, gazing back up at her. "That's a historians worst nightmare."

She gave a light nod, understanding a bit as her pencil wrote down on her last question. He noticed a large shape in the corner as she lifted the paper, smiling widely with the sheet in her mouth as he saw she drew a giant dragon with the most screwed up eyes and limbs over the questionnaire. "Howsh it rook Bocter?"

He blinked in disbelief before bursting out laughing, almost knocking over his coffee as he hit his hoof on the desk. It was genuine, not the maniacal laugh Scootaloo was unaware of in his past as he grabbed it and wiped a tear from his eye, putting it in the pile with the drawing face up. "Wonderful. I'll cherish it forever." He snickered, sighing before putting his things away. "I need something cold to drink how about you? I'll go buy something in the other car." He asked. The mood shifted more wholesomely as he took out some bits.

"Oh could I get some apple iced tea?" She asked, getting nod in reply as he lifted himself up and exiting the booth.

Scootaloo noticed he had left his precious thermos in the room. Her eyes drifting to the vial as she felt a light sweat go down her brow. Was it too early? Once he drank it the first pony he made eye contact with would become his love obsession. Or at least the start of... She could call Cheerilee over to sit with him somehow. Scoots didn't really have a plan for this, only wanting to find an opportunity but he really didn't seem all that bad. She didn't feel awful sitting across from him. Was he really planning something or actually throwing in the towel?

She decided to use the restroom before he got back, it was too early and Cheerilee wasn't nearby.

She returned to find her older company quietly reading yet another book quietly. Maybe she could've stopped by where Sweetie Belle was for a bit but could already see he went out of his way to bring her the bottled tea. She opened the bottle easily and took a sip before glancing at Applebloom's knapsack.

Empty.

In panic she glanced over at the smirking stallion calmly seated across from her. "I-I..."

Her loins felt a heat she could only recognize from the loneliest nights by herself in her room. The world seemed to become less important than the stallion in front of her as the pupils in her eyes grew at the sight of him, shuttering to herself as she tried to fight the feeling. "Keep yourself quiet, mi amor. You don't want me to think less of you hm?" He spoke. She felt her heart tighten in her chest as he slowly moved to the door, sliding it shut before closing in on her. His nose almost touching hers so she could feel his intoxicating breath. "Tell me the rules for this potion you meant to give me. Or I'll have to tell Cheerilee about your little prank backfiring."

"Nononono don't tell her!" She begged, grinding in her seat at the feeling of power he radiated in the situation, almost drooling. "It stays until the clock strikes noon, and if we keep eye contact. It lasts forever~" She said, rolling it off her tongue as the idea alone made her slide in her seat from the excitement.

"And you want that, don't you?" He breathed, letting his nose press on hers as she felt his lips rub along hers as he spoke.

"Yes, forever..." She panted, feeling her head press into the cushiony head rest behind her as his snout leaned her against it.

"Then you and I will run away together with nopony to stop us, but only if you follow my instructions closely."

5. Taken

"I'm so glad they behaved for you. They always find some way to get into trouble." Cheerilee giggled, walking with the class towards the site. Her present company itched his stubble as the heat beat down on the class. He was glad to have that iced tea.

Caballeron looked behind himself to see the CMC front and center. Scootaloo glancing back from them to him while going about her business.

"Of course. The key is simply to keep them busy. Waking up extra early helps some." He chuckled, leading them all to a large mound of rock in the middle of the dusty landscape, scaling over a mile across in a crescent shape inward towards them.

The class gasped as they were met with a hill going downwards where a large encampment was set up with tents. Next to many of them were dragon bones. Big, small, long, wide. It was a crater of old dusty skeletons. Some ponies in the site were given attention to the class, waving as others continued thier research.

"Welcome to the site of the last great dragon battle. What started as a duel between two rival princes for the affection of a dragoness became what you see now. The final clash of the dragon clans before unifying on the southern side of the continent!" He declared, exciting the class about the story they researched.

"You're free to wander the site, but be sure to keep from crossing the string barriers set by my colleagues down there. Feel free to ask them questions and follow their instructions. We'll meet back up with Miss Cheerlie within a half an hour." The class begun down the sloped road curving into the crater ahead of him as he watched the students make thier way to the largest of the bones to appreciate the size.

Scootaloo slowed down as the others went on ahead, not realizing she trotted next to the older stallion casually. "I can't see where." She explained, her pupils still giant under the potions spell as he gently nudged her to a less suspicious distance from him with the bump of his flank.

"The cave is up near there, against the rock mound. Be sure your friends don't follow you." He grinned, looking back down at her as her smile widened at his attention to her.

"Soon my little love. I'll come when you shout."

She sped off to her friends as they made thier way to the group. Caballeron hummed to himself as he went towards the largest tent and poured himself a glass of water. He was craving a drink and a smoke awfully, but his desire for revenge held his mind. It couldn't have gone any smoother so far. Who knew she'd help with her own fillynapping?

"Welcome back Doctor. Retired from treasure hunting to foalsitting schoolfillies?" Caballeron turned to see his old acquaintance, a stallion shorter and older than him with a thick white mane and beard.

"Only when I'm not pawning them off on you." He chuckled. He couldn't even remember the name of this guy, not that it mattered. He'd be gone soon anyway. He watched Scootaloo as she slowly backed from the large group being given a lesson about the centerpiece dragon skeleton as she slowly walked around, sneaking up the other ramp to the small mountain as everypony was distracted.

"We found several new sites this year. We're lucky the dragon's donated us this area for research." The excavator explained, Caballeron only half listening as he saw the small orange pegasus disappear over the lip of the final slope towards the cave. He had to admit his heart was pounding like a hammer at the excitement.

"I'm sorry but I really should get back to my class. Perhaps later when everypony is settled in." He cut off the rambling stallion, finishing his water before trotting off to the main group. He stopped in the back to hear the head excavator speaking of the history behind the old bones.

His ear flicked as Sweetie Belle glanced beside her, then to Applebloom. "Hey, where'd Scootaloo go?"

The cowpolk filly glanced around, not seeing her either. "Ah dunno. She was just here."

Before they could set thier attention to Caballeron to ask if he's seen her a high pitched voice shouted from up on the hill. "HELP! IT'S COLLAPSING!"

Everypony flinched and looked around, wondering where the voice was coming from in the echoed crater. "HEELLLP!"

There was no need for showmanship, Caballeron sprinted up the slope to the cave where Scootaloo was waiting inside unharmed. He panted as he approached the entrances support beams, seeing the loose bolts his henchponies set up in advance. "Well done. Now deeper inside. Can't have a real accident now."

She ran deeper in the cave as he lifted his rear hooves, bucking at the support beam and running further in. Cheerilee and the class arrived just in time to see the rocks held up fall into the cave opening. The class looking in horror as the dust settled over the cave in. "No! Scootaloo!" Sweetie and Applebloom immediately ran over to attempt to lift rocks. The smaller ones tossed aside. "Doctor! Scootaloo! Can you hear us!?" Cheerilee panicked, hyperventilating between words.

No sounds escaped the rubble as she turned to get help, the other excavators only able to join the two fillies in trying to move the earth to find them. The rest of them watching in horror.

Caballeron gave a relieved sigh as he walked with Scootaloo in the dark tunnel. He had a lantern set up with fireflies inside he let her carry. "You did exquisitely my little pegasus. They'll be digging for quite awhile, and we'll be long gone." He laughed to himself, leaning over next to her, lowering his lips to her ear. "Then I'll have you all to myself.~"

She gleamed as his rough voice flirted in her ear. The shuddering in her body making her squeak as the two of them walked a good while on the damp tunnel floor. The duo could feel a warm draft slowly moving away from them before finally turning to another opening. A familiar blue stallion with his eyes hidden meeting them at the portal of the cave.

"Woah, boss. You're early. Thought we'd be helping you take her tonight." The colt glanced down at the filly, lowering his shades to get a better look at her. "I'm guessing everything went smoothly?"

"Almost." The Doctor chuckled turning to his new company as he lifted her chin up. "We have until noon before the potion wears off. I want to be on the train beforehoof. Blow the rest." He ordered, stepping outside with the filly leaning on his side. The two stepped outside with the pale blue henchpony dragging out a detonator and wire, safely making it a few yards away as he placed it down. "They won't be finding anything little Scootaloo. Your old life is over now." The Doctor gleamed, rotating her chin as his lips suddenly kissed hers with the echoing boom in the background, making her wings flutter as she let out a hum the boom drowned out. Dust flew from the opening as the last of the inside dropped and encased the rock.

Scoots leaned in, feeling the hot lips and rough facial hair tickle her nose and chin before he parted it. "Yes Doctor.~" She giggled. He sneered with an amused chuckle as the other male approached, coughing in his hoof from the dust cloud. He carried the detonator and excess wiring on his back.

"All done sir. Should be nothing left. We outrode a sandstorm which should cover any tracks we make to the train when it arrives." He explained, pointing in the direction he came from. They could already see the sand closing in on the horizon, giving Caballeron a sense of giddiness. "We should go."

The three arrived a little while later to a much smaller train parked in the tracks half a mile from the hill they left. With an engine and three cars, Caballeron offered a hoof to help up Scootaloo onto the caboose. "Go get comfortable, mi amor. This trip will be longer than the last one. The boys have to talk first." He chuckled, her hypnotic eyes gazed over him a moment before nodding, kissing his cheek from the elevated platform and walking inside.

"What're you planning to do with her now that you have her?" Withers asked. Caballeron's pupils shrank with his fangs grinning, looking up at the window where his travel companion waved at him from. He waved back, loosening his scarf.

"I'm keeping her. What better revenge than taking Rainbows most valued treasure as my own? Hahahaha!" He laughed to himself, a hoof on his forehead unable to contain his amusement from the twisted irony. "Ahhh. Tell the conductor we're ready. We'll begin phase two of our plan tonight. Do not disturb us." He commanded, making even his henchpony shutter as he entered the cabin.

He was greeted by a tight hug as Scootaloo embraced him in a welcome. He couldn't help but give one back as she excitedly bounced off him onto the nearby bed. This cabin being the same one as in Ponyville. The carpets a royal red, with a the large bed a similar shade with gold patterns decorating the blankets. "You live here Doctor!? It's so cozy!"

He chuckled as she sat at the edge of the bed, gazing at him. "You like it hm?" His hoof pulled off his scarf, revealing his chest tuft poking through his shirt. He glanced at the filly who blushed and looked away. The clock nearby revealed it was 11:57 am. There wasn't much time left before the deadline, they really made it just in time. "You took a love potion and have no idea what to do with what you're feeling do you?" He teased, her face getting redder as her small hoof rested on her torso.

His shirt came off. For most ponies it wouldn't be a big deal. The bare body was usually on display but it felt like a social line was crossed when his form was on display. Scootaloo could already see his sheath peaking as he hung up his scarf. "I know a bit about it. I bet it feels like your chest is about to explode doesn't it?"

The train begun to move as he walked over to her, her breath quickening as she could feel the heat from his fur radiating on her. His nose pressed back onto hers like he did on the other train. "Let me tell you what I'm going to do about what you're feeling right now." He whispered, she gulped as if he was talking through the affects of the potion directly too her true ideas inside. His eyes staring into hers lustfully.

"I'm going to kiss you Scootaloo. Then I'm going to explore every inch of your little body with my tongue. I will touch every hair on your soft form and smother you under my weight until finally I rut you to completion."

It almost seemed like the potion stopped working right there as her jaw dropped, barely able to make a sound as his tongue took advantage, entering her shocked expression with a deep kiss. She could feel the larger, rougher tongue slowly wrestle on hers as he slid her up to the pillows on his bed. His humming mixed with her squeaks as he rested his chest along her torso, holding her down with his weight alone as she could only pathetically let her maw get devoured by the larger stallions kiss.

He rested part of his front hoof over her forehead to keep her pinned, letting his lips part with a wet sound before licking his own muzzle in a low cackle. "I'm not going to meet your eyes at noon. Letting you worship me because of some silly potion would be too easy." He uttered, letting his other hoof rub over her cheek like putty. She let tears out, from both the love struck side and the terrified filly side as she felt something warm and smooth slide up from between her thighs, the tip resting right on her tender clit. "Not that you'll be able too."

His hips slammed inward as she felt the full force of his length pull all of her open at once, her head rearing back just as the clock struck the 12 mark. Her gaze not focused on anything but the headboard behind her as the potions effects waned, but the intense pressure and shock not halting. She could barely get out a squeak as the doctor grinned at the sizable bulge showing in her belly from his length, rubbing it with a hoof.

She finally found her breath to let out a howl, feeling her eyes water before daring to look back down. The shock tingled her nerves as she saw her captor slowly rock in and out, letting out shudders of pleasure. His hooves pinning down her shoulders as she sobbed, rubbing her nose gently with his.

"Get comfy, love. We have a long way to go."

6. Broken In [X]

Scootaloo moaned as she felt a wet slosh echo in the room as Caballeron pulled out of her, leaving her insides flinching with her rear hoof as he gave a long drawn out sigh. His large front hoof resting on her flank. "I'll give you some time before we continue. I need a drink." He cleared his throat, pushing off her as she trembled on the bed.

"Wh-why? I was starting to think you changed but you're even worse than Rainbow thought!" She howled, pulling a blanket over her nethers and chest as he calmly walked over to the nearby bar, pouring two drinks of bourbon as he chuckled to himself quietly. He placed them on a rolling tray and steered it to the side of the bed, causing the shuttering filly to slide away from him. "and I'm not drinking anything near you again!"

"Well you'll have to some time. Might as well be now. It's not like you have another love potion to give me." He smirked, mixing both of the drinks back and forth in front of her to show there was nothing in it as he placed the drink near her, slamming down his own. "Ahhh. Fuck this is good." He exhaled, placing it back on the tray before creaking his neck to crack it. The little Pegasus frowned at the drink and lifted it, smelling the alcohol before gagging.

"It smells like a science lab."

"Tastes even worse to you fillies. But it'll help the soreness." He chuckled, making her clench up at the thought of what he did before forcing it down. It burned as she swallowed, heating her chest as she exhaled like him. "You're a natural swallower I see." He hummed, the filthy joke going over her head as she licked the blanket around her to get the bitter taste out uselessly. He crawled back on the bed as she gave another whimper, there was only the two doors out, both he had locked. He settled himself in front of her on his belly, gently opening her legs.

She considered kicking but knew he'd only be harder on her. Rainbow would come. They'd see she wasn't buried and figure out Caballeron took her and track her down to be rescued. She had too! "D-don't." She shuttered, feeling his hooves gently open her flanks to show the fresh gaping cunny between her legs, leaking slightly from his cocks work.

Her head felt more hazy as the soreness subsided. She gasped with a cautious breath as his long snout disappeared between her legs, feeling the warm wet tongue of her forced suiter slowly lapped at the outside of her clit between her legs. Her gentle front hooves lifting to her mouth as she covered her blush and panicked squeaks, which only made him lick harder. "Doctor please! I can't take this!" She panted, falling back as her hoof rested on his mane. "This isn't normal..." She begged, his tongue simply getting louder to embarrass her more. If she were completely honest, with that drink he gave her she felt a bit similar to the love potion now. Not the obsessive part but the relaxation she felt when near him. His tongue easing her with each lick as the soreness lessened inside her.

"S-stop, you perv." She muttered. Her chest tightening as his licking moved upward. His tongue sliding from her vulnerables to her belly, then her chest, then neck, all the way up to her chin as she felt the warm breath of the stallion heat her face again. She gulped as the tongue disappeared back in his mouth.

"You haven't even truly tried to fight me off. It almost seems like the feelings from that little potion stuck with you a bit~" He smiled, letting himself crawl back on top of her as she looked away in distain. "Starting to develop some feelings for this old stallion?~" He spoke softly, making her back tingle from the vibrations of his voice. She meekly pushed at his face, not able to move the much heavier earth pony.

"Rainbow's gonna kill you after this!" She growled, having her hooves easily pushed to her sides against the bed as his face closed in on hers.

"Little fool. Why do you think I went through this trouble in taking you?" He smiled widely. That same gaze of a mad pony desperate for victory hovered over her. It was like a force of nature. "You're my bait dear. Once Rainbow and Daring are dealt with once and for all I'll have every treasure needed to settle my life in true comfort." He explained, letting a hoof rest on her cheek. "I will show you what weak self entitlement gets you little mare. With your precious Rainbow as the perfect example. You'll be the only witness too my victory, my little prize for all the trouble I've gone through." He exhaled, heating her lips with the boozy breath between them.

She trembled under him as he explained, refusing to accept that future as she shook her head. "She'll win, and I'll be laughing with her while you're behind bars!" She argued, trying to cement her faith in Rainbow.

"Are you sure? One hundred percent positive? She didn't stop me from what I did earlier. What I'll do again soon. This time to completion." He gave a guttural hum as he smiled, pressing his nose on her more. "Even if she did manage she'll never take away the fact I took your innocence. Not even with magic." He spoke in a sing songy voice, causing her to sink away from him. "I'm going to breed you little filly. Over and over on our two day train ride. You'll taste me whenever you eat food. Smell me when you get fresh air. Feel me whenever you sleep. You'll break. Whether I destroy Rainbow before or after. You will..."

His tongue lapped up her jawline to her cheek, pressing her head aside inti the pillow under her. She could only shudder as the heat oh his body begun to radiate on her. She had to fight. To do anything!

"Oh..." Her head became foggier as the drink finally set in. Her face turning towards him questioningly, only to get a messy kiss again. He chuckled as her mouth loosened more for him, relaxing more as he enjoyed her taste.

"That shot hit you pretty well I see." He commented, letting his lips tickle hers as he spoke. She could only grown and try and look away, feeling his hard cock grinding outside her delicate pussy again. "Lets try again shall we?"

She gasped and shook her head, only to hug around his neck as she felt that hot tip again. He curled his own hooves around her back as she was relieved to feel it going in slower this time.

Of all the things that happened next the worst thing happened. His tongue teased her ear. As his deep breathing and warm wet sounds entered her she gave a shaky moan, hugging him tighter as she teared up again. Oh no he noticed! "Oh..? Did I find a sensitive spot?" He whispered directly in her right ear, heating it with his hot voice.

She squeaked and panted as his shaft plopped inside, his cock ring passing her dripping lips with much more ease as she moaned louder. "You're so tight, little Scootaloo." He hummed, keeping his lips on her ear between licks making her small flank begin churning, his cock feeling her walls change. "You love this. You're already rubbing against it!~" He panted, whispering to her excitedly.

"I-I don't. It's disgusting!" She argued, burying her head in his neck as her belly felt the tip press against her, gasping loudly before rapidly panting in lustful panic. He hit somewhere! He hit somewhere! "Y-you're to deep! Stop! AH AAAH!" Her head whipped back as his tip pressed inside harder. Her tongue hanging out as clouds of mist escaped her little maw.

His hot breath laughed in her ear as he pulled out slowly, relieving her for a moment before thrusting back in, making her squeak. It was feeling so wet down there, she was humiliated by how much more easier it was becoming. Her hanging tongue suddenly feeling his cradle hers before his larger mouth melted over hers. She moaned with him meekly, laying back as his thrusts became more rhythmic.

His rough stubble tickled her softer face, which she begun not to mind as much, focusing on the larger tongue that overpowered hers. She was conquered. She hated him, but these new feelings were too overwhelming to ignore as he was pleasantly surprised to feel her shyly kiss back, blushing furiously in her inebriated state as they shared in each others lips.

With a hum he gently lifted her up to his lap, turning himself so he could sit with his back to the headboard. The filly tucked against his chest as he let his hooves grip her plush cheeks under her tail. The wet smacking could be heard much better to both of them as he panted. Her hooves rested on his shoulders, slightly helping to bounce as her head looked down to see just how thick his throbbing cock was. The dark grey flesh glistening as his pre and own excess drizzled down it. She was absolutely skewered, feeling his tip near past her hips as she watched the bulge in her tummy appear and reappear.

She was drooling. Her tongue still extended as each pound became more and more intense. Her pussy quivering as she gave high pitched moans between each thrust, looking up at the hungry eyed doctor desperately. She didn't need to say a word as she felt the full extent of how far his tongue could go, slipping down her throat as she was pushed on her back with the full weight of him on her, crushing her beneath him as his breathing took all the fresh air.

She howled between wet gags of his tongue as her body quaked from the repeated ramming, with her feeling herself explode inside as a hot flood of cum poured inside. Caballeron parting the kiss to moan hotly himself, panting with her as thier tongues touched messily. He had deflowered the poor filly, drizzling cum that leaked down her rear as she hiccupped from the size and roughness of the stallion.

He kept it inside her as the two laid in the mess. His emerald eyes half lidded while staring at hers. His nose resting on hers as she shared the same breaths.

There was no victorious gloating or righteous speeches between them. Only the breaths between them as Caballeron gently slid from Scootaloo, the both of them drenched in warm liquid seed.

He'd kept his promise, and Rainbow didn't come in time. He sure did though.

Scootaloo wasn't angry. Not at Caballeron or Rainbow. She was ashamed she didn't fight every step of the way, despite the horrendous stallion. She loved it, she hated him and what he had done but she loved it.

He wiped the two of them clean with the blanket before collapsing back on top of her, his head resting over her shoulder towards her exhausted. Not only from the sex but the week in general. "Well it's done. You're all mine now." He hummed, leaning over her and licking her chin as she shuddered underneath with adorable yet humiliated squeaks.

"Another drink?"

7. Phase Two

Doctor Caballeron sat at the desk as the sunset over the desert reflected off of the sandy dunes, the orange and red sky pleasing his eyes between glances as his lips wiggled with the pen in his mouth. Scribbling down writing out of Scootaloo's sight. Her wings were tied while sitting on the bed rather inebriated, after the second shot of the bourbon she was rather dizzy and silly feeling. The numbness luckily setting in as she recovered and blinked slowly, for how ruthless the stallion was he didn't chastise her for the tears she spilled. Her mouth felt dry from the booze and insane amounts of kissing he forced upon her, tasting the adult flavors of booze and cigar from her captor's mouth. "Could I have some water?" She gulped, catching his attention.

"Of course. Silly of me to not give you any." He chuckled, lifting himself and pouring a glass for her before carrying it to the bed, placing it under her to drink from as he rested his hooves on the foot of the bed casually, leaning near her with a half lidded gaze. "I'll get us some food in a bit. Feeling better?"

"You're an asshole."

"Understandable." He chuckled, pushing the water down and pressing his nose on hers. His snicker immediately replaced with an unamused expression. "Talk that way again and we'll use that asshole next." He frowned, letting the water cup back up to her lips as she gave a blushing pout, slowly sipping cautiously from the threat. She glanced away as he went back to that warm smile he fooled everyone with, her spine tingling from his lack of tact in enjoying watching her. She finally finished the glass and placed it near his hooves. She felt his rough stubble along her chin as his lips pressed on the smaller mouth. She blushed again in her drunken state, not reciprocating despite how intensely her chest tightened at such a brazen act of affection.

Her lips parted from his as he lifted the glass, bringing it back to the small bar area. He stretched himself with a hard yawn, shaking his tail at her, making her wince and turn her attention to the window nearby, watching the dunes pass by as dust flew along the train. Little to her knowledge a plow fixed to the front blowing any mounds that accumulated on the tracks away. Her hoof adjusted the rope, nearly tipping over as she tried to roll them off. "Do I really need to be tied up? I can't even fly properly." She complained.

He slowly made his way to the nearby wooden desk, placing his flanks down and picking up a quill between his fangs and opening an ink jar. "I could pluck them off if you prefer." He glanced back at her raising his eyebrows up and down as if she'd even consider it. He begun writing down on the piece before pausing with a new thought hitting him and placing the feather down, pulling a string with a handle attached and going back down to writing.

"What was that?" Her head tilted, catching his attention before pointing him at string dangling overhead.

"Just pulling some strings, cariño. Don't worry about it." He sighed, going back to writing. She grumbled, now starting to feel the slow build of a fillies boredom set in, looking around. She climbed off the bed, wobbling a bit as he did whatever business he had going on at the desk.

Across the room behind the stallion she spotted two pleather chairs facing each other with a coffee table between them. At the door she walked into an open barrel with several tools including shovels, two umbrellas, a fire poker even though there wasn't a fireplace in the room and oh my, a spear! She looked at him invested in his writing as she slowly made her way over to the barrel, almost tripping over her hooves as she walked. The floor was carpeted heavily, luckily saving her from catching his attention as she rose up to the edge of the barrel. Her teeth trying to wrap around the giant stick, though it was too girthy for her to even grasp.

"You're better off trying with the fire poker."

Her body froze as she felt the vibrations of his throat hum into her ears. She looked up to see the emerald eyes of the doctor looking down at her. "Uh. I was just bored." She exclaimed, feeling his chest rest on her little back.

"Rogues wouldn't appreciate you playing with his spear. Helps with swamp creatures." He explained, leaning over her and lifting it in his maw. His hoof lifting over her back to get around and resting the unsharp part of the stick on the ground to lean on with a hoof around it. "Say you manage miraculously get enough force with this in that little body and take me down. What then?" He asked bluntly, genuinely curious of her answer.

She stuttered between ums and uhs while he patiently waited, rocking side by side with the giant spear. "I'd um. Use the fire poker to try and break the l-lock. If I couldn't find a key to open it."

"Not bad, you killed me with with this spear so not impossible. What then?"

She frowned and slumped over and glared daggers at him. "Then I'd get these stupid ropes off and walk back to the camp and find my friends!" She yelled, only receiving some nods at her answering. He spun the spear over and dropped the sharp end back into the barrel. Going back to the small bar area and taking out a near empty pitcher of water.

"We're surrounded by 100 miles of desert. It's night so you might be alright until morning with those blankets. Then the sun rises and your maybe halfway there, if you walked all night. If you go on other cars in this train my fellows will nab you with ease and find me dead. So you can't get more supplies that way before leaving. Now you only have a bit of water and the sun beating down at high noon while hauling my cum stained blankets." He explained, making her head shrink more and more as embarrassment grew inside her, making her look away pathetically at the mention of the mess they made.

He seemed actually upset as he leaned down over her as he disassembled her thoughts. He was cut off before continuing by a knock on the door from the other cabin as he looked up. The doctor walked back to the desk and rolled up the paper he was writing on, opening the slide window where Withers was standing, the wind and dust hitting him from outside with a covered platter on his back. He passed the paper and was given a platter while Scootaloo watched with defeated eyes.

Caballeron placed the shining platter on the coffee table near the two red seats and spoke to Withers. "More water please. Maybe juice for her if we have it." He requested. The stallion outside closed the slide window and took his leave. The older beige earth pony continued his conversation with the filly, who could smell the food under the platter and sat across from him. "Neither of us want you being a snack for vultures to pick at. So if you have anymore ideas, think them through better. From teacher to student." He sighed, finishing his speech and lifting the platter, revealing two plates of chopped and steamed red potatoes with asparagus, which made the fillies mouth water.

Her attention still fell on the only stallion in the room as she slowly begun eating, finishing the first bite before asking her next question. "Where are we going?"

The stallion quieted as he took his own bite, catching her worried gaze and admiring her curious gaze. "You and I are going to Somnambula. To finish what I started." He calmly took a bite of his food, seeing Withers reappear with a fresh pitcher. The doctor getting up to leave Scootaloo to put two and two together as her replaced thier pitcher with the new one. She turned with her pupils shrunk in her drunken haze.

"Y-you're setting a trap!?"

"Not just any. The final one." He poured them both glasses on the table of water as he sat back down. "She'll come with a ransom, or maybe not. Doesn't really matter to me." He smiled at her, leaning back. "You and I faked our deaths, cariño. She'll come for you with Daring and once they do, they'll be finished off and I can take what riches in Somnambula we left behind. Then after we can simply disappear before any curious parties come for her."

He was insane. Her blood became ice as her jaw dropped and tried to make some sort of words. Any. She'd never seen a pony so sure of themselves! Her appetite slowed as she felt herself sobering some. "W-we?"

"You, Scootaloo. You and I. I'm not sure what the others plans are once we finally finish it but all I've wanted for years now was to settle with an adoring mare with all the wealth needed and then some. A sunny remote place with my own little palace. Treasure hunting, stealing. It was all for it, and I'd be done already if Daring had just gone along with it. Now I'm forced to this." He hung his hoof open in a broad sweep, the train, the kidnapping, the plan in general all showing his collective effort with the sway of a hoof.

"I'm not settling with you at all, and you won't win!" She protested desperately, not getting much of a worried reaction as he leaned back with another half grin gazing over her.

"You kissed me back when we were on the bed Scootaloo. You'll do it again. More and more." He smiled, setting the cover back on the platter as her rear hooves twitched again, feeling his energy shift from social to... Intimate. He gently approached her around the table as she shifted further, only to feel his hoof on her jaw again, gently pulling her head closer as his teeth gently caught her ear, licking the tip in his maw as her face became pure red again. "Scootaloo." He breathed, making her chest tighten to the same intensity from her love sickness before. She shouldn't feel this comfortable with this! "Come to bed with me. I love your company."

She let out the breath she was holding with shuddering pants. His rough jaw tickling her ear as she lowered, melting from the heat of his words. "I-I won't..."

"Scootaloo..."

Her body almost acted on itself, slowly getting up as she defeatedly made her way back to that messy bed. She heard clinking behind her at the bar as her hooves hopped up and turned, seeing the stallion approaching with two more glasses of that bourbon. He set the small glass in front of her and brought out his own. Quietly she met his eyes fully for the first time since she even met him. To her dismay it wasn't hard to look at, his features even and handsome. And the adult scent from him becoming more and more easy on her nose. His aged face and bright eyes calmly smiled while they brought thier glasses to thier lips, slamming down thier shots. The filly letting out a matching sigh with Caballeron, making him chuckle warmly before moving thier glasses aside onto the desk dismissively. She gulped as he climbed up over her slowly, the two sliding back to the pillows as his muzzle rubbed her soft chest with a deep inhale.

"Haaah~ Now... I believe I told you I'm going to lick every inch of you. Right?"

"R-right..."

8. Rutting [X]

Scootaloo whimpered as she felt the hot taste of Caballerons maw curl along the inside of her thigh, causing her body to tingle with a jolt of intense intimacy. Her throat audibly giving a loud gulp while she laid with her hooves folded politely, looking away with a drunken blush She squirmed under him, causing a breathy chuckle from the older stallion. He continued, licking along her rear leg, reading her movements. A grimace from a bland area, a shutter with a rump wiggle in a sensitive area near her joints, chest breathing rapidly with his tongue teasing her sensitive hoof pad. "That's one leg down. Let's continue." He hummed, making her rotate slightly with his stronger hoof for him to continue the process on the other leg, beginning at the sensitive bend to her leg between her flank and limb, causing her to jolt again. "Enjoying it?"

"It's gross." She murred, not willing to admit how intense it was to feel such a warm wet thing so close to her aching clit. He released a heavy hot breath. His tongue slid along her inner thigh, the warm air tickling her pussy folds as she let out a whorish noise she didn't even know she had! Her spine tinglin, making the filly close her eyes, panting to try and fight the feeling in her. Her eyes opened to see his emerald gaze right above her. "Wh-where'd you come from? Mmm!?" Her muffled mouth let a surprised hum. She felt his firm hooves hug around her head, planting his lips deeply. Her mouth opening to protest, only to feel his rough tongue press along hers, overpowering it with hot breathing trapped in thier tight space as she heard the foreign sounds of his wet maw completely overpowering hers. Scootaloo's lips trying to turn away for any fresh air between thier booze scented kissing. "Nrgh haah."

Her throat whined as she sensed his hoof curl between her legs, rubbing outside of her tender area, causimg her back to curl. Now only able to breathe his intense aroma as she felt his tongue toy along her lips. Her hooves gripping the sheets and lifting her head to try and scooch away, only to feel his other palm cup the back of her neck, pulling her in for his nose to press against hers, licking her tender lower lip. "Give in, little Scootaloo. Let me have you." He breathed. Hearing her name from the smile that tickled her open mouth made her shudder, not realizing just how bassy his voice was. She gently laid back, gazing into his eyes with a lusty defeated stare. He openly grinned, letting her feel his hoof lightly flick her cherry, making her squeak under him. "I'm going to be inside you much longer now. Open up~" He commanded, making her gulp loudly with her petite limbs slowly spreading, feeling him sink on top of her.

The beige fur of his chest pressed on hers with his full weight. Her poor little lungs causing a squeak to escape. It was warm. Oh gosh his fur was warm. His hoof joined the other to massage her mane and cheeks. Simply admiring her adorable face, nuzzling her with his nose and letting his body become her cocoon. She felt a slow building comfort as he rubbed her sensitive ear, causing her to relax more.

It was short lived as she felt a familiar tip press her folds, gently churning outside of her as she gave a panicked shudder. "Hush, love. I'll be slow." He hummed, gently whispering. Her body clenched as his shaft begun to slowly and carefully press further. She was confused though. Why was she so wet? The moist sounds between her legs escaping from behind her captor as she froze, her body shaking as she felt the mass slowly enter. Her teeth clenched as she felt a sharp pressing pain along her insides.

"T-too big." She grimaced, panting until she heard a loud wet slosh. The pain slowly dissipating as she could feel his member shift inside little by little. Her insides growing outward more as her walls accommodated the tight fit. Shudders of a new pleasure filling up her spine. "O-ohoo..." She hummed, the tickling friction of his rod sliding along her walls, a hot huff escaping as his nose rested on hers, gazing in her eyes.

"Better, hm?" He hummed, another devouring kiss taking her lips prisoner while his chest rested on hers, putting weight on the light lump lifting up her delicate belly. His weight pressing her down as she felt her head and back wrapped by his hooves, pulling her deeper. She was trapped, breathing the stallions huffs of loving sounds between the wet smacks of her smaller lips opened gently, humoring his desires as slow bolts of filling pleasure begun shooting through her muscles. Her high pitched whimpers becoming moans as his tongue dipped out. She couldn't help it. Between the drunk haze and the intense break from isolation her tongue guided itself along the flat base of his. The two kissing as she felt his victorious grin tickle her nose and chin through his stubble.

"D-doctor..." She breathed heavily. Her lungs squished with what little fresh air she got mixed with Caballeron's adult aroma. Her face red with embarrassment and lust as she gently suckled on the tongue, feeling like he wouldn't object as he raised his eyebrows, giving a soft chuckle over her face as he pressed it further in her maw. His thrusts becoming heavier and robotic. She gave a surprised squeak as the ring of his throbbing cock slipped along her folds, opening her up to him even more as she squeezed her tight walls along his shaft. In and out. That ring flipping her folds more inward and out as the shockwaves melted through her. His heat becoming her world as wet slaps resonated in the room through the sound of the train. The vibrations on the tracks helping even more as he seemed to almost vibrate inside her, clenching her up in ecstasy.

She protested as his muzzle shifted from her kissing with a drooling moan, not fighting it though as his tongue pressed over her neck, crawling up the side of her face slowly. It was coming. She'd feel that heat in her ear. The wetness and bass of his voice as she was given a view of her now stretched pussy lips, seeing his belly rise and fall as she witnessed just how large he was! The greyish black shaft glistening in the lamps light around them from her wetness as she stared hypnotized, watching her belly bulge and empty. The filling shaft a blessing to her every thrust as another wave of euphoria washed along her corrupted insides. Her distracted eyes lifted as she heard his breathing in her ear, making her shudder with soft whimpers as his bassy voice invaded her sensitive ear.

"I'm going to cum inside you, my love. I'll fuck you over and over until you're truly mine." He growled, making her tremble. Not in fear as much anymore, but excitement. His hooves gripped along her head, hugging her to his chest as he let her hear his excitement as well. Panting between licks on her lips. She felt his weight begin to slam against her insides, soon feeling the tip of his invader hit somewhere new. Her back trembling as her wings tried to stretch themselves out under her weight. The sound of her heartbeat in her head as she panted, her tongue hanging out as she moaned much louder.

"That's right..." He grinned, heating her soft ear as she felt the bed under her bend more and more with each thrust. Her rear hooves struggled to wrap around his flanks, rocking back and forth against his momentum to feel every follicle of his girth. Her legs managing to curl behind his own. Her head rotated back to meet his lips, which he gladly gave with a deep french kiss down her throat, almost gagging her as she moaned into his maw. The wet sounds below and above now as she hummed intensely. Her hoof resting on her belly just to feel how much he was filling her womb, rubbing it slowly as he tasted along her tongue messily.

His panting became heavier as he held his forehooves with her head pinned, lowering back to keep her in place by her head as his lower body fucked harder. She was a mess. Her tongue lulling out with drool mixing with his. His hungry mouth devouring hers. A small shot of pre slipped inside to her ignorance, his lust building up in his aching package as he pumped his full mass inside, making her hiccup with each thrust. He'd taunt her between kisses. His lips rested on hers as she kissed along his lower lip, feeling his words literally. "Nrgh! F-fuck. Scootaloo." The stallion grunted, smothering her in his breath as his nose scrunched hers in. "This is where you belong now.~" He growled making her heart burst at his dominating words. "Say you're mine Scootaloo. Say it!"

"I-I'm yours!" She howled, she was to distracted by the pleasure to filter herself anymore. Before she could even realize what she'd said his lips curled over hers, panting his lungs into her own. She felt a slow river of hot cum begin so drain into her womb. Like warm water pouring from a cup as her eyes rolled back. She was his. All his. Nopony saved her, and she didn't want them too. Time froze with the doctor's cum filling her to the brim. Her bulging gut raising back and forth between heavy exhales as his tongue gagged her moans shut. She'd remember this moment forever now. His bittersweet taste inside her as she swallowed his excess. His lips slowly parting as her afterglow begun, gazing half lidded up at him with a trembling mouth. "Doctor..."

He let his limb rest next to her head, his other large hoof cupped over her cheek, the two panting as she felt his weight rest easy on the fillies chest tuft, messy from the rutting. "You're wonderful, Scootaloo.~" He smeared his maw of saliva on her chest to dry off his mouth, making her squirm lightly, looking away with a disgusted blush. She felt his hoof again, being turned to his satisfied smile as his nose rubbed the filly's affectionately. "You and I will be doing this for a long, long time." He spoke matter-of-factly, lifting himself up and rolling on his side. Scoots chest able to breath more with fresh air moving in. Though the taste remained as she sobered up more.

Tears swelled through her eyes as she realized what she cried out during thier time together. It was a betrayal of Rainbow. Her body gave in to the feelings of the old stallion lying next to her. She was about to lash out at him in cusses and rebellious emasculating rants before feeling the large warm hooves again. "Hmm!?" his time pulling her form into his chest as one of the hooves rested on her mane, gently petting her. She sniffed the tears to hold it in as her pent up spirit withered in the odd comfort. Her head burying itself in the bushy fur of the doctor as he hummed to himself. She was exhausted. The rumble of the train tracks and his beating chest making her sink into the pillow against her cheek with her eyes closed.

A light ringing was heard near his desk where the communication bell was. The stallion shifted, moving away from her. She absentmindedly lifted her hoof at him to his surprise, catching his tail as her eyes were already closed, drifting off. Caballeron smiled and put the large blanket over her resting form. He quickly trotted back to the desk and rang the bell twice, letting out a tired sigh. It was quite a day for him, and he was finally halfway through his plan.

The doors slide opened up with Wither's on the other side, poking his nose in. "Smells like a party in there." The stallion commented. Caballeron chuckled and picked up one of his cigars, lighting it with a wide grin.

"The message is sent?" He asked, inviting himself out of the cabin and walking with his employee to the next where another lived in space was. The doctor nodded to Rogue and Biff, who were distracted in a poker game.

"Yes sir. She should get it in under a day if the bird isn't picked off getting there." Withers explained, inviting Cab to the table as his cigar filled the room. "We'll be in Somnambula soon."

"Good. You three run ahead when we get thier to put everything in place, the little one and I will head to the temple." He explained, watching thier game. "We have two days at least until they arrive my friends. Once it's done we have to move fast. I assume you all settled your affairs?" He asked, the other three nodding in response. "Good. I promise you our new home will be nothing but paradise. I checked myself."

"What about the girl? Have you decided what to do?" Withers asked, making a scowl cross the Doctors eyebrows as he flicked his cigar to the other side of his maw.

"If Rainbow comes without Daring, or brings her little friends I'll have to do what I promised. I have no more patience. They can live with the consequences." He huffed, wrinkling his nose from the sting of the smoke.

"He meant after if the plan works. we can smell you, even through that cigar." Rogue commented, folding his cards as Biff took the pot.

He blinked with a small smirk as he put out the smoke. "Then she's staying with me. I plan to make her my wife." The doctor explained, lifting his gaze up as the other three stared in shock. "There's other treasures besides gems and gold, you imbeciles."

9. An Invitation

Rainbow Dash corkscrewed through the last collection of lightly colored clouds over Ponyville. Her wings all warmed up from the morning work. She slowed her limbs flapping to land near the train station with an impatient tap on the wooden platform. "They were supposed to be back ten minutes ago. What's taking them so long?" She frowned. Scootaloo told her to be there at that time for her return. She groaned and sat at the nearby bench, her only company being the sound of the nearby booth worker's newspaper.

"Should've skipped practice and gone with them." She grumbled. She wished Applejack and Rarity were with her, just to help pass the time. Applejack worked mornings though and Rarity wanted to sleep in after finally finishing her new seasonal fashion set, leaving the pegasus to pick up the girls.

"Aghhh." She flipped over on her back, laying down as her focus shifted from her impatience to the bird flying in circles overhead. She didn't think anything of it though as the sound of rumbling shifted her focus, the steam stack in the distance making her leap up. "Finally!"

The cyan pegasus danced in anticipation as the train finally screeched to a halt in front of her. A long pause filled the air. What usually was the sound of cheering fillies excited to make it back home was replaced with slow taps of the classes hooves, lead by only Miss Cheerlie. The teachers face seemingly aged a decade with a new grey stripe on her mane, and bags under dehydrated eyes.

Rainbow didn't think to hard on it, given no reason to assume the worst as she approached the teacher. "Heya, Cheerlie! You look like you got hit by a barn. Girls cause trouble again?"

Cheerlie, gulped and met Rainbows eyes. The rainbow maned pegasus noticing the lack of energy in the class finally. The lack of the Cutie Mark Crusaders as well. "Dash. Let's go talk over here." The teacher said bluntly, not really blinking as she lead Rainbow away from the class that sat quietly on the platform, curiously gazing at the two or simply thinking with thier heads down. "Applebloom and Sweetie stayed behind. There was an accident and they refused to leave." Cheerlie choked. Her voice meek and dried up, though her eyes begun swelling again. "Scootaloo wandered off and..." Rainbows heart begun to sink.

"Was it Caballeron? What did he do!" She growled, making Cheerlie shrink in a sobbing mess.

"No Rainbow. He tried to save her. S-she wandered off into the cave nearby and called for help." She spoke softly. Rainbows pupils shrinking at her tone. "W-we think they got crushed by the cave in. It happened so fast. The girls stayed behind to help try and find them." She sobbed, wailing while the class nearby begun tearing up. Rainbow standing frozen in time with ice in her blood. "I have to get this class home and reach her family. I'm so sorry Rainbow." Tears pooled at her feat as she buried her hooves in her face. "I should've paid more attention!" She cried out, making Tiara, Twist and Silver run up and hug around the teacher. "Oh Celestia... They won't stop digging." The teacher sobbed.

Rainbow Dash could only sit down with her guts sinking even further. It had to be Caballeron. It was a trick. It had to be! She begun swelling her own tears. "I-it'll be okay." She spoke stoically, more to herself than the teacher.

Cheerlie was almost carried off by the class as they moved towards the school, leaving the wonderbolt at the station. She had to go get Twilight and the rest of her friends. If this wasn't a trick by Caballeron, then they could get that rubble up in no time! She leaned down to zoom off, ready to save her spirit sister!

Her flight was cut off by a large bird landing in front of her. An owl of all things. It's wide eyed face looking up at her with a few flaps before settling in front of the pegasus. "Owlicious?" The bird gave a few blinks with only a one word response.

"Who?"

"Oh, you're a different one." This one looked similar but much dirtier, and thinner as well. Rainbow noticed the birds claw stepping forward, revealing a tube with a sheet of paper inside. The tube having it's own writing along the outside. "For Rainbow Dash." She cleared her throat and approached to grab it, nearly getting her face nipped off by the beast as she unwrapped it with her teeth, flinching back with a yelp and unrolling it. "Agh!"

"Hello again, Rainbow Dash.

By now you may have noticed a certain small winged filly from your fan club missing.

I assure you she's safe with me. If you warn anyone about her disappearance though I can promise you that will change faster than you can fly. I'd like to invite you back to Somnambula with Daring Do to buy her freedom back. Unlike our last encounters I've lost all of my patience with both of you meddling in my plans. So I offer we settle this affair once and for all.

Bring all your bits to the temple, maybe a few valuables. Between a star wonderbolt and a best selling author I'm sure you can manage parting with it. Then we never need to see each other again.

The deadline is in three days after this letter was sent. I will NOT wait longer. Fly fast.

~You know who"

Her hoof crumbled the paper as her teeth gritted. "I knew it." She growled, her glare stabbing down at the owl. "Blackmail of all things! With Scootaloo!" She shrieked, stomping her hooves on the ground with her wings pounding downward with them. Her Rainbow trail cracking sky with lightning around it as she zoomed for Twilight's castle to gather her things.

"Of all the scummy vile tricks, he uses Scootaloo!?" She growled, feeling her anger alleviate a bit as she finally went over the letter in her head. She couldn't tell Twilight. Despite her magic there was no telling what the old loser had planned for Scoots, he seemed serious.

She had to pack. Maybe Daring could come up with a plan. The letter must've been sent right after thier cave in fake out so she might only have two! Quickly she blazed across the sky to her front door.

Saddlebags, water, jeweled outfits gifted from Rarity, rare books "borrowed" from Twilight, bits, more bits. She paused and looked up in a nervous sweat. Her bags were pretty heavy now. Did she need to withdraw from the bank? They'd know something was up if she withdrew that much, which might stop her on the way.

She gulped with a defeated grimace and made her way to a family photo with her and her parents together. Two adoring parents with thier embarrassed looking Rainbow at the third Wonderbolt Fillies and Colts Derby. An event that only happened once every twenty years marking the next generation of great flyers. Where she took home the third place trophy and received one of her greatest treasures. She took down the frame and smiled at her parents bittersweetly. Her dad's writing on the bottom. "We're cheering no matter what!"

She wiped her face with a sniff and kissed the hugged the photo. "Thanks guys. I'll come back with a shiny new frame for you, I promise." Lifting the picture and busting it open from the back. Carefully she pulled out a covered and aged yellow slip of paper. She couldn't believe this was given to a filly at a young flyers competition.

At the time there was a grand prize of meeting the Wonderbolts, Celestia, and getting one of the largest gold trophies ever made for an event. But she wasn't as fast as she wanted to be at that age and almost ended up in fourth if she hadn't pushed herself. She didn't know it at the time, but the third place winner got a special reward. A signed document by General Firefly himself she was given, worth more than her own house 5 times over.

"I'll track you down once we have Squirt back, Caballeron."

Hours later. Through a train ride southward and a short flight, Dash landed on the soft patch of grass outside "A.K Yearling's" Private home.

She desperately knocked on the authors wood door rapidly, her head almost smacked by the door, greeted by a short tempered yellow mare with grey hair. Her red glasses and purple cloak covering her as she whipped open the door. "I told you, I'm not doing interviews! You can read my autobiogra- Rainbow Dash?"

"You gotta help me." She panted, sweating a storm as she gave the mare the crumpled letter Caballeron wrote.

"Scootaloo?"

"My little sister... Kinda. He took her and he doesn't seem like he's playing around anymore. I was thinking I could distract him with my valuables and you could do some one two, one two hyaaagh! You know, before we capture him and save Scoots!" The wonderbolt pause mid crane stance after her pumped up martial arts proformance.

Yearling a.k.a Daring Do adjusted her glasses as she read the letter, giving a sigh. "He's gone too far. We'll give into his demands and track him once we get Scootaloo to safety. He's definitely going to have a trap set up though. I'll wait outside wherever he wants us to meet while you go in with the goods. With any luck he'll either keep his word, call it off or I'll save you both while he escapes like the coward he is." She smacked her hooves together in a firm and calm smirk, causing Rainbow to dance in place how cool she was.

"We'll catch him once and for all after this!"

"Right. Just let me pack and change. You can raid the fridge before we go." She nodded, letting her inside.

Caballeron returned after bringing back the platter from last nights meal. Seeing the filly seemingly sleeping well under the covers as he poured more water in two glasses. They were coming in to the town as houses passed by the moving trains windows. He approached the snoozing mare and pet her head as she slowly opened her eyes. Clearly confused a few moments before understanding silently her experience wasn't a dream.

"My head... ow.."

"I told the boys not to use the train whistle. Should've given you more water instead of drink." The doctor chuckled, the filly groaned and rolled her head back under the blanket.

"Water is a drink."

"You know what I mean. We've arrived. Drink up and use the restroom. You won't be able too for a bit." Scoots peaked over to see Caballeron dressed in his collared shirt and scarf, bringing a glass to her lips as she took in the hydrating liquid with no questions. She slid out of bed and stumbled slightly to the nearby door next to the exit to the next cart, which was still locked. She glanced back to see the older earth pony combing his mane with a yawn. He noticed her staring in the reflection.

He lifted one of his large eyebrows. "What? Do you need me to hold your hoof? Freshen up." He commanded, making her grumble and enter to relieve herself. A few minutes passing trying not to vomit while doing her business before finally finishing up. "Oh gods, how the hell does Berry Punch do it?" She groaned.

The door opened to the now combed and presentable Doctor, seeming amused by her. "Congrats on your first hangover, but we're moving. Climb on." He ordered quietly, lowering himself next to her. She stared confused as his head waved to his back. Slowly she shifted and collapsed belly down with a light grunt. She was surprised to feel a large coat cover the two of them. Caballeron's hooves lifted the cloaks hood before carrying himself and company outside of the train, greeted with the beautiful desert village with the large statue of thier hero Somnambula far near the town square.

The gleam of the rare glopaz decorating the restored statue that signified the towns hopes.

Scootaloo peaked from behind the stallion in the shadows of his large cloak to see it as well, blinking in awe of the statue, even from far away. "Gorgeous stones. I'd have been settled for life with them, and gold before that, and gems before that." He growled to himself, adjusting her on his back.

Rogue approached with a nervous look, staring behind Caballeron where Scootaloo couldn't see. "Looks like the storms coming early boss."

"Good. It'll last long enough to cover our escape. The spirit of time itself seems to finally be in our favor. Withers! I want everything on the train packed in the caravan by tonight. Tomorrow is a big day and we can't be behind schedule." Caballeron huffed, adjusting his shoulders for Scootaloo's hooves to better hug around his neck.

"Yes sir."

Scootaloo slumped with her heartbeat banging in her ears from the headache as Caballeron walked firmly to the large temple. The sounds of the approaching boiling goo bringing a shameful nostalgia to the Doctor's ears as they entered the temple room. "It's nice the locals fear the stories of this place. Since Somnambula is no longer it's own kingdom they fear the sphinx might return."

"Can only hope. She'd eat you I bet." Scoots grumbled under the cloak. His long fur seemed to stand on end underneath her. Clearly disturbing him, she decided to change the subject to her present affairs before he got too annoyed. "So this is it? You're just going to strap me in where Rainbow Dash was and hope she falls in this time?" She snorted, peaking to see the boiling pits she read about. The room was warm and humid, alleviating her headache slightly as his body shifted to a nearby corner. A map and planning table from thier previous visit sitting in dust. Clearly he had planned this for a good amount of time.

"No." He lowered himself and removed the cloak and her, letting her sit on it over the low stool before approaching the edge of the boiling pit. A sudden flash of finishing this once and for all came to the little filly's mind as she lifted herself up slowly to prepare to charge at him. She could push him into the pit and the others might just abandon this whole situation entirely!

"Don't even bother." The doc turned with a rather unamused look at the presentation of the death pit behind him. "It's clear this entire temple was made to test ponies faith in hope. Even the pit prevents you from falling in all the way. Its ridiculous. Here look." She suddenly watched him jump from the edge and return with a cloud of mist launching him back up unharmed. He adjusted his scarf with a clearing of his throat.

"Turns out it takes energy to keep that goo boiling. When night falls or say... A sandstorm blocks out the sun, the floor closes. Leaving us in a nice, large empty room with plenty of space and ancient magic to prevent any pesky flying." He snickered. The glowing green of his eyes reflected the evil mist rising in the background.

"No. We're not here toss your dearest Rainbow Dash into a boiling pit. She's wasted enough time. My time." As if on que Rogue wheeled in a large hourglass the size of her clubhouse. The top of the hourglass filled with sand, the center plugged to preventing it from falling. Rogue slid it down from the back of his cart near pillars holding the place up as Doctor Caballeron approached the custom glass door, opening it up with a satisfied smile and turning to the young pegasus.

"Get in."

10. Sands of Time

If these damn trains never existed this might've never happened.

Rainbow thudded her head on cushioned back of her seat while Daring read the newspaper intently. The sands of the deserts sandstorm passing by as the nervous Pegasus gazed up at the ceiling. "We should've stopped at the dig site. The girls think Scoots is buried!"

"If we don't make the deadline she might be. If we did stop this train would be stationed until after the sandstorm." Daring closed the reading material and grumpily looked at thier bags from above. "If we had more time we might've been able to give him something fake. Then maybe whoever he's selling to would deal with him for us." Her hoof rubbed her temple.

The two pegasi sat back with dejected expressions at thier dilemma. Rainbow filled with regret and anger waiting to be unleashed on the doctor, while her present company went over ideas for plans in her head. Whatever trap he'd set would have a flair for the dramatic as usual, possibly even moreso in this new situation. With the kidnapping of a filly from such a high profile member of society, he'd be pulling a hail mary to finish this and escape quickly.

"So what did you bring?"

"I brought some pretzels and juice for us to enjoy. What the hell do you think I brought? Bits!" Daring groaned, tapping her hoof on the seat. A long pause put focus on the wind outside the metal locomotive. They'd arrive soon. The weather wasn't adding any enthusiasm. "I also brought my knife, torches, water, rations and some rope to tie Caballeron up and drag him to the town square." The writer grinned, making her present company feel a bit better. "Don't blame yourself Rainbow. He'd have done it even if you went along."

The rainbow pegasus felt her chest slightly relieved at the words, seeing the nearby dunes pass by through the storm outside. "I still should've been there."

The trip passed quietly as the dark sky fell even blacker. The desert almost apocalyptic as they finally heard the train horn. They had arrived. Daring's hoof rested on Rainbow's shoulder softly, lifting herself up. "We'll play his game. Her safety is worth more than our livelyhoods." Daring affirmed, letting Rainbow's ears rise up.

"I know it. Let's go."

The two put on thier own hoods to cover up from the stinging sand barreling through the air. Thier hooves sinking in the sands from the weight of thier bags as they traversed from the station towards the temple. The lights from the towns houses fading into the sandstorm behind them as they approached the aged temples entrance. The more earthly colored of the two stopping with her eyebrows furrowed.

Her voice shouted through the windy howls of the blinding storm to rainbow. "Remember our plan! You take the bags and I'll stay out here. If you're not back in time or I see someone else I'll go into town for help!" She shouted. Rainbow nodded as her back lowered to take the bag. She'd be a sitting duck but she trusted Daring.

Rainbow grunted she climbed up the steps and opened the large stone doors. The loud rumblind echoing as she was greeted by the short familiar hallway. Instead of seeing the familiar green glow of the chamber she saw a flickering light several torches. Not thinkimg much of the lack of henchponies to meet her, she cautiously trotted towards the main chamber.

Her heart sunk as she looked ahead where the pit used to be. In the landing where she was once held she saw a giant hourglass half full of sand pouring down into the bottom. Scootaloo knee deep with her front hooves resting on the glass shouting, with no sound escaping. "Scootaloo!" Rainbow dropped her bags and tried to fly over, only to feel herself hit the ground with a thud. She sprinted over to the glass encasing, putting her own hooves up to where Scootaloos darkened but terrified eyes greeted her. Her mane was scuffed and fur messy. She was shouting inside as Rainbow begun hitting the glass. "I'm here squirt! I'm gonna get you out of here!"

"It's a trap! Get out of here!"

The older pegasi shook her head confused."I can't hear you! Just hold on!"

"Lovely of you to join us." The sharp voice of a grinning stallion could be heard behind her in the near corner. A wooden picnic table set up with a few lanterns spread about as Caballeron sat casually with Withers finishing up a card game. "I was beginning to have doubts you would arrive on time, but here you are with an hour or two to spare! Congratulations!" He cackled, lifting himself up and walking towards her dropped bags.

"I brought my stuff like you asked Caballeron! Let her out now!" Rainbow growled, almost screaming as he opened up the bags, digging his nose through her saddlebags with a calm demeanor.

"Of course. Though I did specifically request two annoying, irksome, time wasting pegasi." Rainbow felt a rope tie over her neck as she was pulled to the ground. Her focus rose to see another large stallion with red muttun chops and green fur. Rogue's stronger frame easily keeping her down as he tied her wings and hooves up. The doctor approaching as she was pressed into the stone floor by Withers helping hoof, the three surrounding her.

"You'd better let us go! Do's outside right now and if we don't walk out of here, the town will be ones stringing you up!" She snarled, her hooves wringing around the ropes to try and break them.

Caballeron snorted as he put a cigar in his maw, graciously accepting Withers light as he puffed up the smoke. He blew a long drag over her face with a malicious grin. "What kind of criminal would I be without a lookout?"

The wonderbolt's heart dropped as she saw her unconscious friend dragged in by Biff. Another beige stallion in a black fedora covered in sand as he was still spitting out the desert. "Next time one of you guys gets to nap in the sand." He wiped his tongue on his hoof, only to taste more dry mineral.

"There won't be one. Tie her up tight and bring Withers back outside with you. I don't want any surprises." Caballeron ordered, not getting any lip back as Rogue was left to guard the two.

Caballeron glanced at the unconcious Daring giving himself a hearty chuckle before bringing his focus back to Rainbow. "I'm glad she's out. You and I can have a private little chat now." He hummed, setting himself down as the muffled sand pouring into Scootaloo's prison tortured Rainbow's ears.

"Whatever you're thinking of doing Caballeron, let her go. She's been through enough!" Rainbow teared up as she bit into her own grimace, feeling Caballeron's hoof rose her chin.

"Do you think?" He chuckled, licking his cigar as he paused in his thoughts, looking up at the filly. Her chest rising and falling in a panic as she watched Rainbow on the ground. "What do you think Rogue? Should I show or tell?"

"If I'm honest boss, I'd prefer tell." He spoke bluntly, clearly uncomfortable by how far this had gone.

"You're no fun. I'll have some free time later I suppose." He grumbled, biting into his cigar before looking back down at the pegasi. What was he talking about? Show and tell? Her thoughts cut off by another huff of smoke as his aged face caught her attention again. "She was an instrumental variable in getting us to this far. Faking our deaths? Blackmail? I've truly outdone myself." He congratulated himself.

"Hurray for you Cab. It took foalnapping and some blackmail to catch me again. Cut the monolouges! Just take your stupid money and go!" She demanded, lifting her head off his hoof as the two stallions grew quiet. Caballeron gripped her chin again more aggressively this time, exhaling the smoke through his nose like a dragon who caught a tresspasser in it's cave. Her defiance, all her spirit put into that desperate outburst thinking this was the usual, run of the mill villiany from the countless Daring Do novels she'd read.

"I fucked her, Rainbow. I laid her down for several nights of delicious rutting. Over and over until your name became mine.

The blood inside Rainbow became ice as every constanant escaped his lips.

"Open the top. I'm almost done here." She watched in horror as he flicked his cigar onto Daring's back, his hoof pressing onto the lit smoke into her fur. The unconcious mare suddenly lifting her head as a howl of pain screamed against the temples walls, blocked from the outside world by the deserts own windy howls. "Shut her up first for me though."

Rogue put a cloth in her mouth and used some spare rope to quiet the howling author. Lifting off and slowly making his way towards the hourglass.

"Why are you listening to him!? Help us!" Rainbow begged, hearing the panicked breathing and moans from Daring through her gag.

"I'd be sipping coconut juice on the beach if it weren't for you. Help yourself." He grumbled, spitting at her hooves before walking towards the hourglass.

"He's getting our dear Scootaloo out, don't you worry. I'm not letting her die in there." Caballeron sighed, suddenly slamming his hoof on Darings temple to pin her down. "You and this one however aren't so lucky." His limb twisted her cheek into the stone. The pegasus could see Darings eye flick to her rear boot she wore to traverse the desert. The slight protrusion of a knife handle Biff failed to confiscate showing. Rainbow understood immediately, ready to pounce until she heard the familiar voice of the younger pegasi behind her.

"Don't do it Doctor! I'll do anything!" She howled. The familiar scratchiness of her voice bringing out a primitive strength in Rainbow as she managed to twist like a crocodile in the water to Darings boot. Quickly pulling it out and cutting her front hooves loose of the bindings, diving towards Caballeron.

Her head twisted as she thrusted her blade sideways to feel the knife hit something. A wet squelch piercing the air as Caballeron let out his own gutteral howl.

Scootaloo watched from atop Rogues back in shock as Rainbow's mane flapped through the air, stabbing the stunned doctor in the eye with her magenta eyes looking near red with fury. The stallion collapsing with more shouts as the thin blade exited his eye, his hoof covering it.

Rainbow was about to go down for more until a rope with two balls on each end suddenly encircled her. The pegasus falling to the floor as Withers and Biff ran in to subdue her. "No! Stop! Everyone!" Scoots begged, feelimg sick as her body felt mixed from all the fighting.

Withers kicked the knife away to the nearby wall as Biff retied the pegasus, this time checking for weapons as Caballeron slid himself against the nearby pillar. His hoof on his eye while Rainbow growled and attempted to bite and kick his henchponies away with all her might. "I'll kill you all one by one! I'll hunt you all down!"

The doctor calmed himself with a shakey hoof and pulled off his scarf, tying it tightly around his head to cover his injured right eye for the moment being.

"It's time." He huffed, still shaken. The villian rested on his flank as Daring calmy stared daggers at him while being lifted onto Withers back, Rainbow a beast in chains as Biff could only drag her by her bindings against the stone floor after gagging her mouth shut to keep from biting.

Scootaloo fell off the distracted Rogue onto the stone. She was exhausted. She couldn't tell if it was after effects from the love potion, the hangover, exhaustion, Stockholm, or the disbelief this was anything but a nightmare that Nightmare Moon herself conjured up. Her body felt itself carry her somewhere forward as her dehydrated eyes closed to try and summon up fresh tears. Maybe she should get help?

"Scootaloo."

The familiar rasp of that voice reached her ear. The same tone he used on the train right into her ear. The warm voice that was both her defiler and her comfort. Her world. How could this be a nightmare when that voice called her name so wonderfully?

"Come sit with me, mi amor. It's almost over." His left eye seemingly unaffected in a warm, wanting gaze. Her focus glancing at the two mares placed in the chamber above where she was. The henchponies flipping the contraption around to begin filling the prison with sand.

"Yes, Doctor."

11. End of the Rainbow

Scootaloo dryly coughed, being given a small jug of water to help wash down the sand she accidentally swallowed. Her flank was rested in Caballerons lap as he pet her mane in front of the two encased mares trying to break the hourglass they were trapped in. It had been an hour, the sand slowly filling as her eyes were trapped shut from dryness.

Withers and Rogue stood with thier backs turned from the cage dutifully, though each knock on the glass making Biff flinch ever so slightly. Withers kneeling near the doctor as he sucked air through his teeth.

He had unwrapped Caballeron's scarf to check on his eye wound, having to stitch part of his cheek and eyelid, grateful the filly was stuck with her eyes closed at the wounded Caballeron's orders. "You're lucky you flew back with the knife. Any deeper and your brain might've been soup."

"Nrggh... I can't believe that imbecile didn't check them!" He lashed out loudly, making sure said party heard nearby. Biff flinched with Rogue this time as Rainbow knocked on the glass, stuck at near chest height in the sand. With the last stitch cut at the end, Caballeron took off a binding from his own saddlebag, folding a rag against his eye before putting the buckle over to keep it in place. "You can open your eyes now Scootaloo."

The filly gently opened to see the villian gazing over her, seemingly exhausted. The rag and buckle looking like a makeshift eyepatch as he pet her mane, causing the pounding on the hourglass nearby to echo louder and faster. Scootaloo turned slowly to see the muffled pegasi, her hero in dire circumstances.

Her villianous fiancé's voice spoke again to his henchponies as she could only watch the sand falling, hypnotized by the slow sinking of the sand in the top part. "Scootaloo and I can watch these two. You all pack your bags and collect the towns glowpaz. We'll join you once it's finished. Clean up that knife as well. We want no trace."

"Are you sure boss? You just lost an eye and they're pretty good at escaping." Rogue asked, seeing Daring inside calmly looking for any possible way out while her present company continued pounding the inside of the thick glass.

Caballeron simply waved them off. The group knowing better than to test the annoyed doctor, quickly grabbing everything including the bloody knife this time before exiting. The stallion firmly set his rugged hooves on the fillies soft thighs, taking her attention off the hourglass towards him as he let out a sigh. "They still don't understand, despite all this planning and preparation." He exclaimed, cupping her cheek as her worried gaze kept trying to peek back at the hourglass.

Despite her emotional exhaustion, even she could see the writing on the wall. He planned it all with the intention of either succeeding or failing for the last time. Her involvement was him putting his back against the wall, unable to run or he would be caught with the most treacherous crime, taking her.

"You certainly do though. I can see it." He grinned, pulling her staring gaze from the hourglass back to him. "Rainbow and I are both cursed with the desire to win, and I think I've developed a deep care for you much like her." He spoke smoothly, making her chest tighten yet again as both of his hooves rested along her head. "But I've won. You and I both know it." He gleamed, pulling her chest to chest with him. The mass of his body towering her despite her eye level reaching his chin while seated against the gruff stallion.

The knocking on the glass continued as he placed his hooves down back to her flank. Her body shuddering as his nose leaned over her. "Show her, Scootaloo. Show her what abandoning you does. The same as your parent's did." He growled.

"B-but I still have my friends..."

"Life takes those too, mi amor. Whether they meet someone else and settle or unfortunate events happen. They'll be just as fine without you as they were with you." He spoke. His words were like a poison seeping in her ear. He was right. How could they focus on thier careers instead of staying with her? How could all of this have happened if she had them and Rainbow with her!? Between being isolated, seeing her hero defeated and the words about her parents ringing true through her soul, Caballeron watched as the last little gleam in her eyes faded into a solemn acceptance.

"I won't abandon you, Scootaloo."

His words shook her core as his warm arms wrapped around her. The even louder banging in the hourglass fading out. Her little lips quivering as fresh tears filled her eyes, not of pure anguish but of a naïve hope from a naïve filly.

Rainbow's hoof slid down the glass as she watched the filly. Scootaloo. Embrace her lips with Doctor Caballeron and sink into his grasp. The one eye she didn't stab slowly turning with an evil wicked green glow as she watched the stallions cock plunge deep into the fillies clit. Scootaloo's mouth opening wide as Rainbow's heart sank, thinking she was screaming, only to be even more sick as her innocent squirt hung her tongue out for the doctor to catch in his awaiting predatory maw.

"No! Caballeron! Get your disgusting mouth off her!" She howled. The fluctuations of her voice cracking from stoic to desperate as the sands rose up to her neck. She turned to Daring in a fit. "Did you find a way out yet!? He's having his way with her!" She howled. To her surprise she could only find the hat of Daring on the surface of the sand with the adventurer nowhere to be found. "Daring?" She quickly dove down into the thick broth of dry sand. Her eyes shut tight as muffling shifts of dirt covered her body.

Desperately she dug down to try and find her friend, catching only sand as her breath was waning. Her chest tightening into a burning sensation from the lack of air. Where could she be!? Her hooves flailing through the heavy dirt until they stopped at something solid. There! She grabbed whichever hoof she found and wiggled her way slowly up. Her eyes nearly popping behind her eyelids from the lack of fresh air. Every part of her body screaming to go up, her friend wildly wiggling in her grip. With little to no energy left she made one last leap and flap with her wings to dig, breaking through the surface in a coughing fit.

Daring joined with the scarf for sandstorms over her face as she panted, less intensely. "Instead of throwing a temper tantrum how about you help me out you dolt! I think there's a hatch on the bottom we can break through!" She growled, her eyebrows furrowed until they focused on something behind the rainbow maned pegasus. A moment of fury raising over her face before the beige mare quickly dove back under the sand to try again.

Rainbow's curiosity catching the reaction, making her turn to see the seemingly unbreakable glass behind them. It was Scootaloo's blindfolded face rubbing on the glass while Caballeron rutted the filly slowly from behind. His eye catching hers as he let out a wide, evil grin.

"You're doing wonderfully Scootaloo. I can't wait to try for foals one day." He panted along her ear. With the numb pain in his eye, he was merely savoring his victory. Rubbing it in Rainbows face quiet literally. The filly, let out a low moan as his hooves held her by the chest, lifting her up and down at the odd angle as his tip pounded in new and amazing places. The sounds of a different kind of pounding hit her ears as Rainbow's muffled voice tried to reach her. The overwhelming sounds of Caballeron's hot breathing and falling sand making it harder to hear the distant voice behind the thick airtight glass.

"Scootaloo! Scootaloo!" Rainbow screamed. The sand now up to her chin as it poured in her mouth.

Of all the times she saved the world and all the times she had proven that good triumphs. How could this have been the time she lost? How could this perverted, old failure of a stallion been the one that finally defeated her. No world ending situation. No existential threat that she and her friends could overcome. She should've thought more clearly. Instead of falling into his trap she could've brought everyone. Twilight, Pinkie, Applejack, Rarity, Fluttershy, Starlight, even Spike and the two sisters. This guy was nothing. Just some cheap C tier wannabe treasure hunter...

She felt the sand reach her nose as her noggin tapped the top of the glass. Her last sight being of Scootaloo's blindfold loosened over her forehead slightly, looking up at her hero disappearing into the hourglass.

Scoot's let out a whimper as Caballeron's hoof cuooed her head and pulled her in for another deeper kiss. In the past he would be gloating abd looking up with her to laugh at his coming victory. He was moving on though, amd he already knew at this moment his pleasure was Rainbows pain. Gosh did it it feel amazing.

Scoot's gulped down his giant tongue, moaning between breaths as his body crushed her against the warm glass behind her. She expected another knock, another muffled cry. Something. Anything to break her out of this trance.

None came. Something inside her soul fell silent as her hooves lifted over the stallions shoulders, receiving an unexpected embrace as his deep, hypnotic breathing pushed into her sensitive ear. Her eyes closing in a bittersweet acceptance

A final uncouth thrust sloshed inside the fillies womb. Caballeron let out a gutteral sigh as the feeling of his warm seed leaked tightly into the fillies tender body, her short, rear leg twitching. With a wet plop he pulled himself out and let her down against the glass.

The lack of noise was haunting for the both of them in a way. After everything, the doctor let out a quiet sigh. "That's it then." He announced. His lack of volume more somber in tone than a celebratory jab to his company. It wasn't a happy ordeal. Just a relief.

Scootaloo finally teared up quietly under him. A defiled mess ashamed and broken under him. She made her choice and felt no better a criminal than the aged stallion towering above gazing at the sandy tomb.

"Come on, mi amor. You and I have a ship to catch."

12. Blue Skies

It had been a full week since the events in Somnambula. Scootaloo rested at a small dining table, her mane worn and eyes darkened. Oddly enough, a half sipped glass of wine in front of her with the liquid swaying from the rickety airship hovering in the sky. Caballeron writing documents on the table across from her calmly as she watched the calm waves underneath the ship passing by. "Wouldn't it make more sense to let the ship float on the water instead of flying over it?"

Caballeron peeked up, itching his facial stubble that he had shaven only days prior, now returned. "It goes faster in the air. Having it land in the water is more for maintenance or emergencies." His quill dipped into the ink to sign the final document. He had been invested in them since they got on the ship, barely even paying attention to her and her mourning over the loss of her old life.

She let out a dejected sigh and swallowed the last bit of red wine. The bitter taste suiting her more than the unforgiving bourbon and whiskeys Caballeron offered. His own depressing way of comforting her after what he had put the filly through. "So you just own the island now? Like a princess?" She blinked, getting an annoyed click from the Doctor.

"Like a king. There'll likely be a small resistance on my arrival but our treasures revitalizing that economy will speak for itself eventually."

"The ones you stole." She frowned, making him chuckle.

"They were sitting in old temples and town squares like dragon treasure without even a dragon to appreciate them. This will be helping a lot of people. Getting treated as royalty is just the icing." He moaned, lifting his head up and putting his hooves behind his head. "A cushiony retirement, and a legacy of saving a nation."

You only had to kill real heroes. Scootaloo thought to herself. She didn't talk about Rainbow anymore, any mention put the stallion on edge, leaving her alone in her room for the day. The filly learned quickly she preferred his company to a quiet lonely room. Her body squirming in her seat to push those thoughts away. Caballeron, being done with his days work put the documents in a saddlecase and lifted himself up, noticing his companies shifting.

"I've been rather distant from you. I'm sorry, dear." He hummed, pressing his muzzle to her cheek as she looked away with a squint. "I know it's not fun, but when you're older and we start a family you'll know this was only the first step." He explained himself. His warm lips pressing on her ear again. The only place for her to truly listen like she was still under the effects of the love potion, which seemed like ages ago at this point.

The orange pegasus blinked at the words, a shutter down her back as his gruff voice. "You'll need a new name. Your old life is over. As much as I adore your cute one, I don't need Equestrian eyes on this place just yet." He whispered, now sat next to her, his large hoof wrapped around her back under her wing.

"A new name?" She choked. What more did he have to take from her!? Her tired eyes started feeling the now all to familiar heat of her fresh tears collecting. "I can't even see my friends and family and now I can't even have my own name!?" She bellowed, being cut off by a deep kiss planting on her lips. The doctors rough grin tickling her lips before parting it.

"You'll still be my little Scootaloo in private, it's just too keep you hidden in the records for now." He nuzzled, calming her down slightly as his hoof rested on her mane. "There's other things as well, but we can deal with them later."

Her hooves cupped under the wine bottle, ready to pour another glass. His brow furrowed before putting a cap on the half consumed bottle, the green tint making a rolling rumble as he pushed it aside. "You said I could have it."

"Not all at once." She squeaked as he pulled her hooves over his back, taking her away from the table next to the misty window. She groaned as he carried her to the nearby bed. The old wood ship repurposed with private rooms for travellers similiar to hotel rooms. She plopped on the bed as he loosened his shirt, his scarf already off.

"Nrnn. What now?"

"Let's do something different tonight." The doctor spoke with more purpose. Her ears flicked in curiosity as he climbed up, pulling off his shirt to join her. The stallions flanks lowering to the pillows with his back to the headboard. Her body drunkenly flipping onto her belly to look up, seeing his cock in full throbbing glory.

"Since I'm the only stallion you're allowed to touch, you should take the lead. I want to see what you would do with a colt." He teased, making her blush profusely at the mention. Her body still unaccustomed to such intimate speak despite everything. "Let me comfort you how you prefer.~"

His trill made her back shiver with a gulp. He wasn't hard to look at. His warm eyes squinted in a disarming smile as she lifted herself, pondering his word's. "W-what do you mean?"

"I've been very firm in my wants. The way I rut you. How much I love tasting that little tongue of yours." He spoke bluntly, causing her chest to tighten more. "Show me what you like. What you desired on lonely nights in your room. No judgments here, my dear." He explained, lowering himself nose to nose with the filly. "You can take the helm, or tell me what you'd like me to do with you."

Her fruity breath shuddered from his words as her hoof rested over the other. The last week of getting the bare minimum of his attention was a torture in itself after the first day. Being able too feel his presence again making her hooves shift to cover her vulnerables. "I um... like to be hugged."

Caballeron did his best to hide how unimpressive it sounded, before his ears perked up again from her scratchy voice.

"A lot. Like um... Squeezed and covered like a cocoon. Tight."

Her rosy face blushed harder at such an admition. What was such a deep odd desire to her though was better understood by her bed mate. "I see. Anything else you like? Small things during it you fantasize about?" He asked, genuinely curious. This was much more interesting to him than contracts and documents. He could barely contain his excitement from her slowly opening up actually.

"I like the ear thing... Your voice sounded a lot smoother than I imagined in the books." She admited, clearing her throat as her eyes floated away from him.

"Oh?" He hummed, lifting himself and shifting around her like a shark in the ocean. His lips reaching her ear as his breath touched the base of her right ear. "Seems a bit like what we've been doing already. I can do those things at anytime when we're in bed. I want to know deeper. I want you to think hard. I could do things for you you wouldn't dare tell somepony." He huffed, making her tremble like a rabbit caught by a snake.

"L-like what?"

His hoof lifted her chin and rested the larger muzzle on hers. "We have all the time to find out. But we can start with this." His arm suddenly wrapped behind her neck, the other hugging her back and pinning her down. Her surprise shown with a light gag. The heavy earth stallion pinning her on her back with a hot exhale over her ear. Her eyes wide as she panted in confusion.

A deep warm lick gripping her ear like a cat cleaning made a loud shuddering moan as her own body shivered. "Every inch of your body is mine to enjoy. Mine is for you too." He hungrily explained. A hoof pinning her head into the pillow as his long taster grinded up her cheek, unapologetic at it's act as she quivered.

"I could tie you up. Strap you to the bottom of me while I walk around the ship fucking you. I could wrap all of you in cloth for days with nothing but your holes for me too enjoy!" He laughed hysterically.

It would have been unnerving if he wasn't already halfway inside her, his thick throbbing shaft pumping mercilessly inside with lubricated sloshes. Her eyes rolling back as his weight crushed her into a crater in the mattress. "We'll start with this!"

His wide grin gleamed as she felt his hooves press into her neck. His weight pressing down as it became harder to breathe. His face lowering to lick at hers quickly between thrusts, toying with her breath as he panted over her muzzle. Barely any fresh air entering as she gasped and gurgled whatever moan she could.

Drool leaked from her as she rocked back and forth under him. Her body acted on it's own. Her short rear hooves wrapped around his to pull him in deeper. No thoughts of resistance or care for her own safety in her drunk state. For the first time her own smile crawled up her messy face as her eyes reached upwards. "D-doctorghh!~"

The lack of air swirling her mind into no thing but the moment. A rush of wetness splashing around inside her as she felt the full force of his cock bury a river of cum in her. "Ahhgh! Haagh!" Her back arched as a rolling avalanche of release set through her insides, her face fully blue before finally being released from his grasp, coughing and panting under him.

"Nrgh... Waiting a week was worth it." He grinned, licking the excess from her chin with a wild gleam. Before she could find the energy to reflect on what had happened, his body collapsed on her. The stallions thick hooves wrapped over her back as he smooshed her under him. Her body leaking both of thier fluids as her nuzzled into her ear.

Her throat swallowed what saliva it could before wiping her face on his neck. His panting dying down over her folded ear. A few minutes passed before the quiet moment was inturrupted by a loud knock on the door, followed by Rogue's voice.

"Hey boss. All the other guests cleared out of the bathrooms. Captain said it's free for you to enjoy." He echoed through the door, muffled slightly.

The old earth pony let out a grumbly sigh before pulling out of the filly, leaning back onto his flanks as the wet log of meat plopped out and onto her belly, leaking a mess down her tummy. "So much better than trains." He chuckled, leaning over her and kissing her cheek.

His nose sniffed and recoiled slightly at the scent of the young pegasi. "Ooph. You've been cooped in here too long. Let's join the boys in the spa."

Withers and Rogue both leaned back in the half barrel of bubbling water as Caballeron and Scootaloo entered. The walls lined in tile as well as the floor with mist filling the air. The dim light resembled a cellar as the smell of smoke overpowered the mist.

"Ayee! The little one is finally out of her room!" Rogue waved. Withers eyes were finally seen without the shades, revealing a young face with haunting yellowish eyes looking over her.

"H-hi guys." She waved back gently, feeling out of place and rather weirded out by how casual they were being with her. This was really the first time she's seen them outside of a work setting.

"Hooves off boys. She's here to clean up." Caballeron snickered, letting the filly enter the bathhouse in front of him.

"Well I don't recommend in here. She'll just end up smelling like us and the rest of the ship. Plus I think Biff pissed in here before turning in." Rogue explained. In the middle of thier abode was a table was an ashtray and more of that gross whiskey on top. No playing cards this time, instead a game of dominos Withers was clearly winning with ease.

Caballeron nodded and led her around them, a doorway with a curtain covering it as she was greeted by a small restroom with a cozy tub. Unlit candles waiting as Caballeron turned the faucet and the steamy water filled the tub.

She gazed over as his newly lit match pressed on each candle. Light filling the room before letting himself sink inside the warm water, beckoning her to join him. His body rested back to lay flat, leaving her ownly choice to lay on his chest with her flanks in his lap.

"Tsk. Looks like I pushed too hard. You have marks on your throat." He observed, pulling her up face to face. "You've been quiet since we did that. I didn't do too much damage I hope?" His hoof rubbed her cheek while the other rested over her flank, causing a shudder down her back.

"You scared me." She grumbled, shifting her rear and sinking further on him to soak up the water better. A silence filling the air as the two henchponies outside chatted quietly in the distance.

"Will I ever see my friends again?" She asked, her purple gaze sullen as Caballeron gave an understanding mumble. Slowly he brought her chest to his and lifted her into his lap, sitting up.

"You have an oppurtunity to join me in building something grand, mi amor. You have to understand. You stick with me, and they'll be coming to see you." He spoke firmly. "But that's a long way from now. You're starting a new life with me. Mine alone. Understand?"

She slowly nodded and felt his hoof rub her back. A bar of soap scrubbing over her as she felt a kiss on the red marks covering her neck. "I've thought up a fitting name you might like. It's after my favorite gem." He smirked.

"Countess Ruby."

14. The Fire Inside

The hillside was something out of a novel. The town was set in white stone with buildings leading up to a sizable castle upon the hilltop. A small palace awaiting. The bottom of the hill being a quaint harbor against the town with many ships going in and out, all seeming like ants from the elevated ship Scootaloo and Caballeron watched upon.

The salty air from the sea and heat of the rising sun gave Scootaloo a relief from her headache. The amount of sex and drinking water afterword's prevented a full on hangover but she felt like her legs were on clouds from how much she swayed on the flying airship.

"The Snowrock Isles. Gorgeous isn't it?" Caballeron stood behind her with his chest on her back. Her small hooves resting on the railing of the ship as she felt his chin rest on her mane. His body warming her from the cold air passing by as she rested her own head against her hooves, being cuddled by him.

"It looks like a sculpture." She admired, feeling one of his hooves rub her chest with a deep hum.

"That's the capital of our new kingdom, little countess. That is the city of Windgate. Though you and I can rename it if you'd like." He spoke softly in her ear. The intense sexual feelings she'd feel earlier were left under the surface after the exhausting night, replaced with a more intimate feeling of contentment.

"Windgate is nice." She complimented, suddenly shivering before feeling the new ruler climb up further to lean with her as his new cape covered her body, leaving little opening for a chill. It was a desaturated royal purple with black and white fur outlining the sheet. Oddly fitting with his age and stoic demeanor, the leather eyepatch covering the right eye where he was stabbed not long ago really fitting the look.

"It's outside of Equestria's borders and is protected by the International Trade Concordat. Without a natural export besides fish for the gryphons, it was a dying nation. However, with our donation we'll be able to industrialize and build factories for the port to export the rubber further inland and whatever the mountains have. Then other necessities as the economy grows." Caballeron explained, getting a yawn from the small filly. Economics already bored her and she wasn't even on the island yet.

"Of course. That'll be for me to focus on. You'll be simply be tutored on your proper education, as well as social events for your new standing, then the castle and its luxuries are yours to enjoy." He rubbed her hoof, kissing the top of her mane. He heard no remarks about what he had to do for all of this, no complaints or snarky remarks. The soon to be count glanced around her head to see her eyes closed with a soft smile from the morning sun and fresh air, simply happy to be outside.

She'd be lonely at first. He had work to be done but once his reforms were set and the islands forces were strengthened, she'd be free to announce her true self eventually once they were married. Rainbow was gone, Daring Do gone. Whatever issues came up would be backed with a competent nation, diplomatically protected from Equestria's sights. With the islands history and mix of magically adept forces, most of it welcoming him, he would no longer have to run and hide! He gave a soft sigh and nudged the young pegasus awake. "Let's get you cleaned up and in proper attire. I won't have my countess looking like an unwashed slob in public."

He'd left her in the tub to clean up, a moment of alone time as she felt the ships slow descent.

Rainbow was gone, but all she felt was the desire to be on the railing again with him in her ear. She never imagined her life to go in this direction. Her eyes glanced up to see Withers suddenly in the doorway, leaning with his shades over his mane. "Hey kid. You doing alright?"

"Funny coming from you. You didn't ask me back in Equestria." She frowned, sinking in the tub slightly to hide herself, he wasn't going to try anything now was he?

"Just being nice. I'm your bodyguard from now on. There's a lot of traditionalists that want to get at Caballeron and it might not be long until they try and get to him through you."

Ironic.

"You seem more... Matured." He furrowed his brows curiously, seeing the thoughtful glance from her. "You've been through the wringer. You don't have to be friendly with me but if you need an ear without it being tongued I'm around." She let out a snort of a laugh, bubbling the water outside her nose, before emerging again a bit.

"What made you become criminals?" She asked curiously, signaling he could invite himself into the wood restroom, sitting near the window on the closed seat.

"Why, looking to become one?" He chuckled, putting his glasses up and leaning back.

"No, just curious."

"Well. The easy answer would be money." He sniffed. She frowned as his shades were returned, unable to see his eyes she put the shower curtains between them. He paused thinking she was ignoring him before her voice peeked out again.

"The not easy answer?"

"We all came from failed attempts at normal life. Biff wanted to be an opera singer. He was good but was thrown out for his gambling addiction. I was... What the hell do you call a guy seamstress?"

"A tailor?"

"A tailor, yeah. I made really cool outfits. Like Rarity but they were more uhhh. In your face. I mixed pyrotechnics with them for stage shows. That's where I met Biff." Scootaloo heard the sound of a match and the smell of smoke. She'd been around long enough to know that meant they were settling into a longer conversation. She played along while scrubbing under her wings.

"What happened?"

"Arson."

"Oh."

"Yeah. Had my lady cheating on me and chased after the guy who went and hid in his house. Just wanted to smoke him out for a chat but I was a little too liberal with the lamp oil..." He paused and let out a chuckle. "We all met in the jailhouse that night before Caballeron bailed us out and hired us. We became fast friends after that."

Scootaloo poked her head out adorably, enjoying the entertaining yet odd story. "What about Rogue?"

"Public urination. Guy's a drunk. I see how you look at that wine bottle too." He leaned on the window, eyeing her. She didn't need to see his pupils to know he was seeing the potential to a problem.

"I'm not gonna pee all over if that's what you think." She argued, leaning over the lip of the half barrel.

"That's what he said. Just know your limits. I don't want to foalsit another bumbling drunk." He huffed smoke at her, making her face scrunch up and hide back behind the curtain. The youngest of the henchponies cleared his throat, opening the window just as the ship touched the water, now slowly making its way to a crawl towards thier new home.

"It's not like that." She mumbled, sitting and twirling her hoof in the water, remembering the town drunk, Berry Punch. She always had a smile and was lively, but her eyes were so sad. Scootaloo questioned herself in the quiet moment, wondering if that would be her in the future.

As if a snap back to reality, Withers voice peeked back in. "So. Ruby the Countess huh?"

Her ear flicked and was brought back into the conversation from the clouds. "Oh. Yeah. I guess."

"Yeah, I'm not to big on it either. You don't seem the gemstone type. Caballeron choose it?" He asked casually, still leaning and admiring the seagulls outside.

"Yeah. He said I could choose but he had the idea and I went with it."

"Well you're the Countess now, tell him what name YOU want. It's not in stone yet." He opened the cirtain back and flipped his cigarette out the window, his shades remaining as he leaned down to look her in the eye.

"Where I'm sitting, I'm seeing somepony who can do a lot of good. He's laid the foundation for something big through you. You're here now, so just ride with it. There'll come a day when he's gone and you'll be put in the spotlight. Have a family, learn to be a good ruler through his mistakes and all that will be left is you to pick up the mantle. It's your choice whether to buckle under the weight of responsibility he's giving you or use it." He told her bluntly.

Her eyes began watering as the numbness in her body began to feel that fire again. Her small wings gripping her sides as the gleaming light returned in her eye.

"Show me you're somepony you're worth protecting like Rainbow did." He growled, something inside her jumped at the mention of the name. Caballeron took everything from her, but also gave it all back in a different form. In her own twisted way she realized she admired them both in the same way.

They got things done.

"O-okay." She swallowed, giving a stoic nod and pushing back her tears. He patted her shoulder and made his way back to the doorway, turning back as if forgetting something.

"I never mentioned Rainbow Dash by the way. I'm just the quiet bodyguard." He hushed, putting his hoof up to his lips with a smirk. With that he slid his way out, seating himself outside the humid room and giving her privacy back with the click of the door closing.

She paused, her heartrate elevated as she looked down at her orange coat. That's right. She was a countess! This was just a new chapter in her life she wasn't expecting. She didn't even feel so isolated anymore thanks to Withers.

If anypony was going to be a ruler from her old friend group, she imagined Sweetie Belle would be, but it was her. She rubbed her eyes of the mist from the intense pep talk, but she was here now. Caballeron was her fiancee and even if deep down she despised him, she admired him too.

"If I'm going to have a fake name I'm gonna have the coolest fricken name ever!" She beamed, feeling herself lifted out of the tub to look in the mirror above the sink. Her mane jagged and slightly longer as she smiled at herself.

"Firefeather!"

An audible laugh escaped just outside her door as she turned and hit it near where Withers head would be. "Shut up! It's cool!"

15. Awoken Fury

The pressure was immense. Not only the sand around, but the burning. It was like fire in the lungs as Rainbow kept her eyes shut and face pressed on the glass near the more top part of the glass. Wedging herself between the glass and Daring. The novel pegasus pushing back to lift the hourglass off it's own trap door.

She'd gotten the bottom hatch open, but one had to push on the floor outside while the other got out. The two on thier last legs for survival.

"Okay! It's cough! open! I can wedge myself while you escape!

"You idiot! Save your breath and go! You were under longer!"

"What are you doing, quit trying to push me out! The hourglass!"

Crash!

A quiet hiss of deadly sand was cut by crashing glass into the sandstone floor, Rainbow landing on her back. What little air she managed to keep escaping from her sand filled lungs as she watched the floor slowly open to engulf the broken hourglass.

Daring...

She could only lay there, fighting for tiny breaths as the shattered hourglass slowly rolled. She had to move, do anything to get back. The sun poked through the door as the floor begun to reopen, revealing the deadly pit again. Her muscles burning as the form of her friend was stuck halfway in the hourglasses bottom trapdoor, unconscious but almost out.

A few inches was all she could do. Her wings flapping to try and fly, even if she could manage it, the temples curse kept her grounded and breathless.

"Wake up! cough Please!" She let out a chopped cry towards Daring Do, not seeing any life. The top part of the hourglass slowly shifting as the floor opened more.

"Nonono, please! cough Don't let this beat you! Get up! *cough" She tried to lift herself, her muscles burning as she tried desperately to bring her body up. It was like a cork was blocking off half of her lungs. In the same push off the ground to try and stand, the dusty particles on the ground thinly covered the floor beneath her hooves. Her limbs tripping under her like ice, letting out a guttural hacking on the temple floor.

She could only stare helplessly as her friend's unconscious body slipped off with the deathtrap into the boiling acid below. The glowing green lighting the room like hell itself. That damn green like his evil eye.

Her hooves went limp until the feeling of another hoof lifted her head, turning her body over. Beige fur... Black and grey mane... A new energy from the very core of her body, burning in rage. Her hooves lifted at his neck, he'd pay! She'll take the other eye!

Her weak grip around the stallions neck immediately became limp as he easily pulled down her arms, getting closer.

"Rainbow?"

Those eyes... They weren't green. They were blue!

Her blurry vision managed to focus one last time to see her friend, a new player on the board. Her old friend Quibble Pants panicked, calling for help towards the temple entrance. She had to tell him. Just his name. Caballeron did it all! He could look into the pit to see! She grimaced to try and get a single word out, finally realizing she was out of breath. All the energy she gained from mistaking her friend for that bastard was now fried.

"Hold on Rainbow!"

Her eyelids lost strength as her conciousness faded. The surrounding darkness closing in before seeing his hooves cover her chest to try to resuscitate her.

"Hold on...!"

Gaaaasp!

Her eyes flew open as she sat up. The feeling of an oxygen mask covering her muzzle as she looked around in a panic. The room was much brighter than before as she saw a yellow furred pegasus standing at the foot of what appeared to be a hospital bed, a bouquet of flowers in her mouth dropping onto the foot of the bed.

"Fluttershy...?" She managed to breathe out. Her body felt like a pile of bricks with her eyelids half closed. All of her energy trying to stay awake before closing her eyes again.

"Nurse!"

An hour later, a collection of all of her friends stood around in the room around Rainbow while the doctor continued his tests. Her mask still on as she deeply inhaled. The air given didn't feel like normal oxygen. It was humid, like a freshwater swamp entering her lungs.

"What is your parents names?" The mint green stallion asked, scribbling on his papers. His dark brown eyes focusing on his list as she impatiently answered questions.

"Bow Hothoof is my dad, and Windy Whistles is my mom." She sighed, tapping her hoof on her thigh with a very impatient groan. "Are we done now!? I'm fine!"

"Rainbow. You've been unconscious for 3 whole years..." A lavander alicorn she recognized as the princess of friendship stepped forward.

"Like in a coma?" She blinked, her memories sinking in. "Doctor Caballeron! cough Daring Do! Scootaloo! cough cough" She threw herself up to get off the bed as an orange and blonde cowpony easily thrusted to push her back down on the hospital bed.

"Hold your horses there. Look down." Applejack more easily pushed her back. Her muscles had taken a hit from the amount of bed rest she had.

Rainbow's panicked gaze slipped over her own body. A deep seated sinking in her barely recognizable stomach filled her with dread. All of the lean muscle and color in her fur was drained, leaving a lithe skinny form barely able to move. "I..."

The doctor leaned from the other side and set his clipboard aside. "You had a heavy amount of sand in your lungs, Dash. It's a miracle you're able to even speak. We have you undergoing a treatment that humidifies your lungs. You'll be coughing a lot but it's one of the reasons you're awake now, since you're getting more properly oxidized blood into your brain. I can't discharge you until your treatment is completed and we perform more tests." He explained, the mumbo jumbo going over her head as she grimaced.

"I can't stay here. I have to save Scootaloo!" She tried to sit up again, getting another hoof from Twilight more calmly holding her in place. Her hoof was like a paperweight compared to her weakened state."

"Rainbow... Scootaloo's gone. The cave collapsed remember? We were afraid of this. The lack of air might've damaged your memory.'"

"No! cough! It's worse than that!" Rainbow gasped, almost hyperventilating as her own body betrayed her, laying on her back with her pupils the size of pins as she seemed to stare up at something beyond the ceiling. Something they couldn't fathom. "It was a trick. gasp He took her with Somnambula's glowpaz. He faked it all!" She explained. The 5 mares and doctor staring dumbfounded.

"He... You mean Doctor Caballeron?" Twilight asked stunned. "We figured. We couldn't find their bodies, and the glowpaz went missing."

"He used her to get to me and Daring. He..." Even Pinkie recoiled to see a face she never seen in her friend. Her body clenched as she gripped the light blue hospital blanket over her body. "He's gonna wish that cave buried him."

Rarity's hoof covered her mouth as the others glanced at each other. The fashionista stepping forward near the foot of the bed with worry. "Darling. Tell us what happened. If Scootaloo is alive and out there then Sweetie and Applebloom need to know!"

Applejack's eyes begun watering while putting her stenson over her chest. "They do, Sugarcube. They wouldn't leave the desert for weeks. Where's Scootaloo?"

Rainbow swallowed through the thick air as she let out a grimace. "Doc. Can you leave us alone?"

He respectfully nodded and took his board. "Of course. Would you like me to contact your parents? They visit often."

"Uh. Later. cough I'll let you know when I'm ready." As much as she hated to make them wait, her mind was still in other places.

"Gotcha. The buzzer is next to you if you need us." He nodded, closing the slide door behind him and leaving the group alone. A long anticipating silence creeping in before Rainbow spoke with her trademark bluntness.

"He has her."

The group stood silent. A sudden change in the air filled the room as understanding at Rainbow's feelings set in. "He somehow got Scootaloo and raped her while watching Daring and I... Damn it." Her hooves lifted to her eyes to wipe away tears. "We thought it was just another stupid Caballeron plot and I went to her instead of you guys and I got her killed!" She begun sobbing, a plush white cloth floating from Rarity as Fluttershy leaned in to hug her.

"No no. Whatever happened was his fault and not yours." She tried to console, leaning her head to her chest while the others watched in disbelief.

"I don't even know if Sombra went that far." Twilight scratched her chin, trying to put together pieces that she had so far. "I know it's hard Rainbow, but we're all here to help now. Scootaloo's still out there in the wind and we have to get her back!" She spoke with a renewed sense of direction. "Tell us everything that happened. From the beginning."

The cyan pegasus wiped her tears and nodded with a more stoic and reawakened determination. A heavy cough left into the tube to clean her lungs before clearing her throat. "Okay... I started off at the train station to meet up with Scoots..."

A good amount of time passed as the light from the window became dimmer from the falling sun. Her friends had sat besides her bed as she told the horrifying events that took place.

"Once Daring pushed the glass over far enough it broke on the temple floor and I fell out. cough It rolled into the pit and I couldn't move in time to save her. Then somebody came... I can't remember."

Applejack's hooves were folded on the side of the bed in thought before remembering. "The doctors in Somnambula said a stallion found you but disappeared in a hurry. They said he was a nerdy, blue eyed-"

"Quibble Pants!" Rainbow smacked her head. "How could I forget!?" She blinked, what else had she forgotten?

"The doc said you could have a teeeeensy little bit of memory loss. Honestly, you seem great besides that so far!" Pinkie smiled optimistically. Even she knew though how messed up the situation was though.

"After that I blacked out... Do you think he heard me and that's why he took off?" Rainbow speculated. If she said it was Caballeron before passing out like she tried, he might've followed the creep!

"If he did, we haven't heard anything. We didn't even know that was him who found you. We thought you got lost trying to find the burial site and got suffocated in the sandstorm!" Twilight sighed, feeling like an idiot for not looking deeper. "But now we have a lead. If Quibble followed him, we can see if he left any clues behin-"

"Hello?" Another voice, not of the group echoed from the doorway as Rainbow turned to see the last pony she expected. A tall, pale orange pegasus with familiar purple eyes that gazed down at Rainbow somberly. Her face sunken with heavy bags under her eyes, clearly weary from crying. "Oh good. I'm so happy you're awake, Rainbow."

"Scootaloo's mom?"

"Mane Allgood. Yes." She nodded. Her eyes were clearly puffy from crying recently as she stepped in. Rainbow's body became cold at the horrible realization that she'd rather see her parents than be in this situation. "I've come to visit you occasionally since um... Well you know." She let out a half laugh, half sob. "Ahem. Sorry if I'm interrupting. I was waiting my turn but couldn't help but overhear Caballeron's name. You know him?" She asked innocently.

The rest of the gang didn't know how to respond as Rainbow's jaw could only give out the most minor of movements behind her breathing mask. "Y-yeah."

"Gosh. Small world. He was one of my old boyfriends back then before I met S-Scootaloo's father. He still donates to our sanctuary even. Imagine that." She somberly giggled, clearing her throat. "I'm glad you're awake Rainbow Dash. Scootaloo never stopped talking about you."

"I uh... Thanks." She desperately turned to any of her friends. She wasn't ready for this conversation. She couldn't even look the older mare in the eye as she silently pleaded for any of them to step in.

"Oh my gosh! You're the famous Mane Allgood? I've heard you met so many animals in your travels, and you have the biggest animal sanctuary in Equestria!" Of all ponies Fluttershy was already nose to nose with the taller mother. "How many critters do you have? Oh no don't tell me, last months article in Mammals and Mommas said you had over 500 various species. You have to tell me all of their names. Each one!"

"O-oh? I didn't know my little family had such a fan. I-I suppose I could start alphabetically..." The tall pegasus hesitated. The door slid closed behind them as Fluttershy basically chased Mane out of the room, leaving the others to recover.

Rainbow put her dehydrated hooves against the side of her head as fresh tears started forming. "I was so focused on Daring I didn't even realize I'll have to tell Squirt's parents about this. I don't know what I'm gonna say!"

"Absolutely nothin'."

Applejack's voice spoke firmly. The other mares looked dumbfounded as Rarity frowned. "What do you mean, Nothing? She's her mother! She has more of a right to know than all of us! I thought you were the element of honesty!"

"Yep, so I can say for certain the truth right now would make her more of a mess. We should find Scootaloo first before givin' her any news." Her hoof tapped on the feminine unicorns chest.

"That's cold, Applejack. What if we did the same to Applebloom and Sweetie Belle? At this point they're as much her family as Mane is!" She argued, getting a deep frustrated exhale from the cowpolk.

"You know for a fact they might do somethin' crazy that got Scootaloo in this mess in the first place!" She hollered. Suddenly two cupcakes got shoved in their mouths as Pinkie emerged with a different outlook.

"Maaaaaybeee we should let Twilight and Rainbow do it and just support them like goody-woody friends?" She blinked rapidly, getting a defeated yet understanding pair of nods from the two of them.

Twilight continued the conversation after the others outburst with a sigh. "You don't have to, Rainbow. I can sit with her outside and explain our situation while you rest up and brainstorm with the others. We'll figure it all out together when I get back." She smiled comfortingly.

"Thanks, Twi. I'll do anything to get Scoots back but... cough I don't think I can look her in the eye right now until I make this at least a little bit right." She sniffed with a few tears, getting a consoling shoulder touch from Twi and the others. Their ears perked up as the sliding door opened back up to reveal only the shy yellow pegasus appearing.

"Fluttershy? Where'd Mane Allgood go?"

"Oh she got to Archemedies when telling me all her little friends names and remembered his mate Flora was having a litter of cubs! She said she would come visit another time when she was less busy. But look! She gave me her patron's info so I can send a request letter for funding to expand my animal sanctuary!"

"Uh... That's great Fluttershy, but we still need to think up a game plan to find Caballeron." Twilight dismissively chuckled.

"Oh that's so funny! Her patron has the same name!" Fluttershy waved the small notepaper in front of the stunned group.

"Do the Snowrock Isles have first class shipping?"

16. A Visit

"Absolutely not."

The two newly crowned nation rulers of the Snowrock Isles made their way down to the giant castle's royal lobby. Long ago the towering castle used to fill the sky above the mountainside, but time and the elements forced the dilapidating nation to humble it's ruling centerpiece. Now turned into a glorified brick compound similar to a large mansion.

Adorned with a purple cape with white frills and new leather eyepatch. The count itched his forehead with a hoof before shaking his head.

"No and that's final. I was open to other more elequent names but you missed the deadline and even if you didn't I'd still say no. It sounds like a cheesy comic book character!" He argued, seemingly in less of an irritated mood and more enjoying the banter at her loosened up whining. Which to him was somehow more comforting than brooding quiet from her.

Besides him, Scootaloo was covered witha more striking silver tiara, and a matching silver necklace with a ruby gem in the middle, imitating the princesses of Equestria. Her mane had grown to her shoulders and swayed to the side similiar to her old idols. "I know! That's why it's so cool!" She stopped as her ribs hit the end piece for the curved stair railing into the main lobby, finally flipping back on her hooves with a quiet grumble. "Withers thinks it's cool..."

"Withers wears sunglasses at night. Nothing cooler than brain damage from running into doors." He scoffed, their hooves finally reaching the marble like floor under the main lobbies chandelier as they made their way to the door. "Now enough. You're Countess now, so act it."

She huffed as they made their way to the two giant entry doors. Her back straightening up and flipping her slightly longer mane into a proper combover as they stood waiting at the entrance. Two nameless unicorn stallions in armor stood at attention before moving to the large handles to open the entrance.

"So who are we meeting this time? Another noble family with a weird son obsessed with his hoof fetish trying to seduce me?" She whispered with a sneer. "Oh! Or another wizard with a taste for vengeance against the old regime that he didn't realize was already buried! Come oooon, tell me!" The usual banter he partook with her fell flat as his unpatched eye turned more seriously.

"Perhaps you'll sober up once you find out."

The large doors slowly swung open as Scootaloo's eyes became pins.

"Welcome Princess Celestia. Princess Luna. I hope your journey was pleasant." Caballeron greeted as if it was another day, stepping forward as he lifted each Princesses hoof to respectfully greet with a royal peck.

Luna's jaw hung agape in shock while Celestia, whom hadn't been as familiar with the filly as much as her younger sister, continued unaware of who the filly was. Especially after three years. "Yes. It seems that Snowrock is finally being put on the map and we'd thought we would see how much things have improved." She answered as if in autopilot, not even tilting her head to look at Scootaloo yet as she went through what she thought to be normal pleasantries.

The Count turned to see the blue furred eldest staring at the overwhelmed filly, who was almost trembling in place. Why were they here? Was this a rescue? Or were they in cahoots with Caballeron the whole time!? "Ah, how rude of me. Allow me to introduce you to my fiance. Countess Ruby. Say hello, dear." He smiled warmly.

"H-hello. Welcome to Snowrock Castle P-princesses." She smiled awkwardly as the two titans of Equestria entered. "What brings you here?"

Luna's face of disdain begun to grow towards Caballeron as Celestia leaned forward with a polite bow to the "disguised" Scootaloo. "Well as you might know, we've retired from ruling and can finally spend our days visiting places outside of Equestria that would've consider our presence a hefty political ordeal before. Isn't that right, Count?"

"Your presence isn't a hindrance at all, dear Princesses. As a matter of fact, your visit will even more legitimize our humble country into a place that can become a household name." The old stallion smiled warmly, his eyepatch making it rather humorous.

"Of course. Which is why we won't be causing any trouble, sister." Celestia spoke firmly, bringing Scootaloo's attention to the large blue alicorn with her horn right against Caballeron's throat, who grimaced with a smug smile blended in. It seemed Celestia was playing along after all, and had much more practice in handling surprises such as this.

"You'll forgive me if I ask for proof that this filly isn't a citizen of Equestria." The smaller of the two large alicorns keeping her horn poking his neck.

"Luna. He wouldn't be showing her off if he didn't have papers, and contingencies." Celestia almost growled under her breath at Luna. The sight of Luna slowly backing away from Caballeron bringing a mixture of heavy confusion into Scootaloo. What was happening? They were Princesses so why wouldn't they save her after seeing her immediately!?

"Ahem. Of course. Countess Ruby is a citizen of the Snowrock Isles and under it's watchful protection. She's already hosted fou-"

"Honestly, I haven't seen such bold and vile acts like these since the olden days of the Equestrian kingdoms. We even had spears for thrones. Here I expected a benevolent count and his loving fiance and I find two dead Equestria natives. One a villian and one an innocent filly."

"... Four very large charity events. Wasn't even my idea."

"How lovely. Educate me on why I haven't tossed you into the sun just yet." The larger pale princess threatened, managing to get a nervous drop of sweat from the one eyed stallion.

"Because under the concordat the other big players have agreed to refuse trade with anyone who attacks my nation or person. Not only that, but Equestria isn't the only land with magical history. I have been very busy." He grimaced, leaning forward with a seemingly inconvienienced huff. "I've rebuilt this abandoned island you left hundreds of years ago, and they all have quite the grudge for what you did to their ancestors."

He spoke firmly. A small but impactful moment of hesitancy crossed her eyes before he slowly took a step back with a calming breath. "I've spent years stuck in tombs and swamps avoiding the law in Equestria when all I wanted was some pocket change for my archeological findings. MY WORK. You all forced me into this position so I intend to win, just like I did against Daring Do and Rainbow Dash." He declared, almost as angry as Luna now as his shorter stature seemed to impose the aura of an actual Count. "I would prefer we have a more productive and civil discussion, so perhaps I can have Countess Ruby escort you to the bathhouse to relax and we can reconvene when tensions are more loosened."

The two stared daggers into him before Celestia took in deep breath and shifted her demeanor back into business. "That sounds like a splendid idea. That boat ride made me rather woozy from the sea. It's okay if I vaporize any unwanted guests in the bathhouse while I relax, right? I'm sure the concordat will understand my nervousness when bathing in the island that holds such grudges against me."

"But of course."

"Fantastic. Lead the way, Countess Ruby.~" Celestia's mouth twitched as the three made their way further into the manor with Scootaloo leading, leaving the count to prepare up the stairs in his office.

"W-why are you guys here-"

"Hush. I want to enjoy the natural hot springs this place has to offer. No talk of business or politics please." Celestia huffed overdramatically like a spoiled teenager making Scootaloo grumble. No wonder she got kidnapped, with rulers this inept. "He's deranged."

The group finally reached the steam baths within the manor court yard, where a sizable bathhouse decorated the back of the garden they all entered. A giant gazebo of white stone sheltering the spring beneath.

"Mute bubble, please." Celestia winked as Luna lifted her head slightly, a large blue bubble within the bathouse surrounding the group as they settled into the bath. "A bit of privacy goes a long way, don't you agree Scootaloo?"

"I-I don't get what's going on. Why are you here? Are you planning to get me out of here?" Scootaloo asked rapidly, her head turning back and forth to the two.

"We're heavily considering."

The small pegasus paused. She almost immediately jumped at the oppurtunity but felt Withers lesson still imprinted in her. "I don't know. I'm doing a lot of good here than I even did back home. Ever since Daring and Rainbow Dash died it feels like I have to make up for it!"

"Rainbow Dash is alive, little Scootaloo."

"She..." Her eyes grew unblinking. The little countess with her longer mane and facade of royalty folded back into the true tomboyish eyes of the filly, her face folding into the ugliest cry she ever produced. Crossing the bath she hugged Celestia tightly as her eyes poured out all of her relief in laughing sobs. "H-how? She was buried alive in sand!"

"I don't know but she was found unconscious and has been in a coma for three years. Her heart is still beating though so that's a start." The alicorn rested her hoof on Scootaloo's mane.

"Can you get me out of here?" She sniffed, smearing her face against the princess.

The younger sister leaned back and cut in. "Unfortunately, not without starting a war. We granted this place independence long ago, but it seems 'The Count' has reignited their disdain for us. I also think Caballeron has something else up his sleeve. I've read the Daring Do books, he's too arrogant to be bluffing." Luna folded her hooves in thought.

Celestia joined her in quiet reflection, suddenly asking a more personal question to Scootaloo. "When are you two getting married?"

"Wha- um. In a month."

"Well then, I believe we can turn this into our favor. On your wedding day it's customary in Snowrock that a single creature who objects can chose to fight Caballeron to prevent the wedding. I'd do it myself, but Luna and I have too much history with the place for it to be accepted."

Luna dipped in the water with a hum. "What do you think sister? Perhaps Twilight can do it in our stead? A fresh face for Equestria could help bring the island back into talks to rejoin the mainland."

"I'd agree, but I think Twilight would be more productive after the fact. This place is old world. Luna. You remember. When they fight, it can be to the death." Celestia grimly frowned, looking down at the out of place filly within the royal marble bath house. "I believe Rainbow Dash could do it. A situation like this calls for somepony close to Twilight, but involved enough to not hesitate."

"Agreed. Though unless a miracle happened while we're away I believe she's still asleep, and we may have to do some work on her body when she awakens as well." Luna sighed, her mind seemingly unenthused. "We may have to wait until the week before the marriage. They're so difficult to grow." Luna explained.

"Rainbow would've been awake by now if you'd used the first set of wakingbell seeds instead of wasting time selectively breeding them! What's the point of having miracle flowers if you don't use them?" Celestia poked her siblings nose.

"Enjoyment of the process! Also I didn't want room for error!"

"You old bag."

"You're the eldest!"

The two paused as Scootaloo wiped her eyes with a solemn clearing of her throat. "I'm glad Rainbow's alive, but... It might be best if I just stay here." The little countess spoke more boldly. The two siblings turned with stunned eyes. "I don't think I can live normally if I go back anyway. Plus, Caballeron lets me wander freely and help the people here." She explained.

The old sun princess approached with misty eyes as her hoof rested on the filly's head. Her gaze proud at how strong this little pony was being. "Little Scootaloo... Brave Scootaloo." She sighed, blinking warmly as Luna watched on.

"Shut up."

Scoots paused stunned as the older mare continued speaking. "Caballeron still took you, an entire kingdom's national treasure and Daring Do's life. You can still do a lot of good here after we free you, but he has to pay." The princess spoke firmly, her hoof still over her damp mane before softening her expression. "I'm sure the citizens here will be happy to keep you. You might even get to stay a countess if things go well." The princess giggled to herself.

Scootaloo's eyes lowered with a mix of shame and understanding as the two elders caught on to her current thoughts.

"Don't mix his desire for you with love. We understand." Celestia lowered herself face to face with the filly. "At a certain point a switch flicks when you realize you can see yourself making do with your situation, and even enjoying it." She spoke bluntly, seeing the shameful redness crawl across the countess's face. "I've seen it before. Habit can become a comfort, and his desire can seem like genuine affection, but you have to prepare yourself to lose him." She explained. "It has to be done."

Celestia brought herself over to give her a firm hug as fresh tears poured down the pegasi's face. The little mare sobbed gently for awhile as the two solemnly comforted her for a few minutes. Scootaloo was relieved that she was finally seen but as she finally parted the embrace with a more focused demeanor, it was just when Celestia noticed a change to her belly when she revealed just how far things have gone these past few years.

"I'm pregnant."

17. Beans and Booze

"I imagine vanilla is a fantastic export. We'll be sure to let our businesses know you're looking for buyers." Celestia loosely leaned over the large mahogany desk within Caballeron's study, almost stumbling as she hiccupped to herself.

"You know, you're a sly bastard, but you sure know how to organize a potluck. Do you have those here still? I can't recall if that was us in the pot or the beans. Luna! Were we the beans!?" The princess drunkenly leaned back while Luna stared blankly at a bookshelf.

"I think they mixed the beans with us."

"Like they thought we were beans or that we would taste better with beans?" Tia hiccuped again, floating a large wine bottle over to sip from again. "Agh who know's with griffins. They're a moody bunch."

"Sister! It's talk like that that made them hate us in the first place. Do you think those beak breathed buffoons would appreciate hearing such language!?" The darker sister tipped over, leaning to her side as a bundle of books fell off of the shelf onto her head one after the other before she broke out laughing.

"P-perhaps we should turn in for the night. You two have had a long day." Caballeron stuttered, having a drunk pair of alicorns that can control celestial bodies stumbling around your office would make anyone nervous.

"You'd like that wouldn't you, you little cradle robber! Gettin all snuggled up in silk sheets that you stole. *hic*" The larger of the duo laid back her bottle with a final swig before spilling it on the desk. "Luna! Tell Cabby his cigar smoking isn't endearing."

"I bet he puts them up his butt!" Luna slipped forward snorting in a heinous laugh, catching the falling bookshelf with her own hoof before clearing her throat. "Mmm Tai, we should go to bed."

"Good idea, sis. The boat's rocking might make me barf though."

Caballeron rolled his eyes at having his idea stolen by the younger of the two mares as he trotted around his desk. "Fabulous thought. You two should rest. I'll have some guards escort you back to your ship." The stallion almost begged, moving the bottle that was slammed down away from the edge before it could fall.

"No, we'll fly ourselves. We can dodge so many arrows!"

"Hooooh!"

The count slammed the door behind them with a slow sink into the carpet. His body exhausted from entertaining those two as he nearly passed out in the dimming light of the fireplace. "Ugh..." He tapped his head against the door before a small knock right at his ear level politely rapped. He lifted himself and made his way past the trashed desk to seat himself. "Come in."

"My count?" Scootaloo peeked in with a blink at the sight of the room. Papers, furniture and other various decorations strewn about as he leaned on his desk in the utter mess. "Should I come back?"

"Why am I surrounded by alcoholics? How was I living underground from alcoholics!?" He seemed genuinely flabbergasted, he wouldn't be surprised if Rainbow herself had a taste for cider at this point.

"Um. Because you keep serving it." She spoke bluntly, entering the room with a quick brush of her hoof from a thankfully unbroken vase rolling on the cushioned red carpet. "Also cause it's fun." The filly looked up realizing it was more of a rhetorical question. "Then it isn't."

"We miraculously managed several trade deals and discussed even a national sport event to improve relations before the conversation devolved into types of armor for winged fighters and the historical significance of beans! I'm worried they won't even remember tonight!" He tapped the edge of his hoof on the papers of his desk before sitting down with a sigh.

"I'm still learning this places history and they've got me completely outmatched. Even drunk they were running laps around me." He vented, leaving an opening for the tired filly to approach.

"They lived for a millennia. Even learning the history, you're outmatched. They lived it." She giggled, cleaning up the bottles like she would with her own habit before he put his hoof over hers to stop from grabbing the giant empty bottle on his desk.

"Leave it. We have maids now."

"Right." She gulped, seeing his only eye soften before pulling her into his lap.

"I assume you all had an interesting conversation in the baths when they arrived." He spoke gently. His deep voice tickling her ear again as she shuddered in his space. A pair of lips rubbed down her neck as she nearly melted over him like butter.

"Mhm."

The stallions warm sigh halted in expectation, blackmailing her of the warmth. "Well?"

"They plan to challenge you at our wedding like you said. They won't do it themselves though. They don't want to reignite old history." She yawned, putting her hooves around his neck while sinking over his shoulder. "You know I hate talking politics."

"I know. A challenger you say?" He pulled her over his back, getting tired himself. He prepared to bring the two of them to bed by putting his cloak above her like a blanket before heading to the hall.

"Mhm. Twilight rules Equestria now so they think she could step in." She nuzzled behind his neck, getting an equal shudder from the stallion count as he carried her into the hall. "New face and all that."

"Not unexpected. I'll have to prepare." He sighed, his hooves becoming heavier as he saw the dark oak door into his chambers. A stoic stallion with silver armor saluted silently next to the chamber door, his diligence in guarding the room answered with a similarly silent nod from the count.

"You're not taking me to my room?" She asked. The two of them had actually been rather busy with their new duties, and she rarely got to visit his private space. Though it wasn't required, Snowrock customs normally had fiance's sleep separately to embolden their night after marriage. Caballeron was emboldened enough for the kingdom thrice over anyway.

"We have a few days free. I've missed you." He spoke gently, giving her that same feeling Celestia tried to talk down earlier in the day.

"You too."

Opening the door, they were greeted to a much darker room with oak lined walls and a black carpet. The bed itself a dark maroon with oddly, pale pink sheets. A brown engraved frame matching the walls with privacy curtains for the bed showed just how much Caballeron was accustomed to cutting himself off from the world.

Bookshelves to the ceiling, two plush couches with a coffee table between them as well as a decorative globe filled the nearby corner. His trademark bar mixed with his immediate study area filled the rest of the back of the room. An entrance to the bathroom, mirror and dressing station lined the wall to the right of the door they entered.

Without a word, the count brought her to the side of his bed and let her climb into the silken sheets. The mattress sinking her as the firmer one underneath caught her weight. Slumping on her belly, she watched the doctor pull off his cloak and almost took off his eyepatch, before remembering he had company.

His face turned slightly red before turning away to take off the eyepatch, only to turn back with a different one with a more cushioned back that rested easier on his face. A goofy drawn on smiley face Scootaloo recognized she made weeks ago for him to wake up too when looking in the mirror. "Nice eyepatch."

"It's my favorite one.~" He flirted, climbing onto the pink blankets to join her before slipping under, bringing the filly close to his chest with ease. He snickered and pulled her closer. The pegasus seeing herself in mirror he had pinned to the roof of his bedframe. Her long mane now spread along the pillows, which he tucked his hoof into. The sight would have horrified her back then, but somehow...

"Rainbow isn't..." The warmth became still around her as she spoke, realizing what she was about to reveal. "Alive anymore. Celestia said she was found trying to save herself in the hourglass, holding Daring down to try and breathe through the top and died in a coma." Scootaloo spoke bluntly. Where did all that come from?

"So that's why you were crying." Caballeron sighed, doing his best not to let out a laugh of smugness. "Heroes are overrated. Just do right by who you can. Even if it's only yourself." The stallion muttered, leaning to her and licking her shut eyelids from the fresh tears. "Killed by her biggest fan, hm? Tragic."

"I mean, it was pretty much you." She spoke matter-of-factly. Her "mourning" finally eased and was able to speak more frankly about the events. Especially with the secret she was holding onto now.

"I know." He grumbled, rolling on his back with a huff, looking up at his reflection with the reminder over his face. Even the smile drawn on his eye covering felt almost mocking. "I expected them to escape like they usually do, working together. I even admired them for it despite hating them. Now you're telling me Rainbow made the selfish choice and doomed them both. It kind of feels like my victory was stolen."

The silhouette of Scoots climbed over with her lavender eyes almost glowing in the firelight. Her eyes half-lidded with a tender expression. "Can I fix it?" She asked sweetly, almost begging as she leaned forward, letting her fruit tasting lips peck his gently. "You won. I'm here. That should be all that matters right now, right?" She spoke gently, letting her tail brush between his legs slowly. "Didn't you want to win so you could have it all, everything Daring took?"

"Si. Si..." He gulped audibly as her flanks rolled and rotated along his lap. His length lifting slowly with every throb as she gazed and bit her lower lip lightly. "We shouldn't. This place has customs."

"I'm already showing. You can either get in while you can or you'll have to wait." The filly giggled, slowly blinking. These long years had turned her into a needy mare, now more of his partner than his toy.

"You brat. You know I can't resist you." The stallion panted, leaning up as her smaller maw opened wide, dipping her tongue out to greedily catch his in a warm, twisted embrace. His large hooves bringing her down on his chest as his length begun poking and prodding along her winking folds, now much more loosened after dozens of long, messy nights of sex."

18. Investigation

Outside the dark oak door. The iron helmed stallion stationed outside of the room shifted uncomfortably to the muffled sounds of moans and squeaking bed springs inside. His body leaning on his polearm with his hoof adjusting his helmet awkwardly.

"Guard." The armored stallion stood to attention as Withers approached in the hallway, about to knock on the door before hearing the collection of lewd noises sloshing and moans echoing behind the door. "Ah I see. I'll come back another time." The slick stallion turned before pausing, raising his hoof.

"Actually, you come with me. I need company." He spoke plainly. This guard was about to protest before silently reminding himself that Withers was head of security. If he needed an extra hoof, it must be important.

"Yes, sir."

The two begun heading down the stone hallway, passing various paintings of unknown kings, many vandalised by fire on the crisp burnt edges that were blocked by engraved frames. This land was no stranger to revolution and coups.

"Have you been working here before the takeover?" Withers asked, pausing to test the guard's discipline before giving a sly smirk. "You have permission to speak."

"No sir. I- ahem. I was hired on in the first week. My family was rather surprised since I wasn't very fit when I began. I just was promoted to personal guard oh his majesty's chambers." The pegasus guard explained, almost tripping on the polearm he was using as a walking stick.

"Well, we'll be quick. I'm sure the count won't mind. We're meeting the magistrate and I don't trust being alone with her." The two turned a corner that the faceless guard recognised as the walkway to the seperate tower of the castle. One oozing with magic at the top that doubled as the lighthouse of the port town's.

"I've never met the magistrate, let alone been in the tower." The guard commented, walking across the open wooden walkway that overlooked the whitestone city.

"Lucky you. She's deranged. If she tries something, please pull me out of it."

"U-understood." The pair politely knocked at the tower entrance with the brass door ring. A gem encrusted in the middle sparked in green light as the two heard a voice echo directly in thier brains. The guard unstoically yelping in surprise.

"State your business."

Withers visibly sweat as he adjusted his glasses, clearing his throat. "Security regarding the Princess's visit."

"Oh Withers! Please come in.~"

The guard understood by the tone why Withers requested the poor guard to accompany him. However, unbeknownst to Withers, the guard was quite intrigued about being there.

Doing his job, he maintained his stoic duty in leading the way. With a push of his hoof he stepped inside to see an open lobby with countless books spread upon the walls, and a grand staircase leading upwards to different rooms. In the middle, he was shocked to see a griffon in magicians hat that was slicked back so it wouldn't come off when flying.

Her fur was a shimmering grey with piercing emerald eyes which seemed to flick around various floating texts as she rested on her side, sipping tea. Too her side was a small earth mare with a similiarly colored green gem buried in her forehead holding a plate of snacks. Her eyes glazed and unfocused as if she wasn't even there.

"Griiva..."

Withers solemnly greeted the griffon, signaling the guard to stand at the door as the stallion stepped forward. The guard had never seen the ex-criminal so out of his element as he shifted uncomfortably.

"Oh my Withers! Have you finally decided give yourself as my personal sex thrall?" The griffon set her drink on the plate and rose herself onto her talons, floating a green gem near her. A silver bracelet clearly her source of that kind of magic.

"N-no, dear. I'm here for an update on what the Princess's are doing. They just left for their ship to sleep off the booze."

"Shame. I'll get you eventually..." The magistrate flicked away her books, putting them back in thier places on the shelves. "They only casted a silencing bubble within the bathhouse. Since thier magic is... Well it's celestial. I was unfortunately unable to hear. Little Ruby was crying when they left however, deduce that how you will."

"Anything else?" Withers flinched as she suddenly teleported face to face with him. The more imposing creature cupping his chin with a talon, licking her beak as the gem she was floating hovered right above his forehead.

"Such bland topics, Withers. You know I'd take such good care of you if you just said yes." She whispered, causing a shiver up both the stallion's spines as her voice rumbled like velvet.

"You already have a thrall-"

"She's merely a symbol of my success in gem enchantment. But you... You are just so darn cute! Those shades of yours, I could pluck out your eyes with no one the wiser and all you'd need was... Touch." She hummed, getting closer.

On the surface, the guard was witnessing a poor stallion being toyed with. However, Withers lips were parted, absolutely enamoured and resisting as much as he could. It had become a game to the two. If he spoke the word yes, she wins.

The guard quietly cleared his throat, bringing Withers back to reality.

"I... Need to know if we need to take any measures for them." He studdered, getting a tsk from the griffon disinterested as she returned to her lounging couch.

"If they plan anything, it'll be for the wedding. I recommend you read up on this nations customs some more. They'll do things through proper channels." She sighed, looking over the stallion like a piece of meat, which at this point the guard wasn't sure if he literally was to her.

"Hngh... Thank you for your time." Withers gulped, turning away as the griffon giggled and floated a book back to her talon.

"Visit me more often, Withers. I enjoy our conversations."

Withers quickly trotted out of the tower with his guard in tow, sweating bullets. As the door clunked shut, he nearly fell to his chest panting. "Thanks... She's a damn witch..."

The guard tilted his face covered kettle shaped helmet. "Is she like that everytime, sir?"

"It's worse when we're alone."

The two returned to Caballeron's chambers, where the count was just stepping out of the room with his mane rattled, sweating a bit. "Ah, Withers. I hope you weren't waiting for me."

"Not at all, I was just borrowing your guard for a visit. We weren't long." Withers nodded to the guard to resume his post. "Apparently they had private words with Sc-"

"Ruby."

"Countess Ruby about something in the bathhouse. So it's clear our magistrate isn't able to match thier magical ability just yet."

Caballeron tapped his chin, forgetting he was wearing his goofy smile eyepatch. "That's to be expected. They could level the place if they wanted. Continue your hunts with the remnants of spies and revolutionaries for her. We can use them to bolster our gem output. Fuck... Withers, I need a smoke, come with me." The two made thier way away from the room, leaving the guard to his post.

With a relieved sigh, he adjusted himself as the two disappeared. It seemed he had a couple minutes. Leaving his polearm, the guard gently turned and kept his armors clanking to a minimum, mentally preparing himself and quietly knocking on the door.

A few moments passed before an incredibly tired eyed young mare in nothing but a robe opened the door, not expecting the guard to be the one getting an audience.

"Um.. The count just left a moment ago to smoke before bed." She yawned, seeming interested despite her sleepiness at talking with someone new.

"I know. Is... Is there anything you need, Scootaloo?"

Her tired eyes widened in a frozen expression, not expecting her real name. "Don't say that name when the count is around. Who are you?"

The guard slipped off his helmet. A pudgier looking stallion with beige fur and a messy black and grey mane similiar to Caballeron's but with blue eyes that seemed more benevolent.

"My name is Quibble Pants. I uh... I'm a friend."

Scootaloo tilted her head in thought. She heard that name before, and not from the Snowrock Isles. Who the hell was he?

"I'm sorry, I don't remember you."

"That's okay. Um. I was there when you were taken from Somnambula. I hadn't had the chance to see you one on one since I arrived here, but I have big news to tell you you might want to hear." He explained, leaning down a bit while looking around. "Rainbow is alive."

Her brows furrowed, first the princesses and now this guy? "I know. I just learned today, what are you doing here? Who are you to me?"

Quibble stepped back, that made sense from what he heard in the tower. "Oh. Well I've been here to gather information to try and help you. I heard about a wedding and want to do my part. Rainbow is my friend and-"

"To help with the wedding?"

"N-no. To help you escape. I saw him leave the temple with you and his goons and leave Rainbow for dead." He exclaimed, almost out of breath from how stressful it was.

"Why is everyone so obsessed with getting me out? You're all three years too late! I'm going to pretend we didn't have this conversation. Just... Quit your job, you're in danger doing this."

"Nonono please, Scootaloo. I owe it to Rainbow AND you. Please, if you don't want to go home that's fine but I need information to topple Caballeron! If the princesses aren't doing anything even right now then he has something that is holding them off."

Scootaloo paused a moment, pressing her hoof and twisting on the doorframe with a somber expression. Fresh tears filling her face, her voice becoming quiet as she mumbled to herself. "All you heroes. You dumb villians. Can't get over yourselves and just leave me alone..."

"What do you want Scootaloo? How can I try and make this better?"

"Why were things easier with Rainbow dead!? Go home. If I see you again, I'll tell Withers." The filly's face folded into a near rage, threatening his cover as a cold sweat poured from his forehead. How did she become this way?

"I spent years with only letters connecting me to my family, Scootaloo. You weren't the only one making sacrifices." He defensively argued, getting a frustrated grimace from the little countess.

"Then go home to them. Get on Celestia's ship and tell her that I don't want ANY of them here! I'm fine and I don't need you, them or Rainbow Dash to play hero anymore! It's too late for that and any attack on my fiance is an attack on me." Scootaloo slammed the door loudly, causing him to jump in place.

With a defeated sigh, he turned around to get back in guarding position to take a moment to think of his next move. "She's not interested in history as much as I wish either. Don't take it personal." Quibble turned, not greeted with the painting of the city on the other end of the corridor, but the glowing green eye of a smirking Caballeron a hairs breath away from his face.

"I remember you..."

19. Recovery

"Aim higher! He's a taller opponent than you, and keep your distance closed!" The clanking of metal and the sparks of combat reverberated within the royal icebreaker ship of the Winking Dawn. A ship originally meant as a glorified vacation yacht for Celestia and Luna's retirement now harboring a lithe, albiet healthier Rainbow Dash and her friends watching as the rainbowmaned pegasus danced upon the deck against Princess Luna who was sparring with her.

The princesses had left the morning after when recieving news of Rainbow's recovery and learning the plan put in place to save Scootaloo. Though it took convincing that Rainbow should be the challenger, she was insistent that even at half strength of her prime, she could take down the old stallion.

"You're winded after only a few parries, breathe! Keep your hooves planted!" The Azure princess barked, continuing to press her strikes close to Rainbow's chest. The mare skillfully managing to redirect with the staff of her blunt practice spear.

Twilight, Rarity and Applejack watched on nervously as Pinkie and Fluttershy were below decks in the kitchen cooking for the crew. Pinkie for fun and Fluttershy to avoid watching violence. Even pretend.

"Cough! Cough! Wheeeeze! Cough!"

"Alright. Cease. Catch your breath." Luna tsked. Rainbow planted her four hooves back down and leaned on her spear wheezing. Dry coughs escaping as the dry grains of Somnambula's sand filled her mouth.

Twilight shuddered and approached with a meloncholy sigh. She floated over a contraption with a mask and tank of humid air she placed over her friends muzzle.

"We should've done the surgery..."

The pegasus didn't process her words for a moment as she took a greedy gulp of air, feeling the humidity attach to the leftover sand in her lungs before removing the mask to lift a cloth, coughing violently into it with a gut wrenching spatter of mucus and sand that her body was naturally expelling, albiet bloodily.

"Wheeze Not wheeze if it means missing the wedding." She wiped her mouth of blood before spitting, getting an ear twitch from the nearby deckhoof who'd have to mop it up later. "My parents didn't want to make the decision for me while I was out. I'll manage." She huffed, catching her breath.

Celestia glided down from the upper deck as it was revealed there were four warships behind the vessel. Insurance to what could come should Rainbow fail her mission.

"It's rather storybook, isn't it Twilight? The mad king taking a princess and her brightly colored knight returning to save her, thought dead?" The princess gave an amused giggle to the annoyance of her student.

"Am I the only one who thinks this is ridiculous? Surely we could simply tell the people on that island what he's doing?" The smaller alicorn looked around, getting a shrug from her friends on the sidelines while the other three frowned.

"Perhaps you could, but not in time to stop the wedding. The Snowrock Isles is a nation older and more violent than Equestria. They're set in archaic traditions and often married younger nobles to gain status." Twilight felt a chill at how nostalgic Celestia sounded when describing it. "They're set in their ways and won't easily change without the defeat of Caballeron. and they hold very deep grudges, which the count is an expert on utilizing. It'll take time with you ingratiating yourself as the new princess ambassador." The bright alicorn explained.

"And warships will help that?" Applejack chimed in, casually leaning back over the railing to look at the sizable forces in tow.

"They'll be offshore during the event in case the unexpected happens. Windgate is not as helpless against even our alicorn magic as one might think." Luna stepped forward, dispelling her practice spear while observing Rainbow's breathing, resting a hoof on her back. "We've seen enchanted slaves which may be a problem if Caballeron has any grand plans, not to mention the griffon population has a deep zealotry against us."

"That's awfu- wait, what caused that?" Twilight asked, wondering what they could've done to make them appear as villians to the people living there.

"We banned the trade of those twisted gems outside of their island, which even the protectorate agreed to since we threatened to not export to other nations. The griffons held the monopoly since they could reach the mountain peaks to mine the special gems. It turned them from indusrial giants of slave labor into petty warlords. They used the last of their funds to bribe the protectorate into remaining nuetral and villianizing us through propaganda with the whole island. We were forced to leave to avoid war."

Twilight hadn't read much on Windgate, but found it a fascinating and tragic history.

"Of course tyranny is a revolving door. The island became a breeding ground of greed and revolutions with the commonfolk trapped in the middle. The poor souls likely welcoming Caballeron as a savior with his stolen riches and promises of a new lush empire." Luna stepped in. "We sympathize with your mission for Scootaloo, but our objective is making a show of Caballeron and that Equestria has a better way of how to rule."

Rarity tilted her head, curious on the last statement. "You say that as if you're not exactly invested in the rescue of Scootaloo, Princess Luna."

"In some ways she's not the same filly from back then. She gathered a taste for responsability comparable to even Twilight now, and considers the people of Snowrock her own." The azure princess hinted, getting a somber look from Twilight and her friends.

"Screw that." Rainbow was already leaving below deck in a mutter, tossing her practice spear and covering her softer coughs with a wing as she went down to fuel up from whatever Pinkie and Fluttershy was cooking.

Celestia gave her own sullen gaze in a knowing away as she watched on. "Keep a close eye on her Twilight. I've lived long enough to see patterns in life. I fear in one wrong step she may become the very villian she's facing." The tallest turned to explain further. "Time went on for everyone else but to her, that fateful day was merely a moment ago. The fury is still fresh."

"I suppose..." Twilight felt a nagging feeling within her that coincided with Celestia's warning. With so much time passed and this darker path Rainbow was headed down, it became clear that though she was still Rainbow's friend, a disconnect had been created. "Do you think the elements would work still, even after this?"

"I wouldn't worry too much. If anything we may be witnessing the truest extent of loyalty. That little mare is willing to die to free Scootaloo if it comes down to it." Luna gave a half smile. "Perhaps this is the beginning of anew chapter where all of your elements will be tested. Through great strife comes the blooming of ones purest will."

"Ever the romantical, Sister. I worry that it will be twisted against her in some way. Windgate has no shortage of trickery Caballeron will have access too."

"Worried you'll have to send Rainbow Dash to the moon next?"

"Oh hush."

"Ah think Rainbow had the right idea going below. I get enough sisterly pokin' at home." Applejack tsked, followed by Rarity with a posh nod as they went to join the others below deck.

Twilight gave a small giggle as she joined the two sisters near the railing, still thoughtfully pondering the future with a worried look.

"This will be your first true look at conflict outside of our own peaceful nation, Twilight Sparkle. Some conflicts aren't settled with magical blasts, l pretty words and forgiveness." Luna declared, getting an ear twitch from the lavender alicorn. "It doesn't mean your way is wrong, think of Snowrocks's peoples. Let Rainbow focus on Caballeron."

"LANDFALL!"

One of the sailors on the crows nest announced. The slow sight as everyone emerged to see came into sight as a large white city came into being. "OOOOH! It looks like a big vanilla cake!" Pinkie bounced, climbing over the railing as AJ grabbed her tail to keep her from going overboard.

"How shameless. To sparkle in the sun like a diamond just before the wedding when it was sullen and grey when we left." Celestia's brow furrowed in a way that gave Twilight chills. A peek at the old world. Unbeknownst to her, Rainbow stood behind everyone within the doorway of the captains quarters glaring as if the entire landscape was a land of demons. It was all Caballeron's. A mountain with a one eyed dragon on top.

The count looked over the similiarly themed drawing he was gifted those years ago as he sat in his office, adjusting the eyepatch as he felt a shift in the air at the moment. His meditation on the feeling interupted as he stowed the picture in his floofpocket when Withers entered. "The envoy has arrived, boss. It looks like the princesses has brought Twilight Sparkle to witness the wedding."

"..."

"Sir?"

"I've changed my mind. Send the countess to join the welcome brigade to meet with them. I'd prefer they enjoy the sights of our flourishing city before the wedding."

"Is that smart? They'd be tempted to leave with her."

"We have to make a show that the countess is participating of her own accord. I also doubt Rainbow Dash would leave the stallion who saved her life to die." He grinned viciously, pressing his hoof to the table while grinding his teeth.

"I have preparations to make. Get me the magistrate before you go."

20. The Whitestone City

Two dozen winged knights of Windgate stood in two rows on each side of the white cobblestone path entering the docks. Their silver armor with red scarves reflecting the light from the midday sun that bounced from the city itself almost blindingly. Banners of the white arch with the newly added ruby gem engraved on its arch hung from their spears as pegasi and griffons alike stood stoically for their young countess's arrival.

Scootaloo. Countess Ruby. The filly ruler arrived from a small carriage with cheers from a large mix of townsfolk that celebrated her. Dressed in a simple yet elegant silver tiara and white scarf, she gave a meek wave from her silver shoed hoof which set their spirits even more alight. Withers followed from the cart as the crowd settled down more. His mysterious and rather stoic presence not ruining the mood but giving more weight to her presence.

"A lot changes in two years." He snickered as his voice carried through the noise.

"Two?"

"Caballeron's policies didn't affect them much until you stopped being a recluse." He complimented, looking over the various shops and thriving cityfolk who's lives were improved from Scootaloo's direct influence. "Seems they cleaned up the city too for the big day."

"I guess." Her cheeks lifted warmly as the two began to walk towards the arriving ship. The dockyard was cleaned in preperation for many arrivals from other lands, but still had some crates and shipping smudges from the nearby fishery the griffon's used for food.

"Baby bird!" A motherly griffon shouted out in gushing admiration as Scootaloo blushed a bit. Withers lightly bumped her to have her straighten up again.

"Still embarrassed? I know the griffons find you adorable for your inability to fly."

"The count told me I should lean into it. I don't think I have much of a choice..." Her gaze wandered up to the Winking Dawn as the rampart lifted to the starboard. The intimidating sight of Twilight staring down in shock with Celestia and Luna at each shoulder.

The air changed as the crowd grew incredibly quiet. The sight of the two sisters alone turning the bright smiles into bitter glares as their beloved countess approached. The filly's legs almost wobbling to be on the same stage as such grand personalities. "Welcome to our country The Snowrock Isles, Princesses. I hope the day finds you well."

"And you, Countess. I hope you'll forgive our presence. We've come to attend the wedding in hopes to improve relations with your fair city." Celestia and Luna bowed as Twilight stood stunned for a moment before following suit, getting murmers from the crowd that couldn't hear their words.

Scootaloo followed suit with a respectful bow as Withers politely dipped his own head before speaking. "The count would like to invite you to his best hotel for his esteemed royal guests, but asks the two former princesses to remain with all of our accomidations within. For their own peace of mind until the wedding. Princess Twilight and company however have free range of the city and the countess would be humbled to join."

"My my. Can she afford to take such leisure so close to her big day?" Luna giggled.

Withers opened his lips before Scootaloo lifted a wing to silence him. "All preparations are accounted for. I'd be proud to show my city." She beamed, giving a sparkling look of pride Twlight hadn't seen before in her eyes.

The countess turned to the crowd as Luna and Celestia almost flinched as her voice carried the royal cadence comparable to the old ways. Her voice booming to be heard for all.

"My subjects of Windgate! These are my valued guests I hold in high regard as much as my fiance and your count! I want you to treat them as personal friends of me accordingly! GOT IT!? Now go celebrate!"

The crowd paused and shrank a bit as she hollared before giving out a bursting cheer. Drums playing throughout the town as they dispersed and began festivities comparable to a festival, life returning to the town as they began to return to everyday life. Scoots proudly spun with a flourish as she lifted her hoof to welcome them in.

The tension alliviated as the three alicorns stepped forward onto the mainland, followed by Pinkie hopping behind as well as Fluttershy, Rarity and Applejack looking around fascinated.

Scootaloo fell in to walk next to Twilight as they were escorted by a group of guards toward the hotel. "You got taller, princess."

"You're one to talk. You're as tall as Trixie was!" She gave a loud whisper, absolutely flabbergasted by the little mare next to her.

"You're mighty popular there, Scoots!" Applejack complimented, getting an elbow to the ribs from Rarity for not using her title. "C-countess, miss."

"We won't talk of that filly until we reach the hotel. These ponies are eager to catch up with you." Celestia comforted her, being sure that Withers heard to put him somewhat at ease. "We respect you've assumed the mantra of countess, and wonderfully from the looks at it. The last time I was here decades ago this place was much greyer."

"I'll be honest, it still is in many places. The capital is cleaned up for the event to show off but we're slowly restoring things." Scootaloo explained, getting a nod from Withers as Pinkie eyeballed him with a suspicious frown, recognizing him from somewhere...

"I've gotten reports of the charity foundations and infrastructural reforms being built for the past year. The count is doing a rather stellar job." Celestia spoke bluntly, having Twilight eavesdrop to stay informed.

"The count was new when he arrived and took some time to hear the peoples struggles. He made a few policies and opened projects to fix centuries of disrepair, as well as import seeds to use some of our harbors as sea farms." Scootaloo explained, looking ahead while waving to townsfolk behind the guards that stayed to watch their arrival.

"Yes. Yet one wonders why the citizens cheer so loudly for you." Luna cheekily grinned, getting a light blush from the filly.

The group arrived to a six story hotel with a gated entry yard guarded by silverclad sentries. Various exotic nobles mingled and socialized before pausing to see the impressive group. Some starstruck as they contained themselves for the sake of propriety, politely dipping their heads.

A stallion in a tweed suit with a purple bowtie welcomed them. "Welcome to the Emerald Hotel. We have the suite floor prepared for you as honored guests to the bride and groom."

"Thank you. We'd like a tea cart for a long get together in the suite lobby." Luna requested getting a soft nod from the staff stallion.

"It's already awaiting you, please enjoy your stay."

The noise from outside and in their own minds quieted as the doors closed behind them in the common area of the suite. A large circular table with a C shaped sofa that surrounded it with a nearby kitchen and library as well as sleek artistry of the countryside's island mountains. A wide open view of the town behind windows that surrounded on two sides towards the harbor and castle respectively.

Scootaloo's hooves shakily stepped forward as her body lightly swayed, getting caught by Withers hoof as he kept her centered. "Go ahead."

Twilight was quick to notice the sinking in the fillies face and quickly moved in front of the filly as she collapsed. grabbing and tugging her tightly as Scootaloo poured out a flood of tears. Her voice letting out a heart wrenching howl into her chest as the others closed in.

"I'm sorry I'm sorry I'm sorry I'm sorry. I thought she was dead and and and I was-" The filly continued sobbing as an outpour of pure emotion unleashed. The proud countess crumpled into Twilights arms as she almost passed out from forgetting to breathe, sucking in air in rapid breaths.

"You don't have anything to be sorry about. We should've known sooner." Twilight hugged tightly. Her friends encasing her in a group hug as she was muffled.

"We ain't told Applebloom and Sweetie yet. We thought you might wanna, but they think about you everyday. I'm sure they'd be proud to see how strong you've gotten." Applejack spoke softly.

"You've been amazing, darling! I never thought you'd become so grand as this despite everything." Rarity chimed in as everyone parted a bit to give her some space to wipe her face. The filly laughing lightly as she adjusted her tiara back in place.

"Rainbow's still kicking, so cheer up!" Pinkie beamed, stealing the tiara to place on her own head as Scootaloo gave a sheepish chuckle at the sight to her delight.

"I know, I'm glad. She's not here is she?"

Twilight shifted a bit as she explained. "We left her on the ship. She's... She said she'd come see you later when things calmed down." Twilight lied. She didn't doubt that's what would happen but Rainbow hadn't said a word since they saw landfall. The face she made gave her chills before meeting with the countess.

"I think..."

The group paused as they caught Scootaloo mid sentence, pressuring her by accident to finish her thought. "Nevermind. I'll be ready to see her later on. I'm glad it's not immediately."

"Even Applejack couldn't keep her from getting on the boat. We're all here for you, Scootaloo." Twilight somberly smiled, rubbing her mane with a hoof as Pinkie spun the tiara like a basketball.

"You know, you're not the only ones. Withers helped me find a way to help people here. I didn't want to be ashamed when I saw everyone again." She smiled, the group looking to see that the stallion had already stepped out onto the balcony of the suite with the two princesses outside the door to give them all space.

"I swear I know that guy from somewhere..." Pinkie itched her chin with the tiara before Rarity yanked it back and placed it on Scootaloo before fixing her longer mane up.

Withers removed his glasses and wiped his eyes as he leaned to the railing. The other two waving back at the group from seeing their attention on them. The stallion put his shades back on, letting the wind dry his eyes as he looked to the shipyard with Celestia and Luna. "Caballeron has captured a stallion from Somnambula close to Rainbow. He's keeping him so you don't run off with the countess. Quibble Pants was his name."

"That... may complicate things."

"I can keep looking for where he's being held but it may be best to let her know ahead of time. The duel is still the best chance at avoiding a war." He spoke bluntly, resting his forehead on the railing.

"You've done plenty. I know how tough it was for you to stay. We'll be able to shut down those gem operations for good once this is all over thanks to you." Luna spoke, standing aside him as he shook his head, taking to himself.

"Save the speech for the actual heroics. I just want your damn pardon and some peace for that brat."

21. Boulivard of Broken Wings

The day passed as Scootaloo gave a tour of the town with the five mares, showing them all of the shops and local cuisine to bring back souvineers. Rarity insisted on a girls venture to do clothes shopping with Fluttershy and Twilight while Applejack and Pinkie went off on their own to find food supplies for dinner that night.

For the first time in years, Scootaloo felt a sense of normalcy as she explained local lore of the town's humble fishing roots when the griffon's settled, and the growing mixed species settlements around to Twilight's fascination.

Even with the silent eyes of the guards that kept near, it felt like she was in a bubble of safety with all the idols she once looked up too, now participating in an equal showing of all she's learned and grown into.

As night fell and the group helped distract her from the coming wedding soon with their shinanigans and stories from Equestria she had missed in the past three years. A silent feeling filled her as she sat across the dining table from all these legends as they laughed and quipped.

Loneliness.

She had missed so much in Equestria, and all of her time was spent trying to connect with others besides Caballeron in this place. Her crown however put her on a pedestal where she couldn't keep a close friendship with anyone. No one but him.

Her eyes felt heavy as she sat and listened to how the five were training her old friends Sweetie and Applebloom. A story she desperately wanted to hear, but her mind became foggy as her belly felt a building of bile.

"Then Sweetie cast a spell to try and levitate one of the students, but she was so focused on his little chin hairs, she ended up tugging him up by them-"

Scootaloo barreled past towards a waste bin as the group watched shocked, hearing the gut turning wet sounds of food chunks hitting the bottom as she spewed her dinner with a humiliated groan through the vomiting.

"Oh, Scootaloo! Was the seaweed undercooked!?" Rarity gasped, pulling out a hankerchief for her as the bags under the pegasi's eyes showed much more.

"I'm okay..."

She caught Celestia and Luna's eyes in the corner as they peeked from their chess game knowingly. Applejack stepping between them to put a hoof on her head. "Ain't a fever. Must've been bad greens."

"I knew we should've had the cooks make something Pinkie!" Rarity turned haughtily, having her arm grabbed by Scootaloo as she both stopped her and lifted herself up.

"It's fine. I just ate too much, Rarity."

The filly stood up more stoically as she caught everyones eyes shifted below. They weren't looking at her face anymore.

"I'm going to bed." She quickly turned, escaping to one of the rooms as she closed and quickly locked the door behind her, sweating as she stumbled through the dark to the nearby sink to clean her mouth and hydrate.

"He went that far, huh?"

Scootaloo froze and slowly looked up to the mirror. Her bedroom behind her had the shape of a paler, skinnier rainbow maned mare stitting at a morning coffee table near the freshly opened window past the bed. The curtain behind her swaying as she looked out at the town with a hoof under her chin thoughtfully.

"You got bigger, squirt."

Scootaloo leaned on the sink quietly a moment before wiping her face, too exhausted for an outpouring of emotions again. "Yeah."

"I like the mane. Looks a bit like mine-" Rainbow was quickly cut off as Scootaloo raced to hug her. The moment more quiet than the group hug from the morning as her eyes misted.

"You dummy. Why did you come?"

Dash sighed and weakly hugged back before curling into her more. Her face buried into the filly's mane with a deep inhale to make sure she wasn't hallucinating. "It'll take more than a headless horse or some dime novel loser to keep me from saving you." Her arms weakened to sink back and look down to the teary eyed pegasus leaning on her lap. "cough cough That sounded pretty cool, right?"

"I take it back, you're not a dummy. You're an idiot." Scootaloo laughed dryly, tempted to pepper kisses on the big sister she thought dead for years, settling instead to drag her to the bed for a tighter embrace as the two laid together in the moment to forget all that happened for just a moment.

"You're not wrong. I'm ashamed, squirt. I should've been faster." Rainbow seethed through her teeth to hold back her own tears, hugging tighter even if it meant another wheezing episode.

"You should've been smarter!" Scootaloo cut her with her words as she pushed back with her own clenched teeth. "I'm not mad because you came! I'm mad because you hate losing! I don't want you to die again by being here!" She sobbed, knowing full well by the cold look she didn't see on Rainbow before that she was secondary. "I don't want him to die either."

"He killed Daring and took you. Or did he get in your head that he's somehow the good guy for bringing you here to help people?"

Scootaloo got up and climbed down from the bed, moving away. The warm embracement fading as she felt like she was being interrogated by Rainbow. "I'm bearing his foals! Withers would've taken me back anytime I wanted but I chose to stay!" She spoke the truth finally. "I'm not making excuses for him, but without him coming here this place would've stayed the same wartorn place without us!"

Rainbow stared in disbelief, feeling a deep denial that brought a sore pain through her chest as she saw the intense look in the filly's eyes. It had to be lasting effects from the filthy love potion, or stockholme, or maybe even some dust from those damn brainwashing gems. Right?

"You know the guards have those creepy gems under their helmets, right? There's creatures in there probably screaming for help, stuck in their minds! It kinda sounds like you're making excuses!"

"Criminals, and yeah. I do. I watched some of them get sentenced myself!" Scootaloo bitterly argued defensively, growing more irrate from the disgusted and pitying look from the older pegasus. "You and this stupid game you fell into and now you're here cause you're a sore loser! I'm here because I chose that I needed to be!"

"So did I. I know I don't have the right to lecture you after I failed you, Scoots, but I can't walk away. If not for you, then Daring Do."

The blue pegasus shifted and stood up slowly with another cough, stepping to the large gap in the window. "He's not changing if that's what you're hoping for one day. He took Quibble now, who wanted to help you too."

The young tomboy clenched her face in unsurprised disappointment as her brow furrowed. "I didn't ask him too."

The larger mare sighed and let go of the arguing for a moment, wishing she could've kept a cool head for their reunion but felt it soured by the looming clouds over their heads. "I'll figure it out. I just wanted to see how big you got."

Her eyes welled up again as she turned to take a good look at the proud, yet yorn filly in front of her. An intense glow in her eyes that matched the intensity of the stallion's ambitions she crusaded against.

"I'm real proud of you. Even if you'll hate me." She shot out of the window back towards the Winking Dawn as Scootaloo stood to try and stop her, curling back up on the bed as her body turned against her to keep her in place.

"They say there's treasure at the end of a rainbow. Do you think she'll bleed gold?" On the other side of the hotel up the hill, Caballeron was standing on his own balcony with a cigar clenched in his teeth in a grin at the sight of the rainbow trail along the starry sky. The griffon magistrate stepped next to him with an amused smile as three larger griffons with iron feathers grafted into their wings stepped forward in perfect unison, seemingly ready to chase at a moments notice. "It was rhetorical. Killing her now would draw the ire of the princesses.

"I've no doubt we'd manage it if you gave the order. A war would be grand advertisment for our gems" The femme fatal Griiva spoke smuggly, waving her talon of the smoke drifting to her as they watched the mare disappear back to the docks.

"I came here to retire, not to look over my shoulder during a war with Equestria. You can do your 'marketing' in other lands once this is finished." The count took one more drag before putting out the thick cigar. "Send for my bride. We have a wedding soon.~"

22. The Spirit of Secret Passion

Three days passed as the decor was gradually placed outside of a seaside temple further north along the cities coast. Large wreaths and the nations flags dangling as the sun began to set over the mountains inland, revealing a starry sky on the oceans horizon on the clear evening. A pink hue that made the city itself glow warmly in a soft pink. Weddings were done at this time traditionally instead of morning or midday to let the city's warm sight itself symbolize flourishing love.

Well that's what the locals would say to outsiders. In actuality it was to help hide the blood that shed during duels, out of sight out of mind so as to not sour the involved wedding until it was cleaned up by morning.

Tonight would be no different. Caballeron was adorned in a sleek black suit within his carriage, his collar wrapped in a royal purple cape that held the mark of the country upon it's brooch. He even gained a bit of color in his fur from the sunshine to pop during the ceremony! His usual eyepatch was replaced with an engraved golden leaf pattern with soft white lining and as if to lean into the silly metaphor, a ruby placed upon it, which his tailor insisted on for publicity. The count within the first carriage in the envoy towards the temple so he might not lay eyes on his bride until the ceremony. An old Equestrian habit he prefered to keep, not wanting to tempt his future luck.

Countess Ruby herself was soon to arrive in a somber yet hopeful display within the embellished wagon with Withers sitting across ever vigilant in a similiar grey suit as his count. Her dress not seen yet as only a glistening gold tiara and white veil were witnessed by the excited townsfolk through the window of the cart, pulled by decorated guards.

"I hate this. I used to think duels in the books were cool..." She sank a bit, letting herself frown out of sight from the city. "I should've pushed him to ban the practice."

"I'm sure there's many mares and stallions that felt the same way as you." Withers leaned on the side as he seemed a bit nervous as well, trying to adjust himself. "Today is going to be a rough one either way. If Rainbow follows through, it still won't change the past three years."

Scootaloo looked down in thought with a worried expression on her face, contemplating such a violent conclusion to all she'd been through. "I know there's no stopping them, even if I had an outburst. Everyone in town is relying on this wedding to happen. They want to be put on the map again." She leaned her chin on her hoof under the white veil as she watched the cheering ponies wave and celebrate from their windows and storefronts down the sloped brick road.

"I'm sure it will after today. For better or worse." He sighed, taking off his glasses and trying to look through the cloth wall she hid behind. "I should've let you know ahead of time that I was here on Celestia's orders after everything happened. I was so focused on undermining him I didn't check on you enough." He sighed, shaking his head at himself in similiar reflection. "I never really played the good guy anyway though."

"You're a good guy, Withers." Scootaloo smiled warmly behind the rather enchanting fabric. "Maybe not morally but you were the only one who listened to my problems without sticking things in my mouth." She paused and cleared her throat, blushing a bit. "Yeah. This day sucks."

In a few carriages further back the caravan of royal and noble guests all rode upon topless carriages pulled by the silver clad guards. Celestia and Luna politely waving as the crowd seemed in better spirits than last time, possibly due to the company of the five legendary mares well known for their heroics in mainland Equestria.

"Do you think we have time to touch up our makeup before the ceremony? I want to look my best." Rarity poshly asked, getting an eye roll from Fluttershy of all ponies.

"Being bridesmaids is just a formality, Rarity. That... That WORM didn't even invite any of her real family knowing the disgust he'd face." Fluttershy pouted, her misty eyes smudging her makeup slightly as Rarity performed emergency dapping with a wipe under her cheek as the words went in one ear and out the other.

"Oh dear, save the tears for afterwords darling! I know it's an emotional day. Oh! Do you think one of us will catch the bouquet?"

"Girls!" The two froze as they were glared at by Twilight with a stern gaze. "Weddings are nice and all, but can we please FOCUS on getting Rainbow in the temple? Celestia's dress is getting caught by the wind!"

The two blinked and turned to see a tuft of rainbow tail hair poking out from underneath Celestia's maroon dress, which was extra shapely for space. "Oops." Rarity quickly set a hoof down to push the dress over the tail as the slowly approached the circular entry road.

"Introducing the Honored bridesmaids, the princesses of the Sun, Moon and Friendship! As well as the honored bridesmaids the Ravishing Rarity, the adorable Fluttershy, The jovial Pinkie Pie, and the humble Applejack!" Horns blared as the crowd bowed and greeted the group. Twilight and Rarity carefully used their horns to hold the two sisters dresses from dragging as well as fluttering to reveal their cargo as Pinkie and Fluttershy followed behind, with Applejack in the caboose, who awkwardly tipped her decorated maroon stenson hat to every greeting guest.

"Howdy. Howdy. Howdy ma'am. Howdy. Howdy."

"That's three hundred and eight! You reached a new record in a day Applejack!" Pinkie giggled, looking behind herself as the pink pony bounced little by little behind the arriving party.

"Just the nerves, sugarcube. I can't really think of anything else to say."

The group dressed in maroon dress gowns were guided within the intricately engraved whitestone halls that glowed a warm pink off of the setting sun through it's stained glass windows, newly installed with the visage of olden nature dieties locally revered by the public that gave Celestia a nostalgic feeling as she traversed. Her hoof nearly tripping over Rainbow underneath her dress as she walked along. "Carefully, Rainbow Dash... We're almost to our spot."

A silent doubletap on her chest beneath her gown let the princess know she was understood and that Dash was still in fighting form.

The corridor that lead to the grand cathedral opened uo to a large gathering of dozens of attending nobles from around the world that all stood up expectantly to bow their heads respectfully at the arriving rulers. Many familiar faces to the two sisters passed by as they made their way down the aisle to the risen stage that held the ocean in the backdrop. The sound of quiet waves and the smell of salt and flowers washed over as they all approached the decorated alter. Their eyes finally getting a good look at the groom dressed impressively smiling down at them with a rather unreadable look.

Rarity was the first to quietly react as the nearby organ covered their voices in the muffled center while they approached. "Goodness! That's Doctor Caballeron? What a gaudy eyepatch! I thought he'd be taller as well!"

Fluttershy whispered from behind her in a gossiping tone also rather intruiged by tge monster they had learned of over the years staring them down. "Maybe Daring exaggerated him a bit in the books to make him more imposing..."

To his right were his own groomstallions. The sight of Withers closest to Caballeron hiding his eyes behind his sunglasses. Next to him, a slightly larger griffon dressed in a tuxedo Luna recognised silently as Griiva. The griffon enchantress that had been blocking her attempts at communing with the islands population through their dreams and the center of the slave gem trade. Withers flinched as she elbowed him to take off his glasses which he reluctantly slipped in his breast pocket.

Next to Griiva, the entire group had to remain stonefaced to see a slightly slumped stallion with a black mane in a hastily given combover that blocked half his face. His fur pale and seeming hesitant to be near Griiva. His blue eyes unmistakable as Celestia gave a slightly shakey whisper to Rainbow through her smiling face as they got closer. They've shown their hoof and have Quibble displayed to keep us from challenging. Withers is close so focus on Caballeron when the time comes...

A pause before she felt two taps again.

The final two groomsponies weren't of much recognizable note. Likely either two ponies of high local standing Caballeron had gotten friendly with or more likely extra guards to the hostage Quibblepants. It wouldn't be hard to cry assassin as a cover for his death.

The seven feigned fitting celebratory smiles as the stepped up the mirrored curved staircase on the right to their spots, turning to the crowd as the organ softened and the nearby band gave a soft welcoming string focused tune to the arrival of a small veiled filly at the doorway of the domed cathedral.

Countess Ruby. Scootloo almost glided slowly forward as the crowd held in their gushing murmurs at the adorably enchanting little mare approaching the alter. The smug groom lowering his half lidded gaze to admire her outfit as the princesses and company felt their stomachs curl in the twisted display. They had a plan though and everything was in place.

Behind the alter, a grey eagle griffon of notable age in a clean set of priestly robes set a book on the varnished wood as she took her spot near the bridesmaids on her side, looking up with her back to them to their dismay at not being able to read her face and share a comforting look if needed.

The two turned to the alter finally as they dipped their heads to the priest, who motioned for them to rise. The bridesmaids seeing a look on Scootaloo's face they hadn't expected of all things. It wasn't dread, nor bliss, nor any emotion that gave any indication of her present situation that reflected what they had planned for.

It was immediate panicked confusion.

"Marriage. Marriage is what brings us together today. Marriage, that blessed arrangement, that dream within a dream!" The priest began. The knotting in their stomachs turned to sinking as Scootaloo looked wide eyed, staring at Caballeron behind her veil. The shrunken pupils unmistakable even behind the clouded cloth.

"Before we begin. Our sacred tradition calls upon the spirit of secret passion that one may challenge the groom to gaze upon the bride at the alter in his stead!"

Before any of the seated crowd could make any bid to offer themselves for her hoof, and before Celestia could react after meeting Scootaloo's panicked gaze, the rush of pink light from the setting sun revealed Rainbow Dash emerging from the princess's gown in a cold stare at Caballeron.

"Me."

23. Choices and Steel

"Ahh. So my nemesis's pathetic fangirl finally appears here in the flesh to die yet again." The Count growled through a gritted smile as his brows furrowed, standing openly as the priest blinked in surprise between the two. The crowd silent in awe of the still recognised pegasi of loyalty from the elements of harmony from years ago thought comatose from a tragic accident. "You look rather unwell. Well, better than Daring I should say."

"Keep her name out of your filthy mouth! I'm challenging you DOCTOR Caballeron! To your death!"

"Ohoh? You wish to marry Countess Ruby in my stead? How romantic." He sneered, getting a twisted glare from all the bridesmaids that were crouched ready to pounce at a moments notice.

Seizing the oppurtunity while everyone was distracted, Withers flicked a blade from his leather boot in his muzzle and placed it beneath Griiva's beak as he held her in a tight neckhold. "Tell your guardsh not to move. Now."

Her eyes tilted as the two groomstallions were stopped mid unsheathing of their own swords, one of them a unicorn who's horn was halted from glowing while taking aim at the cowering Quibble. His bowler hat tilted revealing a green gem imbedded in his skin.

"Hehngh... If this was all it took to be held like this, Withers; I might've tried killing him earlier.~" She almost manically giggled through her gagging of his tightening grip.

"Shut up."

Quibble looked around in disbelief as Fluttershy waved him over gently. The stallion looking at Rainbow and Caballeron still staring despite everything as he shuffled over nervously. His nasally voice shaken. "That was WAY too close. You could've given a guy a heads up!?" He shook his head at Celestia, getting ignored as she glared at Caballeron ahead.

"Give it up, Caballeron. You're wanted for countless crimes against Equestria and it's peoples. You failed." She sternly stepped forward, getting cut off as Rainbow walked between the two, not taking her eyes off him.

"Rainbow, what are you doing!? We have him!" Twilight pleaded. Her fur almost went pale as the crowd of dozens of Windgate ponies and griffons stood up looking at her and the two sisters with the same bloodthirsty look. The priest, who was taken aback at the commotion before also straightened himself and turned to the outsiders with a threatening glare.

"He has been challenged. We may have been understanding had you done this before she offered herself to sacred combat. However this is now a matter of the sacred god of secret passion. You will not interfere in this sacred ritual." He firmly spoke, filled with a zeal that Twilight and her friends hadn't seen before, but Celestia and Luna recognised all too well. One that had the threat of unrest and even war itself behind it.

"Th-That's crazy! This is crazy and isn't a civilized way of doing things!"

Luna furrowed her brow as she also stepped between the lavender alicorn and her own sister, blocking them from Rainbow and Caballeron. "Twilight. You're the smartest of the bunch, but you're still not comprehending she made up her mind to kill him the moment she woke up."

"That's not the point! Scootaloo isn't some prize to be claimed!" She felt her eyes swelling up, pleading to her friend not to go down this dark path. "Please don't do this Rainbow! Scootaloo, you have to tell her!" She turned to where she was standing before. Her eyes widening in shock at her disappearance. "What!? Where is she?"

"Honeshtly, I'm shurprised she shtayed that long." Withers grumbled, tsking into the handle if his knife as he kept Griiva still. "She ran outshide. If it's any consholashion, she and I agree wiff you, princessh. Barbarishim."

Torn between her friend and Scootaloo, she looked back and forth rapidly until she noticed Fluttershy was turning the corner at the exit already, dissappearing to chase after her.

"I assume you have weapons in mind. We could do hooves but I'd rather not have my lips swelled up before my kiss." He pushed out his lips mockingly, turning her blood to ice as she began smiling with a determined wrath.

"You like decorating your little slave guards with spears. cough I'd be okay with putting your fat greying head on one."

"Ohoh, I like this new you. You'd have made an exquisite henchpony." He grimly complimented, turning to his head to the priest and lifted his chin in a nod. The griffon bowed his head and moved to the nearby doorway into a storage area for the wedding, returning shortly with two simple spears with white ribbon tied to the base of the metal tips.

"In a gentlecolts duel, the one who covers the ribbon in blood fully first is declared the winner, life or death. However, I take it you accept as the groom to fight to the death for your beloved?" The griffon stoicly questioned, getting a roar of cheers from the crowd in their passionate and twisted fervor for the spirit of secret passion.

"I do."

"Then it is decided. When the organ finishes it's tune to silence, death's own will follow in it's steps. Commence!" He tossed the spears to each of them in tandom as the crowd watched with bated breath. The griffon flourishing his talon to signal the echoing, deep rumble of fast paced organ as it climbed it's notes rapidly in a heartbeat-like rythym. Many of the nobles from outside the nation covering thier mouths or eyes as the locals behind felt in their hearts each note, stomping on beat to shake the very ground.

Rainbow lifted herself to her hind legs in a spread pose to make herself a smaller target, folding her wings over the staff of the spear while resting the front over her extended hoof in challenge. The earth pony stallion disadvantaged on mobility, and instead taking a broader stance that tucked the back if his staff to his side while his forhooves held the stick from opposing sides, planting himself defensively knowing her swiftness.

"Cough Look at that. You look like you actually know how to use that thing." She grinned hatefully, feeling her lungs burning again. She wanted it to be a quick victory, but it seemed her body was turning it into a coin flip.

"Si. I seem to have an eye for them." He gritted his teeth as the organ built into it's crescendo. The two tensing in an intimate unity of innevitable battle.

"Don't lose Rainbow!" Pinkie cheered, trying to support her friend as she got worried looks from the others, torn between supporting her or trying to stop this.

Then silence.

Scootaloo panted as she tripped on her dress in the sand, crying between grunts as she used ber teeth to tear the fabric to stride better. "You stupid idiot! Dumb dumb dumb dumb!" She howled, wailing as her legs burned. Collapsing before she hit the wet sand of the shore as she sobbed. "Why can't I hate them!? Damn it!" Her face slammed into the grains of sand, cursing the veil for not letting her choke it up like Daring and Rainbow in the dark irony of her mind's last shred of attempted humor at the absurdity of where she was.

A shadow flew overhead a moment before landing. Her chest pounding undecided whether to punch or hug the figure. However she turned around not to be met with Rainbow Dash, but the soft somber gaze of Fluttershy meeting her.

"No... It wouldn't be her, huh?" She choked a sob, almost wheezing in a pathetic chortle at being disappointed but unsurprised.

"It should be." Fluttershy's lip quivered as her own eyes teared up. The echo of the organ dying as her voice whimpered shamefully.

"She had the same look as him. It's like their eyes glowed when they saw each other. Some twisted game they put me in the middle of." She dug in the sand, reminded of that day in the temple as she watched it happen the first time between them. "Maybe that was a sign of the spirit of secret passions they keep talking about."

Fluttershy wiped her face with the back of her bright hoof as she sat in front of her, looking at the dirty filly dressed up. "Well your eyes aren't glowing behind that silly curtain. If it's a game some evil spirit is playing, you should be there to remind her of who she is."

The clashing of metal echoed from the cathedral as Scootaloo flinched, still looking at the sand. "Ha... Hahaha..." The smaller pegasi's solemnly saddened as she lifted her hooves to pull up her white veil, revealing how her eyes really were. They were sullen, helpless as she smiled sadly with a pitying expression, looking at Fluttershy as if she were the naive filly. Her sadness joined with an almost twisted admiration as the next words left her lips.

"Do you really think he'd stop at Daring Do?"

Fluttershy raised her eyebrows as her lips opened in uneasy inquiry, only to be interrupted as the clashing of metal reverberated over the beach from the cavernous echoes of the temple. The yellow pegasi gulping with a firm frown in worry.

"What if it was Sweetie Belle or Applebloom? Would you really be okay with them not being there if their sisters were fighting in there?" She pleaded, lifting her hooves as each clatter of spears clashed in the air made her flinch.

"Come back with me to the princesses, Scootaloo. However this ends, Caballeron isn't escaping. You still have a choice to be there for Rainbow. She needs you."

"What choice?" The filly shook in place, staring up at her with the wide eyes Celestia glimpsed at the alter.

"He's already won."

24. A Ruby Wedding

Caballeron and Rainbow paused to breathe as the two surveyed the damage to each other. The count had several light cuts along his arms and a slightly deeper one over his right side where she took advantage of his blindspot, but his stronger earth pony body managed a rather deep slice while feinting between her left shoulder and neck, thankfully missing an artery but still turning much of her arm crimson, wetting the spear to make wielding it more difficult.

The waxed stone floors reflected the pink sky, almost hiding the spatter between them as everyone watched silently. Some in horror, some from fainting, others in suspense.

"You seem winded, cough Doc." Her mouth leaked blood of it's own as her lungs felt on fire, coughing up horrid chunks of sand and blood that loosened in the excitement.

"You're projecting. You sound like you have an extra breathing hole in your lung." He gave a winded laugh, his voice cracking a bit as he wiped his muzzle with his stinging forehoof after seeing the mess her own mouth was in.

"Yeah, well I'm gonna put a hole in that other eye of yours."

He twitched in irritance at the reminder and readied himself with his good eye forward, extending his spears reach more. "You're daring if you do."

Her body jolted on it's own at the smug goading as she blitzed lightning quick with the tip of her spear thrusting straight to his head with all her speed she could. His head dipping out of the way in a fraction of an inch from the bladed side as the speartip snapped his eyepatch. The speed of the moment and sharpness of the weapons caused a moment if pause as their bodies caught up.

The stallion stood still panting in shock as the pegasus behind him collapsed in a coughing fit. Her side torn open as her hoof held tightly while each cough shot blood from the wound. Her breaths gasping as she slipped in a slowly forming puddle where her limbs made contact.

"Rainbow!" Twilight was about to step in as well as the others until the cyan pegasus lifted her hoof to stop them. Her eyes wide as she turned slowly with pained grunts, settling in place as her gaze glowed in spiteful magenta.

"I got him... I got him Daring."

"Rainbow..?"

The stallion turned as the eyepatch fell off. A glowing green gem where his right eye should be, and a loosened contact lense revealing a calm, confused blue under the bright emerald green. His chest split open as he collapsed into a slump, raising his hooves to try and hold the deep slash Rainbow had torn into him.

"Q-quibble?"

She gasped, seeing the slicked back mane fall over his face as he collapsed. She was so blinded by her anger to finish him she hadn't really stopped to look closely at him, thinking the change in his appearance was only from aging and time in the sun in his sinful retirement years.

The gem flashed in Quibble Pants frightened missing eye as another wet sound echoed in the large whitestone chamber while everyone's eyes were left dumbfounded.

The clanking of Withers' knife hit the floor as the other Quibble stood over him with his own blade. The stallion's sunglasses gliding across the floor and off the stage as they clacked and cracked. His neck split open as he collapsed in a pool of his own blood, twitching before his final breath left his body in a near instant.

"Damn traitor."

Slicking back his mane after tossing Withers's dagger, the hunched Quibble near the alter from before stood taller as he vilely licked his only contact lense out with his years of practice, revealing the endless glow of envious green under the surface before spitting that out as well right onto Wither's body. The count revealed.

"Checkmate."

Griiva's freed talon snapped as three armored griffons blasted through the stain glass windows above, diving straight onto Celestia, Luna and Twilight. The three still in shock from the sudden turn of events and Withers' death as the searing singe of three bright green gems burned, shoved into their foreheads.

The screams echoed like a nightmare as the violent magic of the condensed gems seared above their powerful horns. Invasive magic coils wrapping around their head as the magic squeezed and sank directly into their minds. The princess's gazes becoming unfocused and malleable to an unstoppable force.

"Twilight!" Applejack, Rarity and Pinkie Pie all charged forward to try and pry the gems off, but unlike the griffons who had already retreated, they were caught within the bubble of magical excess that organised and assimulated the overwhelming power of the three rulers. The magic floating them in place until it swirled, condensed and absorbed back in, dropping them back on their knees, too late to stop what was happening as they passed out from the intense aura they felt all around them.

Stationary like statues of untold myth, the three eased as they walked closer to Caballeron. Rainbow could only watch in horror as her friend Twilight and the two sisters

"W-What did you do to them!? cough cough cough What did you do!?" Rainbow wheezed. The world spinning around as everything felt like a pure nightmare. Her body burning as she focused on breathing as best she could, unable to move.

Caballeron removed his own eyepatch to reveal a gem much like Quibbles, but held a cluster of refined gems more potent than even the one Griiva wielded. "Perfectly crafted to hold thousands to my will. With these three, I believe I've surpassed even King Sombra in the slave department now..."

He stepped past Withers' body to look over Celestia's blank expression. Her face mirroring his as he looked her over curiously.

"All thanks to you. Of all the ponies in all the lands. You've given me quite literally everything..." He almost spit out the words as the four possessed ponies turned with horrifying stares of smug distain.

Rainbow stumbled in a grunt as she tried to stand. Her legs wobbling as she slipped with a cough, wheezing in place as the count smirked, reveling in his victory. His gem eye flicked to Quibble as the wounded and controlled Quibble turned and picked the spear back up, gazing down dutifully at the wounded pegasus as his own chest wound freely flowed to the whitestone floor. His eyes blank as he was trapped in his own dying body, forced to approach his old friend.

"Not only did you fail to save your precious Scootaloo. Not only did you get your darling Daring killed. Not only did you bring the princess here that could've stopped me on a silver platter! But now you've even killed yet another friend with your very hooves! I can't decide whether I should make him finish you off before dying or let you witness the consequences of your stupidity! Hahaha AHAHAHAHAHAH!"

Caballeron firmly pressed his hoof to his forehead before containing himself, easing Griiva slightly as he let out a controlled exhale. "Or perhaps I should finish these three off..." His head slowly turned along with the princesses with a peircing gaze at the three unconscious mares.

"Caballeron! cough they have nothing to do with you and me. Nobody had anything to do with you and me! Leave them alone!" She bellowed through wheezing gasps. Her eyes tearing up as she saw the blood between herself, Quibble and Withers slowly pooling closer and closer. It became clearer that from the beginning, he would use anything. Anyone to get what he wanted in any way shape or form. He was worse than them all, he only needed an opportunity.

"I was nothing before you came along, Rainbow Dash. Everything here is because of you. All your interfering. All of your dime novel adventuring has costed you all you love. It's perfect." He chuckled, his emerald eye flashing as the three alicorns turned to attention.

"Kill them."

The three horns of the alicorns began to glow as they all gazed at the unconscious mares. Even through the control their faces folded, trying to resist the gem's hold as the shakily stepped forward, slowly dipping thier heads to aim thier horns. Thier magic ready to erase the lives of Rainbows closest friends in her very presence.

"NO!"

The wet sound that had become all too familiar on this tragic day visited one last time. The room was silent as the princesses horns dimmed. Their eyes regaining a life of freedom again as they stared to collect the events that heppened. The high pitched breathing the next thing that caught their ears, turning with a stunned expression.

A choice.

Scootaloo wedged herself between the stage floor and Caballeron's chest. Fresh tears falling down her face as her teeth clenched the fated knife of Withers. Her hoof pressing on the pommel as the blade deepened within the count's chest. Her voice grunting in a sobbing growl as she pushed as hard as her body could, causing the doctor to step back in disbelief.

"Oh..."

The stallion stumbled into the side of the alter, using a hoof to hold himself up. His mouth coughing up his own blood as he stared at Scootaloo, now unvield in her gorgeous dress, his gaze softening at the sight a moment before sliding down to reality at the base of the alter.

"I... Liked... Withers..." She reeled, speaking through clenched teeth. Her own eyes glowing brighter than ever before as the pink hue of the setting sun turned a warm orange, revealing the carnage in it's brutal horror along the cathedral as the very world itself watched silently.

The doctor shakily lifted his hoof, painfully pulling out the knife as he reached to hold his own wound. The blade had cut into his breast pocket, spilling out a folded paper of a stab mark where she had drawn the silly little dragon all those years ago, surrounded by it's hoard. Blood decorated his frustrated smile as he looked up to Scootaloo. Her silver tiara and horseshoes storybook in the orange light as he realised what he lost sight of. "I hated her more than I loved you. It's right this way..." The glow in his eyes ceased as the light of life faded. His arm slumping still holding the bloody picture stuck to his hoof.

The entire crowd gasped as his body slumped, bearing witness to what they thought was supposed to be a simple duel of traditional affection turned into a tragic massacre.

Time resumed as Twilight switched to Rainbow, about to run to her to help only to feel the green gem in her forehead pulsing again. Her will slipping back into it's confines as she stumbled back into a possessed pose.

"You think this is over!? I can still control one of you! Guards! Surround them!" Griiva gritted her beak, about to continue with her own plans, now in charge as the mob of armor clad griffons and pegasi began to move in. The two sisters crouching, preparing for a fight of their own as they glanced to each other with the unspoken understanding of a thousand years of experience. One had to distract Twilight while the other took down the dreaded enchantress.

"I can still control all of Equestria and Snowrock with only this puppet! You surrender now or I'll have this princess have her turn with that knif-"

CLUNK!

Griiva toppled to the floor out cold as Fluttershy stood behind her with one of the guards helmets, shaking in her boots. "...I think we've had enough of that..."

Like dominoes, the guards each collapsed from utter exhaustion at Griiva's unnatural usage of their lack of free will as thier armor thudded to the floor like bell tolls, holding their sleeping bodies in a rush of relief. Twilight snapped from the spell, agreeing with Fluttershy as she used her horn to pull out the gem while the two sisters followed suit. Hurrying, she dove down to Rainbow with Celestia while Luna moved to the dying Quibble, who had collapsed of his wounds.

"Come on Rainbow, stay with us!" She begged. She and Celestia focusing to bind her wounds as Luna assisted the injured stallion pegasus.

"I-I'm fine. Help Luna with Quibble, Celestia. He got hit worse than me..." Rainbow huskily groaned, trying not to move as the large white princess agreed and quickly moved to join her sister.

"The damage is too much. I only know simple healing spells... Somepony come help!" Twilight turned to the crowd, begging as a group of medics shook themselves out of their dropped jaws, quickly hurrying in to assist Quibble and Rainbow, who were on standby for the duel.

Nobody could help Withers however. The only one who was focused on him was the winged filly in a bloody wedding dress, who had turned his head hoping to see him still there. Her lips quivering as no spirit filled his deep purple gaze.

"I should've left with you... I'm sorry... I'm so sorry." She whimpered, curling her head to his as she hugged it tightly, struggling with the weight but not caring as her cries became quieter over the coming chaos as the horrid nightmare wedding came to an end.

25. Epilogue

Days passed as the ships containing Equestrian soldiers landed, occupying the city of Windgate. As the story of the ruby wedding spread, the towns resistence was miniscule from the horrid news of Caballeron's machinations. They knew him a criminal like many others, but the fact their own countess was the one that dealt the killing blow eased any resentment they might've had for the sisters occupation, leaving them in shame and uncertain of their future.

Within the Windgate hospital Rainbow had been put under to perform the lung surgery she required. Thankfully successful with the blood donations of townsponies that respected her as the rightful winner of the duel. Her eyes closed again under a breathing mask as Quibble laid in bed next to her, reading a book with his chest bandaged thick enough to be a chestplate, a bandage over his eye similiar to Caballeron as the other was heavy from painkillers.

"We're glad you're alright, Quibble. Luna's very sorry she couldn't find you after you got captured." Twilight stepped into the room, blinking slowly as she looked over her unconscious feiend nearby. "How is she?"

The book clapped shut as he nodded in understanding. "The good doctors said the injuries and strain damaged her lungs. She'll be okay bit she might not be ever to fly competitively again." The earth pony stallion somberly explained, recieving a more somber nod from the Princess.

"Well, the alternative was a lot worse. I'm just happy she's breathing." She choked up a bit, clearing her throat.

"You came to visit early. How's the little one?"

"They're having Withers funeral today. She really took charge and prepared for a city wide celebration of him." She looked out the window, seeing the city walking up the curved slope towards the city cemetary near the top of the hill.

"He must have been a solid anchor for her over the years." Quibble deduced, turning his head to join her in the view, another thought of inquiry filling his thoughts. "What about the uh... The Doc?"

Twilight lifted her hoof between her eyes to push before answering. "She wanted a small ceremony in a secret place for him. She says it's to prevent any future martyrdom but I think she still is torn with her feelings for him."

"She is having his foal."

"Foals." The princess sighed, getting a shocked gasp from him. "Twins. I think it's the only thing keeping her from falling apart."

Quibble pondered a bit as he pushed his book to the side. "She was grumpy, but didn't seem to be falling apart. She's young, they can adapt pretty fast." He stopped talking as the princess glared with a side eye at him, making him itch the back of his head sheepishly. "Still tragic. I'm just saying she's tougher than she looks, you saw her there."

"I know."

"Do you think she's going to stay as a countess? She's incredibly beloved here and would be perfect to heal the tension with Equestria." The stallion asked, tired of newspapers speculating and asking the source directly.

"I'm leaving that decision to her. She hasn't decided yet though. I might've pushed her to visit Ponyville before deciding." She whispered, hoping seeing her friends and family again would save her from the mess she'd be cleaning up.

"We're going to have to ship back all the Somnambulan glowpaz we can find while destroying these evil gems that came from the mountains over the months. Maybe even years. Something is causing them to be twisted and I fear it's something not natural." She blinked after thinking out loud, looking back to him as he blinked back. "Maybe we should keep that to ourselves for now."

"I spent three years undercover here on a whim. My lips are sealed."

"Thanks Quibble. Let us know when she wakes up."

"Yes ma'am!"

On the hill, the aged whitestone fence with metal bars between surrounded a crowded yet solemn ceremony. Over a hundred townsponies, including Fluttershy joining to support the acting Countess Scootaloo as she sat in the front row, clade in a black turtleneck. Her eyes sullen as her body felt heavy, not to mention her two passengers that she insisted to wear the sweater to hold easier and cover, not wanting her pregnancy to be the focus of the funeral.

Before them, a simple maplewood coffin clad in Withers' favorite textile as a tailor decorated the top. A soft red velvet that cushioned his picture and countless flowers. His sunglasses fixed and set next to them at an eye pleasing angle.

The temple griffon from the duel was present, adjusting his glasses as he read from the paper on his table. "We learned much of the ponies who had helped raise us from darkness in these bleak times. Some tragically carried a darkness of their own. Among one of them, a simple earth pony who had been a bulwark in the safety of our people and the hearts who surrounded him. Here we guide Withers' to his final resting place. Today we have three of the most well renowned rulers present to say a few words."

From the front row, Luna stood up first. Her face more invested than her sisters as she cleared her throat.

"My sister felt I should speak for both of us today, as I was closest of us to him. I've lived for centuries and seen many faces pass. None fascinated me more that Withers. Withers was a simple pony in his early life from what I know. He spent his days loving his craft tailoring before turning to a life of crime, though he kept the reasons why to himself. However. He wasn't a bad pony in the end. He chose to come here to protect your countess. He was a pony who lived his own way, watching the world pass by like a movie behind his glasses waiting for a reason to act. Which is shamefully why we're here." The princess frowned to herself before realising she was getting off topic, trying not to become overly emotional. "I made a promise to him, though now it's rather late."

Luna slipped a written paper from under her wing, placing it on top of the casket with Twilight's name seen signed on it. Luna placing a hoof on the coffin with a misty look.
"Thank you. I wish I could've given you this while you were among us."

She gently stepped back and returned to her seat, getting a pat on the back from Celestia as Scootaloo shakily stood, coming up next.

The little orange pegasus approached as the townsfolk raised their heads more attentively. Her voice shakily speaking a moment before becoming more firm.
"I wanted this many people because I wanted you all to know how important Withers was to me. I spent my life with many self doubts, always not thinking I had any agency in who I'd become. From my cutie mark to my place here, I arrived here with a bottle in my hooves and almost no self worth. In that dark place, Withers listened. He could see behind those glasses he loved the potential of everyone around him. He was a genius that way. He knew exactly what creatures needed to hear and didn't mince his words." Her breath hitched, centering herself to finish her speech.

"He was my best friend. This city glows again because he didn't just save me, he saved all of us. I ask everyone here to forget the name Caballeron, and instead know that this stallion came into our lives and changed it for the better. That he built us back up and made us shine, just as he did as a tailor. Despite having the name Withers, his actions proved that only when death earned him that name could become true. Please remember him, and know he saved this nation. Not Caballeron, not me. Withers."

The crowd listened silently, some tearing at her heartfelt words as the princesses and Fluttershy looked proudly, understandingly at the stoic filly honoring her friend.

She nodded to the priest as she returned to her seat.

"Survived by no known family, we honor Withers today and rest you back to the earths warm hearth. We leave you with our Countess's wonderful words, Withers. Thank you." His talon flourished as a nearby apprentice respectfully lowered the casket with a pully into the ground.

Scootaloo sank next to Fluttershy as her fresh tears flowed, looking on as her little voice jested softly in her ear. "I think Luna had a bit of a crush on him." She tearfully giggled, getting one in return as Fluttershy's hoof covered her smirk despite crying. "Thank you for coming."

"Of course."

More days passed as the sun rose high over Ponyville. The train station resident to many familiar ponies. Rarity, Applejack, Sweetie Belle and Applebloom all stood as the latter two shifted and looked around. They had grown as well, Sweetie Belle's mane longer and body lithe and taller. Applebloom hadn't changed much besides height, though her mane had grown a bit and lost her red bow, replaced by a thin red neck scarf.

"We've been here for like fifteen minutes! Can't you please just tell us who we're waiting for?" Sweetie squeaked, still vocally adorable despite her matured tone.

Applebloom's was nearly as low as AJ's as she agreed. "Granny's gonna be ticked if she knows we're not bucking the southern orchard with Big Mac, sis."

"Don't you worry nothin' about that. Big Mac is covering for today." The response getting a surprised ear twitch since he had got married and usually is more reserved about covering these days.

"Ah guess..."

The sound of the train horn echoed in the distance as the two older mares watched nervously and excitedly all at once. Applejack especially since she was requested not to talk about who was coming. "Here she comes."

The train drifted to a stop as steam exhumed from the chimney ahead. A cart stopping perfectly in front of them as a silohuette emerged from the steaming mist along the train.

A familiar mare, leaning on a walking assister tied to her arm all bandaged up from head to hoof as her rainbow mane poked from the mist, coughing lightly as Rarity joined to assist her towards the two fillies, Applebloom's ear twitching in a bit of surprise. "What the hay, Rainbow? How big of a spill did you take this... Time..."

The lighter clops of a smaller mare stepped down from the steps onto the wooden platform. A tired eyed pegasus stepped out with the back of her longer mane tied into a ponytail. The tomboy looking to the two frozen fillies who were watching what they thought was a ghost stepping out.

"Heya, girls."

Sweetie and Applebloom stared as the other three mares moved back, assisting Rainbow to a nearby bench to talk while letting the others have their moment.

"S-Scootaloo...?" Sweetie's chest thumped, her face blank as she walked forward andreached to touch the pegasi's mane. The latter giving a squinted smile at her taller friend to her own quiet disbelief.

"You got taller."

The two Ponyville fillies leapt to hug her tightly as as they collapsed into a bursting fit of tears. Scootaloo's face more calm as she quietly embraced them both with each arm, feeling her own eyes mist as she quickly inhaled. She was prepared for tears, but rhe smell of home from it's apple hinted greenery brought a wave of overwhelming nostalgic sorrow as she buried her face in the shoulders of her friends.

"Where were you you dummy!? We thought you were dead!" Applebloom sobbed, cupping her face in disbelief. Her friends face aged almost ten years compared to theirs with lines she'd only seen on mothers.

The two glanced as they sat downward to see her bloated belly. Sweetie hesitating to touch until Scootaloo rested thier hooves to feel, getting a kick each as the blinked stunned.

"The doctor says it's a boy and girl. I had a strange few years." Scootaloo said plainly, looking over the two while they gushed while wiping their faces.

"Oh my gosh, twins? Who-who's the papa?"

Scootaloo quickly suppressed a couple memories before warmly she responded. "I'll tell you another time. He's not around anymore so I thought... Well that could be for another time too." She would love to raise them with her friends, but they were still strangers after so long in a way. It's was a bit alienating, and she'd rather not drag them to the Snowrock Isles.

"Are you thinking of names yet?" Applebloom asked, tilting her head to rest it on her belly to listen in.

"I decided on two already. Shutter Haze and Avellana." Her eyes went to a faraway place in thought, reminded of the second reason she had come here.

"Shutter? That's your dad's name."

"Yeah. I thought it might soften the blow since they don't know yet." She nervously giggled, itching the back of her neck as she smiled.

"I want to catch up about everything, but I have to see my parents with Rainbow Dash. They're at my aunts house waiting." She stood up with the other two who gazed with fresh smiles as the nuzzled into each other. "We'll catch up over at the cafe if it's still open tomorrow. I'm sure everyone will want to see me eventually."

The two nodded, sad it was such a quick reunion but overwhelmed that they got to see their friend alive.

"You know we spent three weeks digging through that rubble for you. You're paying for that!" Applebloom nudged her shoulder, getting a sheepish chuckle awkwardly from the little mare.

"I know, I know. It's all on me."

"By they way... Your cutie mark." Sweetie Belle tilted over to look at her flank, followed by Applebloom.

"A ruby encrested sword?"The two paised as Scootaloo's eyes darted between them with a small smirk before bursting out.

"ISN'T THAT SO FUCKING COOL!?"

"Language, darling!" Rarity shouted, being smothered by the fangirling of the other two fillies who celebrated, adoring her sheening silver sword and cool gem.

"No fair! I only got a boring apple in a cauldren from potion making with Zecora!"

"Well I only got a bell with songnotes! You know how many songnote curiemarks there are!? Like a billion!" Sweetie Belle retorted. The unircorn and earth pony filly pausing as Scootaloo began laughing out loud, trying to contain herself. They hadn't changed much at all.

"I'm happy to see you two. I have to go for now. Should we make it nine for brunch tomorrow?"

"You betcha!"

The pegasus waved while she met with Rainbow. The others went back to see thier younger siblings now able to talk openly now that it was known she was alive.

"You didn't tell them about being a countess? I was sure you'd be rubbing their noses in that." Rainbow inquired, slowly walking along with Scootaloo as they made their way to her aunts house.

"Oh I'm totally gonna."

The cheery aura of the two became quieter the closer they came to the aunts cottage. Their smiling demeanors becoming more thoughtful and regretful as they approached the simple birchwood door past the pickett fence. The two stopping in front as Scootaloo's chest thumped with a shuddery breath.

"Remember. You didn't do anything wrong and they'll know that. I'm the one who messed up." Rainbow also spoke shakily, more nervous than the timid filly next to her. Steeling herself she opened the door for the filly.

Inside she was met with the widening eyes of two older mares, as well as her mother and father. Scootaloo stepped in with a small smile, her legs becoming still from the shaking. "Hey mom. Hey dad." Rainbow closed the door behind them as Scootaloo's face folded, smiling harder as her gaze became a torrent of waterfalls.

"I had a really bad day."

13. Another Night [X]

"Good girl." Caballeron huffed hungrily. This was so much more hot. His thick leathery cock rested along Scootaloo's face. Her small tongue lapping messily along the musky, sensitive part of between his meaty shaft and large orbs. The wet echo of her mouth tasting along his warm meat. He gulped softly, petting her ears. "I'm glad you decided on something you wanted to try." He smirked, getting an embarrassed groan from the filly.

The two were back in thier bedroom as the ship cruised through the night sky. The water below reflecting the stars which made it feel like they were in space itself, away from the rest of the world. A wet slurp escaping her mouth as she parted from the base of the shaft.

"There's nothing to do. They don't even have any good books on this ship." She muttered, a bit of pre sliding from her forehead to her muzzle. Eagerly, she attempted to wipe it off, suddenly feeling the stallions hoof move her smaller limb away.

"Lick it off. I'm going to pour more down your throat eventually." The doctor smirked, licking his own nose for her to see what he desired. Her pupils shrank a moment before reaching up with her soft taster and taking it in to her mouth. It didn't taste like much of anything. Just warm and slightly salty as she grimaced openly. The open laughter that didn't seem like posturing coming from the stallion as he heaved his chest in mirth. "There'll be plenty of books and other things to do when we arrive. I'll be a little busy before we settle in."

The large beige hooves wrapped over her head and brought her up to the top of the shaft, pressing his wet tip up to her nose. Slowly wiggling her muzzle further onto it until it slipped through her small lips. Her meek voice moaning slightly as she felt the long shaft rub over her tongue. Her mate moaning as his limbs tightened, pulling her further as half of his throbbing shaft disappeared into a bulge down her hot, tight throat. "F-fuck Scootaloo..." He panted, hearing a struggling gag. "Relax your throat. Your gag reflex is making it harder." He commanded, looking down at the purple gaze tearing up at him from the struggle.

The little pegasus tried, lowering her tongue more to fit his girth as the dark grey cock went in further. He wouldn't stop until her nose hit his belly! Little by little she learned to drain the excess saliva lubricating his throbbing meat. She moaned during exhales, vibrating his cock and devouring his lustful hog. The ring two thirds down his cock meeting her lips as her eyes widened. His cock seemed to be the regular length of a stallions, which was still quite sizable to her small frame. The bigger issue was his age gave it more covering flesh to take in, but also seemed thicker than the glimpses she'd seen in everyday life.

She panted through her nose, taking glances up at her stallion to see how much he was enjoying her mouth. Something primitive awaking in her mind at seeing him smile with his eyes closed. With one last push she thrusted her head forward, pressing her nose on his belly as her neck widened from the thickness. "M-mph!" She groaned in both surprise and celebration as Caballeron's hooves pressed the back of her head harder. The sounds of his moaning shudders pouring dopamine in her body as a reward from completing such a challenge!

Her blunt teeth rested gently on top but he expected that. Her tongue on the bottom of his cock however was heaven. The uncomfortable teeth on top was nothing compared to trotting through jungles with branches and annoying plants hitting his underside. Her willingness to try it and that adorable blushing face looking up at him with a mix of embarrassment and pride in her accomplishment made his even harder. She couldn't even feel the pre leaking down her tight pipe from his excitement. "We have three options now, little Scootaloo." He smirked, getting a curious gaze from her.

"We can continue at this slow, slow rate and have your jaw be sore after. I can let my own hooves use your head while you just rest there and focus on your throat. Or.... We can finish this faster, flip you around and pound your adorable brain into the pillow like the little cocksleeve you are." He smiled, getting a nervous blink as she reviewed the options in her head, a hard gulp from the orange filly making him shiver as he placed her small hoof on his thigh. "One tap for option one. Two taps for two, etcetera." He hummed, petting her ear.

Tap.

Tap.

Caballeron felt her hoof hesitate. The filly's eyes gazing down in thought as her tongue lapped along his shaft slowly. Her soft taster heating up as she let out a nervous sigh.

Tap.

His smile widened, cupping her ears and lifting himself up to turn his pegasus around. The filly gagging slightly at the odd angles grinding along her throats tight walls, rolling over on her back submissively. Her head rested on the pillow as he leaned forward above her tiny form, his forehead pressed on the headboard to keep his flanks from crushing her chest while seated on her. The stuffed equine pinned with her hooves held to her sides. Her head leaned up on the pillow to feel the shaft slide out slightly, Caballeron's hips retreating before pushing in again. "Ngh...~"

Her head pressed back as his shaft slid back down her throat. Wet sloshing sounds escaping with her cute little moans. "Mlk! Gulk gulg! Mmm!" She bellowed, causing a hearty exhale above. Caballeron's hooves down on her head as he stuffed her face with enough meat that would make a hungry carnivore jealous. She could feel warm drips of pre force themselves down her throat as she laid properly, only able to fidget her rear hooves and use her hot mouth.

She felt her body start lifting up and down. Looking up to see Caballeron's trademark smile as he begun angling his hips more downward. Instead of thrusting she was being pounded downward. Her tight throat feeling him slide in and out. He was bouncing himself instead of thrusting! Her tongue could feel his damp orbs slip along the tip of her taster as they tapped along her chin. His fur filling her nose with the intense stallion scent. His hips rolling between bounces reflecting how she moved when in his lap.

The smell and his heat overpowering her senses, mixing with the masculine taste as she rolled her eyes back. The lack of fresh air made it harder to breath, especially with his belly blocking her nose every so often. But he was slow. Savoring every inch along his cock as he let out his own panting moans softly. "You're doing wonderfully." He complimented, gulping between shuddering breaths. "I'm going harder now, breath slow." He commanded yet again.

She nodded meekly before feeling his hooves grip her head firmly, comparable to the choking earlier as he pulled her in. His throbbing could be felt as more leaking poured down her throat. Her wet gulping moans getting louder. "Mm! Shlrp shurk gulk! Mmm!" Scoots moaned, making her slobber from the force as he pumped her back and forth.

His slow, heavy frame lifted up and down, pulling her in with each bounce to stuff her throat as the cool air inside the room became more heated from Caballeron's body. The movement and groans escaping all heating the filly under him as his cock became tighter. His thrusting rising in aggression as he picked up the pace. Her gags becoming muffled sloshes of weak whimpers through lubricated slurping. "I'm about to cum. Keep licking and gulp it all down." Cab growled, his tongue dipping out as he leaned down and pulled her face all the way into his body.

"Mmm!" She yelped in her muffled state, feeling the warm, throbbing length become more bulged as the liquid in his musky balls drained through the hot pipe. Her throat force fed a flood of hot cum pumped into her belly. Heavy gulps muffled into her stallions fur.

Caballeron let out a deep, gutteral moan. His body folding back to lean his pelvis forward more. The steamy liquid emptying from his sack. Her face buried in his fur, whimpering with each spurt of cum filling her up. "Haaah. Aaah.~" His body shuddered, letting the last drips escape.

He finally pulled away as his fat cock popped out of her mouth. The filly gasping for fresh air before coughing loudly between gulps. Her high pitched voice letting out groans as she laid back. Her muzzle an absolute mess of drool and leftover stallion spunk covering her.

Caballeron politely pulled himself off her chest. Despite keeping most of his weight on the headboard she was still a fragile filly pegasus. He gently lowered himself back down, resting his chest on her filled belly as she gulped repeatedly. Her breathing becoming calmer as he folded the blanket over and wiped her face. His own hog wiping itself on the bed as they dried off a bit.

"Doctor?" Scootaloo panted, gulping her throat muscles back to a relaxed state before finally exhaling the last of her energy.

"Yes, my dear?" He asked curiously, crawling up and resting his hooves under her dented pillow, lifting her head to help her windpipe more as she meekly folded her own hooves in front of her.

"My jaw is sore anyway." She groaned, mildly embarressed with a small squirm. Her cute cheek suddenly getting a kiss from the stallion. His stubble tickling her face as he laid down fully over her, his own head laying on it's side towards her.

"Well, nothing seems dislocated. You worked it better than some full sized mares." He chuckled quietly. His voice softer as she felt his words vibrate her lips from the vocal deepness. "Cum breath."

She gently hit him in the chest playfully with a huff, getting a louder laugh in response as he pulled her in. His body surrounding her in a tight hug, nuzzling the incredibly soft filly before pulling her in for a kiss. Her sore jaw only able to open loosely, letting her own giggles escape into his own mouth.

Her lower hooves moving to wrap over his midsection as his spent cock rose back up again. Simply leaning under her messy tail comfortably as she hugged around his neck, feeling his own large arms wrap around her head and back completely. Her nose rubbed along his gently, kissing his upper lip warmly. Her own curiousity in feeling how his face felt since she had free leeway to have it.

Her hoof lifting to feel the tingle of his fur as she felt him nibble along her soft lips playfully, returning her affectionate actions. "Yes. I've decided." Caballeron muttered, pulling her head in to kiss her softly before licking up her collar to her chin slowly. She shuttered as his words peaked her interest. "I'm terribly in love with you."

Her body froze in his embrace, her eyes like a deer in the headlights. A small gulp heard before lowering her hooves to his chest fur. She wasn't sure what to say until the hot voice of the stallions lips pressed to her ear. "Good night, Scootaloo."

"G-good night, Doctor. I love you too."