The Legend of the Arachnapony

Chapters

True Story
Into the Forest
Saying Hello
Photos Worth More Than a Thousand.
Harsh Words of the Old
Dreams and a Warning
A Meeting of Minds
Curiosity
A Fine Morning
Second Impression
Watching Eyes Never Sleep.
First Outting
Gathering Intelligence and Herbal Therapy
Light Tea, and an Invintation
A Nightmare Night to Remember
Secrets in the Light
The Hunters on the Prowl
Soup in the Forest
Conversation
Making Plans
Fateful Night (Part 1)
A Light in the Forest
Meeting the Neighbor
Old Tales, and Lost Truth

True Story

Apple Bloom reached the farmhouse and wasn't surprised to see the lights on in the living room. She walked slowly up to the door bracing herself for the upcoming yelling that was likely to come from her family. She opened the door and entered the house. When the door shut she heard movement coming from the living room. She placed her nag down on the floor and slumped to the floor, the long walk and the excitement of the night quickly catching up to her. Her rump had barely hit the floor before Applejack and Big Macintosh came around the corner.

Applejack was the one to start the yelling. "Apple Bloom! What in tarnation took you so long to get home? It's almost three hours past your curfew and not to mention it's dark out to boot."

Apple Bloom cringed under the assault of concern. "Ah'm sorry. Ah do have a reason though..."

She went on to tell them of leaving Zecora's house ("You should'a stayed the night!"), how she saw the light off the path ("An' you thought it was a good idea to walk over to it?"), how she had sketched the strange glowing plant ("At least she did somethin' creative." "Yer not helping!"), and how she had been chased by the Timberwolves. Her older siblings fell silent as she told them about being chased and how the wolves had knocked her bag off and how they had cornered her. At this point Big Mac went up the stairs and into the bathroom. Applejack moved next to her sister and started inspecting the cuts and scrapes on her.

"And then they leaped at me and a rope shot out of the tree and grabbed the wolf and threw it across the clearing."

Applejack took a step back. "Beg yer pardon?"

"I was saved by a... a thing in the trees. It rescued me from the wolves and led me back to the path. Then it gave me this."

She held up the amulet the creature had given her. Applejack took it and studied it. Her expression turned hard. "Apple Bloom what have we told you about lying like that?"

"Wuh..." Apple Bloom was shocked by the sudden change in her sister's attitude. One moment she was kind and motherly the next she was yelling at her.

"Ah can't believe you would make up a story like that. Of all the things you could have said you went and made up such a ridiculous story."

Apple Bloom pulled away from her sister. "Ah ain't lyin' Ah swear! Ah'm tellin' you the truth. It really happened."

Applejack moved closer. "Apple Bloom stop this right now. Ah don't wanna hear any more of your fibbin'. I thought we raised you better than that."

Apple Bloom took a few more steps in retreat and could feel the tears in her eyes. "Why won't you believe me? Ah ain't lyin'. You have to believe me."

"Apple Bloom please just tell me the tru—"

"Apple Bloom. Come up here now please."

Both of the Apple sisters looked up the stairs to see their brother looking back down at them. Apple Bloom walked up the stairs with a sniffle and stood before her brother. She looked up his towering frame, which seemed all the larger now that she was certain she was about to be yelled at, and wiped her eyes.

His voice was gentle however. "Why don't you go wash up and get ready for bed."

She was about to protest but felt that tempting fate wasn't the best idea at the moment. She walked past him but was stopped when he gave her a gentle hug. She returned it feeling much more relaxed and relieved knowing that he loved her. They finished the embrace and she went into the bathroom. Macintosh turned his attention to the fuming Applejack at the bottom of the stairs.

"Why'd you go and let her get off fer? She was lyin' just to get out of trouble."

Macintosh walked down the stairs and moved over to the backpack Apple Bloom had left next to the door. He picked it up and gave it a quick look over. What caught his attention was the strange fabric like substance that was in three lines in the back of the bag. He placed the bag back down and returned his gaze to his sister.

"Ah didn't 'let her get off.' All Ah did was tell her to wash up."

Applejack grew irritated. "So were just gonna ignore what she just did? She stayed out past when we told her to be back, she came home past curfew, and now she's making up stories about things saving her from wolves!"

Macintosh let out a sigh then walked up to his sister. "Look Applejack, she's tired, frightened, and she got some nasty scrapes on her. Right now she don't need a lecture on what she did wrong. What she needs is her family to be there for her and a good night of sleep. We can worry about if she was lyin' or not tomorrow"

Applejack looked like she was ready to protest but Macintosh raised his hoof to silence her. "When you came home from Manehatten we didn't yell at you or do anything of the sort. Ah know that these are sorta different but when you left Ah was mighty mad at ya, but when you came back all Ah was worried about was if you were okay and happy. Now go up there and help yer sister get cleaned and tuck her into bed."

Applejack stood there for a moment stunned by her older brother. She had never heard him confess how he had felt when she left. She opened her mouth a few time in an attempt to say something but in the end all she did was nod and head up the stairs. Macintosh watched her go up the stairs and shook his head. Sometimes that girl is so stubborn. He went back to the bag and continued his inspection.

Applejack reached the top of the stairs and walked over to the bathroom door but was stopped by the soft sound of sobbing on the other side. She hesitated for a moment then knocked on the door.

"Apple Bloom? Do you mind if Ah help you?"

There was a faint sniffle behind the door. "Alright."

She walked in and saw Apple Bloom trying to hide her teary eyes as she washed a small cut on her leg. Applejack moved closer and picked up a cloth of her own and started to wash her sister's back. Her sister looked up at her and gave a small sniff.

"Are you mad at me?"

Applejack stopped with the cloth in her hoof and looked down into the sad and hurt eyes of her sister. She placed the cloth down and brought her into a loving hug.

"Celestia knows you drive me nuts some days and sometimes Ah get a bit cross at ya but Ah could never stay mad at you."

Apple Bloom returned the hug and buried her head into her sister's coat. "So... do you believe me?"

Applejack sighed. "Right now that isn't important. Let's get you cleaned and into bed. You still have school tomorrow."

Apple Bloom awoke the next morning at the crack of dawn and rose from her bed. She went to to her dresser and reached for the bow she always wore but couldn't find it. She started to search for it when the events of last night caught up with her tired mind. She did however find the small necklace that was given to her. She looked at it for a few moments then put it over her neck. She brushed her mane as best she could and headed down the stairs for breakfast. She was greeted by Granny Smith working at the oven making food, Big Macintosh reading a small book with a picture of a plow on it, and Applejack eating a bowl of cereal.

"Morning Apple Bloom. Ah got yer food all ready right here for ya."

Granny pointed to a chair at the table and placed a plate filled with food down for her. Apple Bloom sat down and started on her food. It was a few seconds later that her sister noticed her missing accessory.

"What happened to yer bow Apple Bloom?"

She reached up to her mane and ran her hoof through it. "I lost it in the forest."

Applejack was about to start criticizing her sibling but Macintosh stopped her. "Then Ah guess you'll just have to go to Rarity's and get a new one."

He got up and went upstairs. A few moments later he returned with a small pouch. He gave it to Apple Bloom. "Here this should cover it."

Apple Bloom gave him a weak smile. "Thanks Big Mac."

He gave her a gentle pat and headed for the front door. Applejack rose from her seat and followed him out. They reached the front yard before Macintosh turned to face her.

"Ah need to go talk to Zecora."

Applejack stood there confused and it must have shown because Macintosh went on without giving her a chance to say anything.

"This is mostly to confirm Apple Bloom's story about going to her hut and not staying the night. Now Ah need you to do the barn chores while Ah'm gone and Ah promise that Ah'll do your barn chores for the next few days. Deal?"

Applejack thought about it for a moment then spat on her hoof and held it up to Macintosh. He did the same and they slapped their hooves together sealing the deal. Macintosh set off down the dirt road while Applejack went back inside to finish her breakfast.

Apple Bloom finished her breakfast quickly and went to grab her bag. She nearly ran into Applejack on the way to the front door.

"Whoa there sugarcube, Ah need to talk to ya real quick."

The pair of them walked into the family room and sat down on the sofa. Applejack tried to give the best reassuring smile she could but she knew by Apple Bloom's worried expression that it wasn't working.

"Ah know that last night Ah was kinda..."

"Scary."

"Worried." Applejack finished. "Ah was worried that you had been hurt or had gotten lost, and Ah also know that last night we didn't finish a certain conversation."

Apple Bloom swallowed visibly. Applejack move closer and tried to give another friendly smile. "But Ah think that we can finish it later tonight. Ah want you to know however, is that Ah love you no matter what."

Apple Bloom gave her a smile. Applejack swept her sister in a tight hug. The younger pony returned the hug with enthusiasm. They broke off the hug after a few seconds as Apple Bloom remembered that she had to get to school.

"Ah'll see you later."

She waved good-bye to her sister as she set off the road toward her school.

Apple Bloom walked along the simple dirt road to school thinking deeply. She should be dead by all accounts, Timber wolves are one of the most aggressive and vicious creatures in all of Everfree Forest but something even stronger than them had attacked the pack that was chasing her and saved her from certain death. She glanced over to the edge of the forest that was off in the distance.

"What was it? Why would it save me?"

She stopped on the road and lifted the white stone necklace up so she could inspect it in the light. She noticed that the stone was somewhat transparent but only when she held it in direct sunlight. When she put it in her shadow it became a more solid white in color.

"What is this made out of anyways?"

She let it drop back down and continued on her way to the school house. She walked along the road while occasionally glancing in the direction of the forest. Why? It attacked the wolves with no real mercy but it willingly went out of its way to save me and get my bag. As she walked along the path she failed to notice the voice calling out to her. It wasn't until a hoof touched her did she realize that she had been joined by Scootaloo.

"Hey what's the matter with you? You look kinda beat up."

Apple Bloom glanced over at her. "It's kinda a long story. Ah'll tell ya after Sweetie joins us."

Scootaloo gave her a quick look over and looked at her friend with a worried look. "Okay. You certain you should be going to school today, I mean you look like you got into a fight with a Timberwolf or something."

Apple Bloom gave Scootaloo a shocked look. Of all the examples she could've chosen. She gave an involuntary shudder and after another moment she started to tear up. Scootaloo stopped walking and noticed this sudden change.

"Whoa, hey! I didn't mean it. I was just joking."

Apple Bloom wiped her eyes and gave Scootaloo a weak attempt of a smile. "It's not that. Let’s find Sweetie then Ah can tell you."

The pair of them made it to the school yard with next to no conversation. Apple Bloom kept looking back to the forest, regardless of the fact it was barely a tree-line at this point. They were joined by Sweetie Belle and they walked over to a secluded patch of the school yard.

"So how did you get all beat up?"

Apple Bloom motioned for them to get closer and she started her story. The pair listened to her story with great interest. She was barely done with leaving Zecora's hut however when the bell rang. The trio rushed into the schoolhouse and took three of the desks in the back of the class.

Scootaloo leaned over to whisper to Apple Bloom. "So then what happened?"

Apple Bloom opened her mouth to continue her story but Cheerilee walked into the room. "Good morning class! Today we'll be talking about..."

Her gaze lingered on Apple Bloom for a moment then looked to the other two crusaders. Her slowed speech only lasted for a second but wasn't missed by the class. "... How tell the difference between their, there, and they're. We will also be going..."

Apple Bloom's attention shifted to the gazes of her fellow classmates. Many of them looked from her to her friends and just simply shrugged and looked back. However there was a few that let their gaze linger for more than a few second. One was Featherweight who was silently asking the question she was trying to answer to her own friends and, much to her misery; the others were Diamond Tiara and Silver Spoon. Both of them were snickering at her. Apple Bloom lowered her head and tried her best to ignore every pony in the room and listen to the lesson.

The first half of class couldn't have passed any slower for Apple Bloom. By the time the bell rang for recess she was convinced that time had almost stopped. The three crusaders headed over to their secluded spot and took a seat.

"Alright. Now as Ah was saying; I had just left Zecora's and was walking along the path when—"

She stopped when she noticed that their three just became four. Featherweight had joined them and was trying his best to look friendly. "Hey Apple Bloom. I was wondering how you got all... well beat up I guess."

Apple Bloom gave him a small smile. "Sure Ah guess. Why do you wanna know anyways?"

Featherweight took a seat next to Sweetie Belle, the filly herself blushed for some reason, and pointed to all three of them in turn.

"Well when all three of you show up a little worse for wear we really don't think much about it but today you're the only one that's hurt. So I figured that I should check, after all we all did work on the Foal-Free-Press."

The trio nodded in agreement then Apple Bloom cleared her throat. She was unable to continue the story however when a haughty laugh reached their ears.

"Yes why don't you tell us how a blank flank like you got hurt? I bet she was trying to earn her cutie mark in something ridiculous."

The small group turned and let out a collective sigh when they say the pair of fillies heading toward them. Diamond Tiara and Silver Spoon were walking over being closely followed by the rest of the class. Apple Bloom let out a small groan then nodded.

"Fine. Y'all hear about it anyways in good time."

She told her tale to the class. When she reached the part about the glowing tree there were many 'ooo's' and 'wow's' when she told them of how she had heard the Timberwolves howling many of them shuddered or let out gasps, and when she told them of how she had been chased into a small clearing and had nowhere to run they all looked frightened. She paused for a moment and took a breath. She then told them about how she had been saved and how the thing that had saved her led her out of the forest and warned her not to do something like that again.

The crowd sat in total silence, awed by her story. The silence was broken by a huff. "That's stupid. How could you have been saved by something you couldn't see?"

"Ah don't know. It saved me and here Ah am. Whatever it was gave me this so Ah could have proof."

She held up the stone and many of the schoolpony's moved closer to get a better look. Diamond Tiara however scoffed at it. "It looks like a cheap quartz that you carved yourself. Too bad you didn't get a story telling cutie mark for that one blank flank."

She turned around and left, followed swiftly by Silver Spoon and a few other ponies that merely shrugged and went to do something with what was left of their recess. After a few moments much of the small crowd had dispersed, some saying they believed her, some scoffing like Diamond Tiara, but most had simply walked off. Featherweight stayed with the group however.

He was tapping his hoof to his chin thoughtfully. "So what do you think it was?"

Apple Bloom shrugged. "Ah don't really know. Whatever it was wasn't really friendly. It sounded more annoyed with me then anythin' else."

Featherweight placed his hoof down after a moment of thought. "I know how we can prove you right."

The trio of fillies gave him confused, but interested, stares. He pointed to the forest. "All we have to do is go in there and get a picture of it. Then she won't be able to scoff or laugh at you."

Apple Bloom brightened up. "That's perfect. We could probably get the picture tomorrow. Ah'm kinda in trouble for not being home on time."

She gave a sheepish blush. The rest of the recess of spent with the four of them planning how to get the creature to reveal itself to them. When the bell rang for class the four of them were smiling with barely contained anticipation.

The three crusaders and Featherweight walked into the Carousel Boutique, the bell attached to the door signaling their arrival. The small group were greeted by Rarity wearing her work glasses.

"Hello. Sweetie you should have told me you were planning on having company over, I would have made some snacks for your little group. Oh, and who is this nice young colt you brought with you?"

She gave Featherweight a warm smile. Sweetie blushed and shuffled on her hooves for a second before she answered.

"This is Featherweight. He agreed to help us with something."

Rarity gave her a quick glance then returned her gaze to the colt. "They didn't force you into this did they?"

He gave a small laugh and shook his head. "No Ms. Rarity. I volunteered."

Rarity gave a small sigh. Her attention was transferred to the pony that didn't look herself. She noticed Apple Bloom's condition and lack of bow she always wore.

"Why my dear Apple Bloom, what happened to you? You're missing your bow and look like you got into a fight."

Apple Bloom looked at the other three ponies in the room then looked back to Rarity. She sighed and told Rarity everything she had told the others. Rarity stayed silent the whole story her expression growing more and more worried as it went on. Finally Apple Bloom came to the end.

"And when Ah told Applejack about it she didn't believe me."

Rarity kept quiet for a few second. She gave Apple Bloom a gentle smile and placed her hoof on the young filly's shoulder.

"I can see why she would... doubt your story. It's hard to believe at first glance."

Apple Bloom could feel the tears forming in her eyes once more. "But you believe me right?"

Rarity bit her lip and tried her best to find the best thing to say. "Well... I think you know what you saw and I believe you about that."

Her answer or lack thereof, seemed to make Apple Bloom relax. With that out of the way Rarity decided to address the current crime in the room. She led Apple Bloom up to the small dais that stood in the center of the room surrounded by mirrors.

"Now let’s focus on getting you a bow that will really make your mane pop."

Apple Bloom walked along the road to home adjusting her new bow, a deep green in color, and tried her best to make it sit in her mane just right. It just ain't the same. She sighed defeated and turned off the main road to the path that led to the farm house. She came up on the house and noticed Applejack sitting near the front door looking down the road she had just come from. She looked behind her and noticed a figure walking in the distance.

She waved to Macintosh as he came up the road. Applejack walked next to her and gently nudged her. "Hey, Ah see Rarity got you a nice new bow."

Apple Bloom shrugged. "It ain't the same."

Applejack gave her a quick hug and a loving smile. She watched her sister walk toward the house for a few moments then turned to look back her brother quickly approaching. He came into earshot quickly and she lost no time starting the conversation.

"Apple Bloom is home now. You want to help me with the talk or do you want to sit this one out?"

Macintosh gave her a stern look that made her hesitate. After a second he looked behind her to see where Apple Bloom was.

"Ah think it'd be best if we don't punish her."

"WHAT? She was out alone, after curfew, and made up that ridiculous story—"

"She ain't lyin'."

Applejack stood there confused. "An' pray tell how do you know that?"

He held up his hoof for a second. Applejack followed her brother’s gaze to the approaching younger sibling. Macintosh walked over her and towered over her.

"Apple Bloom Ah'm only gonna ask this once, so Ah expect nothin' but the truth, ya hear?"

She nodded and cowered slightly. He reached down and lifted the necklace so he could get a better look. He studied it for a moment then let it fall back around her neck.

"That story you told yer sis, was every word of that true?"

She nodded. "Yes. Ah would never lie to either of you."

He leaned down and locked eyes with her. They held the gaze for a short eternity before Macintosh sighed and gave her his friendliest smile.

"That's all Ah needed to hear. Go along inside and get yerself a snack. Ah like the new bow."

She gave him a quick hug and dashed into the house. Macintosh faced the elder of his two sisters. She was beside herself in silent fury.

"Mac, that ain't no way to tell if she's telling the truth!"

He nodded. "If that was the only thin' Ah did then Ah would agree with you but fortunately it ain't."

He motioned for her to follow him. They walked around the house toward the field that bordered the forest. Macintosh stopped next to the fence that was used to signal where their land ended and where the forest began and leaned on it chewing on a new wheat stalk he grabbed on the walk over.

"Ah talked to Zecora this mornin' like Ah said Ah would. She was kinda jumpy."

Applejack joined him on the fence. "What was the matter?"

He glanced over at her then looked over to the tree line. "Well she told me that she normally spends her mornin's gatherin' herbs an' such, an' once such thin' she collects are twigs from the Timberwolves. This mornin' however, when she went to gather the twigs from the den the wolves weren't even there. The cave looked abandoned."

Applejack tilted her hat back on her head. "How could she tell?"

He shrugged. "Don't really know but Ah do know that she looked spooked. Timberwolves don't just up and leave a den without a good reason. Also Zecora says that something has been scaring off some of the other creatures in the forest. She couldn't find half of the critters she gathers reagents and things from."

Applejack cast a worried look to the forest. "Well that ain't exactly comforting but how exactly does that help Apple Bloom get off scott free from breakin' curfew?"

Macintosh gave her a look of faint amusement. "The reason Ah didn't get back as soon as Ah thought Ah would was because I met Miss Fluttershy on the road coming out of the forest."

Applejack gave him a confused look. "What does that have to do with—”

"She was almost frantic. She was worried about a family of warthogs that visit her once a week to get cleaned or somethin' along those lines. They didn't show up today either. That's the second family of animals that went missing."

Applejack was trying to figure out where he was going with this but stayed silent knowing that he would tell her. He was never one for suspense nor was he ever this talkative.

He looked over at her and she could see the worried look in her eyes. "She asked me if Ah had seen them in the forest. Ah told her Ah hadn't and she started to really freak out. Ah tried muh best to calm her done and after a few minutes I managed to get her somewhat normal. She then told me that she really worried about her animals because they’d been actin' up somewhat fierce."

He switched the wheat stalk to the other side of his mouth and turned his gaze to the farm. "Some of her animals have gone missing and almost every animal she has won't go near the forest. Ah almost didn' believe her but when Ah saw that bunny of hers it confirmed every word. The poor thing would go within twenty yards of the trees."

Applejack noticed the deeply troubled look that was quickly replacing the worried look he had previously had. She didn't like it at all and it made her uneasy.

"So..."

He sighed. "Both Zecora an' Miss Fluttershy think somethin' is going on in that forest. Somethin' has made a home there an' it's driving off the competition. We both know that Timberwolves ain't the kind of critters to run from a fight. From what Apple Bloom told us this thing is strong enough to not only face a pack of them but win as well. It could have easily killed her as well but it didn't."

Applejack looked back at the forest which had suddenly looked much more intimidating. She knew that everything that Big Mac had said was true. Timberwolves never ran from a fight. They would hunt anything that entered their territory regardless of what it was. If Apple Bloom was telling the truth then not only was there a new and much more terrifying creature in the forest but it was sentient as well.

"It saved her. Why?"

Macintosh looked over at his sister and followed her gaze to the forest. "Ah wish Ah knew."

Into the Forest

Apple Bloom was running along the road leading to the forest thinking about the words of advice her sister had given her. Don't go into the forest alone. If you wanna visit Zecora ask me or yer brother to take you or Ah guess you could go with a group of friends so long as you stay on the path. Apple Bloom couldn't find a reason to disagree with her sisters words but that wasn't what bothered her. It was the tone in which they had been said. Applejack had sounded worried about something.

Apple Bloom's thoughts were drifted off when she saw her friends waiting for her. "Sorry Ah'm late. Applejack was insistin' on givin' me advice."

Apple Bloom stopped running as she reached the trio at the edge of the Everfree Forest. She took a moment to catch her breath. Scootaloo was sitting on her scooter and glanced over to her.

"Well at least you showed up. For a moment we were thinking about going home."

Apple Bloom glanced over to Sweetie Belle and Featherweight. Sweetie was shuffling on her hooves and was looking everywhere but at Featherweight. The colt was looking up the path that led into the forest. Apple Bloom took a deep breath then addressed the trio.

"Alrighty then, any ideas on how to do this?"

The others looked at each other and then collectively shrugged. Apple Bloom tapped her chin as she tried to think of something. Her thoughts were interrupted by Scootaloo.

"Well, all we need to do is try to get close to where you met it. So do you know where that spot was?"

Apple Bloom shook her head. "Ah have no clue... but Ah think Ah know how to get there."

The four of the young ponies started into the forest. They wandered on the path following Apple Bloom until she came to a stop. She was studying a tree closely. After a second she walked to the other side of the tree and let out an exclamation of success.

"Aha! I found it."

The others walked around to look at her. Sweetie was the first to voice her confusion. "Found what?"

Apple Bloom pointed to the tree. "When Ah out here alone Ah used chalk to mark the trees so Ah wouldn't get lost. Ah guess Ah didn't really need them though. We can follow them to the glowing tree Ah saw and from there we can figure something out."

The others nodded and agreed with that plan. They set off into the bowels of the forest. They spent close to half an hour going from marked tree to marked tree until they came across the circle of trees. Apple Bloom led the group around the trees until they found the opening. She walked into the clearing and gazed upon the tree. It was exactly the same as the night she first laid eyes on it. The others walked into the clearing and were speechless at the strange plant before them.

"How is it glowing like that?"

Apple Bloom looked over to Scootaloo. "Ah don't really know. Whatever it is it's really pretty."

The others agreed and they slowly approached the tree. Apple Bloom noticed that as she moved closer that the movement of the leaves shifted away from herself and her friends. She inched closer and reached out with her hoof.

She returned. Amusing.

The large creature watched the small group of ponies walk along the path. He listened to them as he moved from branch to branch above them in the trees. They stopped after a moment and studied a tree on the side of the path. The red maned one he had saved mentioned something about marking the tree. She then said something about not needing them but he became more interested in her due to the cloth she wore in her mane.

I recognize that pattern.

He shifted in the tree and leaped to the east. His motion through the trees was a smooth motion born of a life time of practice. The motion of landing, balancing on the branch, preparing the next leap, and making the leap a single fluid motion without flaw. He moved swiftly then came to a stop after only half a minute. He glanced down and spotted a bright red cloth hanging in a low lying branch.

He dropped down and gently picked up the cloth. He inspected it and could smell her scent on the cloth well before he brought it close to his face. Pretty color. She must have owned this a long time. Her scent is heavy on this cloth. He leaped back into the trees and headed back to the ponies. He returned to the tree they had inspected and found that they had moved on. Not surprising. The youth never stay still. He considered going to the ground and tracking them but when he heard them off in the distance he moved through the trees to them. They make so much noise and yet they search for me. How could they ever expect to find prey like this if the prey can hear them coming from a mile away?

"Ah don't really know. Whatever it is it's really pretty."

He froze on the branch. They couldn't have found it. He leaped to another tree then gazed through into the clearing with the glowing tree. He was impressed that they had found it. it had taken him almost a month of searching to locate it and these foals find it in one day. His attitude quickly became alarmed when he spotted the red maned one reaching out for the tree.

"You shall not touch it!"

Apple Bloom felt something grab hold of her flanks and tail. She had only a second to register this fact before it quickly yanks on her and pulled her backwards away from the tree. The pull forced her into a sitting position and the next thing her mind register was a small shock wave and a soft *THUMP*. Her friends screamed and she whipped around to see why they had. What she saw made her blood run cold.

It was huge, larger than even her brother. It was wider than her brother as well and due to living on the farm with Macintosh she could tell that it was all muscle. The first thing she noticed after that fact was that it had a thick coat made of coarse looking hairs. It had hooves like a pony, the basic body structure of one, and even had the ears but that's where the similarities stopped. In place of a tail it had an abdomen that looked at home on a large spider. If the abdomen wasn't the first indication that is was insectoid then the four claw tipped limbs and the pincers on its face were. What really terrified Apple Bloom were the eyes, two large black emotionless eyes that stared right at her and six much smaller ones around them.

The creature approached the other three ponies. Featherweight panicked and did the first thing that came to mind. He took a picture. The bulb flashed and the creature let out an unholy noise, something between a scream and a hiss.

*HREEEEEEEEEEEEESCH*

Its small claws pawed at its eyes as it aimless stumbled around the clearing blinded by the flash. Scootaloo was the next one to overcome her fear. She grabbed Sweetie and shook her.

"Come on! We need to get out of here!"

Sweetie was knocked out of her paralyzed state. She looked at Scootaloo then over to Featherweight. "We can't leave Apple Bloom behind! She's still behind that thing."

The three of them tried to get around the creature but when they started moving it uncovered its eyes and swiftly pounced on them. All three of them were pinned beneath its claws.

"Don't! Please!"

It looked back to the red maned pony that was still sitting on the ground. He let go of the three foals on the ground and faced her. It could see the terror in her eyes. He bent low so as to get to eye level and looked her in the eyes.

"Greetings little one. I shall not harm you or your friends."

A flicker of recognition passed into her fear filled eyes. "A-Are you the thing that saved me?"

It nodded. "Yes. I saved you from the Timberwolves. You didn't heed my warning."

Her fear was ebbing away but her ears stayed pinned to her head. "I wanted to see you again. My sister wouldn't believe me."

It stood up to its full height. "Fair enough. I have something of yours"

It turned slightly to the side and tilted its body so its abdomen was aimed in the air. If Apple Bloom wasn't scared near speechless she would have found the sight hilarious. A silverish white strand shot out without a noise and hit something in the branches above. After a second the creature did a shook its abdomen and the strand started to come back. The strand coiled on the floor behind the creature and formed a small pile of silverish white with a hint of familiar red.

Her fear forgotten Apple Bloom dashed over to the pile and removed the cloth. "My bow!"

She immediately removed the green one she was wearing and started to put on the red. While she was joyfully distracted the creature turned his attention to the trio that was huddling in the leaves. It's glance passed over each of them in turn then focused on the white one with a poofy mane.

"What sort of spell was that flash, an attempt to blind me?"

He moved closer menacingly. The colt of the group jumped up and put himself between the creature and Sweetie. "Don't come any closer!"

The creature let out an amused chuckle as the colts voice cracked in fear. "You really think a colt as tiny and skinny as you can stop me? No, my interest is in the source of that flash. Namely the filly."

Sweetie let out a terrified squeak. Featherweight however stood his ground. "It wasn't her. It was this."

He held up the camera. The creature moved over and took the device out of Featherweights hoof before he had time to react. It held the device up so all eight of its eyes could study it.

"This little box? What form of magic is this?"

Featherweight recovered from the shock and his first instinct was to reach for his property. He reached for it but quickly stopped himself when he realized what he was trying to take his camera back from. His motion wasn't missed by the creature. Much to Featherweights surprise it gave the camera back to him.

"Show me."

Featherweight stood there slightly confused. "What? You mean right now?"

It nodded at him. He sat there trying to decide what to take a picture of. He came to a decision and aimed the camera at Sweetie.

"Cheese?"

Sweetie looked over at him. "What?"

He lowered it for a moment. "Can I get a smile for this one please?"

She stood up slowly and gave him a shaky smile. Featherweight looked over at the creature. "One second please."

Featherweight walked over to Sweetie and started whispering to her. The creature looked over to Scootaloo. She had gotten up and brushed the leaves off herself.

"Is he always like this or is this just because of me?"

To her credit Scootaloo merely shrugged. It took her a moment to realize that she had been addressed by the creature that a moment ago had pinned her to the floor. She gave it a shaky smile as it gave her a scanning look. It considered asking another question but was interrupted by a light touch on his side. He looked over and noticed Featherweight standing there.

"Okay. Ready Sweetie?"

It looked over at the unicorn. She gave a tentative nod then gave a smile to the pegasus standing next to it. What a pretty smile. This pegasus better make his move before another pony does. He winced as the bulb flashed. He let out a low hiss. Featherweight moved away fearing he had done something to anger the large creature.

"How does this box of light work? What is its purpose?"

The skinny colt held the up the camera. "Well I don't really know how it works but it's meant to capture images so you can look at things even when you can't get to them. Cool things, pretty things..."

The final statement caused him to blush. The creature failed to care for the young colts obvious flirting and kept his eyes locked on the camera.

"Interesting. So what do you call objects like this one?"

Featherweight shook his head to clear his thoughts. "Well this is called a camera but I guess other stuff like this would be called technology."

The giant spider like creature looked over at Sweetie. "So can you use magic or has this 'technology' made magic obsolete?"

Sweetie shuffled on her hooves with a slight frown. "No it’s just... I'm not good with magic."

The creature was about to ask her something when Apple Bloom tapped it on the leg. Apple Bloom looked up at the creature and motioned for it to come lower to the ground. It did as she asked.

"What exactly are ya?"

It looked at the small group and saw the mingled looks of curiosity and fear. "My kind has been called many things over the centuries. Dark Crawlers, Forest Nightmares, and the Unholy Spawn of the Moon..."

It noticed that the looks of fear growing with every passing word. It let out a sigh and lay down on the ground to try and show that it was friendly.

"But the most common name given to my people is Arachnapony."

The small group looked at each other then back to the arachnapony. Sweetie Asked the question that was on all of their minds.

"What's your name?"

It stayed silent for a moment. Sweetie shuffled closer when it didn't answer. It flexed its four smaller limbs then cleared its throat.

"I haven't had a name for a long time. Most of my kind simply know me by my duty given to me by my Matriarch. I was given an honor that many of the males of my brood would do anything to have."

Scootaloo gave a small cough. "And what... um well I guess I mean are you a stallion or a mare?"

Apple Bloom looked offended. "Oh Celestia! Scootaloo you don't just ask a pony... arachnapony what gender they are!"

The arachnapony shrugged. "I would be called a stallion by your standards."

Sweetie Belle tilted her head. "Ooh and what was that duty you were given?"

"I have been known to my people as Guardian."

The group went silent as they thought about what that could possibly mean. However Apple Bloom decided to say something else that was on her mind.

"Why did you save me?"

"You needed help. I provided that help."

Apple Bloom looked like she was about to ask something else but was cut off by Scootaloo. "So why are you here in the forest? I mean we've been in here plenty and we never saw you before."

He pointed to the glowing tree with one of his small claws. "It. My duty has always been to watch over it and protect it."

The smaller ponies gazed at it in wonder. Once more Sweetie voiced the group’s thoughts. "What is it?"

Guardian scratched his chin with a claw. "My kind called it the 'Tree of Light' but I call it 'Arbor Lunae'."

He noticed the slightly confused looks. He almost got annoyed by it but the looks of interest that mingled with the confusion amused him.

"It's 'Tree of the Moon' in ancient Equestrian. I heard the term and thought it fit better. This tree is made from both an ordinary tree and the pure power of Lunar magic." He turned to Apple Bloom. "Touching it is both an offense to my people and extremely dangerous. It would most likely have killed you if you had touched it with even a single hair."

Apple Bloom swallowed and gave him a shaky grin. "Ah guess you saved me twice now. Thanks."

He scratched behind his ear in mild irritation. "Your safety wasn't my concern this time. I was worried about the tree. I haven't been able to protect it since the Matriarch went missing and now that it's back I will do anything to protect it."

Apple Bloom walked over to him and gave him a hug. "Thank ya anyways."

The feeling of her legs wrapping around his neck brought two reactions from the group. The other three ponies gasped slightly out of fear that Guardian might attack or hurt her. The touch of the filly brought out a strange emotion in Guardian. He hadn't been in contact with another creature in a way even close to this intimate in many years. He found himself relaxing in the embrace. Much to Apple Bloom's surprise he used his claws to hug her back.

"You're welcome."

They pulled apart and farm filly sat down on the ground. Featherweight broke the small silence that followed from the embrace.

"You said that you haven't been able to protect it since your mattar-arch—"

"Matriarch." Guardian corrected. "She went missing a long time ago and when she did the first tree died. I was unable to save it and since then I have been searching for this one."

The group fell silent once more. Apple Bloom moved closer to Featherweight so she could whisper to him. "Do you think the picture you got will do?"

Featherweight was looking at Sweetie Belle with a dreamy expression. "I don't think I got her good side..."

He let out a dreamy sigh. Apple Bloom faced hoofed and gave hit a light punch on the leg. "Not her, him. Should we get another picture with him or will the one you got do?"

He gave her a sour look. "Well I don't think I got a good one. Might need two or three more."

Guardian noticed their whisperings. "What is it that you need?"

Apple Bloom and Featherweight jumped. Apple Bloom gave him a small bashful smile. "Ah was wondering if you would let us get a picture of you."

He glanced over to Featherweight then to the camera. "I... suppose that would be alright."

He rose to his hooves and faced the small colt. The colt fumbled with the camera then aimed it at Guardian. A bright flash blinded him and he let out another, but much quieter, screech of irritation. Small orbs of light danced in his eyes and he found himself regretting even letting them stay in the forest for this long.

The terrified voice reached his ears. "Sorry! I didn't mean to hurt you."

Guardian rubbed his eyes until the small balls of light disappeared and the forest came back into focus. After a moment he looked over to the small colt.

"I'm fine."

The colt looked at the camera for a moment then back up to Guardian with an embarrassed smile. "Can I take another?"

Guardian’s deep voice became much colder than it already was. "No. All four of you have overstayed your welcome in this sacred place and this camera has injured me twice today. Now all of you leave this forest."

His voice had a strong commanding tone that none of the ponies wanted to defy. They all stood and headed for to opening in the trees except for Apple Bloom. She walked over to him and looked him in his largest eyes.

"Will Ah be able to visit you again?"

He looked down at her and noticed the pleading look she had. "I will consider it. Now please leave this forest and spend your time with your friends and family."

She gave him a quick smile then ran over to her friends. They exited the circle of trees and followed the chalk marks back to the main path. It wasn't until they reached the path that any of them spoke.

Scootaloo looked back in the direction of the circle of trees. "Well he wasn't very friendly was he? I mean the guy could have at least tried to be nice."

Apple Bloom looked back at Scootaloo. "Well Ah think he was just mad about me almost touching the tree. He did say it was sacred."

Featherweight turned to the others and held up the camera. "At least we have the pictures to show the others."

All four of them were suddenly yanked backwards by strands of the silver web from Guardian. He flicked his abdomen and the strands spun all four ponies around so that they faced him once more.

His voice dripped with venom that chilled the blood of the ponies. "You plan to do what?"

"T-To show t-them to everypony," Featherweight stammered. The large arachnapony leaned down to look at him at eye level. When he spoke it was with a much sweeter voice that made the groups blood run even colder.

"I'm really glad you want to share me with your friends, I really am, but I'm so tired from a long day and I don't think you would want me to be disturbed when I'm tired. Do you?"

The group shook their heads. He gave them what passed for a smile. Much to their terror they saw long fangs. "Good. And you wouldn't want anypony to get lost in the forest and get hurt now would you?"

More shaking of heads. "See? None of us would want that. So if you would do me the tiny, little favor of not telling anypony about me that would be great. You can keep the photos but please keep them to yourself and if you do that..." He paused for a moment then sighed. "I'll let you visit me if you want to. Deal?"

The group brightened at the idea. Apple Bloom was the first to come out of her fear induced state of silence. With a shaky voice she spoke. "What about family that we already told you about?"

He looked at her with a cold gaze. "Only your family? Fine but no others. Now please go home."

Without wasting another moment he leaped high into the air and vanished into the air. The four ponies looked to each other and silently agreed not to talk until they left the forest. They made their way out of the forest and went a fair distance before any of them spoke. Featherweight was the one to break the silence.

"Are we really going to keep this a secret? I think we should still show them the photos."

Apple Bloom glanced back to the forest then to the colt. "Ah think it would be best if we honored that agreement. He ain't exactly the type of pony to get mad. Besides we promised and Applejack always tells to never break a promise."

Featherweight stood his ground. "We went in there for pictures and if we don't get evidence then all of us will be laughed at by Diamond Tiara and Silver Spoon. We have more than enough proof here to prove you right."

Scootaloo approached Featherweight threateningly. "If you show those pictures to anypony I'll clean your clock."

Featherweight took a step back. "Come on. We need to show the town these photos. Look at what happened with Zecora, she became best friends with the town. I'm certain that Guardian will become accepted in enough time."

Scootaloo took another step forward. "Were not showing those photos. We made a promise."

Featherweight flapped open his wings ready to take off. "You gonna try and stop me?"

the purple maned pegasus nearly launched herself at him but she was stopped by the other two fillies. After a moment of struggling Sweetie whispered to both of the fillies beside her.

"Let me handle this."

She walked over to Featherweight and gave him a sweet smile. "May I talk to you for a second in private?"

The skinny pegasus looked confused but nodded his head. Sweetie led him a little ways so that they were out of ear shot of Apple Bloom and Scootaloo. The pair of fillies on the road watched as the others talked.

"Can ya hear what their saying?"

The orange pegasus shook her head. "No but I bet it won't work. If he won't listen to reason or threats then what will he listen to?"

The sat there for a moment then watched as the pair walked back with smiles on their faces. Featherweight walked up to them and his ears pinned to his head.

"Sorry about all of that. I promise I won't show these photos to anypony. Cross my heart and hope to fly, stick a cupcake in my eye."

He crossed his eye then placed his hoof over his eye. With a smile he turned to Sweetie. "I can get these pics done by tomorrow if I can get home fast enough."

Sweetie nodded and gave him a small wave. The skinny colt took off half running and half flying towards the town. The other two fillies turned to Sweetie with disbelief written on their faces.

Apple Bloom picked her jaw off the ground to speak. "What did you say to him?"

In a perfect impression of her sister she answered. "A lady has her secrets."

Saying Hello

Apple Bloom sat in the living room of the Apple family home with a book open in front of her. She had returned home roughly an hour before sundown and was now working on some of her homework. Applejack almost yelled at her again but Big Mac arrived home a few seconds later from working in the fields and was rubbing his neck and upper back. Both of his sisters helped him in removing the yoke he always wore.

"Rough work today."

Applejack started rubbing his shoulders as he flopped down onto the sofa. "Well we knew the south field would be bad. Nopony has worked that field in years but that's why we bought it."

Macintosh let out a sigh and adjusted himself so he was more comfortable. He grumbled wordlessly as his sister worked his muscles into a relaxed state. Apple Bloom walked over to the side of the sofa armrest that Macintosh's head was laying on.

With a cute amount of concern she looked into his tired emerald eyes. "You gonna be alright?"

He nodded as best he could without lifting his head. "Eeyup. Ah'll be fine." He let out a low moan as his sister found a really tight knot in his back. "What did you do today?"

His younger sister smiled at him. "Well Ah went into the forest to—"

Applejack pressed hard on a knot in Macintosh's back which caused him to let out a gasp. Applejack however was almost standing on her brother. "You did what?! Ah thought Ah told you not to go in there alone."

"Ah didn't! Sweetie and Scootaloo came with, oh and so did Featherweight." The younger Apple sister whined. "We went in there so we could get a picture to show you."

Macintosh let out another sharp gasp as Applejack stood up on the sofa, with her front hooves digging into his back. "Applejack do you—"

Ignoring her brother under her she continued. "Cause the four of you are old enough to take care of yerselves? None of ya are that careful and what if one of ya got hurt? What about their families?"

Apple Bloom backed away a few steps but stood her ground verbally. "Nothin' dangerous happened! We followed the path and found the glowin' tree. Then we met him and he gave me my bow. He calls himself Guardian."

Applejack's face went from concerned to annoyed. "Apple Bloom Ah've had enough of this silly story of yours and Ah—"

With a voice like thunder the brother of the arguing sisters intervened. "ENOUGH!" He sat up throwing Applejack onto her rump on the couch. Apple Bloom scrambled away several steps. He looked between the pair with his normally passive face filled with annoyance.

He turned to the elder of the pair. "We talked about this. Let her tell the whole story before you cut her off." He turned to the younger sister his expression softer but still slightly annoyed. "Ah would like you to tell us if you’re going into the forest for the next few weeks. It's not safe to go in there without us knowin'."

The younger Apple nodded. "Okay but we were safe. Guardian didn't hurt us."

One of Macintosh's eyebrows rose. Apple Bloom caught the hint. "Guardian. He was the thing that saved me in the forest. He stopped me from touching the glowing tree. He said something about it being made of magic or somethin'."

Macintosh glanced over to see Applejack scowling and fuming silently on the couch. Macintosh considered trying to get her to lighten up but couldn't due to the elderly voice of their grandmother.

"Yall alright down there? I heard yellin'."

Applejack beat her siblings to the punch. "We're alright. Just havin' a conversation. Go back to sleep granny."

"Alrighty then. You three play nice."

They waited a moment until they were all certain that Granny Smith was back in bed. Applejack went back to fuming on the couch. Macintosh looked back at his youngest sister.

"It... he talked to you?"

The young Apple nodded. "He talked to us and told us his name. He even let us take a picture of him."

A snort of frustration came from the couch. Applejack rose from her seat and walked over to her siblings. "Then let's see it. Ah can't put any faith in this Guardian character of yers if Ah never see him. So where’s the photo?"

Apple Bloom's gaze fell. "Featherweight is still making it."

Applejack let out an annoyed sigh and walked over to the stairs. "Ah'm going to bed."

Mac watched her for a moment then let out his own tired sigh. He flopped back onto the couch and motioned for Apple Bloom to join him. She walked over and was quickly snatched up by the large hooves of her brother. Then he started tickling her, playfully fighting each other with tickles until they both were out of breath from laughing or giggling too much. They sat there on the couch cuddling together watching the fire in the fireplace crackle and burn merrily. Winona walked into the room and curled up into a ball near the fire.

The younger Apple looked up at her red brother. "You believe me right?"

Macintosh looked down at her and saw the worried expression she was wearing. I hate when she gives me those puppy dog eyes. He looked from her eyes to the amulet she was wearing then back to her eyes.

"Well... yea Ah believe ya. Yer story is sorta... out there but Ah know that you would never lie to me or yer sister or Granny. Plus that trinket of yers is pretty solid evidence."

Apple Bloom felt a wave of affection for her brother and hugged his as tightly as she could. Her brother returned the hug and rolled over to his stomach.

"Could ya finish the job yer sister was supposed to do? I'll buy you somethin' nice."

Apple Bloom jumped up on his back and started to rub his back. "You already bought me a new bow." She gave him another hug then focused on his shoulders. A minute of silence followed before she spoke again.

"Why won't Applejack believe me?"

Her brother turned his head so he could look at her with one eye. He let out another sigh. "Yer sister has always been a stubborn one. She always has been and always will be. Yer just like her, but at least you listen to me."

He let out a chuckle. When he noticed that his joke didn't dent the mood of his sister he reached behind himself as best he could and touched her hoof.

"She'll come around when she sees that picture. Tell me everythin' that happened in the forest."

Apple Bloom smiled and started telling him everything, starting with leaving the house to meet the others. Apple Bloom rubbed his shoulders and back as best she could while she told the story. She went into as much detail about what Guardian looked like as she could remember. Macintosh stopped her for a moment.

"So what yer saying is that it looked like a giant spider and a pony... well Ah' can't say Ah've heard stranger than that."

Apple Bloom playfully hit him. "Let me finish my story." She was nearly finished with her tale when a loud *THUMP* came from above them. It caused both of them to jump.

Apple Bloom looked up at the ceiling. "What in tarnation was that?"

Macintosh shrugged. "Maybe Applejack fell out of bed again."

Apple Bloom looked back down to her brother that was also her seat. "Again?"

He shifted himself and the younger Apple hopped off of his back until he was on his back. She jumped back onto him but was on his chest this time. "Ah never told ya that story?"

Her answer was her shaking her head. He smiled wickedly. "Oh, yer gonna love this one—"

He never got a chance to start as the irritated voice of their sister reached them from up the stairs. "What are you two doing down there? Cut that racket out."

Macintosh looked at Apple Bloom with a raised eyebrow. "Us? The noise came from upstairs. We've just been talkin'. What have you been doing?"

Applejack descended the stairs. "Ah was about to sleep and Ah didn't make any noise. Granny couldn't have made it either. She’s out like a log."

The three of them looked at one another for a moment. Apple Bloom voiced the thought that ran through all of their minds.

"Well if we didn't make the noise in the house then who did?"

Macintosh glanced over at Winona and felt his blood run cold from what he saw. She was huddled in the corner with her standing on end and whimpering. He lifted his sister off his chest and placed her on the couch. He rose from the couch and headed to the door.

"Ah'm gonna check the yard out. Stay here."

Both of his sisters were alarmed by the sudden shift in his tone. He wasn't talking in his normal lazing tone. He was talking like a soldier on patrol. He opened the door and stepped outside, looking around slowly. He walked into the yard and looked over to the orchards then over to the path leading into the trees, stopping for a moment when he heard something from behind him. He looked back to the house but didn't notice anything out of place aside from his sisters ignoring his order by standing in the doorway watching him.

"Look whoever ya are Ah'm just letting you know, you better announce yerself or you'll be in a heap of trouble. This is the wrong farm to steal from!"

A deep voice came from every direction. "I did not come to steal."

Macintosh froze in his spot his heart beating rapidly now. He had never heard such a voice. He noticed movement next to him. He looked quickly thinking that it might be the trespasser but instead it was Apple Bloom wearing a smile.

She was looking around the yard and focused on the trees. "Guardian! Where are you?"

The voice reached them and once again it sounded from everywhere at once. "I am here in the shadows. I will show myself only when your family promises to remain calm. As you know my appearance is... frightening."

Macintosh took a step closer to his sister and glanced over to see Applejack still standing in the doorway. She was scared but trying her best to hide it. Apple Bloom looked up at her brother.

"He's friendly. He won't hurt us."

He looked down at his sister and lowered his head to whisper to her. "This is the thing that saved you?"

She nodded with her puppy dog eyes. "Yea. He's really nice."

Macintosh sighed and looked up to see Applejack looking at him. He shrugged and motioned for her to come over. She tentatively left the door way and almost ran over to the pair. She made sure she was within whispering range before she spoke.

"I don't trust it. What kind of critter doesn't show its face?"

Apple Bloom stamped her hoof on the ground. "He's friendly! He's done nothing wrong! Please just meet him. Please?"

She gave both of them the puppy eyes. Macintosh gave Applejack a small smile as if to say 'Why not?' Applejack let out an aggravated groan then nodded. Apple Bloom jumped in place.

She looked to the orchards. "They said yes!"

The voice came from behind the group. "I heard."

All three Apples whipped around and were greeted by the sight of Guardian standing at his full, and rather imposing, height. The reactions of the three ponies nearly made him smile. Nearly. But the look of absolute terror on the mares face had him worried she would attack him or go running to town screaming.

His gaze fell on the yellow blur of fur that was running at him. The filly on the other claw... Apple Bloom reached him and wrapped her hooves around his large leg. She looked up and gave him a heartwarming smile. He was certain she was about to say hello but he turned his attention to the stallion approaching them.

Much to his surprise the stallion spoke in a rather calm voice. "Yer Guardian Ah reckon?"

Maybe it's his defense mechanism. Guardian studied the impressive stallion before him. The red farmpony was almost as tall as himself, give or take a head, and was nearly as wide. He could tell that this farm pony was no stranger to harsh work. He nodded at the question.

"I am. You are her... father?"

Apple Bloom giggled beneath him. The sound of his sister’s enjoyment put confidence in Macintosh. To his credit he wasn't nearly as scared as he should have been, but due to his sister telling him what Guardian looked like he had expected something far more gruesome than the creature in front of him.

"Brother. Ah'm her older brother." He looked into the largest pair of eyes. "My name is Macintosh but everypony calls me Big Macintosh."

Guardian couldn't help but like the stallion in front of him. Something about the way he spoke and how he controlled himself even when faced with a creature nightmares were made from told him that this was a stallion to be trusted.

"A pleasure to meet you. I take it that you are her sister then?"

Being addressed by the monster knocked Applejack out of the terror induced silence. She let out an ear piercing scream and started scrambling backwards. She stopped after she hit a tree but continued to paw at the ground creating small trenches with her hooves. Much to Guardian’s amusement the tree started to tilt due to her pressing on it. Macintosh rushed over to her and started trying to calm her down.

Macintosh grabbed her on the shoulder and forced her to look at him. "It’s alright! He ain't gonna hurt us. Applejack calm down!"

She was sputtering incoherently. "It-that... how!"

Guardian watched with amusement until he felt the filly next to him tugging at his coarse fur. He looked down.

Apple Bloom was looking at him curiously. "How come you came to visit? You said I could visit you but you acted like you didn't want company."

He glanced up at the older Apples. Applejack had stopped trying to knock the tree over in her terror but hadn't moved from her spot. Her eyes were glued to him filled with fear on a primal level.

"I gave some thought to your visit. I came to the conclusion that I required more social interaction. It will be for the betterment of myself and allow me to fulfill my mission to a much more satisfactory level."

The confusion on the filly's face made him reconsider his answer. "I've decided that I need to make a... friend, so I can be a better Arachnapony."

The filly's face brightened and she gave him another hug. "Yay! We are gonna have so much fun! You could help us get our cutie mark, ooo, or you could help us make the clubhouse bigger with your webs..."

Guardian let his attention shift to the older pair of ponies by the tree. Macintosh was still trying to calm his sister down. Guardian watched them for a moment then looked back down at the filly who was chatting away beneath him. He moved a claw up to his lips to silence her.

"She's reacting rather... badly to my presence."

Apple Bloom looked over to her sister. "Ah've never seen her as scared as this. Mad, sure, but never scared."

Guardian reached down and light tapped the filly with a claw. "Go talk to her. She needs you to help her."

Apple Bloom nodded and ran over to her sister. Guardian looked up and studied the stars while he waited. Apple Bloom walked over to her sister and brother. Applejack was no longer staring at Guardian and was now looking at Macintosh. She was still muttering incoherently.

The youngest of the Apples gently touched the frightened mare. "Applejack it's alright. He won't hurt you—"

"Won't hurt me!? It could kill us in a heartbeat!" She screamed hysterically. Both of her siblings jumped backwards at the sudden outburst.

Apple Bloom took a step closer to her sister. "He won't. He's nice."

Applejack looked back to the creature, which was still looking up at the stars. "How! How could you possibly believe that!"

Apple Bloom did the first thing she thought of, the one thing that her family always did when she was scared or upset. She hugged her sister. Applejack tensed up for a moment then relaxed in the young filly's embrace. Her rapid breathing came under control and she slowly returned to a calmer state of mind.

"He saved my life. If he wanted to harm me he could have let me been eaten by those wolves." The red maned filly looked into her sister’s eyes. "Please just give him a chance. For me."

Applejack focused on the bright, begging eyes of her sister. Ah can do this. Ah need to do this. She nodded and slowly rose to her hooves. She tried her best to keep her legs from shaking as she slowly made her way over to the yard. Apple Bloom moved close to her sister and placed her hoof on her. Applejack looked at her again and smiled. She had her family to support her.

They were now within a mere hoofful of feet from the creature. Apple Bloom left Applejack's side and walked next to Guardian. She lightly tapped his leg. His gaze stayed on the stars.

"Hello there. I hope my presence hasn't frightened you."

Applejack didn't know if she should laugh at the almost forced innocence in the way it talked or to smack it for the joke it had made at her expense. She chose the former and let out a weak chuckle.

"Ah'm mighty sorry for the way Ah reacted. Ah hope Ah didn't hurt your feelin's with all the screamin'."

The massive visitor shrugged. "You are not the first to react in such a way. I am called Guardian. I hope that Apple Bloom informed you of me. She has visited me twice in the past few days."

He turned his gaze to the three Apple's near him. His gaze paused on Applejack for a moment longer than the others then returned to the stars. Macintosh looked up as well in curiosity of why he was so focused on the sky. Apple Bloom tapped his leg again.

"So what do you wanna do? I mean you came here because you wanted a friend and friends do stuff together."

Macintosh and Applejack spoke in perfect unison. "He wants what now?"

Guardian looked back down to the farm ponies. "I have come to the conclusion that in order to better protect the Arbor Lunae..." He was met with two blank looks. He was about to give them a simpler answer but was cut off by the stallion.

A look of sudden understanding came to Macintosh. "Oh, the glowin' tree!"

Guardian nodded then turned his gaze to Applejack. “You are the sister that didn't believe Apple Bloom correct? Or are there more of you that haven't arrived yet?"

She shook her head. "Nah there ain't more of us. Well there is Granny Smith but Ah think she's still sleeping. Though Ah guess with all my screamin' she might be awake now... and yes Ah'm her sister." She turned to the younger sibling. "Ah'm sorry for not believin' ya. Ah should have trusted you."

Apple Bloom ran over to her sister and leaped into a hug. "Ah forgive you. You were just worried about me was all."

Guardian rolled his head in annoyance. I forgot how emotional ponies were. This better work or this was a waste of my time and a risk to the tree. He cleared his throat. The pair of hugging sisters looked at him.

"I don't have all night. I must return to the forest soon and I wished to get your blessing before I left."

Macintosh's gaze returned from the sky. "Blessin' for what?"

He cast his gaze to the oldest of the farmers. "I wish to visit Apple Bloom and yourselves once a week or more. I feel that I must do this so I can better interact with others that pass through the forest. If you allow me to that is."

Applejack seemed skeptical. "And how exactly will we help you with that?"

He lowered himself so he could appear less massive and intimidating to the group. "She can inform me of the happenings of the local populace. I have fallen out of touch with the modern ponies and I feel that you three would be able to bring me back in touch."

Apple Bloom looked from her sister to her brother. Macintosh motioned for both of them to follow him. "We'll be right back in a moment."

Guardian looked to the stars once more. "Take the time you need."

Macintosh led his sisters a few yards away and stopped them. "Apple Bloom are you certain he won't hurt any of us?"

She nodded. "He's friendly. Kinda weird, but friendly! All he needs is a friend to help him."

Macintosh sighed, the long and tiring day catching up to him quickly. He looked to Applejack. "Ah see no reason why he can't visit. So long as he doesn' do anythin' dangerous Ah suppose we could help him."

The mare looked to the Arachnapony then to her brother. "Ah don't know. Somethin' about how he talks makes me nervous."

Macintosh let out another sigh. "Ah ain't sayin' that we invite him to live with us or nothin' but all Ah'm saying is that he can talk with us every now and then. Besides he could be useful on the farm. An extra set of hooves never hurts."

The farm mare looked from the calm but tired eyes of her brother to the pleading eyes of her sister. With a final glance at Guardian she let out her own defeated sigh. "Alright. He can visit but if he tries to do anythin' funny Ah'll buck him into next week or die tryin'."

Apple Bloom ran over to her sister and gave her another quick hug. "Ah promise he'll be good. We should go get Granny and let her meet him too!" She made no more than a foot when Macintosh plucked her from the ground. She was lifted through the air and was placed back on the ground facing her sister.

"Hold up there sugarcube. Ah think we should wait to introduce Granny to him for a little while. She ain't as young as she used to be and her heart ain't to strong. We should take our time with that."

Apple Bloom pouted a little as Applejack looked to Macintosh for support. He nodded in agreement. "Now Ah want you to inside and headed to bed. Ah will handle the rest of this." Both of his sisters opened their mouths to protest. "No arguments. Ah'll let him know that he's allowed to visit. Now both of you go."

Both of the younger Apples started walking back to the farm house. Apple Bloom waved to Guardian and yawned on her way there. Macintosh walked next to the Arachnapony who was now waving to Apple Bloom with his claws.

"Here's the terms to the deal. You scratch our back, we'll scratch yours." Guardian looked to the stallion nearby. He was really starting to like this farmer. Straight to the point. He felt something close to respect form for this stallion. Close but not quite there.

"I can agree to that but what type of backscratching will I be doing?"

Macintosh glanced up to the stars. "Nothin' much. Some help on the farm, watchin' Apple Bloom so she doesn't get hurt, and occasionally answering a question or two. Stuff like that."

Guardian tilted his head to the side. "And what questions do you want to ask of me?"

Macintosh looked him in the eyes, the largest one at least. "I can tell when someone is dodgin' a question. You dodged Applejack's question pretty well."

The still tilted head was all he got. Macintosh steeled himself. "Why do you need to be friends with us?"

Guardian looked into the tired but strong eyes of the crimson farmer. "I wish to avoid confrontations with your kind and I believe that by learning of your modern ways I can better avoid you and keep the tree safe."

Macintosh stared at the creature for a moment then decided that it was a good enough answer. "Fair enough. Ah hope that this works for you but Ah will give you this warnin' right now. If you harm my sister Ah will hunt you down, even if it's the last thing Ah do. Got it?"

Guardian smiled, showing him his fangs. "I wouldn't have it any other way. Farewell Macintosh. I shall see you again on a fairer morrow."

Macintosh watched as he leaped into the trees and vanished in the branches. Macintosh walked into the house, turned off the living room lights and headed to his room. He collapsed onto his bed and rubbed at his jaw. He felt that the last half hour he had talked more than he had ever talked in his life. That and he had just given his blessing to a giant creature that looked more spider than pony so that it could be friends with his sisters and himself.

"Rough work today."

Photos Worth More Than a Thousand.

Sweetie Belle walked along one of the market streets towards Sugarcube Corner to meet up with Featherweight. They had agreed to meet there with Scootaloo then head out to Sweet Apple Acres. She made her way up the crowded street occasionally waving to a familiar face and stopping to say hello. Her mind was focused on the colt she had made a deal with. She wasn't exactly truthful with the young colt. She liked him, sure, but she wasn't exactly in love with him. Maybe I shouldn't have agreed to be his special somepony. What if I don't like him and we end up having to stay together forever? The thought sent a slight chill down her spine.

She spotted the gingerbread like building up ahead. She was almost to the main street when she spotted Featherweight and an earth pony stallion walking with him. Featherweight looked anxious to be near the stallion. She walked closer while she studied the deep sea green stallion with a brown mane that was buzzed short. At first she had no idea who this stallion could be, but when she spotted the roll of film that made his cutie mark she realized that this was Featherweights father.

She waved to the pair as she drew within ear shot. "Hi Featherweight! Is this your father?"

The stallion nodded. "Nice to meet you. You would be Sweetie Belle right? My boy here talks about you often." He leaned in with a playful smile. "You might want to be careful. I think he has a crush on you."

Sweetie glanced over at Featherweight who was blushing deeply. "Daaad, stop that."

The stallion walked over to his son and ruffled his hair playfully. Featherweight tried his best to stop his father from messing with his mane but instead ended up laughing as he and his father wrestled for a moment. Sweetie giggled as they wrestled. After a moment the older stallion stood back up and glanced at Sweetie.

He gave her another friendly grin. "Feather told me that you two were going to meet up with some friends today. I'll get out of your mane in a moment but before I do would you like something from the bakery? My treat."

Sweetie lost no time in making her request. "OH! Can I get a dozen of the super chocolate cookies?"

Sweetie almost started salivating as she thought of those baked miracles of chocolate. Her large smile made the stallion chuckle. "No problem." He turned to his son. "What about you?"

Featherweight took a moment to think then looked up at his father with a sheepish smile. "Can I have three vanilla cupcakes?"

The stallion gently patted the colt on his shoulder. "Of course champ. I'll be back in a few minutes."

He headed into the store but not before he stopped and winked at the young pair. "You love birds stay right here and stay out of trouble."

Sweetie felt her cheeks go red as some of the surrounding ponies looked over and giggled at them. Featherweight tried his best not to blush but failed as his cheeks turned a bright crimson. He pointed to a nearby table and they walked over to it as they both tried to ignore the gazes of all of the curious ponies. Sweetie kept her gaze down until she heard Featherweight mumbling to himself. She looked up from the table and saw that he was digging into a saddle bag she had failed to notice. I guess I was too busy focusing on his dad...

He pulled a folder out of the bag and slid it across the table to her. "Here are the photos. Like I promised I didn't show them to anypony, not even my dad."

She opened the folder and felt a sudden wave of excitement as she thought about how this must look just like those spy films she had seen. She barely suppressed the smile and looked at the photos.

The first was slightly blurred and looked like it was taken while he was lying on his side. She held it up so he could see it. "Was this the one you took that blinded him?"

He nodded and quickly grabbed her hoof and lowered it so the photo was face down. "Careful, we don't want any other pony from seeing them."

They stayed there for a second with their hooves together. Sweetie pulled her hoof away, feeling her cheeks growing warm once more, and saw that the colt across from her was also blushing deeply. She looked back down at the photos and tried her best to look busy. I should talk to him.

Featherweight seemed to be thinking along the same line. "I, uh, was thinking about the modeling..."

Sweetie looked up. She rubbed the back of her neck. "Yeah, I wanted to talk to you about that..."

Featherweight smiled back at her. "Great! I was thinking about—"

She reached across the table and silenced the colt. "I don't want to be your special somepony."

She winced as she finished the sentence. What made her feel worse was the shocked look on Featherweights face.

"What... but you said—"

Sweetie nodded. "I know but I've been thinking. I do like you but I don't know if I feel the same way as you do. I mean I don’t know if how I feel is like just friendship or you know the whole special somepony thing."

She bit her lip and felt her heart sink as she watched his face fall, his expression hurt. She reached across the table to touch his hoof gently. He looked into her eyes as she gave him the kindest smile she had ever given in her life.

"I do want to be your friend though, and I'm really looking forward to modeling for you."

He gave a weak smile. "Really? You want to model for me even though you don't wanna be my special somepony?"

She nodded. "I still want to be friends with you and I made a promise. Who knows, this might be how I earn my cutie mark." She blushed for a moment. "And you did kinda save me from Guardian when he thought I blinded him."

The smile on the colts face grew more confident. "Hehe... I guess I kinda did."

Sweetie patted his hoof. "I guess that makes you my hero."

The colts face grew redder. He glanced off to the side and his red face started to grow pale. "Crap here comes my dad!"

They scrambled to put all of the photos back into the folder. Featherweight grabbed the folder and tried to stuff it back into his saddlebag but couldn't get it in when his father walked up to the table.

His father placed a small bag in front of Sweetie while he watched his son. "What you two looking at?"

Sweetie looked at Featherweight with a panicked glance. She wanted to tell him not to show him the photos but knew that if she did his father would want to see them. Featherweight pushed the folder in all the way.

He looked up at his father and tried his best to look like nothing had happened. "Uh, nothing. Just talking about stuff."

His father gave him a half amused smile. "Then may I look at that nothing you put into your bag?"

The colt shifted in his chair and glanced off to the side. "It's kinda private..."

His father placed the cupcakes his son had wanted down on the table. His voice took a stern tone. "Son, I'm asking nicely. Please show me."

Featherweight looked ready to say no but his father gave him a stern look. His father held out his hoof and gestured for him to give it to him. "Now."

Defeated and with no way to avoid showing him the pictures he pulled out the folder and gave it to his father. He cast his eyes to the ground as his father opened the folder. Sweetie started to feel sweat form on her forehead as she tried to think of something to stop the stallion, but her mind went blank and refused to work. The one time I need it to work fast it stops! She watched as he looked into the open folder and down at the photos.

The stallions eyes widened and his eyebrows rose. He looked from his son to Sweetie and back. He looked back down at the photos once more then closed the folder after clearing his throat. He gave the folder back to his son. He looked his son in the eyes and spoke in the lighthearted tone he had used before when he had teased his son.

"I expect to see her over for dinner sometime." He looked at the now confused Sweetie. "Well I have to get going now. I'm betting his mother wants me home to clean the attic or something. It was nice to meet you Sweetie Belle."

She watched as the stallion walked away from the young pair of ponies. "Bye mister... Featherweights dad."

He gave a soft chuckle. "Just call me Evergreen. Stay safe you two and don't get into any trouble." He gave them a playful wink then set off down the street. Sweetie looked at Featherweight, who was wiping his forehead and sighing.

She glanced back to Evergreen. "He seems rather happy for a pony that just saw a monster."

Featherweight let out a small chuckle. "That's because he didn't."

Sweetie turned to see Featherweight grinning mischievously as he took a quick look inside the folder. "What do you mean he didn’t? He looked in the folder!"

He shook his head. "No. He didn't. He looked at this folder."

He reached into his bag and pulled out another folder. He passed the folder he just produced to Sweetie so she could look inside of it. She opened it and saw all of the photos of Guardian. The confusion on her face mixed with the relief she felt. However her curiosity wasn't satisfied.

She looked back up at the smiling colt. "Then what photos did he look at?"

His smile was quickly becoming embarrassed. He mumbled for a moment. Sweetie reached for the folder but missed it as Featherweight brought it to his chest.

He looked off to the side. "It's nothing. You would think I'm weird or something."

Sweetie huffed. "Oh come on! Let me see please? I promise I won't laugh or think you're weird."

Featherweight looked at her and saw that she was giving him a genuine smile. He sighed and looked down at the folder. He sighed and held it out so she could grab it. She took it from him gently and opened it. Inside were pictures of her. From the looks of it they were an assortment of photos he had taken over the past year they had known each other. A few of them were from when she had worked at the Foal Free Press but the one that caught her eye was one in the middle. She placed the folder down and looked at it.

She felt her cheeks grow warm. "This is from the forest... I look so pretty in this."

The colt looked her in the eyes. "You're always pretty."

A pair of voices reached them from a nearby table. "Dwaaa!"

The young pair looked over to see a mint green unicorn and a beige earth pony sitting at a table, both of them looking at them with amused smiles. They were resting their heads on their hooves.

The earth pony looked at the unicorn sitting next to her. "Aren't they just the cutest?"

The unicorn nodded and let out a dreamy sigh. "Young love."

Sweetie and Featherweight both hid their faces as both of their them turned bright red. Sweetie was certain that she had never been more embarrassed in her life. She cast a quick glance to Featherweight and saw that he was a bright shade of red.

A voice from behind Sweetie made her jump. "What are you two blushing about?"

The embarrassed pair looked at Scootaloo then at each other. They spoke together without meaning to. "Nothing!"

This response only made the pair next to them laugh. Sweetie and Featherweight quickly gathered up their stuff and started to head in the direction of Sweet Apple Acres with a confused Scootaloo in tow.

Sweetie grabbed Scootaloo by the leg. “Come on let’s get going!”

The unicorn from the table next to them watched them walk up the road. She turned to the earth mare next to her. With a sigh she looked at her marefriend. "Bon Bon, I want one."

Bon Bon let out a small groan. "We've talked about this. Our house isn't big enough for— is that Zecora?"

The pair watched a rather frazzled looking zebra move through the street at a brisk canter. She kept looking around the village, mostly to the roof tops and the alleyways. She had only one destination in mind: the Golden Oaks Library. She moved up the street narrowly dodging a pair of ponies carrying shopping bags and spotted the library.

She made it to the door and started knocking on the door rapidly. Her voice cracking with barely contained panic. "Twilight I must speak with you please, there is something unholy within the trees!"

She kept banging on the door until she heard the latch of the door click. She pushed her way into the library, knocking the small purple dragon over as she made her way to the purple unicorn walking down the stairs.

She ran up the stairs and grabbed Twilight Sparkle by the shoulders. "You must help me and write your teacher, I have been attacked by an unholy creature."

Twilight tried her best to pry the tight grip of the zebra off of her shoulder. "Zecora, stop shaking me!" She grabbed the frantic zebra's hooves and held them so she would stop shaking her. Zecora placed her hooves back on the ground and started to pace in a small circle.

Her voice was hoarse. "You must write her now and with haste, for we are in grave danger from the beast I have faced."

She looked to the door then back to the purple pair. Twilight walked next to her and gently placed her hoof on her shoulder. Now that Twilight could get a better look at the zebra she could see that her eyes were bloodshot and had heavy bags under them.

In a soft voice Zecora spoke once more, cutting off Twilight's question. "Strands like silk that wouldn't break, strength that can make the world quake. Within its eyes burns nothing but hate, by its claws has ended many fates. Like a plague it spreads death, fear it and draw your last breath."

Zecora stopped her pacing and started softly chanting in a strange language that Twilight had never heard. "Die wilde diere van die baie oë dood alles in sy pad, vlug voor hom en bid jy ontsnap sy toorn."

Zecora sat on the floor and started crying. Twilight stood there watching the bizarre sight as a strange feeling of fear filled her mind while the foreign words rang in her ears. Something about the tone in which Zeocra had said them. It was almost like a nursery rhyme but had a much darker tone. She walked over to Zecora and sat down next to her and gently hugged her.

Zecora latched onto her and sobbed to her shoulder. "Tell me everything that happened."

Between sobs Zecora told her everything that happened in her rhyming way. Twilight felt her blood run cold when she described the creature that attacked her. Zecora regained control of herself and was given tissues by Spike, she thanked him with a weak smile.

She wiped her eyes as she tried her best to keep her voice calm. "I haven't slept since the attack, in fear that it would come back. So once more I beg you tell Celestia of my plight, so that I can return to my home without fright."

Twilight nodded and glanced over to see Spike already running to a nearby desk. "I'll do everything I can. You can sleep here until the forest is safe again." Zecora opened her mouth to protest but Twilight shook her head. "I can't let you go back into that forest knowing that you would be scared or possibly harmed. I have a guest bed in my room. Go lie down and get some sleep, by the time you wake up Celestia should have responded."

Twilight gave Zecora a reassuring smile and a hug. Zecora returned it with tears forming in her eyes. "Thank you."

She slowly rose from the ground and made her way up the stairs. The purple unicorn followed her just in case she needed anything. Zecora laid down on the bed and fell asleep almost instantly. Twilight pulled the blanket over her and quietly left the room. She was halfway down the stairs when she spotted Spike at the bottom with a worried look on his face.

Spike held the quill up but hesitated. "What do you think attacked her?"

Twilight looked back up the stairs to the shut door. "I don't know. I've never even read about something that would look close to what she described. Hopefully Celestia will have the answer."

Spike nodded but the worry on his face didn't diminished. "And if she doesn't?"

Twilight looked back at him. "We'll deal with that if we have to. Now let's fill out this letter. Dear Princess Celestia..."

Harsh Words of the Old

"These look amazing! If we ever get a chance to show them to anypony we'll become famous or something!" Scootaloo looked through the photos as the trio of young ponies walked along the road to Sweet Apple Acres. Sweetie Belle and Featherweight had spent nearly the entire trip trying their best to avoid eye contact but failed miserably almost every five minutes or so. Scootaloo got tired of that quickly and started trying to get them to spill the beans on what they were blushing about.

"Nothing!" It was the same answer she got every time and it was always answered by the pair. This only served to cause more blushing. After several tries, all of which were failures, she had asked if she could see the photos. Now they were walking along the road looking at the photos.

They reached the edge of the farm as the path began to be lined with trees to their right. They quickly packed the photos away and set off down the small road that lead to the Apple family home.

Scootaloo looked to the pair of ponies. "Will you two please just tell me why Lyra and Bon Bon were giggling at you? Please, this will drive me nuts if I don't find out."

Sweetie was shaking her head rapidly. "NO! We won't tell you. It's nothing!"

The orange pegasus looked at Featherweight and saw that he was nodding to what Sweetie had said. She let out a frustrated groan but was then struck with inspiration.

She smiled wickedly but spoke in an innocent voice. "If you don't tell me I'll just have to ask them myself next time I see them. Maybe I'll see them later today."

Both of the white ponies grabbed Scootaloo by the shoulders. "NO!"

They glanced of each other and let go of the pegasus, blushing harder than they had during the entire walk. Scootaloo looked between the pair of them. "Then just tell me!"

Sweetie looked at Featherweight with a sorry look. She turned to Scootaloo and told her about how Evergreen had been teasing them and how Lyra and Bon Bon had commented on their conversation. She made sure not to mention what either of them had said and told her about the close call they had with Evergreen almost finding the photos. She made sure not to mention what the substitute photos were. Scootaloo slowly started to grin and was fighting to keep herself from laughing,

She finally let herself go when Sweetie finished. "You two? A couple?" She doubled over in laughter. After several moments she regained control of herself. "That's priceless!"

Scootaloo missed the hurt look on Featherweights face and the embarrassed one on Sweetie's. She never got the chance to when Apple Bloom ran up to them, an excited look on her face. She paused for only a moment when she saw the looks on her friends faces then shrugged to herself.

Her voice was bubbling with excitement. "Guess what happened last night!"

She quickly told them about how Guardian had visited her and the family in the night and how he wanted to visit once a week. They others quickly became as excited as Apple Bloom.

Sweetie was the only one to have any questions. "So he wants to make friends because it will help him protect the tree? How does that work?"

Apple Bloom shrugged again and motioned for them to walk with her. "Ah have no idea but if that means we get to be friends with him and get to see him more often than Ah'm alright with it."

Sweetie tilted her slightly to the side. "And Applejack is okay with that? I mean if she freaked out that badly I would think she would be against the idea."

Apple Bloom nodded. "Well we kinda had to convince her that he wouldn't harm any of us. Once she gets to know him she'll find out that he's friendly."

Sweetie Belle smiled and gave a small excited jump. "We’re going to be friends with an arachnapony!"

Featherweight gave Apple Bloom the folder with the photos of Guardian in it. "We should show him these. He did want to know how my camera worked and this would show him what I meant."

Apple Bloom took a quick look through the photos. She smiled up at the photographer. "Ah agree. Ah bet he would love to see these but we should wait until a little later to go show him these. Ah think he only comes out at night."

The four of them agreed to wait for a few hours before they would venture back into the forest. They spent their time playing games and brainstorming ideas on how Sweetie, Apple Bloom, and Scootaloo could earn their cutie marks.

The last rays of sunlight filtered through the leaves of the Everfree Forest into a small cluster of trees. The tops of these trees were covered in what looked like the webs of several hundreds of spiders, but in truth had been made by only one creature. The very creature that was standing amongst the webs, suspended high above the ground. Guardian was crouching on the webs, his legs spread far so that his weight was spread out on the webs to reduce stress on the mighty strands. His body was lowered so that his first joint was at a ninety degree angle to his body. His claw tipped limbs were stretched out to full length and the tips were pressed together.

Guardian had stayed in this stance for hours, and in those hours he had spent standing still thousands of his neighbors had taken the opportunity to turn his immobile body into their new home. His body was covered with a small legion of spiders and in turn nearly every portion of his body was covered in webs of his smaller kin. The feeling of thousands of tiny limbs pulling and pushing his fur all across his body was like a form of background noise for him.

The only sign that he was still alive was when he flicked his ears to prevent a more adventurous spider from making its home in the inner part of his ear. His mandibles also prevented any of the smaller arachnids from attempting to make his nostrils their home as well by swatting them away or picking them up and tossing them onto the web he was standing on.

His gaze was fixed on nothing; he merely gazed off into the darkness of the deep forest as his mind drifted to anything he felt was worth his time to think about. At this current moment it was focused on the feeling of all the smaller kin crawling over his carapace. When he was younger he would have never let them get within a foot of himself, and when he had discovered that his webbing seemed to attract the small creatures to him, it made him feel that his privacy would always be invaded. For a while in his youth he had attempted to not make webs, or at least not make a nest for himself out of the webs, but after almost a year he found that making a nest of webs was better and he eventually grew used to the arachnids that would flock to his webs.

His thoughts turned from the spiders around him and on him to just one that was slowly crawling up the side of his neck. He noted the feeling of its legs digging into his coarse coat. For a moment he thought it was another one headed for the inside of his ear but it turned off and settled itself on the outside of his ear. As it started spinning its web Guardians mind drifted off to the first time he had attempted to make a home in this forest. He had found a small glade within the trees that would have been perfect for him to make a nest in. However the neighbor killed the deal.

When he had begun making his nest he had heard a horrifying sound coming from the river. He investigated the source of the wretched noise and discovered that the source was a sea serpent that had made its home in the middle of a river. He had wanted to solve the issue permanently but the odds of him securing a meal now were next to nothing. The first issue was the fact that the serpent lived in the water, a habitat that he couldn’t hunt in. The second issue was that his webs wouldn't work under the water and would be nearly impossible to hit the serpent if it submerged. The final issue he had was that he didn't really care for the taste of sea serpent flesh.

How does a sea serpent make a home in a river and how the hell does it find enough food?

In the end he was forced to abandon the glade and search for a new place to make a nest. He found the small cluster he now called home and settled down. It took no less than a week for all of the tiny neighbors to move in and join him. He had found it rather amusing that the smaller spiders were the only creatures that tolerated his presence and even embraced him as one of their own. Something none of the ponies he had met in a long time had done for him.

Better off alone anyways. Others get in the way and end up causing more harm than good. He let out an angry snort that caused some of the spiders to scurry over his body. Ponies have been nothing but useless fear filled wretches since the first time I met them in this shape. He twitched his ears in anger. His mind was filled the images of a bright green unicorn mare he had known. His anger faded and his body relaxed as he recalled her gentle curves and the way her voice seemed to float through the air. I have never known a sweeter mare, or one filled with more hatred. His posture regained the statue like quality he had had a few moments prior as he remembered her face when she had seen him in his current monstrous form.

Her last words to him floated through his mind and he let out a growl filled with just as much pain as sorrow. "You can't be the stallion I fell in love with, he wasn't an abomination!" He looked up towards the treetops and shifted his carapace slightly causing a slight shower of spiders onto the webs beneath him. They talked of love and tolerance to us and what did they do? They slaughtered us the moment their princess's backs were turned. And yet they called us the monsters? He laughed bitterly and let out a small sigh. But am I any better than they were? I nearly killed an innocent creature merely because she wasn't a pony. Maybe I've been alive and alone a little too long. Another bitter laugh. He looked off to his right as a pair of voices reached him.

Thinking of annoyances... He shook his body and stretched his limbs to rid his body of the spiders. He shifted along one of the larger strands of web to the tree and followed the voices through the forest. He lost track of how long he followed the sound of the ponies but knew that they were far closer to the trail than to either his resting place or the Arbor Lunae. He wondered for a moment if they were truly in here for him or if they had gotten lost.

His answer came when he realized that the pair, the unicorn filly and the pegasus filly, were arguing. The pegasus's voice reached him up in the tree tops.

"We should have stayed on the path, but no. You just had to go looking at a stupid flower!"

The unicorn looked at her friend and yelled back. "Well if you hadn't insisted on trying to earn your 'forest guide' cutie mark we wouldn't have gotten lost!"

Guardian almost laughed as the unicorns voice squeaked in her anger. The massive creature decided that he didn't really care to see the rest of this argument and descended down the tree and landed next to them. The pair of them let out scared screams as he towered over them.

His voice was annoyed. "I see that your visit earlier this week wasn't enough for you two. I assume that the other pair is off somewhere just as lost as you two?"

They nodded and cowered before him. He sighed. Spare them of my anger, they haven't done anything to earn it... yet. "Very well. I will lead you two out of the forest after we have located the other foals."

The ponies looked at each other, then nodded. "Okay..."

The trio walked through the forest for a minute but their progress was halted when Guardian heard the fillies screaming behind him. He turned and noticed that they were staring at his head.

The unicorn was the one to speak. "You h-have a..."

He noticed some movement near his ear. The spider that had settled there somehow managed to keep a grip on him as he jumped through the trees. He lowered his head so he could pick up the spider with his claws. At first he thought they were just over reacting to the spider but when he noticed the size of it he gave them and the spider some credit. For the fillies he gave them credit for not screaming louder and for the spider he was impressed at the size of it. He judged that it was at least two to two and a half inches in leg-span and roughly two inches in body length.

He held the spider so the girls could look at it. "This is nothing to be afraid of. Your fear of it is pointless." He placed the spider onto a nearby tree and watched it climb up the tree at a rather rapid pace. "Shall we continue or do you feel the need to be frightened by something just as harmless?"

The young fillies glanced at each other then shook their heads. "Good. Now come along you two."

The resumed walking through the forest and once again Guardian found his progress stopped, but this time it was by the voice of the pegasus rather than screams of fear.

"Wait up! We don't want to get lost again!"

He looked back and noticed that they had fallen a few yards behind him. His brisk walking pace was almost equal to their sprints. He let out an annoyed growl and waited for them to join him. He gave them a moment to catch their breaths.

He noticed the looks they were giving him, a mixture of slight exhaustion and amusement. They find this amusing? That's almost adorable. Almost. The orange one looked at him once she had caught her breath.

"You must really want us gone if you're moving so fast." She let out a small chuckle. He recognized the feeble attempt at a joke. He motioned for them to continue walking. He set his pace to match theirs and found that it was almost agonizingly slow. They walked through the forest in silence as Guardian tried to locate the other young ponies that were wandering through the forest. His ears flicked in whatever direction seemed the most likely for the younger ponies to be in. This would be much faster if I was in the trees.

The silence was broken by the unicorn’s voice. "We brought the photos to show you."

He glanced down at the white pony. "The what?"

She moved some of her mane out of her eyes. "The photos. Remember the camera?" His tilting head was all she got in reply. "The little box that blinded you?" He nodded and let out a small hiss like sound. "We brought the photos that we took of you last time. They came out really well."

He slowed to a halt and looked down at the small ponies. "Interesting. I assume the male carries these 'photos'?"

The unicorn nodded. "Featherweight. He's got them in his saddlebag. He's really good with a camera."

Guardian let out a low hum then turned to look at the orange one. "I can assume that only you four and Apple Blooms family know of my presence in this forest?"

The pegasus nodded. "We didn't tell anypony... but why is it you don't want us to? You could live in Ponyville with us and have lots of friends."

Guardian sighed. "You are young. You see the world in a hope filled light and rightfully so. Ones as young as you are willing to explore the world over to find a meaning in life and to find your talents." He paused briefly to let them absorb his words. "All ponies are like this when they are young, but as time wears on they forget the joy of exploring the world and themselves. They grow cold to different things and want nothing to change in their lives." Another pause. "I have seen this many times over my long life. In time they all feared us and saw us as nothing more than monsters. Only the youth can see us for what we are."

He looked off to his right, the vague direction of the Arbor Lunae. "I have always been better off alone."

Sweetie took a step closer and placed her hoof on Guardians leg. "But you don't have to be..."

He looked down at the small unicorn. "Yes I do. Time has taught me that others merely get in the way of keeping the tree safe. I have lived alone this long without contact and I shall continue to do so for a long time." He clicked his pincers. "Now I shall hear no more questions until we have located your friends."

His stern and annoyed tone told them that the conversation was over. Guardian gave the pair a quick look then glanced off into the forest. "We won't be able to find them at such a slow pace." He bent low and lowered his shoulder to the pair. "Hop on quickly. The sooner I have you four out of this forest the sooner I can have some peace."

They quickly climbed onto his back and tentatively held onto him. He turned to them. "Make sure you don't sit on any other passengers."

For a moment they panicked and frantically looked around his body for any more spiders but after a moment they realized that there was a hint of a joking tone to his voice. This made both of the fillies relax as they held onto him. He had turned his head away from them before they realized this and started moving through the forest at his own pace. He moved through the trees swiftly and with a grace that neither of the fillies on his back had ever seen a pony, or any creature on foot, have.

They cut through the forest at this pace for close to five minutes before the silence was broken again by Sweetie. "Guardian?"

He turned his head so he could look at her with half of his eyes. "What?"

She swallowed and steeled herself as his annoyed tone was still present. "I know you said that you didn't want any more questions but I was wondering. Are you mad at us?"

His pace slowed for a fraction of a second. His pace returned to normal. "Have you ever met a pony that wouldn't stop bothering you no matter how much you wanted them to stop?"

Sweetie nodded then realized what he was insinuating with the question. Her ears flattened. "We bother you?"

For a brief moment he considered telling her yes but the hurt look in her eyes and the flattened ears made him stop. "Well... in a way, but you also amuse me because of the you keep coming into a dangerous forest just to visit me." He gave them something resembling a smile. His ears twitched as he noticed a sudden noise coming from his left. He turned suddenly and headed towards the pair of voices in the distance.

He heard a pair of voices cry *Whoa!* from his back as two pairs of hooves wrapped around his carapace to make sure they didn't fall off. They moved through the forest underbrush as the only noise being the sound of Guardians hooves crushing the leaves of smaller plants. Slowly as they drew closer Sweetie and Scootaloo heard the voices of their friends.

The voice of Apple Bloom was the first of the two that became clear. "We should go tell my sister and brother. They could help us find them."

Her voice was filled with barely contained panic. Featherweight's voice reached the trio as they drew closer. "I think we should keep looking for Guardian. He could find them really quickly."

Guardian walked through a small bush and spotted the pair of panicking ponies. "No need. I already found them."

Apple Bloom and Featherweight jumped slightly at his sudden appearance but their fright ended as they rushed over to their friends that were hopping off of Guardians back. The trio of fillies shared a hug and Featherweight stood off to the side awkwardly. He stood there rocking on his hooves as he waited but a moment later he felt three pairs of hooves drag him into a giggling pile.

Guardian watched them and rolled his head in annoyance once more. "Is that enough hugging for you or should we waste more time?"

The small group pulled apart and all looked up at his irritated expression. He motioned with his claws for them to follow him. Featherweight looked at him slightly saddened and confused.

He started rummaging through his saddlebag. "But we brought you something to show you..." He turned to Sweetie and Scootaloo. "Did you tell him about the photos?"

Sweetie nodded and looked up at the massive form of the arachnapony. "You do want to see them right?"

Her eyes grew large and a small frown grew on her face. Guardian knew exactly what she was doing. She's really good at this. Clever girl. His own curiosity and the undeniably cute pony in front of him overrode the more negative feelings that he had for the group.

He gave a resigned sigh. "Fine. Show me these 'photos.' I suppose this will be amusing."

Featherweight pulled out a folder and took a quick glance inside. He gave a small smile and lifted it up for Guardian to look through. He took the folder and spent almost five minutes looking over the folder with a foal-like curiosity.

Featherweight’s voice brought him back to the current moment. "Are you okay?"

He looked down at the colt. “I am fine. What is this thing I am holding?”

The pegasus looked at him for a moment, unsure to whether he was joking or not. “It’s a folder. Haven’t you ever seen one before?”

Guardian looked back to the folder and opened it. “No.“ He lifted one of the pictures up so that he could study it. “Interesting. Does everypony have the ability to make these?”

Featherweight shook his head. “Some ponies don’t own cameras but they do pay others to take photos for them.”

He closed the folder and gave it back to the colt. “Now that we have gotten that over with I will take you to the edge of the forest.” He clicked his pincers loudly to silence any protests they might have had. “You will return to your homes and stay there for the rest of this night. I wish to have some peace for the next few days and I’m certain that your caretakers wouldn’t be comfortable knowing that you have been coming into the forest.” His irritated voice silenced any complaints.

He started to walk through the undergrowth towards the path in the forest, stopping only for a second to make sure they were following him. The young ponies followed him with their ears pinned to their heads. In complete silence they walked through the forest and reached the path in the forest.

Apple Bloom gathered her courage. "Are you mad at us?"

Guardian kept looking forward. "Yes. You have put not only yourself but these three in danger. If I hadn't found them they might have been killed by a monster much less forgiving than I." He turned his head so he could look at the group, his voice brimming with rage. "You have disturbed me more than once in the past three days, trespassed on sacred ground, and you nearly committed the offense of touching the Arbor Lunae, which would have killed you!" His voice lowered but was still filled with rage. "This is why I never liked foals."

He started mumbling darkly to himself and looked ahead of himself. The group of ponies exchanged scared glances and they fell back a little so they could whisper to each other. Sweetie's eyes were watering up and Featherweight looked shocked. Scootaloo was fuming and was giving Guardian an angry glare. Apple Bloom was also staring at the arachnapony but her gaze wasn't angry or sad. It was confused, she had no idea why he was acting this way or why he was so upset that they wanted to visit him and get to know him.

Apple Bloom was lost in thought and failed to notice that Guardian had stopped walking. She ran into his leg and bounced back onto the forest floor. This in turn caused Scootaloo to trip over her then Sweetie and Featherweight tripped over her. The group struggled for a moment to disentangle themselves from each other.

Guardian looked down at the pile of foals, his voice was forced into a calmer state. "Here is the path. Now travel home and stay out of this forest unless you are guided by an adult or by me." He turned to Apple Bloom. "I shall visit you tomorrow at sundown." He looked at the entire group. "I would like to see you all again at that time, if you would like, but until then stay out of the forest."

They slowly picked themselves up off the forest floor and noticed that they were indeed on the path through the forest. They looked around for a moment, and Apple Bloom looked to Guardian but discovered that Guardian was no longer on the path with them.

She looked up to the trees and let out a sigh. She motioned for her friends to join her as she walked up the road. "Come on. We might as well get headed home."

Hours had passed. Hours since he had practically thrown the small ponies out of the forest. He had spent a fair amount of time afterwards fuming in the trees. Now, however, he was sitting on the top of a particularly tall tree, gazing up at the moon. Maybe I was rather... tough on them. He sighed as he rubbed the back of his neck with his claws.

They were reckless and had gotten lost. They had no regard for their own lives... but maybe they thought I would find them like I had before and protect them. He clicked his pincers as the thought gave him a sudden feeling of guilt. Maybe they were trusting me to protect them and now I may have shattered that trust... He shook his head. It doesn't matter. They are only an means to a end. Relationships only prove to cause pain to myself and them. Worthless emotional connections.

He studied the moon for a moment. For over a thousand years it bore a series of craters that resembled a mare but little more than a few years ago that mare disappeared wiping the moon clean. Yet another thing restored by time, and yet... we have lost almost everything we had. He closed his eyes and sighed once more. He reopened them and descended down the trees towards his nest. He reached a tall branch above the web floor and started spinning a cocoon of web for him to sleep in.

He had discovered shortly after that his webs attracted the spiders that loved to make their homes on him that they didn’t have the common decency to only do this while he was awake. His solution was simple. He would make a cocoon around himself, a weave tight enough so that his smaller kin couldn't get in but loose enough for it to be breathable. His first attempts had taken place far from his nest and as he grew more confident in his weave he moved closer to the main nest. It took him nearly four hours to accomplish a simple goal of making a hanging resting place.

He lowered himself over the center of the webbed floor and closed the cocoon. His mind slowly started winding down as he grew comfortable. The last thing that filtered through his mind was the hurt look Apple Bloom had given up to the trees. Means to a end... means to a end.

Dreams and a Warning

Bronze Hoof made his way through the streets of the capital city of Canterlot. He looked at the passing ponies, seeing them smile and wave to him as he passed. He managed to catch a lot of eyes, but that was normal. He was in full Night Legion armor, the polished silver shining proudly on his chest and head. His jet black coat made the armor stand out all the more, making him a striking and intimidating figure. He returned the smiles with his own as he made his way to a small mansion. He stopped and inspected the new plaque on the small wall forming the border of the grounds.

The Silver Family. He passed the plaque as his smile started growing larger. The mansion located on the grounds was new, still under construction, but the family was rather old. This current generation was the twelfth in the line. He walked through the construction searching for a certain mare.

He came upon the small garden in the back and spotted the unicorn. He called out to her and watched as her deep blue mane bounced as she walked to him. He was entranced by the sight as the midday sun played off her mane. She planted a gentle kiss on his cheek.

Her voice was like silk. "I missed you. I'll miss you when you go." She moved close to him and placed her head on his shoulder. "Please don't go. I've heard the stories and..."

She trailed off as she hugged him. He returned the hug tightly and removed his helmet. His bronze colored mane fell free from the helmet and he looked down at the mare.

He placed a kiss on her forehead and wiped her teary sapphire eyes. "You know I can't stay. I made an oath to defend all of Equestria and that means you as well. I promise I'll come back."

She looked up and wiped her bright green coat free of any stray tears. "I know but I still want you to stay."

He kissed her on the lips. "I love you. I'll come back unharmed, the same as always."

She pulled away from Bronze Hoof and her loving gaze became one of terror. She backed away and started to scream but he never heard her. He looked down saw that his coat was becoming longer and from his chest protruded small claws. He felt a sudden pulling on his chest and back as he was slowly being dragged backwards. He reached for the mare that only a moment ago was holding him close but saw that she was smiling sadistically and gathering energy into her horn. The next thing he knew he was hit square in the chest by a searing blue ball of energy and was tossed into the black void.

Guardian awoke from his slumber and rubbed his eyes. He paused for a moment and looked at his claws. Same as every other night then... He opened the cocoon and watched a small shower of spider fall to the webs below. He dismantled the cocoon and landed on the webbed floor. He walked around the web until he found the thinnest part. He placed the now blanket like webs down on the floor and wove the strands together. He glanced up to the hanging branches and spotted other cocoons hanging from the tree. Each of them had their own occupant, creatures that he had captured but hadn't the time nor appetite to consume them at the moment of their demise. He looked back to his work and focused on it for now. Not like they won't be there when I get back. I'm thinking I’ll try the Timberwolf for dinner tonight.

Satisfied with his work he climbed up the trees until he reached the top. He glanced to the sky and spotted Celestia's sun close to the noon position. He knew he was going to have a long day ahead of him. He sighed and went down into the tree. He turned and leaped through the trees. He came to a stop ,after moving through the trees for roughly ten minutes, above a large web very similar to his own nest. It was one of the many traps he had set throughout the forest.

He lowered himself down onto the webs and inspected the trap for any worthwhile catches. A few smaller birds were tangled in the webs but the larger of the spiders that had turned this webbing into their homes had already turned them into meals.

What caught his attention was a rather large crow that was struggling in the webs at the moment. He approached it and looked at it for a moment, a look of boredom passing over his otherwise passive face. Another crow for breakfast? I was hoping for something... juicer. His motion was a blur as he quickly bit the crow and injected it with his venom. The bird struggled for a moment then grew limp. Guardian licked his lips. Still, only the first part of today's meals. He bared his fangs and began his meal.

Guardian spat out a small bone as he leaped up to the trees. He had plenty of other traps to check and he had a feeling he was going to need his energy when he went to the Apple farm.

The purple dragon watched with a mixture of amusement and worry as his friend paced back and forth inside the library. She had been doing this for the past hour and he was starting to think that she was going to ruin the floor again. She had been doing this since she had returned home from a small visit with Mayor Mare about the Nightmare Night festival that was quickly coming up.

"Why hasn't she responded yet? This has to be at least somewhat important. I mean a creature that attacks ponies could be very dangerous and needs to be dealt with quickly." She stopped pacing and glanced over to Spike. "What could be keeping her?"

Spike tapped his chin with his claw for a moment. "Well... maybe she's busy. I do remember you said something about Germaney and Equestria having meetings. Maybe that's what she's doing." He gave her a shaky smile. "Besides, it's only been a day. She's probably working on a solu—"*BUUURP*

A small puff of green flame erupted from the young dragon’s mouth and formed a sealed scroll. The scroll hung in the air for a moment before Twilight grabbed it with her telekinesis. She opened it in an instant and started reading it.

My dearest Twilight,

It is with the deepest regret that I have to tell you that I am unable to help your friend at this time. With the political talks with Germaney and Saddle Arabia in full swing I am unable to address this issue in person and with the Royal Guard busy with the Nightmare Night preparations I will be unable to send any of them to Ponyville to investigate. However I will be able to assist Zecora after the holiday ends. Until that time I must ask that you act with extreme caution as this creature sounds very dangerous and may be something ancient. I'm sending a tome for you to study in case my fears are correct. I'm sorry I can't be more helpful than this. Please stay safe.

Your mentor and friend,

Princess Celestia

Twilight re-read the letter and flipped it over. "What tome?" A belch louder that the one that produced the scroll in front of her answered her question. A loud *Thump* came from behind her. She turned around and spotted a massive tome materializing on the floor in front of the dragon. "Oh... that's where it is. Well I guess I better get reading."

Spike gave a small groan and pointed to the letter. "What's that for?"

Twilight gave him the letter to read as she read the title of the book but stopped for a moment as she realized that it wasn't in Equestrian. She tapped her hoof on her chin for a moment as she tried to recall where she had seen the strange runes on the tome. Her attention returned to the dragon as he finished reading the scroll.

He glanced up at Twilight then to the tome in front of him. "I think you should tell the others about this before you start reading that. We both know how you get absorbed into your studying."

Twilight nodded. "Agreed. Besides after a quick talk with the others I can crack into this book and see what it is that Celestia was worried about."

Spike gave her a small smile. "Alright. Well we better get going then."

Twilight shook her head and pointed to a nearby book case. "I need you to stay here and gather all the books we have on rune translation." She noticed the grimace on Spikes face as he started walking over to the bookcase. She walked over to him and gave him a quick nuzzle. "This is for Zecora. She needs us to help her."

He sighed. "I know. The sooner we figure this out the sooner things can go back to normal, well as normal as things get around here."

They shared a small round of giggles as Twilight gathered the scroll from Celestia and left the library. Spike watched the door close and turned to the large bookcase. "Well... I guess I should start."

Twilight was walking along the road towards Sweet Apple Acres. She had just finished telling all of her friends of what happened to Zecora, except Applejack, and now she was on her way there. The reactions of her friends so far were pretty much what she could have expected. Rainbow Dash had wanted to go into the forest and hunt the creature down, Rarity told her that she hoped that Celestia would resolve the issue immediately after Nightmare Night, Pinkie... well she was Pinkie. She had been bouncing around the Sugarcube Corner, cooking and humming as she did, while Twilight tried her best to talk to her. Fluttershy's reaction was just as expected as well.

"Maybe it was frightened. Frightened animals always lash out." She had said. Twilight could understand that but she was still going to stay cautious just in case the creature was aggressive. When she had made that point to Fluttershy she had responded with a question she hadn't thought of. "If it's a dangerous monster of some kind then why didn't it harm Zecora?"

Twilight thought about that question and she couldn't come up with an answer for it. If it was dangerous and could potentially harm ponies then why didn't it harm Zecora? Maybe it was just scared and Zecora startled it... but nothing that has ever lived in that forest has ever looked anything like what Zecora described. She let out a small sigh and pushed the question out of her mind. She had better things to do than waste her time thinking about why it had spared Zecora when she didn't even know what the creature was.

She reached the edge of the Apple orchard and headed into the trees, listening for the sound of any apple bucking or other farm work that was being carried out by her friend. She turned when she heard the unmistakable sound of hooves hitting trunk. She headed towards the sound and found her friend Applejack hard at work.

Applejack noticed her in the middle of a kick. The farm pony's hooves hit the tree with a powerful *Whump* as she smiled at Twilight. "Well, howdy there Twilight. What brings you all the way out here to the farm?"

"Well I'm here because of something that happened to Zecora."

The farmpony looked at her with a worried look. "Is she alright?"

Twilight nodded and told Applejack the full story that Zecora had told her. As she told the story she noticed that Applejack's face paled. She finished talking as Applejack took a step backwards towards the tree. "And Celestia says we need to be cautious if we go near or in the forest. Zecora will be staying with me until we can figure out what it was that attacked her." She paused for a moment as Applejack looked towards the forest with a deeply disturbed look. "Are you okay?"

Applejack bit her lip as she tried to think of what to say. Telling Twilight about Guardian could lead to trouble and that could cause him to never see Apple Bloom. If Apple Bloom ever found out then she would become very angry with her, or worse it could permanently damage their relationship. Also if what Apple Bloom had told her of what Guardian could do was true, then nothing short of the alicorn sisters could protect her if he became angry. But if he's hurting ponies I can't just stay silent.

Applejack swallowed as she came to a decision. "What if Ah told ya that Ah might happen to know the creature in question... possibly."

Twilight's confused tilting of her head was all Applejack got in response. Applejack pressed on. "What Ah meant is that Ah know a creature that sounds very similar to the one you described to me."

Twilight took a step forward excitement and eagerness showing on her face. "Really? Could you bring me to it so I can find out what it is?" Her voice gained a more studious tone. "Whatever this creature is it must be huge and have a massive diet..."

She trailed off once she noticed the still worried look on the farmers face. Applejack bit her lip again and took a deep breath. "Ah can show you what he," She caught herself just in time. "Uh... it looks like. Just... come back here at sunset and Ah can show you but Ah need you to promise to listen to me and do whatever Ah tell you, okay?"

Twilight nodded. "Anything to get to the bottom of this. We will be safe right?"

Applejack nodded. "We'll be safe. Now run along now, you have some readin' you need to do."

Twilight gave another nod and started trotting back towards the road leaving Applejack alone with her thoughts. Ah hope this works out or this will go south so fast. She gave the forest another look and let out a worried sigh.

A Meeting of Minds

Author's Note

When you see sentences in brackets like this [blah blah blah] it is a translation. Twilight is going to have a brainy mare moment and this is so you can keep up with out the need to have Google Translate or any other translating site ready to go. Enjoy!

A Meeting of Minds

Twilight let out a small grunt as she adjusted the saddle bag on her back. She had read the tome inside front to back and had found it more frustrating than helpful, and each monster described in the tome was more terrifying than the last and a vast majority of them sounded very close to the description Zecora had given her. She shuddered as some of the stories of the monsters past through her mind.

Some burned their victims before eating them whole, others only ate the bones of their still living victims and the worst were the creative ones such as the monster simply known as the Screaming Death, a monster that when it screamed the heads of ponies would burst and it would feast on their blood from the stump of the poor victims neck. Fortunately for Twilight that creature was filed in the section simply labeled as 'Proven False.' However there monsters just as horrifying listed in the 'Unknown' and 'Possibly Extinct' sections that made her shiver.

Hopefully Applejack can show me what we are dealing with. This is the perfect opportunity to expand scientific knowledge if it happens to be one of them labeled 'Unknown.' She let out a small squeal of excitement. She would become famous, not that she wasn't already but this wasn't the type of fame she normally got when she and her friends save Equestria. This was academic fame, fame that came from being a scientist. I could write my own book. I could become a well-respected member of the scientific community. A giggle fit for Rarity slipped from her lips as she was struck with the single greatest achievement she could think of.

"I could get my own shelf in the Royal Library!"

The thought that she would be forever immortalized in a library gave Twilight a burst of energy and made the heavy tome feel all the lighter. She came upon the gate to Apple Farm and was greeted by the sight of Applejack standing there looking up at the darkening sky.

"Applejack!" She called out with an excited tone that caused her voice to rise slightly. She cleared her throat. "I'm ready to see what this creature is. Shall we get going?"

Applejack gave her a small nod. "Ah'm ready but Ah need you to promise me somethin'."

Twilight nodded. "Anything."

The farm pony let out a small sigh. "Ah need you to stay quiet and do exactly what Ah tell you."

Twilight was about to protest but was silenced by the farmers hoof on her mouth. "Ah’m serious. This creature isn't something to mess with. If this gets out of hoof we may be in a heap o'trouble"

Twilight gave a small nod. "Okay."

Applejack gave Twilight a stern looking over then gave her friend a small smile and a nod. "Alrighty then. Follow me and keep quiet."

The mares set off into the Apple Farm in silence. Applejack was in the lead occasionally glancing back at Twilight to make sure she was keeping up. Unfortunately for Applejack Twilight couldn't keep her excitement to herself.

"What does it look like?"

Applejack turned to her friend. "Big. Kinda scary."

Twilight gave her a small slightly annoyed smile. "How big?"

Applejack tapped her chin as they walked. "Well taller than Macintosh and wider them him to. He's a big one."

Applejack drew in a sharp breath when she realized that she let slip Guardian's gender. "He? How do you know its gender?"

Applejack cursed herself inwardly for not thinking before she spoke. "Ah just do. When you see him you'll be able to tell as well. Now no more talkin'. We’re getting close to where he is."

Twilight stopped for a moment before she continued following her friend. She had never know for Applejack to dodge a question so quickly and with impatience in her voice. As they walked Twilight couldn't help but feel that something wasn't right. Applejack said we were getting close to where it is but it’s supposed to be inside the forest. Why are we walking deeper into the orchard? Twilight opened her mouth to ask Applejack that very question when something grabbed her back leg.

Something pulled her up into the air and into the trees as a deep booming voice came from all around her. "I see it runs in the family to piss me off."

Twilight started struggling in the hold of whatever was around her leg when something wrapped around her other hind leg. She started screaming but that lasted for only a moment before a white cloth covered her mouth. The voice continued in its irritated tone.

"First you trespass on sacred ground, an offense I would normally kill the offender of but spared the foals. Then your youth tramples through the forest making life both difficult and annoying for myself. To top it all my dinner turned out to be nothing more than sticks and wood!"

The voice grew from the irritated tone to one of fury. "And now you have the gall to bring this mare here to show me off to? Like some kind of prize animal? Explain yourself NOW!"

His voice became a roar of anger. Twilight could see almost nothing from up in the tree she had been hoisted in but she could clearly see Applejack staring up into the tree roughly a few feet to Twilight's left. Twilight looked over in the same direction but could only see a dark shadow.

Applejack's voice was as brave as she was stubborn. "She's here to figure out if your what attacked our friend!"

The shadow moved slightly. "I have attacked no pony within the forest."

Applejack took a step closer to the tree. "Our friend Zecora was attacked by something. The way Twilight described the attack sounded just like how you attacked the Timber wolves. She's here to make sure that you didn't attack her. Guardian please tell me you didn't."

The shadow, which Twilight gathered was called Guardian, shifted in the tree once more. Guardian’s voice was much calmer and even a little worried. "Zecora? Mare covered in stripes?"

Applejack nodded. "That's her."

His voice grew softer and Twilight got the sudden image of a colt being scolded by an angry mother. "I have had a run in with this Zecora."

Applejack's eyes widened in fear. "You attacked her?"

Guardian’s voice became defensive. "I didn't mean to scare her as I did. I... mistook her for another type of creature. I let her go as soon as I realized my mistake. I assure you that I had no intention of killing or harming her."

Twilight felt the gag that kept her silent be removed from her mouth as the shadow called Guardian moved around her in a blur of movement. She watched the ground come closer as she was lowered to the ground. Applejack helped her to her hooves as the things that bound her legs came loose.

Guardian spoke from above the mares. "Leave us Applejack. I wish to speak to this unicorn alone."

Applejack looked up into the tree with a look of anger. "You attack my friend in the forest then attack my friend here and then you expect me to just leave her here with you alone?"

Twilight looked at her friend and was surprised to see that she was staring up into the tree determined. Twilight placed her hoof on Applejack's shoulder. Applejack looked at her for a moment then let out a small sigh.

Applejack looked back up at the tree. "Promise to me that you won't hurt her."

The shadow shifted in the tree. "You have my word. She shall not come to any harm. I simply wish to speak to her."

Applejack looked from the tree to Twilight. Twilight gave the farmer a confident nod. Applejack walked closer to her and whispered in her ear.

"If he gives you trouble, blast him with your magic."

Twilight gave her friend a shaky smile. "It shouldn't come to that."

With one last look up at the shadowy tree Applejack nodded and walked off towards the house leaving Twilight and Guardian alone. Twilight shuffled where she stood but felt that something was off. Something wasn't where it should be. She looked at her back and saw that the saddle bag was missing. She began to look around frantically, but froze when she heard Guardian talking above her.

"I'm impressed. Last time I bothered to check a book they had moved on from Old Equestrian runes. You must be very well read to understand any of this."

Twilight felt a small wave of pride and relief mingle with her fear of this creature hiding in the shadows. "Thank you... I guess." She paused for a moment as she thought about the compliment. "Wait... You can read that?"

Guardian’s voice reached her ears sounding almost prideful. "Ego loquor is pariter." [I speak it as well.]

Twilight was stunned for a moment before her mind kicked into student mode and translated his words. "But that's impossible. Nopony has spoken that in several generations. It's been a dead language for nearly eight hundred years!"

A deep chuckle reached her from the trees. "Vos intelligitis me?" [You understand me?]

Twilight stood there for a moment as her brain worked hard to translate for her. She nodded and cleared her throat. "Sum studuit quatuordecim linguarum quatenus." [I have studied over fourteen languages so far.]

The voice shifted in tone to something Twilight could almost call respect. "Gravem. Quis se non inveni tempora lingua loquor. Quid hic agis?" [Impressive. I haven't met another who could speak this tongue in a long time. Why are you here?]

Twilight looked around at the shadows in the tree trying to find the creature and her book. "Applejack vobis iam dixi." [Applejack already told you that.]

"Ilia meum irritum fidem ipso introducet te hic. Hic audire volo rationem." [She has broken my trust by bringing you here. I want you to hear your reason for being here.]

Twilight tried to think as he talked much more rapidly. She swallowed as she finished placing the words. "Quare?" [Why?]

Guardian's deep voice came from directly behind her now. "Because I want to why you would risk yourself to see a monster."

Twilight leaped away from him as she screamed. When she turned around her scream stopped dead in her throat as she gazed into the black featureless eyes. She scrambled away from his towering form as he began to read aloud from the book he was holding.

"Arachnapony. Status: Unknown but believed to be merely a myth. The Arachnapony is said to be the spawn of fear and darkness. The main belief is that they were created by Nightmare Moon to be her enforcers of her nocturnal rule..."

He paused for a moment and stared silently at the book. Twilight however was staring at him in absolute terror. This thing had surprised her and was now reading her book. When he paused she got the distinct impression that something on the page had either surprised him or angered him but she couldn't tell which.

She continued for him. "The Arachnaponies are born hunters and never lose sight of their prey. Like the spiders they so closely resemble they prefer ambushing their victims rather than stalking or hunting them. They are massive creatures that are twice the size of an average pony, in size, speed, and strength. They are nocturnal to the extreme and hate the sun for it burns their eyes and weakens them. They are a savage race and can devour close to three times their weight in..."

She swallowed hard when she noticed something very close to a scowl pass over Guardians features. Afraid that everything she was about to say was true she paused. Guardian looked at her and waited for her to continue. She found that she was shaking now when she spoke.

"...flesh of their victims. They kill their prey by injecting them with an incurable poison that liquefies the internal organs of the captured creature, much in the same way a spider does. The only way to find one is during the day when they are asleep and weakened by the sun’s rays. They can be found in huge webs that are as strong as steel and while they sleep one has to stab them in the heart with a blade forged on the longest day on the year."

Guardian closed the book and took a step towards her. "Finish the rest of it."

Twilight swallowed again and tried her best not to collapse. "There is very little evidence to suggest such a fearsome creature has or ever could exist. The evidence provided has long been under scrutiny due lack of consistency. Many of the claimed pieces of an Arachnaponies carapace have been proven to be from the Giant Red Widow spider. Sightings have been claimed throughout the years of the legends creation but as of the last two hundred years none have been made and the legend has slipped into obscurity. For more on the eating, mating, and hunting habits of this creature please refer to section—"

She was silenced by Guardian when he approached her mid recital. By the time she had realized he was in front of her she was nearly done. She let out a small squeal of fright but stood her ground as he held out the book to her.

His tone was amused. "Do you believe such a legend is true?"

She took the tome back and held it like it was her child. She glanced around and noticed that the saddle bag had somehow been placed beside her. She quickly put the book back into the protective bag.

She looked into the eyes of the massive creature in front of her. "I never put much stock into legends and mares tales."

He tilted his head to the side. "And now?"

She gave a small smile hoping that it would make Guardian less imposing to her. It didn't. "Hard to ignore the evidence in front of me, isn't it."

He nodded. "And now I ask you again. Why is it you came out here with nothing but a book when I could have been any number of horrible creatures that would have killed you the moment they saw you."

Twilight stood there staring into those featureless eyes as she tried to think of the answer. Her first thought was that she had wanted to keep Zecora and the rest of Ponyville safe but when that thought passed through her mind a tiny voice at the back of her head told her that it wasn't. She came out here for another reason.

"I... I wanted to know the truth. I wanted to discover what you were because I wanted to keep my friends safe and to know the truth."

Guardian straightened his head again and his lips pulled into a smile. "I'm starting to enjoy you ponies again. It is an honor to meet you miss..."

"Twilight Sparkle." She finished for him. He bowed a little at her name.

"Miss Twilight Sparkle. I shall answer some questions if you wish but not tonight. I have promised some foals that I would 'play tag' with them." He paused for a moment and looked Twilight over. "If you think it is possible tell Zecora that of what you have seen tonight and let her know that I am truly sorry for what I did."

Without waiting to hear Twilight's response Guardian leaped back up into the trees leaving a rather shocked and curious Twilight behind in the darkness of early night.

Curiosity

Twilight stood in the growing darkness for a moment before she picked up the saddlebag next to her. For the briefest of moments she wondered if everything that had happened was real or just a dream. Her thoughts were interrupted by the sound of a filly laughing, she looked in the direction of the sound and started walking towards it. She had only been walking for a few seconds when she ran into Applejack. Literally.

The farm pony picked herself off the ground. "Ugh... sorry about that Twilight."

Twilight got back up off the ground and checked the bag with the tome. "It's alright. Why were you walking this way anyways? I thought you would be up at the house."

Applejack shook her head. "Ah came looking for you after Guardian returned and started talkin' and playin' with the youngin's. Ah got a little worried that you weren't with him so Ah came lookin'. He didn't hurt ya did he?"

The unicorn shook her head and quickly told Applejack about her and Guardian’s conversation. Applejack's eyes widened as the term Arachnapony entered Twilight's story. She had heard the term somewhere before but she couldn't quite recall where. When Twilight finished Applejack was tapping her chin in thought.

The orange pony looked at her friend. "Arachnapony... Ah know Ah've heard that somewhere before. Did you know what an Arachnapony was before tonight?"

Twilight shook her head. "No. Which really surprised me when I read the tome Celestia sent me because I read a lot on myths and legends throughout Equestria when I was younger but I never came acro—"

Applejack gasped in sudden realization. "That's where ah heard it! Ah remember my Pa tellin' me stories about naughty colts and fillies bein' gobbled up by big monsters and one of them was a spider pony."

She noticed the slightly irritated look on Twilight's face and gave a cheesy smile before muttering a quick apology "Sorry, didn't mean to interrupt ya."

Twilight shrugged. "It's not a big deal. Dash does it all the time and so does Pinkie now that I think about it." Twilight and Applejack shared a small laugh and Twilight adjusted the bag on her back. "So shall we go see what Guardian and the kids are up to?"

Applejack nodded and the pair set off towards the sound of laughter and screams of joy. They reached a small clearing in the woods and spotted the young fillies and Guardian being chased by Featherweight. Applejack and Twilight noticed Big Macintosh and Granny Smith sitting near one of the trees. The mares walked over to the pair and sat down with them.

Macintosh glanced over at Twilight. "Howdy miss Twilight. You seem to be rather calm for just meetin' Guardian."

Twilight placed the saddle bag down, which gave a none too subtle *Thump* as it hit the ground, and rubbed the back of her neck. "I'm surprised I'm not running and screaming right now. I guess I'm just more interested in learning what he is and how he got here than being scared."

Macintosh moved closer to her and started rubbing her shoulders. "Bag sounded pretty heavy. Do you mind if Ah work the tension out?"

Twilight felt herself relaxing under the large and surprisingly gentle hooves of the stallion. "Not at all..." Twilight's eyes closed for a moment as the stallion worked her muscles into a much needed, relaxed state. Her eyes opened again as she remembered something that suddenly entered her mind. "Big Mac?"

The stallion continued the massage. "Eeyup?"

Twilight let out a small sigh as Macintosh found a knot in her shoulder. "I seemed to have misplaced my Smarty Pants doll and as I recall you were the last pony to have it when I... well, 'misused' a 'want-it, need-it' spell. Do you know where it might be?"

Macintosh slowed his massage for a moment, making Twilight regret asking the question but a second later he resumed his work. "Eeyup. Ah have it up at the house. Ah take it you want it back?"

Twilight nodded. "Yes please, but that can wait. A little to the left please."

While Twilight and Macintosh had their small conversation Applejack and Granny Smith were having a very different talk. Applejack settled down next to her grandmother and spotted the picnic basket filled with food and a few thermoses.

"Granny, shouldn't you be asleep right now?"

The aged mare looked at her granddaughter. "Yes but when Apple Bloom told me she and her friends were goin’ up to meet this here Guardian feller I wanted to meet him."

Applejack looked at her grandmother quizzically. "They just told you what they were doin'?"

Granny Smith shook her head. "I had to bribe them a little with muh special apple and caramel cookies."

Applejack reached into the basket and pulled out some of the cookies. She had a rather fond spot for her grandmothers cooking. "And you were alright with them meeting a monster larger than Big Mac?"

The older mare let out a small chuckle. "At first Ah thought that the whole spider pony thing was them playing a game. I mean really a spider pony in the forest? Then I met the big lug and discovered that they were literal when they said 'A spider pony in the forest!'"

Applejack gave her grandmother a deadpanned look. "And you just accepted him like he was nothin’ out of the ordinary."

Granny chuckled a little. "Nah. I had myself a small freakout like you did. I screamed and hollered and ran about. I even did it like this." She took in a deep breath and yelled with all her might. "THERE'S SPIDERS IN THE FEREST!"

Her shout cause Applejack, Twilight, and Macintosh to jump. However the group of ponies running around all stopped and Guardian looked over at the aged mare.

He shouted back. "Can I help you?"

The old mare shouted back at him. "Round up them youngin's and bring them over here for some grub!"

Guardian did just that. He shot web out and captured all four of the young ponies. He loaded them all onto his back and walked over to the four older ponies. He deposited the young ones down and undid the webbing. He had a difficult time with Sweetie Belle due to her constant giggling.

She reached up and tried to stop his small claws. "Stop it that tickles!"

Guardian continued untying her despite her protests. Once she was standing however he used his claws to tickle her until she was rolling in the grass with a tear running down her cheek from laughing so hard. It took the Apple Bloom, Scootaloo and Featherweight jumping on Guardian to 'save' Sweetie. The instant Sweetie was back on her hooves was the same that she joined the dogpile on Guardian.

A few moments of the young ponies and Guardian playing passed before Granny Smith managed to drag them away from the fun with the offer of food. The group of ponies gathered around the basket, grabbing the surprisingly warm baked goods and cups to fill with the warm cider that was within the thermoses. Applejack noticed that Guardian was standing off to the side watching the group.

Applejack nudged her sister. "Hey, why don't you bring Guardian somethin' to eat? He looks hungry to me."

Apple Bloom looked over at Guardian then gave her sister a quick nod. "Okay, d’ya think he'll want some cookies?"

Applejack glanced over Guardian as well and noticed that his gaze had turned to the stars. She gave her sister a smile. "He'll love 'em."

Apple Bloom grabbed a few extra snacks and walked over to the now sitting Guardian. She poked him to get his attention. He glanced down at her.

"Can I help you Apple Bloom?"

She nodded and held out some of the food. "You looked kinda hungry so I brought you some food. It's really good."

He took the food she held out and looked at it for a few moments. "What is it?"

Apple Bloom giggled at him and pointed to the different types as she described them. "That's corn bread, those are cookies, that's a slice of cake and obviously that one’s an apple."

Guardian sniffed the small collection of baked goods. He found the scent to be rather pleasant and that alone helped ease the disappointment he had felt from the failed meal that was the timberwolves. He took a bite of what Apple Bloom had called cake. He was met with a heavenly taste with a faint hint of something he hadn't tasted in a long life.

"I taste... cinnamon. I haven't tasted this since I was..."

Apple Bloom noticed that Guardians eyes glazed over and his claws lowered from his mouth. "Since you were what?"

Guardian shook his head. "Nothing. It doesn't matter. Thank you for the food. I shall have to visit more often if this is what I can expect to eat."

Apple Bloom's face brightened up at the mention of more visits. "Really? Ah'll make sure you have whatever you want when you come over."

As Guardian let out a low chuckle he and Apple Bloom were joined by the rest of the younger ponies. Almost an hour passed as the group of ponies and their guest talked and ate. Soon the younger ponies had trouble keeping their eyes open. Applejack insisted that Apple Blooms friends head home but they protested saying that they had told their parents that they were spending the night.

Applejack bit her lip as she glanced at Featherweight. "You too?" The pegasus nodded. "Well... Ah know that the girls like to sleep in the clubhouse but Ah don't know if that's a good idea."

Guardian stood up with the sleeping Sweetie Belle on his back as well as the soon to be asleep Scootaloo. "Don't worry. I'll watch over them." He picked up Featherweight and Apple Bloom. "Besides you look tired as well. Get some rest."

Applejack would have argued but she noticed out of the corner of her eye that Macintosh and Twilight were walking off towards the house together with Granny Smith a little ahead of them. "Well if the family is fine with it then Ah guess Ah am too. Just keep 'em out of trouble."

With a single nod Guardian began walking off toward the clubhouse as Applejack headed for her own home.

Twilight looked around the room that Macintosh called his own. She was almost shocked at the lack of any personal items in the room. The only one she could see were the doll on his bed and the small group of photos sitting on his night stand.

Twilight walked over to one of the photos and picked it up carefully. In the photo was four ponies, two adult ponies, a colt and a foal. She recognized the small colt standing in front of the two older ponies as a much younger Macintosh. He was smiling and waving to the camera. She saw the small foal in the stallion’s legs and recognized the straw yellow mane.

"Macintosh?"

The stallion looked over at her with the Smarty Pants doll in his mouth. "Eeyup?"

She glanced over at him then back to the photo. "Are these your parents?"

He nodded and walked next to her. He took the picture from her gently and placed it back down on the night stand. He gave the doll to her and cleared his throat. "Well, Miss Twilight Ah see you have two choices right now given the hour of the night. Ah could walk you home or you could stay the night."

Twilight stood there confused for a moment as she wondered briefly which option Big Mac would like her to say. She came back to her senses quickly once she realized that Big Mac was waiting for her to answer.

She glanced up at him and blushed when she saw how close he was standing to her. "I do have to get home. I do run the library after all. So I guess a nice walk with you would be welcome."

Twilight adjusted the saddlebag but then felt the weight lift from her back. She once more looked at Macintosh and saw that he placed the bag on his back. She gave him a questioning look.

He noticed the look and gave her a polite nod. "Bag looked heavy. A mare as nice as you shouldn' have to carry a heavy bag."

Twilight felt her cheeks warm and she was certain that they were a bright shade of red. She turned on the spot and headed out of the room in hope that Macintosh hadn't seen her blushing. They left the house and reached the path to the road without speaking another word.

They reached the road when Twilight spoke up, her voice cautious. "I was wondering if I could ask you something?"

Macintosh glanced over at her with a raised eyebrow. Twilight took that as a sign to continue. "When was that photo taken? I didn't see Apple Bloom in the picture but the mare looked pregnant."

Macintosh let out a long sigh and looked up at the moon. "'Bout a month or two after Ah got my cutie mark. Roughly three months after that Ma gave birth to Apple Bloom."

The stallion stopped walking and let out another sigh. Twilight walked next to him and placed her hoof on his shoulder. "Was that when you lost your mother?"

He shook his head. "Enope. Apple Bloom was four months old when Pa got sick. There was nothin' we could do for him but he never stopped workin'. Kept saying that he needed to work to make sure Applejack and Ah didn't have to. When he passed Ma got depressed. She lost her energy and rarely smiled."

Twilight felt the shoulder shudder and for a moment, she thought he was cold but when she looked at his face she could see tears in his eyes.

Macintosh continued his voice steadily but pained. "Ma went west to visit one of her sisters. She was gone a month before we got the news. She had passed away in her sleep, doctor said she died of a broken heart. My aunt moved in with us for almost a year after that. They helped with Apple Bloom and mourned with us."

He took in a ragged breath and Twilight moved even closer to him to comfort the large stallion. He continued as his voice broke a little.

"That was when Applejack and Ah got to spend a lot of time with Breaburn. He was our first real friend after everything that happened. He could make Applejack and Ah smile when nopony could." A large sniff sounded through the night air "After they left it was me and Granny to take care of Apple Bloom and Applejack. Then Applejack left for Manehatten."

Macintosh lowered his head to the ground and took a few breathes as he tried to steady himself. Twilight brought his head up so she could look into his deep green eyes. She hugged the stallion and he hugged her back tightly. She was surprised at how willing he was at opening up to her but as the hug drew on she pushed those thoughts aside and continued to comfort the stallion.

She pulled away slightly. "That must have hurt when she left... but she came back and found that her home was with you, Apple Bloom, and Granny Smith. She loves that farm more than anything in all of Equestria."

The stallion smiled as he wiped the tears from his eyes. "Ah know she does. She reminds me of Pa some days. Ah see so much of him in her, both in attitude and in her love. Heck Apple Bloom is even starting to look like Ma did."

Macintosh cleared his throat and sniffed a few more times. He wiped his eyes one last time before he stood at his full height. "Ah'm sorry 'bout that. Ah'm bringin' ya home and here Ah am rambling 'bout myself and crying like a colt."

Twilight gave him a small smile. "It's alright. It just means you love you family. I know that they love you just as much and your friends love you as well."

Twilight and Big Mac continued on their trip in silence, and reached the Tree Library. Twilight smiled to the stallion.

"Thank you for carrying my bag." She gently took her bag and slung it over her shoulder. "I hope we can talk some more soon. I think I will be visiting the farm more now that Guardian is around."

"Eyup." Mac smiled to the mare and gave her a small wave and left her.

Twilight quickly entered her home and placed her bag down, and sighed. She had a long night of studying to look forward to, and she felt exhausted. She heard a small clatter at the stairs and looked up to see Spike yawning as he walked down.

"Twi, is that you?"

The mare nodded and gave the small dragon a tired smile. "Yeah, it's me. Did I wake you?"

Spike nodded. "Well... sorta. I heard the thump of your bag... and I was on my way down to get something to drink anyways."

Twilight smiled an walked over to the stairs. "I can help you with that." The purple mare gently picked Spike up and placed him on her back, and they moved into the kitchen. "What did you want?"

Spike shuffled and smiled. "Um... some hot cocoa?"

Twilight smiled and nuzzled the baby dragon. "Done. Extra gems?"

The purple scaled baby nodded. "Thank you."

The mare began making the cocoa, her magic picking a pair of mugs out, and filling them with the warm liquid. She spent a moment searching through her cupboards to find the jewels that were Spikes and then placed a few rubies into the mug for Spike. The baby dragon quickly took his mug, and took a careful sip.

"Thanks Twilight. This tastes really good." He smiled to her and took another sip.

The unicorn smiled back and took a sip of her own rich tasting drink. The warmth rushed through her, and went from her core to her limbs. The pair drank in silence until the room was filled with the crunching noises of dragons teeth crushing gemstones. Twilight let a yawn escape from her lips and shuffled.

"Hey Twilight?"

"Yeah?" She turned to look at her friend.

"Can... can we cuddle tonight?" He shuffled a little on her back. "We haven't done that in a while."

Twilight nodded and smiled. "I would love nothing more than to do that with you."

Guardian looked at the clubhouse nestled deep in the farmland of Sweet Apple Acres then to the group of young ponies resting on his back. The clubhouse wasn't hard to find as he had gotten some mumbled instructions from Apple Bloom. He made his way up to the single room and he took a look around. It was a simple room with a few decorations and a small collection of furniture.

He looked around and spotted a small chest in the corner of the small room. He made his way over to it and opened it. Inside was exactly what he was looking for. A small collection of blankets and pillows were inside. He pulled them out and placed the pillows down on the rug. He deposited Featherweight and Sweetie Belle to one of the pillows and covered them both with a blanket. He placed the now sleeping Scootaloo down at another of the pillows and was about to place Apple Bloom beside her when Apple Bloom hugged his neck.

"Ah don't wanna sleep on the floor. Ah wanna..." She stopped to yawn. "...wanna sleep next to you."

He turned and looked at the filly on his back. "You would be more comfortable with your friend."

She shook her head and snuggled deeper into his coat on his back. "Ah'm comfortable right here with my friend."

Guardian stood there for a moment and felt his heart tighten a little. She thought of him as a friend? When did this happen? He looked at her for a moment and watched as her breathing deepened. She was already falling into a deep sleep and moving her would both annoy her and wake her.

"Very well."

He placed a blanket over the orange pegasus then placed the last one he held onto the filly on his back. He settled down on the floor and focused his eyes on a hoof made painting of a blue pegasus as his mind began to drift. Before he could really think of anything Apple Bloom spoke softly from his back.

"Guardian?"

He looked at the filly. She still had her eyes closed. "Yes Apple Bloom?"

She rolled onto her side and got more comfortable on his back. "Am Ah your friend?"

He nodded. "Yes. You are my friend. A very tired friend of a very old Arachnapony."

Apple Bloom smiled, her eyes opening slightly. "And the others... are they your friends too?"

He nodded once more. "Yes."

"Are there others like you? Arachnaponies?"

Guardian sighed and looked at the other three ponies, all of them fast asleep. "A long time ago yes. I don't know if there are many of us now but I do know of a few that are still around."

Apple Bloom wrapped herself in the blanket a little more. "Are they your friends too?"

He remained silent for a long moment then answered her in a tired tone. "Yes. They are my friends."

Apple Bloom closed her eyes and snuggled against the larger creature. "I bet they're as nice as you." She let out a long yawn. "Good night."

Guardian glanced out the window and saw the reflection of the moon in a distant pond. "A good night indeed."

Apple Bloom drifted off to sleep as Guardian began looking around the room, studying every detail. Time seemed to blur away as he gazed at the room. At some point deep into the night Scootaloo awoke with a startle. She threw the blanket off of herself in panic and was gasping for breath. She looked around the room for a moment and when her gaze fell on Guardian she jumped in fright.

She took a moment to catch her breath. "Sorry. Didn't mean to wake you."

Guardian continued to look at her unblinkingly. "You didn't wake me. I'm nocturnal." He saw her confusion. "I sleep during the day and I am awake in the night."

The filly nodded in understanding. "Oh... like a bat."

Guardian nodded and focused his attention on the scent coming from the orange pegasus. "You smell of fear. You had a bad dream?"

She nodded but remained silent as her gaze shifted away from his. "It's nothing. Just a stupid dream."

He gave a small snort. "Dreams often tell us many things we normally think of during our waking hours. Please tell me your dream."

She kept looking at the ground. "I was a clown."

Guardian tilted his head. "A what?"

She looked up at him surprised. "You know a clown. Funny wigs, big shoes, wear lots of bells, and stuff like that."

"Ahh, a jester or a harlequin. I see."

Scootaloo gave him a weird look for a moment. "Yeah... one of those, and I had my cutie mark and everything. I went to school and all my friends were really happy for me but then Apple Bloom and Sweetie Belle got mad and told me they didn't want to be my friend. They said we promised to earn our marks together and I broke that promise." Tears began to form in her eyes. "They made fun of me for having a talent and a cutie mark."

Guardian got up slowly, careful not to awake the sleeping pony on his back and moved next to the small filly. He sat down next to her on the rug. "It was just a dream."

She hugged him and cried softly into his coat. "I know but it still hurt."

Guardian hugged the small filly back with his claws. "It's alright. You will earn your cutie mark in time. Just be patient and find a thing you have a passion for."

Scootaloo released her grip and looked up at the unblinking eyes. "I've heard that before but still...” she looked at her bare flank “No cutie mark."

Guardian nodded. "And one day you will be giving that advice to your own fillies and colts. It is advice as old as the cutie mark itself." He lowered his head so that it was at the orange pony's eye level. "When you earn your mark your friends will not abandon you. They will be happy for you, congratulate you, and maybe even cry for you. You three have formed a strong bond and it will not break over something as simple as earning your mark first."

Scootaloo smiled weakly at him. "Really?"

He nodded. "Yes. Now get some rest. You might need a lot of energy when you earn your cutie mark."

The filly looked over to see Sweetie Belle and Featherweight cuddling under their blanket. Sweetie had her legs wrapped around the colt and her head was resting on his chest. Her mane puffed back and forth with each breath from the colt and they both wore content smiles.

The orange filly looked at Guardian with an almost embarrassed look. "C-can I sleep next to you? Please?"

Guardian remained silent for a moment which made the filly took as a no. She began to readjust the pillow when she shuffled closer to the rug. "Fine. If it will help you sleep better."

Scootaloo grabbed the blanket and pillow and moved next to the larger creature. Guardian shifted himself so that he was laying on his stomach and his side was open for the filly to sleep against. The filly settled in next to him and snuggled closely into his surprisingly soft belly fur.

"Thanks Guardian."

As the filly got comfortable next to him Guardian felt something he had not felt in a long time. He felt his heart warm at the sight of the sleeping ponies and felt a connection to them. He was feeling a kinship with them, the likes of which he hadn’t felt in many long years. He tucked the blanket around the pegasus that was quickly falling asleep.

A good night indeed.

A Fine Morning

A warm ray of sunlight reached Twilight's nose and cheeks as Celestia's sun rose in the early hours. She turned over in the bed and stretched out. She felt the crisp, cool sheets against her fur and realized that she was lying in her bed alone. She opened her eyes slowly and looked around the guest room. The light came in from the skylight at just the right angle to strike the pillows. Twilight shifted from the bed and moved in front of the small mirror resting on top of the drawer.

Wow, my mane is a mess. She began to brush her mane as she recalled the night before. She had spent the night talking with Big Macintosh, and he had been kind enough to walk her home. The only other thing she could recall was Spike wanting to cuddle with her. She began taming her mess of a mane when she heard the door open and she spotted the purple dragon munching on a waffle.

“Oh wow, there’s a monster on your head.” He chuckled. “You’re gonna need some powerful magic to get rid of that.”

"Spike, that's not very funny." Twilight gave a small snort of annoyance then smiled.

Spike leaned against the doorway and finished his waffle. "I thought it was. So… are you and Big Mac dating or something? Because I heard him at the door…”

Twilight tossed a pillow at him that knocked him off his feet. "It's not like that!"

Spike got back up chuckling and fluffed the pillow. "Twilight, I know it's not. You've been my friend for how long? And you think I would assume you would do something like that?"

Spike grabbed the pillow and tossed it back at the mare. She caught it with her magic and placed it down next to her on the bed. Her embarrassment returned in a sudden rush of color to her cheeks.

"Sorry Spike. I really do think he’s a nice stallion and all, but he’s hardly my type."

The purple dragon hopped on the bed next to Twilight. "That's good. Just warn me when you do find your type. I want to make sure they are nice to my older sister." He paused for the moment then decided to ruin the touching moment. "Granted, you're my older annoying pony sister who's a little crazy most of the time."

Twilight lunged across the bed and began to tickle the tiny dragon with an almost frenzied smile. "ANNOYING?"

The two of them wrestled on the bed for minutes, each of them gaining the advantage and tickling each other until they couldn't breathe. They lay on the bed catching their breath when a small cough came from the doorway. They looked up and saw Zecora standing in the doorway with a small smile on her face.

"I see you are awake and filled with mirth, I trust you discovered the creature of terrifying girth?"

Twilight’s face turned grim for a moment, embarrassed that she had forgotten the reason she had gone out to the farm last night.

Twilight rose off the bed and walked towards the zebra. "I did."

Zecora face brightened with hope. "What is this mighty beast, who upon my flesh it nearly did feast?"

Twilight motioned for the pair to follow her as she brought the large tome out of the saddle bag. "It's called an Arachnapony and it's a he. They are a very old race of creatures that are supposed to be a legend but, well... after what I saw and talked to I can safely say that they are real, or at least he is."

The small group reached the main library and sat down around on of the small tables. Twilight opened the book and flipped to the page with the Arachnapony entry. "He says that most of that isn't true but that's not important right now." Twilight looked over at Zecora. "He told me to tell you that he's sorry. He made a mistake and wishes for you to forgive him."

Zecora looked at Twilight for a moment then her face changed from the one of surprise to an almost offended look.

"If this apology has been made in good faith, then let him come and speak it to my face."

Twilight and Spike stood there for a moment stunned at her words. Twilight shook her head for a moment then spoke in disbelief. "You want him to apologize in person? The creature that nearly killed you and made you flee your home to come here in search of help?"

Zecora nodded. "If I am to return to my home unafraid, then to me personally this apology must be made. To face this beast shall banish all fear, and I shall shed no more worried tears."

Twilight nodded as she realized her friend’s point. She wanted to face Guardian so that her fear of him would be erased. "Okay. I'll tell him that you want to meet him. From what I’ve seen and from what Applejack has told me he's—"

Spike looked up from the book. "Applejack? Wait, she knows about this Arachnapony as well?"

Twilight nodded. "The entire Apple family seems to have met him. Appaerently he saved Apple Bloom from Timber Wolves and from there she kept going back into the forest to talk to him. He calls himself “Guardian” for some reason and only operates during the night."

Spike rubbed his chin in thought. "So Zecora is going to have to meet him in the dark forest by herself? Seems kinda sketchy to me."

Zecora waved her hoof dismissivly. "A spider uses surprise as a weapon on those unsuspecting, but now I know, so no venom shall he be injecting."

Twilight nodded. "And you won't be alone. I'll go with you and make sure you have support the entire time. I'll talk to him tonight and see if he's willing to meet you here. If not then we'll head into the forest tomorrow."

Zecora nodded and looked at the picture of the Arachnapony. The large looking creature had a small filly in its mouth and a screaming mare under its hoof. Zecora swallowed and hoped that this image was nothing more than an artist’s overactive imagination.

On the small deck of a club house nestled in the farmland of Sweet Apple Acres sat a most unusual pair. Guardian and Sweetie Belle were watching the sunrise together. The Arachnapony looked down at the small filly that had awoken early in the morning and had run out onto the deck. Guardian had seen the look on her face when she realized that she had spent the night curled up next to the young colt. At first it was kind and almost embarrassed then turned to shock and fear. She had run out the door which prompted Guardian to place Apple Bloom down next to Scootaloo and follow the filly to make sure she didn't get hurt.

He found her sitting in the corner of the deck looking out over the darken farmland. He sat down next to her and looked at her. She returned the look then continued to gaze over the farm.

"Sorry about waking you up."

He lowered himself so that he was lying down at eye level with the filly. "I was already awake."

Sweetie blushed a little and looked at him. Her look alone was all the question she needed to ask. Guardian nodded and tilted his head a little. "Why would you run away from a colt you have confessed your affection for?"

Sweetie shuffled a little uncomfortable for a moment. As she did Guardian suddenly understood and his voice grew stern. "You lied to him. You don't care for him at all, or not in the way he does about you."

She shook her head. "No. I do like him and maybe in the same way but... I just don't know."

"Don't know what?"

Her head and ears drooped. "I don't know if I'm ready to find my special somepony yet. I mean what if he's not the one? I'll be stuck with him for the rest of my life."

Guardian remained silent then did something that Sweetie had never heard from him. He was laughing softly at her. He did this for a few moments then took a breath to calm himself. "My poor child, that's not how it works. If you two fall out of love you can just go your separate ways. You are not bound to each other forever."

Sweetie looked up at Guardian her face brightening. "Really? So if it doesn't work we can go back to being friends instead."

Guardian nodded. "Of course. Not everypony finds their true love the first time, and those that do are very lucky."

Sweetie Belle's eyes filled with hope. "I... guess I can give him a chance."

Guardian nodded. "You should also give him the truth as well. Tell him how you feel, let him know that you're scared and he can help you with that. Be honest with him this time."

Sweetie's ears splayed in embarrassment. "Okay."

Sweetie moved closer to Guardian as a cool morning breeze rolled over them. Guardian wrapped around her and held her close for a moment. He sat there for a moment as a living blanket for the filly before she spoke to him.

"You know a lot about love and stuff like that don't you? Did you ever have a special somepony?"

Guardian closed all eight of his eyes and gave her a pained sigh. Moments stretched out as he remained silent. Sweetie almost pulled away in fear that she had made him mad at her when he spoke very softly.

"Yes. I did love a mare once. A very long time ago."

Sweetie looked up at him and noticed that his eyes were closed. "Was she nice?"

Guardian nodded. "For a time. Then I saw her true nature and things changed between us, much for the better."

Sweetie glanced back at the club house and moved away from Guardian. The Arachnapony followed her gaze and noticed that Featherweight was rubbing his eyes and walking towards them. Guardian rose from his spot and began to walk off stating that he had spotted somepony he wanted to talk to. As he walked away he heard the younger ponies talk.

"Hey, Featherweight. I need to talk to you."

"Oh… sure. What’s up?"

Guardian almost considered staying nearby to listen but decided that the young ponies privacy was of much greater importance. He walked off into the orchards and climbed up one of the larger trees. He settled in and turned towards the still rising sun. Its warm rays struck his coat and warmed it but had the opposite effect on his mind and heart.

He closed his eyes and knew that the images in his mind would only bother him if he didn't let them flow at that moment. The face of the mare from his dream arose, her wonderful blue mane, the entrancing sapphire eyes, and a coat that truly attested to the family name of Silver. The next thing that rushed to his mind was a memory of her lips on his own and the taste of peaches they had shared on a mountain side.

Second time she has entered my mind since I have met these foals. Perhaps I'm growing sentimental in my old age.

The Arachnapony let out a long sigh as the image of the mare forced its way back into the forefront of his mind and smiled at him. He opened his eyes and moved lower down the tree and picked one of the larger apples near him. The mare in his mind’s eye was leaning forward. He brought the apple to his lips and took a bite. The mare was within inches of his face now and he could almost feel her warm breath on his muzzle. Guardian chewed the apple slowly as the mare in his mind faded away.

The old Arachnapony's head fell a little as he swallowed. Why do I care so much about something that happened so long ago? It's dead and should stay that way. He blinked slowly and felt his chest tighten a little. Maybe I should be dead with it... I could have easily let myself die a long time ago and yet my duty has kept me alive. His expression and heart hardened as he took another, almost vicious bite of the apple. He had survived this long without the need of a mare. And I shall stay alive until my duty ends.

Guardian slumped down in the tree and remained there for an hour or so as the sun rose. He decided to check on the younger ponies and moved down the tree to the ground. He walked back to the club house and spotted Featherweight and Sweetie Belle sitting together with their tails wrapped around each other's and the filly's head resting on the colt’s shoulder.

Guardian made his presence known by giving them a small grunt. The pair pulled away from each other and looked over at him. He could see them both blushing in the morning light. "Go and wake up your friends. I need to head back into the forest and I can't leave the four of you alone out here."

The pair nodded and headed into the clubhouse. A few minutes later the four young ponies walked out, Apple Bloom and Scootaloo looked very grumpy that they had been woken so early. The five of them began walking towards the farmhouse in silence. Guardian noticed that Featherweight and Sweetie kept glancing at each other and blushing. The simple action made him wonder what exactly they had said when they had talked, but the thoughts were forced from his mind when the form of Big Mac came out from the trees and waved to the group.

"Y'all better head on up to the house quick if you want some breakfast. Granny made plenty of pancakes for you but Applejack might eat them all."

The younger ponies raced to the house at the mention of food, leaving Big Macintosh and Guardian behind. Macintosh shrugged with a small smile on his face and began walking into the orchards. Guardian followed him as his path was heading in the same direction. Macintosh noticed this and nodded at him.

"Ain't gettin' breakfast?"

Guardian shook his head. "I'll eat later." Guardian took a small sniff of the air and caught the strong scent of lavender. The scent of a pony of the same color. "You spent the night with the unicorn?"

Macintosh shook his head. “Ah walked her home.”

Guardian tilted his head to the side. "No wonder her scent is all over you. Are you two courting?"

Macintosh shrugged. "Ah doubt she’s interested in me, and Ah got too much work to settle down yet."

Guardian head remained tilted to the side. Macintosh got the strong mental image of Winona doing the same thing. Guardian spoke with mild curiosity.

“Interesting…”

Macintosh shook his head and adjusted the large yoke he had on. "Not strictly speakin'. Just idle gossip at this point."

"Would you even consider a mare that rash?"

Macintosh rubbed his chin for a moment. "She is my sister’s friend so Ah hope she wouldn’t be that type, but Ah’s have to say no." He paused for a moment then gave Guardian a quizzical look. "Why?”

"I wouldn’t trust a mare with those sorts of intentions."

Macintosh stood there stunned at the blunt comment. "Why not?"

Guardian looked at the red stallion for a moment then up at the sky. "Because everypony I have met has betrayed my trust. It's only a matter of time before the rest of you do so as well. Applejack has already done so by telling Twilight Sparkle of my existence and I haven’t even given it to her yet. The rest of you are coming dangerously close to angering me."

Macintosh felt annoyance at the matter of fact tone. "And how exactly have the rest of us done anything to break your trust or even to make us not earn it?"

Guardian looked at Macintosh and the farmpony could swear he was smiling. "My dear stallion, your wording implies that you ever had it. No, none of you have my trust." He paused for a moment and shook his head. "I misspoke. Apple Bloom has my trust. She annoys me beyond anything a pony has in a long time but it's all in the name of curiosity."

Macintosh stood there and tried his best to soak in Guardians words. "So... what about the rest of us?"

Guardian tilted his head and sighed. "I have already told you. None of you have earned my trust, especially the unicorn Twilight Sparkle. I make it a point not to trust her kind."

Macintosh may have had trouble keeping up with everything else but at the mention of 'her kind' he found himself getting angry. "Her kind?"

Guardian nodded once. "Unicorns. They have proven to be rather cold blooded to my kind. There is a reason you haven't heard of my kind before Macintosh. I don't trust her until she proves herself worthy of it. Now I must get going. Those foals have driven me to exhaustion, I can't understand how you deal with them."

With that, Guardian turned and began to walk away. He stopped after a few yards and turned back to the stallion that was staring at him. "Also tell Twilight that if she wants to talk to me she will need Apple Bloom to guide her to me in the forest. Good morning Macintosh."

Macintosh stood there confused on how to feel about the massive creature walking away. The red stallion had no idea if he should be angry at him or to be confused at the almost random mood changes he was showing. He chose to hold his judgment until he could talk to Guardian more.

Apple Bloom glanced over at the bouncing mare next to her and shook her head in partial embarrassment. Twilight was jumping around in excitement like a foal on Hearth’s Warming Eve. Twilight was jumping at every little sight and sound as if she was expecting Guardian was going to walk out from a shrub.

Apple Bloom looked down at the small necklace that she was wearing and was still as amazed by it as she was the first time she had worn it. The stone softly glowed in the dim light like the full moon through a thin cloud. Apple Bloom had spent most of her day studying the strange stone that it seemed to be made out of but every time she thought of a stone she would realize that they didn't glow. So was this a rare type of stone that only Guardian could find, or was is magic that made the unknown stone glow?

“So how close are we?”

Apple Bloom looked over at the unicorn and saw the nervous smile on her face. “Well… Ah think we might be pretty close. “

“Actually I have been following you two for a few minutes now.”

Both of the ponies jumped at the deep voice that suddenly sounded. However they both reacted differently after the initial shock wore off. Twilight began looking around to locate Guardian with a surprised look. Apple Bloom merely looked up with a smile as she spotted her friend.

Hanging upside down above the pair was Guardian. His unblinking gaze was towards Apple Bloom as he lowered himself to the ground. As he flipped himself on the web he was hanging from Twilight noticed him and leaped back in shock. Touching down on the forest floor Guardian received a hug from Apple Bloom.

“It is good to see you Apple Bloom. I trust that you are doing well?”

The young filly nodded and gestured to the still rather startled Twilight. “Ah’m doing fine. Twilight wanted to talk to you though.”

Guardian glanced over at Twilight for a moment before taking a few step over to her. “I hope that my apology was accepted.”

Twilight looked at him then at the hanging strand of web. “Uhh…” She shook her head and focused on Guardian. “Right. Zecora didn’t accept the apology as it was.”

Guardian’s ears pinned. “I’m sorry to hear that. Why didn’t she accept?”

Twilight gave him a small smirk. “Because she wants you to apologize to her in person.”

Apple Bloom looked between the two confused as Guardian let out a deep chuckle. “She wishes for me to apologize to her. The monster that almost…” He glanced over at Apple Bloom for a moment. “… Harmed her” He finished lamely “She has more courage than any pony I’ve met in quite a while.” He nudged Apple Bloom gently. “With a small exception.”

Apple Bloom gave a small giggle but her cheer faded as she thought about what the exchange between Guardian and Twilight meant. She tried to ask about it but Twilight cut her off.

“So she was wondering if you would be willing to go to the library and talk to her. I think it would be best done tonight so that she can return to her home.”

Guardian nodded. “Very well. What does this Library look like?”

Twilight stood there stunned. She was expecting him to argue or just flat out deny going into town. Instead he was accepting the offer and willing to head into the town without a second thought.

“Oh… Well it’s a large tree building that has a balcony and a sign with a book on it. Should be really easy to find.”

Apple Bloom walked between the older pony and Guardian and tapped Guardian’s leg. The large creature looked down at her with mild amusement.

“What did you mean you nearly hurt Zecora? When did this happen?”

Guardian glanced up at Twilight for a moment. “A moment of privacy please.”

It wasn’t a question. It was an order and Twilight was more than willing to obey it. She walked down the forest trail and left the filly with Guardian. Guardian waited until she was completely out of earshot before he spoke.

“I want to say something before I tell you what happened. I have been alone for a very long time with no contact with ponies.” He paused for a moment and sighed. “During that time I began to embrace my more… basic nature.”

Apple stood there silent and looked at him. Guardian continued. “I have come to terms with what it means to be an Arachnapony. Unfortunately one of those terms is that I have an urge to consume…”

“Consume what?” The filly looked into the eyes of the larger creature and saw that his face gained a worried look.

“Meat. Like the giant spiders that were my forerunners, my kind has a hunger for flesh and hunting.”

Apple Bloom’s eyes widened and she took a step away from Guardian. “You… you eat meat?”

Guardian could hear the fear in her voice and see it in her eyes. He nodded and sat on the ground. “Yes. My kind eat meat just like the wolves, eagles, and other carnivores in Equestria, but I have sworn never to eat or kill a pony… but I had failed to hold that urge in check and I attacked Zecora. I nearly did something unforgivable.”

Guardian lowered his head and closed his eyes. “I lost myself in a moment of weakness. If you fear and hate me now, I understand. I will hold no grudge against you if you choose to never see me again.”

Apple Bloom stood there for a moment looking at the larger creature and saw something in the low light. Somehow he looked old, older than any creature ever should. The fact that he ate meat terrified her. Only monsters and evil creatures ate meat. Yet she couldn’t see him doing that. His voice was filled with genuine pain from his actions and he looked miserable.

She took a few cautious steps towards him and tapped his shoulder. Guardian reopened his eyes and looked at her.

“I don’t hate you. Will you promise never to attack a pony like that again?” Guardian nodded. Apple Bloom smiled at him and continued. “Promise to protect Zecora like you do me.”

Guardian smiled at the filly and gave her a tiny bow of his head. “I promise to never harm any pony and to protect you and Zecora with my life.”

Apple Bloom smile at him and hugged him tightly. Much to her surprise he returned the hug with his clawed limbs. They finished the hug and glanced over to see Twilight smiling at them. Guardian rose quickly and walked over to her.

“I have to talk to Zecora now. She is at the Library right now?” Twilight nodded. “I shall head there now then. Our conversation should only last an hour or so and I feel that it would be best if it was private between myself and the zebra. Feel free to watch over Apple Bloom.”

Guardian set off through the forest at a speed that left Twilight bewildered. This was the second time in less than two days that she watched Guardian move at such speeds. She sat there amazed at the speed of such a large creature. A minute past before she realized that she had promised to be there with Zecora when Guardian talked to her. Something told her that interrupting their conversation wasn’t the wisest of options.

She looked over at Apple Bloom and gave her a small smile. “So… What about this tree you told me about?”

Second Impression

A waxing moon hung over the sleeping town of Ponyville as the large form of Guardian moved through a nearby field. He had only one objective in his mind and it was to get to the tree building that housed a zebra at the moment. Through the grasses that had grown wide for years moved the shadowed form that stopped just before the edge of the field and crouched low to the ground. Guardian gazed upon the darkened homes and buildings that lay peacefully in the night, unknowing of creature of legend moving nearby.

Guardian's ears twitched back and forth as he listened for any ponies that may have been walking during such a wonderful nights. After standing still for a moment the large creature made his way onto the open street and up to the two story building. He reached the wall and stopped when he heard the sound of a couple talking. He was about to place his hooves on the walls when he heard the voices clearly.

A female voice reached him. "I love you, you know that right?"

Another mare responded. "I know you do. You tell me everyday and you know what? I love you too."

A soft giggle reached Guardians ears and he froze. The pair continued as he just stood there listening. The first mare spoke again.

"I wanna tell you something Bonny. I really do love you with my soul. I know that sometimes we fight but even we do I still love you. I'm sorry I've been pushing for us to adopt. I've just been thinking that having a foal could bring us closer but now I think that just sharing a night like this one is all I need."

Guardian couldn't hear the other mare respond as he shook his head to remove the image of a beautiful mare smiling when he had said something similar to her. He placed his front hooves on the wall and used his claws to feel the wall. A perfect surface to climb. Guardian lifted himself off the ground and up the wall. Within a moment he was on the roof of the building looking over the town from a better perspective.

A soft voice filled his mind as he stood there motionless. "I love you too. Please tell me that we will never be apart."

Guardian spoke in a whisper and closed his eyes. "Always my love. You will always be with me in my heart."

The silver face swam before his mind's eyes and smiled at him. He could almost feel the warmth of a fire that had burned nearby in the cozy little home that he had once owned. It was nothing compared to the mansion that the mare had lived in but she had said that she liked the simplicity of his small home. The mare rolled over and hugged him close, her body rubbing against his own in a seductive way.

"You always know what to say."

Guardian reopened his eyes and looked up to the night sky. "If I did we wouldn't have lost what we had."

The dark furred creature moved to the edge of the roof and leaped to the nearby roof. He landed noiselessly and continued. His motion was but a blur that only the most well trained night watch could spot and his hooves made not so much as a light thump as he landed. He had crossed several buildings in only a matter of a minute before he heard the voice of a mare on the street. He stopped and moved to the edge of the building to inspect this voice.

A pink mare was walking the street below with a puzzled look on her face. She held one hoof up to her face. "Tingly hoof," She shook her mane. "Floppy mane," She sat down then stood back up. "Bouncy bum... My pinkie sense just isn't making sense tonight."

The mare looked around then shrugged. She moved off down the street while shaking her head every few steps. Guardian watched her go for a while wondering if she was the town crazy or that she was merely sleep walking. He pushed the thought from his mind and spotted the library off a few buildings away.

He reached the building standing next to the tree library and spotted a balcony on the upper boughs of the tree. He took a small start and leaped of the roof and landed silently on the wooden surface. He looked around the street and the nearby buildings to check that he had moved unseen. He spotted the pink mare again at the far end of the street watched her as she walked in a small circle for a moment.

Town crazy.

Guardian turned around and walked to the balcony door. He opened it slowly and silently as he walked into the room beyond. He paused as the sound of a small creature's heavy breathing met is ears. He scanned the darkened room and spotted a small basket near the foot of the bed. He moved close to the basket and caught the strong scent of brimstone.

Guardian growled. "A dragon."

He looked down at the basket and spotted a purple form of a baby dragon. Guardian stared at the tiny form for a moment before he leaned down and placed the small blanket over the dragon and tucked it in.

Interesting. Wonder how it got here at such a young age... no matter I'm not here for the dragon. I'm here for Zecora.

He looked around the room and spotted the door. He moved to it silently and opened the door slowly, as to not awake the sleeping creature behind him. He quickly stepped out of the room and silently shut the door. A dim light came from behind him from the lower level. Guardian made his way down the nearby stairs until her could spot the source of the light. Motion near the center of the room caught his eye and he stopped.

Sitting in the center of the room was the zebra he was looking for. He tilted his head to the side as he looked at her. She was balanced on a small bamboo head first with her legs folded in. She was humming gently as she balanced there with her eyes closed. Guardian looked at her for a moment as a strong scent reached his nose. It was a relaxing smell he couldn't quite describe but he knew what it was.

Incense. She's meditating. Interesting creature this Zecora. He spotted a trio of candles resting in bowls that were spread around her in a triangle.

Guardian moved back up the stairs a little and placed his hoof on the side of the wall. He lifted himself off the stairs and onto the wall of the tree. He moved up swiftly until he came into contact with the ceiling then transferred himself to ringed surface. For a moment he hung there and looked down at the zebra as he wondered why she was meditating. He mentally shrugged and moved along the surface until he was almost directly over her.

For a moment he looked down at her and the image brought the vivid memory of when he first learned to walk along surfaces like this. It had been a strange sensation to look at the world upside down and when he had first done so he thought that all the blood would rush to his head. However he had discovered that his anatomy prevented this after spending an hour on a ceiling in his youth.

The zebra below made a small adjustment that brought Guardian back to the tree building. He crouched close to the ceiling and began to make a sturdy anchor of web. Once that was complete he slowly lowered himself down until his head was even with hers. They were barely a foot apart now that he was hanging from a web. For the briefest moment he thought she was going to open her eyes and scream but she remained immobile where she was. Guardian placed his legs on the strand and watched her in silence.

Guardian studied the details of the mare at such a close proximity. She looked older than all the other mares he had met but granted that number only included Applejack and Twilight. Her features were well defined and fuller than those of the younger mare but her face was still smooth. He began to wonder just how old she was but moved on to the rest of her striped body. She was fit, her body looking as if it had been sculpted from stone, and she had to be seeing that she was maintaining her balance on a pole while standing on her head.

Guardian looked at the rings for a moment. He knew that they had to be a zebra custom of some kind as he had never seen a pony wear anything like them before, but for what he could only speculate. Minutes passed in silence as he hung there. He closed his eyes for a second and let out a soft breath.

The voice of Zecora shattered the silence. "If it was on me you wanted to sneak, then a better entrance you should seek."

Guardian let out a low chuckle. "Was it my breathing or the creek of the wood when I began my descent?"

Zecora slowly opened her eyes. Her gaze shifted to the left to see the form of a rather amused Guardian hanging from the ceiling. She froze for a moment and took a deep breath.

"It was your breathing however soft, now what is holding you aloft?"

Guardian looked at the web then back to the surprisingly calm zebra. "Web. I must say, hearing that you wanted me to apologize face to face was rather interesting. Not many that are attacked by a monster tend to want to see it again."

She gave him a small nod then rebalanced herself. "If I was to live with you near, then I must learn to defeat my fear."

Guardian nodded. "Interesting indeed. Very well then, to the meat of this matter."

Guardian dropped to the floor without making a noise and lowered himself in a deep bow. "I humble myself before you Zecora. I have committed a crime against you and for that I can never be sorry enough. I seek your forgiveness for my horrendous actions towards you."

Zecora got down from the pole after a moment and stared at the creature. Here was this truly monstrous creature in size and appearance bowing before her as if she was royalty and begging her forgiveness. She didn't know what to say or do for a moment but stare.

She took a step closer to the lowered creature. "You are forgiven with words of such elegance, now please tell me of your genesis."

Guardian stood back up to his imposing height. "If you wish. I am Guardian, Chosen of the Matron and Defender of the Tree of Light. I have recently become friends with a filly of the name Apple Bloom, a mutual friend as she has said."

Zecora nodded. Quickly they began to tell each other of the events of their life since they began to interact with ponies of Ponyville. Close to an hour had pasted while they talked.

"So Guardian before you came to these lands, maybe your origins you could expand?"

Guardian looked at her for a moment as she took a small sip of tea she had made for herself as they had talked. For a moment he wondered if he should avoid telling her the truth like he had with Apple Bloom on his origins. She's older... and understands what it means to live a lonely life away from ones kin. He sighed and looked out the nearby window.

"I may not look it but I am old. Older than many of the living creatures in the forest and beyond its boundaries. For many years I wandered across this world without a purpose aside from surviving until the return of the Tree. Long before you were born my people lived in these lands but now they have been scattered far. Maybe they have made a new home for themselves, or maybe they have long died off and I'm merely a living relic of such times."

He turned to see Zecora looking at him with concern in her eyes. She opened her mouth to speak but stopped when a bright light erupted from the window. The pair moved to the window to locate its source. They could see a pillar of light reaching up to the sky. The pillar of light connected with the moon and it went from a crescent to full instantly.

Guardian moved to the door in a moment. "Stay here and tend to the dragon. I have my own issue to deal with. Another night we will finish this conversation."

With that the door to the library slammed shut as Guardian raced towards the forest.

"Ah don't know Twilight, Guardian didn't really like it when we were near it the first time."

Apple Bloom glanced over at the unicorn next to her. Twilight was looking at the trees around her as they walked through the forest. They had started heading into the forest a few minutes after Guardian had left them alone on the forest path. Apple Bloom had been perfectly happy with leading Twilight to the tree but was now having second thoughts.

"Ah think we should wait until he comes back. He wasn't that happy when me and the other crusaders went to look at the tree."

Twilight stopped walking and looked at the filly. "I don't think he would mind if we just looked at it for a little bit. I just want to see what you were talking about. Just one quick look then we can head back to the farm."

Apple Bloom sighed a little and started walking again along the path. Twilight followed the filly in silence, her gaze on the trees around them. The sound of night birds and other creatures of the night reached her ears as they walked amoung the trees.

"This way. You sure we should do this?"

Twilight nodded. "Of course. We are just going to look at it. Nothing dangerous in just looking."

Apple Bloom caught sight of the light from the tree. "This way." She muttered under her breath. "Ah still think we need should wait."

They walked off the trial into the trees towards the light. They soon reached the wall of trees that circled the grove. Twilight stopped walking as she looked at the trees.

"Are we close?"

Apple Bloom looked back to see Twilight looking up the trees. She looked up as well and noticed that the trees seemed to stretch up into the very sky.

"Yeah. We just need to get on the other side of these trees. Come on, Ah don't want to stay out here all night."

Twilight nodded. "Okay."

The pair walked around the wall of trees. Apple Bloom stopped when she reached the small gap and saw that it had been sealed off with massive webbing.

"Ah guess we should wait for him or try tomorrow."

For a brief moment Apple Bloom thought that Twilight was going to agree but the next moment shattered that little hope. Twilight's horn began to glow and the web was pulled off the trees and formed a small ball that she placed next to the opening.

"There we go. Let's take a look at that tree then."

Apple Bloom let out a tired sigh and walked through the small gap. Twilight followed her and let out a soft gasp as she spotted the tree. The soft white light filled the grove and a gentle breeze moved across the pair of ponies as they looked upon the tree. Apple Bloom sat down next to the entrance to the grove as Twilight started to walk around the tree in a wide circle.

"Don't get near it. Guardian said not to touch it because it's sacred to him and his people. He said it would have killed me when I tried to touch it."

Twilight looked over at the filly. She smiled and nodded but she hadn't really listened to her. Of course he would say something like that. Just scaring her so it won't be touched. She looked at the tree up and down, studying every detail she could as she finished her first pass of the tree.

Twilight stopped for a moment and tapped her chin. "How could something like this be created? It would need a source of magic somewhere to keep it alight but what sort of source."

She took a few steps closer and scanned the base of the tree. She heard the concerned voice of the filly behind her. "Don't! He got mad at me when Ah got near it. We looked at it, can we please leave now?"

Twilight glanced over at the filly. "In a moment. I just want to get a closer look. We'll leave in a moment."

Twilight circled the tree again but stopped roughly two thirds of the way around. She noticed that the tree was smooth, almost like it had been made out of glass. She took another step closer to the tree and stopped just out of hoof reach. She heard Apple Bloom from behind her.

"Twilight don't!"

Twilight moved closer and reached out to touch the surface. Her hoof was almost in contact when the tree began to glow brighter. Apple Bloom watched in horror and began to run towards the unicorn the moment she realized what had happened the moment the tree lit up. The sounds of the forest around them, the bugs chirping, the birds of the night, and even the sound of animals moving nearby instantly stopped and the amulet Guardian had given her began to glow as well.

Apple Bloom had opened her mouth the stop the lavender pony but was to late. Twilight's hoof touched the surface of the tree and held it there for a small moment. Her hoof felt the pressure of touching the tree but she couldn't feel it. It was just pressure. She brought her hoof back and noticed that where she had touched the tree had turned purple. She looked at the bottom of her hoof to see if the tree had turned her hoof white but was slightly disappointed when she saw that it was still its normal shade.

Twilight turned to the yellow filly. "See nothing wrong with touc—"

In an instant the grove exploded in both motion and sound. A white lightning bolt shot out and connected with Twilights horn. At the same moment a blinding pillar of light shot into the sky. Twilight screamed in shock and tried to use magic to shield herself and Apple Bloom but to her horror the beam of energy prevented this. She began to shake her head in hope of disconnecting the beam as a sudden whirlwind filled the grove, churning the leaves into a perfect sphere with the tree in the center.

Apple Bloom was almost to her friend when the wind began. With a force stronger than any she had ever felt she was picked up off the ground and tossed through the air around the tree. She nearly made a full circle before she was tossed outside the whirlwind and crashed at the base of a tree. With the wind knocked out of her and her back and her hind-legs hurting she could only watch as more beams of energy connected to Twilight. Some connected to her legs, chest, and one connected to the tip of her tail.

Once the final energy tendril connected with her body the leaves stopped moving but the roar of the wind continued. The leaves began to fall apart, ripped into a thousand parts then reconstructed as the most terrifying thing Apple Bloom had heard reached her ears: The agonized scream of Twilight as she began to flail in the air. The tendrils of energy began to slowly lift her into the air.

"Twilight!" Apple Bloom screamed as she tried to get up but her legs just couldn't seem to find purchase on the damp earth. After a moment she stood up and rushed towards the sphere of leaves but when she made it to the sphere she crashed into what felt like a solid wall. She scramble to get back up and tried again to find the same invisible barrier keeping her from helping Twilight.

"Twilight! Please Twilight teleport away!"

The yellow filly tried to force her way pasted the wall of air but couldn't move an inch. She looked around frantically but felt helpless. Twilight was going to die and there was nothing she could do to help her. "SOMEPONY PLEASE!"

Her call was answered in the form of a deep roar from above her. She looked up and spotted the large form of Guardian diving through the air and moved through the sphere. His descent was slowed only for a moment when he tackled Twilight in the air and pulled her out of the grasp of most of the beams. They hit the ground with a forceful impact.

Guardian was a blur of motion the next moment as he moved his body directly between Twilight and the tree. This simple action broke the connection the beams had with Twilight and for a moment hung in the air then they latched onto Guardian. Apple Bloom watched as the second they all were connected to him he threw Twilight out of the sphere of wind and stood up.

The large creature made his way to the base of the tree and braced himself there as the roar of the wind picked up to a deafening level. Guardian stood there as black smoke began to rise off his coat and he merely stood there as the wind whipped leaves around him. Just as the wind roared its loudest it all stopped. The noise was gone, the leaves fell to the ground and the tendrils of energy moved back to the tree. The small purple spot on the tree faded back to white.

Apple Bloom slumped to the ground as she watched the large creature stand there with smoke rising off of him. The sharp stench of burnt fur reached her and nearly caused her to gag at how strong it was. As the smoke slowly rose off of Guardian she became aware that his chin had fallen on his neck and something was dripping out of his mouth.

"Guardian?"

She was rooted to the spot when another smell reached her nose. It was a mixture of two distinct scents. The first was close to that of when she had smushed a bug on her hoof and made the mistake of sniffing it. The second was unmistakeable. Blood. Guardian gave a small cough and a moment later spat a mouth full of the ichor and blood mixture onto the ground.

Guardian then turned and locked eyes with her. He slowly started walking across the small gap between then, pausing only for a moment to spit another mouthful of blood off to the side. His stride was heavy and his hooves dragged on the ground. His voice was rough and barely above a whisper.

"What happened?"

Apple Bloom could only look up into the now icy cold eyes. "Twi-Twilight wanted to see the tree and Ah lead her here. She touched the tree but Ah tried to stop her. She wouldn't listen to me but Ah tried to stop her, Ah really did!"

Guardian shifted his icy gaze to the small heap that was Twilight. He didn't even look back at crying filly as he began to move towards the unicorn.

"Stay there. I'll deal with you in a moment."

Guardian walked over to Twilight and spoke in a rough voice. "Get up. Now."

Twilight merely lay there for a moment. Guardian growled at her and grabbed her roughly and lifted her head up off the ground.

"You're not dead so get up."

Twilight's eyes flicked open as he dropped her head back to the ground. She slowly stood up but her shaking limbs made it hard. She nearly fell twice but managed to stand up again. This only lasted for a moment as she doubled over and became reacquainted with her dinner.

She looked up at Guardian as tears began to stream down her cheeks. "Than—"

"Don't. You have defiled sacred ground, broke several laws of my people, took advantage of myself and Apple Bloom, and nearly killed yourself in the process. You have taken what little faith I had in your kind and shattered it without a single thought of your actions."

Twilight slowly backed away from Guardian as his voice gained a deadly quality. "I'm sorry."

He shook his head. "No, you're not. You blundered into something without caring at all until it bit you in the ass. Your kind has always done this thinking that they can conquer anything they want to because they have a horn on their head. You know nothing of this tree, its origins, or even why my people revere it. Get out."

"I'm sorry, please give me another chance."

Guardian closed the gap and locked eyes with her, his eyes alight with pure malice. "Get. Out. You've lost that right the moment you set foot in this grove. I should punish you as the laws of my people demand but I'm choosing to spare you of that. Get out of this forest and never return to this grove or I will revoke this mercy."

Twilight could only stand there. "Please, I'm sorry. I didn't mean to—"

"GET OUT!"

His voice was almost as deafening as the very wind the tree had made. Twilight closed her eyes and in a moment was gone, only a flash and the smell of ozone to signal that she had been standing there. Guardian stood there for a moment, spat out another glob of blood at where Twilight had been standing then turned to look at a terrified Apple Bloom.

He walked over to her slowly. He stopped just in front of her and looked down at her cowering form. Apple Bloom closed her eyes and braced herself, expecting his anger. However she never felt it. Instead Guardian picked her up and began to pick the bits of dirt and leaf out of her mane and coat with his four claw tipped limbs.

She opened her eyes and looked up at his now passive face. "Ah'm sorry! A never should have lead her here. Please be mad at me, not her. It's my fault!"

Guardian continued to clean her for a moment. When he spoke it was in a soft voice, softer than she had ever heard him speak.

"I am mad at you. More so than you would ever believe. However I know that you didn't do this out of malice, rather to be a good friend."

He sighed for a moment then turned his head to the side and spat out another mouth full of blood. "Twilight has betrayed me more than I can tolerate from any pony. I can forgive you but not her. She has broken a sacred law of my people and for that she can never again come near this place."

Apple Bloom stopped him from picking the leaves from her mane. He looked down to see her watery eyes. "But it wasn't her fault, Ah'm to blame. I should be the one you yelled at not her."

Guardian finished cleaning the filly by picking out a whole leaf that was sitting on her bow. He looked down at her then sighed.

"You want to know why I can forgive you?"

The yellow filly nodded. Guardian lightly tapped the amulet on her chest. "That. It's designed to show if the wearer is trustworthy and honest with its creator. If you had lead her here for selfish reasons then it would have shattered, and I know you tried to stop her because the amulet's eyes are glowing. You have done everything in your power to protect my trust and the tree. For that I thank you."

Apple Bloom looked down at the amulet as Guardian shifted her from his forelegs to his back. "Really? You still trust me after Ah did something like this?"

Guardian nodded and moved towards the gap in the trees, his stride much slower than normal and with a hint of a limp. "Yes. The amulet never lies and by the looks of it you haven't lied to me yet either."

Apple Bloom held the gift in her hooves for a moment. "Did you make this for me after you saved me?"

Guardian shook his head. "No. I was wearing it at the time."

"Why?"

Guardian stopped outside the circle of trees and sealed it again with web. "To protect it in case I wanted to give it to somepony I trusted."

The filly studied it for a moment. "Ah'm not the first to have this am Ah?"

Guardian shook his head. "No, you are its first and only owner."

Apple Bloom tapped the back of his neck which made him stop and look at her. She wiped her eyes before she spoke. "Was this supposed to be for somepony else?"

Guardian sighed deeply and nodded. He stayed silent which prompted the next question he knew would follow. "Who was it for?"

Guardian looked ahead and began to walk towards the forest path. "Somepony I used to know. Let's get you home."

Apple Bloom let the amulet fall down to her chest. "It was for your special somepony wasn't it?"

Guardian stopped walking and looked up to the tree tops. "Yes. I had made it for her and was planing on giving it to her."

"What happened?"

Guardian stared up to the hidden sky and remained silent. Apple Bloom waited for a moment. "Guardian what happened to her?"

The large creature started walking once more and spoke in a hoarse whisper. "I lost her in the worst way. She has long since been dead and I would like to leave this subject alone. You need to get home and must retire for the night as well."

Apple Bloom sat down on Guardians back. "Ah lost my mom and dad when I was younger. Ah understand the pain of losing ponies you love."

Guardian looked back at the pony and sighed. Not in the way I have.

Watching Eyes Never Sleep.

The night was almost always boring for Princess Luna. Beautiful yes, but boring due to her duties. She would love for nothing more than to fly out on her nights and spend her time under the wondrous stars she had placed there every night. She sighed a little and looked at the small pile of scrolls that covered her study desk.

If only I could have a few more hours of night to finish this all.

Luna sighed a little and moved onto the first scroll of the night. She opened it up and looked at it. Another request from the farming league to increase rain fall. She began to look for the most recent weather report and schedules from Cloudsdale when a sudden feeling of warmth radiate from her horn through her body.

"What in the... I haven't felt a surge of Lunar magic like that since..."

Her train of thought was derailed as the captain of the Night Guard came into the room.

"Your Majesty, there is something for you from the Astronomers League. They claim it was urgent."

She rose from the desk and the guard held out the letter to her. She looked at the guard for a moment and smiled at him.

"Thank you Sammael. I hope this wasn't an inconvenience to you. As I understand it, you have a lot of work to do."

The midnight colored stallion shook his head and motioned to the balcony. "Not at all, aside from a few minor preparations for Nightmare Night, besides they sent this over once it was spotted."

The lunar princess moved to the windowed doors that led to a small balcony. She opened the doors and stepped out to see a bright pillar of silver light reaching out into the sky and connected to the moon. The princesses’ eyes widened as she gazed upon the pillar.

"That can't be... could it have..."

"Your Majesty, permission to speak freely."

Luna turned to see the Night Guard captain looking up into the sky his eyes focused on the moon above. "Granted."

"That's from the direction of the Everfree Forest. Does this mean it’s regrown?"

Luna shook her head and watched as the pillar of light grew dimmer and faded away. The moon went from its full status back to the waxing form she had made it take at the beginning of the night. As the moon began moving across the sky Luna sighed.

"I don't know. There are so many relics from the past that have yet to be found, it could be a number of things that could have been found or used. Even if it is then finding it would be hard and very dangerous."

The guard moved next to the princess and looked up into the sky. "Do you think that... well...?”

The princess shook her head. "You know as well as I do that it can't happen. They have been gone for centuries. They are a legend just like Nightmare Moon is."

Luna noticed a small look of disappointment pass over the features of her captain. She cleared her throat to get his attention.

"Perhaps this will need to be looked into. How many nights till Nightmare Night?"

The stallion looked at princess and noticed the small smile on her face. "Three nights, Your Majesty."

The princess nodded and looked out towards the distant forest. "I think I shall require your presence on my trip to Ponyville this year."

The guard nodded and bowed low to the princess. Luna watched as the guard left the balcony then returned her attention to the moon.

"This has proven to be an interesting night after all."

Luna returned to her desk and opened the small scroll from the Astronomers League. It was a small hoof written note rather than the official document she was expecting.

Dear Princess Luna,

I'm certain that you must be expecting a report from my superiors but, as always, they tend to take a long time to make a decision. My name is Nova and I'm an apprentice in the League. I've spotted a strange phenomenon tonight...

Luna rolled her eyes. Of course you did. I think half the kingdom has tonight. She almost tossed the scroll aside, but felt that she should at least finish the letter. With a small sigh she resumed reading.

...near the Red Spider Nebula. Several stars appeared near within it and dramatically changed the appearance of the Nebula. I don't know if any of my peers or superiors have noticed it due to the event concerning the moon but I was hoping you could tell me if this change was intentional or was brought on by the pillar of light.

With respect,

Nova

What? This can't be correct. I would have known...The princess of the night moved back to the balcony and focused her sight on a small cluster of stars. She enhanced her sight to focus in on the stars and spotted several little white stars that she hadn't placed there at the beginning of the night.

"How did that... when did that..."

Luna looked at the features of the Spider nebula as it returned to an old shape that it had held when she first created it, a formation that was changed by her sister because of the pain it brought her when she looked upon it. The formation now undoubtedly looked like a creature from legends long forgotten.

"Nightmare Night will prove to be very interesting this year."

Silver Lining was bored. He had been stuck in the tiny room he was sitting in for close to three hours watching a small bronze bowl. The bowl itself was unimpressive, if anything it was sub-par in terms of craftsponyship, but what it could do was why it needed watching. It was a node along a magical communications network and scrolls or letters that would appear in it were of the highest priority, or so the young unicorn stallion had been told.

"This is so bucking pointless. Why does this thing need to be shoved into a broom closet anyways? Why can't we have it in the main study or somewhere with real chairs?"

He shuffled on the small crate he was sitting on and sighed as he grew slightly annoyed. This sucks. I'm too old for this neophyte stuff. I'm old enough for something more important than this. Heck I would even take training over this.

The stallion shook the mane on his name that gave him his namesake. The hairs shimmered and reflected off the brass bowl. He reached over to a small plate that sat on a nearby crate to eat his favorite food, cheesy bread.

"At least I have this to keep me from starving."

He chuckled at his own little joke and took a bite from the bread. He chewed in silence as he looked back at the bowl. It was the same as it always was. Plain, brass, and boring. Silver Lining sighed and leaned up against the wall. The minutes seemed to stretch on into hours as he sat there waiting for anything to happen.

He reached for the bread again when a dark blue flame erupted in the bowl. The sudden appearance of the flames made the stallion jumped and watched the flames as they faded away and a scroll was left in their place. Silver Lining sat there for a moment stunned that a scroll had appeared. It wasn't that he hadn't seen a scroll come through before but they never came in at such a late hour.

He picked it up and slowly unraveled it. He could tell that it was quickly written by someone of a noble stature due to the neatness of the letter. He quickly read through the letter.

To my Lord Silver,

As you have no doubt noticed there has been a rather peculiar incident involving the moon. The source of this disturbance is still unknown however I think it may be connected to the information I have come by. Rumors have been moving around town that something has moved into the local forest and even some of the foals have claimed to see it and come into contact with it. These stories seemed like the imaginary tales that foals would make up but I have seen signs that the tales may be true. Animals have gone missing, the local population of cows claim they have seen a creature moving on the farm and now the lunar anomaly have convinced me that these stories may indeed be true. I have included a picture of the foals that claim to have met the creature and I await your orders.

Brother Rich, Ponyville.

Silver Lining stood there for a moment then shook his head as he realized he had to deliver the scroll. He scrambled out of the tiny closet into the well cared for halls of the mansion that the small closet was a part of. He moved onto the deep blue carpet and moved up the hall and through a small doorway, moving into a small sitting room. He crossed the sitting room into a smaller hall and move to his left. He passed a few paintings and took a small breath.

Just give them the letter then leave. It should be easy.

He stopped before a set of large oaken doors that were the entrance to a study. He took another breath to steady himself and knocked on the doors. He vaguely became aware that the noise from behind the doors stopped as a moment later they opened and a young mare with bright blue eyes and a sea green coat greeted him.

"The masters asked not to be disturbed tonight."

Silver swallowed. "I have a message for the grand master. It's urgent."

The maid sighed. "Stay right here." The mare turned around and walked back into the room. Silver Lining could hear hushed talking then the maid returned. "The master will see you now."

The silver stallion moved into the small study to see a trio of ponies sitting in high-backed chairs facing the fires. Two of the chairs were angled so that the ponies sitting in them could look at the fire and at the door with a simple turn of the head. The chair between them was set so that the back was to the door.

A deep voice reached the silver stallion. "You have a message for me? Where from?"

Silver Lining cleared his throat softly. "From Brother Rich in Ponyville."

He moved the scroll to the leg-rest of the chair. The pegasus of deep green to the left of the armchair scoffed. "Ponyville? That little backwater of a town? What could possibly be important eno—?”

The green pegasus stopped as the stallion in the center chair lifted his hoof. The room fell dead silent, save for the fire crackling away. The stallion read the scroll then moved forward a little. Silver could only make out a silhouette of the side of the stallions face.

His powerful voice spoke again. "Leave us."

Silver Lining turned to leave but the voice reached him once more. "Not you. The rest of you, leave us. I have a matter to attend to with the young stallion."

Silver turned around to see the older stallions bowing to the silhouetted stallion before leaving. The remaining stallion looked to the maid and waved her over.

"Darling give the young lad some refreshment before you..." The stallion leaned over and whispered to the maid in a hushed voice. The maid blushed in the firelight then nodded. Silver Lining stood there for a moment unable to think of what to say or do. He had never been allowed to stay in this room alone with the Grand Master.

"Take a seat. You must be tired from watching the bowl for the night."

The young stallion moved to the side of the chair and sat down. The chair was comfortable and the perfect distance from the fire to stay warm but not get to hot. The maid walked next to the chair Silver Lining sat down in and gave him a glass filled with an amber liquid.

"Will that be all master?"

Silver couldn't tell who she was talking to until he noticed her looking at him. "Uh, yes. I'm fine. Thank you."

The maid bowed to them both then walked out of the room. The door to the small study closed, leaving the two stallions alone. Silver Lining looked at the older stallion and studied him for a moment. The light of the flickering fire danced on the bright silverish-white coat and the gold colored mane seemed to shimmer. The stallion looked over and locked his dark blue eyes on the younger pony.

"Never thank the help. They are paid to work not to be our friends."

"Sorry." A slight pause, "I didn't mean to interrupt your meeting, they looked important."

"They were just leaving. They had a concern about something Fancy Pants was doing. I have no quarrels with him, in fact I even enjoy his parties, but I won't act against his want to build another orphanage in the kingdom."

Silver Lining nodded. "I see. So why did I need to stay?"

The older unicorn took a sip from his own glass and looked down at the scroll. "I think that you have earned the right to prove yourself to me and the rest of our order. You will one day lead them and I need to know that our families’ legacy is in safe hooves. Your hooves."

The older unicorn downed the rest of his amber liquid and moved in his chair so that he could relax while looking at the younger pony. Silver Lining swallowed then looked at the drink in his hoof.

"You should drink that. That's thirty five year old scotch. I can't put that back in the bottle."

Silver Lining gave a small nod then placed the drink to his lips. The amber liquid moved passed his lips and down his throat, burning a path and leaving a bitter taste. The young unicorn swallowed it all then gave a small cough as the aftertaste of the liquid filled his mouth.

Silver Lining looked up to see the older stallion rolling his eyes. "So... what exactly am I doing to earn this?"

The older pony rose from his chair and moved to the desk near the window of the room. "You will be attending to the claims made by Brother Rich and investigating the incident with the moon that happened tonight. He believes the two are linked and so do I. That's why I'm sending you to Ponyville to talk with the locals and gather more information. This may be nothing but if it turns out to be something worthwhile I think you should be the one to uncover it."

The younger unicorn sat up in his chair. "What? Ponyville? Where am I supposed to stay? A small town like that surely won't have a hotel good enough for long term use."

The older unicorn nodded. "The son of Silver Tongue would never stay in such a lowly place as a simple hotel. I'm sending to stay with Brother Rich. He owns a mansion in the town and should have more than enough room to accommodate you. You will have all the resources he can provide, as well as a servant I will be sending with you."

Silver Lining gave his father a small bow. "Thank you father, I promise not to disappoint you, but what if I fail?"

Silver Tongue turned to his son with a grim look. "You won't, or you will never set hoof in this home again. Get a night of sleep, but make sure you gather all you need tonight. You set off in the morning." He handed the picture from the scroll to his son. “Make sure you speak with these three. They may have stumbled onto something worth our interest.”

The young stallion bowed to his elder and left the study. Silver Tongue watched the door close for a moment then opened a drawer of his desk. That boy will do fine; he has the entire Silver family legacy depending on it. Needs to learn how to properly treat his lessers though.

The silver coated stallion placed a scroll on the desk and began to write on it. Orders to Brother Rich and well wishes to his daughter, more of a simple politeness rather than genuine concern. He finished the letter with his signature and reached for a small stamp. A moment passed as he pulled out a small box of magicked wax that was always in a liquid state until applied to paper or parchment, and dipped the stamp in it. He pressed the stamp on the bottom of the paper with a tiny seal.

Good. Maybe we can find out if this is worth more of our focus. He took a final look at the seal and smiled. The wax had hardened into a crossbow bolt with sun in the background. The words that circled the image was more than that to him. They were the name of the elite protectors of Equestria. The Children of the Rising Sun, hunters of nightmares and evil.

First Outting

Trains had always fascinated the silver maned stallion sitting next to the window. He loved the idea of a machine that could do work without any need for a unicorn to act as a battery. The landscape moved by as the stallion sat back and looked around the train car. The compartment was nearly empty save for the green mare asleep in her chair, and a grey stallion a few rows down reading a newspaper.

The silver stallion looked out the window and watched the rolling farmland roll by and sighed.So, I'll be spending a few weeks in a small town, searching for a creature that hasn't been seen in centuries... all while having to memorize this tome. Silver Lining lifted the small tome up and opened its pages. “The Monstrum Codex: A guide to monsters and how to kill them”... and I have to find one of the creatures in this book. Fun.

As Silver looked over a page about how to decapitate a hydra, and burn the stump, the conductor came into the car.

"We will be arriving in Ponyville in six minutes. Please gather all of you belongings if you are getting off, Ponyville in six minutes!"

The silver maned pony took a moment to take a deep breath then closed the tome. He gathered the bags that had been packed by the servants and watched as the small town rolled into view. It looked quaint and rather peaceful to the stallion, and that helped calm him for a moment. He felt himself lean forward as the train slowed down to pull into the station.

He watched the train pull in and waited for the doors to open. As the doors opened he caught a fresh waft of warm autumn air that smelled lightly of fresh baking, and of pumpkins. The sweet air filled his lungs and made Silver smile a little. He spotted a stallion with a slicked back greying mane and walked towards the pony and reached out to take his hoof.

"Ah, Mister Lining, it’s pleasure to meet you. I trust the train ride went well?"

Silver took the extended hoof in front of him and discovered the stallion had a firm hoof shake. "It was pleasant. I hope me joining you for some time isn't an issue for you and your daughter."

The aged pony shook his head and motioned for the younger pony to follow. "Nonsense, I enjoy having company, and I'm certain this will be entertaining for you as well."

Silver nodded then swallowed. "So... um, how exactly did you learn of the story and information you sent my fath—er... Lord Silver?"

The elder stallion shook his head. "We can talk about that later my lad. I want to show you around the town a little; after all you will be staying here a few weeks. Also feel free to call me Rich. No need to be formal or anything."

Silver nodded. The pair made it to a small manor located near the outskirts of the time and dropped off the bags that Silver had brought with him. Rich kept talking about the history of the town and how it had been founded by the Apple family and his own long before either of them had been born.

The older stallion pointed to a structure standing in the center of the town. "That's the mayor’s office. She's a nice mare and is prone to a little bit of delegation from time to time." The stallion chuckled at his own joke that went over the younger ponies joke. "Over there is the local market. It's an open air market and has some pretty good produce. Might, want to check that out if you have a fancy for something to eat or to cook."

Silver nodded. "Alright... shouldn't we get down to business? I think this is only going to make my stay longer."

The older ponies’ relaxed posture tensed up for a moment as he sighed. "We will get to that. Let's enjoy the rest of this wonderful weather before we get to that sort of thing. I need to pick up an order from the local bakery, so let's head over there."

"Oh... okay then."

They walked through the busy streets and came upon a small bakery that amazed Silver. The building looked as if it had been made from gingerbread. Silver pointed this out to the older stallion the moment he spotted it.

"Oh yes, that's the Sugar Cube Corner, that's where we are heading." A slight pause from Rich caused the younger pony to stop as well. "The young baker under the employ of the owners is rather... eccentric, to say the least. She's the pink blur you will see when you walk in."

"Pink-blur sir... Rich?"

The older stallion walked past Silver with a knowing smile. "You'll see what I mean."

The pair reached the bakery and walked inside. The jingling of the bell was quickly joined by a loud gasp and one Pinkie Pie barreling up to Silver.

"Riiich, you didn't tell me that you were bringing a new pony into town for Nightmare Night! Hiya mister, I'm Pinkie Pie, and welcome to Ponyville. This is the Sugar Cube Corner, and we make the bestest baked stuff ever! What's your name stranger?"

Silver looked at the bouncing pink mare for a moment then to Rich, only to notice that the elder stallion had left him to his fate with the energetic mare. After barely a moment of inaction from the stallion, Pinkie began to poke Silver lightly, but rapidly.

"Um... Silver Lining. Who are you, and please stop poking me."

The cotton candy maned pony stopped instantly and beamed at the stallion. "I'm glad to meet you. Are you visiting the town for family, friends, family friends, marefriend, friends’ marefriend, friends’ family, or something in between or something else entirely?"

Silver could barely keep up with the mile-a-minute talking coming from the pink mare in front of him. He noticed, with a great measure of discomfort, that she was well inside his personal bubble. His mind caught back up with the mare once she started poking him again.

"Uh... I'm here to visit Rich, and his daughter for a little bit, while working on a... um, project."

The pink pony stopped poking him an began bouncing in place again. "Oooo a project! Are you still in school? Because you kinda smell like school. Also is Rich your uncle?"

Silver shook his head. This mare is a little more than eccentric Rich. Thanks for the last minute warning. He cleared his throat and tried his best to smile.

"No, he's a friend of the family, he works with my father."

"Ooh. That's neato. So, do you like cookies?"

"Um, yes?"

"Great! I need a taste tester."

Silver's mind took a moment to realize that he had just been drafted into something as Pinkie dragged him across the room to a table near the counter. The young stallion spotted Rich chatting with a tall, skinny yellow stallion, and holding a pair of boxes on his back. Rich gave the younger stallion a small wave before continuing his talk with the owner.

Over an hour later Rich and Silver walked out of the bakery. Silver had three boxes resting on his back, all of which had been given to him by Pinkie.

"I think that went very well, don't you?"

Silver looked over at the older stallion and gave him a small scowl. "She force fed me over twenty types of cookies. I must have eaten at least a baker’s dozen of those snicker-doodles before she was happy. Is she always like that?"

Rich nodded and chuckled as he carried his order. "Not all the time. She's very insistent of meeting everypony that comes into the town. You're lucky she didn't roll out the Welcome Wagon, and no, I'm not talking figuratively."

The younger stallion had a mental image of Pinkie with a large wagon bouncing through the town. The image was both amusing and terrifying to Silver in equal measure. He sighed and followed Rich back to his small manor. They were greeted on the small path to the front door by a pink filly wearing a tiara.

"Daddy! Where have you been? I was waiting for a whole three minutes out here for you!"

The stallion gave the filly a smile and a fond hug. "Well, I had to get some Nightmare Night goodies for you and all the little ponies coming to our house in a few days, as well as pick up our house guest. Diamond, meet Silver Lining. He's going to be staying with us for a few weeks."

The filly gave Silver a small scowl then gave her father a pouting face. "But I don't want any guests, my friends might not like him!"

Silver flicked his ears as the whining tone of the fillies voice and had to chew his cheek for a moment to keep himself quiet.

Rich chuckled for a moment. "Now sweetheart, that's no way to treat a guest. Now, let's get inside and talk for a little bit. Our guest would like to hear about that story Apple Bloom told you."

The filly huffed and groaned. "Fine."

Silver pressed his hooves together and rested his head on them, an old habit he developed whenever he thought about things. The story that Diamond Tiara had told him really gave him pause. The filly Apple Bloom's description of the creature, and how it moved, all seemed to fit with only a few creatures he knew about. However, one portion of the story stuck out to him the most. This creature had saved the filly from Timberwolves, but didn't harm or attack the filly.

He flipped through the pages until he rested on the section that was devoted to a creature that had more pages devoted to it than any other monster in the entire book.

"Arachnapony. Exterminate with extreme prejudice... oh great, just my luck."

The stallion sighed and tapped his hooves together for a moment. I can't be certain until I've had a chance to look around. Can't jump to conclusions. Okay, I'll have to talk to the filly that told this story to see if original can give me more insight on what I'm dealing with here. Should also talk to some of the ponies familiar with the forest. If anything has changed suddenly, if any of these creatures are here then they will need to eat a pretty good amount of the wildlife.

Silver looked down at the open page and looked at the image. It was of a massive shadowy figure attacking a defenseless pony with sharp fangs dripping with blood. The look of terror on the victims face sent shivers down his spine.

I hope it's not one of these. If it is then I'm going to be in some very deep trouble.

With a suppressed shiver Silver closed the tome.

Gathering Intelligence and Herbal Therapy

Sitting in his darkened room at the early hours of the morning, Silver Lining flipped through the pages of the ancient tome he had to study. He was trying to figure out how to go about finding the creature that Filthy Rich's filly had told him. He sighed as he flipped back to the one creature that best fit the story. He flipped to the page that bore the image of the creature and suppressed a shudder.

The Arachnapony. Death and Nightmare made manifest.He read the title twice and groaned. It wasn't helping him feel any better. Of course the first thing he had to hunt was the most dangerous and most evil creature his order had ever faced. The unicorn scanned the page to the bottom and saw a small note.

Presumed extinct. Last confirmed sighting was in the 573 year of the Blessed Sun Goddess and Her kingdom.

"Well... great, not only is this the most likely of monsters, but also disproves that they were hunted down and destroyed... great..."

The young stallion rubbed his eyes and brought out of his mental panic by somepony knocking on his door. The voice of his host reached him.

"Hey, Silver, are you up?"

The silver pony closed the tome. "Yeah... I'm up. Do you need something?"

The door opened and the older stallion looked in. "No, I was wondering if you wanted some breakfast? I always make breakfast for Diamond so I figured I'd ask you."

Silver was about to say no but his stomach rumbled at him. "Uhh... sure, I'll take some breakfast."

The older stallion smiled. "Great, would you mind helping me with it as well? I think we should talk a little, and we can multi-task."

"Oh... okay then... what are we making?"

Silver walked into the hallway and pasted the doorway of his room before the elder stallion spoke. "Nothing to complex. French Toast with oatmeal. Have you cooked before?"

The young stallion shook his head. "No... the cook at my father’s mansion always makes the food... it's sort of her job. Don't you have a cook?"

Filthy Rich shook his head with a small smile. "No. I used to, but I've been doing the cooking for a long time now."

As the pair reached the kitchen, Rich walked over and placed a pair of pans on the stove. Silver watched as he got out all the supplies they needed. He watched Rich move around the kitchen for a minute before talking again.

"When did you learn to cook?"

Rich motioned for the younger stallion to move over to the stove. "Watch the toast, make sure it doesn't burn." The earth pony walked over to the refrigerator and pulled out orange juice and milk. "It was shortly after Diamond's mother died. She and I had been wanting to take cooking lessons for a few months but never got around to it. I took some lessons in my spare time after my wife passed."

The younger stallion paused and looked over to Rich. "Oh... I'm sorry to hear that... how did it happen?"

Rich gave a shrug, his motion carrying a subtle sadness. "She had a complication during her labor. There was nothing the doctors could really do. She died nearly two weeks after our daughter was born, so at least she got to hold Diamond." He smiled at Silver. "That's all in the past. We had a wonderful marriage and knew each other since we were in preschool. Your toast is looking perfect. Get it out of the pan and onto a plate."

Silver got two slices of toast on his plate and set it down on the table. He went back to the stove and placed a few more pieces of toast on the pan.

"So, I know your father runs the order, but what does your mother do? I can't recall meeting her at any of the order's social events."

Silver sighed and flipped the toast. "Well... she and my father divorced... they had a pretty big fight over me being inducted into the order. She wasn't happy and left after the fight... She sent him the papers a few days later."

Rich stopped and looked over at Silver as he poured three bowls of oatmeal. "Really? I'm sorry to hear that. Was your mother a member of the order?"

Silver shook his head. "No, she never really liked the whole thing. Said that the whole thing had changed my father... I don't really know how."

"I'm sorry to hear that. Do you want brown sugar and cinnamon in the oatmeal?"

Silver glanced over and nodded. "Sure. So um... I was thinking of finding out about the creature. Maybe the local wildlife has been acting weird or other ponies have seen things. Any suggestions?"

The elder stallion thought for a moment then prepared his own place at the table as well as Diamonds. "I think for the rumors and gossip you'll need to check in with the local designer, Rarity. She has he hoof on the pulse of gossip. For the information on the wildlife, I think talking to Applejack, the head of the local farm would be one of the best options. She's also the older sister of the filly that told the story. If not her, then there's a local mare that is very good with animals. Fluttershy is her name."

The silver maned pony nodded and began eating. "I guess I'll visit them today. Might as well get started."

Rich sat down at the table. "Why don't you just take the day to get used to the town? Settle in a little before you get started on tracking down a silly fable."

Silver looked over at Rich. "You don't think there's a monster running around in the forest?"

The older pony gave him a small smile. "I think you were sent here on a goose chase so that you could get the initiation finished. If anything, your chasing a good story made up by a few foals having fun."

Silver licked his lips as he thought about it. The letter that brought him here was based on hear-say and rumors. If this was a wild goose chase then this would be a very easy way to become a full member, but if it wasn't then he might get he guts ripped out by a monster that he would have no hope in fighting. He really hoped for the former than the latter. He was about to open his mouth when Diamond walked in the room and sat down.

"Morning daddy, French toast?"

Rich nodded. "Your favorite. Did you finish your homework from last night?"

As the filly sat down her eyes rolled and she let out an annoyed sigh. "You ask that every day. I finished it."

The stallion smiled and placed a warm bowl in front of her. "Good. Will I have to hear Miss Cheerilee praise you for a perfect semester this year?"

The filly nodded and began eating. Rich chuckled and sat down. He picked up a newspaper that was sitting on the table and began reading. Silence fell over the trio as they ate. Diamond finished first and left the older stallions at the table as she headed back to her room.

"I'm going to meet Silver Spoon and then head for school!"

Rich shouted back to his daughter without looking up from the paper. "Okay, but make sure you get your lunch. I'm going to be busy all day so I'm not going to be able to bring it to you."

The filly walked back in with a backpack on and smiled at her father. "Fine. Is it okay if I play with Silver Spoon after school?"

Rich looked at her and nodded. "That's fine, just play nice with the other foals as well."

The filly shrugged and left the room. She shouted a goodbye from the front door and the sound of the door closing followed a few moments later. Rich returned to his paper and resumed his reading.

"You're still thinking about getting started aren't you?"

Silver looked up from his oatmeal. "What? Oh, um... yeah... should I not be?"

Rich placed the paper down again. "That's not my choice to make. You're a young stallion, barely out of school from what I can tell. You can make your own choices. All I can do is make a recommendation."

"So... what do you recommend, if I chose to get started?"

The older stallion sighed and ran a hoof through his mane. "Pace yourself, and take your time. I would suggest you talk to Rarity first seeing as you won't have to leave town, and be able to get the lay of the land. Also, Rarity is pretty nice to ponies, so being able to ask her things shouldn't be hard."

Silver nodded and finished his meal. "Thank you for the advice. Will you need me back here at a certain time... or anything?"

Rich shook his head as he picked the paper back up. "Nope. You can come back when you see fit, but if it's late on a school day please try to be quiet. I don't want Diamond losing any sleep."

Silver nodded. "Okay... Well... I'll be heading out then. Have a good day then Mister... um, Rich."

The stallion nodded from behind his paper and flipped the page. "Have a nice day."

The young stallion gave a final look at the older stallion before he left the house. He had an idea of what to do, and he hoped it went well.

Rarity watched amused as the silver maned stallion walked back and forth from her boutiques front door to the road for the eighth time in less than ten minutes. She noticed him when he placed his hoof on the door then walked away. For a moment she thought that he might have been distracted, but after the third time she could tell he had a very severe case of cold hooves.

The stallion approached the door once more and she decided that she needed to help the poor stallion. She got up from her sewing machine and placed herself a few feet from the door and watched the stallion approach the door. As his hoof neared the door she opened it, and gave him a warm smile.

"Welcome to the Carousel Boutique. Please, do come in."

The stallion stood there like a statue with his mouth open. He struggled to do anything for a moment before Rarity rolled her eyes and walked up to him.

"As much as I am flattered by the speechless manner I've put you in, I would like to help you. You been trying to walk in here for ten minutes and I think you should come in." She gestured to the small waiting area nearby. "I'm Rarity by the way."

Silver found his voice and took a moment to give a small cough. "I'm Silver Lining... I was um.. told that you know all the good stories and gossip of the town."

Rarity gave the stallion a raised eyebrow in response. "Gossip is a bit of a harsh word. I prefer to think of it as idle chit-chat, but I do know a good story or two about this town. Why exactly do you need to know that?"

Silver swallowed as he stepped inside the store. "Well... I recently moved in and I was told you knew all the good stories. So, I figured that you would be the best pony to talk to about things that are going on in the town."

The unicorn mare nodded and smiled. "I see, well then, come on in, I have a bit of time that I could spare to talk to you about the local events. Would you be interested in a new suit as well?"

The young stallion stood there for a moment. "Um... I don't know if I'd need one..."

Rarity gave a small sigh. "Shame, you have really good shoulder structure that would make a suit look really good on you." She motioned for him to sit on a small chair as she reclined on a sofa. "So, anything you want to know in particular, or just the general things about the town?"

Silver sat down and gave a small smile. Time to try my hoof at acting... I'm going to fail so hard... "I was wondering if you knew anything about the story that a monster has moved into the forest... I heard it from Diamond Tiara... I'm staying with her father while I'm in town."

The mare let out a small chuckle and adjusted herself on the sofa. "Oh, that little tale that's going around? It's little more than a rumor, but I think I know how it started." She scooted to the end of her sofa and smiled slightly. "My little sister’s friend had a small scare in the forest, and I'm certain she heard from her sister that some animals have gone missing from my friends care." Rarity chuckled and spoke in a matter-of-fact tone. "She might have decided that both were connected and thought a monster was what did both."

Silver sat there for a moment and mulled over what she had said. Animals gone missing... that means the creature is eating them, and a lot if it's enough to get some concern from other ponies... His thoughts were broken when Rarity spoke again.

"Though, given the time of year, it might be an attempt for them to get their pranksters cutie marks." The mare noticed the confused look on Silver's face. "Nightmare Night."

"Oh... right, that."

Rarity's eyebrows rose. "Do I detect a hint of disdain for the holiday?"

The stallion sighed and shrugged. "My family was never a big fan of the whole thing..." He shifted in his seat. "My father doesn't like the whole lore behind the holiday... and he's not fond of pranksters trespassing on our property..."

The white pony nodded. "Makes sense I suppose.” Rarity sighed. “Every holiday has a Scrooge I suppose... still, I think you'll enjoy the holiday here in Ponyville, the whole town goes all out for the festivities..."

Silver let Rarity ramble on about what the town did for the holiday while he thought about the news that animals were missing. I'll need to talk to Fluttershy... she might know more about what kind of animals went missing.

The form of Guardian sat on a large branch above the home of the zebra he had met before. He watched the home and the surrounding area as he waited for her to return. He had arrived at the hut hours ago due to being unable to sleep and had been waiting on the branch since then.

He needed help to deal with the fallout of the magic that hit his body. Portions of his fur were burned, some even to the chitin. Worse was that there was patches of his body that were completely numb which only made the pain all the more intense in comparison, and to make it all the more crippling to the arachnapony was the constant burning ache from his muscles.

Guardian groaned as he lifted his left foreleg. It was completely numb and looked as if the chitinous skin had been broken from the shoulder to the joint. Guardian groaned again as the numb limb failed to stay in focus. His smaller eyes were all in a different condition, from blurry vision to blind. His larger eyes were no better off as one went near sighted, and the other went fuzzy in its vision.

This is what I get for saving that mare's worthless life. He sighed and closed his eyes to try to keep the headache at bay. It's not her fault... the tree has its way with the mind of nearby ponies...

His eyes reopened as he heard the sound of hooves in the underbrush. He spotted the zebra walking towards her hut. He slowly got onto his hooves and made his way down the tree.

"You, Zecora! I require your talents."

The mare jumped at the sudden sound of his deep voice. She turned to see his dark form reaching the bottom on the tree he was sitting in.

"You scared me with your sudden decent, I did not think we would talk after your visit so recent."

Guardian stayed in the shadows. "Did any of the ponies tell you what happened with the Tree?"

Zecora's eyes widened and she nodded. "Of Twilight's plight and rescue I did hear, she is lucky that you were near."

Guardian grumbled and stayed in the shadows. "Luck had nothing to do to it. My devotion to my duty is what saved her life. If I was a few moments later, she would have been dead." Guardian let out a small grunt of pain as his back right leg's pain went from searing to stabbing.

Zecora heard the grunt and her features became concerned. "Your voice, I hear, is tinged with pain, damage from the rescue still remain? Please, let me aid you with my herbs, to know you are in pain, my thoughts it perturbs."

The arachnapony thought for moment then took a step forward into the light from the cottage. "I was going to ask for your help. Please, I need something to deal with my pain."

He watched as Zecora's face changed from concern to that of horror. She forced her self to look at the mess in front of her. She saw the patches for burnt fur mingling with the raw chitin. She spotted that his four claws were curled up like a spider that had recently died, and she could see bloody ichor dripping from his maw. She felt her mouth turn dry and her throat threaten to gag as the smell of burnt flesh reached her. She took shallow breaths as she gazed at him.

"I shall do what I can to ease your pain, for suffering like this to save my friend, you must be insane."

She motioned for Guardian to follow her into her home. It was with a pang of pity that she noticed him shake slightly as he walked and the limp that slowed his gait. She moved swiftly into her hut, leaving the door open for him as she gathered healing salves, relaxing herbs to make a tea from, and readied a bath. She knew that his wounds would need a proper cleaning before she could work on them.

Guardian limped into the hut and stood in the small entry way. He looked around at all the herbs, masks, and vials hanging from the wall and ceiling.

"Your wounds I must clean, and while I do that some information I might glean."

Zecora motioned to the small tub tucked away in the back of her home. The arachnapony limped his way over to the tub and looked at it with his barely working eyes. It would have been large enough to hold Zecora and a friend or two, but it was rather small for Guardian.

He might have protested, but the thought of getting the pain to subside, even for a few hours was more than enough reason to not protest. He gingerly stepped into the lukewarm water and submerged himself. He let out a small hiss of pain as the water touched his open wounds.

Zecora placed petals of a dark green color into the water. "These herbs shall ease your pain, can cleanse the blood that has left a stain."

Guardian barely heard her as he felt a strange numbness passed over all of his body and he sank into the tub. Zecora noticed his sudden lack of focus and began to pour water on the portions of his body that weren't submerged body and his head. The large creature eyes glazed over as she washed the parts of his body that couldn't fit in the tub.

Guardians thoughts drifted for a while as he lost grasp on time. They settled on the events of the night before with Twilight and the Tree, replaying the scene over and over again. He focused on different things as sounds and smells filled his mind. The sound of the arcane energies ripping through the air, the screams of the fillies, and the cries for help from Apple Bloom all passed through in rapid pace. The large creature sighed heavily and hissed in pain as Zecora worked on his hind legs.

The zebra noticed this change in his behavior and spoke gently to him. "There is something that weighs your mind with fear and doubt, perhaps it would be best if you let it out?"

Guardian opened his right eyes and looked at the zebra. "There is nothing to talk about."

"Please, speak about what is on your mind, you could see it as responding in kind."

Zecora held up a bottle of the healing salve to make her point more clear. Guardian groaned and shifted a little in the water.

"You scratch my back... I scratch yours huh?” He studied the mare for a few second then sighed. “Fine. I was thinking about what happened to myself and Twilight."

Zecora motioned for him to get out of the tub by offering him a towel. He rose slowly and dried himself off as he spoke.

"Twilight endangered herself by ignoring the warnings of her friends, and by doing something stupid that nearly killed her. She violated my trust, endangered those foals, and desecrated holy ground."

The zebra helped him in drying off by rubbing down his legs and back. "She is a curious sort and has a mind that must know, it is a trait that, even though it lands her in trouble, she will not out grow.” Zecora began working on Guardians lower back, which made him stiffen in pain. “Had she known of the pain it would bring, she wouldn't have touched the tree that gave these wounds that sting."

Guardian placed his towel down and sighed heavily. "It wasn't really her fault though. The Tree is a semi sentient arcane creation. Its magic can warp the mind of ponies near it, preying on their emotions and making them act on the things they want to do. I've seen it make ponies go mad, and make them fall in love... it's a dangerous thing, and she didn't do it... not completely on her own."

Guardian let out a small cry of pain as Zecora rubbed the healing salves onto the raw flesh on his body. "That hurts... thank you for helping me... The pain has lessened and I really need to get some sleep..." He slumped to the floor and closed his eyes. In less than a minute he was out cold on the floor of the hut.

Zecora would have tried to stop the creature from collapsing, but she knew she would never be able to hold him up. She sighed and finished applying the healing salve to him. She gathered some bandages and started wrapping his wounds as she took a mental count of how many herbs she had used. So far, from just the healing salve and the petals from the dark green flower had set her back months of gathering.

She sighed and placed a small blanket over Guardian and a pillow beneath his head. The massive creature passed out in the middle of her hut looked much older, and much more gentle than he had appeared the previous times she met him. She gently touched him on the forehead and placed her ear to his chest. She muttered a chant and was filled with a deep sorrow, sorrow that came from the creature under her touch and care.

So much pain and sorrow within your heart, it is no wonder you wished for a new start. You are burdened with so much guilt, that even your will to carry on has wilt. She sighed again and cleaned her hut up, checking on her guest every few minutes and half an hour later she settle down on her bed. She got under the covers and gave Guardian one last look as she blew out the candles near her bed.

Light Tea, and an Invintation

Silver Lining walked along the dirt road towards a small cottage, hoping that maybe he could make some more factual headway in his mission. He looked at the rather peaceful scenery around him and found it oddly calming given the fact he was on the hunt for a monster that could easily kill him and the whole town.

As the chilling thought went through his mind, the young stallion sighed and swallowed nervously. So far from what he could tell, the town was in a frenzy over the upcoming holiday and that there were a few ghost stories going around. Most of them were a little on the bland side, stories that were told every year, like the headless horse, but from what he could tell the tale that the filly Apple Bloom was telling was not in the norm for the town.

So far her tale has a little more... evidence to it... Missing animals, and her friends claiming to have seen the creature as well, as well as the fact this story hasn't been heard before... Silver stopped walking and looked up at the crisp Autumn sky and breathed in a deep breath as the sun warmed his coat. Maybe this is a really good hoax by a group of smart foals... He gave a weak chuckle to try to make the idea seem stronger.

The unicorn continued walking and passed over a small bridge that went over a creek then spotted what he hoped was his destination. A small cottage that was made from a large tree appeared ahead of him on the path and he gave a small smile due to the peaceful air it gave off.

He walked closer to the home and heard a pair of voices talking. As he drew closer he recognized them as the voices of two mares. The stallion walked over another small bridge and spotted two mares. One was a bright yellow if a light pink mane. She also had butterflies as her cutie mark, which made Silver guess that she was either an animal lover or a nature lover of some kind.

The second mare made the stallion pause as he became breathless. A unicorn mare with a light blue coat and a dark green mane was talking to Fluttershy, while holding an iguana. Silver was amazed by how, for the lack of a better word, cute this mare was. He could barely think and it took almost a minute for him to notice that he had stopped walking. The stallion gave his head a shake and took a deep breath.

Focus. Deal with the possible monster first then think about the really cute mare... Silver found himself looking at the blue unicorn again and found himself suddenly feeling very warm, nervous and felt his limbs grow weak as he walked towards her and the yellow mare. Please let the yellow one be Fluttershy. I really don't think I could talk to the blue one.

He reached the two mares and cleared his throat to get their attention. "Um... hey... I was told that Fluttershy lived here. I wanted to talk to her about the local wildlife."

The blue mare turned around and locked eyes with Silver as the yellow mare let out a small squeak of surprise and jumped slightly. As the yellow mare settled down the blue unicorn spoke, her voice smooth and light.

"Hi there. I guess we didn't hear you coming along." She smiled at Silver which made his legs feel like jelly. "I'm Sapphire Cog." She pointed to the yellow mare. "That's Fluttershy, she's the mare you're looking for. I'm just here to pick up my new pet."

The blue unicorn held up the iguana so that Silver could look at it. It was a deep yellow color and had only on eye focused on him. Silver gave the mare and the lizard in front of him an awkward smile. The mare placed the iguana on her back and smiled back.

"Anyways, I should let you two talk about whatever it is you want to talk about." Without another word she walked pass the silver maned stallion and walked down the path that he had just come up. Silver found himself looking at her flank, and catching two things. The first was that her mark was a silver pocket watch with its inner mechanisms exposed. The second thing was that she walked with a little sway to her hips and a slight bounce that was mesmerizing.

It was a tiny cough that broke the spell that the unicorn's hips were casting. "Um... you wanted to talk to me?"

Silver turned back to the yellow mare and saw that she was giving him a small smile. The stallion gave a small cough and smiled back.

"Um, hello... I came here because I heard that some of the local wild life has gone missing. Would you mind telling me about that?"

The yellow mare looked at him then to the leaving mare then back at him. She smiled. "Sure, would you like to come inside?"

Silver nodded and gave one last look at the blue unicorn. He had no clue why she made him feel the way he did but he knew that he liked the feeling. With a small smile he turned around and followed the yellow mare into the tree cottage.

"I'm Silver Lining by the way."

Fluttershy looked behind her and smiled. "It's nice to meet you Silver. So um... are you new here in town?"

The stallion walked into the home and took a small look around. "Yeah... I'm in town for a while. I'm working on a project, and it's mostly about nature and the creatures in it."

Silver was rather impressed by how cozy and warm the home felt, while at the same time rustic and unique. He spotted a few birds fluttering around near the staircase that had birdhouses built into it. The unicorn stood there for a moment, watching the birds.

"So, what exactly do you want to know about the animals?"

The young stallion looked over to the mare. "Well I heard that some of the wildlife has disappeared. Could you tell me what happened?"

Fluttershy motioned for him to sit down. "I suppose I could... Would you like something to drink?"

Silver shook his head. "No, I'll be fine. So, what exactly has been going on with the wild life?"

Fluttershy sat down. "It started about three weeks ago. The animals I take care of started feeling nervous when they went into the forest. Then they started to avoid going in there alone, and about a week ago most my animals started refusing to go near the forest. Some of the animals that live in the forest that I take care of stopped visiting when they were supposed to, and some are just hiding in their homes."

Silver watched the yellow mare sigh as a look of deep concern passed over her delicate features. He could tell that she was deeply worried about her animals.

She looked at the birds for a moment then continued. "I think a new creature has moved into the forest. It got like this when the manticore herd moved into a small cave near the waterfall in the forest. Maybe another herd of something moved in. I would go in there and find out what it is, but I have no clue if it would be dangerous."

The unicorn swallowed and thought over what she had said for a moment. He knew that this was yet even more evidence that something had moved into the forest, but she made him think about a new angle. What if the thing or things that moved into the forest was a more mundane monster that his order didn't care for. Manticores were no longer considered as dangerous, and more than likely if something moved into the forest with them, it wasn't going to be try to mess with a pride of manticores.

Maybe this might be something that I won't have to deal with at all. Silver bit his lip as he thought about all the monsters that could live in the forest that his order wouldn't care about, and while he was thinking Fluttershy gave a small hum to collect his attention.

"So, how long will you be in town?"

The unicorn shuffled in his seat to get more comfortable. "I'll be staying for maybe a month or so. I have a small project I need to do."

The yellow mare smiled. "Will you be going to the Nightmare Night festival?" She paused as she saw the slight frown on Silver's face. "Maybe you could go with Sapphire and spend the night with her. I mean, you were blushing a lot when she said hello."

Silver felt his face go warm as he opened his mouth to reply and nothing came out. He shifted in the seat he was in for a moment. After a minute of mental fumbling he finally managed to speak.

"I think I might... um... be busy a little that night... Besides, she might already have a friend or something to do..."

Fluttershy smiled. "She doesn't. She's the cousin of one of the masseuses, Aloe, and we've spent a little bit of time talking. She's here to visit them and she could use a friend for the festival." She smiled at him. "I mean, you both are new to the town, and you could take a small break from your project."

As the stallion shuffled and felt his cheeks warm even more, he couldn't help but think that the whole idea sounded nice. He gave a small smile as he thought about talking to Sapphire for a while. "I'll... I'll give that some thought... I might need a costume for Nightmare Night if I go ahead with that idea..."

The pair of ponies talked some more about the local wildlife, after shifting the conversation back to the forest and its new residents, and after almost an hour Silver left the cottage and gave the yellow mare a small wave and a smile.

So... that went far better than I hoped... I might not have to face a blood thirsty monster and I met two mares... one really nice, and the other... The stallion let out a small, content sigh as the image of the blue mare's smile flashed through his mind.

Guardian awoke in the small hut of Zecora and looked around, his vision much better, though slightly blurry in some of his smaller eyes. He rose slowly from the floor and glanced around the small hut. The masks gazed back at him and he spotted the sleeping form of the zebra that had taken care of him and opened her home up. He watched as her chest rose and fell gently as she slept. He felt something he hadn't felt for a pony in a long time. He felt thankful that she was there.

She allowed me into her home, and used so much salve to heal me... He looked to the shelves that housed the herbs and jars that had stopped his pain last night. He scanned the shelves and found that many of them were bare or holding empty jars. So many hard earned herbs used on me... He looked back to the sleeping zebra and walked up to her. I must repay her for this kindness.

Guardian spotted that the blanket on the mare below him had slipped off slightly and took a moment to place it back over her. It was with a small bit of satisfaction that he noticed Zecora's sleeping face smile a little as the blanket was placed over her shoulder. He walked over to the shelves and began sniffing the jars of empty salve and the other herbs to identify which ones she had used.

Wolfsbane, Wormwood... Blood Tears and... Black Lilies... these would be hard for even a skilled pony to find. He grinned and chuckled softly to himself. Luckily, I'm not a pony. He made a mental note of how much to gather of each herb and walked to the door. He took a moment to look at the bandaged parts of his body and began removing them. They would only restrict his movement.

After removing the last of the bandages, he stretched his legs and gave a small grunt as he rolled his shoulders and walked out of the hut. He looked at the early nighttime light.

"Shouldn't take me very long to gather most of these." The large creature smiled as he looked up into the trees. "A nice stretch should help me, and I can repay my debt to her."

He leaped up into the branches and began his search.

Apple Bloom walked along the small forest path in the dead of the night and shivered. A chill had descended onto Ponyville, as it did every year at Nightmare Night. It was as if the holiday brought with it a cold wind to make the time of year even scarier. The filly watched the shadows as they seemed to dance in the pale moonlight as she walked along the small path.

It was when the forest went silent that she knew that she wasn't alone on the path. "Guardian? Is that you?"

The massive form of Guardian walked beside her and nodded. "I am here. What brings you my patch of forest today?"

Apple Bloom spotted small bundles on his back. "Ah came lookin' for ya, and Ah wanted to invite you to a festival. What's that you got?"

Guardian took a small glance at the bundles. "Herbs for Zecora. She helped me, and now I'm repaying the favor."

The yellow filly nodded and walked closer to the large creature. "Zecora came into town while you slept... she said you were pretty badly hurt. You slept for almost a full day... Are you feeling better?"

Guardian nodded. "I'm recovering well."

Apple Bloom's eyes grew concerned for her friend. "She said you were really feeling bad... Did the tree hurt you that bad?"

The large creature chuckled. "It hurt, but I'm lucky that I, and my kind, heal quickly and are very tough, so we are hard to kill. I'll be fully healed in a day, and the soreness will go away in a few days." He glanced over and spotted a small amount of Wolfsbane growing. He walked over to it and began carefully picking the herbs. "You mentioned an invitation to a festival. What festival would that be?"

Apple Bloom followed him over to the herb and smiled. "Well, it's the Nightmare Night festival! It happens every year and it's always fun!"

Guardian finished gathering his herbs and looked over at the filly. "Nightmare Night? What sort of festival is that?"

The red maned filly's eyes lit up. "It's one of the best holidays of the year! Everypony dresses up as monsters, and heroes and all sorts of things and go door to door trick or treating! And when they aren't doing that the town center is a giant carnival with games, food, and lots of cool things!" She stopped to take a breath. So far for the last few years Princess Luna showed up and helped scare some ponies and had some fun with us! So do you wanna come to the festival with me and the girls?"

A few things went through the Archnapony's mind. What was Nightmare Night, and why did they need to dress up for it? What the heck did she mean by trick or treating? Why would the princess of the night be...

His eyes snapped to the filly. "Did you say Princess Luna?"

"Yeah! It's her holiday and she loves it! She gets a large candy offering from all the fillies and colts." The filly smiled up at Guardian. "I know you would love it, and we could always use a sneaky pony... spider... you for pranking ponies."

Guardian stopped listening to the filly as she began to talk about possible pranks and targets as he focused in on one piece of information. Princess Luna was walking the earth once more, and would be very close to him and the tree. The matriarch... she lives... After all these years she's alive and among her ponies again...

The filly failed to notice his lack of attention and continued talking. "...And she even scared Rainbow Dash the first Nightmare Night, which was almost half a year after she returned. That Nightmare Moon was scary, but I'm happy we have Luna now. She's really nice and knows how to have a fun night."

"And you say the Princess of the Night shall be there?"

The yellow filly nodded. "The Mayor got Luna's letter this mornin' and announced that she would be comin' again." She smiled at the larger creature. "So... will you please come with us?"

Guardian looked at the filly for a moment in silence. "I see... While I appreciate the offer, there is a major issue here. I can't exactly fit in, even to a festival with lots of dressing up." He tapped his claws and mandibles together. "I don't exactly look like a costume."

The filly’s ears fell at his words. "Oh... maybe you could hide on the roofs and shadows? I mean, you are super sneaky."

The spider-like eyes looked at the filly as his face slowly turned into a smile. "I guess I could do that. I think I would be right in saying that it would be in the holiday spirit." He chuckled. I would also get a chance to be reunited with the Matriarch... "I would be honored to join you and the others for the festival." He thought for a moment. "I also have a unicorn that I need to discuss a few things with."

Apple Bloom eyes shined in the moonlight and she hugged Guardian. "Thank ya! I know this will be really fun, and you'll have a great time."

Guardian returned the hug after a few moments. "You feel cold. You should return home and go to sleep in a warm bed."

"Ah'm not that tired. Ah wanted to talk to you for a while." She shivered after giving the taller creature a fond look.

Guardian chuckled and picked up the little filly and placed her on his back. "I shan't risk your health so you can talk to me. I shall take you home, and make sure you are warm."

Apple Bloom was about to protest, but she got a feeling that she wasn't going to win the argument, so she decided to enjoy the ride through the forest. They reached the farm house quickly and the large creature stopped and looked at the windows.

"Which window is yours?"

The filly pointed to a window on the second floor. "It's that one... why do you want to know?"

Guardian looked at it for a moment. "Hold onto me very tight."

Apple Bloom had only a moment to hold on before the large creature began moving up the wall. He stopped at her window and opened it and gently picked up the filly and placed her inside the room. She looked around the room for a moment then to the creature hanging onto the wall of her home.

"Do you want to come inside? I mean, we could talk for a little bit."

Guardian thought for a moment then nodded. "I suppose I can agree to that. Go lie down on your bed. You need to warm up."

Apple Bloom nodded and rushed over to her bed and jumped on it. She wrapped herself in her blanket and looked back to the window. She let out a small cry of surprise when she saw that Guardian was sitting next to her bed.

"How did you get in here?"

"Through the window." Guardian reached over to her and finished wrapping the blanket around her. "Spiders can get anywhere, and I have that talent as well." He chuckled and fluffed the pillow. "So, I think you should get a nice night of sleep. Too many late nights can ruin your sleeping patterns."

Apple Bloom stifled a yawn and found herself being very tired. "Okay... Would you be willing to spend some time with me... and cuddle? My big brother Big Mac does it from time to time when I have trouble sleeping."

Guardian hesitated for a moment then smiled as he felt a deep warmth towards the filly. "I think I can do that for a while." He picked up the filly and her pillow and cuddled up to her. "Now then, I know of a little filly that needs a nice night’s sleep."

The night moved on as the most unusual pair enjoyed each other’s company, the younger of the two sleeping very peacefully.

A Nightmare Night to Remember

Apple Bloom awoke on the dawn of Nightmare Night and stretched her little legs. A yawn escaped her lips and she looked around. She was alone in her room and for a moment she wondered how she had gotten into her bed, but the memory of the previous night came to her. The little filly smiled and got out of bed and headed down the stairs.

It's Nightmare Night, and Ah got Guardian to say yes! Ah need to tell the girls!

She ran down the hall and down the stairs, and she ran past the kitchen then turned around and walked back. She peeked into the kitchen and spotted Big Mac eating some toast.

"Hey there big brother, you ready for Nightmare Night?"

The stallion looked up from his coffee and smiled. "Eeyup."

"You're dressing up right?"

Macintosh nodded and sipped his tea. Apple Bloom smiled as she knew that Macintosh would just wear the same costume he did every year. The cape and hat sat on the table while the stallion ate. Apple Bloom had no clue why he loved the costume so much, but she had a feeling it was because of all the attention it got him one year from a very well-known princess of the night. Her brother always brushed that off as the two of them catching up on a summer event they met at.

"You expectin’ Luna to visit again?'

Macintosh shrugged. "She might. Don't know if she'll want to talk to me. Only so much about pie eating you can go over before the conversation gets rather stale." He took another sip of his coffee and took notice of the borderline mischievous smile on his sister’s face. "Y'all better not give her a love potion like you did Miss Cheerilee. Ah don't need a princess gettin' mad at yew for doing somethin' silly."

Apple Bloom giggled as she spread some butter on a piece of toast. "Ah promise. Maybe this time you can just charm her without my help."

The farmpony took another sip. "Enope... Maybe."

The pair shared a small chuckle at Mac's small joke and Apple Bloom took a bit of her toast. "Ah'm heading out to Sweetie Belles. Ah need to tell her the good news."

Mac merely raised an eyebrow at his sister. Apple Bloom took another bite before she explained. "Guardian said he would go trick or treating with us, well sorta. He'll just hide in the shadows near us, and just sorta follow us."

Manintosh placed his mug down. "So... he's goin' to be in the town? Ah don't think that's safe. He ain't exactly easy to hide..."

"He's pretty good at hidin’ and bein' all stealthy when he wants to be." The filly finished her toast and smiled. "Don't worry, nopony will see him. They'll be way too busy to having fun and eating sweets."

The stallion sighed and sipped his coffee again. "If you say so, just stay safe and don't get him spotted."

Apple Bloom gave her brother a hug and a small kiss on the cheek. "Okay. Cya later tonight."

The filly walked out of the kitchen after grabbing an apple and made her way out of the home and towards the town. Once she hit the small road that went toward the town she started to run. After all, good news is best delivered as soon as possible.

On the road she ran by two ponies. One was a unicorn with a shining silver mane and the other was a young mare of a light sea green in a black maid uniform. As she passed by them the stallion yelled to her.

"Hey, can you help us?"

Apple Bloom came to a halt after a moment then turned around to look at the pair. "Sure, Ah guess so."

The stallion smiled. "I'm looking for Sweet Apple Acres... do you know where that is?"

The rose maned filly nodded. "Just head on down this road and you'll find it pretty quick."

The silver stallion smiled and gave the filly a small nod. "Thank you."

"No problems mister."

Apple Bloom continued on her way, not giving another thought to the two ponies. The silver stallion watched her leave and chuckled.

"She's a nice filly. Looks like she's in a rush though..." He looked back at the mare. "So, you were saying about why you got off the train at Hoofington?"

The mare nodded. "Well, your father had orders for me to pick a few things up that he thinks will help you."

Silver nodded. "Okay then... what sort of things?"

The maid shrugged. "I wasn't told what they were. I just picked up a few packages and brought them to Brother Riches home. They are waiting in your room, and I'm happy I caught you at that little bakery. So, what are we doing out this far from the town?"

"I'm looking for a little more information." He looked down the road and spotted some trees in the distance. "I heard that the farmers might know something about a few of the odd events that have happened lately."

The green mare nodded. "I understand... should I stay with you for this, or should I do something else for you master?"

Silver stopped walking at the word 'master.' He sighed and looked back at the maid. "Please, just call me Silver." He gave the mare a small smile. "Also... I don't think I got your name."

The maid looked hesitant and shuffled in her work dress. "Sea Mint sir... Silver. My name is Sea Mint."

"Nice to meet you... well sorta." The stallion let out a small embarrassed chuckle. "I mean, besides all the times we met at my home since you started working there."

The unicorn mare shuffled some more. "It's okay... I was told that your family doesn't really talk to the help... I um... I think we should head to the farm..." She shuffled some more and started walking.

Silver walked along her. "Well, I think we should thank you and the rest of our staff a little more. After all, without you, we would have a lot of cleaning to do. So, thank you."

"Master... Silver, my contract with your father says I can't be this formal. It's not normal for a maid to be friendly on this level... it's against my training... I could get fired..."

The silver maned stallion looked shocked. "Wait, your contract says that you could get fired for simply talking to me about something that's not work?"

The mare nodded. "That's correct sir."

"Well... um... I order you to lighten up, and relax a little. I can do that right?"

Sea Mint looked at Silver to see the friendly smile he was wearing. "Yes si- erm, Silver. You can do that."

The stallions smile grew a little. "Great, so, until we return to Canterlot, you and I can just relax and be much less formal."

The servant smiled for the first time to the stallion. "Thank you. So, um... how much less formal are we talking about?"

Silver thought for a moment before he spoke. "Well, since we seem to be the same age, how about we be friends? I haven't really made many friends... okay, no friends, my age."

The mare shuffled again. "How old do you think I am?"

Silver stopped walking. "Um... I'm thinking at least nineteen?"

Sea Mint giggled. "Close, I'm eighteen."

The stallion chuckled. "So, a year younger than me... okay then. So... friends?"

The servant smiled and nodded. "Friends. So... um, why exactly are we here in this town then?"

The pair reached a small gate and turned onto the small path. Silver bit his lip for a moment, unsure if he should tell her everything, if anything.

"I'm... looking for something for my father. It's a little weird, but I'm hoping not to find it." Silver said as he shrugged.

"Why not? If you're looking for something then you should want to find it right?" A confused look passed over the unicorns face.

Silver shook his head. "Sometimes, you don't want to find some stuff."

Sea Mint looked confused but stopped when she saw the massive form of Big Macintosh ahead. "I think we found the farmer."

Macintosh glanced over to see an odd couple walking towards him. His eyes were caught by the uniform of the maid then he looked at the stallion. He sized up the pair for a few moments before striding towards them and clearing his throat.

"Hello..." He noticed the outfit on the mare. "You excited fer Nightmare Night, or somethin'?"

The young mare blushed as she took a quick look at her costume. "Um... yeah, I'm rather fond of the holiday."

Macintosh looked at her as she gave an embarrassed smile. "Ookay. So, what brings you two to the farm?"

Silver nodded and walked up to the stallion. "I was wondering if I could tell me about a few of the stories that have been going around lately." He swallowed under the gaze of Macintosh. "In particular, I heard one about something in the forest, and your sister Apple Blooms story about it."

Macintosh sighed. "Ah can do that, but it might be a bit of a long story..." The Apple stallion thought for a moment. Tell them a good story... but Ah should remove a lot of the stuff about Guardian... might make things weird.

The red mane filly came to a halt at Sweetie's house. She walked up to the door and quickly knocked on the door. A few moments passed before the door opened and Sweeties father opened the door.

"Well, haya Apple Bloom. Whatcha doin' up so early, and runnin' around the town?"

The filly smiled up at the stallion as he stroked his mustache. "Ah wanted to get Sweetie Belle and get some things ready for Nightmare Night. Is she awake?"

Magnum shook his head. "Oh gee, I don't think so, but I'm certain she'll love to see you. Just head up to her room, and give her a nice scare from me. After all, it's Nightmare Night."

Apple Bloom and the unicorn shared a playful grin as filly made her way into the house, pausing only for a moment to give Sweetie's mother a small hello. She raced up the stairs and slid to a stop at Sweetie's door. Opening it quietly, she sneaked into the room and spotted her friend fast asleep in her bed.

Now how should Ah do this... She spotted that the dresser was pretty close to the bed, in fact, it was just close enough to be the perfect spot to jump from. A wicked grin came over Apple Blooms face as she moved to the dresser and climbed up it.

Sweetie made a small mumble and rolled over in her bed. The yellow filly on the dresser froze for a moment then continued moving after a moment as she spotted the small smile on unicorns face.

Ah almost feel bad for doing this... almost. The yellow filly jumped off the dresser and landed on her friends bed, causing the unicorn to fly into the air with her pillow and blanket. The filly in the air flailed for a moment then landed back on the bed, on top of her pillow, and her blanket landed and covered the unicorn.

"Up and at'em Sweetie! We got plans we need to make and then do!"

The form under the blankets stirred a little and a muffled voice came out. "Go away, and never come back."

The Apple filly rolled her eyes and sat down on the bed. "Now don't be like that. We need to get Scootaloo, and make our plans for tonight."

The form moved a little and the voice of the filly underneath came out once more. "It's too early for this. Please... I'm tired..."

"Sweetie, come on! We need to get organized... and I think we should get Featherweight as well, so we can get our plans with Guardian ready as well."

Sweeties head popped out from under the blanket, looking excited. "Featherweight? He's going to join us?" She moved some of her messed up mane out of her eyes and sat up. "Wait... did you get Guardian to say yes?"

The red maned filly nodded. "Ah did! He promised to show up and he will help us pull some pranks, and might help us get even more goodies! Oh, and yeah, Feather is the only other pony that Guardian seems to like aside from us, and Scoots."

The white filly smiled. "Okay then." She came out from under the blanket and shook her mane. "I need to get ready for the day... I need a shower and to brush my teeth... Should I use perfume?"

"Perfume? Fer what?!"

The unicorn blushed. "Nothing... nothing at all." The filly got up and stretched her legs. "I was just thinking out loud..."

Apple Bloom rolled her eyes as she followed her friend to the bathroom. Sweetie jumped into the shower after she grabbed her tooth brush.

"So, what are you planning on dressing up as?" Apple Bloom asked as took a small moment to check her bow. She smiled as it looked perfect on her mane.

Sweetie turned on the shower and jumped under the water once it warmed up. "I'm going as a vampony again, but Rarity is helping me with my mane and cape. I know that Scootaloo is going as a Wonderbolt. Dash got her a suit a few months ago for her birthday."

Apple Bloom glanced over at her friend. "Oh, okay. I'm going as a Spider Queen." She beamed with pride at her wet maned friend.

Sweetie placed the toothbrush in her mouth. "Thpider fueen? Fat sounfs like fun." She took the toothbrush out. "Is this because of Guardian? You spend a lot of time with him."

The yellow filly nodded. "Enope, and kinda yep. Ah thought it would be cool to dress up with some spiders and stuff, so Ah had this idea for a few weeks before Ah met Guardian. Ah think he'll love the costume." The mare took another look in the mirror and noticed that her fur was dingy and slightly matted looking. "Mind if Ah hop in there with you? Ah was so excited in getting here and tellin' you that Ah forgot to shower."

The unicorn nodded. "We better make it fast, Scootaloo will want to hear this, and I don't know what Feather is up to today."

The red maned filly hopped in after taking off her bow and got her mane wet. Sweetie passed her the shampoo and continued brushing her teeth as she started to hum to herself.

"You sing in the shower?"

The unicorn stopped her humming and looked over at Apple Bloom. "Yeah... should I stop?"

"Heck nah, keep going. Ah like it when you sing, yer pretty good at it."

The shower passes more quickly as Sweetie sang whatever tunes she could remember from the radio, and the pair got out of the shower and toweled off. Apple Bloom was about to leave, but she noticed Sweetie looking at some perfumes in the small cabinet that held the towels.

"You were serious about that perfume thing?"

The unicorn filly looked at the perfume bottle for a moment longer. "Can I tell you something? Like... a secret?"

"Sure you can, Ah won't tell anypony."

"I... I think I have a crush on Feather..." The unicorn blushed deeply.

Apple Bloom stared at her friend for a moment and sighed. "Oh, well um... like, you want to cuddle with him... and even kiss him?"

Sweetie's blush deepened, and she nodded. "He's... sorta cute, and well... he invited me to dinner at his house."

"Well um... will that get in the way of us Crusading?"

Sweetie shook her head then closed the cabinet. "No, at least, I hope not. I love spending time with you and Scoots."

The yellow filly walked over to her friend and hugged her. "Then Ah'm happy for you. We can talk about this later, but for now, let's go get Scoots and Feather and plan our candy route!"

The unicorn nodded and the pair made their way out of the house and to the streets. They reached the heart of the town center and walked among the ponies decorating and getting the festival ready for the night. Apple Bloom spotted the familiar form of the orange filly they were working for.

Scootaloo rode up to them on her scooter. "Hey there, I was about to come get you!" She smiled at the pair and patted the little wagon connected to her ride. "Hop in, we got planning to do."

"We need to go get Feather first." Apple Bloom said as she got in. "Ah got a little news about Guardian, and he's sorta part of our group now when it comes to spending time with him."

Scootaloo rolled her eyes. "Fine, but he better not be in a lame costume."

They trio rolled out across the town and came to a stop a few streets later in front of a small house. Sweetie hopped out of the wagon.

"I'll go get him, and even if his costume is lame he can plan with us." She stuck her tongue out at Scootaloo playfully, who returned the favor and chuckled.

They watched their friend as she knocked on the door, and it was answered by Feather. They talked and shuffled for a moment, and Apple Bloom noticed that both were blushing. A few more words and they walked inside of the house.

Scootaloo let out an annoyed sigh. "What are they doing?"

"Maybe he is showing her his costume... or maybe he's getting his camera?"

The pair watched the house for a moment before Scootaloo talked, in an effort to kill the silence. "So, did Sweetie tell you about my costume?"

Apple Bloom nodded. "Yeah, she said it was a Wonderbolt uniform that Dash got you. Is it cool?"

Scootaloo smiled. "Heck yeah it is! Dash got it for me, and says it's official. It fits perfectly, like a glove!"

The earth filly giggled. "Ah guess that sounds really cool. Ah'm going to be a Spider Queen! Ah got the costume a few days ago, and before ya ask, Ah wanted to be it before Ah met Guardian."

Scootaloo chuckled a little. "Well, I bet he'll love that costume. You spend a lot of time in the forest with him. I'm certain that you are the only pony that would call his friend."

Apple Bloom was about to counter the point but she realized that the pegasus had a point. Guardian seemed to be softer towards her, and actually allowed her to be near him constantly.

"Ah guess Ah'm his friend... but that doesn't mean he doesn't like you and Sweetie."

"I know that." Scootaloo sighed. "But Guardian really seems to like you, like you’re his sister or daughter or something."

The yellow filly looked surprised for a moment. "You think so? Like, he thinks me like I'm family?"

The pegasus shrugged. "Maybe not close family, but he certainly cares about you more than any other pony he's met."

The conversation ended there as Sweetie and Feather walked out of the house and down to the pair. Sweetie looked slightly embarrassed.

"Sorry about that taking so long. Feather wanted to show me his costume, and then his mother wanted to meet me."

Scootaloo gave her wings a few quick flaps of annoyance before rolling her eyes. "Whatever, we need to get going! We have a candy route to plan!"

With that the Crusaders, and there colt guest headed for the club house to plan a very fun night.

Well... that was informative... Silver thought as he walked back inside the manor of Rich, his face in a small frown. This filly, Apple Bloom... she might have seen whatever it is that is living in the forrest. No clue what the farmer was going on about a glowing tree, but this creature that saved her from timberwolves... that might be something else... He paused for a moment as he looked at his compainion, Sea Mint, as she closed the door.

"What?" She said as she noticed his gaze on her.

He gave a small smile. "Nothing, I was just thinking about the trip back." The mare smiled back at him and chuckled. "So, you really think that I should dress up for tonight?"

The mare nodded and giggled. "I think I saw a large bunny suit in town that is for sale. Should I go get that for you sir?"

Silver shook his head. "No, I wouldn't be caught dead in that." He let out a chuckle and shrugged. "I guess I'll stay in the Manor, maybe read up on some things."

Sea Mint nodded and giggled. "Very well... will that be all sir?"

Silver chuckled. "I... think so." He grinned at the mare for a moment. "So... I'll see you later to go to the town festival?"

The unicorn mare nodded and walked down the hall, leaving the stallion on his own. Silver walked to his room and had planned on lying down to think, but found an outfit lying on his bed with a small note.

Dear Silver,

I noticed that you didn't have a costume for tonight, and as it is a holiday that myself and my daughter love, I sent out one of my maids to get you a costume. I think you'll enjoy it. Have fun, and relax for tonight. I'll be out helping the town set up the festival all day, so I hope to see you tonight.

Happy Nightmare Night, Rich.

Silver placed the note back down and glanced over at the costume. He spotted a wide brimmed hat, and what looked like wooden stakes. He spotted the small tag on the costume and inspected it. Helsing the Vampony hunter... So... a monster hunter costume... The young stallion chuckled.

"Thanks Rich. I should show Sea Mint! She'll love this."

He wandered the halls of the manor for a moment until he spotted Sea Mint in the kitchen, helping with the caramel apples that other servants of the house were working on.

He took a moment to look calm and collect himself. "Sea Mint. A word please."

The green unicorn nodded and finished the apple she was working on. "Of course sir."

The pair left the kitchen and walked into the hallway, to hold a semi private conversation. "Having fun with the others?"

Sea Mint nodded. "The serious look doesn't really work for you." She smiled at the unicorn she was walking with.

"I guess you're right." Silver had a small chuckle. "So, I have a costume, thanks to Rich."

The mare looked surprised. "Really... you're not wrapping yourself in toilet paper and being a mummy... are you?"

Silver shook his head. "What?! No! He sent one of his ponies out to get me a real costume. It's a vampony hunter costume." He grinned as he watched the mare begin smiling.

"That's a pretty good costume. Now you have no excuse to not go out tonight. Can I see it?"

The stallion nodded and took the mare to his room and showed off the costume. He placed the wide brimmed slouch hat on and smiled. "What do you think, do I look like a monster hunter?"

Sea Mint walked over and picked up the coat that went with the hat. "I think you'll look great!" She smiled then let out a small gasp. "Wait, I'll go get my costume! I think we might match a little!"

She left the room and returned a few minutes later carrying a pirate hat with a large red feather in it. "I'm a pirate this year! I think we could have an old time theme going for us since both costumes look alike." She placed the hat on her head. "Put yours on! I wanna see what you look like."

Silver chuckled as he put on the full costume and found a small prop crossbow next to his pillow. He struck a pose and tried his best to look scary. "Well, what do you think?"

Sea circled him and grinned. "Like all vamponies should run from you."

The stallion chuckled and beamed. "Well... what about yours?" Silver asked as he tilted the hat back a little.

"My what?" She answered back, looking confused.

"Your costume. You should put it on." He motioned to the rest of the pirate uniform she had placed down on his desk. "I mean, right now you look like a pirate maid."

Sea Mint's face brightened at the idea. "Sure! Let me just toss my uniform off."

As she began taking the outfit off, Torch felt his face warm and looked away. He couldn't watch her undress; it would be rude after all. Silver decided that his nearly empty bookcase was suddenly very interesting. Sea Mint removed most of her outfit and was about to remove the short skirt when she noticed his behavior.

"What's the matter?"

"You're undressing. It's rude to watch a pony undress." He spoke, but didn't look at her.

"Why? Ponies walk naked everywhere. Heck you haven't worn anything all day until now."

"I..." He stopped as he realized just how ridiculous he was being. "You have a point... sorry."

Sea Mint removed her skirt and shook it off, revealing a cutie mark showing a pair of fuzzy pink dice over a dark red heart. Silver found himself surprised by the mark, and couldn't stop looking at it until the pirate high heeled boots covered most of it, followed by the coat she brought.

"See something interesting?" The unicorn mare giggled and smiled playfully at Silver. "I know, I know, I'm an awesome pirate."

Silver nodded. "You look like a real pirate." He hesitated and then cleared his throat before speaking. "Um... I saw your mark... not what I was expecting for a maid."

"I'm only a maid for your family for a while. I'm still looking for other work, but I'm not going to turn down a good paying job." She shrugged and walked up to Silver. "So, wanna go walk around town and have some Nightmare Night fun?"

"But... it's only three O'clock..." The stallion looked confused. "I think we should wait, and maybe talk for a while..."

The mare huffed a little and sat down on the bed. "Fine, what do you want to talk about?" She patted the bed next to her to invite Silver to sit down. "Also, this is a nice bed."

"It is." Silver sat down on the bed. "I was wondering if I could ask you something... about mares..." He gave a small cough and felt his cheeks warm.

"Oh? What about mares do you want to know?"

"Well..." He took his time to tell Sea Mint all of the details about his visit to Fluttershy's home, and in particular all the things he felt when he met the blue mare that left the cottage. "And well... I sorta wanted to know what to do about all this... I felt so weird about it."

"Have you talked to her?" Sea Mint asked as she stretched out on the bed.

Silver shook his head and frowned. "I said hi... but that was all I could really say. Should I talk to her if I see her again?"

The mare shook her head. "Sounds like all you were thinking with was the downstairs brain. Besides, you don't just fall in love with somepony you just met. You need to get to know them a little."

"Like how I'm getting to know you?"

The unicorn mare looked up and could see the innocence in the question on Silver's face. She smiled gently at him. "Yeah, like how we are becoming friends. All relationships start small, then grow into something more."

Both shared a smile and for a moment they just looked at each other’s eyes, Silvers bright near white eyes and Sea Mints deep red. The pair broke the gaze and both blushed a little. Silver gave a small cough and looked over at his desk. His gaze was drawn to the small letter he received a few days before from Rich. He got up and picked up the letter, and the photo dropped out.

"What's the matter Silver?"

He picked up the photo and recognized the small yellow filly in the picture. "Well... crap... I was planning on talking to this filly, and I missed my chance." He showed the photo to the young mare. "She was the one that passed us on the road."

Sea Mint looked at the picture. "Well, she was nice, and you know where she lives, so you can always talk to her tomorrow or maybe some time later while we're here."

The stallion nodded. "I guess so." He sat back down on the bed and just flopped onto his back. "So... how does one trick or treat exactly?"

The gentle white light of the Arbor Lunae danced around it's grove. Guardian bathed in the glow and took in a deep breath as a small tendril of energy touched a bruised portion of his body and he felt a soothing coolness on his carapace. He let out a sigh and closed his many eyes.

This tree has a cruel sense of humor. He felt another tendril heal his weak knee and strengthen it to perfection. It nearly kills me in an instant, but decided to heal each injury one at a time, over hours of time.

His eyes opened, and he looked towards the sky. A narrow opening in the trees gave him a small window to look at the late evening sky.

"I should head out to find Apple Bloom and her friends. This Nightmare Night celebration sounds important to her."

He watched another tendril move towards his face and connects with his injured eyes. A warmth and soothing sensation filled his crippled eyes and restored sight to the blinded ones, and cleared the blood from the others. With that final healing touch, the energy beams receded from the large creature and faded away.

I almost wish this thing could talk. It would be interesting to see why it heals me every time. A moment passed as he moved to the small gap in the trees. Almost. He spun webbing over the gap and ascended the trees, closing the entrance to the grove.

He reached the top of the tree's and spun the last of his webbing as he looked back down to the glowing tree. He blinked a few times and moved to the top of the tree's to gaze upon the stars and the full moon.

This night is brighter than the others. I have a feeling the Princess is looking forward to tonight, with this visit to the town, and a celebration in honor of her night.

Guardian moved down the trees, making it to the ground outside of the grove. Let's find some fillies and there colt friend, and join the festivities. The large creature almost smiled at the thought but his stone like features remained unmoved. He made his way through the forest and stopped as he spotted the form of Zecora moving along the path leading out of the wooded lands. He moved to the trees lining the path and moved parallel to her.

"Heading to the town for the festival?"

The Zebra gave a slight start at the sudden companion, but she regained her composure after a moment, adjusting her mane and checking her outfit. "You startled me a little my friend, I did not expect to hear from anypony until the festival I much attend."

Guardian moved lower in the trees to carry on the conversation. "I'm entertained by the attire you have. Is it something Zebra's wear often for this festival?"

Zecora shook her head. "Tis a tradition for me to spin some tales, many of which would make strong stallions pale. This happens to be the only costume I own, though I rather enjoy dressing as a great crone." She smiled at Guardian and continued moving along the path. "What brings you to this path of the forest, on the day of celebrations of the end of harvest?"

Guardian moved down onto the path itself and walked alongside Zecora. "I was invited by the young Apple Bloom to join the festivities for fun, and I am entertaining her wishes for me to join the 'fun' as she called it."

The zebra chuckled. "She thinks of your rather fondly, I hope you treat her and this festival rather gently. Try to enjoy the fun, and eat some candy as the day is done."

The large creature next to the zebra looked ahead of the path. "Perhaps. I think tonight will be... entertaining to say the least."

As the pair made their way along the path, Zecora shared one of the stories she would tell that night. She told him the story of a headless pony. Much to Zecora's surprise, Guardian began chuckling at the end of her story.

"I have not heard such a story like that in a long time. You have a talent for telling stories." Guardian looked across the open field as they left the wooded portions of the path. "I shall head off to meet the foals. I may see you later tonight, if they go to hear your tales."

The zebra gave him a small farewell and headed off down the path. Guardian moved across the field and reached the edge of the farm quickly. He made his way through the orchard, stopping only for a moment to pick an apple, and found the small clubhouse with the fillies and the colt he was looking for.

Guardian heard the muffled voices of the young ponies inside, and chuckled as he detected the excitement in there tones. He moved up the small ramp and was at the door when the voices became clear enough for him to detect both who was saying it and what they were saying.

Sweeties voice came through first. "So, you really think we should hit my neighborhood first? I mean, it would be easier if we started on the other side of town first. After all, not as many foals live there, so we can get the good candies first."

The accent of the yellow filly reached the large creatures ears as he placed a hoof on the doorknob. "Well, Ah think it would be more efficient with the spiral pattern. Pinkie uses it every year, and we all know how much candy she gets." A slight pause. "Is she wearin' that chicken costume again?"

A deeper voice of a colt followed her question as the clubhouse door opened. "I have no clue, but if she does, I wouldn't be too surprised."

Guardian walked into the room and scanned the four young foals. He noticed the blue and yellow outfit on Scootaloo that bore some sort of eye wear he didn't recognize. On Sweetie Belle, he saw a long cape with a high collar, along with something the large creature could only guess was a foal sized corset, and her mane was draped over her left eye and straightened, and next to her was Featherweight in a wide brimmed collared suit with a ruffle on the front of his shirt and he was smiling, showing false teeth with fangs.

The Arachnapony stopped just beyond the doorway and studied the yellow filly he had been invited by. She was in a dark red dress that was form fitting, and had a strange thin cloth on her hooves and legs that looked like black spider webs that connected to the red cloth. All over her leggings were small spider-looking things that shined in the lamp light. Her mane was done up into a tight bun with white cloth that was supposed to emulate webs. She has a dark red makeup that matched her lipstick.

Apple Bloom was about to talk, but she looked over to the doorway as a breeze ruffled through her costume. "You made it!" She got up and ran over to the large creature and hugged him. "Ah would complain about the lack of costume, but you look right for the holiday."

Guardian chuckled and gave the filly a small smile. "I couldn't say no to making sure you four stay out of trouble."

Apple Bloom led him over to the other foals and sat him down. She pulled a map off a box nearby and then pointed to it. "This is our candy route this year. We are gonna get so much candy this year!" She smiled up at the large spider like being.

Guardian only gave the map a brief glance as a few of his eyes noticed little unicorn, and the colt sitting very close to each other, very close to cuddling. Matching costumes and she's blushing... first these two and then Macintosh and Twilight. Why is it that so many ponies are falling in love around me? He chuckled internally at the thought and for a moment wondered whom the other two fillies would fall in love with. His attention was drawn back to Apple Bloom as she stood on the box and looked rather proud.

"Ah think it's time to go get our candy horde! Let's go!"

The four foals cheered and jumps onto their hooves and headed for the door. Guardian got up and followed them out of the clubhouse and too the town. He moved to Apple Bloom and stopped her for a moment and began picking out all the fake webbing.

"What're you doin'?" The filly asked him, looking concerned for a moment.

Guardian removed the last of the fake web and tossed it up onto the clubhouse patio. "Making the costume better." He spun a small amount of his own web and weaved it into her mane and collar. "There, now you are a real spider pony." He smiled down at the filly and motioned for them to continue their trip to the town. The smile on the fillies face was all the larger creature needed to make this trip worth it.

The Princess of the Night gazed upon the stars, her attention focused on her moon and small cluster of stars it was moving over. Her chariot flew through the crisp night air and began descending on the small town below her. This flight will lead to an interesting night. I have a little bit of investigating to do, but I think the ponies need me to scare a few foals first... and that tribute shouldn't go to waste. She smiled at the thought of all that candy. She looked at her guards that pulled the cart and grinned at them as they worked.

Her gaze turned back to the skies and one of her charioteers gave her a small look then returned to his work. The guard couldn't remember the last time he saw the princess this excited about Nightmare night. Despite her best attempts to look calm and composed, she was bouncing in place in excitement and kept giggling to herself.

The guard turned to his companion and talked loud enough to be heard over the wind, but quiet enough to not disturb the princess.

"Captain, have you seen her so happy? She's practically giggling in joy."

The other guard took a quick glance to the princess then back to the landing they were in the process of making. "She hasn't been this happy in a while." She also has been excited about something other than the holiday for the last three days.

Both guards spotted the town square and moved the chariot to the ground. The landing was rather gentle and the wheels made only a small thump on the ground. The princess walked off her chariot and looked to her guards.

"I think you two can go enjoy yourselves. After all, it's a holiday." She smiled at them both as they unhooked themselves from the harnesses. "I shall be playing my normal Nightmare Night role, so feel free to mingle."

The captain and the guard bowed and watched as the princess moved to the beige mare that walked over to them. The pair walked away after a moment and headed through the town.

"What are your plans tonight, captain?"

The officer looked over to his companion. "I'm going to walk around for a while. I think I might find something nice to get Lyssa, after all the candy and sweets of course." He noticed the stallion next to him was walking around as if he had lived in the streets. "You seem to know your way around."

"I've been a charioteer for Luna on Nightmare Night since we awoke, captain. I've had some fun around here with the festival... and met some interesting ponies here."

The captain followed the young ponies gaze and noticed him looking at a pink mare walking around a bakery in a large feathered costume. "Just talk to her, instead of just gawking at her."

"If you say so sir, but to be fair, I think she might be taken. Hard to keep single when your that... pretty, and energetic." The stallion chuckled and sighed. "I doubt I stand a chance, but who knows, maybe she'll remember me when from when I visited."

The officer chuckled some more at the young guard. "Best of luck to you then. I'm certain she's waiting for you, lover boy."

The younger stallion laughed and moved off towards the pink mare. I swear, every time a member of my guards falls in love they act like a foal. He rolled his eyes and continued his walk along the streets. At least he's got something to enjoy and take his mind off work. Sammael stopped at a small stand that was giving out small bats made of candy and took a bite out of it.

The princess is off doing her own little mission, and the private is trying to court a mare. What should I do for the night? He paused and looked around, seeing lots of ponies having a good time as the festival began to reach its full stride. Maybe I should relax a little... and see if those caramel apples are as good as they look.

Slinking to the shadows, Guardian watched his foals, as he had for hours, and enjoyed seeing them compare candy they had just gotten. Their smiles and excited voices told him that they were having plenty of fun. As the group came closer to the center of the town, he could smell sweets being baked, cider being poured into waiting mugs, and the sound of chilling music, and laughter.

He moved to another roof after checking his surroundings, and spotted a low hanging cloud with a pegasus on it. The pegasus was chuckling to herself and stomped on the could to shoot a small lightning bolt at a small group of ponies. He watched the mare laugh as the group shrieked and ran off.

That must have been a prank... a bit dangerous, but amusing.

His attention was brought away from the prankster pegasus and to the pair of ponies that approached the foals he was accompanying. The pink mare was bouncing around and seemed to know the trio of fillies really well; however it was the stallion she introduced to them that interested him much more.

The dark stallion looked normal, except for his bright yellow eyes, and his bat like wings. They survived... he must be a descendant, and the armor suggests that they still serve as guards... He moved closer to the edge to study the stallion as the pink mare talked.

"So, howya guys doing with the candy?"

Apple Bloom looked at her sack. "Pretty good! We are nearly finished with the route we planned. Thanks for the advice last year, it's really paying off."

The pink mare smiled brightly and nodded. "I know all the best ways to get candy." She grabbed the stallion and dragged him over to show him off like a toy. "This is my friend Wind Vane. He’s visiting me while Luna is here."

Wind smiled at the foals as Pinkie held him a foot in the air like he was nothing more than a doll. "Hey there. I work for the princess, so I get to visit every year. This festival is pretty fun huh?"

The foals agreed. Apple Bloom nodded and looked around for a moment. "So... where is the Princess?"

Wind thought for a moment. "Well... she said she wanted to do something before she took part in the scary stories. I think it had something to do with the Mayor or something." He smiled reassuringly to the group of ponies. "Don't worry. She wouldn't miss this festival for anything. She's been really excited about this one this year."

Guardian moved closer to the edge of the shadows and studied the stallion more closely, but as his eyes drank in every detail of the bat guard, he failed to notice the cloud drifting closer. The pegasus on the cloud likewise failed to see large creature on the roof as she spotted the pink pony below. Dash grinned and readied herself to prank her friends.

As Dash brought her hooves down to make a loud thunder crack that she realized something was wrong. Something was changing the electrical energy in the air to curve towards the house. What the heck... She barely finished the thought as he hooves hit the cloud, jetting our the energy she built up and watched in horror as the blot of energy shot towards the roof of a nearby building.

Guardian felt his fur stand on end and turned a moment before he saw the energy shoot towards the house he was standing on. Instinct took complete control of his body, and he leaped out of the path of the lightning and into the air. He gave only a moment to see the shocked look on the mare’s face, before he looked to the ground and saw that he was going to land on top of the pink mare.

He braced himself and used his hooves to grab the mare and force her into a roll, to prevent her from being crushed under his weight. The pair tumbled for a moment as the thunder crack deafened and frightened all the ponies nearby.

The pair rolled twice, Guardians small claws holding onto Pinkie, and they came to a stop as the larger creature dug his hooves into the ground. He stood over the mare and did a quick mental check of his body. Well... this landing wasn't so bad, I've had worse. He spent a moment looking over the mare and found that she was perfectly fine, and much to his chagrin, full of energy.

"Hiya mister spider guy! Nice costume!"

The large creature was going to respond but a shrill scream from a pony a few yards away grabbed his attention. A deep maroon mare was screaming and shouting to any other pony nearby.

"Something is attacking Pinkie! Where are the guards! Help!"

All good things come to an end… Guardian got off of the pink mare and looked around to see a crowd of ponies looking terrified. Well, I think now would be a good time to leave. He gave Apple Bloom a quick look and felt a pang of guilt. There goes her evening of fun...

He spotted the mare on the cloud moving towards him, an angry look on her face. "Get away from my friends!"

She darted through the air, and aiming herself at Guardian. The large spider featured creature sidestepped her at the last moment and watched her almost hit the ground. Sloppy form, and very brash. I really hope she's not a guard.

Rainbow Dash turned herself around in the air and spotted the large creature climbing up a nearby building. She darted after it and was about to catch the large hairy beast but as she closed the gap it leaped from the building to its neighbor and made it to the roof.

Guardian found it rather amusing that the pegasus smacked into the wall, and he even grinned as a long, and very loud string of cusses followed her impact. He sprinted along the roofs, taking only a moment to spot the forest. He leaped across a street and landed on yet another rooftop, and as he landed he could hear the sound of wings flapping. Looking back he spotted the pegasus mare flying after him. She's determined, I'll give her that.

Dash watched as the creature she was chasing leaped across the rooftops with ease, and landed without making a noise. She was impressed by the dexterity such a huge beast could have, but she refocused on knocking the creature around for attacking her friend, and scaring Scootaloo, and her friends. The pegasus picked up speed, and was almost upon the beast before it darted to the left and began running along the side of the buildings, it's hooves gouging holes in the wall, and his claws holding the gutters to keep it from falling.

What the heck is this thing... She changed course and looked ahead to see the edge of town, and the forest coming very close.

Guardian tilted his head so his smaller eyes could focus on his pursuer. He noted the burst of speed she put on, and the fact her eyes kept shifting from him to his destination. She can connect the dots as well. Maybe she is a guard... maybe she had the night off, unlike the other one. Guardian rolled onto the roofs as the pegasus made a dive at him. She can fly, I'll give her that much, but this is getting annoying.

He spotted the edge of the town and leaped from the roof to the ground. He galloped quickly through the open grass and quickly made it to the edge of the forest, stopping only for a moment to see if the mare was still following him. Much to his annoyance she was darting towards him, like a prisim bullet.

Oh come on, just give up! He snorted in frustration, and moved into the forest. He leaped up into the trees, and sank into the shadows of the higher branches. He gazed down from the darkness upon the mare as she stopped in flight once she entered the forest and started looking around for him.

She let out a frustrated sigh and punched a nearby tree. "What kind of coward hides! Stupid monster! Come on out and face me!"

Guardian scowled. He knew she was only mad, and that she was venting, but the word monster rang through his ears, and he felt it light a blaze in his chest. She wants to see a monster? Fine, I'll give her a monster. He moved down the tree, into the moonlight, and snapped a branch loudly.

"Ah ha! Got you!"

Guardian snorted and began leaping through the trees and made his way deeper into the forest, making sure that the pegasus never lost sight of him, but was always just out of her reach. Every time he would slip out of her reach, the mare let out another curse and flew at him faster.

The massive creature looked ahead, and spotted a silver glimmer in the moon light. He put on a burst of speed and landed lightly on a small branch. Just as the mare was going to hit him with all her might, he leaped up into the shadows.

Dash didn't even have time to react as she slammed into what felt like several ropes. The wind was knocked from her lungs and she felt her wings make contact, but as she started to move backwards after the impact she felt something wrong. The ropes stuck to her and her wings. A moment passed as she got through of the daze of the impact.

"What the heck is... this stuff?!"

The mare struggled and pulled against the sticky ropes, but the more she struggled, the more the silver ropes wrapped around her body. She looked around in panic as she realized she was stuck in, not ropes, but a massive web, and that she hadn't been the first thing caught in it.

"Help! Help! The beast has me trapped!" She screamed, and spotted Guardians dark eyes glinting in the moonlight. "Let me go, you monster!"

A deep growling like noise came from the creature. "I'm the monster?" The deep voice sent chills down the mare’s spine as it was filled with a malice she could almost feel on her skin, like the webs on her tangled body. A deep chuckle reached her ears was far more threatening than mirthful. She felt the webs vibrate and move slightly as the creature was moving towards her, as its eyes came closer.

"I'm the monster when I have caused no harm, done no damage, and have only done the best I can... funny, how the pony that shot lightning at me and chased me across a town and into a forest is saying that I'm the monster."

Guardian moves along the webs and stopped just short of the moonlight coming down from the treetops. "No, no, I'm not the monster. I've seen monsters work, and they are far more terrifying than I ever could be. They attack those they don't understand, in fear and anger, and they destroy that which they hate."

The massive creature moved into the light, and for a moment Dash felt her heart stop as she was stared down by the piercing gaze of the eight eyes before her. Her mind screamed for her to fight the webbing, to get free and flee from this terror before her, but her body was frozen in fear, and her only response was to stare at the massive beast.

"I've watched my kin be defamed, attacked, and slaughtered, and all the while, we were the monsters! I will never forget the faces of every one of my kind that I lost, and could not save from the 'morally righteous' beings that destroyed us!" Guardian moved closer and was merely inches from Dashes face, so close that she could smell his breath, and feel the heat from his body. She smelled something rancid on his breath that could only be death, and saw the sharp fangs within his mouth. "I will never forget the ones that called us monsters because they were scared of us, and that they took it upon themselves to eradicate us from this world! You're mentality is a disease that has killed all of my kin but me, and yet I, a creature that has never killed an innocent pony am the monster! No, I have seen the faces of true monsters, and they are not my kind. They are your neighbors, and you tolerate them."

Dash's horror grew as the creature before her scowled, and then went beyond a scowl to something more primal than even hatred. "A real monster would have killed you, and yet I'm talking to you, right here and now. I could kill you so easily." In a blur his fang and head were less than a inch from her neck. He hovered there for a moment and slowly moved up to her ear, his breath hot, but chilling to Dash. "But I won't. You are young, and as such you can still learn to be better than this."

Guardian slipped back into the shadows his eyes never breaking with Dash's. She lost sight of him, and for a fleeting moment, she hoped that the massive beast wouldn't leave her there in the web. A moment after that terrifying thought passed through her mind she felt the webs become loose, and she began to fall. She braced herself as she saw the floor of the forest coming at her, but she never felt the impact. She opened her eyes and saw the ground was just below her, and that some of the web had been used to slow her fall. A moment later the webs were cut, and she fell to the ground.

"Leave my forest, or next time, I won't be as kind to you. Insult me again like you have tonight, and you will never leave this forest again."

Rainbow Dash looked up to the branches of the trees and spotted only a glimpse of the large creature moving into the shadows. The rational part of her mind told her to remove the webs, but she was far too terrified to care and ran through the forest to get away from the nightmare fuel that was her encounter.

Guardian moved through the tree's, fuming over the words of the mare, but a small part of him was very glad he didn't hurt the mare, at least not physically. He reached the grove that the Arbor Lunae dwelled in and moved along the branches, and caught a unusual scent on the wind. He moved into the grove and spotted a figure standing near the tree.

I've just about had it with ponies tonight. He moved in and was ready to strike if the pony moved closer, but he spotted something that made him relax. He moved down the tree and moved up behind the pony and bowed.

"Belial, I thought you would have been here sooner. I did leave you an important task."

Guardian looked up. "A thousand pardons, I had other responsibilities tonight that needed my attention."

"Rise then, and greet your princess properly."

Guardian got up and looked upon the princess of the night. She smiled at him and looked at the tree. "We have much to discuss my Guardian."

"Yes, my Matriarch."

Author's Note

Happy Nightmare Night!
Wait... damnit I missed it! What's the next most terrifying holiday? *searches around through several calanders* The hell is a Valentines day? Screw it, it sounds scary enough to me.

Sorry about the delay for this one. Couldn't get in the writting mood, but now I think I found it again.

Secrets in the Light

Panic had set in on the town of Ponyville. The news that a monster was in the town had caused most of the civilians to scream and run, looking for friends, family or loved ones to make sure they were safe. All, save a group of five mares.

"Twilight, dear, why are you taking us to the library? We need to help the townsponies calm down." Rarity spoke with a deep concern for her fellow ponies. She was going to plead with her friend some more but was cut off.

"Because I need to let you all know what we are dealing with..." The unicorn spoke quickly, and in an urgent tone. "Besides... the guards are doing that and they are better at it. It's what they are trained for."

The group moved through the streets towards the Tree Library, stopping only a few times to avoid a panicked group of ponies, or to help a foal and their friends to a safe spot. Once they reached it, they moved into the main library room and Twilight moved to get several books.

Applejack walked up to Twilight, and spoke in a hushed tone. "Twi... do you think they will freak out? Ah mean... Guardian isn't exactly a teddy bear..."

Twilight sighed and nodded. "He's not, but they at least deserve to know, and hopefully, Dash won't hurt him... or worse, he won't hurt Dash..." The unicorn got another book and moved to the large circular table in the middle of the room.

"Okay... so..." The mare shuffled as she looked at her three friends that hadn't met the large arachnapony. "Well... there is something you need to know about the creature that was spotted today... I have seen it before, and so has Applejack."

The three mares looked between their friends, and remained silent for a moment, before Fluttershy spoke. "Wait... you've seen it before? So, what is it?"

Applejack answered. "He's not an ‘it’, he's called Guardian, and he's an Arachnapony. Think part pony, part spider." She explained everything she knew about him, and how he and Apple Bloom became friends. "So... yeah... he was in town to take part in the festivities... and then he fell onto Pinkie."

The farm pony finished her explanation, and noticed that three sets of jaws were hanging open, shocked expressions on their faces. Much to Twilight's and Applejack's surprise, the first thing spoken wasn't shock, but disappointment from the pink earth pony.

"I haven't thrown him a welcome party yet! I need to get that planned now! Apple Bloom could help me with the food and decorations for it. Does he like Cider?"

The farm mare blinked a few times. "Ah guess... maybe?"

Pinkie pulled out a notepad and a pencil and began jotting notes down while muttering something that sounded very close to "get lots of cake" as Fluttershy raised her voice.

"Does that mean he is what has been scaring and..." She swallowed and shuffled nervously. "...eaten some of the forest animals?"

"Ah think he is... he is part spider, and I think that means he's a carnivore..." Applejack swallowed as her friend paled. "Sorry Fluttershy... If you meet him, you may get an apology or somethin'..."

Rarity looked at some of the books Twilight was now flipping through. "So, I take it that once you met him, you began researching him, and everything about his... kind?"

Twilight nodded and flipped through some pages of a tome. "I did. I have tried to do as much as I can, but one piece of information keeps eluding me; their origins. None of the legends even mention how they were made. They say what they are made of, and most of that is useless. I mean, how do you make something from fear. "She sighed. “But none of them say if they evolved, or were made with magic or anything. "

The still cheery voice of Pinkie brought all of mares attention to her. "So, what are we going to do? I mean, the town is more panicked than when Zecora used to visit, and I think he might be a little bit scarier then she is. I mean, she isn't scary anymore, unless she wants to be, but you know what I mean right?"

She was answered with a few confused half nods. The violet unicorn took a moment to clear her throat then spoke in an almost matter-of-fact tone.

"Well, we will simply have to tell the town that he is not dangerous, and they he wouldn't harm anypony..." Uncertainty crossed her face and made her tone weakened. "That will work. Right?"

Her friends shuffled and looked at each other. They all knew that the townponies of Ponyville were not the bravest. Several members of the town had gone into a full-blown panic over a bunny stampede, and some even fainted at the terror it had caused.

Rarity gave a small cough. "Well... perhaps we can at least assure them that he won't harm any of them... as long as we can make him promise to not come into the town without warning..."

"Rarity! He's not dangerous, and he's a friend of mah sister. Ah think he at least deserves to be able to come to town now and then. We didn' put that kind of limit with Zecroa."

The white mare shuffled and looked embarrassed as her friend gave her a stern gaze. Fluttershy moved to Applejack's side and gently placed her hoof on her friends shoulder.

"I think we should focus on getting the town to be okay with him being in the forest... we don't want them forming a mob and going after him... they could get lost, or... "She shuffled at her thoughts. ”Worse."

The mares nodded and gathered around the table to think.

Silver made his way through the packed streets, with Sea Mint close behind him. They stopped for a moment as a group of mares ran in front of them, nearly falling over each other in their panic to get to another side of the street. As they set off again, the mare voiced her concerns.

"So... what was that monster, and why are we running for the mansion? Couldn't we help the guards to stop the panic?"

Silver looked at her, and then bit his lip. "Well... I know what it is, but you might not believe me... and I need to talk to Rich. He might be able to help me."

"Help you with what?" The pirate mare asked as they made it to the edge of the district they were in and made their way on the road that led to the Rich Mansion.

Silver slowed to a walk, and took a breath. "Well... this might sound nuts... but um, I'm here to hunt a monster, and that was the monster I am here to hunt."

He watched the mares face as she opened her mouth confused, and then, much to his surprise, she smiled. "Right, and I'm here looking for booty." She stopped and chuckled for a moment and muttered something he couldn't hear. "Come on, you are in a costume that gives away that joke."

"What?" He looks at his costume and rolled his eyes. "No, I'm being serious. I'm a monster hunter."

Sea Mint chuckled for a moment, then noticed that the look on her companions face was completely serious, and unwavering.

"You're... you're for real... holy crap, that explains the trophies in your fathers study, and that book you kept reading the other day... and those weird packages I had to pick up..." She sat on the side of the road and rubbed her eyes for a moment, letting out an exasperated groan. "Great... I was hired by a mad-stallion to be a consort for his son..."

It was Silvers turn to be confused. "Consort? What do you mean?"

The mare sighed and gave her friend a reading gaze for a few moments. She noticed that he was genuinely confused at her words.

"Well, since we are sharing secrets... I'm not a maid... in talent or in profession..." She rubbed her foreleg for a moment and gulped nervously, almost embarrassed by the words coming from her mouth. "As you noticed when I put my costume on, I have a strange cutie mark for a maid... and well... I'm a Call Mare."

All she got was a baffled expression in return. Silence fell between for a moment and she stood up and removed the coat of her costume, leaving the corset, boots and blouse. She was suddenly feeling very warm at the turn of this conversation.

"You know... a call mare, street worker..." The expression of her friend remained. She bit her lip and rolled her eyes. "Wow... sheltered... I'm a whore."

Silvers jaw hit the floor in an instant and he could only gawk at his companion. "You're a prostitute!” His surprised was quickly replaced with yet even more confusion. “Why would my father hire a prostitute for me?" He exclaimed.

"Well, he wanted me to be your first time. When he hired me, he said it was something to do with boosting self-confidence and something about you being more dominate with others."

Silver continued his look at Sea Mint and finally bit his lip. "So... he made you join me... because he wanted you to make your move?" He shuffled as a heart sinking thought crossed his mind. "Does that mean we aren't actually friends?"

"No!" She stammered "We are friends... but well... you're friends with a whore... so... um... I don't really know where we go from here. I mean... you weren't supposed to find out, and I was supposed to be 'fired' after you and I did the deed."

"Oh... I guess that makes sense..." He groaned and rubbed his temples. "Great, yet another thing my father thinks he needs to help me with." He looked at his friend in her eyes. "So... I guess both of those are in the open... I need to kill a spider like creature... and you um..."

"I'm your friend, even if I am a prostitute." She walked to her friend and hugged him for a moment.

Silver returned the hug. "Don't say it like that. Our talents are something to be proud of, no matter what it is." He grinned and Sea Mint giggled at his simplistic view of her profession.

"I suppose that's fair enough. So, we need to get to the mansion?"

The stallion nodded as a cool breeze passed through their manes, chilling them both as they resumed the journey to the mansion. Silver looked over at Sea Mint as she draped her coat now over her back and moved a little closer, a sudden feeling of strong friendship with her surfacing in his chest. They had just shared their deepest secrets with each other and neither of them so far think the other is insane or weird… or at least he hoped so.

"You seem really calm for somepony that found out her friend is a monster hunter..."

She shrugged and glanced over at him. "Well, I knew something was weird when your father paid me five times my asked rate, and he also never lets any of the maids clean his desk... not to be mean, but he's sorta a jerk..."

Silver chewed on his tongue for a moment, unsure if he should say what was on his mind. The feeling of closeness with her made his mind for him.

"Yeah... he's never been that emotionally close to anypony since my mother left him."

Sea Mint moved closer to the unicorn, now walking only a small hoofs reach away now and gave him a small comforting nuzzle. "I'm sorry to hear that... is she um... dead?"

The stallion shook his head. "No, they just divorced. My mother didn't like how he was... obsessed with his job as a banker for a lot of companies, and well... the whole hunting monsters thing also didn't help."

"Oh..." The green mare replied. "So, do you keep in contact?"

The stallion nodded and smiled. "She gets three cards a year and we write back and forth." His expression softened and his smiled warmed the mare next to him. “I always look forward to her letters… they make my week every time. Would you like to know about her?”

The pair continued on their walk, talking about Silver's mother, a restaurant owner and chef, walking side by side. Sea Mint moved next to him, only an inch between them at the most, and as Silver told her of the time he tried to cook a recipe his mother sent him, she rested her head on his shoulder, now aware that he was a little taller than she was. As they walked, they forgot their hurry, and just thought only of the intimate conversation they were having.

In the confines of his manor office, a middle aged unicorn stallion of deep silver, and his mane a light golden sheen, was enjoying the company of a few stallions, old comrades of his, many of whom he had spent years of his life as an equal, but now he was their superior. That was the way he preferred it.

"And so, with your humble permission, we should try to establish a hold in the Crystal Kingdom. Their position globally could allow us access to the rest of the world." A grey bearded pegasus stallion spoke, his voice dry and almost dry to listen to. The stallion in question was in a red robe, and had a mare far younger then him sitting on his lap, giving him a massage and stroking his mane. The stallion chuckled and whispered something to the mare, and took a swig of a glass of brandy in his hoof.

The unicorn at his desk nodded and took a sip of his own drink. "I agree. However, the princess of that kingdom will be hard to get a council with. Her nobility that she has court with are well established..."

Another unicorn, this one of a deep red and a bright blue mane nodded. "It would, but I'm certain we could persuade one of them to join our 'enterprise.' After all, we have persuaded a few nobles before."

A mare in a maid uniform with a far too short skirt walked by, and the stallion gave her flank a slap, causing the mare to give a small yelp and blush at the unexpected treatment. None of the mares there were going to complain. They were paid to provide entertainment, and to stay silent.

The silver unicorn at the desk was going to respond, but he stopped as the door to the small lounge opened. In walked an older stallion with a well-trimmed grey mustache and a perfectly kept butler uniform walked in, spending only a moment to give a small glance at the guests his employer had before the stench of burning wood, well-aged brandy, strong perfume, and something far less gentle to the nose reached his nose. With a fair amount of his willpower he did not so much as wrinkle his nose at the strong scent, but addressed his boss with a voice with a well-practiced calm.

"A message for you sir. Brother Rich sends it, and says it is of the utmost importance."

The stallion at the desk nodded. "Very well, bring it to me. I hope this isn't an invitation to a hoedown, or whatever Ponyville considers a formal gathering."

The other stallions and the "maids" they were with let out a chorus of laughter as the butler moved across the room, and gave a small scroll to the stallion. He was distracted for a moment by movement near his master’s chair, and caught a moment’s glance of a peach mane bobbing, and in a moment of silence, heard a lewd smack. He refocused his gaze to a painting of the Equestrian Mountains on the wall, and did his best to block out all but his employers voice.

"Seems he has some good news for me after all... my dear ‘maids’ leave me with my colleagues. We have some very delicate matters to deal with."

A few groans of disappointment left the stallions, but the mares seemed indifferent to the matter, and began collecting the empty bottles, and one emerged from the desk. As group left, one bright blue mare gave a wink to the butler as she noticed that he was watching them leave. The butler merely huffed and returned his gaze to the stallion at the desk.

"Shall I send a message to Brother Rich in return then sir?"

Silver Tongue nodded. "In a few minutes. I shall have one for him then. Bring me some more brandy. I seem to be running low."

The aged stallion nodded and left the room, leaving the group alone in the well-used lounge. The door shut with a soft click and the stallions gathered around the fireplace looked to the stallion at the desk.

Silver Tongue read the letter once more and smiled. "I see Brother Rich has made a very important discovery."

He placed the scroll down and looked at the others as they remained silent, waiting for him to explain, if we was going to. The unicorn looked each in the eyes, then pulled out a old carved pipe, packed it with tobacco, and lit it, puffing for a few moments then speaking, in an almost malicious way.

"He has found something we need to hunt, or rather, I wish to hunt. A worthy challenge, and a terror that needs to die. This beast attacked some civilians and is on the run." He took a puff, and drank in a dark enjoyment at the enraptured looks on his guest's faces. "I shall require the best hunters under your command, and I'll need them within the week at Brother Riches home in Ponyville."

If there were any objections, the other stallions didn't make them known, but the annoyed denial on their face's was like a sweet wine to Silver Tongue.

"Now then, leave me, and make the arrangements for my hunters. I have some other matters to attend to."

The stallions gave sideways glances at each other and slowly made their way out of the lounge, leaving the other stallion at his desk alone. The unicorn took another puff from his pipe, and slowly got up from his desk. He made his way over to the fireplace and used a quick spell to put out the fire, and left the room. A small journey through the well decorated halls of his expansive ancestral home and he reached his personal office.

He locked the door before he sat behind his desk, and opened a the large drawer in the middle of the desk, and reached under it, popping the bottom up, and pulling it out. A false bottom to hold something far more valuable than any document of his legitimate profession. In the second drawer was a journal that was as old as his family. The personal tales of the first hunter in his family, and the founder of his order.

My ancestors hunt failed. Looks like some of the beasts escaped their wrath. I shall enjoy finishing their work, and mounting another trophy on my walls. He looked at the manticore skull on his wall, next to the stuffed cockatrice. They were only two of the many beasts he had hunted, and he took joy in their ends. He may have founded the Children of the Rising Sun, but I shall accomplish it's original task.

This book had taught him so much about what it meant to be a hunter, and what the real purpose of his order was. It taught him, with the words of wisdom from an ancestor, what sorts of evils and monsters lurk in the shadows.

He looked at the first page and read to himself. "This is the Journal of Iron Quiver, son of Quick Silver, and I have sworn my life to hunt the beasts that drove my mother mad. The Spiders shall bleed for ruining a noble lady that she was."

He closed the book and smiled at his refection from a nearby window. “Soon, one more will die, and I will make sure none other survives.”

The Hunters on the Prowl

The train rumbled along the countryside of Equestria, the gentle hills of the southern lowlands going past the windows. It was like a painting had come to like, and the stallion looking out the window drank it in like a fine wine.

Such a pity I can't watch this more often... I love long train rides like this... The dark red stallion smiled as he spotted a small farm in the distance. It looked like an orchard, maybe citrus fruit by the colors in the trees. He gave his wings a small flap and looked to the small scroll in his traveling coat: A job, given to him by his usual employer. He let out an annoyed sigh at the thought of it. He hated the fat noble that employed him, and worse, the lazy stallion that paid him had a boss that had asked for the best, and of course his luck would have it that the noble would pick him.

I hate this line of work... I'm not some game hunter for nobles to get their cheap thrills. He pulled the scroll from his jacket and read it.

Red Trail, you are to report to the Town of Ponyville, train tickets have been enclosed to get you there. Report to Brother Riches manor —

The stallion rolled his eyes at the term 'Brother' and rubbed the bridge of his nose. Another part of his job he hated: The stupid ranks and secrecy of the group the noble was a part of. Still... they pay well, so let them have their little fantasies, besides… it’s not like it can get worse. He looked back to the scroll.

And await the others assigned to this task to arrive. Once there you will receive further instructions. Do not fail the Order.

The bottom of the scroll held the seal of the noble made from bright yellow wax. Trail rolled the parchment back up and put it inside the coat. He knew there were parts of the job he hated, but other parts... other parts were worth every second of suffering through the pompous stallions he worked for.

Before the nobles he worked for now, he was a tracker of big game in Zebranica. He loved those plains, and the forests, and he sorely missed the exploration of those lands, but that was then, and now... now he was a tracker of a whole different type of game. Monsters; ones that were supposed to be legends, or dead.

He moved back in his seat and watched the landscape roll along. He smiled as he spotted a town in the distance. A small stop for more passengers, and perhaps his stop.

“Next stop, Trottingham! Next Stop is Trottingham!” A conductor yelled in the distance.

I suppose now would be a good time as any to get some refreshment. The pegasus rose from his seat and made his way towards the back of the train. Moving his legs was a nice change of pace, and it gave him something to do while he waited for the train to stop. His trip to the food car of the train was uneventful, save for the small surprise that they served soft pretzels, but his return to his seat held its own small surprise.

He had been lucky enough to get an entire compartment of the train to himself, but now there was a unicorn mare sitting on the seat opposite of his own, and was looking at a pair of scrolls floating in front of her. One was Trail’s, and the other the pegasus assumed, belonged to the unicorn of pitch black.

The unicorn spoke in a dull, near lifeless tone. “I see we have a common employer…”

The pegasus moved into the compartment and closed the door. “Who are you?”

The mare didn’t look away from the scrolls with her pale blue eyes. Her only action was to move her long dull purple mane out of her eyes.

“A fellow hunter. You work for Lord Fat Feast… you have my condolences…”

Red Trail nodded and maintained his gaze on the mare. “Who do you work for?”

“Lord Blackmane.” She finally looked to the pegasus and looked him over. “You lack the build of a hunter…”

The stallion took his scroll from the mare’s aura and sat down opposite if her. “That’s because I am not a hunter.”

The mare cocked her head a little to the side and looked at him in silence for a moment.

“Not a hunter…” She looked him over again with her dull eyes. “Then what are you?”

He placed the scroll away and looked to the unicorn. “I am a tracker… speaking of which, how did you find me?”

She pointed to his scroll. “I have been watching you for nearly an hour.” She shrugged. “It was easy to figure out if you worked for the order, once you read the scroll for the fifth time.” She chuckled. “In the public too.”

“I was curious as to what the job could be.” He spoke, his tone defensive, as the mare made it sound like he was showing everyone the scrolls contents and was boasting about it.

“What’s to know?” She grinned and sat back in the chair, placing her hooves on the adjacent rests. “Find a critter, kill a critter. It’s not rocket science.”

He snorted at her in annoyance. “I’d like to know what it is I am looking for. Going in blind is a stupid way to handle a situation like this.” He looked her up and down. “Wouldn’t you agree?”

The mare nodded and laid on her back. “I see your point… our boss is not one for sharing everything. He didn’t even say how many would be on this little mission in my letter.”

She shot him a smile, showing him pearly white teeth. “Say, we don’t even know each other’s names.”

He raised an eyebrow, and the closing of the compartment door brought his attention to the fact that her horn was softly glowing.

“You know my name, it was in the letter.”

She nodded. “I do, but I like having the conversation.”

He gave her a tentative look for a moment then sighed. He might as well play her little game.

“I’m Red Trail. You are?”

She rolled onto her side and held her head up with a hoof. It took him a second but he realized she was trying to pull off a pose that a mare would do for a dirty magazine. He maintained eye contact and smirked at her.

“I’m Shade. I’m a master poisoner, and an expert on all things toxic.”

He raised an eyebrow at her.

“And is there a reason you are doing that pose right now?”

She pouted at him. “A simple compliment would have been nice.” She flipped her mane. “Can’t a mare just flaunt her ‘talent’?”

A sigh was all she got from him and he heard her giggle in response.

“You can relax buddy. We’re friends on this little trip.” She smiled suggestively. “Friends that may have benefits.”

I was wrong… this trip might be getting worse…

It had been three days since Nightmare Night, and the town was still abuzz with the news of a new monster living in the forest. Nearly every conversation had mention of it among the younger ponies, and many of the adults found the conversation worth having as well. Rumors spread about the possibility of what the beast might be, how it got into the town, and some were say that it was an elaborate hoax in honor of the holiday.

Only a few ponies knew the truth, and none of them felt it was wise to spread the news. Most of them did it to avoid a panic, and one such of those ponies was standing outside of a manor on the outskirts of town.

Silver stood outside the manor of his host, a small grimace on his face as he read the letter from his father again. He had be congratulated for finding the monster, and that as a reward he would be allowed to join the hunt. It would be 'a journey into stallionhood' his father claimed in the letter.

That's a great reward... put me in harms way with a creature that could rip me in half... He sighed, folding the letter, and returned his attention to an aged tome that had been sent to him with the letter. He turned to the last page he was on but heard the sound of hooves on dirt. He spotted a familiar mare walking down the road. His grimace faded to a smile and he waved to the sea green mare.

"Hey Mint. How was your trip?"

As she drew closer he spotted a few bags of groceries, and moved to her, transferring a few bags from her aura to his own. Mint grinned at him and flipped her short mane out of her eyes.

"It wasn't too bad. Stuff is so much cheaper here than in Canterlot. A lot of it comes from the local farms."

He chuckled. "Small town living. It's sorta nice and way quieter... aside from the monster attack..."

The mare nodded and moved into the manor, swaying her hips once she caught Silver looking. "Speaking of which, did you hear from your father?"

Silver shook his head and looked her in the eyes. "Yeah... He sent a letter." He placed the bags down on the table. "He's sending some hunters here from the order, and he will be joining us shortly after..."

The mare stuttered. "He's visiting?! Oh, that's not good..."

"Why not?"

"Because if he sees me being your friend, I'm fired, and then I'll have to leave..." She groaned.

Silver shuffled, uncomfortable with the thought of losing a friend. He nodded and sighed heavily.

"I guess you'll need to put the outfit back on."

The mare nodded and shuffled for a moment. She looked around the manner to make sure they weren't over heard.

"There is another part of the contract I need to do before he gets here..." Silver watched her lean in to whisper to him. “It’s about me and you… um… doing the horizontal tango…”

The stallion felt his face warm up as he blushed as she turned around and playfully whipped his muzzle with her tail. He watched her walk off in search of her maid uniform, and wondered if she really meant that, or was teasing him again.

His attention was brought away from his friend to the sound of the front door opening, and Rich walking in, followed shortly by his daughter.

“Silver, I’m glad you are here. I wanted to ask you to do something for me.”

The pink filly walked past them, scoffing at the bags of groceries as she went. Silver rolled his eyes at the sadly normal behavior of the filly and nodded to the stallion.

"Of course. What do you need?"

Rich chimed at him. "Well, as you know, there are some 'guests' coming over, and I need you go to the train station and meet them at the platform."

The younger stallion nodded. "I can do that. How many am I meeting?"

Silver tried his best to hide his unhappy tone, but the father that stood before him missed nothing.

"Silver... I'm not exactly thrilled with it either..." The stallion sighed. "I'd rather this have been a simple visit from a friend and his girlfriend than a business visit."

The unicorn was going to protest, but he saw the smile on the older stallions face.

"I know, she's a friend. Still, you have an hour before their train arrives. I'd get her and head out."

The silver unicorn nodded. "You got it..." He paused for a moment and regarded the elder stallion. "Thank you for being so accommodating with Sea and I."

The stallion chuckled. "Of course. I enjoy good company, and you both have been very welcomed guests."

Silver gave the stallion a nod and moved up the stairs, and spotted Sea carrying her uniform. The unicorn mare noticed him and he could see the corners of her mouth rise in a flash, a mischievous flash in her eyes.

"Hey, you come up here to watch me dress up?"

"No... but I want you to come to the train station with me."

Confusion was all he got in return as she shuffled with her uniform in one leg. "Um... okay... why?"

"We need to meet some... guests at the station." He walked her to his room. "Just leave your stuff in my room for now. We have an hour to get there."

The mare sighed, slight disappointment on her features. "Great... any idea who these ponies will be?"

Silver shook his head as they made their way through the manor. "No, but they will be hunters... if they are anything like the rest of the ponies I have met from the order, they will be horrible to be around."

They made it to the door before Sea spoke again. Her tone was soft, her voice barely a whisper to the stallion, and she shuffled for a moment before she spoke.

"You're pretty nice to be around."

Silver felt his stomach flip as he glimpsed the gentle smile on the mare's face. He grinned back after a moment and opened the front door for her.

"Thanks... you're pretty nice to be around too."

The mare blushed in return and walked out, playfully smacking his muzzle again with her tail. She let out a small giggle as they began their trip to the town.

"Looks like we are flirting." Sea giggled playfully a little as the blush on the stallion she was with deepened. She gently nudged him on the shoulder with her own. "Hey, come on, this is nice." She joked. "If you want me to stop, just say so."

Silver smiled sheepishly and looked Sea in the eyes. "Please don't stop... I like it when you flirt."

The pair giggled and Sea moved close to her companion, resting her head on his shoulder. Silence fell between them for several minutes, and as they began navigating the streets of the town, the unicorn mare spoke once more.

"So... I know about your father... but what about your mother?" She asked, looking up at Silver. "Does she stay in contact with you?"

The stallion nodded and smiled. "She does. She sends letters and I write back to her." They turned a corner and spotted the station down the road. "She's been staying in Stalliongrad for the last two years. She works in a museum."

The unicorn mare nodded. "Are your parents still married?"

"No... they divorced a few years ago." Silver spoke, his voice choked for a moment. He surveyed the clear sky for a moment before he spoke again.. "She never approved of my fathers work... but she stayed with him for as long as she did for me." He smiled, a bittersweet thing for the mare with him. "I'm planning on visiting her for Hearths Warming this year."

Sea felt a rush of sympathy as she saw the unicorn next to her blink a few times and swallow hard. The pain of being away from his mother was easy to read, but the fact he was smiling told her of the love he had for the mare that gave him life.

"She has a great son." She beamed at him. "She should be proud."

"She is." He smiled at green mare. "She says so in every letter."

They entered the station, and took a seat on one of the few benches it held. The station was very small, which matched the town it was a part of perfectly. It was an open air waiting area, with the ticket masters in shared booth. The current ticket master was an elderly unicorn stallion of light blue that was changing the arrivals and departure times when they passed him.

The pair settled on the bench, ready to wait out the last of their wait as comfortable as they could get. Sea placed her head on the stallions shoulder and smiled as she felt his heart beat, and listened to his breathing. Minutes passed as the sun warmed them, and a gentle breeze cooled them every few moments.

Sea studied at her companion and smiled warmly. "Hey... um... I want to thank you for all you've done..."

The silver coated unicorn turned his attention to his companion. "You're welcome... but... what did I do?"

The green mare scooted closer to him. "You treat me like a pony, and not like a whore..."

"Oh... Well, to me you’re not. I met you as a maid, and I’m still not certain you are." He gave her a chuckle, tapping his hoof on the bench. “You're just a really nice and pretty mare that I am friends with."

He watched the mare blush and felt a rush of warmth, and a small skip of a beat of his hear as she smiled back to him. A gentle breeze came past them and blew her mane a little. The sight was something he found strangely mesmerizing to him and he found himself staring at her for several moments. The mare's blush deepened a little and she leaned closer to him, their faces inches from each other.

Sea gave him a half lidded look that smoldered though his body, and she smiled as her look made his blush deepen. She could feel his breath on her lips and it sent shivers down her spine, and she hoped it did the same to him. The stayed like that for a moment, both of them holding their breath, waiting for other to make the next move. Sea closed her eyes and began that final move, ready to bridge that little gap.

They both jumped a fraction of a second later as the shrill whistle of the train pulling into the station. They shuffled up from the bench and broke their gaze from each other to the cars of the train.

"Looks like... um..." Silver gave a small cough as he took a breath. "Our guests are here."

Sea nodded and let out a small sigh, and her gaze shifted from the train to Silver. "Wonder how we can tell who they are?"

The doors of the train opened up, and only a small group got onto the platform. A pair of mares, one pink with a blue mane, and the other blue with a pink mane, were talking to each other quickly in a language that neither of the ponies waiting on the platform knew. The next pony off was an elderly stallion that was hugged by a few foals and was welcomed by a mare that looked very similar.

The final two were a jet black unicorn talking to a red pegasus. The unicorn was grinning at her traveling companion, and the pegasus seemed to be annoyed by an unseen action. Silver's first thought was that the stallion across the platform was mad at the mare, but he was carrying a few bags on his back, and the mare had none.

"I'm not going to do that." The red pegasus stated flatly, his annoyance clear. "Feathers are not meant to be used like that."

The mare chuckled. "Oh come on! It could be so much fun!" She spotted the pair of ponies sitting on the platform, just in front of the bench. "You think that's the welcome party?"

The stallion shrugged for a moment then his eyes snapped came upon Silver. "Yes. If I am not mistaken, that is a member of Lord Silver's household..."

Shade focused on the silver stallion for a moment. "Looks too young to be Lord Silver... his son?"

The red stallion nodded. "Must be. We should introduce ourselves."

The duo from the train moved to the ponies on the platform. Trail gave a small bow to the unicorn stallion and gave the younger pair a look over.

"Are you a member of Lord Silver's household?"

Silver nodded his face in a polite, but friendly smile. "I am. I'm Silver Lining. This is Sea Mint." He glanced to the black coated mare for a moment then to Trail. "I take it you two are here to visit Mr. Rich?"

Trail spotted the extra emphasis on the word mister that the younger stallion used. He liked that the younger stallion wasn't using the term 'brother'. He returned the smile with his own. "We are. I am Red Trail, and she is Shade." He gave a small gesture to the mare as she gave a curtsey to them both. "Shall we head out? The trip was rather..." The red stallion looked over to Shade again. "Tiring..."

The black mare giggled. "You know you liked it." She winked to the other ponies and laughed at the clenched jawed look of the pegasus.

Silver motioned for them to follow him and Sea. He didn't know what the mare was trying to do, but he didn't want it to happen in public, least of all in front of foals. "Then let's get to the manor. I'm certain Rich has a room ready for you both."

The four ponies set off down the road, Shade looking around and occasionally stopping to inspect a shop window, and running back to the group. They reached the edge of town before Shade spoke up.

"So, what are we hunting exactly?" She glanced at Sea for a moment, as if noticing her for the first time. "And is she allowed to know... because I can kill her if she's not."

Sea gave a weak smile to Silver, but her smile fell when he gave her a look that clearly told her the mare was serious. The green mare felt the blood drain from her face at the thoughts of what could happen to her. Silver turned his gaze to the jet black unicorn.

"She's allowed to know. I trust her." He saw a blush and a wide smile from Sea before she turned her head to hide it from the other two ponies. "We are after something called an Arachnapony. It's—"

"A monster that can kill with venom so potent it is said to be able to melt steel!" Shade exclaimed and was hopping from left to right. "If we kill it can I milk its venom!?"

All three ponies gave the mare surprised, and in the case of the green mare a horrified look. Silver swallowed for a moment and nervously nodded.

Trail raised his eye brow at her. “How do you know about it?”

She gave a self-satisfied look and gave an almost dancelike shuffle. “I’ve raided a few libraries.”

Silver swallowed and cleared his throat. "Uh... sure... you can do that... but killing it is not going to be easy."

Trail spoke up from the back of the group. "Is this beast truly this... dangerous? Surely it is no deadlier than any other the order has slain."

Silver nodded and shivered. "It's one of the beasts that caused our order to be founded." He looked back to Trail. "These things are said to be evil incarnate... and our order has records saying that lone arachnaponies have killed over ten hunters before they were even sighted..."

The red stallion’s eye brow rose. "How long ago was this?"

"Nearly eight hundred years ago... maybe seven hundred." The younger stallion stated. "I have very little to go off of... most of the book claim they are merely stories..."

"So, there is little useful information about them then. That’s nearly myth territory." Trail bit his lip in thought and let out a small sigh of acceptance. "We'll have to work from scratch then."

The four ponies finished the last leg of their journey in silence. As the manor came into sight, Shade let out a small whistle. "Cozy little place ain't it? This Rich guy must be loaded."

"His name is fitting. He's a pretty down to earth stallion as well." The younger mare responded, looking over to the black coated mare. "I'll warn you now though... his daughter is... less than pleasant to be around."

A wicked grin came from the older mare. "Spoiled rotten, and is a brat?"

The younger duo nodded together, and both let out a small smirk of annoyance.

"Give me ten minutes with her. I can correct that." Shade let out a chuckle that made Silver certain that Diamond would not enjoy it at all.

Shade's mirth was cut short by Trail. "I doubt that is needed. I don't plan on being here long enough for a filly to annoy me."

The black unicorn pouted at the stallion. "You hate fun."

He shrugged in return as they reached the yard of the manor. They were met at the door by Rich, his tie a little looser now that it was well past the end of his work day. He gave the group a smile that was friendly, but also a little business like.

"Hello, I am Rich." He greeted the two new ponies. "I need to speak to you all about your rooming situation." He spent a moment looking at Shade, as she was studying the porch of the manor. "Unfortunately, not enough rooms will be ready for everyone to have their own, so some of you will have to share."

"Dibs on Trail!" Shade shouted and beamed. Trail's hoof met his face as he let out a small sigh. Rich nodded and smiled back to her.

"That makes things easier to me." He turned his attention to Sea and Silver. "Sea, I've already moved your things into Silver's room. I figured it would be easiest if you two shared, since you know each other pretty well."

The younger pair shared a fond glance to each other and nodded in unison. Rich smiled and motioned to all of them to enter the home.

"Wonderful. Dinner will be in an hour or so. You have till then to settle in."

A few hours had passed since dinner, and Silver had spent them looking over several books while Sea organized the room so they could be comfortable. Much to his surprise, she had reoriented the room in that small span of time, all without moving the desk we was at. Her final project in the room was doing what her cover was supposed to do. She was making the bed and doing so with a smile.

The stallion closed the tome he was holding with his magic and turned to her. "Wow... you work quick..." He cast his gaze around the room and noticed a small problem. "There is no way we can get another bed in here..."

"I know." She chimed as she placed the pillows on the bed. "I don't need it." She giggled at his befuddlement and her hoof tapped the bed she was working on. "I got a perfectly good bed in here already.”

A few blinks were all Silver could manage. "But... where am I sleeping?"

She pointed at the same bed. "On the bed."

It took the silver stallion a few moments to comprehend what she meant, but once it clicked for him, his eyes widened and his stomach did a flip.

"You mean... we are sharing?" He asked. "I mean... we can get another bed..."

She shook her head and giggled at him. "Not on your life. This bed is plenty big enough for us both... at the same time." She beckoned for him to move onto the bed. "Come on, it's not that big of a deal. We're friends after all."

Silver found her smile infectious as he hopped onto the bed. "I guess you have a—"

One moment, he was sitting up next to his first friend his age, and the next he was on his back, and she was on top of him, straddling his stomach and pressing her barrel to his own.

"We have some unfinished business." Her horned glowed for a moment and he heard a small click from the door across the room.

"We... we do?"

The view of Sea from beneath her was breathtaking to Silver. The way the candle light danced off her mane reminded him of a painting, and the way her eyes seemed to glow with alacrity made his heart pound. He had never felt like this before.

She nodded and leaned in, her muzzle a hairs breadth away. "We do." She gave a playful smile as their breath mingled. "We were interrupted by the train."

Silver felt her hoof begin tracing a circle on his chest. He liked the way it felt and he shuffled a little, adjusting to the weight of her body, and the warmth. He couldn't get over just how comfortable he was with the warmth of her body.

"So, wanna pick up where we left off?"

He stared into her ruby eyes and tried his best to say anything. A few failed attempts later he nodded. His ears were graced with the silk like notes of a low hum from her, and the next moment, their lips locked.

He was in bliss, and felt slightly disappointed as she pulled away. His disappointment was short lived as he saw her half lidded stare.

"Don't worry." She shifted a little down his body. "We're just getting started. By the end of tonight, you’ll believe me about my profession."

He felt his heart skip a beat as her velvet lips resume their intricate dance.

Soup in the Forest

A dark red stallion walked through the halls of the Rich Manor, stopping only for a moment as he passed the room housing Silver and his companion as he heard the distinct noises of lovers at work. He chuckled to himself.

"Teens." He continued his walking down the hall, and moved past the open door to his own sleeping quarters.

Red Trail passed his room and he heard a husky voice behind him. "Hey there tall, red, and brooding. What are you doing up to so late?"

He turned and was going to speak, but stopped himself as we blinked at the black mare. She was laying on her bed with one hoof holding up her head, and the other tracing little circles on the blanket. The stallion gave her a blank stare then let out a small sigh.

"I am going for a patrol through the woods. I want to find out what sort of land we are working with."

"But it's so cold out there. Come in here, and warm up and relax." She sang to him in a playful tone.

"No. We have work to do and I'd rather see it done sooner rather than later." He rolled his eyes at her, grabbing a satchel from his luggage, and turned to leave.

"You skedaddle along then, but I'll be here when you get back." She giggled and closed the door, leaving the stallion to sigh and continue his walk.

Crazy mare... what is wrong with her?

The stallion walked along the halls of the mansion, rubbing his temple in annoyance due to the mare's actions, and reached the main hallway. He made his way down the stairs, studying the hoof-rails as his mind drifted back to the mare in the bedroom. Maybe she is a seductress and she uses that to gather information... or she's a harlot.

He shrugged mentally and walked towards the front door of the mansion but stopped as the owner stepped out of a side room and nearly collided with him.

"Oh, pardon me Mister Trail. Didn't quite see you there." The earth pony chuckled and took a step to the side to let the stallion pass. "Going somewhere?"

Red Trail nodded. "I was going to take a walk and maybe visit the forest nearby."

The brown stallion looked him over, his eyes reading him, scanning for motive. "I see." He nodded and gave the younger stallion a small smile. "Be safe, and avoid the Poison Joke. The stuff grows like weeds out there."

The pegasus gave a small nod and walked towards the door. "Thank you. I will try to be silent on my return."

Red Trail walked through the door and felt the crisp air of the autumn night wash over his fur. He smiled and spread his wings, letting a small breeze flow through his feathers. With only a moment to savor the moment then began his trip along the small road. His goal was in the distance, and as luck would have it, the location of the mansion near the outskirts of town was also near the forest.

The trees in the distance loomed over the field and road he was on, and seemed unnaturally dark. He stopped along the road and gazed at the tree line, his eyes caught by the motion of a deer prancing out of the forest, and heading towards the field. He watched the grace of the animal and felt himself smile at the simple act.

Red Trail sat down for a moment and watched the simple animal prance around the field.

Such a wonderful sight, one of nature’s lovely animals...

The stallion sighed and followed the buck's progress as it passed near him, pausing for a moment to look at him and sniff the area, and the prance out of sight, back into the woods. He deeply loved watching nature in action, and felt at peace when he was in a natural place.

"I miss the old forest reservation..."

He gave no more thoughts to the matter, and began moving towards the trees. He had a reason for being out here, and he wasn't about to waste any more time. His hooves left the dirt road, and began treading on the leaves of the forest floor. The last rays of the stars and moon died away and he found the darkness of the forest far more unsettling than he would have thought.

This place... this forest is not like the others I've been to. It feels so... He looked to a nearby tree as he pulled out a small lantern and searched for a match to light the lamp. Primal.

He struck the match and placed the flame to the wick of the lantern. The wick lit quickly and the light of the lantern spilled over the fronds and undergrowth. His gaze fell upon a freshly broken stem of a plant, and the small depression in the mulch of the floor.

The deer went through here. He followed the trail. I suppose the best way to learn the lay of the forest is a simple tracking exercise.

He set off into the woods, his ears twitching a little as the calls of many nocturnal insects and birds entered the air, creating a symphony for the woods. The soft crunch of the leaves beneath his hooves was all the interrupted the night song around him. He followed the trail deeper into the woods as it twisted and turned through the trees.

He studied his targets trail and noticed that the animal stood in the spot he was studying for a while, given how the hoof marks were clustered together.

It stopped... none of the plants look damaged, so it didn't eat. He studied the surrounding vegetation and spotted a set trampled fern. Something startled it, and it bolted... He followed the new trail and felt uneasy about something. There was only one set of tracks, and the deer's tracks were in a sprint after several hundred feet later.

Either this is a deer that is startled really easily... or it was chased by something air borne or lighter than air. He stopped following the trail at the thought. If this is a creature that leaves no trail, then it is either a flying creature, or a tree dweller. His eyes moved to the trunks of the trees and felt his heart beat quicken as he spotted no marks.

Not a Tree Screamer... or a Venomous Squirrel. Maybe a giant Vampire Raven. He felt a chill run down his spine. I'd love to see one of those in action. A Venomous Squirrel would be amazing to watch. He smiled again at the thought of watching nature take its course. Nature can be so fascinating.

He followed the new trail and went deeper into the woods and after a few minutes he found himself walking into a small glade. The trail moved through it and to the opposite side, but Red Trail stopped in the middle of the field as a sudden wave of discomfort washed over him. A tiny voice in the back of his mind began screaming at him to flee, and to get away from the trees ahead of him.

Something isn't right about this... He looked around; trying to find what was making him feel unsettled. He couldn't see anything in the glade, and he spotted nothing soaring across the stars above him. He bit his lip and gently shook his head, driving the unease away from his mind. He spotted the trail, and followed it to the edge of the glade and once he entered the trees, his unease grew even more.

Where's the trail? The hoof prints on the undergrowth suddenly stopped. No broken vegetation, no upturned leaves, and no sign of a bones or a body. It can't have been carried off. Nothing that flies that would chase it could do that and leave no marks. He swallowed nervously and it was then that his ears picked up on why he was so uncomfortable.

It's silent... He felt a chill run up his spine. A forest should never be this quiet.

He shuffled as he once more scanned the foliage, hoping to find something to close to a new trail. He found nothing, and another wave of despair washed over him. What could possibly do... what's on my leg?

His eyes snapped to his leg and he spotted a massive spider, easily the size of his hoof slowly crawling up his limb. His blood ran cold and it took a moment for his mind to fully process the fact a large spider was now on his leg. He watched it and felt it's legs grab at his fur and slowly climb up, it's many eyes glinting in the lantern light. Part of his mind recognized it as a non-venomous species, but the rest of his mind, and his body, found that information less than comforting.

He quickly kicked his leg, sending the large arachnid flying into the undergrowth, and spent a few moments shuddering at the sensation it had caused. The stallion took a few breaths to calm himself and for his heart to slow down. He shuffled in place and tried his hardest to think of anything else when some movement in on a nearby flower. It was swaying lightly and slowly returning to normal, but a moment passed, and it jerked suddenly to the side, as if hit by something on the leaf. A wet thud followed a moment later, like that of a heavy rain drop.

That can't have been rain... the sky was clear a moment ago, and I'm not that deep into the forest. Another drop hit the flower, and the stallion looked up, and quickly found himself wishing he hadn't. The lantern provided poor light, but with what little it did give, he could see the buck tangled up in silvery threads, which took him a moment to tell was webbing. The buck gave a weak struggle, and it was made still as the shadowy form latched to its neck, which caused a small shower of blood.

Red Trail felt a drop hit his cheek, and he felt the warmth fade as quickly as he dropped his lantern. The light died the moment he saw the brown furred form of the predator. The shadowy form stopped and looked down, it's eyes glinting from above, like the spider he had tossed away, only much larger.

So this is how I die...

Guardian looked down upon the pony as he licked his lips and mandibles clean of his breakfast. The stallion had interrupted him by dropping his lantern, and was now staring up at him, or rather the shadows where he was sitting.

You'd think after my little visit they would stay out. Either he thinks himself a hero, or he is a moron. The large creature moved slowly and kept his eyes on the pegasus. What is it with pegasai wandering in here? First the blue bitch, now him.

The stallion below took a step backwards and Guardian could see him swallow. Why not run? Surely the sight of my meal would send him running. The Arachnapony slipped deeper into the shadows and watched the stallion begin searching for him. Much to the large creatures surprise, it was not with fear, but interest that the stallion picked up his lantern and tried to relight it. Guardian moved away from the meal and behind the stallion.

He watched amused as the stallion shined the newly lit lantern up towards the buck, and upon discovering the absence of Guardian, towards the nearby trees. The stallion swallowed again and looked around the trees to no avail. With a shaky voice the red pegasus spoke.

"Okay... that answers what happened to the deer..." The stallion looked around again and slowly walked backwards.

He is not running, and the tone of his voice is... scared, but also something else. Guardian moved down the tree silently. He is still looking, and he tracked a deer to its last moments. He is a hunter, or at least skilled in tracking, and his nerves show some resolve. The arachnapony tilted his head slightly and found himself becoming interested in why the stallion was here.

I've already talked to too many. Best to be rid of this one as well.

Guardian began spinning web, and launched some down, knocking the lantern from the stallions hoof, and breaking it, killing the light again, and before the stallion could react, he shot another strand. The web landed over the red pony's head, blinding him. The stallion gave out a scream of surprise and began trying to remove the webbing.

The arachnapony moved down the tree and quickly moved to the stallion. No, no more of that. He spun more web and kept it at the ready and barred his fangs. A nice bite to shut him up will be fine. He closed the gap, grabbed the stallion by the head and bit his neck, injecting a small dose paralytic venom into his veins. The blinded pony moaned in pain and struggled and slowly went limp in Guardians grasp.

With one last grasp at the web, the stallion went limp. Guardian began wrapping the stallion in the web, forming a cocoon around him. He is lucky this wasn't an hour ago. I might have been tempted to eat him. He finished his webbing, and placed the stallion onto his back. Now, let's put you back to your own people, and out of this forest.

Guardian moved along the trees, his eyes following the stallions trail back to the edge of the forest. He dropped the bundle next to the base of a tree, none to gently. He climbed to the top of the same tree and quickly scanned the fields. Looks like empty land... but there is a home in the distance. A manor of some sort or maybe another farm. He glanced down to the webbed stallion and shrugged. Don't care if he lives there. He will awake there in the morning.

The arachnapony descended down the tree and grabbed the stallion. As he placed the stallion on his back a small groan came from the web. Guardian looked at it and if he could roll his eyes he would have.

Pegasai never could take a hit.

Without another thought on the matter, he moved towards the mansion, finding himself spending most of the short trip watching the light breeze move the grasses, and ruffling his fur with its cool embrace. He paused and crouched low for a moment when he thought he spotted a pegasus in the sky. He watched the shadow in the sky, and found that as it moved in front of the crescent moon that it was nothing more than a swallow.

He stood back up, and watched the bird fly off for a moment before moving along. He reached the mansion in a few uneventful minutes and placed the webbed stallion on the steps of the front door.

It's been a long time since I've been near a building like this... a home of the wealthy. A noble probably.

He let out a small snort of disdain and turned to leave. He began walking away and stopped to look back for a moment. He shook his head.

This is nothing like then... I had something I wanted to return to. Nothing here is worth coming back for.

He began his brisk return. He had a breakfast to finish, and he hoped it had stayed warm.

Apple Bloom strode through the forest, her pace quick, and her ears twitching at every noise, hoping that it was Guardian come to talk. She had missed him, and this night was the first in a week that she had been able to come to Everfree. She stopped as she heard a soft crunch, and looked around her, spotting only a small toad sitting on a broken twig. It croaked at her and stared as she sighed.

Where are you Guardian? Ah need to see you... She kicked a small stone nearby, and then looked up as an idea struck her. The tree! He has to be near that!

She smiled and began walking towards the glade. She passed through the trees, stopping every so often to make sure she was going the right way. The filly approached a path and spotted a familiar form, and while it wasn't the one she was looking for, it was still a welcomed sight.

"Zecora!" She smiled and ran up to her friend.

The zebra jumped slightly at the sudden noise then smiled as she turned and hugged the filly. "I was not expecting a friend, is this late night traveling a new trend?"

Apple Bloom giggled and shook her head. "Not all the time. Ah just wanna see Guardian. What are you doing out so late?"

Zecora pointed to a few small plants in front of her. "Gathering the nightly leaves and stems, but most are harder to find then gems." She gathered the plant with skilled hooves and chuckled. "Perhaps I need to ask a favor, Guardians help for some of their flavors."

The young pony tilted her head in confusion, which took a moment for the zebra to notice. She smiled and pointed to the plant resting in her bag.

"I will barter with my cooking and soup, if he can gather me many herbs in one swoop." She gave a small chuckle and motioned for Apple Bloom to follow her. "Let us search for our friend so large, then once we have we shall find a place to recharge."

The filly followed the zebra mare, and they walked through the woods, stopping every now and then to pick herbs, or for Zecora to point out a nearby animal. They came upon the glade that was home to the Arbor Lunae, and Zecora glanced along the tree tops for a moment then sat upon the forest floor.

"I suggest we wait for our companion, he will drop down and surprise us as so often happens." Zecora opened a small pouch and pulled out a small loaf of herb bread, and offered it to Apple Bloom. "Do you hunger my little Bloom, a fine bread is better than any phleum."

The young pony chuckled, slightly confused, and took some of the bread, and nibbled lightly on it. "So... are you and Guardian gettin' along fine?"

The mare nodded. "He has not visited me since the first time, he seems quite amused by my rhymes. I think perhaps he would call me friend, but to his inner thoughts I can't pretend." She took a small bit of her own bread. She chewed in silence then swallowed as a small breeze came through the glade. "He is silent and spends his days alone, so of his harsh ways I do not bemoan. However I think he is softer than he lets on, he is more than harsh words and impressive brawn."

Apple Bloom nodded and then looked to the mare, confused once more. "Impressive brawn? You mean his muscles and stuff right?"

The mare nodded and took another bite of her bread. "His physique is unique and strange, his deft touch I wish to arrange..." She blushed, as if realizing she was speaking out loud, and looked to Apple Bloom. "So how was your Nightmare Night, I hope Guardian did not give you a fright?"

"Ah had a great time, but then the town freaked out." She shuffled and sighed. "Still, Guardian was enjoying himself... I hope."

The night became quite as the pair sat there in the light of the glowing tree, both of them content with eating the bread slowly. Apple Bloom finished her piece and looked to the mare.

"Do you think Guardian thinks of us as friends?" The filly asked, wonder and worry in her voice.

"I certainly don't see you as enemies." The deep voice of the Arachnapony answered from behind the pair.

Both mares turned to see Guardian descending from the trees by a web strand and silently landing on the forest floor. He looked to them both, and a moment later, felt the full weight of the filly as she tackled him with a hug. He kept his stance, and chuckled.

"I see you missed me." His four smaller claw tipped limbs hugged the filly, and he patted her back with a hoof. "One week away and you act like I have been gone for longer."

The filly smiled up at him and nuzzled his chest. "I was worried you might not like the ponies in town anymore... or be mad at me for what happened."

Guardian looked to the zebra nearby, looking for more information, but found nothing as Zecora gave him a small smile, then motioned for him to talk to the filly. He looked back down and adjusted her bow back to perfect.

"I am not mad at you, and cannot be mad at you." He gave her a kind look. "I am upset at the pink one, and the blue pegasus, but none others. They reacted as expected."

The filly looked up at him. "You... expected it to end badly?"

Guardian shook his head. "No, but when ponies see something they do not understand, they react like they did. Confusion, anger, fear, and panic. Nothing has changed since I was young." He sighed then looked to the tree. "You came here because you knew I would come to it." He gave a short chuckle. "Clever."

Apple Bloom smiled and ended the hug. "Thanks. Ah figured you would want to see what was going on near the tree, and besides, Ah like talking to you."

Guardian nodded then looked to Zecora. "And you?"

Zecora smiled and held up her bag. "A favor I wish to ask, a repeated task. My herbs are running low, but you know best where they grow." She pulled out another piece of the bread and offered it to him. "I can repay you in ways so sweet, more of my soups and other treats."

The larger creature took the beard from her and looked it over, and gave a small sniff. It was fresh, and the herbs gave it a aroma that reminded him of the forest itself. He took a bite and nodded.

"I can do that. Your cooking, in exchange for some herbs."

The mare smiled and gave him a small bow. "You are very kind and generous, you aid is more than selfless."

Guardian watched the zebra closely, and noticed her smile to be very friendly. She is fond of my aid. I must be saving her hours of work. The large creature looked down to the filly as he heard a small yawn. This could work out well for us both.

"You are tired." He watched her shake her head and try to stifle another yawn. "You need rest, little one."

"Ah'm fine... Ah promise." She rubbed her eyes and smiled up at him, trying her best to be convincing, but failing under the gaze of his eight eyes.

"I can't let you ruin your sleep cycles just to talk to me." He picked her up and placed her on his back. "You are going home, to sleep."

The filly shifted a little. "But Ah wanted to talk to you... please?"

The arachnapony looked her in the eyes. "In the morning. You can visit me after you have a good night of sleep."

He chuckled softly at the pouting look on her face. He turned to Zecora. "If you wish, we can discuss the finer details of our deal at your hut."

Zecora nodded and smiled. "I shall begin a delectable soup, and have it warm when we regroup."

The arachnapony nodded then began walking towards the farm. His pace was slow, and he scanned the path he took, taking mental note of where herbs that Zecora might need were. He looked to the filly as he heard another yawn.

"I'm sorry I didn't visit in the last week. I wanted things to settle down before I left the forest again."

Apple Bloom smiled and hugged his neck. "Ah know... but you will visit me more right?"

He nodded. "Of course."

The filly hugged her friend once more and then settled on his back. "Ah really am sorry about what happened."

Guardian stopped walking and looked to the pony. "Apple Bloom, you did nothing wrong. I had a nice time, and if the pink mare hadn't seen me, it would have been a rather enjoyable night."

"Really?" The filly asked as she yawned. "You had fun?"

The creature nodded, and gave a small smile to Apple Bloom. "More than I have had in a while. The festival was...interesting. I hope the next one I go to with you and your friends will end less..." He paused, looking for a word. "Dramatically."

Apple Bloom nodded and placed her head on the back of his neck. "Ah hope so too... Ah like spending time with my friends."

The arachnapony nodded and continued his walk with the filly. The journey passed quietly, allowing the filly on his back to gently drift off to sleep as the stallion carrying her thought.

She came out here for me. She wanted to make sure I wasn't harmed... touching. He felt her gentle breathing on his neck and turned his head slightly, so that some of his smaller eyes could look at her. So tired, and yet willing to risk losing sleep for a friend. She has a good heart.

He reached the edge of the forest, and looked out to the farm. This family... full of honesty, heart, and compassion... something I have not received in so many years. He walked briskly after a chilly wind swept across the open ground. Best get her home before she wakes up from the cold air.

He reached the home of the farmponies, and shifted the filly gently from his back to his clawed limbs. He quickly scaled the wall to her room, opening the window and crawling in, his hold on the filly was delicate, as not to wake her from her gentle slumber.

He placed the slumbering filly into her bed and pulled the blanket over her, tucking her in. "Have a pleasant night, little one."

The filly smiled and snuggled into the bed, and Guardian felt himself smile with her, a fond warmth spread over him at the sight. Adorable. He silently left the filly in her room and moved out the window, closing it quickly to prevent the chilly air from disturbing her. His return trip to the forest went by very quickly, as his mind focused on the filly.

He was touched that she was so concerned with his well-being. He felt a warmth in his chest, a fondness for the filly, but another feeling that he couldn't quite place. He stopped his walk and looked down, near the base of the tree near the edge of the forest. One of the herbs Zecora needed was growing there.

Best gather some now, and offer it to her. His deft claws began picking the plant, making sure none of it went to waste. That zebra... she is an odd one. The rhyming is sort of... intriguing though. I must know why she speaks like that. He finished picking the herb, and began walking back towards her hut, stopping along the way to pick more.

He had no idea how long he took, but once he spotted the hut, he was carrying a bushels worth of four different herbs. He smelled a fire, and more importantly, the fresh scent of bread, and soup. Rosemary... and is that tomato? He licked his mandibles at the hearty smell of the meal inside wafted to him. He gently knocked on the door.

"Do come in and enjoy my feast, rest your hooves you mighty beast." He heard the voice call out.

Had to make that rhyme. Guardian had a short chuckle, then opened the door and walked in, the flickering light of the fireplace greeting him with a golden glow. He spotted the mare, her mane let down, and her hooves stirring the small pot on the fire.

"Guardian, please do come in, the soup is ready so we can begin." She smiled to him, and then spotted the bundles of herbs. "I see you made a rush, for those herbs look healthy and lush."

The arachnapony nodded and placed the herbs on a small table. "I thought you would enjoy a nice little bonus before we begin our deal." He watched the exotic mare walk around the pot in the center of her hut, stirring it, and found himself hypnotized by her stripes. They blurred across the room as she walked. For a moment he simple stared at her form then he moved his gaze to her face.

If she noticed his staring, she gave no sign. "I hope you are hungry and ready to eat, making your food fast was no easy feat."

Guardian chuckled. "I do not doubt it. You're skilled at your craft. The soup is enchanting in its aroma."

The mare gave a small head bow then smiled. She resumed stirring the pot, humming a song in a low voice. The notes were sweet, and the mare bobbed her head and hips along with the song. Guardian watched her as she cooked, his many eyes studying the form of the mare, and he found himself repeatedly moving his gaze to her hips as they bounced.

Minutes passed as the mare cooked, and Guardian tore his gaze away from her and inspected the hut. It had been a while since his first visit and he saw that aside from a few empty shelves, not too much had changed. His inspection focused on a table, where there was a new mask. He walked over to it, and saw that it was in the process of being finished. The shape of the mask was familiar to him.

The mask was carved to hold a tribal image of a spider, and like Guardians own head, it had eight eyes, and large fangs. While it was intimidating, he felt that the mask itself was not meant to cause fear, as it gave him a sense of being watched over. He tilted his head as he looked at its unpainted surface.

He moved to pick it up, but he heard the mare behind him stop humming, and a moment, her deep voice reached his ears.

"I see you have discovered my mask, it is another of my favorite task." She smiled as Guardian turned to her, and she held out a bowl of the steaming soup. "I have yet to paint it dark and brooding, but the proper colors seem eluding."

Guardian looked to it then too the other masks. "The colors you have for the others seem to work." He turned back to the mare and gently took the bowl, his claws brushing against her hoof, and for a moment they both held the bowl, and looked at each other. The stallion arachnapony tilted his head as he felt the deep blue eyes look into his coal black, and he wondered for a moment why she had yet to let go of the bowl.

The moment passed, and the zebra left the bowl in his claws. "So do tell me if it is to your liking, the soup I made should be most striking." She smiled and Guardian noticed a light blush across her features as she walked back to the pot of soup, but there was also a light bounce in her step.

The larger creature nodded and took a whiff of the soup, and his head was filled with a warm, heady smell of the tomatoes. "It smells wonderful. If it is half as good as its scent then I am in for a very well made meal."

He heard the mare chuckle as she filled her own bowl, and he took a careful sip. He found the soup to be delightful, and it warmed him from his core to his limbs quickly. He smiled and took another sip.

"I... haven't had a home cooked meal like this in years... hundreds of years..." He looked into his bowl and took another mouthful of soup, and savored the warmth of the meal.

Zecora sat on the floor next to him and sipped her own and offered him a loaf of bread. "You do not look so old, if I may be so bold. If you are willing to part the veil, I would like to hear your tale."

Guardian looked to her. "I think it would be best if we avoid that for now... I want to just enjoy this meal..." He sat next to her and took the loaf, and dipped it into his bowl, soaking it in the soup. "But... I am very old. A little over a thousand years, if my memories serve me well."

The mare remained silent, blowing her soup to cool it. Guardian looked to her, and then back to his own bowl.

"My life has been long, and so much of it has been a lonely journey." He sighed heavily, and Zecora saw for a moment the weight of his years bear down on him. He sipped his soup, and then looked the mare in the eyes. "Tell me, if you lived as long as I have, what would you make sure you have to keep you from going mad?"

The zebra took a careful sip from her bowl as she thought. A moment passed and she swallowed. "I would hate to be alone, the seclusion would turn me to a crone. I would make sure I have some friendship, a person with which I could feel some kinship."

Guardian nodded after a moment. "A friend... I suppose I should have made some."

Zecora nodded then spoke, her voice softer as a blush passed across her face. "I meant something a little more intimate, a companion with which to be less innocent."

The room felt far warmer as the pair stared into each other’s eyes, and Guardian watched as the mare slowly shuffled closer. He watched, an unfamiliar sensation rushing through his chest as the zebra mare's side brushed against his own. He felt his chest tighten, and warm, and the feeling of her stripped, soft fur sent waves of electricity through his body.

"The night is cold and dreary, it makes my body be worn and weary. A feeling of exhaustion is quite dire... perhaps you would like to retire?" She motioned to the bed nestled across the room. "Stay the night and remain in the hut, a breakfast made of forest nuts."

The stallion looked to the bed, and he simply looked at it. "I... the bed looks rather small..."

Zecora nodded and finished her soup. "To my people communal rest and private bed are one and the same, to cuddle and share a close space is never a shame."

Guardian looked to the bed, then back to the soft gaze of the zebra, and finally looked to his bowl. He did enjoy the meal, and a part of him wanted nothing more than to enjoy another one. I... would like a night in a warm place for once. It has been so long since I had a nice night like this. He nodded to the mare.

"Very well. I shall stay the night. It is getting chilly out there."

The mare smiled and placed her bowl near the pot, and spent a moment adding a few more logs to the fire. The larger creature watched her silently and found his gaze locked to her as she slowly walked over to the bed. She climbed into it and laid down.

"Please come rest and sleep, my company will warm you and keep." She smiled to him.

Guardian nodded and strode towards the bed, and took only a moment to lay next to the mare, making her shift over as his massive frame filled most of the bed. He pulled the blanket over her and placed his head on the mattress. The zebra chuckled and then cuddled up to him, and placed the blanket over them both. In silence, the pair moved closer, embracing each other and their warmth. The soft fur of the mare sent more waves of electric energy through his body, and he realized what the sensation was.

By the goddess... I am feeling physical attraction to this mare... He looked at the mare, her eyes looking at his smaller limbs near her, studying them. He felt a fondness for her, and warmth on his face as he thought about the way she smiled and the way her eyes seemed to shine in the dim light. I am feeling... fondness for this exotic mare. Interesting. He tilted his head and gently took her head in her claws and moved her gaze to his own eyes.

"You invited me into your home, and then into your bed. You bartered my companionship with a meal worth any price, and now, we are in your bed, which might be normal for your people, but is considered something intimate for ponies, and myself." He watched the mare blush. "What purpose is this for?"

The mares white and grey cheeks turned red, but her eyes remained locked to his. "Something about you has my interest piqued, of mystery and strength you are steeped." She shuffled, turning over in the bed, so that there was more room. "Beneath the beast there was a sundered soul, one which I believe I can make whole."

She looked over her back and smiled. "Now then let's rest and get our sleep, a good night with slumber deep."

Guardian nodded and moved some of his body closer, intent on sharing his warmth. "Very well then. You are a kind mare."

With no other words, the pair drifted off and Guardian slipped into the most comfortable night of rest he had felt in many years.

Conversation

Twilight looked up at the home above her, and she bite her lip in worry. She and her friends had not seen Dash in almost a week since Nightmare Night, and the commotion Guardian had caused. The purple mare felt a slight pang of worry, remembering that Dash had chased after the arachanpony, and since then, she hadn't been seen.

The mare reached the shadow of the floating house. Twilight took a moment to admire the cloud house, and was always amazed at how Pegasai managed to live in homes that could move. Ponyville had only a hoof-full of the floating houses, as the majority of the population was Earth ponies and Unicorns, and the logistics of the floating homes was a nightmare for the town.

She felt a gently breeze and watched the house slowly drift with the air. Twilight smiled as an old pegasai phrase came to mind. Home is always down wind, so follow the breeze. The mare chuckled lightly and focused some magic on herself, making herself able to walk on the clouds. A moment later, she teleported to the door of her friend’s home.

Twilight knocked on the door and called out. "Dash, you in there? The others and myself have been worried." She waited to hear a response. Hearing none she knocked again. "We're all here for you. Are you in there?"

The purple mare bit her lip as silence reached her ears. She raised her hoof to knock once more when she heard the lock click, and the door slowly swung open. Standing in the door was an exhausted and haggard looking Rainbow Dash. The cyan mare gave a weak smile, large bags under her eyes. This was the first red flag that something was wrong with her friend. Dash was well known for sleeping a lot, typically on small clouds or in trees.

"Hi Twilight..." She shuffled and motioned for Twilight to enter her home. "What's up?"

The second sign to the purple mare that something was wrong was that her home was spotless. Everything was in a proper place, and not a sign of empty energy drinks, or candy bar wrappers. Twilight was amazed, and when she looked back to her tired friend she spotted some details that her sagging eyes distracted from. The prism colored mane was brushes, cleaner than Twilight had ever seen it, and looked like Dash had trimmed it. The same was true with her coat, and her wings were well preened.

"Dash... are you okay? You haven't been in town for a week and well..." The unicorn pointed to Dash's current condition. "You look like you just got back from one of Rarity's spa trips."

The pegasus shook her head. "No... I haven't been able to sleep, and well, I look like this because when you’re up for so long you find things to do." She gave a weak chuckle. "First I cleaned the house, then me. I was about to the make my bed, and maybe try to sleep."

Twilight nodded and walked with her friend to the bedroom, which was as spotless as the rest of the house. "Do you want to talk about it?"

Dash shrugged in a manner that showed little care. "Might as well right? I got not much else to do."

The cyan mare moved to the bed in the room, and began stripping it of the sheets. Twilight sat next to the clean bedding, and sheets as Dash spoke.

"Twilight... have you ever really thought about how some of our adventures could have gone?"

The purple mare gave her friend a confused glance. "Um... I don't follow."

Dash moved over the bed, tossing the dirty sheets in a corner. "Like... if we hadn't defeated King Sombra, or if the Changelings had succeeded. What might have happened to us." She walked over to Twilight. "I mean, we all could have died."

The unicorn watched in silence as Dash placed the new sheets on the bed, her voice cracking a little.

"I mean, there are so many things we all wouldn't have been able to do. I would have never been a member of the Wonderbolts, never see if I can pull off a triple Sonic Rainboom..." Her voice trailed off, and she finished with the sheets. "I never thought about it. About the risks we took, the life or death situations we constantly have been in over the last few years."

Dash moved back to Twilight, and the purple mare saw a change in the prism maned mare. Her eyes had widened, and she had paled a little.

"I nearly died a few times, but a on Nightmare Night... that creature had me trapped, and helpless..." Dash moved back to the bed and began placing the blankets and comforters on it. "I had me right where it wanted me, then it talked."

Twilight stood up as her friend finished making the bed, and sat on it.

"It was mad... and a he, if his voice was a sign..." Dash swallowed and rubbed her leg for a moment. "I called him a monster and he got mad. He yelled at me for calling him that, and how others killed a lot of his type..." She paled even more and her eyes stared into the empty air, widening as her mind went back to the night.

"He said that he watched his kind be killed by ponies like me..." She swallowed and rubbed her eyes. "I keep reliving that moment every time I close my eyes, and get a few moments of sleep." The mare laid down on the bed. "He was so mad, and I had never seen something like him."

Twilight sat on the bed and watched her friend grab her head as tears began to form in her eyes.

"I was stuck in a giant web, and he could have killed me at any moment." She began to shake lightly. "I could have lost everything, and he spared me... because he was the better party... I acted like a monster."

As the mare next to her began to shake harder, Twilight did the one thing she hoped would help. She hugged the pegasus, and held her close.

"Dash, you should have come to one of us sooner... we could have helped you sooner." She felt a wet warmth on her shoulder as the mare hugged her back. "You're safe now, and nothing will happen to you."

Dash's hug tightened, and she spoke in a soft tone. "It's not the fact I got hurt that haunts me... it's the fact I acted like the ponies that killed others for being different." The mare sniffled and took a shuddering breath. "I was the monster that night, and I hate myself for being that."

Twilight held her friend close and gently rubbed her back. "Dash, you are not a monster. I know you, and you are a loyal friend, and only acted that way because you were mad Guardian landed on Pinkie."

The pegasus sniffed then lifted her head from the unicorns shoulder. "Guardian?"

Twilight shifted on the bed and then nodded. "It's a long story... but... the short version of it is that Guardian, the spider pony you chased after, was once a earthpony, and well... now he is that, and he works for Luna." She rubbed her neck and gave a weak chuckle. "He's... a friend, but we need to get the town to calm down about him, like we did for Zecora."

The pegasus remained silent and the ran her hoof through her short mane. "He... lives in the forest... and isn't evil… Now his anger makes sense." She bit her lip in thought. "What else do we know about him?"

"He was cursed, which is why he looks like that." Twilight regaled Dash with the story that Luna told her, and once she finished, the cyan mare nodded and gave her wings a flap. She spoke and her voice was soft.

"If he's protecting a tree... then why was he in the town?"

Twilight laid next to the mare on the bed. "Well, apparently Apple Bloom has befriended him, and he was there because she invited him."

Dash nodded and sighed heavily, then lay next to her friend on the bed. "Are we going to meet him and talk to him?"

The unicorn nodded. "I was planning on talking to him tonight. Fluttershy, and Applejack are joining me."

The cyan mare nodded and sighed again. "I'll join you guys..." She yawned and smiled to Twilight. "I think... I could use a nap... wanna join me?" The mare closed her eyes and chuckled as she hugged Twilight.

Twilight shuffled and nodded. "Um, I could use a nap..." She watched as a moment later the cyan mare fell asleep, out like a candle in a windstorm. I... suppose she needed to hear some kind words... might as well stay to help her rest.

Her horn glowed softly and she levitated a book off a shelf and to her. "Ooo, Daring Do."

She settled in, and opened the book after making sure she and her friend were comfortable.

Shade was having an interesting morning. She had awoken early in the morning and had arisen to go for a morning jog, and had found that the bed of her roommate was empty. She thought that he might be a night owl, and shrugged as she got herself a quick breakfast, left the house to go for her run. Her plan was interrupted once she discovered a large bundle of white silken thread sitting at the base of the stairs to the front door. She walked over to it and circled it a few times, the figured the best course of action would be to poke it.

"Don't do that." A muffled voice came from within the bundle. "Get me out of this."

Shade smiled wide as the agitated voice of her room mate reached her ears. "Well hello there. How did your walk go?"

"Pretty good." His voice dripped of sarcasm and anger. "I got a nice view of the stars, got to see some exotic plants, and then was attacked by a large creature and put in this!" The bundle wiggled weakly. "I hate it in here, get me out!"

The mare sat next to the bundle and rests her elbows on it, with her head held up by her hooves. "I dunno, this thing looks pretty tough, and you are being really rude right now." She tisked at him for a moment. "Being mean never helps when asking for a favor."

The bundle wiggled more as the stallion tried to get free. "Shade, I am serious! Get me out of this thing."

The mare laughed and shook her head. "I dunno. What's in it for me? After all, this thing looks pretty tough to open up."

She felt the stallion within shuffle and she could just barely hear the muttering of the stallion, and she giggled as she heard 'Crazy mare' come from the silken threads. After a moment she heard him mutter.

"I'm going to regret this..." He spoke louder, his voice filled with a knowing dread. "Name your price."

Shade's smile widened and she clapped her hooves. "Oh now this is too good." She tapped her chin lightly. "Now, what do I want?"

She watched the bundle grow still. How interesting, and clever. He put himself in charge now, as he will weigh his freedom against my offers, and now I have to make him an offer instead of him offering things to me. Clever boy. She gently shifted her elbows on him then let out a low hum.

"How about, dinner, and we share a bed for as long as this little mission of ours lasts?" She poked what she hoped was his side. The bundle moved a little.

"Don't poke me like that!" The bundle wiggled for a moment then stopped. "And is that all?"

She nodded and giggled. Oh, this is too good. She poked him again. "That's all. Dinner, and a shared bed. A warm meal, and a warm body to be near at night. Do we have a deal?"

Moments passed as the stallion in the bundle remained quiet. Shade poked him again, and smiled. He's weighing the options. Any second now...

"Fine... we have a deal." The stallion spoke softly. "Now get me out of this."

Shade nodded and giggled. "Of course."

Her horn glowed softly and the webs began to tear apart. After a moment she saw the rather pale looking form of Red Trail within. Her smile faded as he bolted from the bundle and to the grass, stumbling along the way, and she blanched a moment later as he vomited onto the lawn. As the stallion hacked and coughed into the well-manicured grass, Shade walked over to him, and tried her best to stay up wind.

"Are you going to be okay?" She asked, slightly worried.

He spat with some rather unpleasant coughing after, and then looked at the mare. "Not really..."

She shuffled under the intense and very angry look he was giving her. "I... um... sorry... what caused this?"

Shade made a weak gesture to the sick on the lawn. The stallion took a few moments to breath then spat on the mess, to remove as much of the taste he could.

"I'm claustrophobic..." He sat down on the cobblestone path, his limbs shaking as he took in ragged breaths. "I've been stuck in that thing all night, and nopony heard me yelling for help."

Shade nodded. "That's a common phobia of pegasai, so I've read..."

The stallion shot her another angry, almost hateful glance and the unicorn's voice trailed off. The mare shuffled and rubbed her shoulder as she watched the pale stallion move his sweat drenched mane out of his face.

"Sorry... not helpful..." She offered a hoof. "Let's get you cleaned up, and in bed... you need to recover from... whatever happened last night."

The stallion stood up slowly, and tried his best to walk, almost falling but Shade caught him, and made him lean on her.

"You're not as light as you look..." She gave a small chuckle and helped him to the stairs.

The stallion wrapped a wing around her back to support his weight. "You try staying in a nightmare made of web for a whole night. See how well you do..." The stallion sighed and looked to the mare. "Sorry."

"I understand. You had a rough night." Shade got him through the main door, and up the second flight of stairs to the second floor, and within a minute she had him lying in the tub, and started a shower. She sat next to the tub and used her magic to guide the water over his body.

She washed him in silence for a minute before Red Trial spoke, his voice low. "Where do you want dinner tonight?"

The mare nearly dropped the shower head, not expecting the stallion to speak. "What?"

"Dinner... where do you want it from?" He shifted in the tub and placed his head on the side, so that he could look her in her pale blue eyes, and she noticed that they were a rather bright shade of green.

The unicorn shook her head. "You don't need to."

Shade let out a low sigh as the warm water reached his wings. "I do. We made a deal, and I will honor it. I owe you dinner, and we need to share a bed for the rest of this job."

Shade shuffled as she continued to clean the stallion. "I... okay." She smiled and after a moment, Trail did as well. "So, how is your day going so far? Better than before?"

The stallion gave a weak chuckle. "Yeah. Better so far."

The mare nodded and gave a sly smile. "Your back is pretty close to done." She began wetting his mane and applied shampoo. "After this, flip over."

Much to her surprise Trail simply gave a small nod, and just rolled onto his back. She watched him close his eyes and give a deep sigh.

"Get it over with..."

She began washing his body, being gentle and thorough with her cleaning. She spent a few minutes washing his entire body, but stopped once she reached a certain sensitive portion of his body. She waited to see if he would stop her, but when the stallion slowly shifted his wings she continued, washing him as quickly as she could, so not to have to prolong it. Once she finished with his male anatomy, she gently helped him up to his hooves.

"You are clean." She levitated a towel to him, and began drying his mane. "Once your dry, we can go lay down."

Shade moved around him, carefully using the towel to dry off his fur, then brought another over to his wings, and carefully dried them. The minutes passed in silence as the stallion stood there, still shaking lightly. Finally, the mare placed the towels down, and smiled to Trail.

"Dry. Now then, let's get you to bed." She lightly remarked as she helped him out of the bathroom and to their shared room. She opened the door and led him to the mattress and helped him into the bed. He placed his head on the pillow, and then sighed heavily. As Shade began to move away from him, she felt a hoof on her side.

"Where are you going?" The groggy voice of the stallion reached her.

"I was going to go on a little run..." She gently removed the hoof from her side and placed it on bed. "Why?"

He patted the bed. "I need to do my half of the deal. Get over here."

She spotted a small smile on his face, then climbed into the bed, and quickly cuddled up to him. He placed a wing over her as she levitated the blanket over them.

"I knew you couldn't resist me forever." She giggled playfully, and cuddled closer. "Oh, by the way, you're pretty impressive... in all the right ways."

The stallion let out a slow sigh then gently cuddled to Shade, his body weakly hugging hers.

"Crazy mare..."

Making Plans

Guardian awoke, his eye snapping open, as the warm scent of baking bread filling his nose. He sat up and looked around, his mind unable to process where he was. The walls of the room he was in seemed to dance, not quite settling as the large creature felt the warm blanket around him slip off. It was when the face and form of the zebra mare entered his sight that it all clicked for him.

"We... spent the night in this bed together."

Zecora nodded from the fire in the middle of the room. She placed more unseen ingredients on a small pan while she watched the arachnapony.

Guardian slowly got up from the bed and stretched his limbs. "I... hope it was a pleasant night of rest for you."

"Twas indeed a very peaceful night, it lacked any scares or frights." Her hooves we a slight blur as she kneaded some dough and placed small balls of it on a small cutting board next to her. "I hope you have an appetite, for I have something that is a delight."

She finished separating the dough into small balls and then flattening them out, one at a time on the pan, flipping them every few minutes so that both sides we a golden brown. The smell of the slightly fried food was intoxicating to the large male, and he slowly moved to her side, and watched her as she cooked. With a practiced precision she placed all the fried dough onto a plate and then began sprinkling a sweet smelling powder over it.

"What is this dish?" Guardian asked as the zebra offered him the plate.

"My people call it Ahouifi M'semmen, and it taste best with some sugar and cinnamon."

Guardian looked over the plate of flat fried dough and took a moment to waft the warm aroma. The warm scent of the cinnamon filled his mind and he slowly lifted one of the flat cakes into his mandibles, and popped it into his mouth. The sugar was the first thing he noticed. By the Matriarch... I forgot how it tasted...

The joy of his taste buds quickly spread to the rest of his body, as he began ravaging the plate, devouring the food with a near vicious approach. Zecora chuckled to herself as she sat down and began making more.

"You hunger seems endless and deep, must be born from your comfortable sleep." She chimed as she saw him licking the plate clean and placing it next to her. "So quick to eat the meal with teeth of razor, you forget the important part; to savor."

"I am ravenous and your cooking is amazing. More and I will savor them more this time." He gave her a small nod of the head and what the zebra hoped was a smile.

She nodded and chuckled as she continued to cook in silence. Only the sound of frying dough filled the air as the mare continued her work with deft hooves. As another stack of the flat cakes filled the plate Guardian sate next to her and studied her form.

"Tell me, by your peoples standards are you a good cook?" He asked as she took a cake and nibbled on it. "Because these... to be honest these have been the best things I have had in so long."

The mare gave a small blush as she finished her cake. "I am humbled by your compliment, of my skills I am very confident."

"You are very welcome then." The large male sat beside the mare and studied her face. "You found my compliment endearing?"

Zecora looked at the pan as she blushed a little deeper. "I do not receive compliments often, so when I them hear my complexion softens."

The large male looked her over and then smiled at her. "You surely earn more than a fair share of compliments."

The zebra shook her head slightly and flipped the small cakes in the pan. "Many ponies avoid my presence, as I have only recently earned their acceptance. I get kind words from Apple Bloom and her friends, but from others their words do not a fond meaning lend."

Guardian watched the mare cook as he spoke. "Your rhyming, is that part of your native tongue, or is that how your learned Equestrian?"

"I was taught in my own homeland, where rhyming speech is as normal as the sands." She looked him in the eyes and gave a soft smile. "It is so engrained to who I am now, trying to talk without rhyming is something I cannot allow."

She giggled for a moment and blushed as she noticed the larger male move closer to her. Guardian took placed the finished cakes onto a plate and looked at her.

"You let me into your home again, and slept cuddled up to me." He spoke softly. "You are putting a lot of trust in me with this sort of behavior."

"Sometimes those that need trust most, must be allowed to get close." She shuffled towards him as well, and their faces slowly inched towards each other. "You are a stallion with a noble soul, kind in words and a friend of foals..."

Their breath mingled for a moment and Zecora closed her eyes. Guardian moved closer, their breath mingling with each other's, but then he slowly pulled away from the mare, a deep sigh escaping him. He looked away and closed his eyes.

"I... have to go meet Apple Bloom..." He shifted away and stood up. "Thank you for the meal. It was the best I have had in a long time."

The mare opened her eyes and her ears dropped. "I understand you have a meeting, make sure you give Apple Bloom my greeting..." She looked back to the fire and let out her own sigh as well.

The stallion nodded and slowly walked out of the hut.

Apple Bloom awoke enveloped in a cocoon of warmth. She yawned and slowly sat up, her room filling her vision. How did Ah... Oh Guardian must have brought me home! She smiled and stretched her legs.

She smiled as the warm rays of the sun splashed on her coat and mane. "Ah need to get breakfast so Ah can visit Guardian!"

Her lips spread at the thought and she quickly rushed to the bathroom for a shower. Once she finished, she nearly flew down the stairs and rushed into the kitchen. She spotted her brother reading a paper.

"Hiya Mac! Whatcha readin'?"

The red stallion glanced over his paper at his sister. "News."

Apple Bloom made her way to the cupboards and began pouring herself a bowl of cereal. "Anythin' interestin'?"

Mac shrugged and folded the paper. "Enope."

The filly got milk from the fridge and poured it on her cereal. "Ah'm heading out to meet Guardian. Do Ah need to do any chores first?"

The stallion got up and shook his head. "Enope. Just be back by bedtime." He nuzzled his sister and smiled. "And have fun."

Apple Bloom nuzzled her brother back and giggled. "Okay Mac. Love ya."

"Love ya too." He walked out of the room, leaving the filly alone with her breakfast.

The young Apple filly wasted no time in eating her meal and placed her used bowl into the sink, then she raced out of the house and into the morning sun. She smiled as a gentle breeze moved through her mane. Ah love Fall. The Runnin' of the leaves is soon, and then Hearthswarmin'! She smiled as the thought of sleeping near a fireplace, warm pies, and the family holidays filled her mind.

She walked quickly through the cool morning air, and she spotted her sister working in the orchard. She took a moment to wave, spotting her brother as he made his way to the orchard to work, and continued on her way. Ah wonder what Guardian and Zecora talked about last night. She grinned at the thought of two of her friends getting along. Maybe they will become close friends! That would be so nice. She reached the edge of the farm and moved towards the forest with a smile on her face.

The filly neared the forest when she spotted the large form of the spider pony. She waved and beamed at Guardian. "Hi Guardian!"

"Hello Apple Bloom." He returned the wave with his smaller forelimbs and waited for her to approach him.

The young filly ran up to him and hugged him tightly. "Thank ya for takin' me back home last night."

"It was the least I could do for you." He looked down at the filly and returned the hug. "I hope you slept well."

"Ah did!" She smiled up at him. "Did you have a nice night too?"

Guardian was silent for a moment then nodded. "It was a very comfortable night."

The filly grinned. "How was your chat with Zecora?"

The large creature looked at her for a moment then back towards the forest. "We came to an accord, and I think... we are friends."

Apple Bloom hugged him again and smiled. "Yay! You two being friends is pretty cool!"

"Why is that?"

She released him from her hug and sat down. "Because you two live in the forest, and can help each other out." She spoke matter of factly. "Plus you two can talk and maybe play games and have sleepovers."

The larger creature debated on telling her they already had a sleep over, but the sound of ponies in the distance made him turn to look over. He spotted a small group of ponies heading for the tree line, and he recognized the way they moved, the gait of a predator on the prowl. He crouched low and his forelimbs grabbed Apple Bloom.

"What's goin'—"

He placed one claw on her lips and shook his head. "Others are nearby, and I think they are not friendly." He slowly raised his head and peaked through the grasses. "Silence is needed now."

Apple Bloom shifted closer to him and nodded.

Guardian swiveled his ears towards the group of ponies and studied them closely. The leader was a elder unicorn stallion of a striking silver color, and very fit for his age. Something about the stallion seemed familiar to the arachnapony, but Guardian couldn't place it. Instead he focused on the larger ponies around the leader. Tall, in shape, and a few wore hooded coats. Guardian counted them as five in number, three unicorns and two earth ponies.

"And this is the forest the creature is in?" The voice of the lead unicorn reached Guardians ears.

"Yes sir." The tall earth pony next to him answered. "This is where they said it came from and fled to during Nightmare Night."

"I see." He looked into the forest. "A prime example of what happens when you forget to hire a gardener."

The silver unicorn turned and looked at the group. "We will head to Rich's manor. I want to see what the others have learned. Perhaps my son has more useful information than the backwater ponies that live here."

A chorus of chuckles and agreement came from the ponies and they began to walk away. As they headed towards the town the unicorn looked back to the forest.

"The hunt is on."

Silver Lining awoke when the warmth of the mare next to him began to move away. He reached for her and grabbed onto her.

"No..." He half whined. "Stay in bed with me..."

His ears were graced with a giggle and his lips were embraced by her own. "Sorry, but we need to get up. Breakfast is going to be served in ten minutes, and Shade seems to be a little... odd from what I heard. Well... more odd than normal for her."

Silver opened his eyes, and slowly sat up. "Odd? Odd how exactly?"

He yawned as Sea nuzzled his cheek gently. "Not sure, but we can find out at breakfast."

The young stallion nodded and kissed the mare on the cheek. "Hey... um... last night was... amazing."

The mare got out of the bed and nodded. "It was." She playfully brushed his face with her tail. "And I gotta say, you did well for your first time."

Silver blushed and got out of the bed after her. "You mean it?"

She nodded and began brushing her mane. "Of course I do." She giggled and looks at him. "You know... if we move quickly, we could shower together."

Silver smiled and nodded. "That. Let's do that."

The mare giggled again and nodded. "Then let's check on the shower and see if it's in use."

Together, the pair moved from the bedroom to the shower and they found it empty. Without wasting a moment, Sea turned on the shower and smiled to the stallion with her. He smiled back and they shared a brief kiss as they got under the warm water. Sea took a moment to let the water run through her mane. Silver could only stand there and admire the mare.

I've got to be one of the luckiest stallions alive... He let out a small chuckle.

"What's so amusing?" The mare smirked and picked up a bottle of shampoo for them both.

"I was just thinking... about how lucky I am." He kissed her cheek. "And how you made me a stallion."

She giggled and nodded. "Mares tend to do that. Now, before you get ahead of yourself, we can't do that again in here."

He nodded and took the bottle with his magic. "I know, but at least let me clean your mane."

A nod was his reply and the mare moved closer and moved her head close to him. "Wash away."

Together they cleaned themselves, with plenty of shampoo and kissing, and after thirty minutes they got out and began drying each other off with a towel, and when Sea reached the stallions head she tossed the towel onto his head and giggled.

"So, shall we get breakfast?"

He lifted the towel off his face and was greeted with a gentle nuzzle from the mare. "Breakfast sounds pretty nice."

They finished drying off and headed downstairs. Upon reaching the middle of the stairs, they spotted a group of ponies sitting at the dining room table, many of which were talking amongst themselves, but one of the unicorns spotted them walking down the stairs and nudged a mare next to him.

"Looks like junior got himself a mare!" His remarks were followed by catcalls and wolf whistles.

Silver looked at the mob of ponies and straightened up slightly. He cast a quick glance to Sea and he felt emboldened that she was also glaring at them.

"I see my father arrived, and brought the bottom of the barrel with him."

The same earth pony sneered. "Watch your tongue colt. You're not the boss yet, and we don't take kindly to being bossed by whelps."

A door opened on the side of the hall and out walked a tall unicorn stallion of striking silver. "Actually, as long as this is his hunt, he is above you all, and any disrespect towards him is also towards me. And you know how I treat disrespect." Lord Silver spoke, his voice chilling and quickly making the mob shuffle and look back to their meals.

He turned to his son and Sea as they reached the bottom of the stairs. Lord Silver's voice carried a hint of pride as he addressed his son. "Great to see you are becoming a great hunter."

"I-I am?" The younger Silver stammered out as he froze under his father’s gaze.

The stallion nodded and walked up to his son. "You are. First mission and you find an ancient evil for us to purge from this world. Very well done my boy."

Silver shuffled slightly and gave a half smile. "Oh... right... um... thank you."

The elder unicorn placed his hoof on the shoulder his son. "So, are you ready for your first hunt?"

"I... um... yeah I think I am." Silver answered his father then shuffled. "Can we talk about it after breakfast?"

Lord Silver nodded and chuckled. "Of course son." His gaze shifted to Sea and he raised an eyebrow. "Out of uniform? I hope for your sake you accomplished all of your tasks?"

She nodded and looked at the ground. "I did sir..."

The unicorn nodded. "I'm very pleased to hear it. You are dismissed then."

She looked up at him for a moment and nodded. "Yes sir."

"Return to the manor and consult the butler. He will get you the final payment." He didn't look at the mare and gave a small wave to her. "Get packed, and I can get one of my ponies to get you to the station."

Sea turned to leave, but she was stopped by the younger Silver. His father cocked his eyebrow for a moment.

"Father... I want her to stay." He cleared his throat and looked his father in the eyes. "I could always use a personal maid."

The older stallion narrowed his eyes then chuckled. "She must be very good at her job then. Very well, she will stay on the payroll."

The younger Silver nodded. "Thank you father... you have good taste in maids."

The elder Silver chuckled, and so did some of the other ponies at the table. "Only the best for us my son." He looked right at Sea and gave her a cold smile. "Only the best."

Sea shuffled and moved slightly closer to the stallion she spent the night with. All three near the stairs had their attention was shifted over to brown stallion walking in. Filthy Rich walked in and looked at the table of ponies eating, then to the trio.

"I see you and your hunters made yourselves comfortable." Rich gave the hunters another look, his expression slightly annoyed. His attention on the hunters was brief and he looked to Lord Silver. "I hate to be rude to you my lord, but how long will you be staying? The rabble you brought with you is a poor influence for my daughter."

One of the hunters, a tall earth pony mare rolled her eyes. "Spoiled rotten. You should smack her and teach her a lesson." A few chuckles came from the group and a stallion spoke up as well. "We'll do it for free."

The table erupted into agreement and cheers as they continued to eat. Rich huffed and adjusted his tie as he eyed the mare, his glare like daggers. Lord Silver looked to the rabble at the table and cleared his throat. The quickly became silent and shuffled in their seats as he stared them down.

"Not one hair on the fillies head is to be touched." His high voice was colder than ice. "And I will expect you all to be perfect guests." He gave a smirk. "And while we are here, Brother Rich, your maids will have the week off. My hunters just volunteered to do their jobs while we are here."

Groans and muttered curses came from the group, and the silver unicorn motioned for Rich and Silver to follow him. "Let's discuss this hunt in a more comfortable room." He looked to one of the maids. “Bring my son breakfast in the study, and make sure it is all fresh.”

Sea shuffled next to the younger Silver and whispered to him. "I'll be in the kitchen... maybe I can get breakfast in there."

Silver nodded and kissed her cheek. "Just... try to avoid them... please."

She nodded and left Silver with the older stallions. Without a word he followed his father and Rich into the private study that Lord Silver had left. Once he made it inside, his father closed the door with magic and sat in a chair near the fireplace, and offered the other chair to his son, while Rich moved to the desk and began looking over some papers.

"So, I take it that Shade and Trail are here as well?" Lord Silver asked as he started a fire in the fireplace.

Rich nodded and began organizing the papers. "They arrived a few days ago. Shade is tending to Trail. He has... fallen ill from what I can tell."

Silver looked over to the brown pony. "Is that why she was freaking out?"

The earth pony nodded. "She told me that she went for a walk and found him outside in a cocoon of something... she wasn't very forthcoming with details.''

Lord Silver looked over, and cocked an eyebrow. "A cocoon?"

Rich nodded. "Yes. She brought it in the house and it is in her and Trails room."

"I will talk to her, and see this mystery material later then." The silver unicorn looked into the fire and smiled. "Tonight, we go hunting my son. Tonight you will see the real purpose of the order, and complete your training." He looked over to Rich. "Care to join us? Maybe you can pick up tips on how to train your daughter."

Rich stopped in the middle of writing and sighed. "I... will have to decline."

"Suit yourself. You'll be missing the thrills that only a hunt can provide, and the honor of keeping our kingdom safe."

Silver shifted in his chair, feeling uncomfortably warm, and he doubted it was the fire. "Father, will I have to kill this... beast?"

"I would certainly hope you get that honor, if possible." The elder stallion smiled and looked to his son. "I think this night will be a very good bonding experience my boy."

Silver swallowed and nodded. It was all he could do.

Twilight looked at the two mares with her at the small cafe. To her right sat a very excited looking Fluttershy, and to her left sat a nervous, and very quiet, Rainbow Dash. If she didn't know why they were acting the way they were, or what was going to happen later in the night, she would have found the sight before her very bizarre.

"Do you think this Guardian will like me?" The pink maned pegasus asked.

The purple mare sighed and nodded. "I'm certain he will be nice and you two can become friends. He seems like a very gentle giant, but he does have some... aggressive behavior."

The unicorn cast a sideways glance at Dash, and saw that the blue mare was focused on her glass of lemonade. The rainbow maned pegasus remained silent as she stared into the cup. Twilight wanted to say something to make her smile, but nothing came to mind at that moment. Instead she smiled to Fluttershy and decided to switch topics.

"So, how have the animals been with getting ready for hibernation?"

The yellow mare sipped her drink. "Oh, they are doing well, but some of them are being stubborn. I think a few of the bunnies don't want to get all the extra fat stored up yet."

Dash took a sip of her drink and looked over to Twilight. "Do we really have to wait till sundown to go meet him? All this waiting is making me... anxious."

The purple mare nodded and sighed. "Yes. We can't go into the forest yet, mostly because I think he will be sleeping, and I don't want to see him upset by us. Also, it would make it easier to find him if we had Applejack with us. She's met him more times than anypony, except Apple Bloom."

"So why not get Apple Bloom?" Dash inquired.

"It's a school night!" Twilight exclaimed, almost offended. "We can't have her missing school."

"I ditched plenty, and I turned out fine..." Dash muttered as she returned her attention to her drink.

Twilight shot the cyan mare a dirty look then rolled her eyes. "Besides, we don't want the filly being tired, and Applejack knows him well enough."

"Speaking of which, when is she going to meet us?" The pink maned pony asked.

The purple unicorn tapped her chin. "She said that she would meet up with us after she helped her brother harvest part of the orchard."

Fluttershy nodded and smiled. "I hope he is nice to us. I could always use a little help with some of the forest animals... if he promises not to hurt them that is..."

"If he doesn't hurt us you mean..." Dash sighed and looked at Fluttershy. "I don't want to be a downer, but he did eat some of those animals..."

Twilight nodded and rubbed her neck. "He has done that... from what Apple Bloom tells me, his regular diet is birds and small creatures."

The yellow mare nodded and sighed. "Maybe... but all creatures need to eat, and I don't think it would be right to force him to change his diet." She smiled. "Maybe he could change it for us?"

The other mares at the table shifted in their chairs and looked at each other. Twilight gave a weak chuckle. "That's... not likely... You can't expect a bear to not eat salmon, or ants to not love sugar."

The yellow pegasus shuffled and nodded. "I know... but maybe if we are really nice?"

"Ah think you could convince him if yer nice enough."

The trio at the table turned to see Applejack smiling at them.

"Applejack, when did you get here?" Twilight asked and stood up.

"A few minutes ago. Mac and Ah made great time in the northern orchard." She smiled and moved to the table. "Mind if we get food before we head out? Ah'm famished."

The farm pony sat next to Dash and gave her a soft smile. "You doing okay sugarcube?"

Dash shrugged. "I just want tonight to be over with."

Applejack nodded and gave her friend a hug. "Trust me, he's a gentle giant, just a little moody at times. You should see how he acts with Apple Bloom and her friends."

Dash sighed again and sipped her drink. "I'll see if that's true tonight I guess."

The four ordered food, and the conversation moved from topic to topic, but for the cyan mare, her mind was dwelling on the meeting that was about to happen.

Fateful Night (Part 1)

Red Trail didn't know which emotion he wanted to embrace more. Hatred of his job, sickness from being awoken from a rather comfortable sleep with Shade by his side, or annoyance that the stallion sitting in the chair in front of the fireplace was drinking a scotch and wasn't even looking at him as he asked the questions.

Red had been forced up from his sleep by Filthy Rich, and was told he had to get down to the study to talk to his boss, and he was rushed there so quickly that he failed to even get breakfast as he passed the kitchen.

"And this thing was how large?" The silver noble asked, removing Trail from his tired brooding.

Trail stifled a yawn and gave his head a shake. "Twice my size at least... powerful enough to pick me up and toss me around like a rag doll too."

"Did it not occur to you to try to kill this creature?" Lord Silver inquired, his tone cold with a hint of annoyed disappointment.

"I wasn't armed at the time, and I doubt I would have survived." The red stallion responded, his ears twitching in annoyance. "I am not a hunter, I'm a tracker. It's what you pay me for."

The silver unicon took a swig of his drink and sighed. "Then why do I bother to pay you?" He glanced over to the pegasus and sneered. "If you can't hunt then why bother showing up for one?"

"Because I can find the beast you want to kill, and none of the morons you brought with you could even hope to find a barn from the inside." Red Trail replied with a smirk of his own.

Lord Silver's sneer stayed for a moment then he nodded with hint of contempt and acceptance. "If the letter from Lord Fat Feast is true, then you are indeed worth keeping, but for your sake, I hope you do not ruin this hunt for me." He sipped his drink then gave a small wave with his hoof. "Leave me. I have far more important things to deal with now."

Red Trail let out a annoyed snort and walked out the room, into the hall where Shade was waiting with a pancake in her mouth, and she was staring at a painting on the wall, which depicted a scene with a masked pony singing to a mare. She turned around and her face brightened to a smile once she spotted Trail.

"Mmph Mpph." She giggled and chewed on her breakfast.

"In Equestrian this time." He gave an amused smile to the mare as he began walking through the hall to the kitchen.

She swallowed her mouthful of food then giggled. "I said good morning, what did the big boss say?"

"Nothing of value." He sighed and looked at the mare. He saw slight concern in her eyes as they moved into the kitchen. "Everything is fine, he just wanted a report on what happened."

The mare offered half of her pancake to him and nodded. "Sounds like it sucked."

He hesitated for a moment then took half of the pancake and nodded. "I wouldn't recommend doing it again."

He took a bite, finding the sweet cake a very welcome taste, and as they moved into the kitchen he spotted Sea Mint eating a biscuit and chatting with a maid. He nodded to her and she gave a small smile back. Shade walked up to the small island counter and grabbed a biscuit for herself.

"So, what are you two up to?" The green pony asked.

Shade spoke with her mouth partially full. "Red got yelled at by the boss, and I waited for him."

Mint looked to Trail, her face full of concern. "You didn't get fired did you?"

He shook his head and rolled his eyes. "I wish. That would save me from his gaggle of morons he brought with him, and the hunters from the other lords."

Shade looked at him with a sharp glance. "I better not be in that gaggle."

He and the younger mare laughed together. Red finished the pancake and shook his head. "You and I belong to our own gaggle."

"I'd rather be a murder, like crows. I have a soft spot for feathers after all. Remember that talk on the train?" The black unicorn giggled and quickly cuddled up to Trail. He rolled his eyes and moved her away from him with his wing.

Mint nodded. "That actually sounds pretty cool. A little bit of danger to it too."

Trail chuckled around his mouthful of food. "Crows are pretty smart birds too."

The trio ate their meal, which was dominated by bird related small talk for a while, until the younger Silver walked in and cleared his throat gently to get their attention. Mint turned and smiled warmly to him.

"Hey Silver." She walked over to him and kissed his cheek.

Shade let out a wolf whistle and Trail cooed at the couple. The young mare chuckled and smiled at her stallion, whereas the stallion next to her blushed lightly and gave an embarrassed smile.

"Come on... no need for that." He stuttered out while Mint kissed his cheek again. He smiled a little wider as the ponies went back to work, and he looked to Trail and Shade. "I want to talk to you both."

The pair nodded and Trail spoke with a calm tone. "Sure thing. What do you want?"

"I... want to know if I can trust you two..."

Shade nodded. "Of course."

"I would say so." Trail said. "Why do you ask?"

Silver looked to the door then back to them. "I think that this hunt is going to go badly..."

"Why?" Shade asked as she popped another biscuit into her mouth.

"This thing we're going to hunt... the information I've gathered on it shows that it's incredibly powerful and dangerous." He shuffled and sighed. "I just feel like this hunt is going to end in a lot of ponies hurt or dead..."

Trail nodded. "I think you might be right..." The pegasus sighed. "I've seen this creature, and it's incredibly fast and strong."

Mint swallowed and spoke softly. "So... what do we do then?"

Silver bit his lip and glanced to the three ponies. "We need to talk with someone that knows this beast, and hope they can help us."

Silence fell across the group for a few moments before Shade spoke again.

"I'm game." She smiled and nudged Trail. "What about you feather colt?"

Trail nodded. "I'm all yours boss."

"You know I'm here to stay." Mint nuzzled the stallion next to her and gave him a proud look. "What's the plan?"

Silver looked to each of them with a thankful grin, then nodded. "We're going to visit the farm."

The Goddess of the Moon looked over her night sky from a balcony as she formed it in the night, and she smiled to herself. Another perfect transition to the night. She looked upon the city below from the tower of the castle and she watched the lights turn on, illuminating the streets in a orange and yellow glow that made it look like a painting. She took a moment to absorb the sight before her, but it was cut short as a guard walked up behind her.

"Princess Luna." The mare stood at attention and awaited her attention.

She looked at the guard for a moment then smiled. "At ease... please."

The mare’s stance remained but she did lower her hoof from the salute it was in. "We have a report from Dark Art. He says that it's very urgent."

The goddess nodded. "Very well, inform him that I will be down to his office soon. I need to do something before I meet with him."

The guard gave a quick bow then left the alicorn alone. Luna turned her attention back to the city for a moment, then looked beyond the city to the small town of Ponyville, then beyond that, to the forest it was near. Her thoughts went to the lone protector she knew was living there.

She sighed and rubbed her temple. "What am I going to do... I don't even know where to begin with you Belial." She focused her magic and her eyes began to glow with a moon white light. Her vision was filled with the copse of trees that the Arbor Lunae was nestled in and she say nothing but the undergrowth. She blinked and the view of Canterlot returned to her.

"I wish I could cure him... I want to keep my promise."

She took a deep breath of the cool night air then turned and entered the castle. She made her way through the corridors until she reached the sub levels, and she walked into a small office with a slender unicorn stallion of light yellow sitting behind a desk. The stallion looked up from the folder he was reading and smiled.

"You're majesty." He stood up and bowed. "It's a pleasure."

The mare nodded. "It is, please, lose the disguise."

The stallion nodded and his horn glowed for a moment and his mane became much rougher, his fur was a darker tan in color and his eyes became bright amber and had slit like pupils. He was a member of a unique race, the Shedu or more commonly known as cat-ponies among themselves. They, along with the bat-ponies, and the lone surviving Arachnapony were all born from the same curse. A curse that the lunar princess couldn't cure them from.

Luna smiled and sat on a small chair in front of the desk, looking at the cat pony with a almost motherly gaze.

"Much better. Now then, what is this report about?" She asked as the stallion offered her a small box of mints.

Dark Art closed the box after she took a few mints and placed it on his desk. "Well, I have reason to believe that something is going to happen in Ponyville."

Luna's eyebrow rose slightly and she lightly sucked on the mint in her mouth. "If you are talking about the pillar of light that happened before Nightmare Night, then I must tell you that I dealt with that already."

The cat pony shook his head, and moved the folder to the goddess. "No, that was not much of an issue for us. I'm more worried about the movements of certain ponies."

"'Certain ponies?'" She repeated as her magic picked up the folder. "I must be out of the loop, because I am unaware of any ponies that we are watching."

The stallion nodded. "I thought you were briefed on the actions of my portion of the legion..."

The goddess shuffled slightly and shook her head. "I have done little in the way of official work... much" She gave a sheepish smile. "I haven't read any reports from your portion or Black Wing's. I apologize for not reading it."

The cat eyed stallion blinked slowly then pursed his lips for a moment then nodded. "I will fill you in then."

He cleared his throat and sat up in his chair. "About 100 years ago, my predecessor found out about a interesting group, calling themselves The Children of the Rising Sun. A small guild of a sorts, mostly big game hunters."

"How does a hunting guild get the attention of the Night Guard?" Luna sat up a little.

"Mostly because of what they hunt and how they go about it." He answered and used his magic to open a drawer and pulled out a very thick file. "Illegal hunts, bribery, and use of deadly force on ponies, and that's not to mention they hide their true purpose from government." He placed the file on the desk and looked at the goddess. "And that their hunts involve monsters."

The goddess's eyes widened and she moved towards the edge of her chair.

"So far, we know that they have a wide influence, and plenty of wealth, but unfortunately they are good at covering their tracks, and we have had little evidence to charge them with anything." The cat pony sighed. "We know that they are criminal in their methods, and we've caught some of their members on various crimes, least of which have been murder and trafficking, but those aren't important right now."

He opened the file and riffled through it for a moment and pulled out multiple photos of ponies. "The head of the guild, along with some of the most dangerous members have all been tracked to Ponyville." He pulled out a photo of a brown stallion with a well-groomed mane. "We know that they are staying at the mansion of one Filthy Rich."

Luna looked over the pictures and noticed a silver maned stallion that looked barely into stallionhood. "Who is this? Please don't tell me he is dangerous as well..."

Dark Art shook his head. "No, but he is the son of the leader of this guild." He tapped a picture of a much older stallion with a silver mane. "This is the one to be careful of. He has expanded the guilds illicit activities to smuggling magical contraband, and even murder, but sadly they are good at covering their tracks well."

The goddess nodded and began reading the file of one of the ponies, then blanched at the list of offenses. "By my sister's mane..."

"Agreed. Some of them get even worse." He sat back in his chair. "I suggest we watch Ponyville closely and see what they are up to. It can't be good."

The goddess nodded. "I will take Black Wing there tonight and talk to an old friend. He can help us protect the town."

The stallion nodded. "I insist you bring me as well. I have the most knowledge of this group, and I will be an asset in the field."

Luna nodded and smiled with pride. "Good, because I need an expert, and I know none more qualified than yourself and Black Wing."

Dark Art smiled and gave the mare a salute. "It would be a pleasure, Matriarch."

Luna rose from the chair and gave the stallion a small nod. "I am off to inform your fellow Centurion of this little trip."

Without another word the goddess left the room, taking a glance back to see the cat pony disguise himself back to the unicorn he was when she walked in, and made her way to the barracks. She nodded to the passing guards and stopped once she reached one of the training rooms to watch some of the guards spar for a few moments.

She leaned against the door frame as she watched a batpony stallion spar with an earthpony mare. Her mind drifted to the night that her legion was cursed, and the events that followed. She went down a dark path and was banished, and she was informed by her sister on the night of her return that the surviving members were all placed in a magical stasis, to await for her return. While the spell worked perfectly for the bat ponies, it had a slight complication with the cat ponies. What was it Celestia said? Herding cats was difficult and it caused a complication? The goddess giggled to herself, and she smiled with pride as the sparring mare pinned the stallion.

It had been a warm welcome when she saw the bat ponies, fresh from their sleep, and the cat ponies, who waiting for her for the last three hundred years prior. The fond memory was tainted as she recalled the sad fact. Her Arachnaponies had all been hunted down, mistaken for monsters. That thought led to another, which was bittersweet for Luna. One confirmed survivor, Belial.

Her former Legion and the Royal guard had integrated quickly, and bonded very well. She had worried they would clash, but they had surprised her and Princess Celestia when they became one effective and well-oiled machine, as if they had served with each other the whole time, without a hint of the separation of time. Luna's musings were broken as a male voice came from behind her.

"I was informed you were coming to see me."

The princess turned around and looked upon the Captain of the Night Guard. The bat stallion smiled to the goddess and looked past her to the group of bat ponies and normal ponies. He gave a proud look to the guards then looked to the goddess.

"Shall we discuss this matter in my office, Princess?" Black Wing spoke, his voice soft, but caring an air of calm authority.

The alicorn nodded and motioned for him to lead the way. "After you."

Black Wing led her through the halls of the Barracks, through the halls of the castle into the western tower, and finally into a small office. The stallion removed his helm and sat behind the desk, while Luna moved to stand beside it.

"So, what is this little meeting about?" The guard asked in a polite tone. He leaned back in his chair and rubbed his eyes with a tired sigh. "I hope I didn't mess up some paperwork."

Lune shook her head. "No, this is much more interesting, and important than a few papers."

The stallion opened his eyes, and then looked to the mare. "Please, do tell."

She smiled. "I see you are paying close attention now."

"Anything to save me from paperwork please." He smiled and sat up.

"Good to hear, because you are going to join me in the field with Dark Art." She shared the smile with the stallion then closed the door with her magic. "I assume you read his reports on this group called the Children of the—"

"Rising Sun..." He finished for the goddess and his smile quickly faded to a dark grimace. "I know them very well... They are the guild that hunted down the Arachnaponies, and tried to kill the rest of the Legion."

Luna nodded. "You... seem to know them well."

"I watched them kill my friends and fellow Legion members." He took a breath and rubbed his face. "I know them very well, and it's a blight on this kingdom that they still exist."

Luna's expression steeled and she nodded. "Then you have a chance to help me stop them in Ponyville."

The bat wings pony nodded and placed his helm back on his head. "I would be honored to help you stop them."

A Light in the Forest

"Ah don't wanna die."

These simple words were all that Apple Bloom could say. She was trapped and she knew there was no escape. Her back to a huge tree and her eyes glued to the largest and most ferocious looking of the timber wolves surrounding her. She watched as they circled her, slowly getting closer with every pass in front of her. The largest of them crouched low and she closed her eyes. She didn't want to see it happen. Her day flashed before her eyes and she remembered how her day had gone from good to bad to worse.

Apple Bloom was walking along the path to Zecora's. It was starting to get late in the evening but she knew the path by heart and she wasn't worried about getting lost so long as she stayed close to the path. She made it to Zecora's hut without a hitch. The pair of them spent much of the trading stories of family and friends, and making a large variety of potions out of exotic plants that Zecora had gathered in the forest. They both lost track of time and it was well after dark when Apple Bloom decided to leave. Zecora offered to make a bed for Apple Bloom so she could stay the night but Apple Bloom declined.

"Ah know the path like the back of my hoof. Ah'll just hurry as fast as Ah can. Thanks again for letting me come over."

With a smile and a slight nod Zecora bid her farewell. "Hurry quickly little Apple Bloom, for dangerous things come out under the full moon."

Apple Bloom waved goodbye, adjusted her schoolbag, and trotted along the path. She covered the first third of the path like this but something off the path caught her eye. She stopped and move back along the path until she spotted it again. Something was glowing ruby red through the trees. She looked up the path back home then to the light.

"Well... Ah could just take a quick look."

She started moving through the trees getting closer to the light making sure to mark her way with a piece of chalk. She noticed that the light was getting very bright and thought that she was about to discover its source when she ran into a cluster of trees that grew so close together that she could only barely look through the crack between them. When she tried to see what could possibly be making the light all she could see was the light itself. She huffed and started to walk along the wall of trees looking for an opening or gap she could fit through. She came upon a gap after a few moments of walking. She squeezed herself through and was amazed by what she saw.

"Well Ah'll be. It’s a glowing tree."

Indeed it was a tree. Apple Bloom couldn't tell what type of tree it was but it looked just like a full grown tree only it stood barely taller than herself. The leaves moved on their own and with every movement they shimmered and glowed. She walked around the tree studying it. After a few moments she pulled out her notebook from her bag and started drawing the tree and taking notes on what the tree looked like and how it moved on its own.

"Ah bet there are more of these trees in this forest. Maybe if Ah can help Zecora find this tree again we can move it and make an orchard!"

She finished her sketch of the tree and went back through the gap. She looked along the wall of wooden giants both ways and headed back the way she came from but stopped after a couple of minutes of walking. She couldn't remember how many trees she had passed before she found the gap. Panic set in almost immediately as she tried to recall how much foliage she had passed but with no luck. She kept walking around the small grove until she found herself back at the gap.

Now she was panicking into hysteria. She started to run around the cluster until she heard a howl in the distance. This did little to calm her nerves. She started into the woods hoping that she would run into the path but as she started the howls grew louder. Her panic was beyond anything she had ever felt in her life and she sprinted away from the howling.

This only caused the wolves to take notice of her. The noise she made only made it easier to find her and from there it was only all too easy to get her to go where they wanted her. Apple Bloom kept running as hard as her legs could let her. She glanced to her left and saw a timber wolf through the trees. She leaped to the right to try to get away from it but this only made her hit a low laying branch. The limbs of the branch ripped the bow from her hair, but she didn't care. She panicked more due to the stinging that now covered most of her face and upper neck.

One of the pack members came closer to her and took a swipe at her with its mighty claws. Much to its irritation it didn't score a hit on flesh but on the bag she carried. The strike on the bag launched it from the young filly’s back and into a bush. Not that it mattered anyways to the wolves. They had her right where they wanted her. The other pack members put themselves between her and all possible escape routes. The young filly backed up into a tree, her eyes filled with terror.

The Alpha snarled at the pack letting them know that it was going to make the kill. It rounded the filly not breaking eye contact for a second. Much to the Alphas amusement she didn't look away. He lowered himself ready to pounce, she closed her eyes, and he leaped. He was going to eat well. He was about to strike when something caught him by the back of the neck and yanked hard in the opposite direction. The resulting CRACK was like a cannon going off in the clearing.

Applebloom opened her eyes to see the wolf flying through the air. The other wolves were either looking at the Alpha in the air or up into the trees. She couldn't believe what was happening and before she could even process that something saved her another wolf leaped at her. She screamed and ducked closer to the tree. However like the Alpha this wolf also failed to make it to its target. Something white hit the wolf on the back and threw it into a nearby tree hard enough that the branch it hit splintered everywhere. The terrified filly followed the white, for lack of a better word in her mind, rope up into the higher reaches of the trees. Something was moving up among the branches but she couldn't see what it was. The wolves were also focused on the thing moving in the trees, The red maned filly forgotten as they tried to figure out what was attacking them.

Another rope shot out of the trees and hit a wolf on the back. It was lifted off the ground and flung into another wolf nearby. The pair fought each other as they tried to get back to their paws but they didn't get the chance. A much larger rope that ended in a net covered both of them and lifted them both into the high reaches of the tree. The rest of the pack didn't wait to see what the creature above them would do to them and sprinted away into the forest.

Apple Bloom stayed huddled next to the tree hoping that whatever was up there didn't notice her. After a few moments she heard a rustling of some leaves above her head. Fearing that whatever it was would attack her she closed her eyes and tried to huddle as close to the tree as she could. When nothing happened she opened her eyes and saw that her schoolbag had been placed in front of her. She could only stare at it.

"You are safe little one. I shall guide you back to the path leading to your home."

She nearly jumped out of her skin. The voice came from above her, from the top of the tree. The voice was deep and gentle. She looked up trying to find the creature that was talking to her but all she could see was darkness among the leaves.

"What are you? Who are you?"

A rapid series of clicking noises reached her ears. "That doesn't matter. Do you want to go home or do you wish to stay here in the forest?"

The sharp tone from his question told Apple Bloom that whatever this creature was it was short on patience. "Ah wanna go home..."

"Then follow the hanging strands."

She was about to ask him what he meant by 'hanging strands' but then she got her answer. One of the ropes appeared in front of her. She got up, grabbed her bag and looked for another of the ropes. Another dangled a few yards ahead of her. She followed them through the forest silently wondering what could possibly have saved her from a pack of timber wolves and from up in the trees no less. She spotted the path ahead of her and ran to get to it but stopped a few feet away when a thought hit her. 'No one will believe me.' Her hesitation to go onto the path was not missed by her savior.

"What’s wrong? Home is but a short walk away on that path."

She looked up in the direction she thought the voice was coming from. "It's just... nopony will believe me when I tell them about what happened... and I don't know who or what you even are."

Her savior didn't reply, and for a moment she thought that it had simply left. She took a step towards the road when she felt something drop onto her neck. She placed a hoof on her neck to discover what it was and what she found was a strange necklace made from the same material as the ropes that she had seen. She removed the necklace to study it. It looked just like any other cord that would be used for a necklace but was a bright silverish white. Hanging from the cord was a pure white stone in the shape of what looked like a spiders head, but also had the ears of a pony.

"Now please, leave this forest and go home where you can be safe. I might not be there next time to save you if something like this happens again."

Apple Bloom only looked up to the trees with a smile on her face. "Thank you."

Without another word she stepped onto the road and ran home not stopping for a second. From the shadows of the tree tops her savior watched her run home knowing that she would only come back looking to meet it. This fact brought amusement to it, as did the realization that it had dinner waiting in the clearing.

Meeting the Neighbor

Guardian watched the young ponies from the treetops of the forest. When they stopped on the road he noticed that they seemed to be debating something. He dropped to the ground and swiftly entered the overgrown field that flanked the road. He stayed low to the ground and used his heightened sense of smell and hearing to get near the ponies without being spotted. He drew closer to them making sure that he kept his body close to the ground.

He drew near and heard something that sounded like a scuffle. At first he wondered if they had started fighting each other but after a moment he heard the voice of the white one.

"Let me handle this."

He didn’t see what happened next so he crouched lower to the ground and slowly advanced so that he could see through the tall grasses.

The white one spoke again. "May I talk to you for a second in private?"

He found a small gap in the grass and spotted the unicorn and pegasus colt. Both walked over to the side of the road. They stopped a fair distance away from their friends, and stood close to where Guardian was hiding.

The pegasus spoke in an almost pleading tone. "I can't just hide the photos from everypony. We'll get made fun of if we don't show them!"

The unicorn moved closer to the colt. "What if I made a deal with you? Would that change your mind?"

The colt raised an eyebrow at her. "What kind of deal are you talking about?"

The unicorn shuffled on her hooves for a moment then took a breath. "I was thinking that ...m-maybe I could model for you."

Guardian watched with amusement as a blush came over the colts face. His amusement only grew as the pegasus tried to speak in a calm voice. He failed miserably.

"What? You want to model for me... why?"

More shuffling of hooves. "I've had a crush on you for a while now... I was hoping that this could be a chance to get to know you better."

A small silence followed. The colt walked closer to the unicorn. "I've had a crush on you too. So this would be a date?"

She nodded and looked him in the eyes. "Only if you promise not to show those photos."

The pegasus moved closer to her. "I think I can agree with that. So does this mean were special someponies now?"

The unicorn nodded. If Guardian had the ability to, he would have rolled his eyes in the same fashion as the ponies he had seen. Instead he mimicked the head motion and started to slink back to the forest. His curiosty sated, he was now certain that they would keep him a secret from all but the most trustworthy of ponies. He made it back to the tree line and quickly ascended up the trees back into the comforting darkness. Moving quickly amongst branches he returned to the clearing that was home to the Arbor Lunae. He landed on the forest floor with a soft thump and started to circle the tree.

It's been to long since I last had a chance to communicate with such young creatures. Annoyances all of them. He tilted his head to the side and felt a series of pops and cracks. He did the same on the other side then returned his gaze to the softly swaying tree. She nearly touched it. She could have killed herself... not that she knew about the danger it posed to her. Still the youth should learn to never mess with things they don't understand. He stopped circling the tree and shifted his attention to the opening in the circle. He made his way over to it and squeezed his way through. It would be best if I made sure they can't come wandering back whenever they feel like. He followed the path they had made through the fallen leaves to the first of the marked trees. He used a clawed limb to wipe away the chalk then started walking toward the next tree.

They did have the open mind to accept me at face value. Interesting but sad. They too will hate me in the end like all the others of their kind. He reached another tree and began wiping it clean of the chalk. He walked through the forest. I haven't walked this much in years. I also haven't been in touch with the ponies as well. I should check up on their culture to see if they have changed. He reached yet another tree, wiped it clean and began walking again. He spotted the next tree and the road next to it. Wipeing the chalk off and starting to remove the now white powdery stain on his own limb.

He was ready to leap into the tree he had just cleaned when he heard hooves on the path. Only one set and too heavy to be one of the foals. He grabbed hold of the trunk with all of his limbs and quickly ascended up to just below the first branch and looked to the path. From the brush some ten yards away from the tree he was now hanging in, emerged a creature he didn't recognize. It was tall and lithe like a mare but stripped and wore strange rings about its neck, left foreleg and in its ears.

Who is this? Not a pony, the scent is wrong, as is the body shape. Sentient though. He watched as it walked along the edge of the path ,its eyes scanning the underbrush, searching for something. He followed the interesting creature for a few minutes before it stopped and headed into the brush. He leaped from the side he was sitting in to the other and watched it as it picked a bright orange plant from a tree it was growing on. Herbalist. Highly intelligent to do such a job in a forest such as this.

He moved onto another branch, as he did so one of his hoofs landed on a dead limb causing it to snap and fall to the forest floor below. It landed in a bush beneath the tree causing a noticeable *Foowmp* on the ground. The creature he was observing turned around quickly and looked for the source of the noise. Not spotting any, it spoke in a deep soothing tone.

"Who is there unseen, sneaking up on me during my routine?"

Female and a rhymer... very interesting. Silence was all that answered the female below him. She let out a small sigh.

"A small creature must have passed, so much noise for one that moves so fast."

He recognized the tone in her second verse. Barely contained panic. She was trying to calm her shot nerves by convincing herself that the noise was caused by something harmless. He felt a sudden wave of pleasure as the hunter within knew that this was the best kind of prey. The panicked prey made mistakes and mistakes lead to capture. He crouched low in the tree and his vision narrowed on her. She moved with a quickened pace back to the path all the while looking around to make sure nothing was near her. The hunter in Guardian could only watch her with amusement. They never look up. He moved slowly through the tree and watched her walk onto the path. The dark voice within him was now screaming at his mind, demanding that the hunt begin. We swore never to eat ponies but this isn't one. He shook his head. NO. She may not be a pony in scent but if she is part pony then she cannot be harmed.

She started up the path at a fast pace, almost cantering through the forest. If the hunter in Guardian was only barely contained before then now it was having no trouble taking over. The sight of her almost fleeing in panic made his mind snap and the hunter took over. His vision tunneled on her and he lowered himself so that he was hanging on the trunks of the tree and leaped to the next tree making sure to land heavy so he could create noise.

The loud *thud* he made on the tree reached the creature beneath him. She turned around quickly to scan the path and all the surrounding foliage. Instinct told him to wait but the hunter wasn't listening to that. This was for the thrill now. He slammed his fore-hooves into the tree causing it to splinter and let out a crack like a lightning bolt. If she was frightened before she was terrified now. She sprinted up the path. Now she'll die tired. He leaped from trunk to the branches of another tree so he could keep her in sight. Leaping from tree to tree he lost all notions of stealth and subtlety he had before. He wanted her scared; so that when she was in his web she wouldn't have the strength or hope to fight him off.

From his vantage point he spotted a growing source of light in the distance. A small hut of some kind came into view. He let out a low growl and moved swiftly ahead of the fleeing creature. A feeling of pure adrenaline came over the hunter as he prepared himself for the capture. She ran towards the hut and even from up in the tree he could hear the sigh of relief that escaped her lips. She slowed down and took a moment to stop and catch her breath. Guardian steadied himself and waited for her to begin moving again.

All the better. Now I get to break her hope. She started walking towards the safety of her hut. She was almost beneath him when he shot out the web to capture her. She was stunned for a moment but that didn’t last long, because the next moment the hunter pulled. She was lifted into the air screaming but was silenced when she saw what was lifting her into the darkness of the trees. Her eyes widened in terror and started to thrash in the web that held her. The hunter gave her no time to attempt escape. He moved swiftly around her, cocooning her in web leaving only her head and neck exposed.

KILL. FEAST. He closed the gap to her neck. It was so inviting to take a bite and he needed to accept that invite. He was so close. Her scent filled his nostrils and he could see the sweat beading on her neck. He was so close now.

"No. Please."

He froze an inch away from her neck with his fangs bared. He had heard that tone before from a small filly. It was a tone that was lost of all hope, a voice that spoke of having nothing left but a small glimmer of hope, barely even a spark in a world of darkness. His mind slowly cleared from the murderous hunger that had consumed him. He slowly drew back and looked her in the eyes. She was silently sobbing in the cocoon, her eyes closed as she awaited the end. When it didn't come she slowly opened her eyes. The fear in her eyes made him retreat into the shadows leaving her hanging there.

"Please, let me go, great creature I do not know. Undo these webs that bind me, please show me mercy."

For a moment there was no movement from within the trees. She looked at the shadows for a long time hoping that the creature that had captured her would let her go, but as the moment wore on she realized that it wasn't going to. She closed her eyes again and waited for the creature to finish the job. However she felt a sudden falling sensation and opened her eyes to see that the ground was now getting closer to her. She braced for impact with the ground but it never came. She felt her back gently touch the ground and felt something move over her stripping away the web.

She quickly got out of the remaining strands and sprinted for the hut. Guardian watched her as she ran, his mind in a cold shock. I nearly killed a living soul. I almost consumed her. He launched himself into the trees and leaped away from the path. He didn't know how long nor how far he had traveled but when he finally came to a stop he was in tree on the edge of a large lake.

He dropped down to the waterside and splashed the icy water onto his face. I lost control. I nearly became the monster they called me. I nearly killed her, an innocent mare that had done nothing wrong other than walk on that path. He dipped his head under the water and shook it as hard as he could. He was frightened by his own actions. He never came that close to killing before, and it shook him to his core.

If that was one of the foals... He smacked himself hard. NO. I would never harm a child. He sat down half submerged in the water. But I nearly ate the mare. If I had done the deed how many more would I have to kill before I stopped caring how old they were? He splashed his face again. He didn't want to think about that. He wouldn't do that ever, and yet he had come so close to breaking an oath he had taken so long ago.

He lifted himself from the chilled waters and headed back into the forest. He found his way back to the circle of trees after an hour of aimlessly wandering through the forest. He landed near the glowing tree and sat down to watch the endless motion of the leaves. His mind went blissfully blank for what felt like hours as he let the light wash over him, but his mind refused to let him relax so easily. His thoughts turned to the foals that had invaded the sacred ground he had sworn to protect.

What if this day was meant to bring me back to the society that rejected me so long ago? He closed his eyes and sighed, but found himself thinking along that line much more. What if this was some sort of fate? What if all that had happened over the past few days all meant something more significant?

"I suppose a visit to the young one wouldn't hurt."

Old Tales, and Lost Truth

The princess of the night slowly circled the softly glowing tree before her, her eyes unwavering as she inspected it like a piece of art. She paused for a moment and used her magic to create a tendril of energy lift off the tree and dance for a moment then let the tendril dissipate. Her attention was focused solely on the tree but off to the edge of the clearing sat Guardian, as he waited for her inspection to end.

She made another circle of the tree before looking to Guardian. "You have protected this new Arbor Lunae in its new home. Was the copse of trees your doing?"

Guardian shook his head. "No, but I have a feeling that it was no accident. The last tree did not survive after you left. I protected it as it slowly rotted to nothing..."

The alicorn nodded, and sighed. "My sister informed me of that... it withered and died without me here, but I intend to be on this world for a very long time." She smiled and gently brushes one of the leaves of the tree. "Have... you seen the Sol Lignum since I was banished?"

The arachnapony moved closer to his princess, slowly while he admired the tree. "No. I have been busy with simply avoiding contact with anything since the fall of the legion."

Luna sighed and looked her former legionnaire in the eyes. "I understand... have you contacted any other of your kind in recent times?"

Guardian sighed. "I haven't in a long time. I am very certain that I am the last of my species."

"I may have news on that. There have been rumors of other creatures in the more untamed lands within the kingdom. With any luck, one of those rumors might be true, and that creature might be another of my arachnaponies hiding." She smiled hopefully, and gave a small nod. "I hope that we can restore your species to the numbers it once had."

Guardian shook his head. "I have seen far too much of this kingdom to say that any others are hiding in a pocket of trees. My matriarch, sometimes it's best that we look at the most likely outcome. I watched my people die... there is no need to reopen an old wound with empty hope..."

Luna sighed and gave her old companion a scanning look. "I remember when you were the optimist... the world has been cruel to us both, but you have suffered so much more..."

The larger creature merely let out a small exhale and looked at the tree. "Suffered is putting it lightly... but, you said the other members of the legion are alive?"

The goddess nodded. “In a way, yes. The Thestrals, and Shedu are in my service again, but due to... odd circumstances, the thestral's are the members of my old legion, they were brought to this age with magic, so to speak. You're old comrade Sammael is currently looking into one of those stories for me."

Guardian returned his many eyed gaze to the mare near him. "So... he and those he commanded are alive... I suppose that is for the best. What of the Shedu? Is Abathar leading them as well?"

"Abathar died my old friend. The same enchantment that kept the thestrals from aging failed to last until my return. They have been working for my sister for nearly three hundred years now." She sighed and looked at the tree. "Our cat eyed friend died of old age... according to my sister, he died the way he wanted... in somepony else's bed..."

Much the to princess's surprise she heard the massive form next to her chuckle and looked at him to see a smile on his features. Guardian closed his eyes for a moment and chuckled more softly then sighed.

"I already mourned for them both, but it is good to have closure on how he passed at least. Shame I may never know how Jezebel passed... but enough of the past. You have two of your old Centurions to command again. What do you wish of me my matriarch?"

Luna smiled as the massive form bowed to her, and she felt a pang of affection. The fact that the old solider in front of her was old, disillusioned with the world, and probably cynical do to the tragedies he had suffered, he was still a loyal stallion to the legion he had volunteered to.

"My Centurion Belial. You have already been doing what I would ask of you. I wish to see that my tree is protected from all harm, and I think I can give you help with this task. My sister has a apprentice here, by the name of Twilight Sparkle—"

"I have already met her. She is smart, but naive. She was nearly killed by the tree when she saw it." Guardian’s voice was the only indication of what he thought of her. His tone was that of a disappointed observer. "I think she meant well, but she did not think her actions through... but I am willing to work with her if you command it."

The princess of the night nodded approvingly. "I shall discuss this matter with her, and make an arrangement for her to plan things out with you." She smiled at her old companion. "Have some faith in her, she is a good mare, with a good heart."

"I have seen what good mares do, and it led me to lose what faith I had in her kind. I work with her because of your orders, and the word of a friend. No more than that."

Guardian left nothing more to be said as he climbed into the tree's leaving the princess alone to sigh. She looked up to the full moon hanging over the Arbor Lunae, and drank in the feeling of being so much closer to her domain then she had felt in a millennia.

"Hopefully, we can make the next interaction more social Belial."

The princess of the night glided to the large library tree and took a moment to enjoy the decorations that Twilight and Spike had put up.

I enjoy the webbing... She chuckled to herself. How coincidental that she used that tonight of all nights. She looked at a nearby jack-o-lantern and sighed. Is that... a carving of an entire manticore?

Luna chuckled for a moment then moved to the door and knocked on it quickly. She heard voices from the other side and the sound of rushed hooves from behind the door. The wooden door opened quickly and Luna was met with the bright pink face of the party mare.

"Hiya Luna! What'cha doing here?"

The princess smiled at the mare that was beaming back at her, but only for a moment. "Well, I came to talk to you, and the other Element Bearers. is Twilight here?"

As Pinkie nodded, she turned around and took a deep breath as if to yell, but stopped at the purple mare she was going to retrieve was only a foot or so away. "Hey Twilight! Luna is here, and wants to talk to us."

"I gathered that." The purple mare bowed to the deep blue alicorn. "Please, come in. It's warmer in here."

The princess of the night entered the tree library, and looked around for a moment, looking at each of the three mares she had yet to talk to. Pinkie closed the door behind the princess and moved over to yellow pegasus and sat next to her. "Greetings, I came to talk to you all... but Rainbow Dash seems to be missing..."

The group shuffled for a few moments before Rarity spoke. "Well, we tried to find her, but we had no luck. I think she might be flying around helping, but that's only a guess at best... we thought we would meet up here, and figure out what to do about Guardian."

Luna's ears perked at the name of her Centurion. "You have met him as well?"

Rarity, Fluttershy, and Pinkie Pie all shook their head. Pinkie voiced their explanation. "Nope, but Twilight just told us about him."

The alicorn's gaze fell on Twilight. "I see. So, what do you know of him?"

"Only what he has told me..." The purple mare sighed. "And that is barely anything at all. I know he calls himself Guardian, he protects a magical tree, and that he is an arachnapony.” The mare let out a sigh that bore some annoyance. “Aside from that, nothing at all."

The Alicorn nodded slowly and a thoughtful gaze passed over her face. "Hmm... he's not forthcoming with his past... but I think you deserve to know if you are to help him protect the Arbor Lunae." She noticed the confusion at the name from three of the mares. "The magical tree. I shall explain that as well."

The princess summoned a large, alicorn worthy pillow, and sat down on it. The other mares gathered pillows for themselves, forming a small circle while looking at the princess of the night. The princess waited for a moment then took a breath and spoke in a gentle, and informative tone.

"The Arbor Lunae is a physical manifestation of the magics I wield. It's shares it's growth with my own, and as such, as my power waxes and wanes, so does it blossom and wither." Luna used her magic to create an image of the tree she spoke of, and had is softly glowing the pale white it did in real life. "But it's not completely unique in its nature." The tree she created split into two separate trees, the second one softly glowing gold and towering like an oak, over the willow that was the former.

"My sister's has been growing for a long time, and it has had a thousand years more to grow, where mine has had to start anew." The princess stared at the image of the silver willow, and sighed for a moment. "Still, these trees are dangerous to those that don't know how to act near them. They are as deadly as they beautiful, and even worse, they have a curious effect on all that look upon them."

Luna looked at the purple mare near her for a moment. "You have felt its effects on your mind. It drove you to try to discover it's secrets, and it made your curiosity insatiable. That caused you to nearly touch it."

Twilgiht felt her cheeks warmed in embarrassment as her friends all looked at her. "So... it can control your mind?"

"No." Luna shook her head. "It can influence your mind, but ultimately, you make the final choice."

Rarity spoke, curiosity in her voice. "So, are there only these two trees?"

Hesitation showed on the alicorns face and she shook her head. "No, but the only one we need to worry about is this one."

The golden tree faded away, and only the silver one remained. "Guardian is going to stay in the forest, and protect the tree, but I would like for you all to help him, but keeping the town calm, and preventing them from marching in there as a mob." She made the image fade and looked each the mares in the eyes. "I don't want him to do anything that could risk himself, or the tree."

The mares let out a small chorus of agreement, and silence fell on them for a moment before the purple unicorn spoke.

"Princess... how did Guardian come to be how he is... was he always like that? I mean his physical appearance..." The mare finished and shuffled on her pillow for a moment. "And... has he always been so antisocial?"

Luna looked the mares over for a moment, then her horn glowed softly as the curtains of the windows were drawn, and the distinct click of the doors lock was heard.

"What I am about to tell you is a part of Equestrian history that hasn't been heard in over a thousand years. None of this has ever been told to any mortal since the events unfolded."

She created a small image of herself and her sister, both glowing softly in similar colors of their respective trees. Behind them, small armies formed, one of silver, and one of gold.

"When my sister and I ruled together all those years ago, we had two legions to settle the land, and to keep out citizens safe." She made the golden ponies disappear, and had four of the silver soldiers march up to the miniature version of herself. "My legion was split into four parts, each lead by a commander, whom I gave the rank of Centurion. In addition of the rank, I gave them an honorary name to accompany their rank."

She made her miniature image of herself disappear, along with three of the silver forms. "The one that you have met, is Guardian. His name was Bronze Hoof, but when he gained his rank of Centurion, he was renamed to Belial."

She made the solider before them gain armor, and grow to be slightly taller than a colt. "He was, and still is a loyal and powerful warrior. I chose him to defend the tree because he showed a unique trait that I had never seen." She made the tree appear near the warrior and made the warrior stand guard. "He seems to be immune to the tree's effects... or is incredibly strong in willpower to resist it for as long as he has."

"But Princess... if he was a Earth Stallion, how did he become the spider like pony he is now?"

The princess sighed and made the warrior turn into a darker silver image of Guardian. "That... is the tale of how my legion became what it is today."

One Thousand Years Ago

Luna looked down onto a large map, marked in several places with small symbols of moons and suns, the locations of her legion and her sister's legion. She looked up to see the four ponies walking in. The group was all clad in silver armor, adorned in creatures that dwelt in the night. Cats, bats, spiders, and more all were surrounding a large image of a full moon.

"Come in, mine Centurions. I hath a quest for us..."

Luna's story was interrupted by Pinkie. "Princess, can you make them talk normal?"

The other mortal mares groaned for a moment but Luna nodded and smiled. "I suppose I could... Now, no more interruptions."

The pink mare nodded, and made a motion to zip her lips closed, and the princess could swear she heard it zip.

"We came as soon as you summoned us." The large earthpony stallion answered, with a small bow. Luna looked at him for a moment; his large black form loomed over even his fellow warriors, which was complimented by his abilities to fight.

Her attention turned to the newest member of her loyal legionnaires, a deep sea green mare with the new name of Mihr, the name of an earthpony hero from before Equestria's founding. She was tall for a mare, but not as tall as the male centurion that was walking next to her, however she was as tall as her other peers. Her eyes were a piercing golden, which clashed perfectly with the silver of her armor.

Next to the mare was the only magically adept member of Luna's council. The unicorn was of a deep cobalt, and had a mane like embers, which made his armor look slightly mystic as his mane formed the crest of his helmet, spilling out like lava from a silver volcano. His name was appropriate for his race, Harut, which was the name of a powerful hero from the ancient unicorn legends.

Luna cast her gaze to the final member, a pegasus stallion with a midnight blue coat, his gaze moving from the map to the mare for a few seconds then back to the tables contents, only to return to her a few minutes later. His name was Sammael, her first centurion, and as such she had named him herself. In ancient times, the name meant loyalty, and as such he had earned the name.

"I know that you all have been briefed about the attacks in the eastern wilds of the kingdom." Her company nodded silently. "Things have devolved even more as of the last report... and we have news of source of this attack." She pulled up a scroll with her magic, and passed it to the closest of her soldiers, Harut. "There is a coven of unicorns there, harnessing dark magic to control the monsters."

The leaders of the legion nodded and looked at the map. Luna spoke once more, in a more authoritative tone.

"Since we are spread thin at the moment, I will need to use the forces closest to the covens last known location." She looked upon the largest stallion. "Belial, your legion will be the one to respond and remove this threat to the kingdom."

"As your wish, Matriarch." The stallion spoke in his deep voice, and gave Luna a small bow.

Matriarch... That old joke will never die will it... Luna gave a small nod to the stallion and moved a small marker across the map before them, and placed it on a small point, a small town called Deepwood.

"Princess... sorry to interrupt, but... Matriarch?"

Luna looked at the apple pony and smiled. "Oh, right. It was an old nickname my legion had for me. When I gave my first address to them, I made a remark..." The princess tapped her chin as she thought for a moment. "It was something along the lines that I was their new mother, and the legion was going to be their new family. Soon the officers were calling me that, and the soldiers followed soon after."

The princess's face warmed for a moment then became serious once more. "Now then, I will skip the more... mundane portions..." She stopped as Twilight slowly raised her hoof. "Yes Twilight?"

"The names of your commanders... three of them were old heroes or good creatures... but... Belial..."

"Ahh, he picked his name because he knew the stories of the demon it came from." The princess sighed. "He always thought in terms of war, and he knew that a name of a demon would work for him. Some of the ponies that had fought him claimed he was a demon himself. Granted it was not true at all, but the old enemies of the kingdom didn't need to know that."

The princess looked at the other ponies. "Now then, let's continue with my tale. I will answer any questions once I finish."

Luna stood in a large office, which belonged to the mayor of Deepwood, and she gazed out of the large windows behind the almost comically large desk. She watched the members of the night legion on the street below as they moved crates of supplies around. The green stallion that worked in the office paced back and forth, stopping every few moments to run a hoof through his mane and sigh.

"You're certain of this your majesty? I'm not one to doubt you, or your sister, but these monsters are very dangerous..."

Luna looked upon the mayor of Deepwood and nodded. "I will not let this coven terrorize my ponies anymore."

The mayor opened his mouth to speak, but the door of the office opened and Belial walked in, wearing his armor. "You're highness, nightfall is in an hour. We are ready to strike, at your command."

The stallion gave a small bow to the princess, and stayed prone, waiting for her to speak. The princess looked out the window again, watching some of her warriors talking as they gave some food to a mare and her father as they passed.

"Rise, and ready the troops. We shall march upon the coven soon, and end this. If they are smart they will not attack while we are here, and will be defensive." The mare watched her centurion rise. "Maybe luck will be with us, and they will have nothing to stop us from bringing them to justice."

The mayor let out a small chuckle, in hope that his princess was making a joke. "Best of luck your majesty."

Luna nodded to the stallion, pausing only to motion to Belial that he should follow her. Walking out of the office, her horn glowed, encasing her in a dull white light, the light solidified into a set of elegant armor, almost skin tight, but functional in it's purpose.

"Belial, this will be dangerous... this coven is using dark magics..." The mare gave a worried look to the stallion. "Manticores... they used them to attack the town..." The goddess sighed. "So many killed..."

The deep voice of the stallion came from beneath the face covering helm. "I join the legion to keep others safe from things like this. If it wasn't dangerous, then the legion wouldn't be needed." His faceplate turned to Luna. "We will stop them, even if it costs the legion my life."

"Thank you, my friend."

The helm nodded. "Of course, Matriarch."

Nearly an hour later, Luna stood at the gates of the small town, looking out to the wilds less than a stone’s throw away from her. She looked around her, an saw that there stood nearly two hundred ponies, mares and stallions alike, all awaiting for the orders of the stallion that was near her. The lunar goddess gave a small nod to Belial, and he returned it and looked to his soldiers. He gave a motion with his hoof, and like a great machine, they all began to march toward the wilds. Luna watched as the pegasai launched into the air, and moving into the trees of the forest, and formations made of shields, spears, and determination moved along, earth ponies forming the exterior, unicorns taking to the center, horn glowing at the ready.

The leader of the military might before Luna walked up to the princess. "Are you certain about joining us? If any harm came upon you..."

"I am. I wish to make sure they know the gravity of their crimes. Besides, your troops will need some moral boosting. If the reports are true, then we are walking into something very foul."

The pair exchanged fouled looks, face to covered face. They both knew that the attacks had been brutal, manticores, and other monsters of the wilds had been guided by something sinister, and something more than their base minds. The pair moved to the center of the nearest formation, Belial moving to the front of the formation, and the princess being surrounded by the unicorns.

As the forces moved into the forest, a sense of unease and a chill descended upon the legion, a sensation that made many of the ponies give thought to what was to come. Their breath formed small clouds before them, and many were glad that the armors padding gave them extra layers from this unnatural chill. The pegasai moving through the branches acted as the eyes and ears of the formations moving below them, and every few minutes they stopped moving, motioning to their companions below to slow, or even stop movement as they scanned ahead.

In the distance lights were spotted, and many of the formations began moving slowly around the source. Belial watched a few of the scouts’ motion to each other, and one of them descended down the tree and land near him. The scout gave a small bow to the stallion, and the voice of the mare he was looking at came forth, hushed but urgent.

"Centurion, we have spotted something ahead. It's appears to be a camp near the mouth of a massive cave." The mare pointed to the direction of the camp. "Manticores are patrolling it with several ponies, and they seem to be lax. I doubt they are expecting us."

The stallion nodded and turned to the nearest unicorn. "Inform the other formations that we will attack on my command."

A nod was all he needed to see to know that his order was being carried out. He moved his command formation forward until he could see through the trees, spotting several huts, tents and fire pits, which made the light. From his position he watched a guard of the small camp walk by, a manticore nearby, sniffing the air and licking its chops.

Belial drew his weapon of choice, a small sickle. What it lacked in true use in war, like the sword or halberd, it more than made up for in sheer brutality, and intimidation. Better to make the enemy fear facing you, and fear the threat of violence, than to have to actually use it. Then again... with the murders they have committed, I think I can make an exception to my rules. The stallion looked to his formation, and then to the princess that was with him. He gave them a simple gesture, and burst through the forage and underbrush and charged the patrolling pair.

To the unicorn that was charged, it was as if he had stepped into the gates of Tartarus, and had made himself a demons target. Charging him was a massive stallion, covered in silver, brandishing a sickle that glowed softly, a sickly pale glow. The last thing this stallion saw was a flash, and his head rolled across the forest floor.

Belial spent only a moment to contemplate the horrified look on the dead stallion’s face, before continuing his charge, not slowing from his previous swing as he moved before the startled manticore. The creature roared, shaking the tree, and making the ears of the centurion ring, but it did not slow him. With a mighty swing, he embedded the scythe in the side of the beasts skull, silencing it after a small gurgle escaped it's lips, and with a pull that could rip a mountain down, he removed his weapon, and a portion of the beasts face and eyes, from the skull. He felt the ichor of the monster splash against his armor, and exposed fur, and the warmth of it was surprising, steam rising from the carcass before him, and his now soiled armor.

The camp was now alerted and many of the guards were now descending on the stallion, but as they saw what had happened, some panicked, and cried out for help.

A voice that was chilling rose from the shadows. "YOU HAVE EARNED THIS FATE, SURRENDER, AND MERCY MAY YET BE GIVEN!!"

For but a moment, silence filled the camp, and once that moment fell away, Belial charged the nearest manticore to him, as several of the pegasai from above descended from the shadows, like shades from the lowest pits of Tartarus.

Cries of panic filled the air, but they were soon replaced with war cries of both sides, and the sound of blades clashing rang through the air. From the mouth of the cave pour dozens of the covens ponies, and they met the formations of the legion in a tidal wave of unholy vigor.

Belial struck the limb from a mare that was trying to gouge his eyes with a barbed blade, she laughed as blood poured from her gaping wound, and charged him again. Maniacal laughter followed her movements and the centurion landed another blow, knocking her to the ground. The mare attempted to stand but merely flailed and then fell still. The stallion let out a small breath and looked towards the cave, seeing more members of the coven pour from it. As he moved to try to stem the flow, he was struck from the side, and was knocked from his stable footing.

A shrill scream reached his ears. "I shall rend the flesh from your bones!"

Belial looked to the source of the attack, and spotted the mare, the one he had just finished fighting, standing before him, her severed leg being forced into the wound, ropes of sinew attaching the lost limb, giving life back to the dead limb and reattaching it to the mare.

"I shall make an alter from your bones!" The mare lunged at Belial, and he braced, ready to do the job much better the second time, however he never got the chance. The mare was engulfed in blue flames and began screaming. Looking for the source of the fire, he spotted the princess of the moon walking towards him.

"I doubt she is the only one doing this, so we need to get in that cave and remove the source of this magic, now."

The stallion nodded, and began running towards the mouth of the cave, soon followed by the princess, and his formation. More of the coven met them at the mouth, and the fighting became much more intense, each of the coven members screaming in a frenzy, and the warriors of the legion answering with warcries, and efficient military combat.

Luna grabbed a stallion with her magic and tossed him into the cave wall, and for a moment scanned the group, spotting a mare far in the back, yelling into the cave, and pointing towards the princess and the legion. This mare stood out, due to the long black robe she was in, and the necklace of animal skulls around her neck her mane was long, and snow white, a stark contrast with the robe.

The mare locked eyes with the princess, smiling as they looked at each other through the carnage. The mare eyes and horn glowed a ruby shade of energy, then shot forth, striking a nearby legionnaire.

The voice of the mare was almost the opposite of what should have come out of such a figure. It was like silk, smooth and even. "You fools will die here!"

Luna looked to the warrior that was hit, and watched as they crumpled to the ground, blood pouring from their mouth, and what were worse, maggots as well. A moment later the flesh of the pony dissolved away, leaving nothing but bone, and armor. The princess' face hardened, and looked back to the now cackling mare. The mare began running deeper into the cave, and out of view.

"Belial!" She spotted her centurion ripping his weapon from the ribcage of one of the cultists. "We have to stop that mare! She may be the leader."

Her shouts reached the stallion and he looked down the gullet of the cave. "Then let's go get her!"

Both made their way down the cave, stopping only for a moment to fight the wave of coven members attacking them. Luna's horn glowed nonstop as she launched bolts of energy, or tossed ponies into the waiting blade of her warrior. Luna watched Belial for a moment, his blade slicing through the flesh of the coven members with no precision that would mark a skilled swordspony, or finesse of a duelspony. He fought with a simple ferocity, sheer force that left his opponents devastated. He did all that while making no sound. Not a war cry left his lips, nor any grunts or growls. A silent killer, drenched in blood, wielding a weapon that his namesake made famous.

If she didn't know him personally, or know that he was loyal to her, and the kingdom, he would almost scare her. Almost. "Belial, there is a bend ahead, she must be there!"

The stallion disarmed a coven pony that was holding a dagger, and slammed them to the ground, knocking them unconscious. He took a moment to scan the cave and saw that they were now the only two ponies left standing.

"Let's hope there is no back door to this place."

The princess gave a solemn nod and they moved deeper into the cave. The cave lead upward gently until they made it to the bend that the mare disappeared behind, and once they made it beyond the corner it began to descend steeply, the grooved, and well-worn floor forming uneven stairs down into a murky blackness that only a single torch deeper in the cave managed to shine.

Belial moved through the darkness and moved to the torch. He motioned for the princess to approach. As the princess drew near, she spotted a cloth hanging near the torch, and a faint ruby glow coming from within. Luna drew closer, and heard a faint chanting from beyond. It was the same silky voice of the mare that had killed one of her legionnaires, and seemed to be in charge of the coven.

"She's summoning eldritch energy." Luna whispered to her companion. "We need to stop her before she finishes whatever she is doing."

The centurion nodded and moved through the hanging cloth into the small portion of the cave. The first thing that both the entering ponies noticed was that the room was not the natural worn cave of the previous areas. It was smooth stone, cut into a perfect circle with a small pit in the center, in which the mare was standing, with books floating around her.

"Ahh, I see you made it." The mare spoke, looking up from a nearby tome. "Shame this encounter cost you so many lives."

Luna strode towards the mare. "It will be paid for with yours then."

The princess reached the edge of the pit when she felt a sudden shift in the magical energy around her, like the ocean receding from the shore before a tsunami.

"What are you doing?" Luna felt the air begin to stir and cave itself seemed to want to move away from the mare.

A cackle came from the coven's leader. "If my coven is to die, and me with it, then I shall give you all this parting gift." Her eyes began to shimmer and red mist poured from her mouth. "Farewell princess, I shall enjoy this!"

The goddess had only a fraction of a second to create a shield around herself as bright red tendrils of mist exploded from the pit the mare was in, shooting across the room, on striking Belial in the chest, then shooting out of his back and through the caves they had recently come from. Luna's sight shifted away from the pit, in which she could no longer see the mare, to the stallion. She watched as he fell to the ground, moaning.

"Belial!" She moved to him, keeping her shield up as tendrils bounces off of it. "Speak to me. Can you hear me?"

Her answer came in a scream of agony that issued froth from the stallion, and much to her horror, he thrashed as something seemed to happen to him. His fur was darkening, growing longer, and coarser. He began clawing at his helmet, and tossed it aside letting out another scream. Luna took a step back in fear as she watched his skull split, and in the openings, pure black eyes looked back at her.

Her attention was torn away from the new eyes to the limbs sprouting from the chest of her centurion. Another cry left his lips as all of his legs, including the new ones flailed as he writhed in pain. A moment passed and his thrashing stopped, and he lay on the floor, a completely changed being. Luna took a step closer to the form on the floor, a much larger form then the stallion that the spell had hit.

"Belial... Bronze Hoof... please... say something."

She thought about moving closer but the sudden thought of where the spell had originated made her turn around and look into the pit. Inside was nothing but a pile of ash, and a few singed tomes. The mare killed herself in an attempt to kill us... She toyed with powerful magics, and it cost her...

She returned her attention to the form of the stallion, and spotted the subtle rise and fall of his chest. He lives... but what did this spell do to him... She moved closer, and bent down to inspect the pony. She noticed the new set of pincers at his mouth, and the replacement of his tail with a large abdomen. It's... turned him into some sort of... arachnid pony hybrid... but why? She killed the other legionnaire without doing this... unless...

Her attention turned to the door as the horror of what the mare truly sank in. He wasn't the only one...

Luna spent a moment looking at a bookshelf across the room of her, lost in thought for a moment. "I learned later that night that the curse was meant to turn myself, and the legion I led into creatures of the night, so that we too would be hunted. When I left that cave, I thought it was only those there with me, but it was my entire legion. Every member was turned into one of three things: A Anrachnapony, a thestral, or a shedu..."

The princess paused as she saw some confusion pass over all but the purple mare before her. "Or to put it more simply, a batpony, an arachnapony, or a catpony, depending on what you were before."

"Cat pony?" Applejack spoke in a hushed, but interested tone. "Ah ain't heard of them..."

The princess nodded. "Not many have. They, like the arachnaponies, became legend, as most hide from the public, but now they work for me in Canterlot. Their numbers are not great, but they are alive, like the batponies that serve me."

Luna created a image of herself, pouring over some slightly burned books. "I spent the next few years studying the books, looking for a way to reverse the curse on my ponies... but I couldn't find one." She let out a heavy sigh. "Many of their lives were ruined, families broken apart, and relationships lost... her curse worked... I watched the legion I saw as a family crumble and be destroyed, while I could do nothing to save them..."

The princess wiped her eyes as her voice broke, and looked away from the gathered mares. "The next part you know. I took on the form of Nightmare Moon, and tried to take control of the kingdom... as you are well aware I failed."

The mares remained silent, each waiting for Luna to continue her tale. The alicorn sighed once more and looked at them all for a moment before speaking in a more controlled voice.

"With me gone, things fell apart even more. Some of the legion were hunted as monsters, the Arachnaponies more than the others due to the greater nature of the change... I believe they changed more because of Belial being the first one hit, making the fate of his fellow earth ponies’ worse..." Her voice wavered and she took a breath. "Before Celestia could act, all of the arachnaponies were killed, or went into hiding... so she saved the cat ponies, and bat ponies by placing them into a magical hibernation, to wait for my return... and that... is how we got to this night..."

The mares looked at one another in the silence and moments passed before any of them spoke.

Rarity cleared her throat. "Well... what do we do then?"

The princess swallowed after a moment of collecting her thoughts. "We calm the townsponies, and get them to understand that Belial is not dangerous. After that, your five, and Rainbow Dash will be able to help keep the Arbor Lunae safe."

At the mention of their pegasus friend, the five mares frowned. Luna scanned them for a moment, and only now noticed the absence of the prism maned pony.

"Where... where is Dash?"

Twilight sighed. "We don't know. Last any of us saw her she chased after Guardian..."

The princess bit her lip for a moment. "I spoke to him earlier tonight, and Dash was not with him... nor did I see her when I returned to town..." She paused as she saw her words made the mares' faces become worried for their friend. "But I am certain she is perfectly well... I think we should try to calm the town. The sooner the better."

The mares nodded and all of them got up from their seats and began to move to the door, to help bring the town back to a normal level of calm.

On the outskirts of the town, Dash landed hard in a field. She was breathing hard, she felt as though no matter how deep her breaths were, they weren't enough. Her chest heaved for several moments, and she took a moment to look at the starry sky, then retched on the grass infront of her, her legs shaking so bad she feared she would fall into her sick.

She heaved a few more times and fell backwards, onto the sick free grasses, and looked up at the moon. I... I nearly died tonight... it had me right where it wanted me, and could have killed me in an instant.

"But... it... no he, didn't..." Her voice made mist as she barely whispered her words. "He called me the monster..."

Her thoughts ran over the entire night, and she tried to justify what she did, but she simply couldn't. She had attacked him first, and had chased him, spending not a moment to check on Pinkie, or to see what had happened. She had acted without thinking, and now she was lucky he hadn't killed her for it. Any other creature would have done that, but he let her go. She had to admit something to herself that she rarely ever did.

“I was wrong…”

She coughed and turned to her side as another wave of nausea hit her. She coughed again and held her stomach and she felt her heart racing, threatening to break free of her chest, and it felt like it would never slow down. She closed her eyes as tears came out. She didn't feel brave, strong or sure of herself. She felt like a filly that had been punished, and didn't feel very much like moving at all for the rest of that night.

She wrapped her wings around herself and muttered as she curled up into a ball. A cold breeze drifted across the field, and Dash lay there, hoping that the sweet release of sleep would take her soon.