And Hell Followed

by BaeroRemedy

Rating: teen
Tags: Mystery, Scootaloo, Violence, Death, Main 6, Cheerilee, My Little Pony: Friendship is Magic, Dark
Length: 113525

The sun hangs in the sky and it hasn't moved in nearly a month. The sounds outside are enough to make you want to never figure out why.

The world ended.

That, at least, is what it sounded like. Screaming, howling, and then deathly silence.

A month later, Cheerilee and Scootaloo emerge from their shelter in search of food. As they search among the dead bodies of their friends, only one question comes to mind:

Where are the unicorns?

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Written for the Quills and Sofas Cheerilee contest.

Featured on May 18th, 2021!

Published 2021-05-17 21:40:01 UTC
Last updated 2021-06-19 04:16:51 UTC

Virtue

“Sweet Celestia.”

Cheerilee peeked out of the small crack of the schoolhouse door, scanning the scenery before her. The usual view of thatched-roof cottages, vibrant green grass and blooming flowers between the playground equipment greeted her. Though the differences between the normal view from the door and the scene she saw now stood out more than the similarities.

Corpses littered the street, all ponies she knew. Her stomach turned and roiled as she screwed her eyes shut and fought the urge to go back to hiding. Blood stained the grass and the dirt path, dried and almost black now in the hot midday sun. It had been some time since it was spilled, and the bloated and sometimes burst open bodies of the ponies in the street only attested to that more and more.

“What’s going on?” A little orange head with a wild purple mane poked out from behind the schoolmare, wide eyes looking around the carnage before them. “I-” Words caught in the filly’s throat as she clung to one of the rear legs of the grown mare.

“It’s okay, Scootaloo.” Cheerilee turned around, embracing the filly and holding her close. She stroked the little pegasus’ mane and made quiet shushing noises in hopes of calming her. It was about as easy on Cheerilee to see that kind of scene either, but she had to be strong for her student.

They both had heard the screams over the last several weeks, of course. Cheerilee had some idea of what was happening out here, but she didn’t think it would be quite this bad. Whatever had caused all of this, or whatever did it, was more dangerous than she could ever imagine.

The mare’s stomach growled loudly, reminding her why they had finally decided to come out of the school’s basement.The store of food had run out in the basement, leaving the two taking shelter there in desperate need of sustenance after a few days without any.

Her father had been something of a doomsday prepper, constantly stocking their home with supplies and food, something Cheerilee had taken up as well. After Nightmare Moon had returned, she had moved her stores to the tornado shelter underneath the schoolhouse. It had let her survive Discord, Tirek, and various other little horrors that had afflicted Ponyville over the years. It had been awhile since she restocked though, so instead of being able to bunker down for close to a year, they lasted only a few weeks.

When this all started, Cheerilee had been tutoring Scootaloo after school. The telltale signs of an unexpected and dangerous event started to show, namely large amounts of screaming and panic. She had quickly taken her student into her bunker to wait it all out.

That was almost four weeks ago now.

With a deep breath and some calm thoughts to soothe her shot nerves, she released Scootaloo from her grasp, opened the door a little more and stepped out into the dangerous new world she found herself in. She did her best to keep her eyes off of the faces of the ponies on the ground, their faces twisted in agony. Scootaloo kept her face buried in Cheerilee’s side, not wanting to see the bodies around them.

All of their names flashed through her mind; Derpy, Lily, Octavia, Twist, Rose. All of them right outside of her door. Neighbors, friends, and students were all gone now. No longer ponies, just bodies. Just lifeless corpses now, colorless and without spirit.

Cheerilee didn’t quite gallop out of her house, too terrified of the prospect of making too much noise and not wanting to lose Scootaloo in the process. Instead she walked as fast as she could, minding her hoof placements and the filly sticking to her side. Her body pressed against the rough exterior of the house next to hers, Rarity’s parents. Her coat was already damp with sweat from stress and nerves.

“Food...where should we go?” She mumbled to herself, trying to think through the bevy of prey instincts still firing off in her head and telling her to run or hide. The store was the obvious choice, but if anypony had been out here before her then it was probably already raided. Did she want to take that chance or try something else?

“Miss Cheerilee, I’m really hungry.” Scootaloo complained as her little stomach rumbled and growled, Cheerilee’s own growling in response as well.

“I know.” She spoke through clenched teeth at her student’s near-starving body. It wasn’t in the best shape right now, skin already starting to cling to her ribs and her once lustrous purple mane and orange coat faded and greasy.

Cheerilee wasn’t in much better shape. She had let Scootaloo have the last of the food, just wanting to keep the filly as healthy as she could for as long as possible. Cheerilee could feel that her strength was waning considerably already. Celestia knew her body wasn’t in better shape either. A few times when she had gone up to see what was happening outside, she had to hold the door closed while something battered it with all the strength it had. Once something had even punctured the door and caught her side, leaving her with a shallow but painful wound in her side.

Some TLC would be wonderful right about now, but it wasn’t in the cards. If she was lucky and the world could wait this all out, then maybe she could take care of herself in the future. She had already gone a few weeks without a proper cleaning and the last week or so without food, what was a little while longer? Patience was a virtue after all.

Out of habit the once-teacher looked up in the sky to gauge the time, forgetting that it was a worthless unit of measurement anymore. From her home she had seen that the sun hadn’t set in almost a week now, perpetually stuck at the zenith of its arc. If she had to guess with her internal clock, it had to be somewhere around ten o’clock at night...not that anyone could tell.

She continued her slow trek through town, head and ears on a swivel as she clung to what little shadows the overhead sun allowed. There was nothing in town, no movement or sounds, just more bodies of ponies she knew and loved. So many houses had their windows or doors broken, their occupants either directly outside or a short distance away...more than likely gotten while running away.

“Wait…” Cheerilee was near the town hall now, and she had traveled a few streets over in about twenty minutes. She had seen dozens of bodies by now, but something stood out.

“Where are the unicorns?” Scootaloo finished Cheerilee’s thought for her. A shiver was sent up the teacher’s spine as she thought about all of the bodies that they had seen so far.

Out of all of the ponies she had seen strewn across town, none of them had a horn. In fact, a vast majority of them had been earth ponies with some pegasi mixed in...but not a single unicorn. A sense of dread washed over her as she thought about it more and more.

SNAP

Cheerilee nearly jumped out of her skin at the sound, her hooves spinning her around in an instant to face whatever had made the noise. Scootaloo went behind her, holding the mare’s long pink tail in front of her little body.

Cheerilee immediately wished she hadn't turned around.

The thing that stood before her was three times her height, standing on four legs with what had once been a fine lavender coat. Its muzzle was lengthened, filled with row after row of razor sharp teeth, and dripping with thick black saliva. A lengthy and shabby mane covered its eyes, a deep purple color with a pink and lighter purple stripe in it. Despite its teeth, Cheerilee couldn’t tear her eyes away from the thing on its head...and the pair of things on its back.

A horn shot through the rat’s nest of a mane, about two feet long and sharpened to a deadly point. Maybe once it had been purple like the rest of the beast, but now it was dripping with crimson. Then came the two massive wings on the things back, flared out and twitching eagerly as it looked down on her.

“I-is that…?” Scootaloo rattled out in a small voice, her eyes wide with terror as she stared up at the massive beast. Cheerilee could feel the little filly shaking, every bone rattling as fear wracked her form.

“T-twilight?” Cheerilee stammered as her whole body began to shake, her eyes shrinking to mere pinpricks as she was faced with the monstrosity the alicorn had become. The only response she received was one of the beast’s massive hooves moving forward and hitting the ground with a thud.

Those prey instincts kicked in again, activating a long dormant fight or flight response that Cheerilee had little use for before this moment. Cheerilee turned on a dime, picked up Scootaloo onto her back and galloped the opposite direction of the deformed alicorn.

Instead of the expected sound of massive hooves hitting the dirt chasing after her, a blood curdling howl went up to the air. It shook the buildings as Cheerilee ran through the town, vibrating and breaking what few windows had survived this long.

“Miss Cheerilee!” Scootaloo shrieked in terror as she pointed above them. Little wings buzzed, the filly’s own instincts telling her to fly away even though she couldn’t.

Shadows cast down around her from the rooftops, drawing the mare’s eyes skyward once again. The roofs of the houses and stores were now lined with the missing unicorns from town, all looking similar to what Twilight had become but smaller. They were still bigger than Cheerilee, but not as big as that thing.

Dozens of sets of hooves hit the ground behind her as the changed ponieslanded, now chasing after her as wild blasts of magic hit the walls around her. She zigged and zagged through the streets, trying to make herself as hard to hit as possible. It was only then that massive gusts of wind whipped the dust and debris around her up into a frenzy, clouding her vision but not stopping her gallop.

It was Twilight, she was overhead. Cheerilee didn’t need to even look up to confirm it, she just knew.

Her hooves had carried her to the entrance of Twilight’s castle, the large crystalline structure reflecting the permanent noon sun in a blinding fashion. She wasn’t sure why she had run here. It just felt safe. Or it was supposed to.

Her body ran up the stairs and she hit the front door with all the might her weakened and malnourished body could manage. It didn’t budge, not even an inch. She weakly pounded a hoof against the smooth surface with a whimper as she crumpled to the ground. She placed Scootaloo against the door and shielded her student with her own form.

The things were behind them now, at the base of the stairs. Every unicorn she had ever known, transformed and twisted into vicious beasts, with Twilight hovering overhead. Tears streamed from Cheerilee’s eyes and down her face as she came face to face with her demise.

This is what her patience had wrought, not her salvation but just death.

The thing that had once been Twilight landed in front of the pack of unicorns, less than ten feet from where the schoolmare laid and waited. Its maw dripped with that slimy pitch black drool as it stepped closer, its breath hot and smelling of death and decay.

“I...I tried. I’m sorry, Scootaloo.” Cheerilee muttered out as she looked up at her soon-to-be killer. She reached a hoof back to place it on the filly’s head, giving one last reassuring gesture before they were defeated.

“Sweet Celestia, it's Cheerilee and Scootaloo!” Her head shot up as the voice came from behind them. Being so relegated to fate, she hadn’t noticed the door behind them opened ever so slightly. A strong hoof grabbed her and the filly and pulled the duo inside, the door slamming shut almost immediately.

Before her were all of Twilight’s friends, sans Fluttershy, some of their family, and some random citizens of Ponyville. Notably the mayor, Vinyl, and one of the Cake twins.

They had survived!

“H-how…” Cheerilee asked no one in particular, every eye on the place now on her.

“We could ask y’all the same question.” Applejack, the pony who had pulled her inside, replied. The farmer had seen better days, a stitched up wound on her side and her hat nowhere to be seen...but she was alive. “Those things don’t seem to like this place much, won’t even try to get inside. So we reckon we’re safe here for now.” The lack of confidence in that statement didn’t calm Cheerilee’s nerves at all.

“Scoots!” Applebloom appeared from somewhere in the loose band of ponies, bolting towards her little orange friend. The two fillies hugged each other tighter than Cheerilee had ever seen before, tears of joy streaming from their eyes.

“W-where’s Sweetie?” Scootaloo finally managed to ask after a prolonged bout of hugging and crying. The long dejected look the pegasus received from both Applebloom and Rarity in the background only caused the filly to slump to the ground and shake her head. “N-no…”

“What now?” Cheerilee shook her head, wiping the sweat from her brow and moving her mane from her face. She stood and looked over the group, worried and destitute gazes all focused on her. “What happens now?”

A few moments of silence passed, all of the ponies and the one dragon looking at each other expectantly. Once upon a time, Twilight would’ve been the one to formulate a plan at a moment like this she guessed.

That wasn’t really an option anymore.

“Do what we’ve been doin’, sugarcube. We wait.” Applejack rested a hoof on Cheerilee’s shoulder, the grip still strong and reassuring. “Patience is a virtue, that’s what y’all teach my little sis. Not much more we can do, I s’pose.”

Author's Note

So this isn't the first version of this story. The original that was entered into the contest was a lot worse. I added about 600 words or so to this version and cleaned some things up.

Overall I'm a lot happier with this version of the story.

If there's interest, I might expand it into a longer story. I already have some ideas if it comes to that. Let me know if I should continue or if it's something you want to see.

Survivors

“Yeah we been holed up in here since this all started.” Applejack spoke as she and Cheerilee made their way through the halls of the castle. AJ was showing her to her new quarters, one of the many extra bedrooms that littered the massive crystal palace. “Rarity and Pinkie were already here, said they were house sittin’ while Twi was away.”

“Away?” Cheerilee asked. “Where did she go?”

Now was the first time in a month that Cheerilee had been without Scootaloo, and to be honest it left her feeling kind of anxious. She knew the filly was okay; she was currently surrounded by a bevy of adults and with one of her best friends in the entire world. For the first time since this started, Scootaloo even looked a little happy. There was still this tugging in the back of her head that she needed to be with her pupil.

“Some friendship mission.” Applejack shrugged with a sigh as she took a turn into an empty room, the bed made up perfectly. The farmpony made her way to the bed and flopped on it unceremoniously. “That dang map made her go alone. When we got word she was comin’ back, Flutters and Ah met her at the station.” Applejack looked out of the window into the ever-daytime sky, focusing on nothing in particular. “She was as pale as a ghost, Miss Cheerilee. Worst Ah’ve seen a pony in a good long while, at least since Ma passed. Said she wasn’t feelin’ well, so Flutters and Ah offered to walk her home. She shrugged it off and said she’d be fine...look how that turned out. Ah was halfway back to the farm when Ah heard the screams.”

“Yeah.” Cheerilee sat next to the mare, resting a hoof on her back and rubbing up and down it slowly. “I was in the schoolhouse tutoring Scootaloo when it happened. I never moved so fast in my life.” The schoolmare gave a cynical chuckle, shaking her head just a little. “I wasn’t sure we were ever going to make it out.”

“Ah know the feelin’.” Applejack leaned against Cheerilee, relaxing for the first time in Celestia knows how long. “Ah ran into Applebloom on the way to the house, and we were gonna get Granny’n Big Mac before comin’ here...but…” Applejack sighed and rubbed her eyes with a hoof, fighting back tears the best she could. “...Granny’s been sick lately, not really able to move much. Y’know I told Big Mac to just carry her but she wasn’t in no shape to move. He told me he’d be fine and keep her safe...so…”

The dam burst, tears pouring from Applejack’s eyes as she embraced Cheerilee, sobbing into her fur. Her body shook as she sobbed, clinging to the older mare as she let our nearly a month of frustration and sadness.

“Ah left ‘em, Miss Cheerilee.” Applejack managed to get out between sobs, eventually pulling away and wiping her face. “A-ah left ‘em to die. Ah didn’t even give it a second thought, I just left with Applebloom.” There was more anger in her voice than sadness, anger only directed at herself.

“Applejack, you know Big Mac wouldn’t change his mind for anything.” Cheerilee spoke softly with a warm smile. AJ stood up, starting to slowly pace. “And he’s a big stallion, he can take care of himself. I bet they’re still holed up in that big old house, safe as can be.” There was an art to calming someone down, Cheerilee had learned that over the two decades of teaching. You needed to appeal to what they knew, the facts. Reason with them when their emotions were running wild.

“And if Twi went up there?” Applejack asked, her emerald eyes burning a hole into Cheerilee’s skull. “What would he do then, huh? Ain’t none of us could stand up to her in a fair fight if she was sane and now she’s a twelve foot tall monster!” Applejack was exasperated and exhausted, it was painted all over her features: the slouched posture, dark bags under tired eyes and how much smaller she looked than normal.

“Applejack, sit down.” Cheerilee’s voice was gentle, but authoritative. The young mare before her had once been a filly in the very first class she ever taught, one of the reasons Applejack still insisted on calling her ‘Miss Cheerilee’. She knew that the farmpony still had respect for her and would listen if prompted. Sure enough, AJ sat next to her on the bed again. “You’ve been in this castle since this started right?” A nod came in response. “There are several balconies in this castle, and I know you haven’t been just waiting on the ground floor.”

“T’be honest, Miss Cheerilee...Ah ain’t been sleepin’ much.” AJ let out another sigh. “Spend most...Ah guess ya still call ‘em nights, or at least what’s s’posed to be nights, sittin’ in the tower and watchin’. Keepin’ track of things.” Applejack the watchful protector, keeping an eye on her flock. Just like a true farmpony. “It’s how Ah knew y’all were at the door. Saw something stirrin’ up the unicorns and Twi, and Ah kept and eye on ya.” Applejack chuckled and gave Cheerilee a small grin. “Don’t think Ah’ve even seen Dash move as fast as you were.”

“Well I’m no spring chicken, but I even run fast when I’m scared.”

The two sat there for a few minutes in silence, Cheerilee enjoying the presence and comfort of another adult and Applejack relishing in the fact that she had an authority figure she knew and trusted to look up to in this bleak time.

For just a sliver of time, a moment in this sun-baked apocalypse, things felt a little normal.

Scootaloo actually felt happy for the first time in forever! Sweetie might not have been here, but so many other ponies were. It wasn’t just her and Cheerilee anymore! So far, she and Applebloom had been exchanging stories of what happened in the past month.

Applebloom had a lot more stories than she did.

Most of Scoot’s time had been spent in a basement with a little radio, Miss Cheerilee, a very bad toilet, and not enough food. The few times Miss Cheerilee had gone up into the schoolhouse, Scootaloo had been told to stay put. It wasn’t until today that Scootaloo had badgered Miss Cheerilee into letting her come on one of the excursions upstairs. It was a good thing too, or else Scootaloo would be all alone in that little basement with no food.

“Well-” Applebloom let out a long yawn. “Ah think Ah’m gonna go back to bed.” Scootaloo blinked, looking up and out one of the windows.

“Bed? What time is it?” It wasn’t her fault that it was impossible to tell the time now without a clock. It wasn’t like Scootaloo had been sleeping much, the howling and screams didn’t really let her anymore...not for long periods of time anyway.

“Scoots, it’s almost midnight.” Applebloom let out a long yawn after she told the time to her friend. The little pegasus’ jaw dropped a little at that revelation. “Y’all woke everypony up when AJ came runnin’ through the halls about somepony bein’ alive.” There was a slight pause. “Didn’t y’all have a clock down there?”

“Not one that worked. The batteries ran out after a couple of days and Miss Cheerilee said she had used them all for school stuff.” Scootaloo would never hold any of that against the kindly teacher, though. She had done so much for Scootaloo, even forgoing food for the last couple of days so the younger pony could stay strong. She could never criticize Miss Cheerilee after that.

“Well Ah’m beat. C’mon, we can go up to my room.” The two fillies set off, shuffling towards the stairs and to where all of the guest rooms were. The sound of two sets of hooves clinking against crystal floors echoed throughout the empty castle. It seemed after all of the commotion of the new arrivals settled down, the ponies of the castle went back to their rooms for more sleep.

“So who’s in charge here now that Twilight is...not around?” Saying ‘gone’ in reference to Twilight felt wrong, considering that she and Cheerilee had seen the alicorn only a few hours ago. As they walked Scootaloo kept close to Applebloom, maybe a little too close if she was honest. There was something comforting about it, though.

“Applejack, Ah guess.” The earth pony yawned again, swaying a bit on her hooves as she talked. “When we first settled down here, Mayor Mare tried to corral everypony but Ah don’t think ponies like listenin’ to her in here.” The two veered into a room just to the right of the top of the staircase, a crudely drawn picture of an Apple taped to the door. “Those two butt heads more’n a couple of rams, Ah swear.”

Inside was a single bed, a small tower of books about farming and ample supplies for coloring and writing. A large black curtain hung over the window, keeping the incessant sun at bay for when the occupant needed to rest. Other than that, it looked like almost any other room in the castle but with some simple Applebloom flair.

“And...did anypony else from school make it?” Scootaloo asked quietly, hanging in the doorway for a moment. “M-Miss Cheerilee and I saw Twist outside of the school and...I think I saw Snips and Snails. They were those...things.” It was tough to talk about, images of broken and bloated bodies flashing through her mind coupled with the terrible sounds those unicorns made.

“Diamond Tiara is here, sleepin’ probably.” Applebloom climbed up in her bed. Flopping onto the sheets and looking over at her friend. “Don’t think her parents made it...other than that...Rumble, Ah think. Him and Thunderlane don’t come outta their room much.”

The way Applebloom just sort of shrugged this all off rubbed Scootaloo the wrong way. Ponies were dead. Ponies they knew and went to school with! Then others were turned into giant monsters that were doing the killing! It fried Scootaloo’s nerves to a crisp almost constantly, leaving her ears swiveling almost perpetually for any out of place noise and leaving her eyes to always scan whatever room she found her in.

Before she and Cheerilee had left the bunker, she had been slightly nervous but more curious than anything. But now? She had been out there, she had seen what had happened and what caused all of this. How could anypony be normal about any of this?

“You can sleep up here with me, Scoots. Ah don’t mind.” Applebloom got under the covers, closing her eyes almost as quickly as she got into the bed. It just served to baffle the little pegasus filly more and more. Sleep? How could anypony think about sleep while there were literal monsters right outside of the doors?

“I...think I’ll find my own bed. Thanks.” Scootaloo felt like she didn’t even know her best friend right now. Sure, Applebloom wasn’t as nervous or scared as her, but there was supposed to be a shred of equinity when things got this bad.

The filly took one last long look at the earth pony, who already sounded like she was asleep, and turned around to leave the room. She stood on the tips of her hooves to close the door as quietly as she could, not wanting to wake or disturb Applebloom.

As she turned around, she ran face first into another pony. The filly rubbed her nose with a hoof and looked up, coming face to face with Pinkie Pie.The Element of Laughter’s bright pink coat had dulled to the point of almost just pink hued gray, her poofy cotton candy-esque mane now stiff as a board and about the same color as her coat. The thing that Scootaloo couldn’t tear her eyes from was Pinkie’s left ear, which was half-missing and looked like somepony or something had taken a bite out of it.

“O-oh, hey Pinkie Pie.” Scootaloo gave her best smile, just trying to brighten Pinkie’s mood even a little. The smile wasn’t returned, instead the mare’s half-ear twitched. Once bright blue eyes were now cold and icy, regarding her cooly.

“I’m glad you’re okay, Scootaloo.” Pinkie spoke in an even, monotone cadence. “Applebloom was really worried about you.” There was something supremely unnerving about the way the party pony was acting and speaking, something that just sent a chill up Scootaloo’s spine.

“Sure doesn’t seem like it.” She grumbled out a response, casting her eyes down at the crystal floor. “It feels like she thinks everything is still normal or something.” A hoof rested on her head, heavy and without grace.

“Ponies deal with things differently, Scootaloo.” A hint of warmth re-entered Pinkie’s voice, not much but enough to let the filly know she actually cared. “It’s okay to be nervous and scared, and it’s okay to try and shrug things off.” This all seemed like something that Pinkie would never say, but a lot of things were surprising Scootaloo today. “Anyway-” Pinkie sighed. “-I’m going to try to sleep again. Wish me luck.”

“Okay, good luck Pinkie.” Scootaloo watched as Pinkie shuffled into the room across the hall, noting that she was missing a large chunk of her tail as well. “Goodnight.” The only response Scootaloo received was a door being shut.

The filly sighed and kicked the floor a bit, looking up and around the hallway. Most of the doors were closed, shielding their sleeping inhabitants from anything out here. There was one door that wasn’t shut and had a light pouring out into the hallway along with the soft familiar humming coming from within. Scootaloo made her way to the door and poked her head in.

“Oh Scootaloo, thank Celestia.” Miss Cheerilee was inside, her fur damp and a towel around her mane. It was the best that the schoolmare had looked since before everything had happened, and she even had a small smile on her face. “I was beginning to worry a little bit.” Miss Cheerilee chuckled nervously.

“I was just talking with Applebloom about stuff, sorry.” The filly mumbled as she properly entered the room. It was nothing special yet, nothing to identify that it was Cheerilee’s. Just a standard guest room in the castle for now.

“Oh no no, don’t be.” Cheerilee corrected, a single hoof tapping against the ground nervously. “I just worry easily, you know. I’ve been around you for so long it felt...weird being alone. I’m just glad you’re okay.”

Cheerilee sat on the bed, continuing to dry herself off while Scootaloo milled about the room. She wasn’t sure exactly where she would sleep tonight, figuring that somepony would tell her at some point. Instead it seemed she had been left to her own devices on that front.

“Scootaloo, would you like a shower?” She raised her head, looking at her teacher. “I would say ‘I’m surprised the water is still working’, but I would be lying. I don’t think anything can surprise me anymore…”

“Well I was kinda hoping that somepony would tell me where I was sleeping tonight.” Scootaloo hopped up on the bed next to the mare. “But yeah, a shower would be nice.”

“Oh, Applejack assigned us both to the same room. I hope that’s okay.” Cheerilee dropped the towel, her light pink mane frizzing out a bit. “If not, I’m sure we can find something better.”

“No, it’s okay. It’s not like we’re not used to sharing a room or anything,” Scootaloo hopped off of the bed, stretching out her legs and walking towards the other door in the room where the bathroom was. Steam from Cheerilee’s time in the shower still poured from the room, making the crystalline walls and floor slick with moisture.

Scootaloo closed the door behind her and took her time in the shower. It had been such a long time since she felt anything resembling clean, so it was nice to just bask under the warm water for a little longer than she usually would.

When she was done, she dried herself off and did her best to make her mane more presentable. Without a comb or brush it was hard, but it looked a lot better than it did before the shower. She wished there was a toothbrush or something, because that was one part of her that still didn’t feel clean.

When she finally exited the bathroom again, she found Cheerilee passed out on the bed. The covers weren’t even over her, like she passed out as soon as soon as her head hit the pillow. The bed was against the wall, and the mare had her back pressed right against said wall. That left a majority of the bed for Scootaloo’s use.

The filly hopped up on the bed, and passed out almost as soon as she got comfortable.

Author's Note

I'm gonna be completely honest, I never expected this story to gain as much traction as fast as it did. Top of the feature box in less than a day and my first time in the feature box in FOUR YEARS!

Thank you all so much for the support and all of the comments!

I already have a really good idea where this is going, and I hope you guys are excited. It's going to be a fun one.

Hero

“Y’all better wake up! Breakfast is ready and everypony else ain’t waitin’!” Cheerilee stirred, Applejack’s booming voice echoing throughout the castle halls. She slowly opened her eyes, shaking the sleep from her body.

As consciousness slowly started to return to her mind, Cheerilee became acutely aware of something soft and warm pressed against her chest. Her hooves were wrapped around it, not that she minded all that much. She looked down to see that it was Scootaloo cuddled against her chest, a little orange face buried in the midst of cerise fur.

There were moments where Cheerilee regretted never settling down and starting a family, moments like this. She had forgone soft and tender moments like this to serve, to raise entire groups of ponies and teach them. It lacked this warmth, this closeness, and at times it made her heart break.

With a longing sigh, Cheerilee shook the filly gently. In another world, another life maybe, she would have her own filly like this. This wasn’t that world or life, though. Large violet eyes opened and looked up at her sleepily.

“Scootaloo, it’s time to get up.” She spoke softly, running a hoof through the little pegasus’ mane. “I guess breakfast is ready.” In all of the excitement of last night and the joy of reuniting with old friends, eating had slipped their minds. Their stomachs growling in concert at the mention of food quickly reminded them.

“Oh.” That’s when Scootaloo realized where exactly she was. “O-oh I’m sorry Miss Cheerilee.” The filly scrambled away from the mare, nearly falling off of the bed in the act. Her face turned bright crimson as the little wings on her back fluttered. “I-I didn’t mean-”

“Scootaloo, it’s okay.” Cheerilee couldn’t help but giggle a bit at the frankly adorable display. “I didn’t mind, really.” That did nothing to abate the blush on the filly’s face though. “Anyway-” It was probably for the best to move on. “-let’s go see what’s for breakfast, hmm?”

“Oh yes please!” That did it. In an instant Scootaloo’s mood improved, an excited smile across her face. Her wings buzzed happily at the thought of food. “Oh I hope they have oatmeal! With butter and brown sugar!”

The mare wasted no time in getting up and stretching, just wishing she had a brush or comb to help straighten out her mane. She did the best she could with her hooves, but she didn’t want to keep Scootaloo waiting long.

The two exited their room and started towards the stairs. Cheerilee was the one following Scootaloo for once, as she had never really been inside of Twilight’s castle. She had been in the main hall once or twice, but the intricacies of it were lost on her. Scootaloo, however, seemed to know the most direct way to the dining area.

The dining room was past the main hall and through a room with a large round table, six crystal chairs situated around it with the cutie marks of Twilight and her friends. The dining area was dominated by a long table, easily twenty feet from end to end. It was then that Cheerilee truly got a good idea of the survivors from Ponyville, that was if everypony showed up for breakfast.

Applejack sat at the head of the table, and on her left the order of ponies went; Applebloom, Rainbow Dash, Pinkie Pie and Pound Cake, Vinyl Scratch, and Bon Bon. On her right were Rarity, Thunderlane, Rumble, Diamond Tiara, and Spike. Then at the opposite end of the table sat Mayor Mare, her eyes focused on the earth pony across the way.

Cheerilee and Scootaloo sat in the empty seats between Spike and the mayor, two bowls of rather plain looking oatmeal sitting before them. The filly hopped in her chair and excitedly looked around for her toppings of choice, but found nothing but glasses of water in their place.

“No butter?” The sadness that crept into her voice was palpable.

“Yeah, sorry, Scootaloo.” Spike spoke, patting the filly on the back with a scaly claw. “We ran out of sweet stuff a couple of weeks ago.” The little dragon sighed and stirred the spoon in his bowl a bit sadly. “Trust me, it sucks.”

“But we can thank our lucky stars that Twilight bought all of her food in bulk!” Mayor Mare exclaimed, her usual politician tone coming out. “I don’t think I’ve seen more hay and oats in one place in my life!”

“Yeah, well Twilight hated going to the store, especially when she was binge researching stuff.” The mention of Twilight dropped the mood in the room significantly. Cheerilee could only nod as she began to eat her plain, but welcome, meal.

“I do miss the crowds…and going out.” Rarity spoke up, reminiscing wistfully about the life long gone. There were a few nods and murmurs of agreement among the group that quickly dissipated as they went back to eating.

“I have a question.” Cheerilee needed to get something off of her chest. She hadn’t quite registered it when they showed up last night, but now the question was ringing around her head and wouldn’t stop popping up. “Not to be...rude or anything, but…” There was no gentle way to broach this topic, and she was going to regret any wording of the question. “...why are they in here?” Her hoof motioned to both Vinyl and Rarity.

“You know, Cheerilee-” Mayor Mare spoke up first, leveling her eyes right at Applejack. “-I’ve been asking the same question for about a month now.” The two unicorns in question both flattened their ears to their heads, Vinyl hiding behind her sunglasses and Rarity hanging her head in slight shame.

“Now Cheerilee, y’all are new here so Ah’m gonna let this slide for now.” Applejack stood from her chair, slamming a hoof on the table. “But you should know better, Mayor! They ain’t changed yet and if they were gonna turn into those monsters, they woulda by now!”

“Yes, well-” The Mayor stood as well, narrowing her eyes as she challenged the farm pony across the table. “-I still say we would all sleep better at night if the ticking time bombs with horns were outside with their own kind!” There were little murmurs of agreement from Thunderlane, Diamond Tiara and Bon Bon.

“Now just hang on!” Rainbow Dash stood up next, sky blue wings flared out in righteous anger. “We know those things don’t come into the castle, and last night just backed that up! They were right outside and didn’t even try to claw their way in! So one way or another, this place is protecting us and stopping them from changing!”

“Yes, but is that a chance we want to continue to take?” Thunderlane spoke up, a wing around his little brother. “For all we know it’s just a matter of time until it gets to them.”

“Tell ya what-” Applejack rose her voice to talk over the argumentative murmurs that came from seemingly everypony at the table. “-if’n this here castle fails and they start to turn into those monsters outside, we’re dead anyway! Right now the only thing standin’ between us and those unicorns outside is whatever magic this castle has got. So right now, stayin’ put is the best shot we got...because it’s either stay in here or go out there.” Applejack sat down, angrily stuffing another spoonful of oatmeal into her mouth. “Ah’ll let you decide where the better chances are.”

“Do we know how the castle is protecting us?” Cheerilee queried, drawing a variety of looks and little shrugs from most ponies. It wasn’t very reassuring that they were being protected by something they didn’t know would hold up forever.

“Nopony knows anything about the castle.” Spike, seemingly unfazed by all of the arguing, chimed in. “Twilight has a lot of notes on it, but I don’t even think she ever fully understood why the castle does what it does.” While Cheerilee was sure the research was fascinating and in-depth, she doubted there was any way she would understand half of what was written.

“And one more question.” Applejack looked at Cheerilee, perhaps expecting something else inflammatory to be asked. “Where’s Fluttershy? Is she-”

“We don’t know.” Rainbow Dash cut her off, magenta eyes filled with fire and rage. Applejack opened her mouth to speak, but she just shook her head and closed it again. “The Everfree is full of all kinds of things that could keep those monsters away, plus we haven’t seen Twilight go out that far yet! She’s probably okay!” It wasn’t just rage anymore, it was desperation in her voice. It sounded not that she believed Fluttershy had escaped all of this unharmed, but that she needed the Element of Kindness to be okay.

“I-” Scootaloo finally looked up from her now empty bowl, licking her lips before she continued. “-I know she’s okay, Rainbow Dash.” Cheerilee knew of the filly’s fanaticism of the Wonderbolt, but secretly she was hoping that this scenario had dampened it. But no, fillies like Scootaloo needed their heroes now more than ever.

“I know, squirt.” Rainbow turned her gaze to Applejack next. “I know you said no bugging you anymore about it, but you have to let me try.” Cheerilee cocked her head, now lost and without context.

“Alright.” Applejack let out a deep sigh, pushing her half empty bowl away. “Applebloom, take the others up to your room.”

There was a silence as Applebloom went around the table, collecting Diamond Tiara, Rumble, Pound Cake, and Scootaloo. There was some canned answer about the discussion not being for little fillies and colts, said with no amount of cynicism from the little earth pony. Once the sound of little hooves hitting crystal had left earshot, Applejack turned back to the rest of the adults.

“Rainbow has this...idea.” Applejack restrained from using a harsh word to describe the idea, but the implication was there. “She wants to go check up on Fluttershy. Ah’m against it a thousand times over; it’s just too dangerous.”

“I’m the fastest pony in all of Equestria!” Rainbow Dash defended herself. “There’s only one other thing that can fly out there, I’m the best bet to check up on anypony that still might be out there! And now that we know that those things won’t try to come in here, it’s our best chance yet to get Fluttershy back here-” Applejack looked away for a split second, a moment of weakness that Dash pounced on almost immediately. “-or make sure Big Mac and Granny Smith are okay.”

Hitting that particular weak spot seemed to work, leaving Applejack to close her eyes. Even from nearly the opposite side of the table, Cheerilee could see Rainbow’s chest puffed out a little in victory. As it looked like the farm pony was going to cave, a voice to the right of where the teacher sat broke the tense silence.

“I oppose.” Mayor Mare stated flatly. “We’re already down two Elements and we cannot afford to lose another!” Cheerilee had to stop herself from rolling her eyes from the contrarian politician.

“We didn’t lose Twilight!” Came a chorus of voices back at her. Pinkie Pie, Rarity, Applejack, Applejack and Spike all speaking in unison and glaring at the mare. The Mayor cowered a little from the voices, but quickly bounced back and regained her composure.

“And Fluttershy is okay!” Rainbow Dash added on. “If you just let me go get her, we’ll have five outta six and be one step closer to solving this thing!” There was a small amount of logic in that statement, but everypony present knew that emotion was the primary motivator behind the pleas. “The only thing out there that can even reach me is Twilight. You have to trust me!”

“We know that they can’t come in here.” Pinkie stated, looking between her two friends. “We always thought so, but last night confirmed it.” Every eye was on the dour party pony now, which only made Cheerilee examine her a little more.

The poor dear was missing part of one of her ears, looking like it was bitten off by something. Knowing that only Pound Cake was here and the Cakes were nowhere to be seen, Cheerilee could assume a few things. None of them were good.

“I have faith that Dashie can make it there and back.” Pinkie continued, earning a beaming grin from her best friend. “Twilight can fly, but she’s a lot bigger and slower than Dashie. Just don’t leave from the front door, go to the highest balcony to take off.” The simple authoritative statement made by Pinkie seemed to hit all the right spots for Applejack.

“Ah-alright.” Applejack sighed and nodded. “Y’all can go.” Rainbow launched into the air and did a small loop as she cheered and pumped her hoof victoriously. “On a couple of conditions!” She raised her voice to get RD’s attention again. “Ya gotta promise to stop by the farm t’check on Mac and Granny. It ain’t too outta the way of Fluttershy’s house and...Ah just need to know.”

“Hey, of course Applejack.” Rainbow placed a hoof on her friend’s back. “And if he’s still kicking, which you know he is, I’ll drag his and Fluttershy’s butt back here!” The bravado was refreshing, even hopeful. So many ponies were full of such doom and gloom that even a hint of a can-do attitude seemed like a light in this darkness.

“Second, y’all gotta fly faster’n you’ve ever flown before. You get back here in one piece.” Applejack held out her hoof, which Rainbow took. “Ain’t no speed limits anymore, so break every law you can to get back here.”

“I can do that.” Rainbow smirked.

Rainbow Dash stood on the highest balcony of Twilight’s castle, a light breeze blowing through her multicolored mane. The ever-present sun made the crystal exterior hot to the touch. Some time ago Applejack had erected a small canopy overhead to keep it safe for her to venture out onto. Rainbow stretched out her wings, rotating them in their sockets and getting as limbered up as she could. She hadn’t gone outside since this all started, and she was itching to fly.

“Ah’ll keep an eye on you from up here, sugarcube.” Applejack stood beside her, Twilight’s telescope set up to get a good view of the entire town. “While you were gettin’ ready, Ah was scoutin’ things out for ya.” Rainbow was only half paying attention to her friend. It was way more important to get in the right mindset for what she was about to do than it was to listen. “The majority of those things are set up around town hall, dunno if Ah can rightly say what they’re doin’, but best to avoid that area altogether. Now Twilight, Ah ain’t seen hide nor hair of her...so just stay on your hooves.”

“Gotcha. Avoid the town hall, watchout for Twilight.” Rainbow repeated the important bits back to AJ, rolling her neck to work out a few of the kinks. “Get Fluttershy, check on Big Mac and Granny, get back. I got it, AJ.” She shot her best smile towards her competitive rival. “Trust me.”

“Just...stay safe Rainbow Dash.” There was a particular sadness to AJ’s voice, one that weighed a bit on Dash’s spirits. “If Ah gotta run out there and save your sorry butt, Ah will. Y’aint ever gonna live it down, though.”

“Keep dreaming, cowpony.” Dash rolled her eyes. She slowly crouched down, building tension and power in her legs as she prepared herself. Sky blue wings flared out, the wind catching them and letting the skilled flier know exactly what she would need to do to compensate. “I’ll be back in ten seconds flat or my name isn’t Rainbow Danger Dash!”

In a split second all of the tension in RD’s body released like the world’s most compressed spring. She launched herself into the air at speeds even she was surprised by, keeping her wings tucked to her sides as she let momentum carry her up and away from the castle.

When she finally spread her wings, it was like everything made sense again. The wind rushing past her primaries, the roar in her ears, and the sweet sensation of being above it all. For the first time in forever, she felt like Rainbow Dash.

After the initial shot of adrenaline hit her system, she remembered her promises to Applejack. She couldn’t just glide to where she needed to be, she needed to fly. With that in mind, she closed her eyes and envisioned it. Wings beating, scenery passing like a blur, that feeling of magic encompassing her as she got closer and closer to that barrier before she broke it.

She was going to create a rainboom to get there and back.

Just like that, it all happened. Her wings propelled her forward at speeds any Wonderbolt would marvel at, leaving a rainbow trail in her wake. She cut her course slightly, making sure to avoid the nest of unicorns at town hall before getting a straight shot to Fluttershy’s cottage.

The straightaway was and always will be, the greatest gift to speedsters. Nothing turbocharged wings and hooves like a straight line. Rainbow kept her ears on a swivel, listening for Twilight’s enormous pair of wings, but her eyes kept locked on her destination. She let her speed build and build, her muscles working overtime as the resistance around her started to become tougher to push through.

She felt it, that barrier. The one that she had been told was unbreakable. Her greatest achievement and the one thing nopony else in the world could best. It was something she knew all too well.

And it felt wrong.

Usually the barrier was soft and silky, it embraced her and surrounded her. It resisted her, but it never stonewalled her. It was a lover playing hard to get. Now, however, it was a jilted ex that only rewarded Rainbow’s advances with a harsh slap.

She nearly tumbled out of the sky as she hit that barrier instead of breaking through, her jaw slack and eyes wide. That had never happened before, not in the half dozen times that she had attempted a sonic rainboom.

It stunned the mare, sent her head spinning and confidence plummeting into a pit deeper than any before. She caught herself though, the thought that for every second that she was out here she was in mortal danger saving her from sitting there dumbstruck for a little while longer. She shook her head, stuffing what just happened in the back of her mind to think about later.

The rest of her flight wasn’t as fast as she would’ve liked. She didn’t quite push herself, just keeping a pace where she wouldn’t even touch the rainboom barrier. It was still faster than ninety-nine percent of ponies, but it wasn’t enough. Not for Rainbow Dash.

She landed a short distance outside of the treeline that led to the cottage, not wanting to risk clipping herself on any branches.She galloped the rest of the way, eager to see her oldest friend again and bring her back to the castle.

When she got to the end of the trail, she dropped to all four of her knees.

Where Fluttershy’s cottage should’ve been, there was nothing. The trees weren’t scorched, there was no sign of destruction. It was just gone. Every animal, structure, and plant that had once been on the lot had disappeared. Instead, there was just dirt.

Had Twilight done this? Wiped Fluttershy out of existence, house and all? Could she do that in her current form? A million more questions shot through her mind like so many angry parasprites eating away at her hope.

“C’mon Fluttershy. I know you made it out alive...I know it.” Rainbow mumbled as tears fell from her eyes into the dirt. She clenched her teeth and slammed a hoof into the dirt, the weight of so many lives lost finally crushing her.

Rainbow Dash was a hero.

Heroes weren’t supposed to let ponies die like this.

“I can’t…” Sobs ravaged her body, keeling her over and making her face hit the dirt. Her wings hung at her side. Every moment she and Fluttershy ever shared flashed through her mind, so many memories now ash in her mouth. She choked on her sadness, the deluge almost threatening to drown her under its weight.

She sat there for Celestia knows how long, when her tears finally ran out. She stood up, eyes red and body aching. Something was still keeping her going, that sense of knowing what needed to be done, of having one more promise to fulfill.

She shot up through the trees, spinning on a dime and speeding off towards Sweet Apple Acres. Her eyes narrowed and a familiar fire burned in her eyes and heart.

Rainbow Dash was a hero, and she was going to save somepony today.

With renewed spirit and vigor, she made record time to the farmhouse. Over the wilted apple trees, hot fermented apples sent rancid fumes up into the air. Once close enough, she swooped down and landed on the porch.

Littering the front lawn and porch were a couple of bodies of the unicorn things. Dash wasn’t sure if they were dead, but they weren’t up and moving. A large visible hoofprint was visible on the chest of one of them, Lyra if the colors held true.

The most sobering part of the scene was that the front door to the house was gone, blown from its hinges. Rainbow’s blood ran cold as she barged into the house, rushing through every room until she came to the one shut and locked door in the house.

Granny Smith’s room.

Rainbow slammed her body weight against the door, determined to open or break it with whatever strength she had left. The door wouldn’t splinter, it wouldn’t budge. There was nothing she could do to get into the room.

“A-ah said if y’all kept tryin’ that…” A deep voice boomed from behind the door, stopping only to cough and groan. “...Ah’d send more of ya to Tartarus.”

“Big Mac!” Rainbow pounded on the door, a smile erupting across her face as the realization hit her like a train. “Ohmigosh Big Mac! It’s Rainbow Dash, open the door!” Rainbow bounced up and down, unable to contain her excitement any longer.

“Dash?” Big Mac questioned, the sound of massive hooves hitting aged wood accompanying it. The door unlocked and swung open, revealing the massive red stallion...and only the red stallion. “Dash…” The relief in his voice was thick and punched the pegasus in the gut. She had been around other ponies since this started, but Big Mac?

The other thing that shocked her was his current state. His barrel was covered in bite marks and scratches, his coat pockmarked with magical burns. His left eye was also sloppily covered with a bandage with only the lack of skill an earth pony could achieve. The massive stallion nearly collapsed on top of her, but between them both he stayed upright.

“Jeez…” Rainbow looked him over a few more times, happy to see him but deeply worried about his health. Something else was bugging her, something she had to ask. “Granny Smith?”

“Nope.” Big Mac answered, his one good eye looking down. “Out back next to Ma and Pa…” Rainbow’s heart ached hearing that, knowing that they would need to tell Applejack about it. “Applejack?”

“We’re all up in Twilight’s castle. It’s keeping those things away...somehow, but it’s doing it.” Rainbow took one of Mac’s legs and draped it over her shoulder, providing support as they both started to move down the stairs at a snail’s pace. “That’s where we’re going.”

“A couple of ‘em came up here...bothered us. Flim, Hondo, Amethyst. Tossed ‘em all in the Everfree…” This was more words than Rainbow had ever heard Big Mac speak in her whole life, not that she was going to complain. Talking meant he was alive. “‘Bout a week ago Lyra and Ballad showed up. Couple days after Granny passed.” The stallion groaned as they reached the bottom of the stairs, holding his ribs. “They got me good...Ah got ‘em better though.”

“Yeah I saw.” Rainbow carried him out of the house and looked around, biting her lip and looking for something. Mac was big, but a couple of days obviously without food had left him more manageable than normal. He was still just too big to fly with on her back, though. “We can’t go through town...no way.”

“There.” Big Mac raised a hoof, pointing towards an apple cart a little ways off. “Can you pull me?”

“It’ll be a lot easier than carrying you.” Dash relented with a nod and started towards the cart. Rainbow’s heart was filled with pure determination as she loaded the hulking farmer into the wooden bucket and made sure he was comfortable. “I can’t exactly go full speed tugging you along, so if Twilight catches up to us I might have to get fancy.”

“Twilight?” Big Mac questioned after adjusting himself to better fit in the small space.

“Trust me, you’ll get it when you see it.” Rainbow hitched herself up to the cart, making sure the harness was secure enough to avoid slipping off in case she had to pull anything more than a slight turn or a straight line. “Just hold on, alright?”

“Eeyup.”

Rainbow took off, the extra weight making her sluggish and less nimble than she would like. The renewed purpose to get AJ’s brother back alive, to live up to that heroic ideal, pushed her forward. It pumped her wings and kept her heart racing as she lifted into the sky with Big Mac in tow.

Even with another pony’s weight and a cart behind her, Dash felt like she could beat anypony in a fair race. She kept a decent pace, flying high above the town and out of the reach of almost anything.

An earth shattering howl broke the silence of the flight.

Almost anything.

The sound of massive wings beating and displacing air made Rainbow’s head turn. The thing she had been dreading had drudged itself up from whatever pit it had been hiding in. Twilight raised into the sky from somewhere in town, seemingly from the direction of the old library.

“Oh no.” Rainbow’s eyes went wide as she pushed her body to its absolute limit, the muscles in her back and wings starting to burn. In any other state but tugging Big Mac, she would be faster than Twilight in every way. The turned alicorn’s increased size would be a boon and allow Dash to fly circles around her, but now? They were on even footing.

If Rainbow couldn’t lean on her natural talent, technique would have to suffice.

A bolt of bright purple magic surged right by her ear, the air turning burning hot and singing the mare’s mane. That technique needed to start up now, it seemed. Rainbow started to climb in a spiral, allowing her to keep what little speed she had and build up a tiny bit more. If she was smart, this Twilight would have to follow suit. Flying straight up would only lead to a stall, especially at her size.

Luckily for Rainbow and Big Mac, Twilight was never a good flier and this version of her was no exception. The enlarged alicorn tried flying straight up, her wings not being enough to keep her upright for very long. The beast tumbled backwards, wings flailing as bolts of magic shot from her horn in every direction.

“Still got a thing or two to learn about flying, egghead!” Rainbow Dash cackled with delight as Twilight fell. She knew better than anypony that a stall never lasted for long and that recovering was easier than one would expect, so she turned and started back towards the castle.

She could feel Twilight gaining on them again, fully recovered and angry. The wind whipped up by the massive set of wings on the back of the beast becoming stronger and getting closer. Bolts of magic whizzed past her, one even hitting the cart and blasting a wheel clean off. Normal Twilight would’ve hit almost all of those shots.

Rainbow Dash thanked Celestia that for once Twilight wasn’t normal at the moment.

“Rainbow, hurry up!” Big Mac cried, drawing Rainbow’s eyes behind her for a moment.

Twilight was on their heels, maw open and dripping with thick black saliva, rows of sharp teeth glistening in the summer sun. Her jaws snapped, inches away from getting a hold of the cart and possibly Big Mac.

Rainbow couldn’t let that happen.

One final effort, that’s all she needed. With one push and the last of her energy, both physical and emotional, she surged forward. They hit the balcony, Rainbow’s hooves skidding on the slick crystal and the cart crashing after her. The two didn’t stop soon enough as they both slid past the open doors and right into the interior of the castle.

A bolt of white hot magic sizzled and crackled by them, impacting one of the walls and chipping the usually resilient material. Applejack wasn’t far behind the magic, taking cover and pushing the doors close as fast as she equinely could. They slammed shut, the sound of several bolts of Twilight’s magic hitting them not soon after.

Rainbow unhitched herself from the cart, throwing the harness away and staggering for a few feet before collapsing. Sweat made her mane cling to her face, her chest rising and falling rapidly. Every muscle inside of her body ached and burned from the herculean effort she put forth.

But she did it.

She saved at least one pony today.

With a slight smile on her face, Rainbow Dash passed out.

Author's Note

So yeah, I'm kinda on a tear right now.

Probably going to just have a backlog of chapters that I put up when the heat dies down a little on the story.

Gotta maximize that engagement.

Last One Out

Applejack and Bon Bon were the slowest of the three groups to properly leave the vicinity of the castle. Applejack knew that they would have the slowest mission of the three, needing to wait until the bells were rung to make any real progress. The train station was on the opposite side of town, right through Town Hall with no real way around it.

They were also well prepared compared to the other two, AJ carrying her trusty lasso and Bon Bon having a metal sheet that Spike had helped her conform to one of her hooves as a line of defense. They were the two most experienced ponies that were still up and about, and they had thought about their own defense and prepared for something like what they were up against now.

They stalked through the town, not speaking a word and focused on their surroundings. The ghosts of the dead kept them company as they walked. The sun overhead still beat down on them, each day seemingly becoming hotter than the last and taking its toll on the ponies who ventured outside.

Careful hooves and watchful eyes kept them quiet and safe, dodging a few roaming ferals that they came across. As Applejack had seen over the past month, the closer they got the heart of the town the more common it was to see those things.

Bon Bon tapped on Applejack’s shoulder and motioned towards Sugarcube Corner. The top floor, Pinkie’s old room, would give them a good view of Town Hall and let them plan out further.

They cut across the street as quick as they could, ducking through the shattered door of the bakery and into the dimly lit interior. Booths were clawed and destroyed, glass shattered and the walls marked with the telltale signs of magic discharge. Applejack wasn’t sure if this was from Pinkie and Pumpkin Cake’s brawl, or if it was from some more of those things just trashing the place because it could. Once this place had smelled of warm ovens and sugar, homey and sweet. Now it just reeked of death.

Bon Bon cut in front of the farmpony, raising her armored hoof as they crept towards the stairs. It seemed quiet, which Applejack had learned was when she was in the most danger. Getting Bon Bon back to the castle had taught her patience, Thunderlane and Rumble had taught her that these things liked to lay in wait.

The stairs made noise, far more than any mare was comfortable with. If anything was in the building, it knew they were in there too now. They both sighed at almost the same time, Applejack taking the rope from around her shoulder and looping one end around her hoof and taking part of it in her mouth.

At the top of the stairs was a hallway, four doors on either side and one at the far end. Applejack had been up here only a couple of times, but she knew Pinkie’s room was the door at the far end. Nothing was ever easy out here.

Applejack jerked her head to the right, signaling she would take the doors on that side. She raised a hoof and pointed to the mare next to her, then the two doors on the left. She received a nod in agreement and the two got to work.

The leader of the castle colony put a hoof on the first door, giving it a slight push. It seemed to be the Cake’s room, a large queen sized bed dominating the space. The two bodies on the floor and the smell they gave didn’t escape her notice, but it was something that she had grown more used to. Her eyes just passed over the corpses of the two pillars of the community, searching for anything more sinister.

Thankfully, nothing with a horn seemed to be lurking in the bedroom. The only thing inside was death and shadows.

Applejack shut the door slowly, keeping the knob turned until it was closed all the way and letting the knob turn back slowly. Any building she went in, she always shut any door of a room she had made sure was clear. It was a good way to track what was safe if she had to go back through them as the unicorns couldn’t really open them, just break them down.

The next door was already shut, but Applejack opened it anyway. It was nothing special, just a storage room of sorts with boxes of clothes and pictures and even a spare dining room set, memories Pinkie might want someday but unimportant for now. She shut the door and left them and the dust that covered them alone for a little while longer.

As Applejack turned, her side of the hall cleared, she saw Bon Bon frozen in the open doorway directly across from her. Applejack crept over and peered over the other mare to see exactly what she had found.

It was the room of the Cake Twins, a sleeping unicorn mare curled up in the destroyed remnants of the crib. Usually Applejack would’ve acted swiftly, tossing her lasso and tying up the beast before knocking it out, but she was paralyzed.

The beast had an off-white coat and a long and wild mane of neon blue and navy. The remains of a pair of shades rested on the sharpened horn, further confirming just who was in the room.

But if Vinyl Scratch was here and turned...who was in the castle?

The shock wore off and Applejack’s sense of purpose returned. She bolted forward, jumping on the back of the once-DJ and slipping the loop of her lariat around the elongated muzzle of the creature. She yanked it tight, closing the loop and keeping the dangerous maw shut in the only surefire way she knew how.

Vinyl tried to stand, but Bon Bon closed the gap in a few seconds and added her weight to the unicorn’s back. That was enough to keep it down as the cream colored earth pony raised her metal-clad hoof and brought it down on the monster’s head with a heavy ‘clunk’, dropping the thing like a sack of potatoes.

It wasn’t dead, just out cold from what Applejack could tell. A hit like that would take longer than a few minutes to wear off, probably more like a few hours. It would hopefully be enough for the pair to get to the train and get out.

The two dismounted the beast, leaving the room and shutting the door behind them. AJ went back across the hall and into the storage room and grabbed a chair from the dining set and jammed the door shut with it. Just in case.

The two mares finally staggered into Pinkie’s room, which was clear of anything nasty, and flopped down next to the window. Applejack was sweating, the overhead sun not making any of this easy, even indoors.

“What was that?” Bon Bon spoke first, hissing through clenched teeth as she pointed a hoof towards the twins’ room.

“Ah don’t know.” AJ closed her eyes, thinking through the mental fog of panic and effort. She just needed to focus for a few minutes, she just needed to think about what they just saw.

“If that’s Vinyl, then who’s in the castle?”

“Ah don’t know.”

“Well, what do we do?”

“Ah. Don’t. Know.” For once, AJ had no answers ready. The thought that whatever had been in the castle with them for the past month wasn’t Vinyl Scratch only made her worry more. Right now whoever their Vinyl actually was only had Rarity between them and a group of helpless fillies and colts. She sighed. “Well...we finish this. Help whoever is in the train, get ‘em back to the castle then we deal with whatever our ‘Vinyl’ is.”

It was going to be tough to push this information out of her mind. Being lied to was one of the few things that Applejack just hated, despised. It was the quickest way to get to her bad side, and right now ‘Vinyl Scratch’ was on that bad side.

“Okay.” The trust that Bon Bon had in Applejack was reassuring, it strengthened the farmpony’s resolve. “Let’s see what we’re up against, I guess.” The two hopped up on the window sill and got their first view of the Town Hall from up close.

The circular building looked mostly untouched, a few windows busted but there were no dead bodies in sight. The place was swarming with unicorns, though. They crawled all over the place, skulking about with their muzzles to the dirt. The biggest group of them however were centered around a massive hole in the ground, probably more than thirty feet in diameter. The unicorns surrounding it shot bolts of magic into it from above.

“What in Celestia’s name?” Applejack leaned towards the window, searching for some reason to the actions of the monsters. She saw so many unicorns she knew, and more than a few that she had no clue who they were. “They ain’t from ‘round here.” She stated flatly, pointing her hoof at a cluster of unicorns around the far ridge of the hole. “Which means we’re gettin’ unicorns from outta town…”

“What are they digging for?” Bon Bon had the same question she did, one with no clear answer. “There’s nothing under Ponyville, not that I know of.”

“Me either.” Applejack chewed on her lip, taking her long blonde ponytail in her hooves and fiddling with it nervously. “Been here mah whole life and never heard of nothin’ underground, not under Town Hall anyhow.” There were crystal caverns out near the Everfree, she knew that much, stuff of real value.

“Digging to Tartarus maybe?” Bon Bon offered. “The main entrance isn’t anywhere close to Ponyville, but there are auxiliary ones all over Equestria.” The mare began to mumble, rubbing her chin and looking off. “It was how the bugbear got out, so there has to be one near…”

“And how do y’all know that?” Applejack tilted her head, curiosity getting the better of her. She didn’t know much about Bon Bon, other than the fact she was the candy maker and lived with Lyra. So how did someone who worked with sugary sweets all day know where Tartarus spat out its monsters?

“Lots of research.” Was the only answer she was given.

“Well Ah don’t care if they’re diggin’ to Tartarus or Zebrica, as long as they move when the bells ring.” All of this other stuff, Vinyl and this giant hole, were problems for later. For now they needed to focus on the problem at hoof.

“You mind me asking you a question, Applejack?” It was a bold question considering the curt answer that Bon Bon had given her own question, but AJ nodded. She would entertain her compatriot while they waited. “How do you do it? Fight these things, I mean. They’re our friends...and sometimes more.”

“Not anymore they ain’t.” Applejack narrowed her eyes as she watched the monsters below digging their hole into the dirt. “Maybe once upon a time they were ponies we knew, now they’re just things. Ah’ll feel sorry for ‘em until they attack me, then ah just do how Ah’ve always done.” She truly felt sorry for the unicorns that turned into these things, and she wanted to help them in some way. There was nothing she could do, though. She was a simple earth pony who understood magic about as much as she understood calculus, which basically meant she knew it existed and that was it. “Ah lived by the Everfree most of my life, Bon Bon. All kinds of things come outta there and you just gotta deal with ‘em. Tie ‘em up, break ‘em apart and just do what needs to be done. This ain’t no different.”

That’s why she had always gone out to help ponies when she knew they needed it since this all started. She knew what needed to be done and had the gumption to do it, which their group of survivors had been lacking. She acted when others hadn’t, and took charge when others wouldn’t.

Bon Bon nodded, taking in the Apple family matriarch’s words. They both turned back to watch the unicorns work, silently wondering what exactly they were working towards. Their voyeurism was interrupted by a large purple beast rising above the town from the direction of the train station, flying directly overhead and heading off in some unseen direction.

Applejack knew it meant trouble for one of the two groups. She had to have faith that they could deal with it, because there wasn’t much else she could do.

It was about five minutes later when they heard the first bell. It came from the direction of the schoolhouse, letting Applejack know that Pinkie and Cheerilee had done their job. Her thoughts went out to them, wishing they would make it back to the castle safe and one piece.

Below, the unicorns reacted to the noise and about a two dozen of them rushed off in that direction. It was less than a minute later that the second bell rang, this one drawing away the rest of the crowd from the Town Hall.

Once she was sure they wouldn’t encounter any other threats, AJ pushed open the window and stepped out onto the roof. Bon Bon was right on her tail as they both carefully hopped down from the roof and onto terra firma below.

A scream rang out, one that filled Applejack’s heart with nothing but dread. She hoped that it wasn’t one of her ponies, but deep down she knew it was.

The distraction let the two mares move quicker than they had before, still being careful but walking at a much quicker pace. They still skirted just around Town Hall, not wanting to risk anything being in that hole and coming out to get them.

The eerie silence of Ponyville settled in, the distant sounds of magic and howling being far away from them now. Flies buzzed around bodies and a light breeze rustled whatever plants had survived this long, but that was it. Even the low rumble of the train engine seemed to have died out at some point.

The decent trot turned into a dead gallop as they got closer and closer to the train station, the smokestack of the engine coming into view. There were growls and the sound of magic discharge coming from up ahead, the pop of spells hitting sturdy metal letting them know that the distraction hadn’t worked completely.

Sure enough, Flam and Doctor Horse were still around and trying to batter their way into the train. The con-pony was on the roof of one of the carriages and blasting away at it, while the doctor was inside of the engine and tearing away at anything that made a noise.

The worrying detail was there was no sign of any ponies anywhere around the train. There were no indications that anypony had left the train, no bodies or signs of fighting. There were no eager faces looking to their saviors through the windows either, it looked like an empty train.

Applejack could only hope that wasn’t the case.

“Y’all take the doc, Ah’ll handle Flam!” Applejack gave the order, Bon Bon nodded. Both narrowed their eyes and hopped up onto the platform, heading off to their respective targets.

She leapt up onto the roof of the train, her powerful hooves making it easy to hop up in a single bound. When her hooves made contact with the roof, Flam’s ugly yellow face turned to face her. She turned her head, hearing her neck crack as she narrowed her eyes.

She knew that she just told Bon Bon that she separated the pony from the monster, but she would be lying if she said she wasn’t going to enjoy this.

Instead of firing any magic at her, Flam charged. That was okay with AJ, as the closer they got together the more of a chance she stood. At a distance she was at a clear disadvantage, but up close it was a fair fight.

Applejack readied her lasso again, just pulling it taut between a hoof and her mouth as before. If the same trick could work twice, she could get on his back and tie that muzzle shut and deal with him a lot easier.

She sidestepped at the last moment, letting the lanky monster run by her. Her hooves sent her skyward again, legs straddling as she prepared to mount the beast like an ornery bull. Instead of landing on her back, she felt two hooves plant firmly into her stomach and send her careening away from Flam and tumbling across the hot steel of the train car.

Applejack coughed and wheezed, struggling to properly catch her breath after the kick knocked the wind out of her. She got to her hooves slowly and saw that Flam was already advancing on her again, this time with his horn glowing a sickly green.

Instead of trying to meet him head on, she opted to roll to her left as a blast of acidic green magic slammed into the metal roof where she stood a moment ago. That’s when she charged, right when he was charging up another blast. She slammed into the much larger stallion at full force, her hooves wrapping around his barrel as she tackled him to the ground.

Flam’s very full mouth opened, looking to grab onto a part of Applejack and not let go. She didn’t let him as she slammed her right hoof into the side of his deformed muzzle as hard as she could, sending the monster’s eyes spinning. She cocked her left hoof back and sent it rocketing into the other side of his face, sending her old rival into the cold embrace of forced sleep.

The mare stood up, drenched in sweat and now with sore hooves. Usually her back legs did the talking, but she was okay with a little change in conversation for once. She grunted and slammed another leg into his side.

“That one’s for tryin’ to take the farm.”

She jumped back down to the train platform, seeing that Doctor Horse was out cold with his head against one of the metal poles. Bon Bon looked no worse for wear, a little scratch trailing down her face but nothing serious. Small miracles, that was all she could ask for.

“Are you alright, AJ?” Bon Bon patted her cohort on the back as the farmer wiped some of the sweat from her face. It seemed like this got harder and harder each day, the growing heat not helping at all.

“Could always be better nowadays.” She grunted as she turned and opened the door to the train. She didn’t want to focus on that little kerfuffle anymore, they had a job to get done. “Here’s to hopin’ that somepony is on this train…” Being rewarded for their efforts with an empty train might’ve broken Applejack, she was sure of it.

The two searched every car from top to bottom, finding nothing but luggage and tickets that were never punched. Each car only served to deepen the pit in both of their stomachs, increasingly worried that they had put their lives and the lives of their friends in danger for nothing.

It wasn’t until they made it to the caboose that they finally found what they were looking for.

Sitting in a seat, looking longingly out the window was a stallion. He had an unwashed vermillion mane and a scraggly beard to match that hung from his chin, cyan eyes stared out of the window from behind a cracked pair of round spectacles. His coat was amber and had cream colored hooves and a stripe of the same color on his nose. The most striking feature however was the horn on his head, snapped off at the base.

Beside him in the seat was a bundle of cloth, and the closer the two got the more they realized just what was inside. It was a sleeping foal, a pink horn poking out of a curly purple and blue mane. There was a glimpse of a metal ring clasped around the foal’s horn as well, which only raised more questions.

“We had to leave.” He spoke, his voice full of sadness and grief. “We had no other choice.

Author's Note

I COULDN'T NOT POST THIS TODAY! I know I said this one was going up on Sunday, but I just couldn't help myself! This chapter pairs with the last one so well and I want to see the reactions so much!

So because this is Sunday's chapter, you don't get one tomorrow. I'll take a day off to help restock my backlog. Expect the next chapter on Monday.

The cover art for the story won't be changing to this new image, it's staying the same. I just felt the dramatic impact of the picture was too much not to put here.

As always it's by my lovely and talented SO MirAmore on Twitter.

P.S: My urge to have Applejack just suplex Flam was through the roof but I couldn't go that campy with it.

New Arrivals

Cheerilee grit her teeth and bit back a few choice words as Rarity worked on her hoof, cleaning out her fresh bite wounds and stitching up a few of the deeper ones. Getting back to the castle had been a lot slower than going to the schoolhouse, the surge of unicorns making her and Pinkie take a much more convoluted path back to their new home. Of course, Twilight overhead had not made it any easier.

Somehow Mayor Mare had beaten them back to the castle despite their bell ringing later than Cheerilee and Pinkie’s. She also was without Thunderlane, to which no one had questioned as of yet.

“I know, I know.” Rarity’s horn lit up and grabbed Cheerilee’s hoof, keeping it still. “But the more you move, the longer this will take, darling.” She knew that, but it didn’t make not reacting to the unicorn’s needle and alcohol any easier.

“So you really fought Trixie all by yourself?!” Scootaloo was by her side, looking up at her with wide and bright eyes like she was Rainbow Dash reincarnated. Cheerilee did her best to hold back a small smile and blush, such theatrics being miles beyond her.

“Well no-'' Modesty was important, and so was telling the truth. “-I just kept her busy while Pinkie rang the bell.” The exhaustion from her bout with the mutated magician was still weighing on her, muscles aching and brain still in a post-adrenaline fog. “I did what I had to so I could get back here.” She rested a hoof on her pupil’s head, messing that magenta mane up a little. “I couldn’t just leave you alone, could I?”

Scootaloo hugged the mare in response, little hooves squeezing her midsection with pure joy. It warmed Cheerilee’s heart and abated some of her pain for the moment. There was nothing she needed more right now than a hug, and it felt good.

“Y-yeah teach, didn’t know you had it in you.” Rainbow Dash was leaning against a wall, sweating like she’d just flown a marathon. Somehow she looked worse than before Cheerilee had left, pale and eyes half-closed. Rarity had told her to go to bed several times, but she insisted on staying up to keep an eye on things.

“Rainbow Dash-” Cheerilee was more than a little worried about the speedster. They didn’t have a lot of ponies to go around, especially if what everypony assumed about Thunderlane was accurate. “-maybe you should go lay down for a while? Pinkie and I can keep an eye out for the others.” She spoke in her gentle, coaxing voice she used on foals to get them to do things they didn’t want to. “It’ll be okay, even heroes need a little rest.”

“Y-you might be right.” Dash pushed herself away from the wall, only to stumble on her hooves and fall onto her side. In less than a second Rarity, Pinkie, and Scootaloo were at her side and helping her to her hooves.

“We need to get you to bed.” Pinkie was the first one to speak, her voice offering no room for argument from her friend. “Now.” The stone-faced pink pony scooped Rainbow onto her back, sturdy hooves and body allowing her to shoulder the burden. “Rarity, come upstairs when you’re done with Cheerilee...please.” As Pinkie trotted off to the stairs, Scootaloo began to follow but Cheerilee pulled her back.

“Where’s my brother?!” As Pinkie was going up the stairs, Rumble and Applebloom came down them. The little pegasus had his light gray wings flared and his black brows furrowed as he stormed down the steps towards the group.

Rarity and Cheerilee looked at Mayor Mare expectantly.

“Well-” To anypony who had been around for a major political cycle, seeing Mayor Mare slip into the comfortable persona of an affable politician was groan-inducing. Maybe the young ponies might buy what she was about to sell, but the adults in the room knew better. “-he went up to ring the bell when Twilight started to fly towards us. He told me to run back to the castle while he rang the bell and tried to get away.” The mayor kneeled down as Rumble approached, resting a hoof on his shoulder and looking down. “I...I don’t think he made it.”

Cheerilee had seen better acting at the community theater.

“You left him to die!” Rumble slapped the mare’s hoof away, the beginning of tears forming in the corners of his eyes. “I don’t care if-if he told you to run! You should have helped!” The colt screamed into the face of Mayor Mare, his wings carrying him up so he could be face to face with her. “He should still be here!”

“Rumble-”

“It should’ve been you!” The words slammed into Mayor’s stomach with such force that it knocked her onto her rump. She had no friends here to pick her up, either. Instead she was left there, stunned as Rumble stomped away with tears hitting the crystal floor below him.

The two other mares in the room bit their tongues, not wanting to pile onto the pony politician quite yet. Mayor Mare raised her head and looked at them, causing them both to look away. Rarity had no sympathy to give, and Cheerilee was inclined to share the attitude after this morning.

“What was I supposed to do?” The mayor asked, all pretenses and masks finally dropped. “I’m an earth pony, what was I supposed to do against Twilight?” Rarity and Cheerilee looked at one another, both wanting to say the same thing.

“Did...you even try?” Rarity spoke up, which Cheerilee was glad for. The unicorn needed a bit of verbal revenge on one of her detractors. “Did you offer to go up and ring the bell while he distracted Twilight? Maybe help split her attention?” The seamstress looked down on Mayor Mare through her red-rimmed glasses. “After all, if Cheerilee can outrun Twilight surely you could do something as well?”

Mayor Mare opened her mouth to speak, eyes narrowed and something biting on the tip of her tongue. It died as soon as it formed, though. Instead of pushing back, Mayor Mare got up and walked away from an argument for the first time in her life.

“Well-” When she was sure that the dejected mare was out of earshot, Rarity spoke again. “-it’s not very ladylike, but that did feel good.” She took a deep breath to reset her attitude. “I...do feel bad about Thunderlane, though. We have already lost too many.” Rarity lifted Cheerilee’s bad hoof again in her magic and got back to work. “He and I may have not seen eye to eye-” That was perhaps the nicest way of saying that he wanted her thrown to the wolves and called her a coward just this morning. “-but nopony deserves to go out at the hooves of...those things. Nopony deserves to lose a brother, either.”

“Yeah.” Cheerilee nodded, wincing a bit as the unicorn’s needle dug into her skin again. “I-I’ll go check on him when we’re done here, I think.” The colt needed a gentle hoof right about now, somepony who could help him work through those emotions.

“Hello Vinyl.” Rarity regarded the other unicorn without looking up, only receiving a silent wave from the mute musician in response. “That does seem like a prudent idea, Cheerilee. You’re probably the one most equipped to deal with him now that...well.” Rarity wrapped some cloth around Cheerilee’s hoof and fastened it in place with a safety pin. “And voila, almost as good as new!”

“Thanks, Rarity.” Cheerilee took her hoof back, moving it around to get a feel for how restrictive the bandages were. She put it to the floor and tested it, not able to put her full weight on it at the moment.

“I need to go check on Rainbow Dash now.” Rarity packed away her supplies in a repurposed sewing bag. “If Applejack and Bon Bon need me when they get back, just come and get me.” With that, the Element of Generosity headed off to help her ailing friend.

“Do you think they’re okay?” Scootaloo asked, looking towards the front door. “I know it’s Applejack...but…” Cheerilee rested a hoof on the filly’s back, right between her wings. “I know, I’m being silly.”

“No.” Cheerilee sighed. Ever since that run-in with Trixie she had started to feel stronger, she guessed she would call it, maternally towards Scootaloo. There was a need to protect and nurture, much stronger than her usual teaching inclination. “It’s okay to be worried. It’s dangerous out there right now, but that’s why we’re here. If they get back and need help, we’ll be right here to lend a hoof.” She was slipping into that comfortable teaching role again. “Helping each other is the most important thing at the moment. Like how Rarity can’t go outside but she patches ponies up, or how Applejack and Rainbow Dash go out and save ponies. It may not be their special talents, but they’re doing their best and helping however they can.”

“I’m not sure how I can help.” Scootaloo lamented as she shifted uncomfortably on her hooves, her little wings twitching. There was real trepidation on the face of the little filly, a changing world threatening to overtake her place in it.

“Well, start out small.” Cheerilee offered. “Help clean up the dishes, prepare food for everyone maybe.” Cheerilee tapped her chin, looking around the main hall as she thought. “I know Twilight has to have a library in here somewhere. I know you can learn all sorts of things to help out in there.”

“Reading?” Scootaloo looked at the older mare in horror. “Uuuuuuuuugh.”

Cheerilee’s giggle was interrupted by the front door swinging open, Applejack and Bon Bon standing there silhouetted by the blinding sun behind them. She was going to speak and ask about the train and who or what was on it, but Applejack pushed right past her and made a beeline for Vinyl Scratch. Cheerilee spun just in time to see the farmer land a haymaker right across the unicorn’s face, sending her to the floor.

“Y’all are gonna tell me who you really are right now!” Applejack screamed at the downed unicorn. Vinyl spat out some blood and a single tooth, trying to get to her hooves shakily but she was pushed down by the much larger earth pony. “Now!”

“Applejack!” Cheerilee rushed forward and grabbed one of the mare’s hooves, holding it back. “What is wrong with you?!” Scootaloo had made herself scarce in the intervening moments thankfully, allowing the adults to sort this out.

“This thing ain’t Vinyl Scratch, Cheerilee!” Applejack protested and struggled as she was pulled away from the bruised unicorn. “It’s been lyin’ to me since Ah saved its sorry hide!” The mix of rage and betrayal behind AJ’s emerald eyes took Cheerilee aback, it was strong and wild.

“We saw the real Vinyl Scratch in Sugarcube Corner.” Bon Bon elaborated, taking the metal covering off of her hoof and tossing it to the floor. “She was already turned, and unless those things can change shape…” Cheerilee looked to the unicorn on the floor, shock filled her expression.

“O-okay. You got me.” Vinyl spoke, which was honestly more shocking than the revelation that she wasn’t Vinyl Scratch at all. It was hard to say if that was actually Vinyl’s voice, because nopony had ever heard it before.

An emerald fire consumed the impostor, burning away the familiar visage of Ponyville’s eccentric DJ and leaving behind a changeling instead. Its chitin was aquamarine, fading to a burnt orange at the base of its neck. The wings on its back were cobalt blue, and the eyes and inner ears of the things were dark pink, almost the same color as the inside of a grapefruit. Cheerilee took a few steps back, not having any experience with the bugs at all but knowing the stories.

“What’re y’all doin’ in Ponyville and why’d you lie to me?” Applejack’s jaw was clenched tight as she kept her glare leveled at the changeling in front of her. “Tell me the truth or else Ah’m throwin’ you outside for the unicorns to deal with.”

“I-I…” The bug stammered and recoiled. Cheerilee assumed that it was a female judging by the voice, as the build gave nothing away. “...I was visiting town when this happened. I didn’t want you guys to think it was my fault so...I just...hid. When you found me, I took the form of a pony I saw earlier in the week and...and I just didn’t say anything. I didn’t think it would work.”

“You got lucky.” Bon Bon huffed. “What do we do with it, Applejack?”

“She.” The bug corrected. “My name’s Elytra.”

“What do we do with it.” Bon Bon reasserted.

“Ah…” Applejack looked around the room, searching for an answer. “Take it to it’s room, Bon Bon. Get Spike to lock it in there until we can hold a meetin’ and decide as a group what we’re gonna do.” With a nod, Bon Bon pulled Elytra to her hooves and practically dragged her away. For what it was worth, the bug didn’t resist at all, she stumbled along in the candymaker’s grasp.

“But why didn’t she turn?” The voice was new, somepony she had never heard before in her life. Cheerilee spun around to see a stallion standing in front of the now-closed doors. His orange coat and cream colored accents weren’t familiar either, nor was the unruly vermillion mane and wiry beard hanging from his chin. He trotted towards her, passing right by and started to pace. “It doesn’t make any sense, she has a horn.” That’s when she saw it, the shattered horn on his head that only confused her further.

If the horn didn’t shatter what she thought she knew, the foal sitting on his back sure did. It was a filly, looking around at the world with bright opal eyes. The massive pair of wings on her back and the horn poking through her curly mane only made Cheerilee’s head hurt.

“Who…”

“Oh, right.” Applejack finally turned back towards Cheerilee, rubbing the back of her neck and letting out a deep sigh. “Uh...this is Sunburst and...Princess Flurry Heart. They were on the train.” The poor farmpony seemed overwhelmed, her nerves frazzled and head full of thoughts. “Can y’all go round everypony up? Ah mean everypony, even the colts and fillies, bring ‘em down to the dinin’ room. We’re gonna have a meetin’.”

“Rainbow Dash can’t come.” Scootaloo interjected, coming back to hide behind Cheerilee and drawing a raised eyebrow from Applejack. “She...she’s really sick. She got worse while you were gone and she fell down.”

“Great…” Applejack mumbled. “Alright, everypony who can stand then. Get ‘em all down here. Please.” Applejack motioned for Sunburst to follow her, heading off towards the dining hall.

---Ten minutes later---

Applejack sat at the head of the table like usual, this time Sunburst was to her right with Flurry Heart in his hooves. The other ponies murmured quietly among themselves as they exchanged rumors of what they had heard and seen about the events of today. Cheerilee heard the names Thunderlane and Vinyl mentioned more than a dozen times in hushed whispers amongst the group.

“Unicorn...with horn and no inhibitor…” Cheerilee heard the new stallion mumble to himself as he looked around the table and stared at Rarity.

“Alright y’all.” Applejack stood and banged her hoof on the table, making everypony quiet down and drawing their attention to her. “Ah know y’all’ve probably heard a thing or two about various things that happened today, so we’re gonna go over it all.” There was a pause as she let everypony mentally prepare. “First things first, Rainbow Dash confirmed Fluttershy is missin’ and she saved Big Macintosh.”

“Yes, and now she’s quite sick.” Rarity interrupted. “It might be Hay Fever or perhaps the Feather Flu, but I can’t be sure. I’m not trained in any of this, so...all we know is she was fine this morning but after she got back she has just continued to deteriorate.”

“Can we be sure she won’t turn into one of those things?” Mayor Mare asked the question on everypony’s mind, drawing some murmurs of agreement. “After all she didn’t show any signs until she went outside.”

“Impossible.” The newcomer, Sunburst, snorted and waved a hoof at the idea. “Pegasi don’t turn.”

“And how do you know that?” Diamond Tiara stood in her chair and sneered at the de-horned unicorn. “We don’t know anything about whatever is doing this!”

“You don’t?” Sunburst asked, looking around the room and receiving only shaking heads looking back at him. “You guys didn’t get the message? Oh dear…” That didn’t help ease the mood of the room one bit. “Canterlot sent out a radio message a couple of weeks ago, it’s been repeating constantly. This has something to do with magic, it’s how it’s transmitted. It’s why only the unicorns turned.” This revelation was something that was both shocking and obvious at the same time. To have it confirmed was both a relief and a new reason to worry. “So why haven’t you turned, Rarity?”

“We’ll get to that.” Applejack stonewalled that particular line of thinking for the time being. “We need to clear up some other stuff first, like why Thunderlane ain’t in here with us.”

“I-”Mayor Mare opened her mouth to speak but a gray ball of fury jumped up on the table and cut her off.

“She killed him!” Rumble pointed an accusatory hoof at the Mayor as he roared. “She left him to fight Twilight and ring the bell all alone! She let him die!” Cheerilee got up from her chair and went around the table to Rumble’s seat, setting him back down in it and sitting right beside him for a while.

“Alright, Mayor Mare.” Applejack sat down in her chair and motioned to the mare at the other end of the table to stand. “We’re listenin’.”

“We had reached the outskirts of Ponyville and he went to fly up to the bell tower.” The politician looked over the herd in front of her, her voice calm and smooth. “Twilight must’ve spotted him and made a beeline right for us. He dodged her first blast of magic and told me to run back to the castle, that he would ring the bell and keep Twilight busy. I know he was a good flier, I trusted him. I was on my way back when I saw that thing catch him in her jaws…” Mayor Mare let her head hang as she sighed. “He died a hero.”

“Were there any other unicorns?” Applejack asked, leaning forward in her chair.

“What? No, just Twilight but-”

“You could’ve rang the bell while he distracted Twilight.” Pinkie spoke up, side-eyeing the politician. “That’s what I did while Cheerilee handled Trixie.” Cheerilee nodded in agreement, still being silently thankful that Pinkie had listened to her and their situation hadn’t ended the same way the mayor and Thunderlane’s had.

“Yes but he told me-”

“Yeah, y’both made dumb decisions. He shouldn’t have told you to go, and you shouldn’t have listened.” Applejack sighed and rubbed her temples, letting her eyes rest for a few seconds. “Ain’t nothin’ we can do now...just...everypony please thank Thunderlane for what he did tonight and...Ah’m awful sorry, Rumble. If there’s anythin’ we can do, just let us know.”

“If you need to talk, let me know, okay?” Cheerilee whispered to Rumble before giving him a warm hug. The poor little colt melted into her embrace, sniffling and suppressing a whimper as he finally broke down. Cheerilee climbed up into his chair and held him close as he finally vented.

“Now Bon Bon and Ah found out a few things.” Applejack stood up again, taking over the conversation once more. “We found Vinyl Scratch, the real one. Turns out the one that’s been here has been a fake all along, a changelin’ disguised as Vinyl Scratch.” The usual murmurs from the ponies turned into a dull roar as everypony threw their opinion at Applejack. “Ah know! Ah know! Ah don’t like bein’ lied to much either, but ain’t much we can do about it now. She calls herself Elytra and she’s locked in her room for the time bein’, til we figure out what to do with her.” Applejack took a deep breath. “So Ah’m puttin’ it to a vote, right here right now. All in favor of keepin’ her in the room until we get more outta her, raise your hooves.”

“We can’t trust a changeling. She's already lied to us for a month straight.” Mayor Mare spoke out first, raising her hoof. “Who's to say that she won't just lie to our faces even more? What if they caused this and she’s just an agent sent to keep an eye on us? We did find her outside and whatever this is doesn’t seem to turn her into one of those monsters.” Diamond Tiara, Bon Bon, and Applejack all raised their hooves as well. AJ was certainly the most shocking, finally agreeing with the mayor on at least one thing.

“Alright, that’s four in favor. Now, all opposed to that and just lettin’ her out?”

“She’s scared!” Scootaloo’s hoof shot up first. “Just like us, she’s just scared and doesn’t know what’s happening! Even though she lied to us we have to be nice. She’s been in here with you guys for weeks now and hasn’t done anything, she’s been a friend to you.” Cheerilee was proud of her pupil, Twilight’s lessons of Friendship sinking deeper than she thought they would. Cheerilee, Pinkie Pie, Rarity, Applebloom, Spike, and Rumble all had their hooves raised.

“Well that settles it, we’ll let ‘er out and hear her side.” Applejack shook her head. “Ah don’t like it, but ah ain’t gonna fight on it. A vote is a vote.” There were grumblings of disapproval from Mayor Mare and the like, but no outbursts.

“One more thing before we get to Sunburst. Don’t know how important it is, but those things are out there diggin’ a mighty big hole out in front of Town Hall. Straight down.” Cheerilee cocked her head to the side as Applejack spoke. “Don’t know what they’re after, but they got some outta towners to help ‘em. We’ll try to keep an eye on it Ah guess.” She sat back down and motioned to Sunburst. “Time’s yours, sugarcube.”

“Right.” Sunburst stayed seated, clearing his throat. “I...guess before I ask my questions I should probably explain myself. I’m Sunburst, adviser to Princess Cadance and Shining Armor in the Crystal Empire...if I’m here, you can...guess a few things.” An inexorable sadness crept into his voice as he mentioned his home. “It...it reached there too...almost two weeks ago now. From what we know, Canterlot fell almost a month ago: Celestia and Luna too. Cadence tried to keep the sun and moon moving, and she did a good job but…”

“So what is this?” Applejack asked. “Y’all said somethin’ about a radio signal but we ain’t heard nothin’. It’s been the same warnin’ about stayin’ indoors and waitin’ for help.”

“It was on a government channel, only the Palace could get it. I assumed since you were in here that you had access to it.” Spike and Applejack both shook their heads, unaware of where they would even find a place to access a broadcast like that. “Well, we don’t know what started it but...well...it’s magical. It passes through leylines, through the magic of the entire world. Only unicorns are affected because they’re the only ones who actively use that kind of magic.”

“So...your horn?” Bon Bon leaned in, tapping her own forehead. “You broke it so you wouldn’t turn?”

“I-I heard the howling and the screaming start on the other side of town.” Sunburst closed his eyes, his breath shaky as he recalled the events. “It spreads quickly, but if you don’t use your magic it’s not as fast.” The way Sunburst worded that worried Cheerilee deeply, the inevitability of the statement burning into her skull. “I ran, I knew that there was no way we could deal with Flurry Heart turning into one of those things. Not with how wild her magic is when she’s not a feral monster. But I knew that there was no way to stop myself from turning so…” He touched the shattered remains of his horn and winced. “I did what I had to do. I got rid of my horn and put the inhibitor ring on Flurry.” He looked down, gently tickling the belly of the alicorn foal as he spoke. “There was nothing I could do for Cadance and Shining Armor...they turned and I just...ran. I got out of the city and hopped on the train.”

“Well you passed by Canterlot, right?” Rarity asked. “Was there anyone there or…?”

“We didn’t stop.” Sunburst quickly answered. “We saw Celestia, no way in Tartarus were we going to stop after that. I decided to come here, I was hoping that Twilight was okay and we could figure out a cure or something. When I saw her in the sky...like that...I just gave up.” He shook his head. “I took Flurry and hid in the caboose...because there’s no saving us now.”

Author's Note

Alright yeah I lied. I can't stop updating this story even if I tried.

Clipped

Spitfire groaned and let her head hit the surface of the solid oak desk in front of her. Each day, if that unit of measurement was even valid anymore, seemed longer and longer than the last. Each day also brought a new problem or problems, ones she had to solve.

“So what should we do, Captain?” The voice of one of her lieutenants, Fleetfoot, came from across the room. Raising her head only reminded the veteran Wonderbolt of the ugly reality of the situation they were in.

Fleetfoot, Lightning Dust, and Silver Zoom all stood across from her. Where at one point they might have worn the iconic yellow and blue flight suits, now they wore something of a mix between that and royal guard attire. The jumpsuits were covered by the golden plates of Equestria’s finest, hastily painted with a blue lightning bolt pattern to better mimic the colors of the Wonderbolts.

“We can’t have ponies rioting everytime they miss a meal.” Spitfire concluded with a heavy sigh. “I know it’s rough outside, but we can’t let Cloudsdale fall into chaos. Not like the world down there.” She pointed a hoof at Lightning Dust. “Take who you need and shut it down. Knock some heads if you have to, I just don’t want this happening again.”

“Gladly.” The sadistic grin that the turquoise pegasus gave before leaving didn’t release any stress from Spitfire, instead it only added to the pile. Doing these things wasn’t easy and compromising one's own values and beliefs for the greater good was not good for the spirit.

When the terror started somepony needed to take control and in lieu of a governing body with a spine, the Wonderbolts had restored order to the third largest city in Equestria. Keeping that order meant needing more bodies, which meant drudging through the retired members of the team and washouts. The quality had dropped, same with the attitude of the group, but Cloudsdale was safe.

Celestia, she missed Soarin so much.

“Fleetfoot, organize more scouting parties. Start sending them out further; Ponyville, Sire’s Hollow, Appleloosa. I don’t care, just get us more food however you can.” Spitfire received a nod and a salute before she flew out of the room. “Silver, go help her.” The last of the three commanders of her force gave a salute before leaving. She was left alone again, like it seemed she was more often than not now.

The Captain of the Wonderbolts got up from her desk, assuming that a view of the city would help lift her spirits a little. Making her way over to the window and dropping her shades over her eyes, she looked out over the domain that had become hers.

From the highest office in the Cloudisseum, she could see everything. There were spots in the cloud city that were becoming a bit thin. The near constant sun was taking a heavy toll on the unique architecture of Cloudsdale and without the ability to move around Equestria to get more water there was only so much they could replace. It was worrying, but not as pressing as the food situation.

Pegasi had almost always relied on the surface dwelling races, specifically earth ponies, to supply their cloud cities. So while it offered them a sense of security from most threats, right now that just happened to be the rampant unicorns on the ground, it also left them dependent on others. Their fortress was under siege and supplies were running low.

About two weeks ago the intense rationing started. Before then they had focused on limiting purchases of certain goods, but now they were in full lockdown. No more buying food, it was given to families by armed guards in the city square and nopony except her Wonderbolts were permitted to fly...not that the ponies of the city liked that. The riots were becoming more common, just the common pegasus tired of eating once a day and having a limited supply of water.

Spitfire understood, she just didn’t care anymore. This needed to be done or else the whole city would starve, they would be left with a city of bones like so many others they had found on the surface. She wasn’t about to let that happen to her city.

“I deserve to fly…” She concluded, cracking her neck and launching herself out of the window. She had been cooped up in the Cloudisseum for so long, either training her new recruits or organizing things for the city. She deserved to get out and spread her wings, enjoy the fruits of her own labor.

The sun baked cloudscape shone beneath the omnipresent star above. If she shut off her brain and focused on the wind beneath her wings she could almost imagine it was any other summer day. Just getting out brought a smile to her features.

“Finally come down from your fortress, Hurricane?” An insult was hurled at her from the ground.

“Oh so you can fly but we can’t?” Another.

“Tyrant!”

Spitfire screwed her eyes shut and clenched her jaw. None of those ponies understood what she was doing, they were more concerned with being comfortable and happy. Right now those things came second to safety. Rationing, restricting airspace, cracking down on these riots and protests, they were all to keep them safe! The ponies of Cloudsdale may not like it or realize it now, but they would in time. They had to.

She would talk with her lieutenants about making some posters and reading material to pass around town to better explain things. They needed the populace to understand that they needed to cooperate with the Wonderbolts to survive.

She couldn’t lie to them and say they just needed to hold out, though. They needed to be honest with themselves and admit that there was no help coming, there was no hope for the outside world. They needed to find their own solution, maybe create an annex on the surface below Cloudsdale to grow their own food…but that would take time. Time that was already running out.

‘Ponies need hope.’ That’s what Soarin told her when this all started, when he was still around. Look where holding onto that hope and deluding themselves had gotten them...with starving foals and an angry populace.

“I don’t need this…” Spitfire muttered to herself as she banked hard right to turn around and head back to the Cloudisseum. She might just stay in her office for the rest of the day, focus on one of her books or further plan out the annex.

BA-WOOOO

Well honed instincts kicked in, a reaction to the warning horns sounding. Spitfire slammed on the breaks and hovered, spinning in place and looking for the source. There were horns in the four cardinal directions to warn of any incoming threats. Once or twice a herd of those monsters had passed below the city and fired a few volleys from below. There was supposed to be one horn, signalling the direction where the herd was coming from.

Instead there were horns from all directions.

Spitfire sped off towards the nearest edge of the city, just wanting to get a glimpse at the ground below. All across the city her Wonderbolts were taking to the sky and heading to the fringes of their home, all ready to defend what was theirs. She was halfway towards the horn on the eastern side of Cloudsdale when she first saw what the warning was about.

Two specks were on the horizon and rapidly approaching the city. They were both massive. One was a harsh white, like a sheet of snow under the sun, and the other was jet black. They were flying and chasing a squad of her Wonderbolts right towards Cloudsdale.

“What is that?” When Spitfire’s hooves hit the clouds she was joined by Fleetfoot. Her de-facto second in command squinted her violet eyes to try to parse out what the UFOs in the distance were. “Is that Surprise and Blaze? They shouldn’t be back from Canterlot so soon-”

“From where?” Spitfire rounded on her subordinate, pushing her to the ground. “What did I say about sending anypony there?!” She roared down at the other pegasus, only turning her head to check on the threat. They were gone. Whatever they were had disappeared in the few seconds it had taken for Spitfire to yell at Fleetfoot.

“It’s closer than bucking Appleloosa!” Fleetfoot got up from the clouds, straightening out her armor and glaring right back at Spitfire. “You might be too scared to send ponies there, but it needed to be done! It’s better than risking ponies by sending them out into the middle of nowhere! Distance means danger!”

“I was scared for a reason!” Spitfire shouted back. “I-”

Spitfire was interrupted by a howl that shattered the sky, the weaker pieces of cloud around the immediate area falling away from the violent roar. Her reason for not sending ponies towards the capital became ever more apparent as it shot from below the city and hovered overhead.

The beast was well over twenty feet tall as it hovered before them, what looked to be a pure white coat in the distance was now revealed to be dusty and spattered with dark red, almost black, stains. A mane of literal fire trailed down the back of the thing, an acrid black smoke trailing behind it. Dark red, almost black, eyes with bright yellow pupils studied the ponies before it with a disdain Spitfire had never seen before. Its mouth was filled with sharpened enamel, the front fangs well over six-inches and dripping with a black slime. The horn that erupted from that plume of fire it called a mane was well over five feet long and sharper than any sword in existence.

“Sweet Celestia…” Fleetfoot commented. Only one of those words seemed to be correct.

A blinding golden light built at the spear that poked from the monster’s head.

Spitfire moved, Fleetfoot didn’t.

Where one of her oldest friends had just stood a moment ago, now there was nothing. No ash, no cloud underneath, no remains. A pillar of corrupted fire had wiped Fleetfoot from existence, and there was another building.

There were no coherent thoughts surging through Spitfire’s mind, nothing she could say or call out to her underlings. For the first time in her decade long career, she was panicking. Spitfire’s wings pushed her through the city, just wanting to put distance between herself and that thing that was once the princess of the sun.

The clouds underneath the mare burst open, a pitch black horn being the first thing through. It clipped Spitfire, leaving a deep vertical wound from her sternum up to her back. It sent the veteran flier into a tailspin as she hit the ground and tumbled.

The thing that clipped her was a few feet shorter than the monstrous Celestia, but it was still giant nonetheless. Its coat was as black as night, her long mane and tail a field of stars. A pair of enormous leathery bat wings whipped up fierce winds as they propelled the monstrous princess of the night through the very foundation of Cloudsdale. That was the only glimpse that Spitfire got of it before it dove down straight through the clouds again.

The screams of ponies rang through the skybound fortress, dozens of pegasi taking off from the doomed island in the air. But as soon as they took off, a golden lance of pure fire swept through the air and left none of them behind.

Spitfire tried to stand, blood slowly turning her golden coat red, but was forced back down from the pain. Breathing was hard, that horn had definitely done more than scratch her. It wasn’t the best position to be in, not in the slightest.

Some ponies tried to fight back, batter their bodies or makeshift weapons against the colossal bodies of the twisted sisters. Some were lucky to be swatted away by powerful hooves on the end of the spindly legs, others were caught in the jaws of the two and disappeared into a fine red mist.

Another pass through the city by Princess Luna fractured the already strained foundation of the once proud home of the pegasi of Equestria. Chunks of Cloudsdale fell away, drifting off through the sky away from the main bulk. It was coming apart at the seams and there was nothing left to do.

One of Celestia’s beams of light passed by Spitfire, missing by only a foot or so. The pure heat of the blast burned away some fur and feathers from her toned and well-worked body. She screamed in agony as every nerve in her body felt like it was on fire, screaming was the only thing she could do now.

The bit of Cloudsdale she had landed on fractured and started to fall. With the last bit of her focus and consciousness, Spitfire clung to it. As the newly liberated cloud drifted away from the city, Spitfire drifted away from the waking world. A cacophony of howls, screams, and the sound of magic ripping clouds and ponies asunder sung her to sleep.

Author's Note

I had another chapter planned for today, but y'all said you wanted to see Cloudsdale. :pinkiecrazy:

Castle Doctrine

A few days later

“Okay, class. Let’s see how you did!” Cheerilee smiled as she paced around the library, looking at her small but important group of students. Every foal in the building, including Pound Cake and Flurry Heart. While they couldn’t really participate or learn, it was a chance for their caretakers to get a little space from the little ones.

It had taken a day for Cheerilee to decide on what exactly to teach in her classes, especially now that more standard stuff didn’t seem as useful. So she had settled on more practical things that the other adults had suggested. Today was knot-tying!

“Good work, Applebloom.” It was no surprise that Applejack’s little sister had one of the best honda knots that she had seen. The rest were less than impressive, but that’s what they were here for. “Scootaloo, I think you forgot the stopper knot.” It wasn’t something that Cheerilee even understood before she binged a book on the subject and Applejack gave her a crash course as well. “Remember, the stopper knot is what makes the loop for the lasso possible so without it you just have a few knots in a line. Same with you, Diamond Tiara. We’ll go over this again in a moment, don’t worry. Rumble, very good job!”

It felt good to teach again, even if it was more unorthodox subjects. To help mold the skills of the young, to just educate felt right. It let Cheerilee’s mind wander from the troubles of the outside and get lost in the craft that made her whole.

“No, it doesn’t make any sense!” Every head snapped to the direction of the outburst. It was Sunburst on the opposite side of the library, the corner he had claimed for himself. “Celestia!”

“Okay class, I think that’s time for our lunch break.” Cheerilee chuckled nervously as she looked around at the fillies and colts. “You all go help set up the table and I’ll be down in a bit!” There were grumbles as the little ponies stood and shuffled off, Scootaloo taking Pound Cake and Applebloom taking Flurry Heart.

Once her students had left the library, Cheerilee’s smile dropped. The past two days of working within the same vicinity as the new arrival had been difficult to say the least. He talked to himself a lot and these kinds of outbursts were more common than she would like, so now it was time to go see exactly what he was ranting about.

She trudged around the myriad of towering shelves stocked with tomes filled with knowledge. To say she had been impressed with the sheer quantity of knowledge that the Princess of Friendship had amassed in the short time since the old library was destroyed would be an understatement. There were thousands of books packed within the confines of the room, certainly more than anypony could read in a lifetime.

Sunburst had set himself up in the far corner after he had dragged a mattress in here. The chalkboard he stole away from Twilight’s room was propped against the wall with nonsensical drawings and scribbles marked all over it.

“Sunburst?” Cheerilee approached the stallion, who finally turned to look at her. Dark black circles hung under his eyes and his posture was slumped and exhausted. “What’s wrong?” She approached a bit closer, avoiding the stacks of books that littered his living space.

The blackboard, right at the center, had Twilight’s name circled with ‘PATIENT ZERO’ written above it. Lines trailed off from the name into a number of different directions, connecting to things like the castle, the hole by town hall, and a depiction of the Crystal Palace.

“Sorry, sorry. I know you have your class...uh...name?” Sunburst once again turned his back to her, picking up the piece of chalk in his mouth and writing something down on the board in what she could only equate to chicken scratch.

“Cheerilee.” She sat down, lifelong lessons of patience and understanding with ponies more abrasive than him kicking in. “Don’t worry about my class, they’re off to lunch. But I’m curious what doesn’t make sense.”

“I-it’s nothing, I’m just trying to make sense of this all...and failing.” Sunburst spit the chalk out again and sat down with a sigh as he stared up at the chalkboard. His eyes were searching for an answer, one that was elusive but he thought was right in front of him.

“Let’s talk it out.” Cheerilee offered as she placed a hoof on his back, which earned her a skeptical gaze. “I know I’m not a unicorn, but I find talking out things with other ponies helps. So just walk me through it, please.”

“Alright.” Sunburst slowly rose to his hooves again and took his spot right in front of his chalkboard, pointing at Twilight’s name. “From what we seem to know, Twilight Sparkle was the first one to turn. We don’t know how or why, but it has something to do with that Friendship Mission she went on. Nopony seems to remember where it sent her, except that it was in the northwest and not within Equestria...so that doesn’t narrow it down at all.” Sunburst mumbled something under his breath, it definitely was not polite to say the least. “But whatever. WHATEVER. We can gloss over that for now.”

“Well what’s to the northwest outside of Equestria?” Cheerilee knew parts of the answer, but she wanted him to answer. To think out a small part and give a good answer to expand upon.

“Yakyakistan and frozen wastelands, that’s about it.” Sunburst tapped a map he had taped to the board and sighed. “The yaks aren’t capable of something like this, no way. Th-they’re brutes who wouldn’t know a horn from a tree branch. It doesn’t help that there aren’t any settlements up that far on modern maps.”

“What about older maps?”

“I’ve been looking into it, but they’re mixes of truth and fiction. Little towns on maps that cover that much land could be trap towns or they’re just ruins. I’m trying but without a good idea of exactly where she was it’s like finding a needle in a haystack.” Sunburst sounded genuinely frustrated and Cheerilee could see why. This was all one big puzzle to him, and he knew he was missing a piece that could help solve the whole thing but it was seemingly lost.

“Okay, well what next?” She didn’t want to dwell for too long on that subject, as it only seemed to rile Sunburst up.

“This castle.” That was decidedly not an easier subject. “How is it protecting us?” That’s when Sunburst started to pace, all of those pent up thoughts and theories pouring out of his brain. “It’s made of the same material as the Crystal Palace and that did nothing to save us. We thought the Crystal Heart would do something but obviously that was wrong...for all we know it was just another transmission vector. So what makes this place different? The Elements of Harmony? They’re magical artifacts just like the Heart, we know they can be nullified by bad magic, Discord did it when he corrupted them. It doesn’t make any sense.”

“Okay.” Cheerilee rubbed her temples and took a deep breath, just getting ready for a headache. “Explain to me how magic works.” Sunburst gawked at the request and scoffed. “I know. It’s complicated. Give me the basics, maybe you’re just missing something.”

“Alright…” Sunburst flipped the Blackboard to the reverse side and drew a straight line across it. “This is a major leyline, there are a total of eight of these in the entire world. They’re like veins in the body and they transport the physical form of magic, mana, inside of them. Each major leyline has tributaries-” He drew about a dozen smaller lines off of the larger one. “-these are like capillaries in the body or streams to a major river.”

Cheerilee was keeping up, actually. She knew a little about magic, but it was all stuff she had learned a long time ago in secondary school. Sunburst seemed to have a talent for teaching, maybe she could get him to help with class someday.

“Now unicorns don’t pull mana straight from these things, no, that’s a good way to fry your brain. The mana naturally leaks from the leylines into the earth, it diffuses itself into the dirt and air. Our entire planet is just saturated in it.” It seemed that Sunburst caught his second wind from talking about the subject. An exuberance returned to his cyan eyes as his movements became more energetic and exaggerated. “Unicorns pull it from the air and our horns allow us to shape it into something useful. It’s a bit like a faucet for us, we open it and the magic flows into us. Some unicorns have a lot more...well...throughput than others. Their faucets allow a lot more magic in, which makes them more powerful. Ponies like the Princesses have the magical equivalent of a fire hydrant on their heads, they just gulp down enormous quantities of the stuff and it lets them do things like move the sun and the moon.”

“Okay.” Cheerilee was still keeping up, the analogies helping more than she would like to admit. “I kind of remember this part from school. When unicorns use it, it becomes like ‘dead’ magic and the leylines recycle it, right?” As an earth pony in a town that was overwhelmingly full of earth ponies she never really had to retain or use this information until now. She received a joyful nod in affirmation from the unicorn by the blackboard. “So where does it go to be recycled? You said they’re like veins, so where’s the heart?”

“You think I know?” Sunburst laughed, just straight up guffawed at Cheerilee. “That’s waaay above my pay grade, Cheerilee. Actually, I’m not sure if anypony but the Princesses even know where the Central Pool is. It’s the most vulnerable point of Equestria, poisoning or tainting it would-” He motioned to a nearby window. “-well something like this would happen!”

“So whatever this is…” Cheerilee motioned towards him, hoping that he would clear things up for a simple mare like herself.

“So whatever is doing this probably taints that dead mana and other unicorns absorb and try to use it instead of the good stuff. It’s like the flu.” He elaborated as he brought a hoof up to the wiry beard on his chin. “You catch it, you cough and spew out more of the germs that infect others.” He turned towards the mare, now speaking ‘at’ her rather than to her. “It’s most definitely in the leylines by now, that’s the only way it could spread up to the Crystal Empire. We shut down travel almost as soon as Canterlot sent out the warning to stay home. But there’s no way it’s gotten to the Central Pool. A concentrated source of pure mana like that would scrub something like this out, it’s what it’s meant to do!” Sunburst sighed. “It makes no sense.”

“Maybe you should take a break, Sunburst.” Cheerilee finally stood and gave the stallion a small smile. “I’m going to guess you haven’t been sleeping much?” A shake of his head let the teacher know she was right on the money. “Take a break, get something to eat and take a nap. Okay?”

“I…” He bit back an excuse, a reason to stay awake even longer and worry himself into a further stupor. “Okay. Lunch and nap. I can do that.”

Scootaloo trotted through the halls of Twilight’s Castle. After leaving Pound Cake in the dining hall with Bon Bon and the others, she decided she would go check up on Rainbow Dash and bring Pinkie Pie down for lunch.

The door to Rainbow’s room was marked with her cutie mark, a tricolor lightning bolt of red blue and yellow coming out of a cloud. Scootaloo had made the sign yesterday and was hoping that it would bring some good luck to the sick mare.

After a short knock, Scootaloo pushed the door open. The scene inside hadn’t changed in the last few days. Rainbow laid in bed, out cold and seemingly turning more gray by the day. Pinkie sat beside her, either reading or staring into space. Right now it was the latter.

“How is she, Pinkie?” Scootaloo already knew the answer, only getting worse and they didn’t know why. There was the slim hope in the back of her mind that Rainbow Dash would just turn the corner out of nowhere and be back to normal again.

“Bad.” Pinkie droned out, a pink hoof resting on one of Rainbow’s. “She woke up earlier, I think she was having a nightmare.” Pinkie looked so tired, her eyes barely open as she leaned against the bed. The mare was struggling to stay awake and only the need to look after her best friend was keeping her going at this point. “Her fever finally broke though...maybe it’s a good sign.”

“Yeah!” Scootaloo put on her bravest smile and walked over to the bed. “She’ll be better in no time, Pinkie Pie! She’s Rainbow Dash, she has to be.” Pinkie only nodded solemnly, repeating the sentiment quietly to herself. “Oh I know what will help!”

Scootaloo sped over to the window, her wings buzzing to give her that extra burst. She jumped up to grab the blackout curtain and threw it open, bathing the room in pure unfiltered sunlight. Scootaloo was always told that sunlight and fresh air were good for the body and soul. The little pegasus looked back to the bed, a beam of sunlight streaming over the bed ridden Rainbow Dash.

“Thanks Scootaloo.” Pinkie smiled. Pinkie Pie smiled. It wasn’t big or goofy, but it was a smile and one she meant. “I think she’ll like that.”

Scootaloo sat on the end of Dash’s bed, enjoying the sunlight herself as she hummed and just kept Pinkie Pie and her hero company. Of course her little heart was as full of as much worry as Pinkie’s, but Scootaloo couldn’t let it show. There was enough misery, she couldn’t let hers show too. That’s how she was going to help ponies here, she wasn’t going to give into her fear or sadness anymore. She needed to be the hope she wanted to see in this castle.

“Is that...a cloud…?” Pinkie stood up for the first time in what seemed to be at least a day. She walked over to the window, Scootaloo right behind her. Drifting lazily through the sky was a group of clouds, fat and gray with rain.

“Things can’t be all bad if Cloudsdale is still spitting out clouds, right?” Scootaloo asked, her eyes following the clouds as they drifted across the sky. “Maybe it just took them a while to get the weather factory working again.”

“Dashie would love to see them.” Pinkie sighed and turned her back to the window.

“All the more reason to make sure she gets better!” Scootaloo added. “Umm...have you tried talking to Sunburst? He seems smart! I bet he would be able to help!” Scootaloo was trying to do everything to cheer up Pinkie, but nothing seemed to work.

“Maybe tomorrow, Scootaloo.” Pinkie moved back to the bed, her hooves dragging with every step. “Can you leave? I need some sleep…”

“Yeah, of course Pinkie Pie. G’night. G’night Rainbow Dash.” Scootaloo left the room just as she saw Pinkie laying her head on the comatose pegasus’ chest. She closed the door and let her eyes shut for a moment as she pushed down all of the sad feelings that were building in her chest.

“Hey...Scootaloo, right?” As the filly turned around, she was met with the recently unmasked changeling. The color combination was honestly a little hard on the eyes, but that was a small gripe. “I just wanted to say thanks...for sticking up for me. It really means a lot.” The chitinous creature rubbed the back of her neck with a hoof,

“I just didn’t want to see you get hurt.” Scootaloo sighed. “That’s all I’ve seen is ponies get hurt and die and...I just think, even though you’re not a pony I guess, that we should be nice to everypony that’s left.” She gave her best smile to Elytra and stood up straight. “Princess Twilight always said we had to put our best hoof forwards and try to make friends wherever we go!”

“Very mature.” Elytra returned the smile, it was gentle and kind. One Scootaloo would get from Fluttershy or Cheerilee. “I would ask if anything interesting is happening, but lately it seems we can’t get away from interesting.”

“Oh! Did you see the clouds?” A shake of the bug’s head made Scootaloo grab the glossy hoof of the changeling and gallop down the hall. “There are actually clouds in the sky now! It even looks like it’s going to rain!” The beaming smile from Elytra did not go unnoticed by the little pegasus, in fact it only spurred her on. “Can you imagine? Rain!” The two galloped through the halls, two sets of wings buzzing in excitement as they rushed up to the balcony.

When they finally arrived at the set of double doors, Scootaloo pushed one of them open and bounded onto the covered outcropping. She looked back to see that Elytra was at the threshold but not moving a step more, in fact she had a worried look in those dark pink eyes.

“I...should I come outside?” Elytra looked at her aqua colored hooves. “I mean, I was outside for a long time alone...but...do you think it’s safe?” Scootaloo was no expert on magic or what was going on, but even she could put two plus two together.

“When did you change to look like Vinyl?” Scootaloo sat beneath the tarp that kept the balcony from the sun, now the ever increasing number of clouds in the sky made the tarp less useful than before.

“After the...outbreak, I guess.” Elytra stuck her hoof out to test the water, nothing happened to that appendage at least. “It was already all over town, one of them had already tried to get me. I hid in a house and changed and then ran to the castle as fast as I could.” It was probably the shell that saved her from a worse fate than being in here, if Scootaloo had to guess. Those things had a lot of teeth, but they weren't any match for one tough bug.

“So you used magic after this all started! We haven’t seen any changeling monsters either. So you’ll be safe!” Logic would win out in the end as Elytra took a few hesitant steps outside of the confines of the castle. Nothing happened. She didn’t turn into a scary bug-wolf thing or grow twice her size, she just stayed as she was. “Just...maybe don’t use magic. Better safe than sorry?”

“Right.” Elytra gave a nervous chuckle as she sat down next to the filly and looked out to the sky. “Huh...it almost seems normal out here.” The clouds drifted gently through the sky, blocking out some of the harsh sunlight and giving the world below some reprieve.

“Almost.” Scootaloo smiled as she looked up at the world above. It was easy to imagine herself up there, flying among the rain-filled blobs. An old daydream, but one she loved to indulge in. “So...why were you in Ponyville?”

“Ah, well.” Elytra shifted, the sound of hardened chitin against crystal a new sound to Scootaloo’s ears. It sounded almost like glass clinking against glass, but a lot more sturdy. “I...I was part of the Canterlot invasion.”

“Whoa, really?” Scootaloo’s wings buzzed and she looked at her conversation partner with a mix of curiosity and excitement. “So like, you were there fighting Rainbow Dash and her friends.”

“Something like that.” Elytra kept focusing on the sky, her smile gone now. “I spent a long time wandering Equestria after that, just trying to get back home. When I finally got back to the hive...well, Thorax and his friends showed up and-” The changeling motioned to her colorful body. “-this happened.”

“So you came back? You like Equestria that much?” Scootaloo couldn’t really blame Elytra, before this all happened Equestria was the jewel of the world in terms of peace. If she had a choice between a Changeling hive and here, she would pick here a million times over...okay, maybe not now. But back then, sure.

“You ponies are just so nice.” A wistful smile crossed the bug’s features and she finally turned to look at Scootaloo again. “My first time here, I had to siphon love off of so many ponies. I didn’t have to trick anypony or anything, you all just gave it so willingly. Second time around, well any positive emotion will do or just regular food in a pinch. So I was always full and happy, just exploring your culture and country.”

“So do you think that’s why you didn’t turn into a monster?” Scootaloo pondered aloud. “Because you don’t use those...laid lines things?”

“You got me.” Elytra shrugged. “I don’t know much about magic, just that I have it.” The colorful changeling sighed and let her eyes drift upwards as a cloud approached the castle. “You think we can get one of these things to drop some rain for us?”

“I can’t really...fly.” Scootaloo tried her best to hide her shame, but when she talked about her lack of ability it always showed. “Not that I think I’d want to with Twilight out there…”

“Good point.” The changeling stood and looked around, the wings on her back buzzing loudly in thought. “I know!” She ran back in the castle for a moment and came back holding a small chunk of crystal from when one of Twilight’s blasts almost hit Rainbow Dash. “You think this will work?”

“Only one way to find out!” Scootaloo grinned wildly. This almost reminded her of back when the Cutie Mark Crusaders were in their prime, just trying stupid things sometimes just to try them. “Chuck that rock!”

Elytra took a few steps back under the tarp and waited for a moment, the cloud drifting ever so closer to the castle. It was almost right overhead when she finally galloped out from under and heaved the dislodged piece of the castle into the air. It soared through the air like, well, like a rock. It got just enough lift and distance to clip the fat gray cloud and give it a good shake.

Drip

A single drop hit the crystal balcony, soon followed by others. A steady drizzle started to come down, drawing grateful cheers from the two creatures below. Elytra’s shell became slick and shiny with the water and Scootaloo’s mane became plastered to her face.

“Rain!” Scootaloo cheered as she jumped into the air. When her hooves hit the ground she had to steady herself as she slipped on the now slippery crystal. One of Elytra’s chitinous hooves steadied the filly.

“Careful.” The bug cautioned before sending up a raucous cheer into the air along with her diminutive compatriot. “But you’re right! Rain!” The biggest smile Scootaloo had seen since this all started, and she helped cause it!

“What are you two doing out here?” As soon as the smile appeared, it left. A voice that brought no small sense of irritation to most survivors in the castle. Mayor Mare. The pony politician stood in the doorway, just staring at Elytra.

“It’s raining, Mayor!” Scootaloo pushed away the feelings of unease that the earth pony stirred up in her gut. Maybe she could bring the eldest pony in the castle a smile as well, there was at least a chance. “Cloudsdale sent out clouds!”

“Scootaloo, you should go inside.” Mayor Mare spoke flatly, her eyes never leaving Elytra. “You shouldn’t be out here with this thing alone.” Elytra, for her part, shrunk back and avoided any sort of eye contact with the mare.

“Hey.” Scootaloo moved between the changeling and the pony, flaring her wings out and glaring up at the Mayor. “Leave her alone!” Scootaloo was just tired of Mayor Mare bullying everypony and always causing trouble. “She hasn’t done anything to anypony here! She hasn’t hurt anypony!”

“Scootaloo, you don’t know what you’re talking about.” Mayor Mare pushed Scootaloo aside, causing the veteran Crusader to stumble and fall to her hooves on the rain-soaked balcony. “For all I know this changeling has worked its magic on you and you’re under its control!”

“You know they don’t do that anymore!” Scootaloo got to her hooves and took her place between the bug and the pony again. She puffed out her chest and glared at the other pony, the rain still coming down and soaking all three creatures gathered there. “Why are you being so...so...stupid?!” Scootaloo shouted at the Mayor. She felt a little bad about using such harsh language, but she couldn’t contain herself any longer. “You’re so mean to everypony all the time! Just stop!” The frustration, the stress, all finally erupted out of the little pegasus. She stared up at her hometown’s once-leader through teary eyes, her face hot and red.

“Scootaloo, I said shut up!” Mayor Mare’s hoof shoved Scootaloo away again, this time it sent the filly sliding further than before. Her hooves scrambled for a grip but the smooth surface offered none, the fresh rain coating it not helping in the slightest. They had been outside of the protective cover of the tarp before, near enough the edge to see the clouds and get doused by the deluge they brought.

Scootaloo slid off the edge of the balcony, her wings buzzing helplessly as she began to tumble through the air. She couldn’t even scream, the panic in her brain wouldn’t let her. Deep pegasus instincts help orient herself to stop the tumbling, but they wouldn’t help her useless wings achieve lift.

As she approached the ground, she finally screamed.

Author's Note

Hey so I know I got kinda in the weeds explaining magic there and I'm sorry about that. Hope it didn't come off as too...info dump-y. I re-wrote that part like 3 times and it still doesn't feel quite right to me.

R&R

“Where is she?!” Cheerilee rushed down the stairs into the main hall, her heart pounding in her chest and her pupils mere pinpricks. Rarity was right behind her, having been the pony that had to come get her. Scootaloo was hurt, that’s all she was told. It was all she needed to be told.

Big Mac stood by the front doors, the limp body of Scootaloo in front of him. By his side was the changeling, Elytra, her aqua carapace covered in a spider web of cracks and chips. The bug’s horn was cracked as well, it’s protective covering shorn off to expose the fleshy pink organ beneath.

Cheerilee closed the distance to the fallen pegasus in less than a second it felt like. She dropped to her knees and restrained the urge to pick up the filly and hug her tight. She looked Scootaloo over, spotting a bruise that covered the majority of her back and one of her front legs was bent in a direction it definitely did not belong.

Her heart shattered into a thousand little pieces.

“What happened now?” Applejack’s voice came from the direction of the stairs. “Oh no…” The annoyance evaporated from the mare’s voice as Cheerilee heard her hooves click against the crystal floor. “What happened?” Every set of eyes in the room turned to Elytra.

“I-” The bug stammered. “W-we were up on the balcony...she saw some clouds and wanted to watch them. Um…” It was clear Elytra didn’t like being the center of attention, an aversion built up from years of blending in. “We threw a rock at one of the clouds and it started to rain-”

“-oh no, what happened?!” Mayor Mare’s voice rang throughout the space, the usual groans suppressed due to the current crisis. “Oh dear, poor Scootaloo.” Cheerilee soon felt the politician come behind her and put a hoof on her back. “Is she okay?

“Rarity, Mac, take Scootaloo up to her room and patch her up. Be gentle.” Scootaloo was encased in the soft blue glow of Rarity’s aura. Cheerilee held onto one of the filly’s hooves for as long as she could until it was too far. “Cheerilee, y’all can go with ‘em if y’want.”

“N-no.” Cheerilee finally stood up and wiped her eyes, looking to Applejack with a fiery determination. “I need to know what happened.” She received a nod as every eye in the room turned back to Elytra.

“I-It started to rain...and we were talking. Then…” Elytra’s gaze lingered on Mayor Mare for a moment. “...she came outside and told Scootaloo not to be around me. They started to argue and sh-she pushed Scootaloo away. “ Elytra was looking anywhere but in the eyes of the ponies around her. “It was slippery. Scootaloo fell off...I dove after her.” Elytra’s voice cracked like the shell that covered her body. “I-I’m sorry, Cheerilee. I tried. I wasn’t fast enough. I swear I tried to save her!” The changeling was pleading for her life, knowing how thin the trust that kept her roaming free was.

“Ah’m gonna be honest right about now.” Applejack raised her voice, drawing the attention of everypony around. “Y’all need to go up to your room and stay there for a bit, Mayor. Because if you stay here, Ah can’t guarantee your safety.” AJ was right, Cheerilee could feel the anger replacing the fear and sadness in her gut. It was all directed right at Mayor Mare.

“Is that a threat, Applejack?” Mayor Mare put a hoof to her chest in feigned disgust.

“No, that’s a promise.” Applejack replied.

“Y-you pushed a filly off of a building.” Cheerilee stood and rounded on the older mare, stabbing her bad hoof right in the chest of the politician. “One that can’t even fly!” She lost control of her voice, it filled the room with her anger and flooded it with fury. “Why would you ever do that?!” She had never felt this protective of one of her pupils, this was something else.

“Cheerilee.” Elytra’s hoof was now on Cheerilee’s, bringing it down from the mayor’s chest. “It was an accident. Please.” There was a sincerity in the changeling’s voice, and a genuine sympathy. “The last thing we need to do is fight even more.”

“I…” Cheerilee had so many words on the tip of her tongue, so many nasty things she could say. She stared right into the eyes of the mayor, a politician’s poker face staring back at her. “I pity you.” She settled on a softer, but still harsh, set of words. “Get over yourself, you don’t matter anymore.” She stalked off, happy enough to leave Mayor Mare behind.

Right now, checking on and taking care of Scootaloo was more important than anything else. She just needed to make sure the filly was okay, Cheerilee needed her to be okay. The maelstrom of emotions that filled her head and heart were slightly confusing and the stress of it all started to form a headache.

“Celestia, what is wrong with me…?” Over the past several days she had thrown a monster into a hole and went off on the mayor of Ponyville...for what? A protective instinct that she never really had suddenly flowed forth from the pit of her very being. It felt like she was acting irrationally and she just couldn’t help herself.

Her hooves carried her to the room she and Scootaloo shared while her mind stayed in a daze. She stood in front of the door, just waiting. She waited for something to happen, perhaps some realization to slap her in the face. Except no epiphany graced her presence, no revelation dawned upon her.

She just stood there and stared at the door for several minutes.

Was it nerves freezing her? What did she have to be nervous about? Scootaloo had been breathing down in the main hall, it wasn’t like she was d-...she couldn’t even bring herself to think of Scootaloo and that word in the same sentence. It simply hurt too much. The door in front of her opened, Big Mac standing on the other side and snapping the teacher out of her stupor.

“Oh, hello Big Mac.” Cheerilee shook her head and cleared her throat. “Were you coming to get me?” Talking to Big Macintosh was a bit odd these days, only focusing on his one good eye felt awkward still. It didn’t seem to impede the stallion, though.

“Eeyup.” Big Mac retorted as he stepped to the side.

Cheerilee entered the room and Macintosh closed the door behind her. The usual scene of warm sunlight streaming into the room, bouncing beautifully off of every facet of the crystal construction greeted her. Scootaloo lay in their bed, Rarity sitting beside her and working diligently on the little pegasus entrusted to her.

“Ah, Cheerilee.” Rarity looked up for a moment, then right back down. “Scootaloo is okay, darling. Well, as okay as she can be after that fall. From what I can tell, she broke her leg. I’ve done my best to immobilize it with a...well, a rather makeshift splint. Just make sure she doesn’t put any weight on it.” Rarity’s horn dimmed and the light faded as she finished up her work.

Scootaloo was resting on her side facing the room. Her front left leg had two pieces of wood on either side of it wrapped tightly with cloth, which seemed to be from bed sheets. She was still sleeping, but it definitely wasn’t peaceful. Her little orange face regularly screwed up in pain as she tried to shift.

“That rather nasty bruise on her back, well there’s nothing I can do about that.” Rarity stood, once again packing her supplies back in her bag. “I know a few spells for pain, but nothing for the amount she’s experiencing. I’m truly sorry, darling. It’s going to be an exercise in patience for a few months until she heals up. We are quite lucky that pegasi are rather sturdy ponies.”

Cheerilee was afraid to touch Scootaloo in fear that she might break even more. She finally brushed strands of purple mane out of her pupil’s face as gently as she could. That familiar anger welled up in Cheerilee’s stomach, but this time it wasn’t directed towards Mayor Mare. It was directed right at herself.

Scootaloo was in her care, the filly was her responsibility. She was supposed to keep this little pegasus safe and happy, and she had failed. Now the broken pony in front of her was a monument to that failure, one she would never let herself live down.

“I’m sorry, Scootaloo…” Cheerilee mumbled. The weight of it all finally came crashing down on the mare. Exhaustion, both mental and physical, suddenly overtook her and made her want to curl up with the filly.

“I’ll leave you two alone…” Rarity’s voice trailed off knowingly as she vacated the room. When the door clicked shut, Cheerilee broke.

The tears came slowly at first, but they didn’t stop. Quiet gentle sobs racked her body as the one piece of her old world that still remained seemingly untainted by this nightmare was now laying broken before her.

Over the past month she had leaned on the little pegasus’ presence more than she had realized. In the shelter beneath the school it had been the quiet comfort of another pony, of small conversation and shared thoughts and experiences. Now, it was something to look out for, to look forward to. Cheerilee wanted to get them both out of this alive.

Could she even do that anymore? What would happen if she lost Scootaloo? The thought alone tested that thread of equinity that was keeping her going.

She sat there for she didn’t know how long, just crying into the sheets and trying to fight off the thoughts that kept needling her brain. It seemed like hours that she spent in her own thoughts, the frozen sun not helping her keep track of the time.

“Cheerilee?” She hadn’t even heard the door open. It caused her to jump up and hastily wipe her eyes and try to straighten herself out as quickly as she could. “Oh, I’m sorry. I can come back-” Cheerilee turned her head about to see none other than Elytra. The changeling stood in the doorway, shifting nervously on her hooves.

“N-no come in.” She sniffled and straightened her posture, clearing her throat and doing her best to collect herself. “I-I wanted to...well, thank you. For saving her.” Elytra stepped in the room and closed the door behind her, stepping a bit closer to the teacher and student but keeping a respectable distance. “If you hadn’t caught her…” Both creatures sat there for a moment, contemplating the rest of that sentence.

“I’m sorry.” Between words and in the silence there was a gentle clicking coming from the bug. Cheerilee didn’t know much about changelings, but it almost sounded like an audible fidget. “I should’ve reacted quicker…” A gentle thrum came from Elytra, beneath her shell as her wings vibrated.

“No, no.” Cheerilee finally dragged herself from the pit of her own misery and stood up. “You saved her, you shouldn’t be apologizing.” She operated on pure instinct as she walked over to Elytra and gave the bug a tight hug. The changeling froze in place as the earth pony embraced her. The breath caught in her chest and Cheerilee could feel the creature’s entire body tense up. “Thank you.”

It took a moment or two, but Elytra gave in. She wrapped her hardened hooves around Cheerilee and squeezed the mare. The contact was something that Cheerilee desperately needed, she closed her eyes and just melted into the embrace.

One thing that struck Cheerilee as odd was just how warm Elytra was. She had expected the carapace to be cool to the touch, almost like plastic or glass...instead it almost felt like heated rubber but much more sturdy. “Thank you.” Cheerilee muttered out again.

“I-” Elytra was the first one to pull away, her bluish-green face slightly tinted red. “-I was just trying to help her. She’s such a sweet filly…” Another bout of self-blame was on the bug’s tongue as her voice trailed away.

“She is.” Cheerilee walked back over to the bed, Elytra on her tail. The pony and the changeling sat beside each other as they watched the filly’s chest rise and fall with strained breaths. “Before this...she was quite the active pony, too. I think she has some sort of muscle disorder with her wings, but that never stopped her.” Cheerilee smiled a bit. She wasn’t sure if she was recalling this to cheer up Elytra or herself. It was helping both of them, though. “She has this little scooter she used to ride around town, she just zipped around on the thing. If her wings never stopped her, I don’t think a broken leg will.” Cheerilee rested a hoof on Scootaloo’s side, careful to avoid the filly’s injured back. “She’s got a heart as strong as a horse.”

“I can tell.” The shell on Elytra’s back split open as the wings beneath it buzzed and hummed with activity. “She defended me from Mayor Mare, just stood right between her and I like she could stop anything.” The thought of the stunted pegasus flaring her wings and glaring up at the elder statespony was too much for Cheerilee and made her giggle a bit at the thought. “You ponies are made of tougher stuff.”

“How are you doing?” Cheerilee decided to move the topic from Scootaloo to the other injured party. “Your...uh...shell looks like it took a beating. Are you hurt?” The cracks that snaked their way across the glossy surface of the chitinous creature were numerous and highly visible. Some ran deeper than others and crunched when Elytra moved or shifted.

“It’ll be okay.” The dark pink eyes of the creature looked away from Cheerilee and towards Scootaloo. “It might take a while, but I can repair it.” Cheerilee cocked her head, a question forming in her mind but she wasn’t sure if she should ask it. “No..you don’t want to know. I’ve told ponies before and...well, it grossed them out.” Elytra sighed and went to stand, but Cheerilee reached up and put a hoof on her side.

“No, please.” Cheerilee smiled. “Sit. Let’s just talk for a while.” Elytra bit her lip but eventually nodded and sat back down. “I think we could both use the company.”

“Sure, I guess.” There were enough nerves in the bug to fill a pony twice her size. Cheerilee had no idea why, though. Cheerilee didn’t feel like she was particularly intimidating, and the atmosphere was down but not dangerous or even oppressive. “Sorry...about being nervous. I’m still getting used to being like this in front of you all and it’s still weird being around ponies in general.”

“How did you know what I was thinking?” Unease built in the earth pony’s head as the once-predator seemingly read her mind. She tried to push that feeling out and trust Elytra, but there were still those thoughts that she was a changeling.

“Uh…how do I explain this?” The clicking sound returned, a pretty obvious tick from the bug at this point. “Emotions taste different. Unless you’re really good at hiding it, you always give off some sort of taste. It’s not telepathy because I don’t know what you’re thinking, but after a while you get good at guessing.” Elytra cleared her throat and avoided looking at the pony next to her. “I-I can’t really help it even if I tried. Sorry.”

“You can stop being sorry, y’know.” The explanation was fascinating and piqued Cheerilee’s interest, but she would circle back around to that later. “If you can’t help it, you can’t help it. There’s nothing to be sorry about.”

“Can...can I be honest with you?” Cheerilee nodded and motioned for her conversation partner to continue. “Ever since we changed and Equestria welcomed us, I can’t escape this...this guilt.” Once again, the gentle thrum of wings and clicking of something Cheerilee couldn’t see came from the changeling. “I did some not-great things in Canterlot during the invasion. Things I was told to do, but that’s not an excuse and I know it.” The slow deliberate speech of the changeling became faster, devolving into a frantic rant. “Before all of this, you ponies were so nice to me but all I could ever see is what happened at the wedding. I still do. There’s just this need in me to...to right those wrongs.” Elytra rose to her hooves and began to pace, chitin striking crystal echoing around the small room. “I lied to everypony here for a month and it tore me apart to keep it going. I expected to be thrown out, I probably deserve it. But no…” Those solid dark pink orbs looked to Scootaloo’s form as the filly slept. “She stuck up for me. Twice now. I’ve done nothing to deserve it, but she’s still been on my side.”

“Because it’s the right thing to do.” Cheerilee responded with a warm kindness in her voice. “I’ve been a teacher for over half of my life, and you know what I’ve learned in all of that time? Foals can sense the good in creatures. They know a good pony, or changeling, when they see one.” Cheerilee smiled and stroked Scootaloo’s side gently. “They can’t help it, they just know.”

“Yeah. Okay.” Cheerilee didn’t need to taste Elytra’s words to know that the bug didn’t believe one word she just said. “Either way she’s got my back so I have to have hers, right? That’s how friendship works, or at least it’s how King Thorax says it works.”

“So, tell me more about you.” To hear Elytra call Scootaloo her friend warmed Cheerilee’s heart. It was wonderful to see that Twilight’s teachings had not only sunk into Scootaloo’s head but had also spread through the changeling hive. “I want to know more about Elytra.”

“You and me both, Cheerilee.” The changeling grumbled back. “I..to be honest, I’m still finding myself. Before the Metamorphosis, we weren’t individuals. Just drones. I came to Equestria to figure out who I am and explore. I traveled all the way across this country to get back home and...well, I fell in love. I needed to come back for so many reasons.”

The guilt and tension had all but faded from Elytra’s body and voice. Now it was filled with a thick sense of wonder and no small amount of hope. To see a creature from another land, one who had been so opposed to Equestria not that long ago...well, it made Cheerilee’s heart flutter.

There was still hope for life after this.

“Okay, let’s take a look.” Sunburst had woken up from his nap and been summoned to Rainbow Dash’s room. When he first got there, all he could tell everypony was that their favorite speedster was sick. After a request for equipment, Spike had brought him a cart with some of Twilight’s more scientific instruments. Now he had more to work with.

“None of this will hurt her, right?” Pinkie, the one pony who hadn’t left Rainbow’s side since she fell sick, was still sitting by her and refused to leave. He couldn’t blame her for being worried, some of this stuff looked scary.

Rainbow’s other friends were also in the room. Rarity, Applejack, and Spike were giving him space, unlike Pinkie Pie. They were just as worried but at least they knew that he needed some room to work if they wanted answers.

“No, Pinkie. I’m not going to hurt her. I just need to take some readings.” Sunburst fumbled through a few of the instruments until he came across just a simple thermometer. “First, we take her temperature.”

Pinkie stepped aside, allowing the mage to finally get access to the subject. Twilight didn’t have an old school thermometer that went in the patient’s mouth either, it was one of the newer ones that you just had to press against skin. That was nice, at least.

Sunburst picked up the thermometer in his mouth and trotted over to Rainbow Dash before pressing it against her temple. He waited and waited until the little device finally beeped at him. He pulled it away and moved it into his hoof to get a clear look at the display.

“That’s...high.” He wasn’t a doctor, but even he knew the standard temperature range for an equine. “One-hundred and three point 5. She’s definitely running hot.” Sunburst shook his head and sighed. “How long has she been running a fever for?”

“It comes and goes.” Rainbow’s caretaker answered. “She cools down sometimes but it’s never for long…” That didn’t provide any useful information, not that he would tell Pinkie that. This could just be the flu. If any regular sickness was the cause, why was she turning gray?

“I know she went outside, but what did she do out there?” Sunburst turned around, setting the thermometer on the cart and looked at the remaining Elements of Harmony. “Anything out of the ordinary? Did she come into contact with anything magical?” All the eyes fell on Applejack.

“Well, Ah was keepin’ an eye on her.” Applejack spoke up. “Got a telescope up there to just monitor things in town. She was speedin’ off towards Fluttershy’s a fast as a dog chasin’ a rabbit but she just stopped. Kinda like she hit somethin’ it looked like.”

“Do you think she was trying a sonic rainboom?” Rarity offered. “It would be like Rainbow Dash to attempt something so flashy in the middle of all of this.” The group all collectively hummed, then spoke in agreement. Sunburst only knew about Rainbow Dash second-hoof but he knew she was a braggart and a show-off so that all tracked.

“A sonic rainboom?” Sunburst stroked his beard. “Shattering the natural magic barrier...so that means…” He bit his lip and looked at the mare in the bed, a nervous bundle building in the pit of his stomach. Just the other day he had scoffed at the idea of a pegasus being infected like a unicorn...but…

“Means what?” It was almost spoken in unison by the three mares in the room with him. He didn’t answer, he couldn’t as his head was filled with thoughts and theories all at once. He hoped to Celestia above that he was wrong but the evidence was stacked against him.

He picked up a long slim metal wand from the cart and rushed back over to Rainbow’s side. To make sure it was working correctly, he waved it through the air and checked the results. 10 lights decorated the handle of the device in a straight vertical line, all ten lit up bright green.

“Uh...what is that?” Applejack sounded worried, not that she needed to be.

“Thaumometer. Measures magic energy.” Sunburst mumbled out, resetting a device with a button on the handle. He pressed the length of the wand against Rainbow’s chest and ran it up her body slowly and up her head. He kept waiting for the number of lights on the handle to go up. No matter where he moved the wand it stayed at the one solitary light at the very base. “That’s not good.”

“She’s a pegasus, darling.” Rarity stepped forward, incredulity building in her tone. “She’s not a unicorn, she doesn’t have magic.” The murmurs from agreement from the others made Sunburst roll his eyes.

“No offense to Cheerilee, but what are they teaching you around here?” Sunburst walked over to Pinkie Pie, reset the thaumometer and waved it over her. Within seconds all ten lights were green and it was beeping repeatedly. “See?” He showed the device to the other mares. “Unicorns can use magic, but earth ponies and pegasi still have it. Everypony has a…” He closed his eyes and searched for a good explanation. “-a magical battery! We all have a magic battery inside of us. We’re born with it. It’s what allows pegasi to move clouds and earth ponies to grow stuff, it’s what unicorns mix with the natural mana of the world to shape it.” He jabbed a hoof at Rainbow Dash. “Her battery is drained, not draining. Drained. If she touched that magic barrier and it’s as tainted as the rest of the magic outside of the castle, that’s what did it.” Sunburst was crafting this theory on the fly, but it was backed by evidence and years of studying. “That’s why she’s sick, her body is struggling to stay alive without it.”

If the mood was dour before, it was downright abysmal now. The mares looked at each other, all looking for a shred of hope or perhaps an idea between them. There were none. They were out of their element. They knew it and so did Sunburst.

“Y’all gonna tell us how to fix her?”

Before doomsday he might’ve been a bit more shy about answering this question, maybe he would’ve had a bit more tact. There was no room for such niceties anymore. All of the eggshells had been shattered long ago.

“Unless you know of a way to supercharge her full of mana, no.” He turned back to Rainbow, who hadn’t moved since he entered the room. “Make her comfortable, that's all we can do.” The broken unicorn turned to the dragon in the room. “Spike, the books I asked for?”

“I-in the library...like you asked.” Was the response he received from the assistant.

“I’ll be in there if you need me.” Sunburst turned and left the room, a stunned silence filling the room as he shut the door. He had done what was asked of him in there and now he had another job to do.

The walk to the library was mercifully short as it was on the same floor as the bevy of guest rooms the survivors had claimed as their own. When he got to his corner of the space, he found a massive stack of a dozen books all as thick as his hoof waiting for him. Stenciled on the spines were the same name repeated over and over again: ‘RESEARCH’.

The stallion grabbed the book from the top of the stack and flopped on his mattress, letting it fall open. As he flipped through the book he realized that every word contained within the book was written in beautiful calligraphy. Every diagram, drawing, and graph was the result of a practiced quill put to parchment.

“I can’t believe she wrote twelve books about this.” Sunburst murmured to himself as he skimmed over the pages and pages. Twilight had compiled a dozen tomes of research about everything relating to Harmony. Spike told him it covered the Elements, the Tree, and the castle. Years of theories all contained here.

If Twilight Sparkle was the cause, then surely she would lead him to an answer as well.

“-and I told her ‘well if you wanted it so bad, why didn’t you go for it?” Cheerilee couldn’t hold back her laughter at her own story. Elytra joined in, giggling like a schoolfilly at the story from the teacher’s time in secondary school. The two continued to laugh for a minute or two until they both had to wipe the beginnings of happy tears from their eyes.

There was a sweetness to the changeling, a kindness beyond the years she had spent in the hive. When comfortable she was energetic and funny, but the moment she slipped out of that comfort zone she seemed to close herself off. It was a minefield, but one Cheerilee didn’t mind navigating.

“When...when I was in Canterlot.” Elytra’s laugh died and that nervousness returned to her voice. Like always, the changeling fought through those feelings and kept going. “My cover was a teacher at a preschool. I was there for a couple of months and...I miss it. There was something nice about it, especially being around the foals.”

“You never…” Cheerilee squinted and tried to think of a way to phrase her question. She had no idea how changelings bred and she didn’t want to offend. “You never had any of your own?”

“Ah, no.” Elytra looked to the one hoof she had planted on the ground, her other was gently brushing Scootaloo’s mane. “Before the Metamorphosis drones couldn’t have broods of their own, and I didn’t stick around for long enough after to...settle down like that.” Cheerilee nodded, the feeling was all too familiar to her. “What about you?”

“I never thought about having my own, no. My whole life has always been about nurturing the foals of others and guiding them.” Cheerilee couldn’t ignore the stab of longing that erupted in her chest. “I never had the time.” Her eyes drifted towards the filly laying in the bed for a moment, just enough for that sense of longing to grow.

“You’d make a good mom, Cheerilee.” A blush erupted over the pony’s features at Elytra’s words. “I mean it, I can feel it.” She looked up from Scootaloo to find the changeling’s eyes looking straight into her own. Cheerilee couldn’t stop a smile from forming along with that blush.

“You guys remind me of my aunts…” Both creatures’ heads snapped towards the filly on the bed, who groggily stared at them both with sleepy purple eyes. “It’s gross.” A groan escaped her mouth as soon as the last word was uttered. “I...hurt.”

“Yeah, I bet.” Elytra was the first to speak, her hoof still in Scootaloo’s mane. “You’ll be okay, though. You’re the toughest pony I know.” The hoof of the changeling withdrew from the flightless filly’s head. “Just rest up, okay? I have something I need to go do.”

“Bye Elytra.” Scootaloo croaked.

“Come by when you can, I’m sure Scootaloo would love your company when she’s feeling better.” Cheerilee waved at Elytra as she left the room. The feeling in her chest let her know that she wouldn’t mind more of the changeling’s company either in the future. Once the door was shut again, she turned to her student. “How are you feeling?”

“My leg hurts...my back hurts…” Scootaloo looked at her bound and splinted hoof, trying to move it before wincing. “What happened?”

“Elytra caught you before you hit the ground.” Cheerilee explained as a small strained smile crossed Scootaloo’s face. She didn’t need the changeling emotion-tasting power to know what the filly was thinking. Elytra was a good changeling, and Scootaloo had been right about her.

Author's Note

This is now my longest chapter of this story.

I can't help it, I like writing Elytra :fluttercry:

Cooperation and Commiseration

Two Days Later

Cheerilee made her way down the main staircase as carefully as she could. It was a slow process and she didn’t want to disturb the sensitive and injured filly on her back. They had attempted to eat in their room for the past two days, but the isolation was taking its toll. So they had decided they would instead join the main group for dinner.

The thing that had hurt Scootaloo the hardest was that Applebloom hadn’t come to see her yet. Cheerilee had gone to the youngest Apple’s room to ask if she wanted to see her fellow Crusader, but Applebloom declined. It had hit Scootaloo like a truck and tanked her mood, but at least Elytra had come along to cheer her up instead.

Cheerilee couldn’t help but smile at the thought of the changeling. Somehow she had gotten hold of a deck of cards, saying she had found them somewhere in the castle. Which, thank Celestia, because all of the board games Twilight seemed to have in the castle were overly complicated ones like Settlers of Coltan or Chance. In other words, stuff that Cheerilee couldn’t play with Scootaloo. The three had spent a couple of hours over the last couple of days playing Go Fish and Slapjack and other simple card games to pass the time.

She could already feel the filly wriggling in excitement on her back as they got closer to the dining room. It was infectious as she soon found a smile spreading across her face as well. She had of course been out to get them food and conduct her classes with the other foals, but it hadn’t really been until today when Scootaloo felt good enough to get up and be carried downstairs.

The dining was filled with the usual suspects in their usual spots, save for two missing parties. Where Elytra was supposed to be sitting, there was only an empty seat. There was an off chance that she was sleeping or perhaps fixing her shell, but it was odd not to see her getting food. Sunburst was not present either, but that was less suspicious. The scholarly unicorn seemed to be barricading himself in the library to read some of Twilight’s journals with no regard for his health.

Cheerilee sat Scootaloo in her chair before taking a seat next to her. A cacophony of greetings and well wishes assaulting them as they got comfortable. The little pegasus beamed at the attention and waved to everypony at the table, even Mayor Mare.

Though there was something decidedly different about said politician. Her usually perfectly grey mane started to turn pink near the roots. It was something that most ponies knew about thanks to the Foal Free Press, but it was still odd to see up close. She was also avoiding looking at Scootaloo like doing so would make her burst into flames.

Cheerilee could only pray that one day the mayor would burst into flames.

The meal in front of them was a simple plate of hay fries, courtesy of Spike, and an apple jam sandwich. It wasn’t much and the meals were beginning to feel a bit same-y but it was hard to complain about being fed.

“Y’all can go ahead and eat, Ah’m just gonna talk while you do.” Applejack stood from her seat and looked over her flock. “Couple things, ah wanna say welcome back to the table, Scoots. We all missed you somethin’ fierce down here.”

A cheer went up in the room, ponies stamping their hooves on the table or their chairs as they welcomed back the filly into the fold. Even Flurry Heart banged her little hooves on her highchair’s built-in table. It made Cheerilee light up like she hadn’t in a few days and turned Scootaloo’s face bright red.

“Next up-” Applejack continued once the cheering had died down. “-Rainbow Dash. She still ain’t feelin’ any better, just wanted to update you on that. We’ll...tell y’all if things change.” Cheerilee could tell that Applejack was holding something back. She wasn’t lying, but that wasn’t the whole truth either. “Other’n that, Ah got somethin’ to say on more of a personal level.”

That drew the full attention of the crowd once more. Applejack was passionate and said what she thought often, but ‘personal’ here had another connotation. Applejack usually stated the truth, at least her truth, and this felt like something else.

“Ah’ve heard a lot of talk lately, whisperings and such about how we need to focus more on the ponies in here...and not in the way Ah like to.” Applejack raised up on to her back legs and placed her hooves onto the table. “‘The real monsters are in here.’ Ah heard somepony say that earlier today, ain’t gonna say who but it rustled me up pretty darn good.”

Mutterings went up around the table from the ponies gathered. Cheerilee had been approached by Bon Bon last night, right before bed, about Mayor Mare. The candymaker wanted to force a vote to kick the mayor out of the castle, saying that she already had the backing of at least one of the other Elements. She had also used the phrase that Applejack had just stated her disdain for.

“Ah wanna be real clear about this: ain’t no monsters in here. None.” Applejack narrowed her eyes into a glare as she looked around the room. “Ah don’t care about the disagreements we’ve had here. All of us think differently, all of us have different opinions about everythin’ that happens. Just because somepony thinks somethin’ should’ve been handled differently doesn’t mean they’re evil.”

“She pushed Scootaloo off of a balcony, Applejack!” Bon Bon pushed her chair away and glared right back at the farmpony. “This is ridiculous! You’re apologizing for somepony who wanted to throw out one of your best friends! Who pushed a child off of a building!”

“Alright, let’s set the record straight here.” Applejack reached for her hat to tip it forward, but only to find that it was still missing. “Y’all are only doin’ this because Ah was right. Imagine if Rarity or Elytra had turned into one of them things in here, y’all would be sayin’ I was a fool for bein’ on their side! If Elytra really was some sorta spy, y’all would’ve wanted to toss Scootaloo to the wolves!” The farmpony was legitimately upset as she raised her voice even higher.

Cheerilee had to admit that Applejack had a point. In another world where the castle didn’t stop the change but slowed it, Mayor Mare would be the one in charge because she would’ve been in the right. It had been a flip of a cosmic coin that let Applejack be correct.

“As for Scootaloo fallin’, that was an accident. Elytra said so, the Mayor said it too.” She looked around the table, her accusatory glare burning down the ponies in front of her. “It was an accident, a mistake. Was it a bad one? Yeah, it was downright awful but we ain’t got the time or ponies to hold grudges like this. If she tells Scoots sorry right here right now and Scoots accepts it, will y’all drop this nonsense?” Before anypony could answer, she spoke again. “And Ah mean all y’all.”

There were murmurs from the group, they were grumpy but they were all in agreement. Cheerilee didn’t like the thought of letting that slide so easily. If it was up to her, Mayor Mare would spend her days cleaning the bathrooms of the castle.

“First-” The mayor started, drawing a prolonged groan from a few ponies. “-oh stop being dramatic. I just want to say, I want you all to call me by my actual name from now on. Drop the Mayor Mare, just call me Meriwether. Please.”

Cheerilee blinked and looked to Scootaloo, who was looking right back at her with confusion filling her eyes. They both had lived in Ponyville for their entire lives and neither knew that Mayor Mare had a real name.

“Second-” Meriwether continued. “-Scootaloo…” She looked straight into the eyes of the filly. For the first time in memory the lifelong politician had something genuine behind her words and in her eyes. “...I am sorry. I overreacted and I did something I shouldn’t have. I-I let my anger get the better of me. I apologize.”

“Apology accepted, May-Meriwether.” Scootaloo’s smile returned, a bit softer but she meant it. “I’m sorry for what I said too. Just maybe give ponies a chance more? Elytra’s different, but she’s good. I promise.”

“I’ll do my best Scootaloo.”

The conversation died with a whimper after that. Too many feelings and thoughts were being suppressed due to the promise they made with AJ. Bon Bon wasn’t happy about it and neither was Rarity obviously, but there was nothing more to do about it. It was time to let it go and work together.

“Ponies are the real monsters.” Applejack mumbled in a mocking tone, rolling her eyes as she sat back down. “Dumbest thing Ah ever heard.” That pretty much slammed the door on that train of thought for anypony else.

Sunburst sat in the library and stared at a singular page of the book currently splayed open in front of him. He had been staring at it for what seemed like hours now, but still he knew nothing. It was driving his brain wild and eating away at any other idea that dare enter his mind.

It was nothing special, just a mostly blank page save for one thing in the middle. It was a circle, maybe three or four inches in diameter, and in plain black ink. No words joined it on the page. There was no context on the opposite page either, it was completely blank.

It was here for a reason. He knew it.

He had found it in the second volume of Twilight’s notes on the castle. Every single page contained some sort of useful information like the chemical composition of the crystals that the monumental structure was made of, it was a unique gem that was related to sapphire. It also made it clear what every room was for and what it already contained when the castle first sprouted up. There was even a detailed explanation on how she thought the cutie map worked!

But this circle.

This damned circle.

He had studied every millimeter of it. There was nothing special or unique about it other than it was a nearly perfect circle with even ink displacement throughout on an otherwise blank parchment. Like every other word and image that was written down in the pages, it was meant to be here.

But why?

What did it mean? A circle typically represented perfection in the spiritual, the unending flow of something. This, alone on a page with no context, meant nothing. It was a circle. It couldn’t be simple. It just couldn’t.

It was driving him mad.

Cheerilee and Applejack were doing the dishes as it was their turn in the chore rotation. Bon Bon, Rarity and Meriwether were out in the dining room cleaning up after the foals were done with their various arts and crafts activities. It was just what Applejack had wanted, cooperation.

It was Cheerilee’s job to actually wash the dishes, then give them to AJ to dry and put away. She had to admit, it was probably her least favorite job besides bathroom duty. The feeling of the frogs of her hooves becoming soggy always made her squirm, a little pet peeve of hers.

“Cheerilee? Applejack?” Both ponies turned to see Elytra standing in the doorway, a rather large bottle in the grasp of her green magic. The changeling wore a grin that would put Pinkie to shame as she shook the bottle. “Look what I got.”

Applejack put the dish she was drying down and rushed over to the bug, taking the bottle from her and studying it. The amount of wonder and astonishment in AJ’s eyes only increased as she turned the bottle over in her hooves. That alone made Cheerilee dry off her own hooves and join her earth pony compatriot.

“Where in the wide world of Equestria did y’all find this?” Another spin of the bottle revealed a ‘Sweet Apple Acres Hard Cider’ logo and a date of about fourteen months ago. “Sweet Celesita Ah never thought Ah’d taste cider again…”

“It was in the cellar.” Elytra shrugged, her smile never once fading. “I do a lot of skulking and searching to keep me busy and I found it in a corner.” The changeling let go of the bottle and the green glow left her partially repaired horn. “There was also a mouse or two...in case you were curious.”

“Gosh I love your cider, Applejack. Do you think we could crack it open?” Cheerilee missed the taste of it as well. She had skipped the last cider season because two years ago she went a little overboard, but looking at the bottle now she was craving it. “Applejack?” The farmpony seemed too engrossed in the bottle to respond.

“This was...this was Granny’s last round of cider makin’.” The shot of pain that ran through Applejack’s voice was not lost on either creature in the room. “Yeah...yeah, we’ll crack it open. We deserve it, right?” There was no need to convince Cheerilee. Getting a little buzzed sounded like a proper reward in these times. “Ah’ll go get Mac.” The bottle was set gently down on the counter before AJ galloped away.

While Applejack went to go get her brother, Cheerilee and Elytra decided to prepare. The foals were ushered to their rooms and Pinkie offered to watch over them while the other adults drank. So the party pony carried Scootaloo while Applebloom and Rumble handled Pound Cake and Flurry Heart. Once the young ones were gone, glasses were placed for everypony and the bottle of cider was placed in front of Applejack’s seat.

“No…” Big Mac groaned in disbelief as he came closer and took the bottle in his hooves. He turned it over, same as AJ had done, and inspected it. “Great year. Good age. No.” The mix of joy and surprise that flashed across the burly stallion’s face was a true sight to behold.

“Eeeyup.” Applejack answered.

Big Mac grabbed the cork in his teeth and pulled it off with a satisfying ‘thunk’. Both of the apple farmers took a deep inhale before practically melting in their fur. They looked at each other, their mouths watering after just a sniff.

“They...really like cider.” Elytra leaned into Cheerilee and whispered into her ear with a giggle. She could only nod and nudge the changeling back with a grin. There was something heartwarming about watching all of this unfold.

The Apples went around the table and filled every glass together. They made sure to only fill the glasses about half full as they didn’t want to waste the whole bottle in one sitting. It was no sooner than the final cup was filled that everypony was in their seats and waiting. Applejack grabbed her cup and raised it as high as she could.

“It’s customary in the Apple household that every round of cider be accompanied with a toast.” Big Mac was right with her, hefting his glass right up to hers. Slowly everypony raised their own cups of cider. “Ah know this ain’t technically an Apple house, but we got Apples here.” The siblings clinked their glasses together lightly. “Maybe the last Apples if we’re honest.”

A somber silence overtook the dining hall. A rumination on the events outside of the walls of the castle wordlessly echoed around the room. It weighed the air down and pressed down on every heart like a vice.

“To Granny.” Big Mac broke the silence as his usually monotone voice cracked ever so slightly.

“To Lyra.” Bon Bon closed her eyes as she spoke, a tear running down her cheek.

“To Mom and Dad.” Rarity’s magic held her glass aloft, which was good because the seamstress was shaking gently. “...and Sweetie Belle…”

“To everypony lost.” Meriwether spoke softly with her eyes cast downward.

“To the foals who are alone now.” Cheerilee couldn’t keep her thoughts from her students, at least the ones she still had.

“To us.” Elytra nodded as she clinked her glass against Cheerilee’s. “We’ve made it this far and lasted this long.”

“To friends.” Applejack finished off the round and choked back a crack in her own voice. “Still here and gone.”

“Cheers.” The word rang out through the dining hall as every creature spoke in unison. They all took a moment before taking a long swig in time with each other.

Cheerilee closed her eyes as the cider passed over her tongue and hit the back of her throat. It tasted like a chilly fall evening in front of a fire with somepony you cared about. It tasted like a world that no longer was but only existed in memories, warm and rich. The perfectly aged beverage sent shivers across her entire body as it enveloped her senses. It was just as good as she needed it to be.

The looks on the faces of the others told Cheerilee that they felt the same way. Looks of longing and distant comfort visibly etched on their features. Even Elytra seemed to be taking her time in appreciating the taste.

“Queens below this is good. It reminds me of…” Elytra mumbled softly. The changeling opened her eyes and looked around, seeing everypony’s eyes focused on her. “Sorry. I didn’t mean to-”

“No no.” Applejack nodded to her with a small smile. “Go on. Drinkin’ is a social affair, it’s made for talkin’ and reminiscin’.” Big Mac nodded along as his sister spoke and took another drink of his cider. “We’re all plenty sad and there ain’t much you can do to bring us down any more.”

“It-” Elytra bit her lip and looked down into her drink, looking for an answer at the bottom of the glass. “It reminds me of somepony I knew once. Cider was a favorite of hers…” The creature trailed off as she took another drink. “I like it.”

“Y’know what it reminds me of?” Applejack asked of the group. “There was this one time Rainbow Dash broke into our house to get some of our cider.” She let out a hearty laugh at the memory. “Celestia, Ah almost bucked her head clean off and Ah ain’t lyin. That pony is some kinda cider fiend.”

Sunburst looked up at the clock he kept by his mattress. Eleven at night. He had been staring at this damned circle for almost six hours now. He was no closer than he was at the start, either.

He had skimmed through every other book that Spike had provided him. None of them had anything remotely similar. He had found the alchemical symbol for gold in the notes about the physical Elements of Harmony but that was it.

There was a train of thought that it was a simplified ouroboros, but it was short-lived. There was nothing in any of the notes that even backed up the theory. Nothing was cyclical in any of this except for his train of thought.

He looked to the glass of water that was beside him and found it empty. It was probably for the best as a little walk would do him good. Celestia knew that just laying here and staying in his own head was getting him nowhere.

With a sigh the unicorn picked up the glass with his mouth and stood up. It was times like this when he missed his magic the most. Doing things like an earth pony was more difficult than he cared for and made him appreciate just how useful a horn was with the mundanities of everyday life.

He meandered through the castle and let his eyes wander as he went. The construction of the castle came back to mind and he mentally recited everything he had learned. The blend of gemstones that made up the body of the castle was surprising, as it wasn’t the standard mix of quartz and amethyst that he was used to up in the Crystal Empire. Being so closely related to sapphire made it have a lot of interesting qualities now that he had the time to think about it. If the chemical makeup was to be trusted, it was highly conducive to magic.

If he had a horn he could probably make this place resonate like a windchime. The hardest part would be getting to a chamber where he could access the narrowest point to send a charge throughout. It would either be the very top or some sort of root below ground, but other than that? Easy.

As he passed through the dining room he saw almost every adult except Pinkie and Rainbow Dash were at the table and drinking what looked to be cider. They were laughing and talking, all red in the face from what he guessed was a slight buzz.

Sunburst could only roll his eyes. How could they think of drinking at a time like this? The world ended and they were telling stories over glasses of liquor. They could be spending this time doing something productive. He sighed and trudged to the kitchen, ignoring the raucous laughter that came from the table. The conversation continued as he went to the faucet and began to fill up his glass with cool water.

“-a-and Thunderlane jumped his cart over the barrier into the road.” Cheerilee’s voice rose above all else and drew yet another sigh from the stallion. “He crashed into Granny Smith’s apple stand and she picked him up and told him-” Cheerilee cleared her throat and put on a sub-par elderly mare voice. “‘Don’tcha know that there’s a closed course, sweetie?’” The laughter that came from the room filled up the entire castle, but that’s not what Sunburst focused on.

That last phrase ignited something in his brain as he connected so many dots all at once. Closed course? A circle without an exit. No, not a circle.

It wasn’t a circle!

“IT’S A CLOSED LOOP!”

Author's Note

So after a bout of not being at work due to an illness, I'm back. If I do slip and not publish a chapter, that's probably why. The last two chapters I finished like within an hour of midnight when I have to wake up at 6 AM lol.

Either way, we go agane tomorrow. No excuses. Creativity waits for nothing and no one.

Bastion

Cheerilee groaned as she awoke from her slumber. After almost two years of being sober, it made her forget just how much of a lightweight she was when it came to drinking. She wasn’t hungover, thankfully, but she had fallen asleep at the table at some point.

The mare sat up, her back popping audibly in several places as she straightened out. A groan escaped her lips and she rubbed a hoof on her back. It was going to take a lot more than stretching and water to fix that.

“Getting old sucks…” She concluded to herself as she looked around the dining room. She was the only one here, the others presumably in their rooms. Her lips came together and she blew a long and drawn out raspberry as she looked at the clock on the wall. Three forty-five in the morning. “Should go check on Scootaloo…”

Cheerilee rose to her hooves slowly. Her knees struggled to unlock and the awkward position she had been sleeping in had made her joints stiff and unresponsive. She had to stretch and shake her extremities before she got full feeling back in them.

The mare trudged from the dining hall and into the main room of the castle. She was headed towards the staircase when the sound of the front door opening made her freeze in her tracks. The sleep fogging her mind dissipated in an instant as she spun on her hooves, prepared for only the worst.

A familiar aquamarine head poked out and looked around. When Elytra saw Cheerilee standing there, she froze. Both creatures stared at each other for a few moments before the changeling stepped in and shut the door behind her.

“It’s like four in the morning, what are you doing up?” Cheerilee blinked at the bug. She wasn’t expecting to be the one questioned here, in fact she felt like her own actions were of the least concern.

“I could ask the same of you…?” Cheerilee asked. “What were you doing outside? Call me crazy, but I don’t feel like it’s a good idea to be out there alone.” Alarm bells sounded inside of the teacher’s head. Elytra had been absent more than a few times in the last few days, but Cheerilee had dismissed it as the changeling taking time to repair her shell or just get some simple alone time.

“I...uh…” Elytra shifted on her hooves as that familiar buzz came from beneath her carapace as her wings beat against it. “I…” Elytra shook her head and sighed. “Alright, yeah. I was outside. Doing stuff.”

“I expected a changeling to be better at lying.” She remarked, still eyeing up her supposed friend. It was an odd feeling in her stomach, she had to admit. She trusted Elytra and was convinced that the changeling was a good creature, but this was challenging that. “Doing what?”

“I’m working on something, okay? It’s...well it’s a surprise.” Elytra still wouldn’t meet Cheerilee’s eyes, despite the pony’s curious emerald gaze remaining focused on her. “If I could tell you right now, I would. You just have to trust me and...keep this between us? Please?”

“Alright.” Despite her head yelling that this was a bad idea, her heart was convinced to trust the shapeshifter for a little bit longer. “I won’t tell.” Elytra bounced on her hooves and grinned from ear to ear. “But please, please, don’t make me regret this.”

“You won’t! Trust me!” Before she knew what was happening, Cheerilee was enveloped in a hug. Those warm chitinous hooves were wrapped around her and squeezed her as tight as they could. “Just like a day or two more, okay?”

“Alright…” The guilt tugged at Cheerilee’s conscience as Elytra let her go and quite literally flew up the stairs. She was followed by the distant sound of a door slamming shut upstairs. “I really hope I don’t regret that.”

Knowing that was going to be on her mind for the rest of the day she trotted upstairs to her room. Inside Scootaloo was sleeping. The little pegasus was on her good side and snoring loudly into the empty room. Cheerilee sighed happily and smiled at the scene before climbing up into the bed to get a little more shut eye.

“Okay, what did you want, Sunburst?” Applejack was annoyed, her voice and body language exuded that simple fact. Everypony was crammed into Sunburst’s corner of the library. He had requested them as soon as everypony was up and around, but they had collectively waited until after breakfast to indulge the, quite frankly, madpony.

“I have it figured out.” Sunburst paced in front of his black board as much as the crowd around it let him. “I think, at least.” A collective groan went up from the group which only drew an irritated look from the scholar. “Hey hey, knock it off! I’m trying, alright?”

“What have you figured out exactly, darling?” Rarity’s honey coated words floated through the air. Everypony was thankful too, because there was a sense that if she didn’t Sunburst would’ve gone off on a tangent.

“I think I figured out how this castle works, and if I’m right…” Sunburst trailed off as his eyes lit up with excitement. “We’ll get to that. Anyway.” He flipped the board over to reveal a simple circle drawn on it, nothing else. “This was in Twilight’s notes regarding the castle, a page with just this on it. Nothing else. It meant something, I wasn’t sure, but I think I get it now.”

“She was practicing her shapes?” Bon Bon quipped from the crowd, drawing a few chuckles.

“No.” Sunburst hissed. “She was trying to get something across, an idea of what the castle is.” Everypony looked at him with only mild curiosity. “Take away the actual structures and leave only the crystal intact and what does the castle look like?”

The crowd all hummed as they tried to envision their home as only the crystal. Cheerilee had the distinction click almost immediately. The talk she had with Sunburst the other day had laid the groundwork for this and now it all made sense.

“A tree.” The obvious answer came from Diamond Tiara, but Sunburst wasn’t looking for the obvious answer. “It’s just a crystal tree.”

“No.” Cheerilee spoke next. “Not a tree, veins.” As soon as she said it the biggest smile she had seen in weeks erupted across Sunburst’s face. “Are you...saying…?” She could hardly believe this train of thought, it was so out there.

“The castle-” Sunburst threw his hooves into the air and laughed, a hint of sleep deprivation and madness in his eyes. “-is one giant vertical leyline!” Sounds of disbelief and incredulity rippled through the crowd from the ponies who knew what that was. “Think about it: how is this place protecting us? How is it keeping Rarity from changing?”

The ponies and changeling all looked at one another and shrugged. None of them had any idea, hell it was only Sunburst, Rarity, and thanks to a little crash course in it, Cheerilee who had a working knowledge of how magic even worked.

“Because it’s not connected to the main system of leylines!” He exclaimed.

Sunburst grabbed the eraser from the base of the board in his mouth and erased the circle he had drawn with a single swipe before dropping the eraser. The now-impotent unicorn picked up the chalk in his mouth and drew eight meandering lines that exploded out from one center point. He added little branches from them to give some detail. To top it off he drew a line not connected to any of the others and put a circle around it.

“Rarity! Sapphires, what do you know about them?” The stallion pointed a hoof at the seamstress. To her credit, Rarity didn’t sweat the sudden spotlight one little bit. The sole adult unicorn left cleared her throat and straightened her posture.

“Oh good, something I actually know about.” Rarity grinned and shifted excitedly on her hooves. “Well, they’re a fantastic gemstone. Usually blue but can also come in yellow, green, purple and orange. They’re remarkably hard, I believe top three in terms of…” Rarity trailed off before catching her train of thought again. “Oh yes, they’re also wonderful for enchanting. Just put a few sapphires in the neckline and you can do almost anything! Make it sparkle! Make the fabric change colors!” Rarity put a hoof to her chest and nearly swooned thinking about her profession. “Oh, just a tremendously unique gem.”

“Highly conducive to magic.” Sunburst reiterated the point he had been fishing for. “The crystal of this castle is closely related to sapphire. Different and even more able to hold and radiate a magic charge.”

Sunburst began to pace again. Every eye in the room was fixated on the stallion as he went. There was a sense as he went on that he wasn’t crazy. He was onto something and that was more than a little exciting.

“The other day when I had to use a thaumometer for-” His eyes locked with Applejack’s for a split-second before he looked away. -things. It read a full charge on the air. This place is humming with magic. How? Rarity has been using hers for a month straight now. Flurry Heart has been using some too, so how was there a full charge? It should’ve diminished because whatever magic was in the castle had been pulled in, used, and rendered ‘dead’. So how?” He turned to face the whole group again. “Because...there’s a mana pool here. I don’t know where and I have no earthly idea how it ended up here, but that’s the one explanation! The roots of the castle start in a mana pool and the raw magic is carried through the crystal and it resonates throughout everything! Dead magic is absorbed into the walls and taken back down to the pool to be re-energized.”

“Why isn’t Dashie getting better then?” Pinkie spoke slowly, her icy blue gaze focusing on the stallion at the front of the crowd. “You said her magic was drained. If it’s all over in here, why isn’t she getting better?” There were rumblings amongst the group over the implications of that statement. Rainbow wasn’t getting better, Applejack had said that. She had also neglected to mention the extent of the Element’s ailment.

“How would she absorb it?” Sunburst retorted. “She’s not a unicorn, she has no horn.” That did nothing to embolden Pinkie, just deflated her further. “It’s why we age, it’s why we die. Our magic slowly drains and we grow weaker and weaker until we hit empty.” Sunburst spoke like he was rattling off simple facts and not a cold reality. “Unicorns typically live longer because we can supplant our natural battery with magic from the earth. You guys, though? Once you’re done, you’re done.”

The heartbreak on Pinkie Pie’s face was enough to break anypony. It was clear and harsh and defeated. A hint of scorn was mixed in, an angry and selfish glint in her eyes at the cruelty of it all. It was the pain of losing somepony close far before their time.

“There has to be a way!” Pinkie shouted back at the pony heading the group. There was more emotion in that single statement than the mare had shown since she and Cheerilee had gone to the schoolhouse to ring the bell. It was full of anger and spite. “Please.” The passion died all at once and left only a quiet sadness. “There has to be something…”

“I’m really sorry, Pinkie.” Sunburst did his best to sound authentic and caring, but his apology rang hollow. “Like I said: make her comfortable. Take care of her while you can.” That was the last straw for the somber party pony, as she trudged out of the room with tears in her eyes.

An uncomfortable silence descended over the room and settled on the ponies inside like a thick fog. Scootaloo tugged at Cheerilee’s leg. The filly was looking for comfort, for some sort of assurance that her hero would be okay.

Cheerilee had none to give.

“Okay but what does this all mean? The castle havin’ it’s own mana thingy, Ah mean.” Applejack, always the pragmatist, pushed forward with the topic at hoof. It was clear she wasn’t happy about Dash’s condition, but she was told there was nothing they could do and she believed it. “No offense, but as fascinatin’ as Ah’m sure this is, how does it help us?” A murmur of agreement went up among the survivors.

“It means, if I’m right, we might be able to turn those monsters back to normal.” The shock that statement sent across the room was palpable. It hung in the air until Meriwether spoke up from the back after a solid minute of silence.

“If you’re wrong?”

“The odds of me being wrong are-”

“Answer the question, Sunburst.” Applejack demanded, cowing the stallion as he backed away.

“W-well if I’m wrong…” He looked away from the group. “There’s a very very very very small chance that there is no pool and this is all just leftover untainted magic and…” His voice shrunk to a near whisper, causing the group before him to lean in. “...and bringing a unicorn would taint it all, turn Rarity and disable whatever protective qualities the castle has.”

A furious roar split the once hopeful atmosphere of the library. The general sentiment was that they couldn’t take that chance and that their lives were more valuable than some experiment.

“Listen!” Sunburst shouted back to the group at the top of his lungs. The assertiveness from the usually tame stallion took everypony aback and earned their silence. “The way I see it we have two options. We’re going to run out of food sooner or later, none of you can deny that. We can’t grow any, most of the stuff outside is already rotten, and scavenging is downright dangerous. We can’t leave because either the unicorns or the sun will kill us. So we either bunker down here and slowly starve to death and get picked off one by one by those monsters, or we take a chance.”

“What’s to say that even if there is a mana pool that it won’t be tainted and corrupted by one of those unicorns?” Cheerilee asked. She was all for taking a chance in the face of a slow and painful demise, but she needed to know the risks.

“Logic.” Sunburst responded flatly. “L-look.” His eyes searched the crowd before they landed on Big Macintosh, who was standing right by Applejack. He reached out and grabbed the other stallion, pulling him to the front of the group. “Let’s pretend Big Mac here is our mana pool. Big, strong, etcetera. This disease, virus, taint, whatever you want to call it, is represented by one filly.” Sunburst dragged Diamond Tiara to the front next and made her stand opposed to Big Mac. “Could you take one filly in a fight?”

“Eeyup.” Big Mac responded.

“Two? Ten?” Sunburst continued.

“Eeyup.”

“Two dozen?” The unicorn continued.

“Three dozen, I reckon.” Big Mac stated.

“I’m not going to argue with you.” Sunburst concluded after a moment of thought and a deep breath. “But that’s what I’m getting at. The Central Pool, the one connected to every major leyline in the world, could handle just cleansing Twilight’s magic. It could handle a hundred ponies, maybe a thousand. But let's just say that there are seventy thousand unicorns in Equestria, all of them now spewing this tainted magic out of their horns. It can’t cleanse that fast. Our little pool can handle one unicorn, I will stand by that.” There was still a general sense of unease in the room, one Sunburst knew he had to rectify. “Okay, a compromise: not an adult unicorn. A filly or colt, one with a relatively low skill in magic.”

“Ah...ah know where to find one…” A voice seldom heard was the first to speak after the stallion. Applebloom pushed her way through the crowd and to the front. The youngest Apple’s mane was untamed and frizzy, dark circles under her eyes and a distant look within them. “Ah think.”

“Applebloom?” Applejack asked. “How would y’all know where to find that?”

“Ah...Ah kinda lied to you, Applejack.” The hurt look on the Apple family’s current matriarch was one of pure hurt for a split-second before the sisterly worry returned. “When this all started and Ah was in the clubhouse with Sweetie...she started to go all crazy like and Ah...Ah used the rope we kept in there to tie her up and Ah ran.”

The gasp from Rarity was the only other sound in the room.

“The odds of her still being there are...slim.” Sunburst railroaded the conversation and continued his own train of thought. “If she is and is somehow still tied up, she didn’t starve. Those things don’t eat. If they starved to death this problem would’ve solved itself by now.” He stroked his wiry beard as he spoke. “Anything closer? More of a sure bet.”

“No.” Rarity retorted. “We’re saving my sister.” Each word was a nail in the coffin of decision. Her voice was hard and flat, unlike her usually soft and melodic voice. It was final and resolute.

“Alright, Rares.” Applejack rested a hoof on her comrade’s shoulder. “You’ll get your sister back, Ah promise you.” There was nothing more rock solid than an Apple’s promise, and Rarity knew that. It was one of the few things that felt dependable in these times and Rarity knew that. The two shared a smile and a small hug before parting and looking back to Sunburst.

“If we do...and this works…” Sunburst turned back to the board and chewed on his lip. “There’s a chance we can save Twilight too.” A final note of hope rang through the castle and filled the minds and hearts of those inside with renewed purpose and maybe even a way out of this.

Author's Note

DEEP BREATHS EVERYONE

BREATHE IN THE HOPIUM

Search & Rescue

“How’s it coming along, Scootaloo?” The pegasus looked up from her work at the changeling across from her. A quick glance down at the paper in front of her let her gauge the progress of her work. The sun streamed in through the window in hers and Cheerilee’s room, hitting the white sheet of paper and making her squint just a bit to get a better look.

It wasn’t anything special, just a get well card she was making for Rainbow Dash. It was a drawing of them together flying through a cloudy sky. At first she had them in a sunny sky but she was sick of the sun so she was pretty sure Dash was too. It wasn’t her best work, she’d say that much. Crayons were limited and she was missing the red from Rainbow’s mane and she ran out of green too...but it was the thought that mattered, right?

“I guess it’s done.” Scootaloo took her good hoof and placed it near the middle of the page and brought her broken one up to try to fold it. The pain wasn’t too strong like when she tried to put weight on it, but it still kept her from accomplishing her task. “Elytra can you...help me fold this?”

“Sure thing!” With a smile the changeling’s horn lit up in the familiar green light. It lifted the paper up in the air, creased it and then folded it over perfectly. When it actually looked like a card, Elytra looked it over. “She’ll love this, Scootaloo.”

“If she gets better.” Scootaloo mumbled and pulled herself to her hooves. She had to do her best to avoid putting her weight on her bad leg, which meant either keeping it bent all the time or leaning against something.

“Hey, positive thoughts.” Elytra put a cracked hoof to Scootaloo’s chin and lifted it so the filly was looking the bug in the eyes. “Nopony ever got better from being sick by ponies being miserable all the time, alright? Positivity is infectious. It makes everypony around you better and happier.”

“Well yeah you think that.” Scootaloo scoffed. “You can taste that stuff in the air!” The pegasus hobbled towards the door, but was scooped up in Elytra’s magic grasp and placed on her back. The filly blew a raspberry and slumped. “Easy to say it’s infectious when you eat the stuff.”

“Maybe.” The changeling offered as she opened the door and trotted out into the hall. “Oh right, I have something for Rainbow Dash too. Mind if we stop by my room first?” A shrug from Scootaloo altered their course as they turned and headed towards Elytra’s door. When just outside the filly was once again lifted into the air and sat on the ground. “I’ll be right back.”

“I can’t come in with you?” Scootaloo asked and craned her neck to try and get a look into the room as the door was cracked open. Elytra’s leg came in front of her face and blocked any glimpse she might’ve gotten.

“Not right now, honey.” Was the answer she received as Elytra disappeared into her room. It was an odd little thing that Scoots had picked up since the changeling had been around more, Elytra only used words like ‘honey’, ‘darling’ and ‘dear’ when she was hiding something. That sneaky bug had tried to cheat at Go Fish more than a few times using those words.

It was suspicious, but there wasn’t much she could do about it at the moment. Maybe she would talk to Cheerilee about it later. Or maybe she could get somepony’s help and break into the room to see what Elytra was hiding! That did sound fun.

“Okay, found it.” The changeling came from the room and shut the door behind her quickly, stonewalling Scootaloo’s curiosity yet again. As she picked Scootaloo up again and placed the filly on her back Scootaloo finally noticed the other thing she had in her magic.

A sphere of some kind was held aloft in the air. It was made of an inky greenish-black substance and something was swirling around inside of it. The immediate comparison would be something from the old changeling aesthetic and not the new one, very dark and gross looking.

“What is it?” Scootaloo cocked her head and reached her good hoof out to poke it. As she got close it was pulled out of her reach. The filly let out a frustrated sigh and flopped onto Elytra’s shell.

“I’ll tell you when we get there.” Elytra chided her small friend with a grin. “Patience, Scootaloo.” That only made the eyes in the frustrated filly’s head roll like marbles around a drain. She was tired of being told to be patient. “Knock knock!” Elytra called out as she reached a hoof out to Rainbow Dash’s door.

“Come in.” The somber reply came from beyond the threshold.

The pair entered and were greeted by the same view that had been unchanging since Rainbow Dash came back with Big Mac. The speedster was laying in bed, her color all but drained now, with Pinkie by her side. It was a scene that turned most hearts to stone.

“H-hey Pinkie.” Scootaloo tapped Elytra’s shoulder, prompting the changeling to place the little pony on the ground. She hobbled over to the pink pony with the card in her mouth and placed it gently on the bed beside her hero.

To say it took everything in her power not to cry would be an understatement. Her leg already throbbed almost constantly, the bruise on her back made it hard to bend or even move her wings and now her heart was aching too. She had seen Rainbow Dash hurt before, but not like this.

“Thank you, Scootaloo.” Pinkie had the card in her hooves and looked it over before opening it. “She would love this, thank you.” A rare smile came across the features of the mare, small but genuine.

“She will love it when she wakes up.” Scootaloo nodded as she spoke, determination filling her heart and voice. The statement was only met with a dying smile and a small ‘Mmm’ from Pinkie.

“Here.” Elytra placed the strange orb in the hooves of Pinkie. The mare looked it over and then looked back at the shapeshifter quizzically. “It’s a...well...we don’t have a good name for it. I always called them Hearts.” Once more Pinkie looked into the sphere and studied it at length. “Love or positive emotions are stored in it. We use them when...when changelings can’t feed themselves. When they’re sick or…” Elytra’s eyes drifted towards Rainbow as her words trailed off. “I keep some around as storage. Just extra food in case I need them.” There was a beat of silence. “I don’t know if it’ll help, but just hug it. Give it your love and place it by her. I don’t know, I just-sorry.” Elytra cleared her throat and backed up from the trio of ponies.

“No, thank you.” Pinkie Pie became suddenly entranced by the artifact, her eyes focused on it with such intensity that Scootaloo thought she might be hypnotized. “Anything for a chance…” Pinkie wrapped the small orb in a tight hug and rested her head atop it with eyes closed.

Slowly the inky swirling darkness inside the sphere faded and instead became filled with a gentle pink vortex. Scootaloo looked to Elytra, who looked just as astonished as she did. The light intensified and then softened just a bit, settling to be the same shade as Pinkie’s coat.

“I’ve never seen one do that.” Elytra finally spat out after observing the phenomenon. “Then again I don’t think I’ve ever seen one exposed to direct pony love…” Elytra hummed and her wings buzzed beneath their casing as she thought. She snapped back to attention and looked at Pinkie. “Just place it against her. It needs direct contact. I don’t know if it’ll work with ponies…”

“No no.” Pinkie sniffled as she released the Heart and put it against Rainbow Dash’s side. “Thank you, really. I...I really needed that.” Pinkie nodded as she stared at the Heart like she could will it to work its magic. “I needed something.”

“No Rares, y’ain’t goin’.” Applejack was joined at the door of the castle by the usual suspects; Cheerilee, Big Mac, Rarity, Meriwether and Bon Bon. She and Big Mac were all geared up and ready to head out to get Sweetie Belle, but there was a whining roadblock at the moment.

“She is my sister, Applejack.” Rarity retorted, shooting icy daggers at her friend. “You know I can handle myself, remember Canterlot?” The example only drew an exasperated sigh from the earth pony. “Look, Sunburst even let me borrow his inhibitor ring thingy so I will not turn into one of those things.”

“Ah don’t care!” Applejack spat back at the seamstress-turned-nurse. “Y’ain’t goin’ out there and that’s that. Ah ain’t...Ah ain’t riskin’ it.” The mare’s fire died a little as worry and fear gripped her heart and voice. “Ah ain’t riskin’ you, alright? Don’t make me lose another friend, Rarity.”

“Well what about you?” The unicorn softened her voice as she reached out and rested a hoof on her friend’s cheek. “None of us want to lose you, darling. Without you...this place would have fallen apart long ago.” Applejack leaned against the hoof and just sighed.

Nopony else spoke. Interrupting such a personal moment in times like these seemed cruel. To see the two mares soften and let their guard down, even for just a moment, was something that needed to happen.

“Ah…” Applejack pursed her lips and thought for a moment. “Ah’ll be okay, Ah promise. Mac and me got the most experience fightin’ these things and gettin’ across town is gonna be dangerous.” She gently pushed Rarity’s hoof away and the determination returned to her eyes. “We’ll be good, Ah promise. We’re gonna get back here with Sweetie in no time.”

“You better or else I’ll never forgive you!” Rarity harrumphed and stuck her nose in the air. “I mean it, Applejack!” With a chuckle the earth pony gave her friend one last hug and smiled. “Oh, and take this.” The aforementioned inhibitor ring was deposited around AJ’s neck on the end of a necklace. “You’ll need it, no doubt.” Applejack waved her brother over and the two set out.

They had determined to avoid the bulk of the town at all costs, as it seemed more and more unicorns from out of town were pouring in each day. From her perch on the balcony AJ had noted that they never seemed to stray too far from that hole they were digging, but it was better to be safe than sorry.

Almost immediately out of the castle they veered hard right. Going off towards the schoolhouse and then cutting through the west orchard wouldn’t be the quickest way to the Crusader’s clubhouse, but it would be the safest relative to the rest of the town.

“Y’okay?” Big Mac’s bass filled tones floated through the air as they walked. Applejack walked on his left, her brother’s new blind side to better help him in a pinch.

“S’pose not.” Applejack replied quietly with a deep sigh. “Y’ever feel like...like maybe you shouldn’t be around? Ah mean, like you shouldn’t have survived this long?” Applejack couldn’t hold that feeling back anymore. It was morbid, but it was eating away at her soul like a starving rat.

“With Granny, yeah.” Mac looked off in the direction of their home and took a deep long breath. “Felt Ah coulda got her somewhere, Ah dunno.” His voice quieted, fear creeping into the edges. “Thought you and Bloom died for a good while. Thought Ah was the last one. Kept me up at night, made me think a lot of nasty thoughts, AJ.” She could only nod, her brother now a mirror to own thoughts. “Kept holdin’ out hope though, Ah knew y’all were still out there and would fix this mess sooner or later.”

“You really believe that, Mac?” Applejack wasn’t sure if she even believed in that anymore. Things were looking good, but there had been so many moments of hope recently that were squashed like bugs underhoof.

“Gotta.” Was Mac’s simple reply.

As the two Apples made their way around the outskirts of town they stuck to the shadows and cut through buildings when they could. Staying out in the sun for too long at this point was a health hazard. It felt like the hottest summer day on record twenty-four seven and even the shade still felt downright boiling.

There were no unicorns though, not any that they ran into anyways. If there were any of the monsters they were probably holed up in the buildings to endure the harsh sunlight as well. Neither of them would complain about the absence though. The only thing that they would complain about was Twilight’s conspicuous absence, it never felt right or safe when you couldn’t see or hear the alicorn.

When they got to the schoolhouse, it was in a much worse state than when anypony had last seen it. Large swaths of the walls were missing, the telltale signs of magic scarring the edifice.

“Looks like Trixie got out and wasn’t too happy about that…” Applejack commented as her senses kicked into a heightened state. These marks weren’t fresh, but there was no telling if Trixie was still around.

“Eeyup.”

The two gave Cheerilee’s former place of employment a wide berth nonetheless. They walked down the dirt road that split off from the schoolhouse and trotted off towards their old home. It wasn’t even a couple of minutes before they were in the midst of their orchard.

Every tree was dead. The leaves were wilted and piles of fallen and rotted apples gathered at their bases. The trained eyes of the two apple farmers could spot that there were no saving the trees now. If there was a life after this...everything would have to be chopped down, uprooted, and replanted.

Generations of work, melted under the hot sun above. If the mood of the siblings had not been so down before, it was bottomed out now.

CRACK-BOOOOOM

Both ponies' heads whipped in the direction of the thunderous noise that shattered the stillness of the day. It came from Canterlot. Far in the distance the mountain stood proudly, rising above the rest of the country and the tip piercing the sky. It’s usually perfect visage was obscured through an all-out assault.

Three shapes, all varying in size, circled the royal city. Beams of lights erupted from their horns and focused on the alabaster structures beneath them. Even from this far away one could see the monumental and once thought indestructible features of Canterlot crumble and fade beneath the trio of blasts.

From the heart of Ponyville a howl went up and joined in the chorus of destruction. If Applejack was a paranoid pony, she would’ve said it sounded like a cheer from the unicorns in town. A celebration of a victory, primal and full-throated.

“Don’t like the sound of that.” Mac echoed AJ’s thoughts perfectly once more.

“No, but at least Twilight is over there and not in town.” It was maybe a bit insensitive to whatever ponies might’ve been left in Canterlot, but Applejack couldn’t care about them at the moment. Their local alicorn being out of town meant an easier day for them.

The two Apples trotted through their orchards, only the faraway sounds of Canterlot’s demolition keeping them company. It was still thunderous, chunks of the castle tumbling down the side of the ancient mountain and into the valley below echoing throughout all of Equestria.

The raucous din was accompanied by not-so-distant growls from up ahead. The Apple duo slowed their pace as they came closer and closer to the sounds of feral unicorns. A few pops of magic spells leaving horns followed, letting both ponies know that this was combat.

If the unicorns were fighting something, that meant survivors.

Big Mac and Applejack broke into a dead sprint, weaving through trees and piles of rotten apples. The beating of AJ’s heart reached a fever pitch as they crested a hill that overlooked the east orchard. Below them was carnage.

The bodies of dozens of pegasi were spread out amongst the trees. There were none that Applejack recognized so they weren’t local, they had come from somewhere else. There was still one fighting, a yellow mare with a mane of fire backed into the branches of a tree. Two unicorns were at the base, reared up on their back hooves and snapping at the pegasus. Bolts of magic flew from their horns and were just barely missing their target.

“You take the left.” Applejack ordered, her eyes narrowing. She received a nod from her brother and the two ponies jumped into action.

Applejack was the first to reach her opponent. She slammed into the unicorn, a mare she didn’t recognize with a white coat and a pastel pink mane, with the force of a runaway train. Her hooves skidded across the bare dirt and kicked up a cloud of dust as the monster tumbled through the dead orchard.

The other feral, another mare with a pale yellow coat and a red and purple mane, turned on Applejack and growled. It had taken a single step before Big Mac’s oversized hoof connected with its face. The monster was sent into a spin from the impact as it thudded against a tree behind it. Judging by the way its neck was turned, AJ assumed the thing wasn’t getting up again.

The farmpony turned her focus back towards the first unicorn, the lanky white one, and flared her nostrils. It had gotten back up and was charging up another blast. She opted to run straight at the beast instead of being too fancy. A bolt left the horn and Applejack hit the deck and slid on one of her back legs. She popped up, still keeping her speed and headbutted the unicorn as hard as she could.

“Mac!” Applejack repositioned as quickly as she could and cocked her rear legs back. Like two pistons, they fired and connected with the unicorn's side and sent it careening towards her brother.

Big Mac rose up on his hind legs, now taller than even Celestia herself, and opened his front legs like he was going in for a hug. The feral hit his chest and he wrapped the tree trunks he had for legs around the much slimmer frame of the monster. The stallion lifted it off of the ground and leaned back, bridging his back as he fell and slammed the unicorn into the dirt in the most violent suplex Applejack had seen in a long while. Big Mac stood again, raised a hoof and dropped it on the unicorn’s hoof. If it wasn’t dead, it was out cold at the very least.

“W-wow…” The pegasus in the tree remarked between raspy breaths. Uneasy hooves tried to find purchase on dead bark and the battered bird practically fell out of the tree. She got to her hooves, just barely, and faced her saviors.

It wasn’t until now that it dawned on Applejack who they had just saved. The coat and mane should’ve given it away, but the mare looked so different from the promotional Wonderbolt stuff now. Almost the entire right side of her body was missing feathers and fur, leaving behind only burned and scarred skin exposed to the elements.

“Spitfire? What’re you doin’ here?” Applejack dropped her guard and closed on the Wonderbolt, giving her a body to lean on for support. Pegasi were always lighter than the other races, but she felt different now. Thin and frail, like a bag of feathers pressed against the sturdy earth pony.

“Cloudsdale.” Spitfire rasped out. With every breath Applejack could hear something wet in the poor mare’s lungs. If the fresh marks on her body were any guess, it was probably blood. “Attacked by Celestia and Luna, gone.” Each word was a labored effort by Spitfire. “Barely escaped. Other pegasi found me. Holed up in farmhouse. Unicorns found us.” Spitfire shook her head and looked at Applejack, one eye almost completely bloodshot and the other with a fully dilated pupil. “Couldn’t run. Too scared to fly with Twilight around.”

“Ah’m sorry, Spitfire.” It was all Applejack could give. It was all she had anymore. “We got a group of us in the castle, it’s safe. We can get’cha back there and you can rest.” Spitfire laughed right in AJ’s face. It was interrupted with a sharp pain that forced the pegasus to the ground.

“No.” Spitfire shook her head and looked up at Applejack. “I’m done.” The mare coughed, a bit of blood coming up and dribbling down her chin. “Can’t fight anymore...beaten out of me.” A tear rolled down the pony’s cheek as she fell over fully into the dirt and onto her back. “I just...want to...stop.” Spitfire waved a hoof at the pair of siblings. “Go.” Her eyes focused on the clear blue sky overhead, perhaps memories of better times filling her head. “I’ll be...better soon.”

“Ah…” Applejack bit back a rant that was mounting in her head. A hoof landed on her shoulder and pulled her away from the fallen Wonderbolt. “We’re gonna fix this, Spitfire. We’re gonna save everypony that’s left.” She had to try to give the mare hope for whatever time she had left. It was the least she could do.

“What’s...left to save…?” With that, the siblings moved on from the lone survivor, leaving her to her thoughts and memories.

The trek through the orchard to the clubhouse was silent from then on. Neither pony spoke, too afraid of what may come out to even try. Applejack knew that every day, every little defeat, was dragging her closer to that pit Spitfire fell into. How much longer could she go on? How many more deaths could she see? What would break first, her body or her spirit? It was a question she couldn’t linger on, and one that the world would not let her.

As they drew closer to the treehouse another sound became audible. It was the sound of a unicorn, small and shrill. It was loud and angry and desperate. The popping of bursts of magic also came to their ears, letting them know that it was fighting something.

The Crusader’s clubhouse was in tatters: like the school the wooden structure had been decimated by streams of energy. The roof was completely gone and two of the walls had caved inwards, and to top it off the floor had given in and the contents of the little refuge were littered on the ground below.

Including one bound and very angry Sweetie Belle.

The filly matched her unicorn counterparts, lanky limbs with a lengthened muzzle and seemingly endless and sharp teeth. She was about the size of a teenager now, so double her normal size, and her razor sharp horn was still belting out beams of magic.

“Well Ah’ll be.” Big Mac grinned and chuckled, a bit bitterly admittedly, but it was still a chuckle. “Applebloom sure knows how to hogtie, don’t she?” That brought a smile to Applejack’s face as well.

“She learned from the best.” She trotted over to Sweetie Belle, making sure to stay behind the possessed filly. The mare slid the necklace with the inhibitor ring off from around her neck and detached the thing from the flimsy string that held it. With a little maneuvering and patience, she got the ring onto the filly’s horn between magic discharges.

The little green sparks from Sweetie’s horn died almost instantly, only leaving a writhing and growling monster. AJ hummed and spotted a rope in the debris from the clubhouse and retrieved it. With a simple flourish she closed the little unicorn’s mouth and tied it shut. No need to let her be so loud all the way back home. A simple heave tossed the writhing bundle of ropes and fur onto AJ’s back.

That was when a shadow passed overhead.

Applejack and Big Mac looked up to see a familiar purple alicorn sailing above them. Her head turned back to Canterlot in the distance, there was no way that Twilight had made it from the mountain to here that quick. Not even Rainbow could do that.

Three shapes still circled around the former crown jewel of Equestria, their destruction still not thorough enough yet. If those were still there and Twilight was here...that meant Cadance had made it down here from the Empire.

“Big Mac, run.” The Apple Siblings launched into a gallop towards the castle.

Why? That was the main question on Applejack’s mind as she and Mac raced through the deadened trees of Sweet Apple Acres. If Twilight was here, that meant she had to have known that Sweetie Belle was still tied up. Why hadn’t the alicorn helped her fellow monster? Why had she let the filly stay bound for a month and some change?

It was a trap.

That was the only answer. Twilight knew they would come for her eventually, she knew that Rarity would want to get Sweetie Belle. These unicorns, Twilight included, had all the time in the world to wait for survivors to slip up. They didn’t have to eat, the heat didn’t seem to bother them. They were the perfect predators in the apocalypse.

The Apples beat hooves through town, they didn’t even bother going around. They couldn’t afford to. The shadow overhead and the sound of slavering jaws behind them drove them forward. The strangest part was how they never encountered any resistance in front of them, but more and more seemed to congregate behind them in a pack.

They still skirted around the hole in the middle of town, instead opting to go around Sugarcube Corner. A few times Sweetie had started to fall off of AJ’s back but Mac had righted her before they lost their package. It was the whole reason they came out here, there was no way they could lose her now.

As she ran, the sun overhead started to take its toll on the simple laborer. She had worked out in the fields and orchards in this kind of weather for her whole life, but this was different. She had three square meals for most of her life, she had proper hydration constantly when outside and had regular breaks. This was a run for her life.

The castle came into view and the telltale thrum of a horn charging made AJ’s blood run cold. This whole time those things had been on their heels, they hadn’t fired a single shot at the fleeing farmers. Why now?

A shot rang out, like a howitzer in an echo chamber.

Dirt kicked up from the impact and showered Applejack with detritus but she didn’t waver. Big Mac did, though. The blast had landed squarely in front of the stallion, causing him to stumble and tumble against the ground. Applejack stopped and turned, the ever advancing tide of unicorns closing in faster and faster.

“AJ go!” He got to his hooves just as the first unicorn hit him. A simple throw dislodged the monster and sent it back into mass. “GO!” He boomed out again as another unicorn pounced on his back. The hulking stallion tossed the thing to the ground and brought his hoof down, popping its skull like a grape.

Applejack ran.

Another wave hit the stallion, more unicorns swarming.

Two. Ten.

Two dozen.

Three dozen.

He finally disappeared beneath the deluge of ferals as Applejack hit the stairs of the castle. Hot tears ran down her face as she tried desperately to push out the sounds of her brother’s anguished cries from her ears. The door opened and she entered, looking back one last time.

The unicorns had retreated, leaving only Twilight perched on a nearby rooftop. Her beady purple eyes stared directly at Applejack, then trailed down to the ground. There, still living, was Big Mac. Battered, bleeding and broken. The rock had cracked and given way to an unstoppable force. He cried out. He cried for his mama, he cried for his granny, he even cried for his sister.

“DO IT!” Applejack shouted at the princess as her vision blurred from tears. “Is this what you want, huh?!” The mare stepped back down the stairs until she was about halfway down. “Then do it, you coward! Ah’m watchin’! Go ahead!” Applejack was yelling at the top of her lungs, every drop of fear, anger and sadness pouring out with her words. “DO IT!”

A single pop echoed through Ponyville, and Big Mac finally stopped crying.

Author's Note

Well you got your suplex.

I hope it was worth it.

Hallelujah

“Ah’m gonna kill her.” Applejack growled out as the door to the castle shut behind her. Tears streamed down her face, but they were angry hateful tears with only a hint of sadness. “We’re gonna fix this-” Applejack told the group. “-or Ah’m gonna kill her.” The mare bucked Sweetie Belle off of her back, letting the filly hit the ground with a thud. “So y’all better decide which one is quicker’n easier. Ah know which one Ah prefer.”

Rarity quickly went to her sister’s side, as did Scootaloo. The two made sure to stay away from the turned unicorn’s mouth or horn, but they had to make sure it was really her. The way the little pegasus pressed close against Rarity’s side signalled that it was also for comfort.

The darkness that permeated Applejack’s words, the malice and spite, filled the entire castle. Most of the adults, except Pinkie and Dash, along with Applebloom had crowded near the door after Elytra and Cheerilee had alerted them all to the danger the siblings were in. They all shrunk back from AJ, too afraid to say anything that might offend the mare and not wanting to upset her further.

The youngest Apple found her way to her sister and clung to one of the sturdy apple-bucking legs. That seemed to cool Applejack’s hot head and brought the last two Apples together in a tight hug.

“Ah...he can’t be gone, AJ.” Soft sobs came from the Crusader as she was pulled against her sister’s chest. “It..we just got him back.” Tears were shed by both ponies. Another in their family line gone, another tragedy at the end of the world.

This felt different from the previous deaths, from everything else. Nopony in town could’ve been saved. Thunderlane had felt unlucky, a bad play on the part of another one of their own group. This was malicious, it felt intentional.

“Why didn’t they just kill him?” Sunburst shattered the somber moment with all the tact of a bull in an antique store. Several glares were shot his way as the stallion pondered upon his own question. “What does it serve?”

“Because they’re smarter than y’all think!” Applejack rose to her hooves again and raised her voice. Applebloom still clung to her last surviving family member for dear life. “Twilight was waitin’ for us out there! She knew where Sweetie Belle was and did nothin’ about it! Twilight knew we would come for her!” There was a beat and her voice fell. “Just like she knew what doin’ that to Mac would do to me…”

“Preposterous.” Sunburst retorted over the continued growls of the monster in their midst. “We’ve seen no signs of intelligence yet from these things. They’re wild animals.” He motioned to the bound filly on the ground who was still writhing and flailing in an attempt to get free. “Does that look intelligent to you right now?”

“Ah know what ah saw!” Applejack spat back at the unicorn across from her. “They coulda overtaken me and Mac at any moment but they held back! They waited!” There were murmurs amongst the others.

“That would explain Canterlot.” The heads turned to the changeling who butted into the conversation. “Oh...right, sorry.” Elytra cleared her throat and bowed her head down and backed away.

“No no, what d’ya mean?” Applejack focused on the bug, which only made the creature wilt even more. “What d’ya mean about Canterlot?”

“W-well…” Elytra cleared her throat as the sound of wings buzzing echoed beneath her shell. “Why destroy Canterlot?” The question hung in the air for a moment before the changeling continued. “I would say it’s full of unicorns, but I think they’re all here by now. So it’s probably empty. Why destroy it? It sends a message.” The ponies all looked at her confused. “It’s visible from everywhere. It’s where your leaders, your biggest military force, and the cultural center of Equestria is.”

“You seemed to have thought about this a lot.” Bon Bon narrowed her eyes at Elytra and stepped a bit closer. “Why?”

“It...it was the plan we had when we invaded.” That earned a few disgusted looks from the Equestrians, ones that Cheerilee couldn’t fault them for. “Take out the Princesses, secure the city, take what we needed and destroy it.” Elytra shrugged. “We knew most ponies would see it. National morale would plummet, we would have full control in less than a week we assumed.” The ease at which she rattled off that plan was a little unnerving, like it was still fresh in her head that many years later. “They already have your princesses, the city’s all dead or headed here, it’s the only thing left.”

“That would take...coordination and communication. These things can’t talk.” Sunburst began to pace. As he walked around Sweetie Belle tried to snap at his hooves when he got too close to her. “Right?” No one had a comforting answer ready. “If…” He shook his head. “Later. Need to focus now.”

“Yes, please. I would like to get my sister back to normal as soon as possible, darling.” Rarity still had a hoof on her little sister, whose growling had not ceased since she entered the castle. “Now more than ever.” The seamstress muttered as she looked at Applejack.

“Ah’m gonna take care of mine…” Applejack picked up Applebloom and slipped the filly onto her back. The two earth ponies gave one last longing look to the door before they headed upstairs. “If y’all need me, don’t.” It took a moment for the cloud of oppressive emotions to finally lift before somepony else spoke.

“So, Sweetie Belle.” Sunburst cleared his throat. “I suppose the first order of business is to remove the inhibitor ring.” He looked to Rarity, a certain sheepishness returning to his body language. “This..may take a while, I’m not sure. If my theory holds, she’ll need to exhaust her tainted supply of magic and have it be replaced by the magic of the castle. If the transformation is also physical, It will be painful.” Rarity bit her lip, but sooner steadied herself and nodded.

Cheerilee grabbed Scootaloo and pulled her away from her fellow Crusader. Even with all of these ponies around, one unicorn could do a lot of damage. The last thing that Cheerilee would ever want is Scootaloo to be anywhere near the unchained horn of one of those things.

“RRRrrraaaaaa!” The little unicorn spat and growled through her improvised muzzle at Sunburst as he crouched in front of her. Sunburst used his hooves to grip the ring and slowly lift it from the sharpened horn of the filly. Immediately Sweetie Belle’s horn lit up with a pale green light which caused Sunburst to duck out of the way.

Instead of a bolt discharging, the filly began to convulse. Her horn shifted from green to a bright blue, the new aura seemed to go into her horn which only strengthened the convulsions. Sweetie Belle’s legs were curling, her eyes screwed shut in pain and blue sparks flew across her body. Her mouth couldn’t open thanks to the rope around it, but it wanted to. She tried to scream as this new magic coursed through her body.

“This is...a lot faster than I expected.” Sunburst stepped away and just observed. Rarity looked horrified, her eyes as wide as dinner plates. The mare’s hooves hovered slightly above the coat of the seizing filly, too scared to touch her but too worried to move away. “Certainly strange.” Sunburst commented once more as he simply looked on.

The magic kept surging, a new blue aura surrounding Sweetie’s horn and surged into her body. As each new swell of magic overwhelmed the body of the little unicorn her body started to change. First her muzzle shrunk back to something more manageable which caused the rope keeping it closed to fall away, and that only let her scream full-throated into the castle.

“Sweetie, it’s okay.” Rarity was crying now, her tears falling onto her little sister’s coat. “I-I’m right here, darling.” The mare’s voice became breathy and started to come out shakily. She was struggling to keep her composure.

“Rrrrr-” A growl built in Sweetie Belle’s throat, but it died as a whimper took its place. “-Ra-rarity…” The little recognition, that one little piece of equinity, was all Rarity needed to finally lose herself and let her composure shatter into a million little pieces.

Rarity finally collapsed onto her little sister and buried her face into the other white unicorn’s fur. The two sisters filled the air with sobs of joy and pain as the magic of the castle continued to surge through the filly and transform her. The others continued to gawk and watch in amazement as over the course of the next several minutes, Sweetie Belle returned.

The little unicorn filly was dappled with sweat. Her eyes struggled to stay open and her chest heaved with effort. Rarity held her sister as close as she could, rocking the now normal Sweetie Belle gently.

“There is a mana pool…” Sunburst once again broke the silence with his musings. “We have to find it. It’s the only way.” Sunburst turned and started to trot away, but then turned back to the group and waved a hoof. “Oh, uh, she should be fine? Stay in the castle, feed, water, yadda yadda. Just keep an eye on her and tell me if anything unexpected happens!”

“Rarity, do you need anything?” Cheerilee asked quietly, just wanting to help however she could. “Anything at all?”

“Time.” Was the only answer she received.

“Of course.” That seemed like a hot commodity at the moment. Who knew how much of it there was to go around, but she would give all she could to the reunited family. “Come on everypony, up to the rooms. Let’s give them some space.” Nopony argued, they just cast glances back at the two embracing unicorns. Cheerilee went to scoop up Scootaloo but only found that Elytra had already picked up the impeded pegasus.

“Mind if I come to your place?” The question from the changeling did start a light blush in Cheerilee’s cheeks, one that was quashed as quickly as it was started. “I figured we could all use a little more company tonight.”

“Please Cheerilee?” Scootaloo pouted and looked at the teacher with wide eyes. Cheerilee sighed when she saw Elytra making the same exact face. She rolled her eyes and nodded at the display of the two, but also silently thanked them for bringing some levity to the rather oppressive atmosphere.

The trio made their way upstairs and to Cheerilee and Scootaloo’s room. The filly was placed on the bed, Cheerilee laid down on the floor and Elytra took up a place by the window. They all just took a moment to destress and leave their problems outside of the room. Distancing themselves from what had just happened was something that needed to happen. Loss was a part of life, now more than ever. They could mourn the loss of Ponyville’s strongest and silent stallion, but letting it fester could only cause problems.

“So what did you do in Canterlot?” Scootaloo was laying on her side with her broken leg propped up on a pillow. She looked at Elytra with a gentle curiosity. “You’ve said you were there for the invasion, so what did you do before that?”

“Hmm.” Elytra bit her lip and took a moment to herself before speaking. “I guess I can talk about it...just know that I’m sorry for what I did, alright?” Dark pink eyes turned to look at Cheerilee. “Know that I’m better than I was.”

Cheerilee was strangely fascinated by the changeling. There was just something about her that was alluring. Maybe it was the times when she came out of her metaphorical shell and revealed herself to be funny and kind, maybe it was just how good she was with Scootaloo and their natural chemistry, or maybe it was something more? She just couldn’t place her hoof on it.

“I was called a ‘harvester’.” Elytra started with a sigh. “I went out into Equestria alone, just usually to small isolated towns to stay for a week and...gather love.” The shapeshifter turned her back to the two and looked out the window. “Short assignments, nothing fancy, use a disguise picked up from a traveller and get what I needed and get out. Hundreds of us got sent out to do this every week. It was never enough to keep everyone fed, never enough to keep everyone happy.” Elytra’s voice fell and she sighed once more. “There was never enough to go around.”

Cheerilee could sympathize with that situation now. Limited food and the only way to get more would be to brave a dangerous world beyond your own home. Yeah, that sounded familiar right about now. It was no wonder why Elytra didn’t seem overly bothered by this life, it was not too far from the world she grew up in.

“I remember the first time I was told about the invasion.” Elytra stayed facing the window, staring out towards Canterlot. “The Queen called me to her throne and told me I had to go to Canterlot to prepare for her arrival. Take the place of a pony there and wait for months, deep cover stuff I’d never done before. I don’t think any changeling had done something like that before.” A bitter chuckle followed. “I found a stallion, a teacher, and took his place. I kept him in a pod in the basement.”

“You were a stallion? Wasn’t that weird?” Cheerilee couldn’t help herself. She couldn’t even focus on the ‘keeping him in a pod’ thing because that one question was bothering her so much. “I couldn’t imagine needing to be a male for a month…”

“I was a drone, it didn’t matter to me.” Elytra turned around. Her horn flashed green and various parts of her body started to change; her jaw became more square, her haunches more slim and feminine, her chest barrelled out like a weightlifter and then it all went back to normal in a flash. “We’re not like you ponies with mares and stallions. There’s no difference between us, I mean I don’t think I was called a female until after the Metamorphosis. Sometimes still I don’t...feel like a female, but I think that’s just my old drone brain kicking in.”

“Fair enough.” Cheerilee easily conceded the point. She had no idea what that felt like and she wasn’t going to argue it with Elytra certainly. Being able to change everything about your body at will was bound to make those kinds of ideas more complicated.

“I’ll admit that I liked it, being a pony I mean. It was the first time in my entire life I felt full.” A small warm smile crossed her features as she spoke. “There was no panic about worrying I wasn’t doing enough, about when I’d have to skip my next feeding so someone else wouldn't starve. Walking down the street was enough to fill me up for a month, that’s just how you ponies are...or...were.” Elytra cleared her throat and sat on the bed beside Scootaloo. “Anyway, I met a mare at a coffee shop by my house. Her name was Sweet Brew, a pegasus with a dark brown coat with a beautiful silver mane…” Elytra trailed off and her smile grew wider at the thought of this mare.

“What happened to her?” Scootaloo leaned in, enthralled by her friend’s story.

“I...well.” Elytra sighed. “When the time came, when the Queen signalled the invasion to begin and Shining Armor’s shield broke, I did what I was supposed to.” The darkness in the changeling’s voice rose and she slumped in place. “Brew and I had...moved in together. I had been there for eight months, I’d been seeing her for seven of those months.” She shook her head as tears started to form in the corners of her eyes. “I finally understood why changelings weren’t supposed to stick around for too long. Handing her over to Queen Chrysalis’ harvesters to be...podded and drained, it hurt. It was the first time in my entire life I had ever felt bad about feeding myself. It was the first time I had ever felt my heart break.” Elytra took a shaky breath. “But I was a good soldier. I knew that once we did our job and the Queen did hers we would never have to do this again. We would be fed until the end of time and I could forget about her.”

“But Chrysalis failed.” Cheerilee carried on the train of thought from the bug sitting before her on the edge of tears. “Your hunger faded but the pain never did.” Elytra only nodded in response. “Did you ever go back to Canterlot? After, I mean, and try to apologize?”

“Yeah, of course.” Elytra wiped her eyes and nodded some more. “Yeah. I sat outside of her place for what seemed like days, just waiting for her. When I finally saw her and told her who I was...well, she didn’t care that much. She didn’t forgive me, but it didn’t seem like she even thought about me after all of that.” Elytra waited for a moment and gathered her thoughts. “I came here to see what I could do to be better, to talk to one of the Elements of Harmony and figure out how I could atone and be a better friend to ponies.”

“Hey-” Scootaloo waved Elytra over and the bug complied, trying to clear her throat of the scratchiness that nested inside of it. “-I forgive you.” Scootaloo got to her three good hooves and gave the bug a big hug.

“Me too.” Cheerilee walked over and embraced Elytra, pressing her cheek against the changeling’s and closing her eyes. “We forgive you and we care.” The warm chitin pressed against the soft fur of the two ponies as hard glossy hooves wrapped around them as well.

“Thank you.” The three of them stood there for a moment, just enjoying the closeness. They all could admit that it felt nice, and in some respect it felt like a long gone comfort they all three had missed. “O-oh. I know.” Elytra finally broke the hug and looked at Scootaloo with bright and energized eyes. “I have something for you, just hold on.” The bug sped off out of the room, leaving the two ponies to stare at each other. Both shrugged and waited patiently, letting Cheerilee think a bit on what just happened.

She couldn’t really blame Elytra for her actions in Canterlot, after all it was just what she needed to do to survive. Could she blame anypony in the castle for basically taking over Twilight’s home? No. When this all ended they would all apologize to Twilight and move on, and Elytra did more than enough apologizing for something that happened years ago.

It was only right to live and let live.

“Scootaloo, close your eyes!” The call came from the opposite side of the door. Cheerilee looked at her charge, who had her head on the bed and her one good foreleg over both of her eyes.

“They’re closed.” Cheerilee confirmed.

“Alright.” The door opened and revealed Elytra pushing a little scooter with her magic into the room. Cheerilee’s shocked expression must’ve caught the bug’s eye because she received a hoof telling her to ‘hush’. “Open ‘em.”

“WHAT” Scootaloo leapt down from the bed with reckless abandon, her bad leg scraping the ground. “My scooter! Where did you find it? How did you get it?!” The filly hopped up on her favorite mode of transportation, one hoof resting on the handles while her bad hoof hung rested gingerly on the raised lip at the front.

“I’ve...well don’t tell anypony, but I’ve kind of been sneaking out at night.” Elytra rubbed the back of her neck and chuckled nervously. “At first it was for supplies, It’s how I got the cider and playing cards. Picked up some more food along the way too. But I found your scooter out by the schoolhouse and I’ve been bringing it back in pieces and putting it back together.” A blush started to form on the changeling’s face, one even she couldn’t hide. “I figured you could use it for your leg instead of being carried around all day.”

Scootaloo’s wings started to buzz but the filly stopped with a pained grimace. Her back was still bruised and working her wings like that was not good for it. So instead she kicked them into a slower gear and scooted around the room, testing the handling of her trusty steed.

“Thank you.” Cheerilee moved over to Elytra and planted a small kiss on her cheek.

Author's Note

I rewrote this whole chapter three different times.

This was the hardest chapter I've written so far, no contest.

Revelations

It was about four in the morning and Sunburst hadn’t slept yet, he couldn’t. He had once again buried himself in Twilight’s research notes in the library. The closed mana loop had been in there, so if Twilight knew about it that meant she knew there was a pool too. There had to be a hint of where it was, how to get to it. He knew it wouldn’t be in the notes though, he had been holding out hope but it was all but gone now. No way would she keep something like the location of an independent mana pool in research notes. Even the acknowledgement of a closed loop system had only been hinted at with a single circle.

There was that little thought digging in the back of his mind about Twilight knowing. If she knew about the pool and if these things were still smart...well it made guessing what those things were digging for a bit clearer. They couldn’t set hoof in the castle because the crystal created an echo chamber of pure magic that would turn them, so they were going around it. Get to the pool directly, overwhelm it and then get to the survivors inside. Sunburst wasn’t quite sure if they had the numbers to do that yet, but he wasn’t keen on finding out.

He also knew he couldn’t tell the others about what those things might be doing. Things were already tense, already stressed enough. If he told them all that they were now in a race against time, then it would only make things worse. He usually wasn’t one for caring about how others felt in situations like these, but their panic would only make his life harder.

It was the third or fourth time in the last week he had gone through the notes on the castle. Every page felt familiar, it felt like he could recall all of this information exactly how it was written at this point. He was still missing something, only this time he wasn’t sure if it was right in front of his eyes.

“I need more information…” Sunburst resolved with a nod. All of these books hadn’t come from the library, they had come from Twilight’s room. From her personal collection. These couldn’t be all the notes she had. There had to be more.

He looked at the sleeping bundle that laid on the mattress next to him. Flurry Heart. A sigh escaped his lips as he thought about the foal...he hadn’t been able to give her a lot of his time lately with the pace that he was working at. Luckily the others had been more than accommodating and took care of her when he couldn’t, but it still weighed on him a bit.

Yet another reason to double down on his efforts: Flurry Heart needed her parents. Sunburst had to fix this, if not to save his own life then for Flurry’s sake.

The stallion stood and headed off, carefully avoiding the stacks of books he had set up around his corner. At this time of night he was always careful to be quiet. During his first few nights here he had been rather careless and got an earful from Rarity and Bon Bon about keeping it down. So he crept through the halls as quietly as he could.

Twilight’s room had been declared off-limits by Spike and the little dragon was the only one who had gone in there since this all started. Spike had his own room but never slept in it, opting to instead spend his nights in Twilight’s.

Sunburst stood at the door for a moment, gathering his courage and composure, and then knocked softly. Beyond the portal he heard the grumblings of the reptile and the shuffle of feet across the crystal floor. The door opened to reveal a sleepy and bleary-eyed Spike standing on the other side.

“What’s wrong now?” He asked with a yawn, his serpentine tongue extending out of his mouth a little. “We gotta go outside again or something?” Spike rubbed his eyes and stretched, yawning yet again.

“No, I need to talk to you.” Sunburst...wasn’t good at talking to others. He was better at reading and theorizing, crafting new ideas and applications for existing ones. Socializing was never his strong suit. “I need to see what other books Twilight has in there.”

“Why?” The request seemed to wake Spike up right away, his green eyes now narrowed and looking at the unicorn. “I already gave you all of her notes, what else do you want?” The door closed a little more so that only Spike could fit through it .

“I..” Sunburst sighed. “I don’t know.” He brought a hoof up to his face and did his best to stop his frustration from boiling over. “Listen, Spike, there’s a chance we can save Twilight from this I think...but I need your help. She knew something and it’s not in her notes. It’s something she wouldn’t keep out in the open.” He started to ramble but stopped himself when he saw the young dragon just stare at him.

“Do you really think you can save her?” The defensive indifference left Spike’s voice and was replaced by a small twang of hope. “Like..actually save her?” His feet shuffled and his scaled hands rubbed together nervously.

“I think we have a chance, but I need to know where the mana pool is in the castle.” The door opened a bit more and Spike looked up at the stallion. “If she knew about it, if she knows about it, then it wouldn’t be in her research notes. It’s too important for that.”

“Okay…” Spike pushed the door open and stepped inside, allowing the pony to enter. The interior of the room was most likely just as Twilight left it: the bed was made, the curtains closed, Twilight’s desk had an open pot of ink with a quill still in it and a half-finished parchment on top of it, a bookshelf against the wall opposite the bed was missing a few books but was stocked and kept tidy. The only sign that something was off was the basket beside the bed with the bedding inside tousled. “Just...don’t mess anything up, please. Twilight likes things to be where they’re supposed to.”

Sunburst nodded and entered the room, his eyes immediately scanning the surroundings. Of course, the first thing he did was make a beeline to the bookshelf. He was looking for something Twilight had written herself, probably unmarked.

The amount of first edition books that filled the the alicorn’s personal collection made Sunburst jealous. Three of them were Star Swirl the Bearded’s treatises on magic and mechanics of mana, volumes which made Sunburst’s jaw almost drop. There were also books on just about every subject in magic from defensive spells, offensive, transmutation, and teleportation. The only book that truly stood out amongst the valuable collection was the original Friendship Journal, the one written by the Elements themselves.

“Do you know if she had a personal journal of some sort? A diary?” These books were all fascinating, but he knew they weren’t what he was looking for. Twilight wouldn’t write notes in those books, they were far too rare and important. He needed something more personal.

“I...don’t know if she would like anyone reading that.” Spike moved to stand in front of Twilight’s desk. His eyes fell to the floor. “She’ll be mad if I let anyone read her diary.” Sunburst had to hold back a sigh. He understood how some ponies wanted to maintain boundaries from life before, but there was simply no time for that.

“Spike.” Sunburst approached the dragon and rested a hoof on his shoulder. “If I find what I’m looking for, I can fix this. We can get Twilight back, she can tell us how this started and we can fix everything.” He was confident they could get Twilight back, but the rest of those were hollow promises. All of those were possible, but the probability of all of those happening were...slim.

“I..” Spike closed his eyes and took a deep breath. “I guess…” He ran back over to Twilight’s bed and reached his arm under the mattress to retrieve a key. The dragon came back over to the desk and unlocked a drawer, inside was a small diary with Twilight’s name stenciled on the front. “It’s all in shorthand, though...Twilight’s own brand. She created it.”

“Can you read it?” Spike nodded and took the journal in his claws. “Help me, then. Help me save Twilight.”

Cheerilee yawned and stretched out, the sleep leaving her body as she started to wake up. The warm soft body pressed against her chest brought a smile to her face. Her hooves wrapped around the smaller body and she pulled it closer, nuzzling it gently. A small groan and yawn came from the filly she was cuddling.

“Cheerilee...lemme go…” Scootaloo groaned quietly as she wiggled in the mare’s grasp. Despite the protests, the pegasus didn’t actually try to get away. Cheerilee relented and let the filly go and finally opened her eyes.

“You two are adorable.” Elytra was laying on the floor with a pillow and blanket she had retrieved from her room last night. “I could never go hungry again around you.” That made Cheerilee’s cheeks heat up a little and helped wake her up as well.

“I’m not adorable…” Scootaloo grumbled as she sat up and ruffled her little wings. The rejection made both of the adults giggle. The filly plucked a feather and spat it out with an annoyed look on her face.

“Breakfast time?” Elytra asked as she stood, stretching out herself. The shell on her back parted and her glossy transparent wings spread out and buzzed. “I don’t think the floor was good for my back…”

“Breakfast sounds good.” The question of whether or not Elytra had any sort of spine to injure crossed Cheerilee’s mind but she opted not to voice it as she got out of bed. She jogged in place for a moment to get her legs working and shake the stiffness from her knees.

“Yeah, I don’t think I need any actual food.” Elytra spoke as she lifted Scootaloo up from the bed and placed the pegasus on the reclaimed scooter. “I’ll still join to get something to drink, though.”

“I missed this.” Scootaloo grinned and started to beat her wings slowly and scooted along at a walking pace. “Wish I could go faster…” The grin dropped as the bruise on her back started to throb.

“Just take your time, dear.” Cheerilee went in front of the group and opened the door. Scootaloo was the first to leave and Elytra followed close behind. The teacher brought up the rear as she watched the two in front of her: the filly would start to waver and swerve some and the changeling used her horn to help when needed.

It was sweet.

“Scoots?” Applebloom and Applejack came from their shared room, both of them with dark bags under their eyes. It was the filly that spotted her fellow Crusader and called out to her. “Where didja get your scooter from?”

“Elytra-” Scootaloo stopped in front of her friend with a huge grin on her face. “-she found it outside and put it back together!” Scootaloo did a small spin on her scooter and laughed. “I can actually get around again!”

“You’ve been outside?” Applejack spoke, her voice low and flat.

“Um…” Elytra shut down and withdrew into her metaphorical shell. “Y-yeah.” That familiar nervous thrum came from the changeling’s wings. “I went out for stuff for the group at first...I-it’s actually how I got that cider from the other day.”

“How long?” The question was simple, but the tone behind it wasn’t comforting.

“Applej-” Cheerilee started to speak but the farmpony held a single hoof up to her.

“Ah’m not talkin’ to you. Ah’m talkin’ to the changeling.” Applejack stepped forward and puffed out her chest, pushing it against Elytra’s chitin. “How long?” The changeling was usually just a hair or so taller than Applejack, but now it seemed like the pony towered over her.

“E-ever since y-you realized what I w-was.” Elytra’s eyes were wide and filled with fear, the thrum of her wings getting louder and louder. “I-I just wanted you to trust me. I th-thought that...that if I could prove that I could help…”

“A week.” Applejack hissed. “And Ah don’t see no scratches on you. So those monsters ain’t been botherin’ you either.” Cheerilee stepped forward but Applejack extended a hoof and pushed her away, her eyes never leaving the shapeshifter’s. “Gonna guess y’all can use your magic out there? Bet that comes in mighty handy.”

“I-it does-” A hoof swept Elytra’s legs out from under her then slammed into her chest. Applejack was a pony of pure rage and anger as she continued to kick the now prone changeling.

Cheerilee acted and leapt onto Applejack’s back. She wrapped her front legs around the other mare’s neck and tried to drag her away. The farmpony bucked Cheerilee away and stomped back over to Elytra.

“Ah risked my life yesterday.” She growled out. “My brother gave his!” The growl turned into a massive roar full of hurt. “You coulda prevented this! Big Mac didn’t have to die!” The commotion had roused the other occupants of the castle, everypony but Rarity, Sunburst and Spike coming to see what was going on. “Next time we gotta go outside...it’s on you. Ain’t no one riskin’ their life for your sorry hide.” Applejack sneered and turned around, stomping her way towards the stairs. “Next death ain’t nopony but you, cockroach.”

“Elytra…” Cheerilee went to her friend’s side. Most of the cracks on the changeling’s chitin from saving Scootaloo had been fixed but now there were more, with an added dent right on her chest. “Are you okay…?”

“Fine…” Elytra muttered as she shrugged Cheerilee off. “I’ll...I’ll be in my room if you need me.” She limped off to her room and shut the door behind her, leaving everypony looking at Cheerilee.

“Should we go check that out?” Spike asked as he put the journal down and looked at the door. “That sounded bad.” Sunburst placed the blank book he had been filling with notes down and looked at Spike.

They had been at this for hours now. Earlier in the morning he had retrieved Flurry Heart and the alicorn foal was sleeping like a log on Twilight’s bed. A few times she had woken up and Sunburst would have to take care of her but other than that their routine had become like clockwork: Spike would read a passage, Sunburst would take down any relevant information and they would move onto the next. They had started all the way back when the castle first appeared and had been working their way forward slowly.

“Interpersonal problems.” He commented. “Common, expected.” He didn’t mean to sound cold, but he was being honest. “They’ll get over whatever it is. They want to survive and they know fighting will only hurt that goal. They’ll be fine.” He motioned towards the journal. “Can we continue?”

“Yeah, sure.” Spike turned back towards the desk and picked up Twilight’s coded journal again. “Alright..uh..” The dragon skimmed over the page until he found where they had left off. “Six Thirteen, One thousand and five.” Last year in the summer, the last entry was months before this one. “The map is connected. After Starlight used it I had to figure out what made it work. Massive source of magic below. Will investigate later.” Spike looked up. “The cutie map?”

“It sounds like.” Sunburst stood and placed his own notes down. His usual habit of staring into the middle distance while thinking kicked in. His brain went over all of the relevant information and he stroked his beard.

The cutie map was in the room that Twilight called the Hall of Harmony, which was in the dead center of the castle. It was certainly possible that there was a direct connection from the mana pool to the map table. It would explain the map’s magic qualities if it was linked directly to a massive source of unfiltered magical energy.

“Can we wait until after breakfast to continue?” Spike asked as his stomach audibly growled. “Please?” Sunburst could only roll his eyes and nod. He knew pushing Twilight’s assistant wasn’t going to go well if the dragon was hungry, so it was better to get this over with.

Both creatures left the room. Spike ran ahead of the stallion to meet up with Scootaloo and Applebloom and probably talk about whatever drama just happened. Sunburst stopped and fixed his glasses with a hoof and let out a long and tired sigh.

“Sunburst, darling?” His attention was drawn towards another door, this one with Rarity poking her head out of it. “Um..I do hate to bother you, but can you come in?” Another delay, most likely another problem.

“What is it?” He approached the door, which was opened up the rest of the way by the unicorn for him. He stepped in to see Sweetie Belle on the bed and coated in sweat. “How is she doing? Any updates?” The health of the filly was one of his smaller concerns. He hoped she survived of course, but she had proven that the castle worked and that’s what he had needed.

“Well she has been asleep since she...changed back.” Rarity sat on the floor next to the bed and kept her brilliant blue eyes fixed on the filly. “She has been having fits on and off and she has been talking in her sleep.” Sunburst raised an eyebrow and motioned for her to continue. “Hungry, dig, purge, kill.” Rarity’s look worried as she sighed deeply. “Those are the ones I could understand. What do you think?”

“Well…” Sunburst sat down and he looked at the restless unicorn on the bed. “I assume those are the more primal thoughts she had outside. They are probably still in her subconscious and pushing their way into her dreams.” Sunburst thought about the words for a minute and ‘hmm’d’. “It also gives us a bit more insight into what they’re thinking and doing, but we won’t know more until she wakes up.” He had no other thoughts at the moment. Speaking to Sweetie Belle would be far more illuminating than trying to dissect her dreams while she was asleep. “Let me know when she does, okay?”

“Yes, of course.” Rarity gave a small smile. “Thank you, Sunburst. I truly appreciate all you’ve done here.” He only nodded and stood up. It was a nice sentiment, but appreciation would get them nowhere at the moment.

“If it’s not too much trouble-” He started, remembering something important. “-Flurry is asleep in Twilight’s room. I’m going to go get some food, can you keep an eye on her?” He hated pawning off his charge on other ponies, but it had to be done more often than not these days.

“Of course, darling. It’s the least I can do.” Rarity waved him away. “Now go eat, I will go get her in a minute.” That was a weight off of his mind, one that would let him think a bit clearer. With another nod and a smile of his own, he left the seamstress and her sister to their own devices.

As he walked, for the first time in what felt like a year, he had no thoughts. No theories floated through his mind, no memories and no worries bothered him. He stared at the architecture of the palace and admired some of the decoration choices. It was nice to just forget for a moment. Even hearing the distant sounds of ponies eating their breakfast didn’t pull him out of it.

It wasn’t until he was about to turn into the dining room from the main hall that his mind started working again. His eyes had drifted to the entrance to the Hall of Harmony and his hooves soon followed. He pushed the doors open and walked over to the map in the middle of the room.

The large crystalline table was surrounded by six massive chairs and one smaller chair, each one decorated with the cutie mark of an Element of Harmony save for the smaller one. A map of Equestria rose from the table, a magic projection no doubt. He had seen it only once before, but it looked the same then as it did now. It was giant and solid.

He walked around it a few more times. Twilight had said she would investigate the map and it wasn’t like the Princess of Friendship to not follow-through on a promise like that. So what had she discovered?

He looked downward and found several marks on the crystal floor below him, they almost looked like massive scratches. His eyes followed them right to Twilight’s throne and the chairs belonging to Spike and Rainbow Dash and then to the map itself. Almost like it had been dragged.

It had been dragged.

“I need help…” He murmured before running off to the dining hall. When he barged in, every eye fell on him. Everypony but Elytra and Rarity was sitting down to eat, which was good. The more ponies he had access to, the better. “I need your help. All of you.”

“What for?” Applejack was the first to ask. She sounded different, angrier, like she was ready to snap at a moment’s notice. “If you need somepony to go outside, go talk to the bug. We ain’t doin’ it.”

“I don’t care about whatever is out there right now.” Sunburst huffed and rolled his eyes. “Listen, I know where the pool is beneath the castle but we need to move the map first.” The stallion turned and moved to the door. “So come on, all of you!” Nopony moved, which only made his temper flare. “Now!” He had no time for their problems or attitudes, so he made sure to sound as authoritative as possible.

The ponies all rose slowly, some more grumbly about it than others. He marched out of the dining hall and into the map room and waited. One by one they all filed in and took up positions around the table.

“We need to move Twilight, Spike, and Rainbow’s chairs first then we can get to the table.” The amber stallion took up position at Spike’s chair, Applejack, Cheerilee and Bon Bon joining him. “On three. One. Two. Three.” With a grunt of effort, they all planted their rear hooves on the ground and pushed the hefty crystal chair. It took several minutes to scoot the thing even a few feet but it would have to do.

The group rotated out for the next two chairs. Pinkie, Meriwether, even Applebloom, Rumble and Diamond Tiara helped. Not having eaten all of their breakfast mixed with sleep having been hard to come by for several ponies in the room made the work long and hard. It took almost half an hour to push all three chairs far enough away, which only left the hard part.

The entire group took up spots on the opposite side of the table now, all in front of the other four chairs.Twilight, with how strong her magic was, had been able to move this all by herself. Granted she had to drag it and couldn’t lift it. Sunburst could only hope that nine ponies and a dragon matched the strength of one alicorn.

“On three!” He shouted, sweat already making his mane stick to his face and dirty his glasses. “One! Two! Three!” All ten creatures gave it everything they could, putting every last drop of their strength into the act of moving the enormous crystalline table.

Slowly it started to move, only fractions of an inch at a time. The look of effort and exhaustion on the faces of the other survivors was apparent and extreme, but they needed more. It wasn’t long before a hole started to appear beneath where the table sat.

It took almost an hour with small breaks to rest in between bouts of pushing to get the opening beneath the table big enough for one of the adults to fit in. The sunlight streaming in through the windows around the room lit up the darkness below just enough to let everypony see a long spiraling crystal staircase descend into the depths of the castle.

“F-finally…”

Author's Note

I don't have much to say here except Valorant Masters in Iceland was dope and the Grand Finals was possibly one of the best esports matches I've ever watched.

Also NA>EU

zombsnation

Lazarus

Cheerilee peered down the hole along with everypony else. The purple crystal staircase that spiraled down into the blackness below was narrow. Maybe one adult pony could go down at a time, and even they would have to watch their hooves.

“I’m going down.” Sunburst, who looked the worst out of all of the gathered ponies, resolved aloud. His mane clung to his face with sweat while his beard stuck to his neck. The round glasses on his face fogged up with little droplets covering the lenses.

“Not alone you’re not.” Cheerilee looked up to the stallion. He opened his mouth to protest, but Cheerilee shook her head. “No way. I don’t care if you think it’s safe, I’m not letting you go down there by yourself.” She truly didn’t want the studious unicorn to get hurt, but getting away from Applejack for some time didn’t sound too bad either. “Can you take Scootaloo upstairs after breakfast for me, Bon Bon?” A nod from the candymaker was all she needed.

“I’ll come too.” The surprising voice of Pinkie Pie came from the crowd. She walked forward and looked down into the hole. “If-if this can help us get Twilight back then maybe she can help Dashie.” The continued belief that Rainbow Dash could be saved was endearing and sad at the same time. It was a sense of loyalty that Rainbow would admire.

Sunburst opened his mouth but Cheerilee shot him a glare, which thankfully took. The last thing they needed was yet someone else in the castle to be angry, and giving Pinkie a bit of hope wouldn’t be such a bad thing, right?

“Okay.” Sunburst looked down into the pit and squinted. “We need a flashlight or something. The last thing I want is to fall down those stairs…” He rubbed his chin in thought. Cheerilee hadn’t really seen any sort of light source around, they hadn’t needed one due to the sun always being up.

“I have one.” Pinkie produced a flashlight from...somewhere. Cheerilee swore it looked like it came from her mane, but that didn’t seem possible. “Here.” The mare walked up and gave the light to Sunburst, who looked equally as confused.

“Th-thanks?” Sunburst watched Pinkie for a moment, then looked at the flashlight and turned it on to check if it worked. “Alright...well, here goes.” Sunburst was the first through, his bulkier stallion frame took some maneuvering to get through but he eventually managed it.

Once he had cleared enough space, Cheerilee followed. She had to turn her head sideways in order to fit through and she had to squeeze her hips together in order to get them in. Pinkie was the last and she had similar troubles to Cheerilee but she made it fine.

“Y’all be careful.” AJ demanded as she peered through. “We’ll work on openin’ this a bit more. Just holler if you need somethin’.” Applejack’s attitude seemed to have softened at least which was a shade better than the raging pony from earlier.

Still, even if Applejack had cooled down it was still hard to forgive her. Elytra had tried to help the group, she had ventured out into a dangerous world beyond the castle walls to get supplies. Should she have told everypony sooner? Yes, but what Applejack did was out of line. They would have to move past it, they would have to forgive and forget to survive.

The trio of ponies made their way down the winding staircase into the darkness. Nopony spoke, they all just watched their hooves and looked to where the flashlight was pointing. The walls of the pit were pure purple crystal, multifaceted and polished to a mirror shine.

It wasn’t until they got to a point where the light from above had all but faded that they realized the pit wasn’t entirely dark. The crystal around them was glowing. It was dim and didn’t provide enough light to illuminate the staircase, but it was something.

“It’s kinda pretty…” Cheerilee mumbled as she dragged a hoof along the glowing surface. As she touched it a small tingle shot through her body and made her withdraw. Every single hair on her body was standing on end from the contact. “Whoa.”

“It's magic.” Sunburst rattled after a short look back. “The deeper we get the more focused and pure the energy inside of the crystal will become.” The stallion was walking basically along the edge of the stairs, keeping a good distance from the charged walls. “That’s why it’s important once we get to the mana pool not to touch it. Right now you’ll receive a little jolt of filtered magic, but if you come into contact with pure unfiltered mana you’ll be overcharged with power and it’ll fry every nerve in your body.” That was as good a reason as any to keep your hooves to yourself, Cheerilee decided.

“Overcharged…?” Pinkie asked, prodding for more information. With a quick look back at the other mare in the group she saw that the Element of Laughter leaning into the wall as she walked. “Like...a battery?”

“Yes.” Sunburst answered as he peered over the edge. “If we continue the internal battery analogy with pony magic, then I would say touching the mana pool would be like connecting an eight volt battery to a hydroelectric dam.” Sunburst shook his head and blew a small raspberry. “What a way to go.”

The stallion moved the flashlight so it was pointed over the edge. Cheerilee craned her neck to get a look and only saw more and more stairs, but at least the glow coming from the walls was brighter further down. This was going to be a long walk.

Scootaloo was placed at the top of the stairs with her scooter. With a pat on her head and a smile, she was left on her own again. The filly hopped on her scooter and buzzed down the hallway. At first she was going to just go to the room she and Cheerilee shared but her wings carried her to Elytra’s door instead.

She felt bad for the changeling, really. Applejack was wrong to hurt her, especially after she had gotten Scootaloo’s scooter back and some of that cider from somewhere in town which seemed to make ponies happy. Not to mention if they had sent Elytra out to go get Sweetie Belle then she would probably be dead instead of Big Mac...and Scootaloo would be in the same place as Applejack.

It felt like there was no right answer. No matter who had gone out, somepony would’ve died. Every time somepony went outside there had been a life lost...well except for Elytra’s scavenging missions. But that was different, right? She was alone and could shapeshift and stuff, if she had to come back with Sweetie Belle it wouldn’t have been as safe. With a shake of her head and a grumble she knocked on the door.

“Elytra? It’s Scootaloo.” Before she could knock again or say something else the door was encased in a green glow and it swung open. Taking the action as an invitation, she scooted in and dismounted.

The inside of Elytra’s room was, to put it nicely, otherworldly. The window was covered in what looked to be a hardened green-black slime that eliminated most light from coming in. There were a few of those orb ‘Heart’ things like the one she had given to Pinkie around the room as well. They were emitting a sickly green light that illuminated the space just enough. The oddest part was the bed which had been ripped apart, frame and mattress, and pieced together with more of that slime stuff to make a little cave in the corner of the room.

“Umm...hello…?” The atmosphere alone sent chills up her little spine, and the intense humidity of the room in the otherwise dry castle didn’t help. This felt like, well, like somewhere a changeling would live more than a pony.

“In here.” Scootaloo nearly jumped out of her skin when the voice came from the ‘nest’ that used to be a bed. A set of dark pink eyes stared at her from the darkness, the rest of her body not visible in the shadows. “Oh, sorry.” Green fire swept across the shapeshifter’s shell and it turned from pitch black to its usual shade of aqua.

“Are...are you okay?” Scootaloo limped over to the little makeshift cave. She wanted to lean on something to take the pressure off of her bad leg, but she really really did not want to touch that slime.

“I’ve been better,” muttered the bug. “What about you?” The deflection was obvious and, just like Scootaloo, it wasn’t going to fly. The filly sat right in front of the makeshift nest and looked at her friend.

“No you’re not. Just, like, talk to me about it. Please?” Scootaloo wasn’t good at this heart to heart stuff. She had always had somepony else around to do the mushy stuff while she provided an assist every once in a while. Carrying the whole thing was going to take some effort.

“I-” Elytra stopped, that nervous buzz returned and filled the air. “I thought I was doing the right thing. I just thought that I could use my abilities to help and…” her jaw clicked and she looked away for a moment. “And all I did was screw it up. As soon as I figured out I could shift without turning into one of those things I should’ve come forward. I should’ve told everypony.”

This was tearing Elytra up on the inside, that much was obvious. The shell around her eyes was slick from tears and her posture was slumped. After everything she had told Cheerilee and Scootaloo last night it only made sense. She had tried so hard to make up for her past actions only for it all to backfire.

“You-” Scootaloo sighed and flopped down in front of the entrance to the nest. “I’m going to be honest, I’m not good at this.” The filly took a moment to think, not sure where to go with this train of thought. “You’re a good pon-er-changeling. You’re good and you made a mistake. Some ponies, or creatures I guess, make more mistakes than others.” Scootaloo readjusted her hooves, still trying to get comfortable. “We have to try to...to just be better next time and learn.”

“Thanks Scootaloo.” Elytra smiled softly and scooted over in her mini-hive until she was pressed against the side. “Wanna come in? There’s enough room.” The changeling patted the little spot next to her with a hoof. “It looks gross to you ponies, I know, but it’s cozy in here.”

“Alright…” The apprehension in Scootaloo’s voice was thick and heavy as the word fell from her mouth. She slowly got up without putting any pressure on her bad leg and hobbled into the nest.

The ground beneath the filly’s hooves wasn’t as slimy as expected, instead it was almost spongy. It had a little bounce to it, the only comparison in her mind being jelly if it was a lot stronger and warmer. The inside of the nest was big enough for Elytra and probably one other fully grown pony if they were smooshed together, so for the changeling and the pegasus it was more than enough.

“Why is it so small?” she asked as she walked in a little circle in the room provided as the shapeshifter watched her. “And why is it so warm in your room?” Scootaloo laid down on her side with her back facing Elytra. She let her head hit the spongy ground and found it didn’t make too bad of a pillow.

“Changelings, well, we’re a species that likes tight spaces. We like being close to others.” Elytra sidled up next to Scootaloo as she spoke. “There were a lot of us and space was always tight. Honestly, I’ve always had trouble sleeping alone...so I built this to help.” Scootaloo couldn’t help but giggle at that. It sounded like Elytra needed a stuffed animal or something to her. “As for why it’s warm-” Elytra continued over the filly’s giggling. “-we get cold easily. This stuff-” her hoof touched the substance that was holding her little nest together. “-it helps keep the air humid and warm. It doesn’t let heat escape.”

“What is it?” The question prompted the changeling to clear her throat and stammer a bit.

“W-well...it’s..hmm.” Elytra opened her mouth and let her tongue hang out. It looked like Spike’s tongue a bit, but thicker. Slowly a green dollop of saliva fell to the floor from it, which was hit by a little blast of the bug’s magic. Once the light died down, Scootaloo could see it was the same stuff she was laying on.

“Ewwwwwwwww!” Scootaloo stood up as fast as she could and stuck her tongue out with a ‘blech’. “It’s your spit! That’s gross!” She couldn’t get that image out of her head now, she had laid down in Elytra’s spit bed!

“Pfffft!” Elytra had been trying to hold back a laugh but couldn’t any longer. The changeling rolled onto her back and let out a mighty fit of belly laughs. “I-It’s comfy, though!” she managed to belt out between guffaws. Tears once again formed in the dark pink eyes of the changeling, but this time they were happy tears, much more preferable. “I-I’m sorry Scootaloo, I shou-should’ve told you sooner.” Eventually Elytra had stopped laughing long enough to wipe her tears and speak again. “Queens below, that was funny.”

“Funny for you.” Scootaloo grumbled as she poked the ground. It was gross, but kinda cool at the same time. She would feel really bad about leaving Elytra now and the last thing that she needed was her friend going back to being sad. With that thought, she settled back down with a huff. “Anyways…”

“R-right.” Elytra cleared her throat. “Well, I was actually about to take a nap. Would you mind joining me?” Now knowing that her newest friend enjoyed and even needed company to sleep better it made the decision a lot easier. Scootaloo nodded and pressed up against the warm chitin of the changeling to take a nap.

Cheerilee’s legs were tired. They had been walking down these stairs for almost ten minutes now and while they were closer to the bottom, it hadn’t been an easy trek. The light from the cave walls had gotten a lot brighter in that time and was now enough that the flashlight had been shut off and returned to Pinkie to be stored...somewhere.

“I see the bottom!” Sunburst delivered some hope and relief to the teacher’s hooves. He increased his pace and became increasingly reckless when it came to his hoof placements. She couldn’t blame him, she was even taking two steps at a time now.

The ten minute walk ended with a one minute sprint to the bottom. At the bottom was a chamber the same width as the tunnel above it and a single door, gilded depictions of the Elements of Harmony resting on its face. There was nothing else.

“It’s gotta be through there, right?” Pinkie spoke as all four of her hooves impacted the ground with a thud. “The pool, I mean.” She tapped her hooves nervously against the floor while Sunburst studied the door.

“Well there’s no lock.” The stallion hummed and cocked his head as he studied the door more and put a hoof on the knob. He gave it a turn and the door clicked open. “No enchantments either. I don’t think Twilight or the castle ever expected anypony to make it down here…”

“Well good.” Cheerilee wasn’t one to look a gift horse in the mouth. Considering it took ten creatures to move the map enough to barely fit through, it wasn’t much of a surprise that there wasn’t a latch on the door. “C’mon, let’s go!” She was as excited as she had been since this all started. If Sunburst was right and this was the key to saving them, she wanted to see it and secure it.

“Here goes everything…” The stallion muttered before pushing the door open. Beyond the portal was a sight to behold.

A massive cavern laid before them, wild structures and pillars made of the same material as the castle jutted from the floor and walls and it was all glowing. A stalactite the size of Ponyville’s town hall hung from the ceiling. The tip of it came to rest in a pool of shimmering electric blue liquid that dominated the bulk of the space but was only about ten to twelve feet across. She could see pure energy flowing through the stalactite from the pool as it spread through every crystal in the room.

“Wow…” All three ponies said in unison. Even though none of them had a horn, or a functioning one at least, they could feel the magic in the air. It was an audible hum of energy, one that raised hairs and made hearts race.

“I-I’m going to go tell Applejack!” Pinkie shouted suddenly and loudly, her eyes the size of pinpricks. “I’ll be back!” Before the other two could speak or raise an objection, Pinkie disappeared in a flash of pink.

“I guess it’ll be good for them to know that we’re safe.” Cheerilee commented as she and Sunburst began walking towards the pool. There was a small path that was free of any large deposits of crystal that lead directly to the edge. They were walking along it when the whole cavern shook, a few loose crystals falling from the ceiling high above onto the ground. “W-what in Equestria was that?”

“The unicorns.” Sunburst spoke flatly as he took in all of his surroundings with an intense curiosity. “Digging here.” It wasn’t the magic in the air that made Cheerilee’s heart race now, it was fear. To say such a thing with little to no emotions was absurd.

“I’m sorry, what?!” She raced to overtake the other pony and stood in front of him. “They’re digging here?!” Her nose was mere inches from his as her mind started to race, so many pieces falling into place all at once. “No no no, you said they couldn’t corrupt it! It’s too strong, right? You said it could fight off the corruption a-and if they get close it will change them back!”

“Theoretically, but that has to be the reason they’re digging.” Sunburst pushed Cheerilee aside and they both continued walking. “Maybe it could handle all the unicorns in Ponyville and Canterlot, maybe. But what about four alicorns as well?” Cheerilee hadn’t even thought about the fact that Cadance had been spotted over Canterlot. Were they all headed here? “Even if they can’t disable it right away, they can dig into this cavern and prepare to.” The even level tone of his voice only unsettled Cheerilee more. “It’s why we needed to find it. Get to it first. Change Twilight back with it. Weaken them. Go from there.” The degradation of his sentences into fractured bits let her know that he was panicking just as much as her, he was just a lot better at hiding it.

“Okay, well how do we use this to change Twilight?” They finally came to the edge of the pool. From here she could see that the mana was a viscous bright blue liquid, almost like electric syrup if she was forced to describe it. “It’s not like we can drag her into the castle or get her down here.” Sweetie Belle had taken minutes to change and she had thrashed wildly, could they even contain Twilight long enough for the change to happen?

“It’s the wrong color.” Sunburst seemingly ignored her question as he knelt by the pool. “In school they brought us a vial of pure mana straight from the Central Pool. It was pink, not blue. Why?” That only caused Cheerilee to groan, they didn’t have time for this! “The spark that resides in us all…”

Sunburst’s hoof reached out to a crystal boulder that was lodged into the ground right beside him. On the side of it, scrawled in what looked to be chalk, was a simple phrase in Twilight Sparkle’s writing.

‘The spark that resides in us all.’

“Sunburst, we don’t have time to ruminate on Twilight’s poetry.” Cheerilee growled as she grabbed one of his shoulders with a hoof and spun the stallion around. “How are we going to change Twilight back?” His gaze was empty, obviously still thinking on the line. “Sunburst! Focus!”

“I-if-” The stallion finally snapped out of his trance and began to speak. “-we can’t bring her in and down to the pool, then we bring the pool to her.” He was fumbling with his words as two separate trains of thought ran parallel to one another. “Make her ingest some or...or inject her with it. I don’t know.”

“Won’t that kill her?” Everything he had said about pure unfiltered mana had been about how dangerous it was to come into contact with. “You said it would fry a unicorn’s brain to draw from it directly and you said it would fry every nerve in our body if we touched it.”

“Sh-she’s an alicorn.” Sunburst turned back around to face the pool. “Alicorns can draw in massive amounts of magic.” The mage slipped back into his lecture mode. “Continuing the battery line of thinking; it would be like hooking up an industrial strength backup generator to a really big house. It would be a lot but it wouldn’t be enough to kill her...I don’t think.” That was not reassuring. “If we kill her, that’s one alicorn down and three to go. If it changes her back, then we have Twilight back and we’re one step closer to fixing this.”

“Is there a third option where we don’t risk killing one of the princesses?” Cheerilee had to ask. She didn’t want to gamble with Twilight’s life when her friends were already so beaten down. There was no guarantee that they could survive seeing their best friend and the one pony who had brought them all together die.

“No.” Sunburst rejected the idea bluntly. “Her internal reserve of magic is massive, containing her long enough inside of the castle to recycle her tainted magic with the clean stuff would take time and lives we don’t have.” They both sighed at the same time. “It’s our only chance. No other way.”

The two sat there for a few minutes. Cheerilee was sure that he was focused on the little phrase on the rock, while she was thinking about how they could possibly get close enough to Twilight to do anything. Somepony would get killed and she was terrified that there was no way around that.

“Pinkie! Pinkie y’all come back here!” Applejack’s shouts could be heard coming from the door at the entrance to the cavern, along with two sets of hooves pounding against crystal. “Ah said stop!” Both ponies sitting by the edge of the shimmering blue pool turned.

Pinkie Pie ran through the door, her teeth clenched and her hooves moving as fast as they equinely could. Applejack was hot on her tail, sweat dappling the already exhausted farmpony’s features. That wasn’t what caught their attention though, it was the pony on Pinkie’s back.

Rainbow was draped across her back, limp and near lifeless. Her once sky blue coat was now a shade of pale blue, her mane and tail also looked drained of any and all of their usual vibrancy. If one looked closely they might see her chest rise and fall ever so slightly.

“Move!” Pinkie yelled at them both as she closed in. Cheerilee hopped out of the way, not wanting to get run over, but Sunburst wasn’t as lucky. Pinkie Pie shoved the stallion out of the way as she skidded to a halt at the edge of the pool of mana. “I-I’m sorry, Dashie...I can’t let you die. I have to try something.” The pink pony turned around and bucked the pegasus off of her back.

“PINKIE NO!”

Applejack and Sunburst shouted in sync as Rainbow sailed into the air and landed in the bright blue liquid with a wet slap. The body of the speedster slowly sank beneath the surface and disappeared.

“W-what are you, STUPID?!” Sunburst was in Pinkie’s face in a millisecond. “If she wasn’t dead before, she’s sure dead now!” He scoffed and threw his hooves up in frustration. “If you tainted that mana pool...y-you’ve killed us all! You’ve doomed us!” Sunburst didn’t get another word out.

The calm stillness of the mana pool was shattered as Rainbow Dash, her entire body glowing as bright as the sun outside, flew into the air.

Author's Note

I just want to shoutout my SO, Koda, who has made all three pieces of art for this story. This one they made in an hour and a half while sick! They're amazing and I have done less than nothing to deserve such an amazing person to love me this much.

Something to Prove

“Tell us what you remember, Sweetie.” Sunburst sat down next to the bed Rarity and her little sister shared. The filly had finally woken up and he had been the first one they called. It was much appreciated as his curiosity was insatiable. “Anything at all.” He wasn’t good with younger ponies, too emotional and too fragile.

“I-...” The filly’s voice cracked with the single syllable as she looked to her older sister. Rarity kept a hoof on her back and nodded, coaxing Sweetie Belle into talking. “There was a voice.”

“A voice?” Sunburst did his best to disguise his excitement at the little revelation. “What did it sound like? Was it a mare or a stallion?” He had to refrain from launching into too many questions at once, the last thing they needed was for the changed filly to clam up.

“It was a stallion.” Sweetie’s eyes stayed focused on the ground as she spoke. “He kept...he kept saying stuff.” His frustration at the vagueness of the statement built fast. He needed more clarity. “We needed to…” The little unicorn choked back a sob and her whole body started to shake. “We needed to get them.”

“Who’s them, Sweetie?” Thankfully, Rarity spoke. If Sunburst had been forced to ask the question he might’ve been a lot rougher about it. “It’s okay, darling. We aren’t mad at you, you did nothing wrong. You can tell us.” Her voice was as smooth as silk and just as gentle with her sister.

“Th-the earth ponies and pegasi.” Sweetie Belle stammered out as she began to cry. “We needed to get them. Beat them. We needed to get them all. Them or us. Them or us. Them or us. Them or us.” She kept repeating the phrase over and over again as it devolved into gibberish and sobs. Rarity pulled the filly close to her chest and hummed as she rubbed Sweetie’s back softly.

It was a survival instinct, then. Fight or flight cranked up to eleven but minus the flight option. Why? Who was the voice telling the unicorns this stuff? He finally had an answer and it only raised more questions.

“Sweetie Belle, I need you to tell me something else. Please. Anything.” Sunburst needed more to work with, he needed more data. “Did the voice ever say his name? Were there any other commands?” He was trying his best, but he couldn’t contain his emotions any longer.

“D-dig. Dig. We had to get down. We couldn’t reach it. We couldn’t...we couldn’t get to it right.” The mana pool below the castle. That didn’t sound like something implanted, that sounded like it fit the situation. Whoever was issuing commands was doing so actively. It couldn’t have been Twilight, she wasn’t a stallion. “We had to reach it. We have to reach it. We have to win. Them or us. Them or us.” She launched back into repeating the commands over and over again into Rarity’s chest.

“Thank you, both of you, for your time.” Sunburst stood and gave Sweetie a little pat on the back. He shot a look that said ‘I’m sorry.’ to the mare on the bed and turned to leave. The crying and repeated commands didn’t stop as he left.

More questions, that’s all he was left with. Every time he had found an answer it led to only more questions. It was a fractal question at this point, and it was frustrating beyond belief. He always knew this wasn’t going to be simple, but he was running out of steam. With a shake of his head he resolved to get to work formulating answers for those questions later. For now, he had a meeting to attend.

Sunburst had called a meeting and was organizing his thoughts for it when Rarity had come to get him. Hopefully everypony was downstairs and seated, because it was not going to be an easy discussion. Luckily he had grabbed what he needed before and left it outside of Rarity’s room.

He made his way downstairs to the dining hall. Everypony, including the changeling and dragon, were seated and waiting. Applejack, who usually sat at the head of the table, left that seat vacant and motioned for him to take it, which he did.

“Okay...um…” It’s too bad he wasn’t that good in front of prepared crowds. Sure he could rattle off explanations and such, but giving speeches? There was a reason he was preparing before being interrupted. “So. Twilight.” Sunburst tapped his hooves on the table before retrieving something from a bag he brought along. He set it on the table for everypony to see.

It was nothing special, just a simple medical syringe. Inside, however, it contained the pure mana from the pool below the castle. It was just as radiant while contained as it was down there. Every eye was drawn to it, the foals all ‘ooooh-ing’ softly.

“This is how we turn her back.” Sunburst cleared his throat and tapped the syringe with his hoof. “We inject her with mana from the pool. There’s no way we can get her inside long enough to change, and even if we could I doubt we could restrain her without losses.” He looked around the room, his eyes drifting from pony to pony. “So when she gets back from Canterlot we ambush her, inject her, and drag her in here. The combination of this and the magic of the castle should turn her back.”

“Should?” Meriwether spoke up. “Well what else might happen?” That was the question he had been dreading. There was no way around this topic, so he had to address it now.

“There’s an off chance it kills her.” The disapproving sounds from almost everypony but Cheerilee let him know that they didn’t like that plan. “I-It’s not a big chance! Seeing that the transformation was painful for Sweetie Belle, and seeing how Rainbow reacted to being submerged in the mana, it’s pretty safe to assume this will be extremely painful. Her body transforming back to its normal form and her system being overwhelmed with power will not be easy on her, but it’s the one chance we have.”

“What about the Elements of Harmony?” Rainbow, who was sitting next to Pinkie Pie, spoke up. “I know there’s only four of us but the actual, like, jewelry has pretty strong magic, right?” The recently revived pegasus stood up and looked around the room. “I don’t know about you guys, but I don’t want to gamble anymore. Especially with Twilight’s life.”

“I’ve read Twilight’s books on it: we need all of you to use them and-” Sunburst shrugged. “-we still don’t have Fluttershy.” Rainbow narrowed her eyes at him and leaned forward. “This is still our best chance.”

“If you read her books, you egghead, then you would know the Elements are like chock full of harmony.” Rainbow waved her hoof at the stallion and scoffed. “So if we put hers on her head, it might change her back.”

“It might not.” Sunburst rebutted.

“Well it won’t kill her.” Rainbow shot back. “If the two outcomes are either nothing or getting Twilight back over getting her back or death, I know which one I’m picking.” Rainbow flopped back down in her seat and crossed her hooves.

“Rainbow, y’all remember what happened when Discord changed us.” Applejack added after her friend’s outburst. “Twilight tried puttin’ the Elements on us and they didn’t do nothin’. There ain’t no way they’d help now.”

“That was different, AJ!” The re-energized Pinkie hopped up into her chair to speak. “We were all discorded out so we didn’t match our Elements! That’s why they didn’t work!” Rainbow nodded along as Pinkie spoke. “But this is different. Twilight may be all monster-y but she still has a lot of magic!”

“Maybe y’all are right.” Applejack conceded with a sigh before looking at Sunburst. “Is it worth a shot?”

“It depends on where the Elements are.” The expressions of shock and bemusement on the faces of the Element Bearers present only offended the stallion. “What? Twilight didn’t exactly write down the location of the artifacts that regularly save Equestria. Are you surprised?”

“They’re in the Everfree Forest.” AJ stood with a sigh. “Ah doubt the tree would take too kindly to anypony but one of us tryin’ to take ‘em. So that means if we wanna try this, somepony has to go get ‘em.”

“Me!” Rainbow jumped out of her seat and began to hover above the table with her hoof raised high. “I can do it, there and back, quicker than anypony else!” The wary looks she received from the table made her slowly float back down to her seat. “What?”

“Dashie, we just got you back.” Pinkie Pie’s voice turned somber as she rested a hoof on the pegasus’ side. “Do you really want to go back out there?”

“Rainbow Dash can do it!” Scootaloo hollered from her chair with a grin. “Twilight isn’t even here, who can stop her? She can get there and back in ten seconds flat with no problem!” The smile the winged Crusader received from Rainbow was nothing short of radiant.

“Can it wait a few hours until dark-night...till we know when the unicorns sleep?” Applejack looked to Rainbow, then back over to the stallion at the head of the table. “Do we have any idea when Twilight will be back?”

“Well a flight from Canterlot at her size…” Sunburst closed his eyes and did a few rough calculations. “Five hours? That’s a rough estimate. She could get back sooner or later, there’s no way to really know.” He bobbed his head a little as he thought a little more. “Shortest possible is two and a half to three hours, the longest I would say would be six.”

“From here to the castle in the Everfree is like a fifteen minute flight at my top speed.” Rainbow shrugged and leaned back in her chair with a grin. “This is practically easy mode!” The eyes of several ponies, including Sunburst, rolled.

“Wait two hours at least.” He recommended. “Enough of the unicorns should be asleep that you won’t run into any resistance.” Rainbow pumped her hoof in celebration of the little victory. “But no rainbooms!” Sunburst pointed a hoof at the mare and narrowed his gaze. “I’m not joking, either. We are not putting you back into that pool.”

“Alright alright.” Now it was Dash’s turn to roll her eyes. “Two hours, no rainbooms, there and back. I get it!”

“I’ll do it instead.” Every head turned to the only changeling in the room. Some eyes were filled with surprise, some with disdain. “W-we can’t afford to have any of them hurt again, right? I can fly too, not as fast as Rainbow Dash but...I don’t think anypony can.” That drew a grin and a knowing nod from the Wonderbolt.

“Like Ah said, if you were listenin’, Ah doubt the tree will let anything take the Elements from it besides one of us.” The venom in Applejack’s words were enough to make Sunburst grimace. He didn’t usually care what the rest got up to out here, but there was something beyond nasty floating in the air right now.

“Th-then-” Elytra’s wings buzzed beneath her shell as she wilted under the gaze of the earth pony across the table. “-let me clear the way?” Elytra looked to Sunburst to elucidate on her suggestion. “Nopony here has been in the Everfree since this all started. We don’t know if the unicorns are in there yet and the last thing we want is Rainbow Dash getting ambushed like-like…” The changeling looked down at the table and let out a low hum. “...like Applejack was.”

“Y’know what?” AJ clicked her tongue and shrugged. “Ah ain’t gonna argue. Ah think this is a great plan.” That drew the visible confusion of everypony else in the room. No one expected the farmpony to agree with Elytra on anything. “Go ahead, we’ll send Dash out when you get back.”

“Be careful Elytra!” Scootaloo stood by the changeling on her scooter. The filly’s smile had been replaced by a worried frown. “Fly high, okay? Don’t get too low a-and when you get into the Everfree watch out for Timberwolves...and Cockatrices!”

“I’ll be okay, Scoots.” Elytra had adopted the nickname from Rainbow Dash. It was cute and fit the little pony well. “Don’t worry about me, you just make sure everypony here doesn’t get too down, alright? Keep their happiness safe, I know you’re good at that.” She smiled at her closest friend in the castle and ruffled her purple mane.

“Are you sure this is a good idea?” Cheerilee looked more worried than Scootaloo and sounded like it too. Which was a far cry from the accusatory tone the mare had used with Elytra not even a few hours ago.

“Hey, if I want them to trust me I have to put something on the line, right?” She had to prove to everypony here that she could be relied on, that they could trust her. “I’ll be okay. As soon as I get into the forest I’ll turn into something small to stay out of sight. Trust me, I’ve been doing this stuff for a long time.” That was the wrong choice of words at the wrong time, and she just realized it.

“Okay…just be safe.” The words tasted like a mix of honey and vinegar, care and worry. Elytra had to resist the urge to show how much that combination always bothered her and just nodded. Not wanting to dawdle any longer, the changeling pushed open the massive doors to the castle and stepped into the outdoors.

Immediately, she was overcome with just how hot it was. It felt like she was in the middle of a desert, and the scenery wasn’t doing much to dispel that feeling. No grass remained alive and one could see the heat rising from off of the ground. It was starting to get too hot to even step outside.

Elytra’s shell opened up and her gossamer wings unfolded. She gave them a few moments to get comfortable before they started to buzz and lift her off of the ground. The heat from the surface helped carry the shapeshifter up above the nearby buildings, which was much needed.

She continued to climb, just wanting to stay as far away from the ground as she could. Scootaloo was right, there was no reason to give the unicorns an easy shot. High above Ponyville, about where the clouds would usually be, was her final cruising altitude.

The town below, despite it being about nine at ‘night’, was bustling with activity. Unicorns clogged every street within two blocks of town hall. A constant stream of the monsters were going in and out of the massive hole in the middle of town, presumably this was a shift change. They finally had enough that they didn’t have to stop going after whatever they were digging for.

For what it was worth, the unicorns paid her no mind. None of them fired shots at her or even so much as cast a glance her way, probably too preoccupied with their task to even care. If she was actually down there they might care, but it seemed like they were smart enough to realize that going after her while she was flying was a waste of time and energy. Elytra wouldn’t complain about that.

Her thoughts drifted back to Cheerilee, back to their conversation earlier. It still hurt. She thought that if any ponies were on her side utterly and completely, it would’ve been Cheerilee and Scootaloo. At least one of them still had trust in her.

Elytra wanted to help the ponies in the castle, she really did. She had gotten them things she thought would make them happy, and it did make them happy. The night they all spent drinking together had tasted like warm melted chocolate, and when Scootaloo had gotten the scooter again? The sweetest candy she ever had. So it worked! To figure out it was wrong had been puzzling.

Things were simpler with other changelings. They all knew what the other was thinking, what they were feeling. No one ever had to say a word and misunderstandings were few and far between. Something like this would never happen in a hive.

Then there was Cheerilee herself. The question about whether Elytra really cared about her or Scootaloo still stung, and she still didn’t know the answer. The feeling in her stomach wasn’t as strong as it was with Sweet Brew in Canterlot, but it was still there. Was it just her instincts telling her that Cheerilee would give her love or was it more? It was still hard to tell.

There were times, like now, when she wished she had stayed at the hive after the Metamorphosis. All of those changelings had learned about this stuff together as one big family, but she just left. She had wanted to go off and learn on her own, from the ponies who had perfected it.

That was a mistake, it turned out.

Cheerilee would see in time that Elytra was a good changeling, that she could be trusted. She wasn’t trying to use anypony as food or drain them, it was just...nature. Something she fell into and would try her best to break now that she was more aware of it. Helping like this was a good step in the right direction.

Reaching the edge of the forest took roughly thirty minutes at her top speed, which was a lot slower than Dash could ever be. When her hooves touched the ground, a very acidic taste hit her tongue. It made her recoil and nearly retch as it passed over her.

Fear, and lots of it.

This wasn’t an animal’s fear, either. This was something that was frightened and had a reason for it. It was powerful and overwhelming, making the changeling scrunch her nose up. She wanted to run away and get as far as possible from the stench, but if something was scared it meant that something was alive. Or somepony.

As much as her instincts told her to leave and find something tastier, she fought them. The shapeshifter trudged through the thicket until she came along a clear path, which she followed. It was a short walk to a cottage nestled in a copse of dead trees right on the edge of the forest. It was where the taste was coming from, she could tell that much.

As Elytra approached the cozy looking cottage, she wondered if she should transform. If there was a pony inside, surely they would react better to seeing another pony instead of a changeling. That’s how it usually worked.

“No, stop thinking like that.” She hissed at herself through clenched teeth. No more hiding, no more disguises. No more lies. She needed to show that she was a new changeling, not an old one. Only internal changes now, no more external ones.

After a few deep breaths and the suppression of one panic attack, she finally let her hoof hit the door. There were a few sounds from inside, two voices, and the taste of fear grew exponentially. She just wanted to throw up.

“H-hello…?” A soft yellow pony with a long pink mane and frightened cyan eyes opened the door ever so slightly. As soon as she caught a glance of Elytra she let out a yelp. “C-c-can I help y-you…?”

“Are you...okay?” This poor thing was absolutely downright terrified beyond all belief. “Are you safe?” A pair of wings on the pony’s back let her know she was dealing with a pegasus at least. Why did this pony seem familiar? Had she seen her walking around town before all of this?

“I-I think so…” The pegasus’ voice was so small and quiet. Elytra could see the poor pony start to shake. “Wh-who are you?”

“Fluttershy, who is it?” A distinctly male voice came from inside, one that let out a long and drawn out groan after speaking. “If it’s a salespony, tell them we don’t want any!” Whoever it was at least had a good sense of humor.

“Wait.” It slammed into her like a fully loaded freight train. “Fluttershy!?” A grin erupted across Elytra’s features as she started to bounce on her hooves. “They’ve been looking for you! They said you were gone! Your whole cottage was gone!” The changeling let out a delighted cackle as her wings buzzed.

“That was my doing!” The male voice came through again. The sound of...well not two hooves, but at least one hoof and some claws hitting hardwood came from inside. Soon enough an image that would petrify any creature in the land opened the door.

A long serpentine body covered with brown fur, a mismatched pair of horns and limbs from four different animals towered over her and the pony. Different sized red pupils looked over Elytra as the thing grinned from ear to ear. Discord was well known among the hive, and feared for good reason. He looked different though, not so imposing as the stories told. The once mighty god looked...sick.

“Well aren’t you a parasite for sore eyes.” Discord chuckled before wobbling on his legs and falling against the doorframe with a groan. “Ugh, why does it feel like I’m swimming through oil all of the time.”

“Discord, you need to lay down.” Fluttershy, the pony they had been missing all this time, chided the patchwork monster and guided him back over to the couch. “I-I’m sorry, who is looking for me?”

“Your friends!” Elytra exclaimed as she walked into the cottage and looked around. From what she had heard about the pegasus, there were supposed to be animals around...but she saw none. “They’re all in Twilight’s castle and they’ve been worried.”

“They’re all okay?” Once she had gotten Discord settled, Fluttershy turned back towards Elytra. “Really?” Elytra nodded vehemently with a smile. “Oh my...I can’t believe it. I thought…” Fluttershy shook her head to push out some nasty thoughts that the changeling could taste in the air. “They’re safe?”

“The whole castle is protecting us.” She walked over to the couch and looked over Discord. “He can’t fly, can he?” They needed to get back to the castle. Even if she didn’t scope out what she was supposed to, bringing back Fluttershy would earn her so much goodwill with everypony there. Just imagining how happy they would be…

Elytra mentally kicked herself. She needed to stop thinking about this. Bringing Fluttershy back was good because it would be reuniting friends and helping them save Twilight, no other reason. No other reason at all.

“No…” Fluttershy frowned and placed a hoof on Discord. “Ever since we came back he’s been getting worse and worse. I don’t know what to do.” Now that she thought about it for a second, this reminded her of Rainbow Dash.

“I think we can help, we had-” The thought of telling Fluttershy, who she had been told was a bit sensitive, that one of her friends had almost died was not a good one. “-somepony that was sick just like him.”

“Really? Oh my…” A small, but noticeable, smile developed on Fluttershy’s lips. “We’re going to get you help, Discord. You’ll be okay.” The taste of rich brown sugar suddenly overwhelmed the revolting emotion that had been assaulting her. Oh it was so...sweet and tasty.

Elytra had to stop her mouth from watering.

“Yippeeeee.” Discord raised his lion paw in the air and pointed a single digit to the ceiling and gave it a spin. “I can’t wait to have the entire Rainbow Power Squad see me like this...ugh. I can hear them all laughing already…”

“How are we going to get him back?” Fluttershy asked as she ran her hoof along the trickster’s chest. “He can’t fly and I don’t think either of us are big enough…” Elytra could change into something big enough and still fly, but she decided to hold off for a while longer.

“Before we head back, can I get your help with something?” Elytra figured she could kill two birds with one stone and make sure nopony else had to come back out here. Fluttershy looked at the changeling and tilted her head to the side inquisitively. “I came out here to make sure the Everfree Forest was clear so Rainbow Dash could come get the Elements of Harmony. Would you be willing to help me cut out the middleware and get them so she doesn’t have to?”

“The Everfree is-wait, why do they need the Elements?” Fluttershy didn’t know about what was happening outside. She had been gone since the start and hadn’t encountered any of those things...or Twilight. Oh, how would she explain that?

“Things aren’t...great out there.” Elytra was going to be as delicate as possible and try not to mention any death or monsters to the timid pony standing beside her. “Your friends think the Elements can fix it and they need them soon.”

“I-I guess…” The pegasus looked back to her friend on the couch, her eyes and the air around her full of worry. “Will he be okay here alone? I don’t want to leave him…” That was a valid concern. If any unicorn came along and found the cottage somehow, Discord wouldn’t stand much of a chance in his current state.

“We can bring him along?” Elytra focused all of her energy into her horn, the energy deep down in the center of her carapace burning up as she transformed. She picked a griffon she had spotted in Fillydelphia at some point, a big bulky bird that had gray fur on his back half and the coloration of a raven on his front half. It would be more than enough to carry Discord and maybe even Fluttershy if it was needed. “It’ll be quick.” Elytra’s voice was deep and gruff now, like she had swallowed gravel.

“O-okay but what about the things in the forest…?” Fluttershy was scared again, the transformation had nearly sent the poor pegasus into a panic attack. “Th-there are manticores a-and timberwolves and o-other things.”

“Unlikely.” Discord chuckled. “If I’m in this bad of shape, I can’t imagine those things are faring much better. Creatures made from magic, they’re held together by it.” The implication that the Everfree Forest was clear of danger because of this was...worrying. It was for someone smarter than Elytra to dissect.

“Well, there’s no way to know unless we see.” Elytra grumbled out as she took Discord and slung the god onto her back. The back quarter of his body was hanging off of her, but he would stay for now. “But don’t worry, I’ll keep you safe.” Elytra smiled at Fluttershy but it seemed that this form didn’t have that winning smile she wanted, because the pegasus cowered a little.

“Be gentle!” Discord grumbled as he did his best to get comfortable. “I pay for first class, I demand at least some peanuts and a movie…” She admired his spirit despite his condition, at least. Though having something she had been told to fear for her entire life on her back was a bit...odd to say the least.

Elytra and Fluttershy left the cottage and took to the air. The disguised changeling deferred the lead to the pegasus, as the pony had a much clearer idea of where the Tree of Harmony was inside of the forest.

Sure enough, just as Discord had predicted, there was nothing in the forest. No growls of wild animals, no creatures skittering in the dark, and no living trees. Fluttershy tried to ask questions about exactly what had happened, but Elytra had just told her that her friends would explain everything. It wasn’t worth it to upset the pony so far away from the castle.

The trio came to a deep gorge that scarred the massive and dead forest, on the other side was a decrepit castle that looked like it was days from falling to complete ruin. Stones littered the ground, shattered stained glass was bathed by the hot sun above and the shadow it cast fell right over the crack in the earth.

Instead of going into the castle, which looked like a place that something called ‘Tree of Harmony’ would reside, they headed down into the gorge. Elytra started to taste that fear again, it was slight but was quickly overpowered with something she couldn’t quite place. It tasted like an aged piece of hickory being burned. Determination?

When they finally reached the bottom, Fluttershy went into a cave whose entrance was hidden among some fallen rocks and dead tree trunks. What was inside filled Elytra with wonder and hope.

It was a structure about twice as tall as she was now. It was made of pure shining crystal that illuminated the cave in a soft and gentle light. It was fashioned to look like a tree, a central trunk decorated with a sun and moon near the base and a six pointed star with a purple gem in the same shape in the center. From the star sprouted eleven branches, six of them ending in brightly colored gems that looked like the cutie marks of the ponies in the castle and Fluttershy.

“S-so a pegasus, a being of chaos and a bug walk into one of the most sacred places in Equestria…” Discord stopped to take a deep breath in groan. “Y’know what, I got nothing. I just know I hate this place…” He mumbled something else after, something about his ‘beautiful plunderseeds’ and ‘two royal pains’, but it was lost on the air.

“So how do we get them down? Do we just...grab them?” Elytra cocked her temporary bird head and looked at the gems embedded in pure crystal. “Applejack said it would reject anypony that wasn’t one of the Elements.” She was still slightly entranced by the tree. Somehow, despite everything going on outside, it looked just as magical as she assumed it had always been. Even she could feel the magic coming off of it, and her horn wasn’t designed to work like that.

“Um..hi...Tree.” Fluttershy approached the structure and placed a hoof on the trunk. “I-I know it’s usually Twilight who comes to get you, but it’s me this time…” Her wings twitched against her sides as the nerves crept into her voice again. “I think the world is in a lot of trouble, and we could really use the Elements of Harmony right now...if you could just..please let me have them. I would really appreciate it.”

The tree shuddered and shook, causing the pegasus to yelp and jump back. Three sets of eyes watched as the light the tree emitted became blinding light. Then, one by one, each of the stones that were set in the branches began to come loose. As they floated to the ground, golden jewelry began to form around them, all necklaces. When only the star in the center was left, it shook before falling out with a dull thud into the dirt below. It took a few seconds, but a golden crown formed around it.

“That was...easy.” Elytra remarked as Fluttershy went around and picked up each of the Elements. She put the necklace with the pink butterfly gem on and carried the rest in her hooves as she started to fly again. “I’m actually surprised.”

“Don’t...jinx it, bug.” Discord warned.

“L-let’s just go to the castle....I really don’t like being out here.” Elytra could only agree with the pony as the two took to the sky again. If Sunburst was right about how long it would take Twilight to get back, they could easily make it back to the castle without incident. Even encumbered they both could fly high above the threat on the ground. She would still have to avoid answering any questions, though. It wouldn’t feel good, but it wasn’t her job to explain things. That was up to her friends when they got back to the castle.

She felt good, a warm feeling spread from her heart and over her entire body. It was nice to have at least one thing work out in their favor without incident for once.

Author's Note

I somehow revised the last chapter and wrote this one. I don't know how.

But yay! Everything is going well. That's good, right?

Right?

Reunited

Elytra soared above Ponyville, still in her griffon form with Discord on her back. Fluttershy was flying beside her, big worried eyes looking down at the town below. They had passed over the hole by town hall, which had only drawn more questions out of the pegasus. Elytra had avoided them all and just told her that those unicorns below were dangerous.

The internal battery of the shapeshifter was running dangerously close to empty. Staying in a form much bigger than her normal one while carrying another fully-grown being was a drain on her magic, and she could only hope that she could make it back to the castle before she had to change back.

“A-and what happened to Canterlot?” Fluttershy’s gaze turned to the mountain in the distance, three shapes now circling around its peak. “Are those…?” Elytra was drawn to look towards the glassed capital city as the pegasus’ voice trailed off.

There were only three alicorns around Canterlot. That meant Twilight had left…and was headed back here. That made Elytra’s mind race and her wings beat faster as she propelled herself towards the safe confines of the castle.

“We need to get back, now!” The two doubled their speed, thankfully without any more questions from Fluttershy. Seeing the changeling scared had sent the little pony’s own fear into overdrive. Just like before, the unicorns below didn’t bother them at all. The monsters were too busy digging their hole to even look up at the trio making a beeline for Twilight’s home.

Elytra’s talons and paws hit the stairs with a mighty thud. She raced up the steps and slid Discord off of her back at the top, her disguise dropping in a flash of green fire. One of her hooves banged on the door as the urgency of what was happening fully caught up with her.

They were already running out of time.

“Yeah yeah, is it safe?” Rainbow Dash was the one to open up the door, her wings already flared and ready for takeoff. “Did...you…” Her eyes focused on the pegasus that landed behind Elytra. “F-Fluttershy?”

“Yes and me!” Discord raised his voice and his lion paw. “Can we please come in?” Rainbow’s eyes drifted to the draconequus and only grew wider. The Wonderbolt was frozen in shock as she kept looking between the two new arrivals. “No no-” Discord groaned and slumped against the ground. “-take your time, please. I’m just dying slowly and painfully.”

Both Elytra and Fluttershy propped Discord up and helped him into the castle. When they were finally inside, Rainbow decided to move again. She quickly scooped up Fluttershy into a tight hug, which elicited a squeak from the smaller pegasus and caused the Elements to clatter to the floor. No words were said, just a tight hug and a few small tears were shared.

“Discord? Fluttershy?!” Applejack was the next pony to enter the room, Pinkie right behind her. The two mares rushed over to their friend and joined Rainbow in hugging Fluttershy, leaving Elytra to just look at Discord.

“Don’t...even think about hugging me…” The wielder of chaos warned the changeling. “I will turn you into a termite…” She wasn’t sure if he could do that at the moment, and she wasn’t going to hug him anyway, but she didn’t want to test his limits.

“Did I hear that right?” The final member of the Elements of Harmony appeared at the top of the stairs. Her bright sapphire eyes sparkled as she saw Fluttershy. “Oh my Celestia! I did! Fluttershy!” Soon enough, they all were surrounding the pegasus and crying happy, relieved tears.

Elytra held back from relishing in the mix of warm and sweet emotions that emanated from the pony pile. She was doing her best to drink them in without overindulging, after all she needed to remember that feeding was not the reason she did this. She did it because it was the right thing to do.

“Wh-where have you been?” Rainbow wiped away her tears and gave Fluttershy another squeeze. “I went to your house and it was gone! I-I thought…” She looked to the ground, then put her hoof on the ground with some force. “But you’re not! You’re here and we can fix this!” Determination flooded the room from all five of the ponies. It was far more than filling, it was contagious.

“Fix...what exactly…?” Fluttershy asked quietly as she looked around. “The...um...changeling. I don’t think I know her name, actually...she never explained what’s going on.”

“Oh. I’m Elytra...sorry. I forgot to say my name.” She chuckled nervously and then cleared her throat. “Anyway, yeah. Hi. We also got the Elements so you don’t have to.” She pointed a hoof to the pile of jewelry on the floor. “I figured since I had one of you with me, it was a good idea.” She received mixed gratitudes from most of the mares, and a long stare from Applejack.

“The unicorns have gone craaaazy!” Pinkie exclaimed, throwing her hooves into the air. “There’s a bunch of bad juju in the air and it’s turned them into monsters! Twilight and the other princesses too!” The quizzical look from the pony in the middle of the huddle received nods from her friends.

“She’s not entirely wrong, darling.” Rarity spoke up with a deep sight. “Though-” The mood in the room took a nosedive in an instant, before the next words were even said. “-there have been...some, well, a lot of losses.”

“Losses?” Fluttershy’s expression darkened as the words’ full meaning hit her. “O-oh…I-I didn’t realize…” The pegasus started to shake as the thought of all of the ponies outside who hadn’t made it. Ponyville was full of unicorns, and they were hurting other ponies. It only took a few moments to put two and two together. “H-how many are in here?”

“About fifteen of us, Ah think.” Applejack closed one eye and did some quick math in her head. “Yeah. Us, Spike, Miss Cheerilee, the Crusaders, the mayor, Bon Bon, Diamond Tiara, Rumble, Sunburst and her.” The last word was spit from AJ’s mouth like it was pure poison. “We had...others, but…”

“Oh. I’m sorry.” Fluttershy seemed to disappear behind her mane as she coped with the situation. “Y-you said we could fix it, right?” There were murmurs from the group, but none of them were overly confident on the topic.

“What, couldn’t fix it yourselves for once?” Discord slowly got to his feet, some of his color already returning as he spoke. “Not working with a full hand is a bit of a handicap? Well congratulations, you’re still short your ace.” He was full of snark and bile as he spoke. “I got out of Dodge for a reason; I smelled this on the air and got Fluttershy out of this mess before she got hurt. I figured once I had the ability to come back, it was safe.” He crossed his arms and rolled his eyes. “I didn’t know I was walking into a prison with poisonous air!”

“What do you mean ‘once you had the ability’?” A new voice entered the fray, it was Sunburst from the entrance to the dining hall. He walked into the room, his eyes never leaving Discord.

“Have you been outside, four eyes? The magic out there is as thick as tar.” Discord scoffed and jerked a thumb at the stallion. “Can you believe this guy? You would think he would understand considering his...size problem.” The draconequus slinked over to Subburst and flicked the cracked stump of a horn that jutted from the pony’s head. “Don’t worry, sport. It’s not all about size, it’s how you use it.”

“Go away!” Sunburst swatted at the former villain and shot him a glare. “I mean, you should be able to get through it. You’re the god of chaos. The state of magic in this world should have no effect on you.”

“Oh how sweet, he thinks I’m the god of chaos.” Discord chuckled and grinned at the stallion, his one long fang glistening in the light of the castle. “I’m the embodiment, the avatar, but not the god. As for why I couldn’t, our magic is two sides of the same coin. Order and chaos. What’s outside is neither, it’s why it changes ponies like you and why I can’t change it. Keep up, hmm?”

“So...you didn’t cause this?” Applejack asked. The five ponies that had been grouped together were finally disentangled from one another and had been watching Sunburst and Discord argue. “This ain’t your fault, then.”

“Applejack, I’m disappointed.” There was legitimate hurt in Discord’s voice. Elytra couldn’t taste it, she couldn’t taste any emotion from him, but she could hear it. How genuine it was, well that was up for debate. “I’m all for a good joke every now and again, a little transformation or change in one's habits forcefully, but death? Killing? Come now, that is so two millennia ago.”

“Wait, you’re already feeling better?” Elytra realized Discord was talking and walking around. On her back he had made the occasional snarky comment, but he hadn’t been this lively. There was the worry that he had been faking it, but she really hoped that wasn’t the case.

“Hmm? Oh, yes.” Discord shrugged and walked over to Elytra, resting his claw on her head. “It seems this castle does wonders for such conditions, lucky me. I bet in no time I’ll be back to my usual fun-loving self.” That was a very sobering thought, Discord cooped up in a castle with his abilities. “Also, I would like to...thank you.” That drew a few shocked gasps from the gathered peanut gallery. “For saving Fluttershy, of course. I would’ve been fine out there alone, but poor poor Fluttershy would’ve been defenseless. So...thank you.”

That was the closest thing she was going to get to an apology, and she was pretty okay with that. From everything she had been told about Discord in the hive, he was usually cruel and vindictive. If she had managed to do anything to get on his good side, she’d take it.

“Oh!” Elytra had completely forgotten all of the chaos of Fluttershy’s reunion with all of her friends. They had something very important they needed to deal with, something headed this way. “Twilight wasn’t with the other alicorns over Canterlot. She might be headed this way.”

Once again, everypony was gathered in the dining hall. After the initial shock of seeing Fluttershy and Discord, they had all settled down and exchanged pleasantries and well-wishes. It was sweet, but they needed to get down to business.

“Okay!” Sunburst was at the head of the table again, this time with some actual confidence. He didn’t have the time to dawdle and try to drum up self-esteem anymore, he had to get everypony organized. “Twilight is on her way. Elytra reported it, I confirmed it on the balcony. We don’t have much time to lose.”

“So what is your plan? Discord drummed his fingers on the table as he stared at the syringe that sat before Sunburst. He quickly slithered over and reached a claw out to grab it. “And what is-Aaaah!” The tips of the draconequus’ fingers were within an inch or two of the glowing blue liquid when they started to turn to stone. Quickly, Discord retracted his hand and glared at the little syringe. “Well isn’t that devious.” He looked at Sunburst and narrowed his eyes. “And where did you manage to get liquified, concentrated Harmony, four eyes?”

“I’m sorry?” Sunburst pushed his glasses up with a hoof and re-examined the syringe. “This is...mana...from…” It all clicked at once for the stallion. Rainbow had said the quote on the rock was something Twilight had said to Nightmare Moon. That was when they first discovered the Elements. The castle had come from the Tree of Harmony. The Tree must’ve created the mana pool below the castle to grow it and power the map...so that wasn’t just mana. “It’s fortified with Harmony, that’s why it’s not the right color.”

Sunburst shook his head to sort his thoughts out. The answer to that question had provided some much needed clarity and backing for his theories, and only bolstered his resolve. One of these solutions would work and they would have Twilight back by morning. He was sure of it now. If the Elements of Harmony didn’t work, his way would.

“Twilight will be here in a matter of hours.” Sunburst reasserted to the group assembled before him. “When she gets here, we’re going to ambush her.” There were worried looks from almost everypony at the table. He could understand, but they had to push past those right now. “We’re going to lure her close to the castle, right by the houses outside.”

“Who’s the bait?” Applejack stood up and asked. “No offense, but Ah don’t feel like riskin’ nopony else. There’s no tellin’ if Twilight will just blast whoever we put out there before gettin’ close.”

“That’s going to be Rarity.” Sunburst had put a lot of thought into this while Elytra was away retrieving Fluttershy and the Elements. It was the only option that didn’t result in immediate death the more he thought about it.

“Excuse me?” Rarity asked, a hoof to her chest. Her eyes darted around to her friends. “I do not know if you’ve forgotten but I am a unicorn, darling. Sending me out there will only result in one more monster being added to their ranks.”

“Even if it didn’t-” Dash interjected, flying slightly above her chair and furrowing her brow. “-what’s to say that Twilight wouldn’t just blast her on the spot?” A chorus of agreement came from the rest of the room, including Discord.

“There is no guarantee.” Sunburst stated flatly. “We know that when she’s seen you and when she’s seen Applejack she’s attacked on sight. We know, from Sweetie Belle, that something is telling the unicorns to attack earth ponies and pegasi only. We have no idea how they would react to an uninfected unicorn with an intact horn.”

Sunburst needed to add that last part, because he had seen how the monsters in the Empire had reacted to him. They had been just as vicious as they were to the other races. A silent prayer was sent up to the sky from the stallion that nopony would press him on that last little detail.

He reached down and grabbed a small metal ring in his teeth and then put it on the table. “Which is where this comes in. We put the inhibitor ring on Rarity to prevent the transformation and she lures Twilight in. We all hide in the houses and jump her when she gets close.”

“I-I don’t know…” Rarity was worried, sweat was already starting to dapple her brow and her tail twitched nervously. He felt bad for putting the mare in this position, but he had no other choice. An uninfected unicorn with a horn was the only unknown quantity, and it was their only avenue to take.

“Rarity, this is it.” Applejack took a deep breath and let it go in a long sigh as she spoke. “This is the last play we can make. Either we get Twilight back or...or we’re done for. Ah don’t like to admit it, but those are the facts.” The earth pony stood and looked up to the ceiling. “We get Twi back, she can probably set the sun and she can help us figure this out. Y’know her, she’ll use that big ol’ noggin of hers to figure somethin’ out.”

“Yeah and it’s not going to be just you out there!” Pinkie added in as she jumped out of her chair. “We’ll be there for you all the way! We have the Elements of Harmony and we’ll all be together again! Just like old times!”

“Yeah!” Dash pumped her hoof in the air and smiled, all of the cockiness in the world at her back. “We’re going to slap that crown on Twilight and turn her right back to normal! Then we’ll all kick this thing’s butt together!” Even Fluttershy nodded in agreement with the other pegasus.

“I suppose you’re right.” Rarity furrowed her brow and nodded at her compatriots. “You’ll get me out of trouble if she does attack, right?” There was something infectious about the confidence of the Element Bearers. It seemed to spread through the room and fill the hearts of every pony present.

“You know it!” Dash responded. “If she tries any funny business, I’ll get you out of there in a flash.” Bonds forged over years were visible between the mares. There was trust in those bonds, chains of iron forged in the hottest fires of tartarus.

“Good.” Sunburst couldn’t help but grin. “Let’s get down to business.”

Author's Note

Short little chapter today.

Tomorrow's is gonna be a big one.

Best Laid Plans

Cheerilee took a deep breath, the musty hot air of the long-abandoned home filling her lungs. It smelled of rotting food and death, the heat only intensified both of those scents. Elytra, Pinkie, Rainbow Dash, and Sunburst were all in this house, crowded near the doors and windows watching the street and the mare that stood in the middle of it.

In the house across the way were the rest of the adults; Applejack, Fluttershy, Bon Bon, and Meriwether. They watched Rarity just as intensely and occasionally looked to the sky to see if Twilight was near.

Discord had insisted on coming along, but he was rebutted quickly. If he couldn’t use his magic out here, then he wasn’t much help. While he might not have been the ideal choice for a foalsitter with Spike, it was all they had. They needed everypony else.

“Does everypony remember their job?” Sunburst asked as he adjusted his glasses. He received nods in response. “We’re going over them again. Cheerilee, what’s yours?” Since he had laid out the plan he had drilled them over and over again about it, this was the fifth time Cheerilee had to recite her part.

“Take the rope-” She picked up the rope that sat at her hooves. They only had about forty feet of it left and she had fifteen feet of it, as did Bon Bon. Meriwether had the last ten. “-run under Twilight, toss the rope over her back, then take Bon Bon’s rope and run back under. Tie her wings down and do what I can to help keep her down.” She had memorized it completely, but that didn’t make the thought of carrying any of it out any more calming.

“Elytra?” Sunburst looked to the changeling.

“Shapeshift into something big-” Elytra was staring out of the window as her wings hummed softly beneath her shell. She had one hoof on a glowing green orb, one of the ‘Hearts’ she kept around. It was recharging her slowly, she had told Cheerilee; she was feeding off of it to make sure she could carry out her task. “-hit her legs to get her down on the ground and then provide a lookout. If the Elements don’t work-” Elytra picked up a glowing blue syringe in her magic and gave it a little shake. “-jab her.”

Sunburst had given the syringe, much to the chagrin of multiple ponies in the group, to the changeling. It was mostly due to the fact that Elytra wouldn’t have to be close to Twilight to actually use it. Any security and safety that they could insure was for the best, even if some ponies didn’t trust her.

“Rainbow and Pinkie?”

“Wait until Mayor Mare ties her mouth closed and you put the crown on her and then work our magic!” Rainbow’s determination hadn’t faded even a little since the plan had been set. Her wings twitched on her back in nervous anticipation of confrontation. It was a sign that let everypony know that she was ready for anything.

“Right…” Sunburst sighed and shook his head. There was more to their side of the plan, mainly what they did if the Elements didn’t work. Rainbow Dash refused to acknowledge that possibility and that part of the plan as a whole. “Just remember, if Rarity is in trouble, speed out to save her.”

“Yeah yeah, I know.” Rainbow rolled her eyes and scoffed at the stallion. “Like I would let my friend get hurt. Dream on.”

“I wait until Twilight is down and get the crown on her.” Sunburst was more focused than he had ever been. His knees shook and knocked together and he had his jaw clenched, but he was ready. Cheerilee could see it in his eyes. “Just remember: stay out of her line of fire. The last thing you want is for her to use that horn on you.”

They waited silently, just watching the sky for any sign of the alicorn. The heat had already made sure everypony was drenched in their own sweat before the fight even began. That’s what she would ask Twilight to do first, before even thinking about how to fix this mess: lower the sun. Then, at the very least, they could go out without getting dehydrated within ten minutes.

“You ready?” Elytra nudged Cheerilee with a leg and whispered. “Because I’m not.” The sound of wings buzzing beneath hard chitin seemed to intensify as the changeling spoke. One of these days Cheerilee would have to talk with her about that obvious tell, but that could wait for later.

“This is going to be the scariest thing I’ve ever done…” The mare had to steady her breathing as she thought about her part of the plan yet again. “At least when I had to deal with Trixie it wasn’t expected. I think knowing that I have to face Twilight is making it worse.” There was a beat where neither of them spoke. “What about you? Are you full yet?”

Despite her misgivings about Elytra, Cheerilee couldn’t help but care about the resident changeling. There was that yearning deep down to learn, to improve, that just attracted the mare. It was the heart of a teacher looking at a new student and being pulled in by something more as well. There was a kind heart in there, one that only wanted to be better than it once was.

“Getting there.” The Heart rolled around a bit under a chitinous hoof. “I should have enough to do my job. I just can’t wait to get back inside and recharge fully, because that flight with Discord wasn’t easy.” Elytra looked tired. Her body language and her eyes all read like those of a pony who had pushed too hard too fast. It was about eleven o’clock at night, not that you could tell, and nopony had even thought of sleeping yet.

“Here she comes,” Sunburst hissed as a great shadow passed over the street and Rarity. “Back back back.” He kept his voice low as he hurried the mares deeper into the house. They all crouched behind an overturned couch on the other side of the living room, careful about even breathing too loud in case Twilight could hear it. Dash was on the end, her eyes focused on the open door in case she had to act and save Rarity.

Everypony was deathly still as the shadow stopped overhead, great wings kicking up the dust in the road and whipping Rarity’s mane and tail into a frenzy. Cheerilee was barely peeking over the top of the couch, her hooves holding onto the rope like her life depended on it, as she watched the unicorn shake and look up at the descending monster.

Twilight landed, her hooves sending a mighty tremor through the ground and shaking the windows of the house. From the window Cheerilee could just make out Rarity looking at Twilight’s chest. Slowly, that twisted and monstrous face leaned down.

“H-hello Twilight.” Rarity’s voice was muffled, but the fear was audible and visceral in the words. “I-it has been a while, darling. I w-was hoping we could talk, like old times.” The attempt to reach the pony inside of the monster was admirable, but it had no effect.

Beady purple eyes stared at the Element of Generosity. That viscous black drool poured from her mouth and formed puddles in the dirt as her lips pulled back to reveal the sharpened teeth of a predator. Twilight’s nostrils flared as she sniffed the pony in the street, searching for something. A long dark purple tongue fell from the alicorn’s mouth and she leaned forward, her jaws opening.

Dash disappeared in a polychromatic flash, leaving a rainbow trail and a strong wind behind her. Just as Twilight’s mouth would’ve encompassed Rarity’s head, the unicorn was picked up and carried away into the air.

“GO!” Sunburst screamed.

Twilight turned her head to the noise. Those eyes flashed as she lowered her head and pointed her horn straight at the doorway. The group inside was already bolting towards it and couldn’t stop. Thankfully they were saved by a pair of orange piston-like hooves hitting Twilight’s jaw with a thunderous crack. The alicorn stumbled from the hit and leaned against the house that Cheerilee was in.

Pinkie Pie was the first out of the door, avoiding Twilight’s face and racing off to join her friends. Elytra was next and she took up her position at the monster’s rear. Next was herself, rope held in her mouth and a mix of determination and fear filling her heart and mind.

Cheerilee ran under Twilight, needing to duck as the alicorn was still staggered from the kick to the face from Applejack. She passed Bon Bon while going under the beast and got to the other side less than a second after the younger earth pony had reached her destination. Both mares tossed their ropes over Twilight’s back in time and caught the other’s. With a nod they both ran back under Twilight as quickly as they could, the ends of the ropes in their mouths, and tied them together to pin the princess’ wings down.

That had all taken less than a minute, which was all it took for Twilight to recover. She raised her head to let out a howl, but only let out a confused yelp instead when something hit her hind legs. Elytra had changed into a Kodiak bear-a slightly aqua colored Kodiak bear-but one nonetheless.

The shapeshifted changeling stood on her hind legs, towering almost ten feet tall, and slammed into Twilight’s legs again. Elytra’s massive paws hit the right spot, and then hit it again for good measure. Twilight fell hard as her legs caved from the force of the blows, her head hitting the ground and all four of her limbs crumpling beneath her. The feral alicorn attempted to get up, but both Cheerilee and Bon Bon slammed into her stomach as hard as they could, knocking the wind out of her and keeping her on the ground.

Elytra shifted back into her normal form and took to the skies. Her dark pink eyes focused on streets coming from town hall. If any of those things came this way, she would let everypony know and then they would have to work downtime.

Meriwether was busy looping the rope around Twilight’s muzzle as the alicorn attempted to snap at her. Sunburst was helping as well and soon enough the beast’s maw was shut and kept that way.

Twilight thrashed about, her legs kicking and her head swinging around wildly as her horn let loose bolts of magic wherever it was pointed. When she attempted to get up, Cheerilee and Bon Bon would hit her again to keep her down. It was difficult to keep out of the reach of her legs but it wasn’t impossible, as long as they timed it right they could keep her on the ground reliably.

All five of Twilight’s friends stood at the end of the street in front of the castle. They all looked on, terrified of the thing their friend had become. The pony they had spent years with, the pony they had defeated countless villains beside, and the pony who they had helped ascend to alicornhood was nothing more than a violent and thrashing beast now.

They were about to change that.

Sunburst held the tiara inlaid with the Element of Magic in his hooves as if it was made of glass. The stallion steeled his resolve and stepped towards Twilight, ducking more than a few times to avoid lances of pure energy that erupted from the two foot long spear coming from the rat’s nest of a mane.

“Please Twilight...I know you’re in there,” the Crystaller mumbled and closed his eyes as he put a hoof on her neck. “Please let this work…” He placed the crown on the alicorn’s head and stepped back. It was too small for her head now, barely staying in place as she thrashed about.

It took a few seconds, but the thrashing stopped. Twilight’s horn stopped firing off magic and the beast settled. Her breaths became even instead of frantic and her eyes focused on the five ponies in front of her.

“I-is it workin’?” Applejack asked softly. “Twilight, are you in there?” The other Elements started to walk forward slowly. “We need you somethin’ fierce right about now. So if this could work and you could come back to us…”

“Please, Twilight,” Fluttershy pleaded with the downed monster.

“Twilight.” Sunburst stepped forward again and reached out to place a hoof on her muzzle. “Listen, I-I don’t know if I can figure this out alone. Somehow I’ve gotten us this far, but we need you.” He looked back to the other Elements and then to the castle in the distance. “They need you, Flurry Heart needs you too. She needs her family, not me.” He closed his eyes and sighed deeply into the hot summer air.

“Is it working?” Rarity cocked her head to the side as she spoke. “She’s not...well she’s not moving about but she’s not changing and I don’t feel the Elements doing anything.” The other Bearers chimed in with similar thoughts.

Twilight’s head jerked.

The sharpened horn of the alicorn pierced the stallion’s chest and jutted from his back, the tip now drenched in crimson lifeblood. Sunburst’s mouth hung agape as he looked down at Twilight, fear and pain saturating his expression. He was lifted off of the ground as Twilight raised her chin from the dirt. With a shake of her head the lifeless body of the scholarly unicorn was tossed to the side as his glasses shattered on the ground.

“Elytra, the syr-” Before she could finish calling for the bottled up mana to be injected, a massive purple hoof impacted Bon Bon’s chest and sent her crashing through the window of the house Cheerilee had been waiting in earlier. The schoolmare turned to look back at the house, only seeing what looked to be the earth pony lodged very firmly in a wall.

Cheerilee barely dove out of the way of another flailing hoof. She hit the ground as Twilight slowly stood up, her nostrils flaring and horn charging up. Everypony watched on, sheer terror overcoming them as the monster that haunted their every moment rose to her hooves.

The Element of Magic fell from her head and hit the ground, only for one of Twilight’s hooves to slam down on it. The purple star at the center of the tiara shattered beneath the powerful appendage. Small purple sparks emitted from the bits of crystal, but that was it.

“E-Elytra!” Cheerilee hollered out to the changeling again. It had taken two of their only hopes in the world to disappear in a matter of seconds to finally shake her out of the stupor she had been in. “The mana! Now!”

Twilight’s jaw snapped open and ripped the rope in pieces as she raised her head and let out a howl that shattered the stillness of the blue sky above. The beast turned its gaze to the five Element Bearers, her eyes filled with fury, and her horn began to glow.

The syringe full of bright blue liquid, surrounded in an eerie green glow, was suddenly plunged into Twilight’s neck. The plunger on the end was forced down and the pure harmonic mana was forced into the alicorn’s system.

The reaction was almost instant; the veins beneath her skin started to glow the same color as the injection, her legs crumpled beneath her once again and her whole body began to shake. Twilight fell onto her side as she began to spasm and let out howls and roars of pure pain.

“G-grab the ropes! We’re pullin’ her into the castle now!” Several eyes were still focused on the body of Sunburst as Applejack yelled at the group. Cheerilee was one of the few who reacted and met the farmer at Twilight’s barrel, Pinkie and Dash being the others.

“What about Sunburst and Bon Bon?” Meriwether shouted from the other side of the street, her eyes still locked on the stallion. The politician’s entire body shook and trembled. The massive howl that came from deeper in Ponyville only succeeded in making her shake more.

“We’ve got incoming!” Elytra landed on the ground and faced towards Town Hall. “Get her inside, I’ll do what I can to hold them off!” Cheerilee hated the sound of that...it sounded like they were going to lose three survivors on this mission.

“AH SAID GRAB THE ROPES AND PULL!” Applejack screamed at her friends, her pupils the size of pins. That finally did it and caused the other Bearers to leap into action and grab the two ropes that had bound Twilight’s wings to her sides.

The castle steps were a good two or three hundred feet away across open terrain. They tugged and pulled at the ropes, eventually getting the massive body of Twilight turned to a point where they could walk backwards and pull the alicorn in a straight line to the staircase.

Cheerilee looked up to see Elytra’s horn lit up and firing blasts down the street. The green bolts of acidic changeling magic were hitting houses and setting them ablaze as a way to delay the horde that they all knew was on its way.

Progress was slow under the hot sun, especially since Meriwether had run past them and was already at the door of the castle. Cheerilee would’ve grumbled, but she had no more energy to spend on the mayor. They had to get the still spasming and thrashing Twilight inside as soon as they could, and that demanded every last drop of effort.

Elytra shot a stream of magic at the ground and it erupted into a wall of solid green fire. The landscape of Ponyville beyond her was alight in green flames and the screams and howls of the feral unicorns echoed into the eternal sunshine.

The changeling turned and raced over to the group and Twilight, who had made it all but fifty feet in ten minutes. Her form changed into the bear again in a flash of light and she got on all fours and helped push them towards their destination. It made the work quicker, but not quick enough.

A bolt of energy came through the wall of fire and hit Elytra in the back. The changeling roared out in pain but continued to push. More and more magic poured through the wall and pockmarked the earth around them. It showered the group in dirt and debris as they continued their slow work.

Twilight had finally stopped moving, hopefully just passed out, and the weight became fully dead. It was another ten minutes of being showered in magic and dirt, another ten minutes of being grazed and covered in dust. Another ten minutes of constant maximum effort under the sun.

They had to stop, they couldn’t go any more. Twilight had only been moved about half of the distance to the castle, but it was all they could manage. Nopony had the strength anymore, it had all been used.

“W-we can’t do it, Applejack. We have to leave her.” Cheerilee’s entire body was covered with sweat. Every muscle in her body screamed and protested at her, they demanded her to stop and give up. “We just can’t.”

Nopony else was in any better shape, they all were beaten down and exhausted. Even the toned bodies of Rainbow and Applejack who were used to such strenuous physical activity. Even Elytra’s disguise faded and left only a tired and slightly scorched changeling before them. They all looked at Applejack.

“You’re right.” A bolt whizzed by AJ’s head and nearly grazed one of her ears. “A-alright, we leave her.” The look in AJ’s eyes was that of complete and abject defeat. For a pony that had been handed loss after loss out here, it finally looked like this might break the mare.

“No.” They all looked down at the monster they had been moving. Her size hadn’t changed much, but it had changed. Her features had softened and she looked up at them all with a blood soaked face. “P-please…I-I can’t go back…”

Twilight got to her hooves. She was still double their size and those vicious fangs still poked out from her mouth, but she was talking. Her legs shook and wobbled as she took a tentative step towards the castle. That was all it took to re-energize the ponies around her. The Element Bearers stabilized their rapidly shrinking friend and walked with her towards the castle.

Elytra’s wall of fire finally died down and the dam was broken. The horde of feral unicorns sprinted through the street and headed straight towards the group at a lightning pace. They let loose bolts of energy at targets they could now see.

The group started to run. The rapidly changing alicorn did her absolute best to keep up, but she slowed down the group too much. It made them too easy to hit.

One bolt hit Rainbow Dash in the back, right between the wings and sent the pegasus to the ground.

The next impacted Rarity and scorched her pristine white coat and left behind an angry blister that bubbled with pain.

Cheerilee felt one of her front hooves get knocked out from under her and she hit the dirt. She saw the fur on that hoof sizzle and burn away to expose the scorched skin beneath. It didn’t even hurt. She couldn’t feel it.

“C’mon, get up.” Elytra picked up the schoolmare in her magic and stood her upright. “We’re not dying here, not today.” The changeling’s shell was broken in several places, completely black in others. She had taken more than a few blasts in her bear form and somehow she still stood and even helped Cheerilee. “Not you, not now.” The pair hobbled after the group the best they could, but the horde caught up first.

Elytra stopped and screamed. The sound of chitin being cracked and crunched came from behind them, only to be followed by a wet and slimy ripping noise. Cheerilee looked back to see a pale purple unicorn with an amethyst and aqua mane carrying the bottom half of Elytra’s back left leg in her mouth. Green blood oozed from the stump.

They were going to die. Today. Now.

“STAY AWAY FROM MY FRIENDS!”

It was Twilight’s voice and it screamed louder than Cheerilee had ever heard. Waves of purple magic emanated from the alicorn, then everypony left in the group disappeared in a brilliant flash of light.

The next thing Cheerilee knew, she was in the main hall of the castle again. Her head spun and her vision swam as she collapsed to the cool crystal floor. Elytra fell right beside her, and screamed in pain as her wings buzzed helplessly.

“Discord! A-a towel or sheet or something!” Fluttershy descended onto the changeling and put pressure on the stump. “Y-you’ll be okay, Elytra. You’ll be okay.” Discord appeared beside them in a flash of light, a long bedsheet in his grasp. Fluttershy grabbed it with her wings and wrapped it as tight as she could above the severed limb, then tied it off.

Elytra passed out before the bleeding stopped.

Cheerilee stood and looked around. Her mind still hadn’t caught up to all that happened...she thought that they had all been teleported. The crying and screaming from around the room didn’t help.

Rainbow sat on the floor, Pinkie by her side. The pegasus’ wings were limp at her sides and she struggled to move them with tears running down her cheeks. The burn mark on her back from where she had been hit looked deep and bad.

Rarity bit her lip and shook as she looked over her ruined coat. Fur had been burned away and left only scarred and scorched flesh underneath all across her right side. She started to cry and wail, as both the pain and realization had hit her at the same time.

Twilight was curled up in the middle of the floor and she cried as the blue magic of the castle surged into her horn. The alicorn spasmed and shook, she couldn’t stop as the transformation completed itself and the bad magic was purged from her system completely.

“Was it worth it, Applejack?” Meriwether’s voice came from somewhere. Cheerilee had to spin to find the mare at the base of the stairs. “Was she worth it?” The mayor nodded towards Twilight in the middle of the room. “Was she worth two lives?”

“You better shut your mouth!” Applejack stormed over to the other mare and put a hoof inches away from the politician’s nose. “You turned tail and ran like the coward you are! Ah don’t wanna hear a word from you! Like usual, you left ponies to die!”

“You saw what happened! We stood no chance!” Meriwether laughed in the face of the distraught and angry farmpony. “She was toying with us, Applejack! She waited until we let our guard down and killed Sunburst and Bon Bon! You only got out because she finally decided to do something.” The mayor jabbed a hoof at Twilight. “And what did it cost? Two lives and all of this carnage.”

Applejack’s hoof connected with the side of Meriwether’s face. The elder statespony fell to the ground, unconscious before she hit the floor. Applejack huffed and shook with pure rage as she looked down at the other mare.

“Th-this was our only chance.” Applejack didn’t sound convinced and the words rang hollow. She turned, went over to Twilight and knelt. A hoof reached out and rested on the alicorn’s shoulder. “Twilight…”

“I-I’m so sorry, Applejack. I’m so sorry. I’m so sorry.” Twilight Sparkle managed to get out between heavy sobs. She finally looked up at one of her oldest friends. Her face and mane were still soaked with a mix of sweat, tears, and Sunburst’s blood. “I-I never...meant…”

“Twilight you need to tell us what happened. What caused this?”

Author's Note

Pain. Agony even.

Genesis

Somewhere in the Frozen North, over a month ago

Twilight Sparkle sat in the corner booth of a dimly lit room, a steaming mug sitting before her. On the opposite wall was a roaring fireplace that filled the space with the rich smell of burning cedar and provided a haven from the cold and dark outside.

A blizzard had been raging for hours now. Long ago it had covered the train tracks that led away from the combination train station and inn, leaving anypony still in the frozen tundra stranded for the time being. The lack of sunshine this far north wouldn’t help clear up travel either, so for now she would have to wait.

Twilight wouldn’t complain about a little more time away. After all, a little isolation never hurt anypony in the short term. The recharging of one’s social battery was just as important as quality time spent with friends, a lesson that the princess had learned a long time ago.

She picked up the mug on the table and took a long slow sip. Fresh hot cocoa washed over her tongue and down into her stomach, filling her entire body with warmth. A happy sigh escaped her lips as she placed her drink back down and picked up the book beside her instead.

Practiced and delicate magic flipped the book open to where she had left off. It was a tome she had picked up from Princess Celestia’s personal collection on her way out of Equestria and towards her destination, a book about orbital mechanics and the magical composition of the sun and moon. You know, a light read.

The sounds of two sets of hooves coming down the stairs in the opposite corner of the room caught Twilight’s ear. She had been told that there were two other ponies staying here by the innkeeper, but she hadn’t seen them yet and was curious about who else would be this far north.

The first pony down the stairs was a pegasus stallion, his once slate gray coat was marred with white patches around his muzzle and hooves. His mane was slicked back and was black as night save for the gray streaks around his muzzle. He wore a loose black jacket with patches stitched on the sleeves. The most interesting feature of the stallion was his front right leg and wing, both made of metal instead of flesh.

The mare was a young earth pony, probably around Twilight’s age, with a coat of deep and rich chestnut that shone in the firelight. Her mane was also jet black, but hung in loose curls around her shoulders. She had a baby blue scarf wrapped around her neck. Cold blue eyes stared out from behind a pair of thin glasses as they scanned the room. They eventually landed right on Twilight and the mare nudged her compatriot. Twilight waved at the pair with a smile as they made a beeline right for her table.

“Your Highness.” The stallion bowed to Twilight as he approached the table. She always hated when ponies did that, it meant they saw her as something more than she actually was. She had wings and a horn but she was still the same as them. The mare simply nodded at the alicorn.

“No, please, just Twilight.” She smiled brightly and motioned a hoof towards the opposite side of the booth. “Would you like to sit and talk for a while? I wouldn’t mind some company over my cocoa.” She raised her mug and took another sip.

“Of course, Princess.” The stallion scooched into the booth first, sitting against the window and shielding the mare with him from the cold radiating from the glass. The earth pony moved in after him and kept her icy gaze fixed on the alicorn.

One patch on the stallion’s jacket was a compass rose with wings coming from its sides and a horn jutting from the ‘N’ on the compass. That was an old logo from a defunct part of the Royal Guard, one she had only read about in books. He looked to be the right age to have been a part of it, then again things like that were collector’s items.

“So what are your names? I guess you already know who I am.” Twilight chuckled and quickly realized how conceited that sounded. The mug was once again encased in her aura and lifted to her mouth so she could drown her newfound nervousness.

“Intrepid.” The pegasus stallion brought his metal hoof up to his chest with a smile. The Princess of Friendship had gotten good at reading ponies, it was her job now, and she could tell that this Intrepid’s smile wasn’t entirely genuine. “This is Strata.” He motioned to the mare beside him.

“Wonderful to meet you both.” The wings at her sides fluttered and fluffed out to provide her with an extra layer from the cold. “I do have to ask, Intrepid, is that a genuine patch from Her Majesty’s Exploratory Force? All of the ones I’ve ever seen have been recreations or bought secondhoof.” She couldn’t tear her eyes away from the patch, the little piece of history, resting on the stallion’s jacket.

“Oh.” Intrepid blinked and looked down at his jacket. “I’m surprised somepony as young as you even knew what this old thing was.” The pegasus chuckled and tapped his metal hoof against the table as he spoke. “Yeah, I was in the Force. Retired when it got shuttered.” There was a lot of pain and history in those words, memories he no doubt didn’t want to explore. “Just like to wear that part of my heart on my sleeve, I guess.”

“Oh I’ve read all about it!” Twilight could feel the excitement rising in her chest as she spoke. “Spies, diplomats, cartographers and explorers all rolled into one! A.K Yearling says her Daring Do novels were inspired by the HMEF!” She couldn’t stop that giddiness from erupting in her voice. “It’s such an important and underrated part of recent Equestrian history!”

“Yes...it is, I suppose.” Intrepid looked away from the alicorn. There was almost a minute of silence, which allowed Twilight to collect herself. “So what are you doing so far up north, Princess Twilight? There’s not much up here for alicorn to preside over.”

“Oh, yes. I guess it is a bit odd.” Twilight chuckled and fished a small journal she kept around from her bag and set it on the table. “I was here to solve a friendship problem-” She opened the journal and flipped to the most recent entry.”-well not ‘here’ here. About forty miles north-west of here in a Yak village; two rival clans fighting over some old blood debt, the children loved each other, I got there in time before they did something silly and helped settle the old debt. Nothing special.” It was a pretty easy mission, all things considered. There was a lesson in there about kids not being an extension of their parents and letting them live their lives. Very inspirational and important.

“Fascinating.” Strata spoke for the first time, her voice flat and deadpan as her eyes rolled. “I suppose the blizzard has you delayed now?” Twilight nodded. “Intrepid says it will clear up in a few hours, if his reports from Cloudsdale are to be believed.”

“And what about you two? What are you doing out here?” It was a very odd pair to be this far from Equestria. Her curiosity was piqued and she wanted to know more. “Why would a father drag his daughter all the way up here with nothing around?”

“What?!” Both ponies exclaimed out loud as they looked at each other and then back at the alicorn. They looked at her with pure horror before Intrepid finally managed to speak. “N-No...no. I’m not her father.” Twilight opened her mouth but she was cut off by the stallion. “And not her...husband or anything either. We’re travelling partners.”

“I’m an archaeologist.” Strata elaborated. “He is my companion. His knowledge of older maps and general physical ability, despite his age, still comes in handy.” The rather cold and distant manner with which the mare spoke reminded her of Pinkie’s sister Maud, but even more disinterested.

“Thanks…” Intrepid sighed. “Anyway, we-” He was stopped by Strata leaning over and whispering in his ear. “-listen, she can help us. She’s Twilight Sparkle.” The pegasus whispered back to the archaeologist beside him. “Trust me, alright?” There was a grumble from the mare and she crossed her hooves. “We found something not too far from here but we hit a wall. Literally. If it’s not too much trouble, we could use some help.”

“Oooh.” Twilight’s eyes lit up and a smile sprang to life on her face. Her front hooves tapped excitedly on the table and her wings flared out at the thought of solving a new problem. “Yes Whatever it is, yes! I’ve always wanted to help with archaeology!” It was like she was a filly again!

“Hmm. Fine.” Strata rose from the booth and headed back upstairs. She was gone for a minute or two before returning with her own saddlebags, which were stuffed with papers and books. When the overloaded bags hit the table it took every ounce of self-control that Twilight had not to tear into the material inside. She could smell the textbooks and fresh ink in the air already.

Several books were unloaded and set on the table around Strata. All of them were ancient history texts, pre-Equestrian. Twilight had read one or two of them, but there were at least three she had only heard of. Then came the earth pony’s notes. Pages and pages of them written in ink that Twilight could tell wasn’t older than a day or two.

“What do you know of King Bullion, Princess Twilight?” Strata asked with one of her eyebrows raised. Her hooves worked quickly as she regarded the alicorn, opening books and finding the right notes.

“He was the father of Princess Platinum, the last true monarch of the unicorns since she was never made queen.” The simple facts were rattled off with practiced efficiency. She wanted to avoid getting too deep into Princess Platinum, because everypony knew that story. “The story is a little muddled because of how long ago it happened, but he either died or was killed, and Princess Platinum took over. Other than that, not much.” Pre-Equestrian pony history wasn’t her area of expertise except for the Hearth's Warming tale, it was just a mild curiosity.

“He was a tyrant and a fool.” Strata started moving pages over to Twilight for the princess to inspect. They were notes with detailed sketches of ruins and old glyphs, all painstakingly recreated with ink. “He was convinced that a war between the three tribes would break out at a moment’s notice and thought the unicorns would be the ones to lose due to pegasi militancy and earth pony strength. It drove him mad. Princess Platinum had him executed and locked his body away in a bunker he built called ‘The Vault’.”

Twilight skimmed over the pages as Strata spoke and soaked in every last drop of information like a sponge. Original old ponish had already been translated and dissected, all of it confirming what the mare was saying. They had even found something in Vanhoover, one of the oldest pony settlements in Equestria, with carvings of Bullion’s name with several unkind words attached to it.

“We found The Vault.” Intrepid finished for the mare beside him. “Not far from here, lodged in a mountain. At least, we’re pretty sure it’s The Vault.” Twilight looked between the two ponies across the table, her eyes as wide as dinner plates.

“I-If it is the vault…” Her mind raced and put together the pieces. “...that means you might’ve found the Homeland.” To say that the original home of the unicorns was the ultimate find would be an understatement. Everypony knew it was in the Frozen North, but nopony knew where. The elements and time had eroded all traces and knowledge of the location despite hundreds of years of searching. The castle of Princess Platinum would be the biggest archaeological discovery in the past three-hundred years. “Where?”

“It’s about an hour’s trek by hoof east of here.” Strata began to organize the material she had sprawled out across the surface as she spoke. “It’s in the base of a small mountain in a cave. We couldn’t get the door open before the blizzard started to come in and we had to come back.”

“Do you want to come with us when we head back, Your Highness?” Intrepid didn’t even have to ask. Twilight was nodding as soon as the first word came out of his mouth.

Twilight had taken a short nap before departing from the inn. She also made sure to let the innkeeper know to delay the train for another day and send a message to Ponyville so her friends knew she would be late. After that, she headed out with Intrepid and Strata across the tundra once the blizzard had died down enough.

They were all bundled up in the warmest clothes they had, double or triple layered, and not a single part of their bodies exposed to the harsh conditions. They said it was an hour’s journey, but the freshly fallen snow that reached their stomachs had made it much slower than that.

If there was one thing that the alicorn could always be thankful for, it was her magic. Routine spells to heat her and the two other ponies up made the trek a little more bearable, as it meant they weren’t completely freezing. It also helped to put a barrier in front of them if the wind started to whip up the fresh powder in their eyes.

Strata had claimed it was at the base of a small mountain, but it was more like a glorified hill. It sat alone in the middle of the vast snowy plains, a proper mountain range rising up into the sky in the distance. The stubby little thing was probably less than six-hundred feet tall and could be mistaken for a massive snow dune in the right conditions.

The cave was also an exaggeration, as the entrance had all but collapsed and left only a small crack barely big enough for a pony to get through. They each squeezed in, one by one, until they were in the cave proper. It was a space about twenty feet wide and some eight feet high and it trailed into the darkness beyond.

“Well…” Twilight focused and lit her horn up to provide a good source of light for the group. “At least we’re out of the snow for now.” She pulled down the covering she had over her muzzle and took a deep breath of the freezing air.

“Light this for me?” Intrepid held a torch in his metal wing and held it out to Twilight. She stuck her tongue out and focused on the pitch covered tip and set it ablaze. She never much cared for pyromancy and wasn’t practiced with it, but even she could conjure a spark. “Thanks.”

The trio made their way deeper into the cave in a group with Intrepid taking the lead. What started as a large enough cavern started to narrow as they went, and the floor started to slope as if they were descending.

It was a five minute walk in the cave, which should’ve been long enough to come out of the other side of the mountain, until they came to the end. The cave had turned into a tunnel that was barely big enough for the three ponies to stand side by side now, which at least helped the torch keep them warmer.

Before them at the end of the tunnel was a massive ten foot tall stone door. There were intricate characters and runes that carved out of the rock that bordered the gate, ones that Twilight couldn’t identify at a glance. The edifice of the door itself was graced with a highly angular depiction of a white unicorn reared up on its hind legs that stretched the entire height of the surface.

“I’m pretty sure that is King Bullion.” Strata muttered. “Everything we know led us here and this looks like a bunker. There’s no guarantee, but this is a safe guess.” The earth pony mare placed a hoof on the stone surface of the door. “I tried to open it, but it won’t budge and there’s no visible mechanism to open it.”

Twilight stood up on her hind legs and placed both of her front hooves on the door. While she wasn’t as strong as a natural earth pony yet, she still had increased strength from her ascension. The alicorn dug her rear hooves in and she put every last drop of strength she had into pushing the door open. After a solid thirty seconds of pure unrestrained effort, she gave up.

“Yeah, we tried that.” Intrepid chimed in and he moved the torch along the door. “No air flow, no way to move it. We don’t think these symbols translate to anything either, not that we can tell.” Strata nodded along with her compatriot’s words and moved over to get a closer look at the symbols.

“I don’t recognize them either.” Twilight’s voice was awash with curiosity and worry as she searched the runes. “They look like a mix between...alchemical symbols and old ponish.” She rubbed her chin and closed her eyes in thought. “Earth ponies, before the unicorns made them adopt old ponish, wrote in hieroglyphics that have their origins in alchemy.”

“A root language, maybe?” Strata offered as she sat down and retrieved a journal and a quill. “We don’t know much about language or ponies before the three tribes era. It’s possible this was the predecessor language and when the tribes split, so did the language.” The sweet sounds of academic theorizing was like music to the alicorn’s ears. It had been so long since she had been around another pony that could talk like this to her.

“That’s possible, but that will take a lot of time and effort to prove.” Twilight bit her lip and looked up at the unicorn carving on the door. There had to be some way to open it, who would have a door that couldn’t open?

“If he was a unicorn king, wouldn’t he make sure that something he called a Vault couldn’t be opened by the other tribes?” Both mares looked at Intrepid as the obvious answer fell from his mouth. “What?”

Twilight fired up her horn and cast a simple detection spell on the door. Why this hadn’t come to her sooner, she would never know, but at least somepony had thought of it. As soon as her magic touched the door, the horn of the stone unicorn lit up. It was made of pure crystal, covered by dust over time and only just exposed.

“It can’t be that simple, can it?” Twilight muttered as she focused a bolt of energy into her horn. She let it loose right at the crystal and watched. The crystal horn lit up, fully absorbing the magic blast, but nothing else happened. “No, of course not.”

The other two ponies didn’t bother her as she thought. Strata worked on inscribing the new language into her notes while Intrepid was happy enough to just sit back and wait. She wracked her brain to think of every single spell or enchantment that she would use on the door, and then tried them. Nothing seemed to work.

“It’s supposed to be a vault, correct?” Strata stood once more and asked, her icy blue eyes narrowed. Twilight nodded and followed her gaze. “Perhaps it’s a combination lock, like any safe or vault would have. Charge the crystal with the correct sequence of spells or energy and the door opens.”

“Do you have any idea how many spells there are?” Twilight scoffed. “Because I don’t! There are too many, and knowing when certain ones are created is almost impossible. Knowing what spells King Bullion knew is impossible.” Twilight couldn’t see into the minds of dead ponies, not yet at least. She would look into that with Starlight for future use. After all, the former villainess was an expert in mind and memory magic.

“If I remember right-” Intrepid stepped forward, his metal hoof clacking and clicking against the stone beneath. “-unicorns have three basic forms of magic, right? One of my old partners used to badger me into learning about this stuff. He said it would be useful someday...don’t think he meant this far in the future, though.”

“Mechanical. Focused Energy. Transformative.” Twilight rattled them off in a heartbeat. They weren’t just taught that in Princess Celestia’s School for Gifted Unicorns, it was drilled into them from day one. It was the basis for all magical teaching, it was… “It can’t be that simple.” She repeated yet again.

Twilight fired up her horn yet again and focused on the crystalline horn on the unicorn’s head. They were always drilled in that very specific order; mechanical, focused, transformative. That’s how everypony said it and that’s how it was written in every piece of text since magic had been studied. So that’s the order she performed them in.

First she pulled on the crystal with her magic and it glowed brightly in the dimly lit cave. Mechanical. Next she fired a blast of pure energy at it. Focused. Finally she thought about turning the closed door into an open one, shaping the magic in her horn to fit her wishes, and let it flow into the stone unicorn’s horn like a stream.

With a click and a deafening groan the door gave way. The grating sound of stone on stone echoed throughout the tunnel as the unicorn was split in half and both halves of the massive portal swung inwards. They both hit the walls that were behind them with a massive crash like the sound of thunder.

The magic combination must’ve activated long dormant spells, as several crystals set in sconces roared to life with a furiously bright light. All three ponies brought a hoof up to shield their eyes as the light died down enough to finally see again.

Inside the air was stale and was rife with the stench of decay and chemicals. It smelled like one of Twilight’s science experiments gone really really wrong. Besides that, it looked like a royal bedroom one might find in Canterlot today, with its extravagant white marble floors and walls with golden molding around the ceiling. There was a massive bed that dominated nearly a quarter of the room, and then several rows of bookcases that dominated the other side.

For once in her life, it wasn’t the bookcases that had Twilight’s attention. No, what had her eye was the plinth in the middle of the room. On it was a cylindrical glass container that was about three feet tall and filled with black liquid and at the top of the container was a thorny crown. It didn’t look like anything she had ever seen before in her entire life, and that made her curious.

‘Come and see.’

Her ears twitched and she spun around to find the source of the voice, but found nothing. Intrepid was already sitting on the bed and testing how comfortable it was, while Strata was over in the bookshelves. Nopony had said anything.

So she went over to the plinth and leaned in towards the jar, and she looked. Inside wasn’t just the strange black liquid, there was the bleached skull of a unicorn as well, staring right back at her. The alicorn yelped and staggered backwards.

“Something scare you, Princess?” Intrepid was by her side faster than she thought he was capable of. Twilight hadn’t even heard his metal hoof hit the ground. “Oh that is creepy…” The pegasus brought his flesh and blood front hoof up and tapped the glass, making the skull inside jiggle. “I forget how macabre these old time-y ponies were. Good thing they always feel the need to remind us.”

“Th-there’s some writing here.” Twilight caught her breath and stopped her heart from racing before she continued. “On the plinth.” She kneeled down and wiped the dust away from a little plaque that sat right beneath the container. It was in old ponish, something she could definitely translate. “For...when we need...might? No, strength.” It was more of an art rather than a science. “For when we need strength.”

“Weird.” Intrepid concluded as he sauntered off towards Strata. “Creepy shit…” He muttered as his whole body shivered. Twilight could only sigh and stand up again with a shake of her head. She wanted to get a better look at this thing, she needed to. She focused on the container and wrapped her magic around it, and then lifted it up.

Something clicked from underneath the plinth and then shot up through the glass container, shattering it. The black gunk inside sprayed everywhere, mainly all over Twilight’s face and body. The alicorn coughed as it got in her mouth, and then she stumbled and fell backwards.

The substance was thick like molasses and tasted bitter and stale. She couldn’t stop coughing. She couldn’t stop her wings from flapping wildly and her limbs from spasming as the same voice from before came from nowhere.

‘You are different, but the same. This will take time.’

The last thing Twilight Sparkle saw before she passed out was the lifeless sockets of the unicorn skull staring right at her.

Recuperation

“I-I don’t remember anything else...the next thing I knew I was on the train back to Ponyville…” Princess Twilight Sparkle held her tail in her hooves and squeezed it against her body. She was still shaking, her eyes were focused in the middle-distance as she recounted her tale.

Hours had passed since Twilight had teleported them all inside. Everypony who needed intense medical care had filed out of the room long ago, leaving only the alicorn, Applejack, Spike and Cheerilee left in the foyer. Discord had been told to keep the foals busy so they didn’t see all of this, there was no need to expose them to such carnage. For once, the chaos spirit listened and didn’t argue or quip.

“How-how do we fix this, Twi?” Applejack was still keeping her distance from the mare she had once called friend. “How do we stop it?” The tension in the air, the fear, was thick enough to cut with a knife.

“I-I don’t know! I don’t know!” Twilight curled up into a ball as she sobbed. “I don’t know. I don’t know…” The princess devolved into quiet sobs as her wings wrapped around her body like a fluffy cocoon.

“Applejack…” Cheerilee approached the farmpony. “We need to give her some time to recover. Look at her.” The sobbing bloody mess on the floor only reinforced her point. “Please, give her time.”

“We ain’t got time!” Applejack hollered back. “The sun’s cookin’ everythin’ out there and we’re runnin’ out of food! If we don’t fix this soon we’re either dead or it’ll be impossible to grow anythin’ out there!” She grabbed Twilight and pulled the alicorn to her hooves. “We need you to snap out of it and fix this, Twilight. Now.”

“Hey!” Spike yelled as he got between the two Element Bearers and pushed Applejack away. “Leave her alone, Applejack!” The dragon and the pony glared at each other for almost a minute, until Applejack finally relented with a growl and went up the stairs. Spike sighed and turned back to Twilight. “I think you could use a shower, Twilight.”

“P-please…” Twilight shuddered as she spoke. “I-I just want to wash it all off. I need to. I can’t take the taste of blood anymore…” Her mane was still stuck to her face from Sunburst’s blood, which was now mostly dried and stained her purple face.

“Princess-” Cheerilee took a few tentative steps towards the alicorn and her assistant, but was cut off by a pained and angry look from Twilight.

“Don’t call me that.” The anger faded and left just the hurt behind. “Please, just don’t.” One of Spike’s claws patted Twilight’s side as her head lowered, her eyes focused on the ground. “I don’t deserve it anymore…”

“Twilight.” Cheerilee restarted her train of thought and spoke as soft and gently as she could. “Your friends, and everypony else here, gave up a lot to get you back. I just want you to know that we still care about you, and we will forgive you.” It was something that she felt Twilight needed to hear right now, that she wasn’t a pure irredeemable evil.

“When I finally fail, all my good deeds will be like dust. They will be replaced by ash in the mouths of those who once revered me.” The other mare mumbled out as she leaned on the dragon beside her. “Starswirl said that. I never got it until now.” With a little nod from the princess, Spike helped her towards the stairs.

Once alone, other thoughts started to invade Cheerilee’s brain. She had distracted herself by listening to Twilight’s story and thinking about what it all meant, but being alone again let the darkness creep back in.

She could still feel Elytra’s blood on her flank and down one of her legs, it made her fur stiff and she could feel the dried blood flake when she moved. Then there was her hoof, almost an inch of fur had been scorched off of it. She still couldn’t feel it, which probably wasn’t a good thing.

Then Sunburst and Bon Bon...they were left out there. The look on Sunburst’s face as he was impaled, the abject horror and betrayal. It was etched into her mind and she couldn’t shake it. He had done so much. He had escaped from the Crystal Empire and survived a train ride to Ponyville; he had spent every waking moment from then working to help the group in the castle. Without him, they wouldn’t have Rainbow Dash back, or Twilight Sparkle.

He didn’t deserve to die out there. He didn’t deserve to have his body rot beneath the hot sun. Bon Bon didn’t deserve that either. She had been contentious at times, but she always did what she could to help. Her sense of duty now left her embedded in a wall, reunited with Lyra once again.

It all finally got to her. Cheerilee collapsed and started to cry, her entire body shaking and heaving as she sobbed into the floor. The mare let her tears fall onto the crystal below her, she let all of her emotions pour out. All of the hurt and frustration.

She had almost died. That realization hit her like a freight train and only turned the stream of tears running down her face into a deluge. Cheerilee had been inches from death when Twilight had kicked Bon Bon, she had been seconds away when she tripped on the way back to the castle. Only chance had saved her.

And Elytra.

Elytra had saved her from certain death, and it cost the changeling her leg. The thought that it was worth it deepened the pit in her heart, because she wasn’t sure if it was. Elytra being hurt, and her very life being in the balance now, only made the uncertainty within Cheerilee to grow. If Elytra died because of her, she would never forgive herself. It would tear her up for the rest of her days.

She sat there for she didn’t know how long, just sobbing and falling deeper and deeper into her own despair. Was Applejack right, were they doomed? How much time did they really have between the food and sun and the monsters coming for the mana pool? Twilight was here but if she couldn’t snap out of it in time, then they would have three unicorns and two alicorns in here when the mana pool failed and they would all die.

“Umm...Miss Cheerilee?” The soft voice of Fluttershy drew her gaze upwards from the floor. The pegasus had her long pink mane held back with a blue ribbon and her front two hooves were stained a light green. “A-are you okay…?”

“I-I’ll be okay, Fluttershy.” She took a few long and deep breaths before getting to her hooves. The spot right above the burn on her hoof stung, but the pain was enough to fight through. “I just-I just got overwhelmed, sorry.” Cheerilee wiped her eyes and continued her deep breaths to help calm her down.

“E-Elytra is okay.” A wave of relief came with Fluttershy’s words and washed over Cheerilee. “Um..I’m used to helping animals and not...changelings. I did my best and stopped the bleeding, but...I don’t know if it helped.” The mare’s yellow hooves tapped against the floor quietly as her eyes fell to watch them. “Th-there’s just not much I know about changelings…”

“Thank you.” Cheerilee couldn’t find the strength to speak louder than a whisper. “Everypony else?” At least Elytra wasn’t dead, that was one bright spot that offered a bit of reprieve.

“Mostly just burns. They’ll sting but Rarity knows at least one spell to help with them until Twilight feels okay enough to help.” The reliance on Twilight brought back that worry. The alicorn was going to take time to recover, if she ever did. “Rainbow Dash...she lost feeling in her wings. She can’t move them right now either, but we don’t know how bad it is.” The pain in Fluttershy’s voice was apparent as she spoke about her friend. “We have her wings bound to her sides, but we can’t do much else.”

“I’m sorry.” Cheerilee didn’t know what she was apologizing for, she just felt that she had to. “Is there anything I can do to help? Anything at all?” Her mind needed a distraction from the emotional pit it was in, something.

“Relax, please.” Fluttershy stepped forward timidly before hugging Cheerilee. She was so soft and smelled of freshly cut grass. The schoolmare could do nothing else but wrap her own hooves around the pegasus and give her a gentle squeeze. “Everypony is on edge right now, so please...just relax. Take care of yourself and somepony else, okay?” The limitless kindness that poured from Fluttershy was something that was desperately needed in these times.

“Okay, yeah. Good idea.” The two mares relinquished the hug and Cheerilee gave a weak and hollow smile. “Is Elytra in her room…?” She needed to see the changeling, she needed to just see with her own eyes that Elytra was still alive.

“No.” Fluttershy shook her head and sighed. “Her room doesn’t have a...um...bed, so we put her in Bon Bon’s old room.” That hadn’t even crossed Cheerilee’s mind. The makeshift nest definitely would not be the most ideal place to recover, but at least Fluttershy thought on her hooves.

“Okay. Thank you, Fluttershy. I needed this.” Cheerilee’s filter was off and she was just saying whatever crossed her mind. It was the truth though, she needed somepony to talk to her and calm her down.

“Everypony does right now.” Was the simple response she received in return.

Fluttershy trotted off towards the direction of the kitchen while Cheerilee shuffled upstairs. Every muscle in her body still ached with every movement, especially now that the adrenaline had worn off. The combination of effort and dehydration had completely sapped the strength from her body.

Before getting Scootaloo and checking on Elytra, she headed to the bathroom that was on the floor. Once inside she looked in the mirror and sighed. The mare looking back looked half-dead. Her light pink mane was frizzy and all over the place, making her look more like one of the unicorns outside rather than a proper pony. Her eyes had deep and dark bags under them, which considering it had to be close to midnight wasn’t much of a surprise.

Cheerilee raised herself up on her back hooves and set her front ones on the sink before her. She turned on the faucet and ran her burned hoof under it. Nothing. Anywhere the fur had once been, she felt nothing now. She really hoped it wasn’t nerve damage, but there would be no way to figure that out without a proper hospital. With a frustrated sigh, she shook her hoof dry.

She wasn’t proud of what she did next, but it was something she had to do. Cheerilee got as much of her muzzle as she could into the sink below the faucet and turned it on just to drink. She gulped down water like she hadn’t had a drop to drink in weeks. She drank until she needed to breathe, at which time she pulled away from the sink and collapsed against the wall behind her.

Cheerilee’s mind finally went blank. She sat there and just stared at the sink, not thinking about anything. Her breathing slowed and she focused on the cool tile pressed against her back and hooves. For those few minutes where she did nothing, everything felt right.

“Whaddya want, huh?!” The perfect moment was shattered by the sound of Applejack yelling and a door slamming. “There ain’t nothin’ Ah can do anymore! Sunburst is gone and she’s our only chance!” Cheerilee slowly stood up and trotted over to the door. She cracked it open just enough to see Meriwether talking with Applejack outside of the latter’s room. “Ah’m just as mad at her as everypony else for all of this, but this is it.”

“I say we leave with whoever wants to go.” Meriwether shot back. She looked the best out of anypony in the entire group now. There wasn’t a mark on her light brown coat and her, now fully pink, mane was even styled. “There has to be somewhere that is still habitable, and we need to find it. Staying here is a death sentence.”

“You don’t think Ah know this is a death sentence?” Applejack hissed and advanced on the mare. “My little sister is here, the last of my kin! W-we’re the last two, and that’s all Ah’ve thought about since Mac...died.” Applejack looked away with a deep frown for a moment. “Twilight is here now. Give her the night and she’ll come up with some way to turn this around, Ah know it.”

“Applejack, she is the one who started this.” Meriwether did not wilt in the shadow of the far younger and stronger mare. “If what you told me is the true series of events, then whatever that voice is might still be in her head. We cannot trust her.”

“Well we have to.” AJ sighed and seemed to deflate as the air left her mouth. “We ain’t got no other choice. None. Goin’ out there is a quick way to die, you should know that by now. At least in here we got a chance.” Applejack’s voice had lost all of its confidence, all of its vigor and hope. It was only full of dread and resignation now.

“Fine.” Meriwether dropped the conversation rather quickly. She glared at Applejack and then walked away, presumably going to her own room. Applejack brought a hoof up to her face and let out another sigh. It took a few minutes, but the farmpony went back into her room.

Once she was sure the coast was clear, Cheerilee exited the bathroom. She had a myriad of thoughts on the conversation that she had just heard. Both mares had good points that struck chords, but she just didn’t have the energy at the moment to think about it more than just at a glance.

Her hooves carried her to Bon Bon’s old room, where Elytra was. Cheerilee took one last deep breath and gently pushed the door open as slow as she could so as to not disturb the changeling inside. The scene inside wasn’t the one she expected to see.

“Your mom and dad?” Elytra was laying in the bed on her right side, her voice hoarse and rough. Her aqua chitin was cracked and chipped all over, more than it had been after saving Scootaloo, and it was marred with black scorch marks. Her rear left leg was gone about halfway down, now covered with layers upon layers of what looked to be a mix of sheets and bandages that were already soaked through with green blood.

“They were...out of Equestria when this started, I think.” Scootaloo sat beside Elytra on the bed, her back to the door as the two talked. “The last letter I got from them said they were in Farasi and were coming home soon. I don’t know if they made it back or not.” Elytra’s dark pink eyes flicked to focus on Cheerilee for a moment before going right back to Scootaloo.

“I bet they’re safe, Scoots.” Elytra reassured the filly, reaching over and patting her head. “Safest place to be is out of Equestria, and the zebras are good creatures.” The changeling smiled all that she could manage. “Have faith, alright?” Scootaloo nodded softly in response. “So if you didn’t live with your parents, who did you live with?”

“My aunts Lofty and Holiday. Aunt Holiday is my dad’s sister.” Scootaloo looked at her hooves as her wings flapped anxiously. “They were in Ponyville...when all of this started. They probably didn’t…” Cheerilee approached the pair quietly, not wanting to disturb Scootaloo’s talk. “Auntie Lofty is a pegasus, but she would never leave Aunt Holiday alone. They love each other too much.”

“I bet.” Elytra sighed softly and brushed one of Scootaloo’s ears with a hoof. “If they are gone, at least they were together in the end.” The subject of family was one that Cheerilee had specifically avoided with Scootaloo. The last thing she wanted to do was dredge up those feelings in this environment. “And if they’re not, I know they’re just waiting to find you.” Scootaloo leaned into Elytra’s hoof and sighed. “Hey Cheerilee.”

“Oh...hello.” Cheerilee grinned sheepishly as Scootaloo turned around to see her. “I’m surprised to see you still awake, Scootaloo.” The little pegasus chuckled nervously and her eyes darted back to the bug on the bed.

“Well I heard Fluttershy telling Applejack that she was okay, so I had to come check on her.” Scootaloo rubbed the back of her head with her good hoof and smiled sheepishly. “I didn’t mean to wake her up...but I saw her leg…”

“It’s fine, Cheerilee. Really.” Elytra reassured them both. “I don’t mind the company, in fact I need it right now.” The smile on her face died as she looked down to her now missing leg. “I don’t think all of the good vibes in Equestria are going to fix this...and it’s not something I can just make a new one of.”

“We can be cast buddies!” Scootaloo offered as she did her best to avoid looking at the stump. “I can sign yours and you can sign mine!” The grin on Elytra’s face returned to full force at the thought of it.

“You’ve got a deal, Scoots.” She moved her stump a little, wincing as she did so. The changeling huffed and glared at her now missing appendage. “I just...really need to patch myself up. They did a good job for a pony body, but…”

“Do you need some help?” Cheerilee said as she sat beside the bed and rested her head on the mattress. “I don’t know what you need, but I’m willing to do whatever...especially after…” Cheerilee’s eyes met Elytra’s for a split-second before the mare looked away.

“No, I wouldn’t want to put either of you through that.” Elytra looked at Scootaloo with a small mischievous smile. “Remember I showed you how I made my nest?” The filly nodded apprehensively. “It’s how I fix up my shell too. I hit it with a different spell, but the same stuff.”

“Ewwww.” Scootaloo stuck her tongue out and made a ‘blech’ noise as she looked away from the changeling. Cheerilee was thoroughly lost, she had no idea what Elytra used to build her nest. “Ugh, I don’t want to see your spit again.”

“I’m sorry, what?” Cheerilee had to ask.

“To build our nests and repair our chitin, we use our saliva and transform it with our magic.” Elytra recited, much to Cheerilee and Scootaloo’s combined disgust. “Exactly. So I’ll do that on my own time. Don’t worry about me, I’ll be okay.”

“Well we’re going to worry about you anyway! Because you’re our friend and that’s what friends do!” Scootaloo cried out defiantly as she raised her bad leg in the air, quickly retracting it with a whimper. “Ow…”

“And we’ll worry more about her in the morning, dear.” Cheerilee nudged the filly with a hoof, coaxing her down from the bed. “Go wash up and head to our room, alright? I’ll be there in a minute.” Begrudgingly, Scootaloo grumbled and hopped down from the bed before hobbling out of the room.

“So.” Cheerilee sat on the bed next to Elytra once the door had closed. “I want to thank you for saving me. It wasn’t something you had to do-” An aqua colored hoof was brought up to her muzzle. She looked at her companion to see the usually dark pink eyes soften in color as they met her own eyes.

“-It wasn’t even a choice,” Elytra whispered. “I didn’t think when I saw you get hit, I just acted. I couldn’t let you…” The last word that died in her throat hung in the air like a sword above both of their moods. “I couldn’t,” They looked at each other for a moment as the chitinous creature before the pony searched for what to say. “I-I didn’t care what it cost. Even now, a leg seems like a good trade to keep you safe,” Cheerilee couldn’t help the blush that spread across her features. “I’d do it again for you or Scoots. I wouldn’t even have to think about it.”

“Still...thank you. I owe you more than you can possibly imagine,” Cheerilee rested a hoof on Elytra’s chest. Her chitin was just as warm as it always was. It felt nice. “If there’s anything I can do for you, please-”

“Tell me how you feel. About me, I mean.”

The request was simple, but demanding. It made her heart begin to race again and her thoughts swirl like a maelstrom in her skull. For the first time since it got burnt, she could feel her hoof, specifically her own pulse in it.

“I-well…” the mare stammered out as she looked anywhere but Elytra’s eyes. “I think you’re a good creature, deep down,” She figured that she would start from there. “You want to be better than you were and you’re sorry for what you did...in Canterlot. You need some help understanding some pony stuff, but-” Cheerilee’s rambling was interrupted by a soft giggle and then a groan of pain from the changeling.

“That’s what you think about me, Cheerilee. I want to know what you feel,” Elytra adjusted herself on the bed and propped herself up so she and Cheerilee were now seeing eye to eye. “I don’t want to just taste emotions anymore and assume things, I need to know.”

Cheerilee’s head had no answer for that, not one she could articulate at the moment. Today had taken its toll and she was struggling to stay awake, let alone coherent. Her head was no help, so instead she turned to her heart and asked what to do. It responded with the simplest answer in the world.

Cheerilee leaned in and kissed Elytra.

Author's Note

So tiny little update: usual schedule for chapters this week (every morning around 6 AM) except for the weekend. Friday there won't be a chapter and Saturday and Sunday will both have their chapter's published at Noon CST.

Desperation

Cheerilee couldn’t sleep. It wasn’t uncommon these days, but this time was different. Usually her nightmares would fade after waking up the first time, but not tonight. They just never seemed to stop: fire, blasts of magic, blood, and screams. Even after something good happened, they couldn’t hold off the tide that assaulted her during sleep.

So there she was, laying on her back at four in the morning and looking up at the ceiling. Scootaloo’s head rested on the mare’s chest, right over her heart. The filly was snoring lightly and had her hind legs wrapped around one of Cheerilee’s. It was very cute, but it was of no help.

Cheerilee sighed and closed her eyes for a few minutes. Tumultuous storm clouds full of thoughts still roiled inside of her brain. The clock they were on was dwindling; they were running out of food, the unicorns were getting closer and closer, and ponies inside were getting more and more tense.

Then, like always as of late, Elytra was on her mind. The little moment between herself and the changeling had been surprising for them both. Cheerilee had acted on impulse, exhaustion, and sleep deprivation. After the few hours of rest she had managed to get, she still didn’t know how she felt about it though. Was it really how she felt or was it a spur of the moment thing driven by the need to make up for saving her life?

“I don’t know…” Cheerilee mumbled to herself with a sigh. She wasn’t sure exactly what she didn’t know, just that she didn’t know it. Maybe it was about Elytra, maybe it was about their survival.

She needed to get up. Just laying here alone with her thoughts wasn’t doing her any good. Cheerilee needed to be up and doing something to occupy her mind. Maybe a nice trot out on the balcony or something would help clear her mind.

Carefully she managed to get her way out from under Scootaloo. The filly wasn’t the heaviest sleeper usually, but the late night must’ve helped. Cheerilee repositioned one of the pillows to act as her substitute as she got to her hooves.

The lack of feeling in her front right hoof still got to her a little. Putting it to the ground and not getting the feedback of the surface at all was jarring, like when you think there’s one more stair on a staircase than there actually is and you nearly trip on air. Except it was every step now.

The schoolmare limped out of the room and made her way to Elytra’s door. Cheerilee knew that they would need to talk about what happened eventually, and there was no time like the present. Slowly, she pushed open the door and peeked inside.

Elytra was passed out on the bed, the bandages that had been on her new stump removed. In their place was a thick coating of hardened greenish black slime that covered most of the leg. Thankfully, Cheerilee couldn’t see anything through it. The last thing she needed was to see what the interior of a changeling looked like, especially Elytra. With another sigh she closed the door. That was one avenue of distraction with a roadblock.

“Cheerilee? What’re y’all doin’ up?” The mare closed her eyes and took a deep breath before turning. The last pony she wanted to deal with was Applejack, but life didn’t seem to want to make anything easy recently. “Couldn’t sleep?”

Applejack’s mane was down and unfettered by the usual red bands that kept it in order. Long flowing blonde hair spread out from her scalp like a golden waterfall. It hung around her shoulders in loose natural curls. She looked a far cry from the pony that worked on the farm all day long.

“No, not really.” Cheerilee conceded with a small huff. “Just can’t get some things out of my mind. I was hoping to distract myself, but…” She shrugged and let out a small yawn. “You?”

“Yeah, ‘bout the same.” Applejack leaned against the wall and rubbed one of her eyes as she spoke. “Was probably gonna go see if Twi was awake, got some things Ah wanna talk to her about.” That was more worrying than reassuring. The last thing Twilight needed was Applejack on her case even more.

“If she is, go easy on her.” It was all Cheerilee could do. “I know we need her, but she needs us too. Especially her friends, and I mean especially.” She pleaded with the pony across from her, whose gaze could only soften as she nodded.

“Ah know. Ah just got some questions to ask and...things to say.” AJ closed her eyes and shook her head, as if repressing something from coming out. “Ah’ll be gentle.” The only thing Cheerilee could do was take the mare’s word.

“I think I’ll be down in the kitchen getting breakfast ready.” That was something that would keep her busy, at least. “If you need me, you know where to find me.” Cheerilee and Applejack parted ways; the former heading down the stairs towards and the latter heading to Twilight’s room.

Down the stairs the teacher went, through the foyer and into the dining room. Her mind wandered as she walked, just little things about everypony in the castle still. How many had they lost? Six or seven? Too many. It made her stomach churn to think of all of the death and carnage, and just how much of it Twilight was responsible for.

Once in the kitchen proper she made her way to the door that led down to the pantry, only to find that it was already open. They always kept it closed when nopony was down there, the last thing they needed was somepony falling down those stairs.

That’s when she saw Meriwether coming up the stairs with one of their last bags of oats on her back. They only had two of those, and they needed to space them out. Bringing a whole bag up was unnecessary as some adults would skip their meal for the sake of the colts and fillies.

“Oh, hello Cheerilee.” The nerves in the former mayor’s voice did not escape the teacher. It was the same voice her students would use when caught doing something they shouldn’t. “You’re up early.” The mare came to the top of the stairs and sat the bag of oats down, a worried grin on her face.

“So are you.” Cheerilee eyed the older mare warily and stepped closer. “Any reason you’re bringing a whole bag of oats up? We’re just supposed to bring up what we need.” The grin dropped from Meriwether’s face and was replaced with an exasperated frown.

“I’m going to leave, Cheerilee.” The flat admission hit Cheerilee in the face like a frying pan. She even staggered back a bit in surprise. “I figure once I get out of Ponyville, I’ll be safer than in it.” Cheerilee’s jaw nearly hit the floor at the stream of pure stupidity flowing from the mouth of the mare. “I know the sun is dangerous, but I can make it into White Tail woods and get to the Smokey Mountains, I think. All of the unicorns in the area are in town.”

“What in the world is wrong with you?” That question rattled around Cheerilee’s head until it rocketed out of her mouth at lightning speed. She was no longer lost in her own dark thoughts, now she was just annoyed and stupefied. “You always seem to want to run back in the castle whenever there’s danger and now you want to leave?”

“I-it’s just...I don’t feel safe here with Twilight. I thought I would.” Cheerilee didn’t need Applejack’s sense of honesty to spot that lie. It was flimsy and weak, Meriwether’s voice not betraying those facts. “Sweetie Belle still has those voices in her head, or she says she does, who’s to say that Twilight doesn’t have them as well?” That was the same argument that the mare had used on Applejack last night.

“What are you?” Cheerilee asked the question. It was something that had been banging around her skull for since she and Scootaloo had arrived. “You want the Elements safe, but you want to toss Rarity out. You want to run inside all of the time, but now you want to leave. You want to keep everypony safe, but you keep running away and letting them die.” The list of contradictions was longer than that, but those were all of the ones she could list off of the top of her head. “What do you want?”

Every bit of frustration she had ever had towards the mare had bubbled up in her gut and risen into her throat. She had felt rage towards Meriwether ever since the incident with Scootaloo, before that it had been nothing more than idle frustration.

“I want to keep everypony safe! I want to be safe!” Meriwether protested as she pushed towards Cheerilee. “I have been advocating for common sense this whole time! Despite what Sunburst thought, not everything he said was logical. He got more ponies killed than anypony else!”

“No, no.” Cheerilee continued, her questions turning into a full blown rant. “I think I know what it is.” She backed Meriwether against the wall and glared at the older mare. “You’re a coward. You just want to avoid a fight.” Meriwether glared right back at her and flared her nostrils. “Why toss out Rarity? Because you didn’t want to deal with her if she turned, but you wanted everypony to think you still cared. Why leave Thunderlane when you could’ve helped? Because you didn’t even want the possibility of fighting for something.” Her voice rose to a fevered pitch as she puffed out her chest. “You know what? I bet if anypony ever ran against you for mayor, you’d concede within a week. The only fight you’ve ever won was against a changeling nopony trusted and a flightless filly.” Cheerilee flared her nostrils and furrowed her brow. “And now you’re running because you can feel another fight coming. You’d rather die out there than stand here and even try.”

Both mares glared at each other for a solid minute, neither moving an inch or even blinking. Cheerilee had all of her thoughts and fears channeled into her anger now, into the thought that this pony would abandon them and take their food with her.

Meriwether lept at Cheerilee, bowling the younger mare over and laying her flat on her back. The former mayor had more weight than the teacher. While Cheerilee had been dutifully skipping meals to make their supplies last longer, it seemed that Meriwether had not. Coupled with her injuries and general level of tiredness, Cheerilee couldn’t do much.

Soon she felt the politician straddling her chest, crushing the air from her lungs. “I...am not a coward.” Meriwether growled out as she stared down at Cheerilee with pure malice in her eyes. “I...I am doing my best. I have...I have…” Tears started to fall from Meriwether’s blue eyes and onto Cheerilee’s face. “I am not a coward! I am tired of you all treating me like I am something less than you!”

Cheerilee summoned every ounce of strength she could muster and got one of her hooves free. She smacked it upside the mayor’s head and sent the older mare to the ground. The two tumbled around the floor, growling and grunting as they pulled manes and jabbed each other as hard as they could.

At some point they got close to the stairs again and one of their hooves hit the bag. It was made of thick brown paper, like a grocery bag, and the hoof easily punctured it. Both mares looked back and watched as the bag teetered backwards, and then it tumbled down the stairs. She could hear the food inside spill out and go between the steps and hit the ground below.

Both of them finally got up and watched as it all spilled out, as it all got lost and covered in dust. Cheerilee didn’t even notice Meriwether leave, she didn’t even hear the hooves running across the floor or the front door open and shut as she just stared at half of their food supply go to waste.

“Please, Applejack, make yourself comfortable.” Twilight was sitting at her desk, a candle was lit and providing a small amount of light as she read through Sunburst’s notes. She couldn’t sleep, the taste of blood and that damned voice had made sure of that, so she decided to study what her brother’s Crystaller knew.

The shower before bed had done Twilight more than good. She felt like a real pony again, not a monster. She got all of the blood and sweat off of her coat and out of her mane and let the water wash away so many thoughts. She had been in there for what seemed like hours, crying, screaming, just letting everything out. When she had gotten out, the little dragon and the niece that she now shared her room with were already asleep.

Then Applejack had come knocking, and had almost woken up both Flurry Heart and Spike. Luckily she had shushed them back to sleep before they had woken up. Now here they both were, Twilight at her desk and Applejack sitting beside her.

“Are y’alright, Twi?” It was nice to hear AJ’s voice again not yelling at her. It was too bad that the question she asked was complicated and filled the alicorn with a dread she wanted no part of.

“To be honest, no.” They both spoke in whispers so as to not disturb the two babies asleep in the room. “Every time I close my eyes, all I see are the ponies I...I…” She cleared her throat as that word died in it and only produced bitter tears. “I see them every time I stop thinking. Every time I blink. In the silence I still hear him too, telling me to hurt them. Telling me to...to...tear down everything I built.” She couldn’t stop the tears as they came and dropped down onto the works before her, wetting the ink and smearing it.

“Ah need to know why you did it, Twilight.” There was no elaboration needed, Twilight knew what she meant. Applejack wanted to know why she killed Big Mac like that. It was the question she had been dreading since she had committed the act.

“I-I…” The words caught in her throat like so much bile. She knew the answer, but saying it out loud was too painful. The look in Applejack’s eyes, that always knowing glint, let her know that there was no lie that Twilight could give. There was no meaningful excuse. “It was to hurt you.”

“Was it you or Him that wanted to do that?” AJ’s voice stayed level and calm, betrayed only by the tears welling up in her eyes. “A-Ah need to know, sugarcube. You gotta tell me.” Twilight put her head in her hooves and she wept. She cried because the answer wasn’t one either of them would like.

“I did it, that’s what matters.” She whispered out breathlessly between sobs. Two hearts broke in time with one another, both ponies coming to grips with how much that simple admission stung. “I did it. I did what I was told. I know what I heard, what I did. I don’t know if I did it because I knew it would hurt you or because He knew. ” There was no telling which of those was the more terrifying option.

The two sat there in silence. Both shedding quiet tears as they contemplated the answer and its implications. Twilight still felt like she was a monster, and that there was nothing she could do to make up for that fact. No apology could bring back the dead, no spell could fix the nightmares these ponies would have for the rest of their days. The need for redemption was eaten alive by the cold hard facts of what happened.

“A-Ah don’t know if Ah can ever forgive you, Twilight. Ah don’t know if Ah can forget it, either.” Each word was a dagger in the heart of the princess and each one drove deeper than the last. “He was my brother, and it leaves just me and Applebloom now. There ain’t nothin’ you can do to fix it, ain’t no way to bring him back.” The pony took a deep breath and closed her eyes before speaking again. “But we gotta try to move on for now, we gotta fix this. We can come back once it’s over and we can...figure out what to do about Mac.”

“I understand, Applejack.” There would be no forgiveness in this world for her, not until she made things right. Even then, it was doubtful. How could anypony in Equestria ever forgive her for the death and destruction she had wrought? “I know it doesn’t mean anything, but I’m sorry for what I did. I’m so sorry. I’ll do whatever I can when this is over. Anything.”

“Ah’m...sorry.” It felt wrong for Applejack to be the one apologizing in this situation. “Ah know Ah wasn’t nice with you earlier as Ah shoulda been.” The sincerity in the mare’s words was just as genuine as it always had been. If the earth pony wanted to move on, then that was more than fine with Twilight. “Ah’ve been...it’s all been on my shoulders, Twi. Ah ain’t good at leadin’ and Ah’ve only gotten worse. Ah’m only so strong, and Ah ain’t strong enough to do it any longer.”

“You shouldn’t be the one apologizing, Applejack.” Twilight tapped her hoof against the desk and finally turned to face the other pony. “I don’t think anypony would do well in this situation. If there’s anypony left out there, they’re probably not faring any better.” Her jaw clenched and the wings on her back twitched in frustration. “It’s my fault any of this ever happened. I should’ve known better, I should’ve been here.” Twilight looked towards the window, the blackout curtain keeping the majority of the sunlight out. “I need to fix this.”

“Ah know a good way to start.” Applejack stood up and put a hoof on her friend’s shoulder. “First thing we need to do is move that sun, sugarcube. If it stays up there for any longer, Ah don’t know if there’ll be an Equestria to save. Ain’t nothin’ gonna grow if everything keeps burnin’.”

Twilight had attempted to use her magic after teleporting everypony inside. She had tried to turn on the shower, she had tried to open doors and lift books. Every time her horn lit up, she panicked. The idea that she might turn back into that thing invaded her mind every time she tried to use her natural gift. It was crippling.

“I don’t know if I can.” Her voice was shaking even at the thought of trying. “I-I don’t know if I even have the power-I don’t-” She was cut off by a hoof being brought up to her muzzle and determined green eyes staring into hers.

“Ah don’t need you to know, sugarcube.” Applejack’s breath steadied and she pulled Twilight up from her seat. “Ah need you to try. That’s the most important thing in the world right now, that we just try.”

“O-okay. I can try.” Twilight walked slowly over to her window, opening the curtain just enough so that the light wouldn’t land on her bed and disturb the two slumbering peacefully. That bright hot sun hit her, and she was suddenly awash with memories of being out there again. A shake of her head sent those thoughts away.

She had only done this once before, when Tirek had been loose and the other princesses had trusted her with their magic. Then she had the power of four alicorns and it was still a struggle, now the task seemed monumental.

“Just try.” Was the simple encouragement given to her by the farmpony.

Twilight couldn’t stop her whole body from shaking as her horn came to life. The familiar hum of magic building in her skull. Her breathing quickened. Her pulse raced. Every part of her brain told her to stop before He got in again. Before He could get ahold of her and turn her into that monster once more. She fought through it all and did as she was instructed long ago.

Her magic reached beyond the tainted air of Equestria, through the firmament above. Up there the magic was clean, she could feel it. Space wasn’t connected to the same magic laws as the planet was, it was layer above and not something an ordinary pony could tap into. She reached out to the sun, that glow and warmth she’d felt only once before.

She touched it, and she felt it cry. It knew it wasn’t supposed to be there, that it was supposed to set so long ago. Just like the ponies below, it was suffering from staying still for so long. The last time she had tried this, the heavenly body above had resisted the grasp of this strange new user. This time was different, it sank into her grip and she let her magic encase it like a warm embrace.

The sun started to move, slowly. Twilight strained with effort, her magic out of practice and her grip fumbling. The nerves and the panic didn’t help her at all. She did her best and used every drop of magic and energy she had, but it still wasn’t enough to get the job done.
The sun never dipped below the horizon, it simply sat halfway above and below it. The sky was now awash in warm oranges and mixed in with deep blues and purples. She had failed in setting the sun, and that was all she could think about.

Twilight fell to her knees, the light on her horn dying out in a blink. She couldn’t stop from breaking down and crying on her bedroom floor. Her wings fell to the ground and she finally crumbled again into a sobbing mess. She had failed again, another on top of the pile that was her recent memory. It crushed her very soul to think that she had once again not done enough.

She couldn’t be sad for long. A trio of roars rang out across Equestria from Canterlot. Furious roars that called for blood, and Twilight already knew that they were all headed to Ponyville. There was not a doubt in her mind about the words that fell from her mouth next.

“We just ran out of time…”

Epiphany

Cheerilee was still sitting on the kitchen floor, her back against the counter and eyes closed when Applejack came in. Cheerilee let out a deep sigh and opened her eyes when she heard the mare stop in front of her. AJ’s mane was tied in a long ponytail with the usual red ribbon, and she looked like a weight had been lifted off of her shoulders.

“Meriwether’s gone…” The mare on the floor managed to croak out. Her throat was rough and dry from crying and hours without water. “Half of our food is ruined.” She motioned at the open door heading downstairs. “I-I’m sorry.”

“Hun, we got a lot more to worry about than food.” AJ held out her hoof, which Cheerilee took. The much stronger pony pulled the teacher up. “The way things are shakin’ out, we don’t gotta worry about food for much longer. Not in a good way, either.”

“What happened?” Cheerilee had heard the roars, it was impossible not to. It usually meant more bad news when those noises came. She hoped she was wrong this time.

“Just help me make breakfast, alright? Gotta feelin’ we’re gonna need it.” Applejack started down the stairs with a sigh. “We’ll tell y’all what’s goin’ on after, Ah promise.” There was a part of Cheerilee that hoped that was the one promise Applejack wouldn’t keep. The feeling in her gut told her it was bad news.

So the two mares went about the silent ritual of preparing breakfast. It was the same stuff that they had been eating for every meal, oatmeal. Plain, simple, filling at times but bland as could be. They had finished preparing and were filling bowls when Applejack produced a small bag of sugar from one of the cupboards.

“Ah was savin’ it for a special occasion…” AJ trailed off as she began sprinkling a little bit over each helping. “Figure the end of the world counts.” That only deepened Cheerilee’s curiosity and made her finally blurt out the question that had been on her mind.

“What’s going on, AJ?” The mare’s whole demeanor had seemingly flipped a switch in the hour or so since they last spoke. She had gone from frustrated and pent up, to seemingly calm and more or less resigned to some unknown fate. “I-I won’t tell anypony, I promise. But I have to know.”

“The princesses are on their way here.”

“Which ones?” Cheerilee could already feel her heart racing. They had been in this town with just one alicorn for some time now and lost so many ponies. What were they going to do with multiple?

“The rest of ‘em. Celestia, Luna, Cadance.” Applejack spoke softly, her voice even and devoid of all emotion. “Ah got Twi to lower the sun...she got it right on the horizon, but no lower. Ah don’t think they liked it all too much.”

“Th-the castle can withstand them, right?” Twilight had never attacked the castle directly, neither had all of the combined unicorns in town. That still had to mean something, it had to. “There’s no way they can get in.”

“No way we can get out with ‘em in town, either.” Applejack nodded as she went back to putting sugar in the bowls. “We’re stuck here and there ain’t no way out now. It’s...it’s lookin’ like the end, Cheerilee.”

The lack of food, alicorns closing in, and the unicorns outside still digging towards the pool. It all spelled doom for the ponies inside of the castle. The worst part was only Cheerilee knew about the pool, she was pretty sure that Sunburst had told nopony else. That burden was squarely on her shoulders, and she wasn’t sure if she should tell the rest or not.

The numbness in Cheerilee’s hoof spread up her leg and throughout her body as the severity of the situation settled in. It gripped her heart and squeezed like a vice, making her want to lay on the floor and curl up. Before, like with Trixie and when pushing Twilight, it felt like there was something that she could do. She could react faster or push herself just that little bit more to get out of that deadly situation.

Now there was nothing.

“Let’s go get the others and...and have breakfast.” Applejack had always been a fighter, even when she was a filly. To see that fight kicked right out of her was one of the most heartbreaking things Cheerilee could think of. Ever since she and Scootaloo had shown up here, AJ had been that driving force behind nearly everything. Even before that, she had been the pony going out and saving others.

Now there was just a shell, waiting for the end.

As they left the kitchen, that same type of emotional deadness hit Cheerilee. That fear and panic faded as she began to truly internalize what that meant. The thought of going outside to scavenge for food before was dangerous, now it was a death sentence. If the princesses didn’t knock the castle down in one fell swoop, they would either starve or be killed by their friends and family.

There truly was no hope.

Both mares wandered upstairs and went around waking up the others and gathering them up to head downstairs. It was still early and some of them had surprisingly not woken up from the alicorns’ roars. Mainly Elytra, Rainbow Dash, and Scootaloo. Once she had woken up the filly, they both went into the changeling’s room. She was just as Cheerilee had seen her last, on her side with her leg coated in that gunk.

“Ugh…” Scootaloo stuck her tongue out in disgust as she stared at the appendage. The filly was situated on Cheerilee’s back, her good hoof between the mare’s ears so she could stand and see everything. “I can’t believe she uses her spit for that.” Maybe at another time Cheerilee would’ve laughed at that, but not today.

Sweet Celestia, Scootaloo. Her parents were never around, her caretakers were most likely dead now, and she was stuck with her teacher at the end of the world. Now she was going to die here...with no family.

Cheerilee did her best to push that grim thought down. She suppressed the tears that started to form and instead let all of that emotion form a frown on her face. She couldn’t break down, not before everypony else knew.

“Hey Elytra, wake up.” Cheerilee nudged her friend with a hoof. The bug groaned and batted the hoof away as she rolled over to face the wall. “C’mon, breakfast. Afterwards AJ has something to talk to everypony about.” She felt so lifeless, like the knowledge that everything was coming to an end had crushed her more than the food disappearing.

“Help me up, please…” Elytra grumbled out as she extended a hoof out. Cheerilee took it and helped pull the changeling to her three good hooves. It took a few moments for her to get used to having only three points to stand on rather than four, and even then she still leaned on the pony beside her. “It’s a bit too early and I have no energy to fly, so can I just lean on you?”

Cheerilee nodded and began to walk, taking slow steps so Elytra could keep up without falling over. Every once in a while she could feel that chitin-covered muzzle lean into her neck a little more, but she just didn’t...care.

For most of her stay in the castle she had been filled with this vague sense of dread that constantly haunted her. There was always that fear of needing to go outside, of putting oneself in danger and possibly facing the unending horde beyond the safe walls of the castle. Then there was the pressure of knowing the unicorns were going to get in eventually, that they were all going to die one way or another. All of that had been held back or suppressed with the promise that once Twilight was back everything would get better. She could fix this and make everypony safe again.

Now it seemed that wasn’t the case. If Applejack was that hopeless about the situation, it meant that she knew Twilight couldn’t do anything about it. It meant that the alicorn was broken and there was nothing to save them now.

“Hey...the sun is down!” Scootaloo nearly hopped off of Cheerilee’s back as she pointed to one of the windows on the wall. “When did that happen?!” The excitement in the little pegasus’ voice was nearly contagious. Nearly.

“I think Applejack said Twilight did it.” Cheerilee mumbled as she continued to help the hobbled bug next to her to the stairs. “How are we doing this, Elytra?” She looked over, only to see a pair of worried pink eyes staring right back at her.

“Are...are you okay, Cheerilee?” Such a simple question, but so hard to answer. For the first time she felt liberated from her emotions in a way she didn’t think possible, not in this nightmare at least. She felt every emotion and all of them at once simultaneously. It was like her brain was overloaded and couldn’t choose one, so it chose none instead.

“Let’s just go eat.” Cheerilee muttered in response. She saw the worried look Elytra shot to Scootaloo, and she felt the pegasus on her back shrug. They would understand in a little while. Maybe they wouldn’t react the same as her, but they would understand.

They managed to get down the stairs very slowly, taking one step at a time and making sure that Elytra never lost her hoofing. It was slow and frustrating for the changeling, but they eventually got to the bottom. There were a few glares shot from the changeling to her missing back leg.

“Doesn’t...it hurt?” Scootaloo asked as she looked back at the slimy cast. “Like, shouldn’t you be laying down still?” Both ponies looked at the changeling for an explanation as to why she wasn’t screaming with every move.

“It’s missing, not broken.” Elytra hissed as she leaned on Cheerilee to catch her breath. “It doesn’t swell like yours would, and it doesn’t hurt as much. If I was younger I could just molt and get a new one...but I think that’s out of the cards.” It was mildly fascinating to learn more about the once-invaders of Equestria, but for how much longer would that knowledge be useful?

Elytra and Scootaloo kept talking about changelings and their habits while Cheerilee’s mind emptied once more. The trio kept on their walk towards breakfast, and when they finally arrived at the table they took up their usual spots. The only difference in seating were the members they lost yesterday and the fact that Twilight Sparkle was now seated at the head.

“Dig in, everypony.” Applejack was seated to the right of Twilight and gave the best smile she could. It convinced nopony.

Rainbow Dash and Rarity looked about as defeated as Applejack did. The former kept looking at her wings, which were bound to her sides with what looked to be the remnants of a sheet, and trying to move them as much as she could. The latter was doing her best to use her tail and mane to cover the majority of her right side. Her eyes kept shifting around and looking at the ponies around her, unsure if they were staring at her new scars.

“Sugar!” It seemed all of the foals called out as once as they took their first bites. Smiles crossed their faces, and the faces of Pinkie Pie and Discord, as they devoured their sweetened breakfast. It was a sweet moment that brought small smiles to the majority of ponies around the table.

“Where’s Meriwether?” Fluttershy asked demurely between bites of her own food. Applejack’s eyes fell on Cheerilee, which in turn caused every other eye at the table to turn to her as well.

“She…” It was the first time that the mare had felt something other than that numbing dread since Applejack told her the truth earlier, and this time it was nervousness. Telling the rest of the group what had happened wasn’t a pleasant thought. She was hoping that either AJ or Twilight would deal out that bad news. “...she left.” The chorus of gasps and mutters between the ponies that still cared filled the dining area. “She also...ruined half of our food.” That drew a much stronger reaction.

“What are we going to do?” Asked Fluttershy, her eyes filled with panic.

“We’re going to starve!” Rumble cried out.

“We have to go find some more!” Pinkie shouted as she pounded a hoof on the table.

“It doesn’t matter.” Twilight finally spoke for the first time since sitting down. The crowd quieted and looked at their princess with confusion and no small amount of worry. “I’m sure all of you noticed the sun is down...mostly.” There was a large dollop of shame coating that last word, the taste of it making Twilight flatten her ears. “I did it. I tried to set the sun to help and...and...Celestia, Luna, and Cadance are on their way to Ponyville.”

A cold silence washed over the room like a pillow being pushed down over a sleeping pony’s face. Recognition and realization hit next as eyes drifted from one pony to the next. Finally the questions started. All of them worded it differently, but they all asked the same question of the alicorn.

“What do we do?”

“I-I don’t know.” Was the only answer Twilight could give. The weight of the statement seemed to crush the poor pony princess in her seat. She slumped and let her head hit the table with a thud, making every bowl on the surface clatter. Her head came back up eventually and she looked over her friends and fellow Ponyvillians. “I just don’t know.”

“Well Discord could finish lowering the sun, right?” Scootaloo was the first to speak, surprisingly. “He’s done it before.” This only received a scoff and an eye roll from the draconequus seated by Fluttershy.

“I have not!” Discord put his lion paw to his chest. “The first time I was released I didn’t move the sun and moon, I don’t have that power. I moved the planet instead.” The table forgot their misery for one split second and groaned.

“That’s ridiculous.” Cheerilee muttered. To think that a planet would move instead of the sun and moon, just nonsense.

“You do know who you’re talking to, right?” Discord raised an eyebrow at the mare before turning to the rest of the table. “So no, I can’t help with that. Nor with much else beyond the walls of Princess Twilight’s Castle Playset. So unless you want me to teleport from here to upstairs, and even that is taxing with how slow this castle is filling up my tank, I can’t help.” He picked up a spoon full of oatmeal in his bird claw and shoved it in his mouth.

“Why aren’t you worried?” Diamond Tiara jabbed a hoof in Discord’s side, which was quickly swatted away by the chaos avatar’s long tail. “If you can’t even teleport, you’re just as screwed as the rest of us!”

“They’ll figure it out.” Discord jabbed a thumb at the Element Bearers with a grin. “They always do.” The confidence was admirable, but it didn’t seem like anypony else shared in that certainty.

“W-well what about that time travel spell Starlight used to mess up the timeline?” Dash spoke next, her voice devoid of any of the usual pride and bravado it usually held. “You could just go back in time and stop yourself, right?”

“The scroll with the spell is gone.” Twilight responded with a sigh. “Starlight might know it, but finding her and getting her in here before...before the princesses get here would be impossible.” A slightly more comfortable cadence slipped into her speech as she began talking about something other than their impending doom. “That and going back in time and changing it wouldn’t fix what’s happening here, it would only create another timeline. This one would still exist, and it would still be doomed.”

“But...there has to be something…” Rarity finally said something for the first time since sitting down. “The train that Sunburst arrived on is still here. We could all make our way to it and go somewhere else.” Murmurs of agreement shot through the group, only to be replied to with a shake of Twilight’s head.

“Just delaying the inevitable.” Twilight muttered with a shake of her head. “Trust me, I’ve looked over everything Sunburst wrote down about this and...and there’s nothing.” The princess got up from her seat and looked at the table one last time. “Enjoy what time we have left, please.”

Twilight walked out into the foyer of her castle with heavy thoughts and heavy hooves. It was like moving through oil. It felt like the very air was clinging to her coat and dragging her back with every step she took. The mere act of walking was excruciating.

She had seen the looks on the faces of the ponies in the dining room. They were defeated, scared, and hopeless. She was supposed to be there for them, she was supposed to be a source of hope and inspiration. She was supposed to fix this.

Instead of going to her room, her hooves carried her to the map room. The table was pushed aside, just enough for a pony to fit into the hole just below it. How long had it been since she had been down there? It seemed like it was right after the castle appeared.

“Twilight? Twilight!” Spike’s voice called out to her as his scaled feet pattered against the floor. “Twilight, you can’t just give up!” Eventually he came right up beside her, panting and huffing as he finally stopped.

“There’s nothing we can do, Spike.” Twilight shook her head and looked down into the hole, spotting that familiar spiral staircase that led into darkness. It was tempting to just go down there, sit by the pool and just...stop doing stuff. “It’s ho-”

CRACK-BOOOM

Her head snapped up in an instant as her ears turned towards the deafening sound. It was one she had heard before, one that made the even beat of her heart jump. Without thinking she turned and galloped out of the map room and towards the front door.

“No no, it’s too soon. They shouldn’t be here yet.” She said to herself as she sprinted across the foyer. The other creatures flooded out of the dining hall and soon fell in behind Twilight as she approached the door. “I thought we had more time…” The door was thrown open, and a wave of heat and harsh wind rushed in. Outside was a nightmare.

Three alicorns now circled above Ponyville. One was bright white with crimson stains smattering her coat, a mane and tail of pure fire billowing behind her as she shot rays of hot white magic onto the town below. Another was as black as night with a field of stars coming off of her back and lances of deep violet energy ripped buildings apart. The final alicorn was a color that the survivors had seen far too much of, pink with a myriad of ugly red blood stains gracing her coat. It looked like any of the viscera that had spilled into the streets over the past month. Her mane and tail were a mix of violet, rose and gold and just as ratty and wild as Twilight’s had been. Blue streams of magic flowed from her horn and turned the ground beneath it into glass.

Ponyville burned beneath the combined assault of the alicorns. Buildings disappeared and the very surface beneath was transformed into a shining hellscape. The trio of beams were working in a spiral out from the town hall, obliterating anything they touched.

“Mama.” Twilight turned to look back at the crowd. Shock, horror, and fear were apparent on every face in the crowd...except Flurry Heart’s. “Mama!” The alicorn foal yelled from Fluttershy’s back with her hooves reaching towards the pink alicorn in the sky. “MAMA!” She squealed again.

Cadance stopped firing and turned her head towards the castle.

“Close the doors.” Twilight backed up, her eyes never leaving the triple threat in the sky. “Close the doors!” Twilight put her hooves on one of the doors and started to push, while the others stood and watched. She heard the telltale sound of a horn charging up a blast of magic. “CLOSE THE DOORS!” She screamed as panic gripped her heart. Finally others jumped into action and helped. They all pushed as hard as they could, a blue beam heading straight for them.

The door slammed shut with a monumental ‘thud’. It was just in time, as the sound of magic impacting crystal came from the other side. It kept coming, and they could see the very crystalline structure of the castle turn red hot from the energy being poured onto it.

“Please hold…” Twilight whimpered as she looked on.

It seemed like a solid minute before the barrage finally ended. Smoke was pouring from the cracks in the door as the usually purple surface glowed red. Everypony stood in silence as nothing else hit the door.

“We are doomed…” Discord’s confidence finally gave out as his voice fell. He looked at the alicorn still standing at the front of the pack with the same defeated look as everyone else. “There really is no hope, is there?”

Twilight couldn’t handle it anymore, so she just ran. She ran straight into the map room and sprinted down the stairs. She didn’t stop, despite her muscles and lungs burning from the effort, she kept running down the stairs until she hit the bottom. The door burst open as she barreled through it and into the crystal cave beyond.

The potent magic assaulted her sixth sense, sending shocks of energy into her brain. Her fur stood on end as she approached the edge of the glowing blue pool, where she finally sat down. She stared at her own reflection in the still surface of the mana and she wept.

It was all too much. Why was it all coming down around her at once? Why couldn’t she be allowed more time? Why couldn’t Sunburst be here? “Because I failed.” She answered all of those questions in three words.

Twilight Sparkle, student to Princess Celestia, Element of Magic, savior of Equestria multiple times over, Princess of Friendship, had failed. It wouldn’t just cost Equestria either, it would cost the whole world.

She had moved the sun enough for Equestria to stop burning, but what about the other parts of the world now? What about the side that was now eternally night? They would freeze. The side that now had the sun Equestria once had? They would now burn to a crisp. She’d really saved no one.

“Twilight?” The question, her name, was repeated over and over again from behind. Her friends were coming down the stairs, she could hear their hooves against the crystal steps. It reminded her of her first night in Ponyville a bit, when Nightmare Moon returned. They were worried about her and wanted to help.

Through everything she had done, despite all of the ponies she had killed both directly and indirectly, they still cared enough to come check on her. She wasn’t sure why and she knew she didn’t deserve such care, but she still appreciated it.

“Twilight-” Fluttershy said her name quietly.

“No.” Twilight shook her head and cut her friend off. “I’m not alright.” It was the question that everypony seemed to want to ask, and she knew the answer. “For the first time, we don’t have a way out. There’s no Tree to save us, no Elements, no power of love. It’s done.”

Another word wasn’t said, instead the alicorn was surrounded in the warm embrace of four ponies and a dragon. Soon the fifth and final pony joined in the pony pile as they poured their love into Twilight.

“Twilight, you’re the smartest pony in the whole world.” Spike had his face buried in one of her shoulders, his voice muffled. “If anypony can figure this out, it’s you.” Twilight opened one of her wings and wrapped it around the little dragon in response.

“Things always look dark for us.” Pinkie, who looked a bit more deflated than she had previously, chirped out. “But we always come out on top! Now isn’t any different.” The positivity was endless, and that hurt even more. Twilight wasn’t sure if it was genuine or if they just didn’t want to see her so down.

“It is.” Twilight shook her head. “We don’t have a plan. We don’t have anything to help. It’s just us.” She sniffled and wiped her eyes with a hoof. “No princesses or Elements. No magic mcguffin is going to save us, girls. I know it’s hard to think about...but this might really be it.”

As if on cue, the whole cave shook violently. On the far side of the pool, one of the walls vibrated until the earth and rock on the other side seemed to fall away. Through the cloudy crystal they could all see why Twilight was so hopeless, the horde of unicorns now stood on the other side with their horns glowing.

“That explains why the other alicorns started destroying the town...all of the unicorns were down here.” Twilight mumbled. Even in times like these she couldn’t stop from just...thinking. She couldn’t just cry.

“W-what are they doin’-” Applejack stopped as something clicked in her brain. “This is what they were diggin’ for the whole time…”

“You didn’t know?” Twilight was astonished. They knew the pool was down here, and they knew about the hole. It seemed easy to put two and two together. “They want to corrupt it, so they can get the last of the unicorns. They know about it because I did...and they knew Rarity was in here because I did.” The ponies looked on as the unicorns started to fire at the crystal separating them from their prey. “It’ll take them a few days to get through at the most without the help of an alicorn.”

“Don’t jinx it...please…” Dash pleaded.

“Are you sure there’s no way?” Spike kept himself huddled under one of her purple wings, his knees and voice both shaking. “No way at all?”

“What if we injected them with the mana stuff like we did you?” Pinkie asked. “Or if we put you in the mana pool and supercharged you like we did Dashie, I bet with all of that magic could fix this fast!”

“The rainboom…” Twilight’s mind started to race. “It cleared the air which let Discord come back, which means it negated the tainted mana or cleansed it.” She bit her lip as her eyes darted around the room.

“Yeah, but…” Dash looked back at her wings. “I...I don’t think I can do another one, Twilight.” The group fell silent, that loss of confidence stinging them all. “Sorry…” The polychromatic pegasus soon found herself encased in a Pinkie squeeze.

“It doesn’t matter. Even if we could, it would just get tainted again.” Twilight sighed and pawed at the dirt. “It’s just a big feedback loop judging from what Sunburst thought. If you clear the air, you have to clear the Central Mana Pool or else they’re going to reinfect each other. We don’t even have a way to purge the air…” Her eyes drifted upwards, to the stalactite hanging from the ceiling that touched the blue pool below. “Do we…?”

“You have an idea, darling.” Rarity, despite being the most down of the other five Element Bearers, had a hint of hope in her voice. “What is it?”

“It’s…” Stupid was the first word that came to her mind, but that wasn’t right. It was foolish, but not stupid. “We still have the Elements, right?” The other ponies nodded in the affirmative, adding that all they were missing was Magic. “I might have an idea, but...I don’t know. It would work, but I don’t know if it’s worth it.”

“Whaddya mean?” Applejack stepped in front of the group and sat down in front of Twilight. “We’ve already done run out of everythin’, Twi. Ain’t no cost we haven’t already paid. We’ve been hurt, lost stuff or ponies close to us…” Rainbow’s wings and Rarity’s natural beauty flashed through her mind...as did Big Mac and everypony she’d killed. “Ain’t nothin’ else.”

“Our lives.” Twilight responded. Again, a silence followed. It was uncomfortable and heavy, punctuated even more by the growls coming from right outside the confines of the castle. “We could clear the air, but it would take everything we have.” She pointed at the stalactite that touched the surface of the pool. “That runs the entire length of the castle, right up to the star on the top. The crystal can hold a lot of magic and even radiates it, it’s why none of the unicorns even come close. If we...if we overloaded the spire it could spill out into the air.”

“How would we even do that? Why would it cost us...that…?” Pinkie obviously didn’t want to think about death, but they had to now. If they wanted out of this, then they would have to pay with everything they had.

“Because...because if we use the Elements we have and we stand in the pool…” Twilight was still doing some thinking on the matter, but she was sure it would work. “It will be enough power, I’m sure of it. But we would have to be in that mana pool for...for a long time. Minutes. If channeling that much power wouldn’t do it, then the exposure to that much pure mana would.” It would hurt, it would be the most excruciating thing they had ever felt.

“Will it save everypony?” Fluttershy asked quietly. “Will it save Equestria?”

“If we can get somepony to cleanse the Central Pool at the same time, yes.” Twilight was sure, if they could do both at reasonably close times it would work. It would knock it out of the system of the world and anypony within the initial blast radius of the castle...which meant the princesses and hundreds, if not one thousand, unicorns. It would be enough, it would have to be.

“Is it our only shot?” Applejack looked right into Twilight’s eyes. “There ain’t no other way, sugarcube? You’re sure of it?” Her voice wavered and tears were forming in those bright green eyes. “This is it?”

Twilight nodded.

“Ah need to hear you say it, Twilight. Look me in the eyes and say there ain’t no other way. Ah need to know you mean it.”

“There is no other way. We either starve, get killed by the princesses or unicorns, or I turn and kill you all when they-” She pointed a hoof at the unicorns attempting to break the crystal wall. “-break in.” Twilight stood up and faced her friends. “I-I’m sorry that I let it come to this...but this is our only hope.” She put her hoof out towards her friends. “I’m willing to give my life to save Equestria.”

Slowly, one by one, hooves started to join hers. Pinkie and Dash’s first, then Fluttershy’s. Rarity reached out tentatively and placed her non-scarred hoof on the pile. They all looked to Applejack.

The conflict that raged behind the farmer’s eyes was apparent. She was one of the last of her family, she was all her sister had left. Nothing was more important than family, and she knew first-hoof how devastating it was to lose family again and again.

“For Applebloom.” Her voice cracked as she put her hoof forward. “She deserves a chance, even if it takes all Ah got left.”

“I’ll...let everypony take a bit to say their goodbyes.” Twilight’s words were soft and gentle. She didn’t want to stir up any more emotions than she needed to. “I’ll figure out how we’re going to cleanse the Central Pool.”

Whatever it took, they were going to save Equestria one last time.

The Hardest Part

Cheerilee was in her room spending her time with the foals that had nopony else: Rumble, Scootaloo and Diamond Tiara. The others were with their families, leaving only the orphans to face the end by themselves. As their teacher, she figured that she was the next best thing.

Elytra was in here too, just watching over the group silently. She hadn’t said much since seeing Cadance, but even Cheerilee could taste the fear coming off of her in waves. It was something primal and deep. The only guess was some sort of trauma from Canterlot.

“I-I-I miss my dad.” Diamond Tiara had her face buried in Cheerilee’s side as she sobbed. “H-he’d know what to do!” Nothing can be done but rub the filly’s back and hold her close. There was that temptation to just tell her that if Twilight didn’t have a plan, there was no way a salespony like her father would know what to do. It was definitely growing, but being a teacher had honed Cheerilee’s resistance to giving in to those temptations.

Rumble sat looking out of the window at the circling alicorns as they destroyed the only home he had ever known. The little colt never seemed sad or beaten down, he only ever looked angry since his brother died.

Scootaloo was sitting on the bed and staring into space. That hurt Cheerilee the most, seeing how devoid of life the little pegasus looked. Like all of her confidence and drive had been sucked right out.

“I know, dear.” She whispered to Diamond Tiara softly as she rocked the filly back and forth. “Trust me, I know.” Cheerilee laid her head on top of her students as she did her best to just calm Diamond down. Cheerilee wasn’t even okay, what was she doing trying to help other ponies?

“Cheerilee?” The voice came with a knock at the door. It snapped everypony out of their moods as the door opened without any sort of answer to reveal Twilight Sparkle. “Oh...sorry if I’m interrupting. Cheerilee, Elytra, I need to speak with both of you urgently.”

“It’s more bad news isn’t it…?” Scootaloo asked with dread coating each word as it dropped out of her mouth.

“That’s all she ever brings.” Rumble grumbled as he shot daggers at the alicorn in the doorway.

The words seemed to sink into Twilight in real time as she sighed and lowered her head. She bounced back quickly and raised her head after a few seconds with newfound determination in her eyes.

“I need to talk with you both, now.” The alicorn was no longer asking, she was telling them what was going to happen. Twilight turned and left the room, leaving the two adults in the room to look at each other.

“I guess...we will talk to her.” Elytra mumbled with a shrug as she began hobbling towards the door. Walking with three legs had gotten easier over the last few hours for the resident changeling, but it was still an effort to move.

Cheerilee had to set down Diamond Tiara, which wasn’t easy as the little earth pony clung to her for dear life. Eventually she got the once-spoiled filly to cling to Scootaloo instead of herself and the Crusader was not happy about that one bit. Once both of them were out of the room, Elytra used her magic to shut the door. Twilight was standing on the other side of the hall as she looked out of a nearby window.

“We have a plan.” Those four words brought with them the greatest sense of relief that Cheerilee had ever felt. It was like being told that she was cancer free after a prolonged battle with it. Her heart lifted for the first time in what felt like an eternity.

“Thank the Queens.” Elytra sighed and threw her head back with a mighty and happy laugh. “I knew it! I knew you ponies had something up your sleeves.” The giddiness started to spread to Cheerilee as well, her hooves tapping against the ground rapidly in excitement.

“It’s not…” Twilight looked away as her wings ruffled and fluffed out a bit. “It’s not that simple.” There was no sense of victory within Twilight, not the same that was slowly building in the changeling and the mare across from the princess. “The girls and I have to stay here to fix this, we have-we have to…” Whatever Twilight wanted to say was caught in her throat and wouldn’t budge. “There’s a good chance we might not make it.” She finally spat out.

“W-what?” Just like that, the excitement fled from Cheerilee’s mind. “What do you mean?”

“There’s a good chance we’ll die saving Equestria.” Twilight reiterated, her eyes never meeting the eyes of the other two creatures. “We can’t leave the castle, we have to stay here...but we need you two to help us out.”

“You need us to leave the castle.” Cheerilee mumbled as she looked into Twilight’s eyes. “You need us to go outside.” Drawing that implication from what Twilight said wasn’t hard, but swallowing the fact that she would have to go out there with three alicorns was.

“There are two jobs.” The alicorn’s jaw clenched as she looked to the door where the foals were. “We need somepony to get the foals and Spike to safety. What-what we’re going to do might bring the castle down on top of us and they can’t be in here.”

“Safety?” Elytra scoffed. “I know we don’t know each other too well, Princess, so excuse me for this-” Elytra swallowed and took a deep breath. “-are you stupid?” That caught Cheerilee and Twilight off guard as both mares looked at the changeling with wide-eyed surprise. “This is safety. Out there is the opposite.”

“Trust me, I know how it sounds. Just let me finish, please.” Twilight gave Elytra a moment to respond with a nod. “Thank you. The second job is cleansing the Central Mana Pool with some of the mana from below the castle.”

“Where is the Central Pool?” Cheerilee asked with her head cocked to the side out of curiosity. “Sunburst mentioned it, but he didn’t know where it was.” The mention of the pony who had gotten them all this far drove a needle into the mare’s heart. That still hurt.

“It’s in the Everfree, below the Castle of the Two Sisters.” Cheerilee nearly fell over from the surprise of that answer. “There was a reason Celestia and Luna built their castle there, and why the Tree of Harmony exists right by it.” That all made sense in hindsight, but it still felt almost surreal how the source of all magic in the world was right on their doorstep.

“So where’s safe out there?” Elytra redoubled her efforts to soothe her fears. “One of us has to take a group of kids outside and the other has to go all the way out to the Everfree. That doesn’t spell safe either way.”

“Walk with me, please.” Twilight spoke softly as she guided the mare and the changeling over to a window that faced the front of the castle. They all three looked out and saw the three alicorns still turning the once quaint village into nothing but glass. “When they’re done, they’re going to go into the hole. They’re going to do everything they can to break through into the cavern because they know we can’t all leave. Every unicorn that was in town is already down there so they wouldn’t get killed.”

“That’s cutting it close…” Cheerilee muttered as she studied the town closer. The entire central core of Ponyville had been destroyed at this point, like the town hall and Sugarcube Corner. The outer core, like Carousel Boutique and the market. Stuff on the outer edges, like the schoolhouse, Sweet Apple Acres, and the clock tower were all untouched as of now.

“It will be a race against time.” Twilight confirmed with a nod. “That’s why we don’t have much time to plan or wait around. One of you will have to go to the Everfree while the other finds...some sort of distance or safety from the castle.” The way Twilight spoke was so...detached yet determined. Like she had separated herself from the reality that her mortality might quickly be reaching its end. “You’ll need this.” Twilight’s horn lit up and a bottle rounded glass flask full of electric blue fluid was sat on the windowsill. Cheerilee needed no explanation of what it was. “In the tallest tower there’s a statue of Celestia. Just pull the horn and the passage will be opened to the Central Pool. Without another word, Twilight left.

“I’ll take the forest.” Elytra was the first one to speak after minutes of continued silence. “The foals know you, they trust you.” Her dark pink eyes focused on the Everfree in the distance, still lit by the crepuscular sky.

“Elytra you can hardly walk! What makes you think you can make it all the way out there?” To say that worry was building in Cheerilee’s heart would be an understatement. The changeling was in no shape to go out that far alone.

“I can still fly.” To prove her point, Elytra’s shell parted and her wings buzzed enough to get her off of the ground. “It’ll be quicker than having you run over open ground, and do you even know where the castle is?”

“Well no-”

“When I found Fluttershy she showed me.”

That effectively ended the discussion. Cheerilee didn’t have it in her to argue with Elytra at the moment, nor to try to reason with the changeling. If she was so sure, Cheerilee wouldn’t stop her. She just had one worry to voice.

“You’re not strong enough, Elytra. You’ve been drained since last night.” Reading a changeling’s face could be hard, Cheerilee had learned. There’s no dark bags under their eyes when they’re tired, no bloodshot eyes. It was amazing how much ponies relied on flesh to read intentions.

“I have an idea, I just need that Heart from Rainbow’s room.”

Rainbow Dash sat in the foyer of the castle, looking at the door and just trying to focus. She kept trying to reignite that fire in her belly, the one that had kept her going for so long. It was but a spark now, bucket after bucket of cold harsh reality had reduced it to such over the past day or so. No matter how much she tried to work herself up, nothing seemed to work.

It was because of her damned wings. She couldn’t move them, no matter how much she tried. Without the bandages holding them to her sides, they fell limp. It was the most powerless she had ever felt.

It wasn’t sadness that filled her heart, it was anger and frustration. She needed to do something! She needed to help by more than just waiting around! She needed to...get her mind off of it. Off of everything happening here.

“Dashie?” Rainbow turned to see Pinkie Pie coming down the stairs. The other mare had gone up to say goodbye to Pound Cake and turn him over to Cheerilee for the coming events. She could see the pink fur around her eyes darkened with tears. “Are you okay?”

“Forget about me, what about you?” Rainbow Dash stood and walked over to her friend. Instinctively, she tried to drape her wing over the back of Pinkie, but shook her head and cursed under her breath when she realized she couldn’t. “You’re the one who’s been crying.”

“It was just...tough to say goodbye.” Pinkie sighed and leaned against Rainbow, closing her eyes as she did. “I told him to be nice to his sister when they get reunited and to listen to...whoever takes care of them.”

Dash wasn’t good at this stuff, the mushy feeling stuff. Especially with somepony who liked her as much as Pinkie did. She had one coltfriend when she was in school over ten years ago, but other than that she had no experience with this kind of thing. Competition, the grind of getting better, had always come before anything else.

Now it was different though. She had nopony to compete against, no great physical hill to climb. When Pinkie had first kissed her after she came back, it had been like a baseball bat to the back of her head. It sent her spinning into a whole new world that she didn’t even understand.

That world was coming to an end, just as this one was.

“What do you think about this, Pinkie?” Dash wanted to move away from that train of thought, she could already feel it dragging her down even more. “You think we’re gonna make it?”

“I don’t know…” They both sat down in the middle of the floor, their heads leaning against one another as their tails crossed. “I wish I would’ve told you sooner, Dashie.” And obviously Pinkie didn’t want to move away from the topic of their demise. “I-I was always so scared.”

“Yeah.” Dash nodded. “Maybe we could’ve made something of it.” As it stood right now, Rainbow had told her friend that they should wait until after this to pursue anything more than just feelings. Look where that led. “Maybe.”

“At least we’re here together now.”

There was a comfort in that thought, of being at the end of the world with somepony that...that she cared for a lot. It was something else to fight for, right? It was one more thing to push to save, to keep safe.

That fire in her belly roared once again at that thought. She could fight for maybe, she could challenge the end of the world and her own death. She could compete with fate. If her wings worked, they would’ve flared and flapped feverishly with the newly found drive.

“Yeah. Together.” Rainbow narrowed her eyes once more and smiled. She liked the challenge of fighting through this.

Applejack took a deep sigh as she pushed open the door to her room. She’d had a lot of hard conversations with Applebloom in her life, and they always involved death. When she was old enough to understand what happened to their parents, two months ago when she had to explain what was happening with Granny. It never got easier, and this wasn’t going to be an exception.

Applebloom was sitting on the bed, coloring. The filly’s detachment from everything was something that Applejack had no idea how to approach or help. Since this all had started it seemed like AB had just ignored it and tried carrying on like nothing was happening. She even went to great lengths to avoid her best friends in the world so she didn’t have to see them in their hurt and wrecked states. There had been moments when the old Applebloom had shone through, like when Scoots first showed up, but they were few and far between.

The oldest Apple approached the bed slowly and sat on the edge. She reached out and put a hoof on her little sister’s head. The hoof ran through that pretty red mane, briefly twirling around the pink ribbon in it. She reminded Applejack so much of their dad that it hurt sometimes.

“You okay, Applejack?” She sounded so...normal. So uncaring about what was happening beyond the walls of the room.

“No, no Ah’m not, Applebloom.” Sweet Celestia it was already getting to her. The tears were already starting to well up in her eyes as she spoke. “Put down your colorin’, sugarcube. We gotta talk.”

Applebloom did as she was told and picked up the paper she was doodling on and sat it aside. The filly shifted and sat right beside her older sister, but never looked at her. There was that distant look in her eye still.

How was Applejack even supposed to start?

“A-Ah…” Tears started to roll down her cheeks when the first word barely left her mouth. “Ah’ve done my best with you, Applebloom. Ah want’cha to know that. Ah know Ah’ve been harsh sometimes, said things Ah shouldn’t have and maybe didn’t raise you the way mom and dad would’ve.” That finally got the filly to look up at her, a hint of emotion returning to her orange eyes. “Did my best to raise you right though.”

“AJ, what’s goin’ on? Why are you cryin’?” Applejack pulled her sister into a tight hug and squeezed. She wanted to remember this feeling for however long she had left. She wanted to remember her little sister, and she wanted Applebloom to remember her in kind.

“We gotta save Equestria, Bloom.” Her voice cracked as she spoke. Her throat hurt already as she choked out the words. “We gotta do it and there ain’t no other way...and Ah probably ain’t comin’ back this time.”

“W-what?” Finally, tears started to fall from the filly’s eyes. “N-no. No. You’re Applejack, you always come back. You gotta. We’re the last Apples, you can’t leave.”

That finally broke Applejack. It shattered her already heavy heart into a million tiny pieces. She was right, they were the last ones...and soon there would be only one left. It hurt so much to think about all of the ponies they’d lost from the family over time, it would be enough to crush anypony else. Applejack had stayed resolute through all of it, until now.

“A-ah know...Ah know.” She finally let her sister go and took one of the little yellow hooves in her own. She looked right into Applebloom’s eyes as the next words came out. “It’s gonna be just you now, though. It’s gonna be hard, Ah know, but you’re an Apple. Ain’t nothin’ easy for us.”

“B-but…” Applebloom was shaking now as she openly weeped. Almost two months of death and despair finally crashed down on the filly and engulfed her as she collapsed onto the bed under a tidal wave of grief.

“You gotta keep goin’ on, Bloom.” Applejack was telling the filly exactly what Granny Smith had told her when she was the same age. “Remember them-” She realized she was soon going to be in the pile of ponies to be remembered and corrected herself. “-us. Remember us, keep us in your heart and see us at night when you look up at the stars...but please...don’t let us weigh you down.”

She couldn’t talk anymore as the pressure in her throat grew and grew. Instead she just laid on the bed with her little sister one last time and held her close.

Fluttershy settled onto her bed with a light sigh. Her thoughts were as heavy as everypony else’s but she knew that what they were doing was for the best. She was just as scared as them, probably moreso. The heart in her chest hadn’t stopped racing since Twilight first revealed that the other princesses were on their way.

“So?” Discord appeared above her in a flash of light, his head resting on one of his hands. “You all were down there for quite awhile, what happened?” He had that mischievous smirk on his face, the one he always had when he thought he knew something. “Find a way to save the world through the power of friendship, hmm? A lesson and a big group hug do the trick?”

Fluttershy giggled and smiled up at her friend, her best friend probably. That had once been Rainbow Dash, and while their friendship went all the way back to foalhood, they had drifted apart more recently. Discord had been someone that always made her smile, even though he got on her nerves sometimes.

She would never tell him that though.

“Oh, I guess you could say that.” Telling Discord was going to be one of the scariest things she ever did. Scarier than fighting him or any other villain in Equestria, because it was going to hurt him in a way she never wanted to. “We-we did come up with a plan.”

“Oh? Do tell.” The draconequus landed on the bed right next to her, his head propped up in his hands while his legs kicked the mattress. “Spill the tea, as they say.” She could only roll her eyes with a faint smile.

Long ago, she had learned that bravery was not ignoring fear. It was pushing through it. Bravery was accepting your fear and accomplishing your task in spite of it. It had been a hard lesson to learn, and one she had to be taught in a myriad of ways. All of that was coming in handy right now.

“Well...Twilight says we can get all of the bad magic out of the air with the Elements of Harmony and the castle, and she’s sending somepony else to clean out the big mana pool too.” Remembering all of the words and phrases Twilight had used was a little difficult, but she was getting the general idea across well.

“There’s something else…” Discord ferreted out the details she was purposefully leaving out, just like she knew he would. There was no hiding anything from him. “What are you keeping from me?”

“W-well…” Fluttershy cracked under the scrutiny and shifted her mane so it was hiding most of her face. “...Twilight...um...Twilight doesn’t think we’ll…” The next word out of her mouth was practically a squeak. “...survive.”

“What.” Discord’s red eyes looked deep into her, just looking for a hint of a lie. “Oh no no no my dear Fluttershy, you must’ve misheard.” He chuckled and patted her on the back. “Twilight Sparkle would never endanger her friends like that, oh no. She would always have a way out. Trust me, I’ve talked to quite a few creatures who thought they’ve had you all.”

“Discord.” For a split-second, she hardened her gaze to let him know just how serious she was. “It’s the only way, and we don’t have a lot of time. This is it.” The words smacked the chaos spirit upside the head, his grin falling and leaving only behind a stone-faced frown.

“No.” He stated flatly with a shake of his head. “I refuse. You are not doing that, I won’t allow it.” He raised his claw and prepared to snap. “I have enough juice to get us both back to my dimension, I will-”

“This isn’t your decision, Discord.” She put a hoof on his claw and lowered it. “I..I want to do this.” Fluttershy had been the first to speak up for a reason. She hadn’t been here for her friends when they needed her, they had been subject to all the cruelties the world could foist upon them while she had been safe. The least she could do now was one final act of kindness to the world, the animals, the ponies she loved and cared for. “I need to.”

“Y-you really mean it.” He looked into her eyes again and leaned in. “Dear me, you really mean it.” She nodded in response. “Fluttershy…”

“Twilight says you can’t stay either. What we’re going to do is going to...um...use a lot of harmony. She thinks you’ll be turned to stone and...and without us around.” The look of hurt that spread across his face made Fluttershy want to curl up and hide forever.

“You want me to leave…”

“No.” Fluttershy shook her head and put a hoof on his cheek. “I need you to leave, because I care about you.” Discord closed his eyes and leaned into the hoof as he took a long slow breath. “I know this is hard, but you’ll be okay. Just please...help ponies after this. They need somepony like you to cheer them up.”

“Can I stay for a while longer?” His voice was quiet and devoid of the usual energy. “Can I just...enjoy your company a little more?”

“Of course, Discord.”

“Sweetie Belle, darling.” Rarity practically whispered as she entered the room. The pearl white unicorn made sure to keep her right side towards the door where her sister couldn’t see it. The last thing that Rarity would ever want was to be remembered like...this.

Her sister was looking out the window, mumbling something to herself. That was not an uncommon occurrence since coming back, they had found. Those cursed orders kept rattling around the little filly’s brain and would not leave, no matter what they did together.

“Sweetie.” Rarity sat right behind her little sister and reached a hoof out. As soon as it touched the other unicorn’s back, the filly shuddered and pulled away. All the while, her eyes never left the window. “I have something to tell you, but I’m not sure how to say it.” There was no better way than to get out with it, she supposed. “We are going to save Equestria and get rid of that nasty magic that...that hurt you and turned everypony into those ghastly beasts. Though, it will come at a cost...I might not make it back.”

That got Sweetie Belle’s attention and finally made her turn around to face the mare. That faraway look in her eyes finally dissipated and she stared up at her older sister with those big green eyes. Rarity wasn’t sure how much of her little sister was still in there, or how much was left undamaged by that King Bullion monster rampaging around in it, but she was going to pour her heart out regardless.

“If this works...mother will be fixed.” Thinking about what happened to their father, beaten by Big Macinstosh and tossed into the Everfree like scrap wood, that still stung. “You will need to find her and be there for her, just as she’ll need to be there for you. It will be difficult, I assure you, but we thrive under pressure.”

Rarity was one for big dramatic statements, not intimate motivational moments. She was struggling to come up with more to say other than just how much she loved the little unicorn filly in front of her. Sweetie Belle’s last memory of her should be more than seeing her a blubbering mess.

“Do not let this quiet you forever, Sweetie Belle.” Rarity continued as she pulled her sister into a hug. “Let the world hear your voice when this is over. I fear Equestria will need music more than ever after all is said and done, and they deserve to hear you sing.” She finally choked up, tears staining her cheeks and falling down into Sweetie’s mane. Every word she said, she meant. “You are a brilliant star and I do not want any of this to diminish you.”

Finally, she felt a pair of little hooves wrap around her and squeeze. It made her melt and give into the desire to bawl her eyes out. She sobbed loudly as she clung to the filly who meant so much to her, who she had practically helped raise.

“Do remember me as I was, not as I am.” That was Rarity’s biggest wish, just short of a miracle getting them all out of this alive, was being remembered as the vibrant and beautiful pony that she was before this mess.

“You’ll always be beautiful to me, Rarity.” Sweetie’s voice was so quiet, almost a whisper but filled with sadness to a staggering degree. “No matter what you look like, you’ll always be the prettiest pony in Equestria to me. Forever.”

“And I’ll always love you, even if I’m not here to say it. Never forget that, please.” Rarity was shaking now, her vision blurred from the tears. “You are the most wonderful sister that a pony could ask for, darling.”

“Hold still, Flurry.” Twilight had her hooves around the alicorn foal, attempting to keep her as still as possible while she worked the inhibitor ring down the spear of a horn that sprouted from Flurry’s curly mane. It didn’t help that she apparently knew what the ring was and didn’t want it on. “C’mon. You need this on.” The little black ring would inch towards the foal’s horn, and get pushed back by the intense magic of the young alicorn.

Twilight had already somehow gotten her old winter wrap up vest onto her niece to keep her wings from becoming a problem for whoever had to carry her outside. The last thing they needed was Flurry to want to fly away, because Twilight doubted that anypony could stop her.

Finally the ring slid all the way down and made a little click as it locked around the base of Flurry’s horn. She whined a little and tried to pull at it with her hooves, but to no avail. Twilight felt bad, of course she did, it was her niece. But this had to be done.

“It’ll be okay, Flurry. This nightmare will be over soon and...and you’ll have your mom and dad back.” She tried to smile, but it faltered and fell into a frown. That was supposed to be a happy thought, Cadance and Shining Armor being back and not being terrible monsters...but she knew what it meant for her and her friends.

“Twilight...can we...talk?” A purple glow encased Flurry as she was placed onto the older alicorn’s back. They turned to face Spike, who was sitting on the bed twiddling his thumbs. “Because I really feel like we need to.”

“Yeah, yeah. Of course. I’m sorry, Spike.” Twilight trotted over to the bed, setting Flurry Heart on one side of the baby dragon while she sat on the other side. “I wanted to get her ready before anything else, you know how difficult she can be.” It wasn’t a good excuse, just one she needed to use. Twilight knew this talk was coming, and she had been avoiding it.

“What...what happens to me after this?” Spike didn’t sound broken, he just sounded lost. He was losing the one constant in his life, the one pony that had always been there. She understood that, and it hurt. “I-I don’t know what to do without you.”

“Hey.” One of her wings unfurled and pulled him into her side. “You’re still family. To me, Shining Armor, even Flurry Heart. You’ll always have a place as long as one of us is still around, you’re not alone.” It was something she didn’t say to him enough, something she regretted not telling him more.

Spike reached a claw out to Flurry, who gladly grabbed it and fumbled with it in her hooves. She babbled and giggled at the scaly digits, which drew a smile from both of them. There were times when a foal was a good thing to have around at the end of the world. They could still smile for no reason.

“Take care of her until Shining and Cadance are back to normal.” Twilight continued. “If her Aunt Twilight won’t be around, at least her Uncle Spike can be.” She smiled and kissed the top of her assistant’s head before leaning on it. “Keep her safe.”

“I can do that.” Spike pulled Flurry onto his lap and just looked at her. “Uncle Spike is good at protecting stuff, trust me.” The only response he got from the foal was a raspberry blown in his face and spit covering his scales. “Ugh…gross.”

“I think that means she trusts you.” Twilight let out a little giggle, it was all she had left. They all sat there for a few minutes longer, just enjoying a little more family time before they had no more, before she spoke again. “I never told you this, and I’m sorry, but you’re the best little brother I could’ve ever asked for.”

“Y-you mean it?” Spike and Flurry both looked at her as he spoke. There were tears in his eyes, ones that he quickly brushed away. “I didn’t think-”

“You’ve always been our little brother. I was just too stupid to say it.” She shook her head. “You know me, I’m awful with that kind of stuff.” They both shared a short, bitter laugh. “I love you, Spike. I’m glad I hatched that egg, and I’m glad you came to Ponyville with me.”

“I love you too, Twilight. I’m going to miss you a lot.”

“I’m going to miss you too.”

They sat there for a bit longer, hugging and shedding silent tears. Spike had always understood Twilight better than anypony else in Equestria, he just got her. Spike knew that when she was focused and dialed in, there was no turning her away so he knew not to fight her because he knew that she couldn’t be dissuaded.

That made it hurt more.

“I have one more thing to deal with, Spike. Mind going to Cheerilee and Elytra?” Twilight stood up slowly, folding her wings in and helping the dragon down. She gave another small smile as Flurry Heart reached for her hooves. “No, you’re going with Uncle Spike now.”

“Hey Twilight?” She blinked and looked down at Spike. “Just...goodbye.”

“Goodbye Spike.”

As soon as the door closed, she broke. The tears started to come out in waves and her knees shook. She had held it together so well when he was in here because she didn’t want him to remember her as a crying mess. Twilight Sparkle needed to be remembered by someone as something other than a monster or a mess.

It took a bit, but she eventually composed herself and left the room as well. The last thing she had to do wasn’t pleasant, and it wouldn’t be an easy thing to ask. As with everything else, though, it was a necessary evil.

Her hoof raised and knocked on Rarity’s door when she got to it, and she waited. The door opened to reveal her fashionista friend, eyes red from shedding tears and mane a wreck. It wasn’t something that Twilight was used to seeing.

“Rarity...I have one more thing.”

“Oh Twilight, darling. I’m sorry.” Rarity’s horn lit up a soft blue as her tears were wiped away and her mane was fixed with practiced ease. “I was just..talking with my sister.” Even still, Twilight had to admire just how worried Rarity was about how she was perceived. “What is it?”

“It’s about your sister, actually.” The very worried look that she was given by her companion was not unwarranted, in fact it was right on the money. “We only have one inhibitor ring, Rarity...and it’s on Flurry Heart. Sweetie Belle needs to go outside too.” Twilight craned her neck to look at the filly in the room. “I’m sorry but…”

“Twilight-” Rarity put together the puzzle pieces presented to her quickly, her eyes filled with that cold realization of what the alicorn meant. “-you...you want me to?” Twilight nodded.

“I’m sure if...if you can’t, which is perfectly understandable, somepony else can. The last thing we want is for her to turn again out there, Rarity.” It was a disgusting act, made all the more gross by the fact it had to be done by a sibling. Even asking such a thing left a bad taste in Twilight’s mouth.

“I...I have to do it. Nopony else...it would hurt too much” Rarity concluded as she shut the door in Twilight’s face. The princess waited by the door and listened. It wasn’t that she didn’t trust her friend, she just needed to make sure the act was carried out.

Twilight heard the quiet conversation happen, one that was punctuated by short sobs from both unicorns inside. Twilight heard the final ‘I’m sorry’ from Rarity. Twilight heard the sound of a horn cracking and the small burst of magic that followed such an act.

The whole castle heard the filly scream in pain.

It was horrific. It was gut-wrenching. It was no worse than what was waiting for them all in the very near future.

Author's Note

Final Chapter: 'One Final Effort' publishing Saturday, June 12th at noon CST

One Final Effort

“Hey Scoots.” Scootaloo looked up from her scooter, which she had been looking over to make sure it would survive whatever happened outside. Rainbow Dash was standing a few feet away, her once powerful blue wings tied to her sides.

“Oh hey Rainbow Dash!” The filly beamed as she got to her three good hooves and hobbled up to the mare. Scootaloo gave her hero the best hug she could in her current state. “You’re gonna save the world again, right?”

Cheerilee had told her and the other foals what was happening, what was going to happen. Rainbow Dash and her friends were going to fix everything with Elytra’s help and Cheerilee was going to keep them safe.

There was also the thing about the Elements not making it, but that was ridiculous. They had survived everything else! Rainbow Dash had even come back to life last week! They always worked this stuff out and made it out okay, now would be no different.

“Yeah…” Rainbow rubbed the back of her neck and looked away. “That’s what it looks like.” There was a certain air of dread that hung over the Wonderbolt, and everypony else that was in the main hall of the castle with them, during the little conversation.

After everything had been explained, they had all been ushered to the foyer with the Elements. There were little talks like this happening all over the place, either planning or final parting messages. Twilight was the only one not mingling, as she was posted at one of the windows and staring out at the sky.

“I’ll see you after this is all over, don’t worry!” Scootaloo smiled up at the older pegasus as her wings buzzed. That sentence made Dash’s mood falter even more as she finally sighed and hung her head.

“You might not, squirt.” Rainbow sat down and sat a hoof on Scootaloo’s shoulder. “Listen, there’s a good chance we won't come back...but if we don’t, that means we saved Equestria. That means there will be an ‘after this is all over.’”

Before, it had just been Cheerilee saying this stuff. Scootaloo liked her teacher a lot, but she had been a downer lately so her word wasn’t taken at face value. Hearing it straight from Rainbow Dash’s mouth, though? It suddenly became real. Too real.

“Listen-” Dash continued with a sigh. “-I’m not good with...this kind of stuff. Goodbyes. Heartfelt stuff.” It really did seem like a struggle for the speedster, like she was fighting the urge to stop talking and clam up. “So I’m not going to do it.” She said with a nod and a determined glint in her eyes. “No, instead I want to tell you something. Something important.”

“W-what is it?” Scootaloo was still coming to terms with the admission that this might really be the end for her idol. She wanted to cry, but she knew Rainbow Dash would never cry so neither could she. If the filly wanted to be the mare, she had to start with being brave.

“The secret to being awesome.” Rainbow Dash leaned in and pulled Scootaloo close. “I don’t tell it to everypony, but I want to tell you.” Scootaloo leaned in too, eager to hear whatever wisdom Dash could pass on. “It’s not about the wings on your back, or how fast you can go. It’s about this-” She tapped the filly’s chest. “-and this.” Her hoof raised up tapped Scootaloo between the eyes. “You’ve just gotta know you’re awesome or you’ll be awesome someday. Even if you don’t feel like it sometimes, that's when you really have to believe it. You keep working and fighting and grinding to reach for that awesomeness.”

“But I can’t even fly, I-” She was hushed with a hoof from Rainbow.

“Doesn’t matter. You’re awesome.” Dash looked Scootaloo in the eyes. “Say it. Say ‘I’m awesome.’”

“I-I’m awesome?”

“With more feeling, Scoots. No more doubts!” Rainbow stood up and puffed out her chest. If her wings had been working, they would’ve been flared and she would be in the air. “I’m awesome!”

“I’m awesome!” Scootaloo repeated, her chest puffing out as well and her little wings buzzing on her back. “I am awesome!” That earned her a bright grin from the mare standing over her and a pat on the back.

“Don’t you forget it, either.” Rainbow Dash ruffled her mane one last time and turned around to walk away, only to be stopped by Scootaloo clinging to her back leg. Bravery had faltered, and it let the tears seep through. The filly couldn’t help it, not anymore.

“I-I’m going to miss you, Rainbow Dash.”

“Hey…” The mare sat down again and pulled Scootaloo into a tight and warm hug. “I’d miss me too.”

“Why is it pink?” Cheerilee studied the Heart held aloft in Elytra’s magical grasp. The others had always been the same shade of sickly green, but this one had clouds of pink swirling inside of it. She tapped it with a hoof, which seemed to disturb the pink substance inside.

“Because there was no intermediary.” Elytra closed her eyes and let the pink mist flow from the orb and into her mouth. “This isn’t emotion taken and hidden away, this is love given freely. Pure and true.” The changeling shivered as the energy was absorbed into her body at a rapid pace. “I gave this to Pinkie Pie when Rainbow Dash was sick. I hoped that it might work, it didn’t but it was filled with...man, this stuff is good.” She kept indulging herself in the love from the Heart, her posture seeming to straighten as she kept drinking it all up.

“Will it be enough to get you to the Everfree and back?” That was still Cheerilee’s main concern. She wanted everypony to make it out alive, even if she knew that wasn’t possible. Elytra was the only other one besides the foals and Cheerilee herself that stood the best chance, but that would take a lot of energy and effort.

“Hey, I’ll be okay.” The changeling stopped absorbing the energy just long enough to shoot a smile at the mare beside her. “Don’t worry, last time I went into the Everfree it was nothing and without any unicorns on the surface it’ll be the same.”

“Don’t jinx it, please.” Cheerilee closed her eyes and prayed to whoever was listening that they forgave Elytra for that transgression. “I just want to...talk when this is over, and I want you to be there for that talk...between us.” There was an awkwardness between the two now, one that Cheerilee still couldn’t shake. It was because of that kiss, one she still didn’t know if she meant or not.

“You’re still torn up about that.” Elytra sighed and her horn flashed, reigniting the orb in her grasp and starting the stream up again. “You could just try saying what you feel now, y’know. It’s probably the best time to do it”

“I don’t even know what I want to say.” Cheerilee mumbled. She looked around at all of the other ponies in the room. The families were hugging, friends were just chatting and sharing a moment while they could. There were a lot of concrete emotions in the air, and it felt like hers were ever shifting dunes. “I...I like you, Elytra. I think that’s all I know for certain.”

“I think you spend too much time around schoolfoals, Cheerilee.” Elytra chuckled and bumped into the mare’s side. “Just like or like like?” The little rib drew a frustrated blush from the pony.

“I don’t know.” Cheerilee spoke the truth. The maelstrom of uncertainty that raged within her was not something she could parse easily. “You’re the first changeling I’ve ever met, and I guess I didn’t know what to expect. You’re a good creature, and you would be a great pony if you were one...and-” Cheerilee took a deep breath. “-if we do make it through this, I want to spend a lot more time with you.”

“I’d like that.” Elytra smiled and they both leaned on each other. “I’ll meet you right back here on the steps, deal?”

“Deal.”

“They’re done.” Twilight’s voice boomed throughout the room, quieting the crowd and drawing their attention. The alicorn turned around to face the last survivors of Ponyville. “Celestia and Luna are already down in the hole, Cadance isn’t far behind. We’re on the clock now.” The princess walked forward and looked around to the surrounding ponies. “We don’t have a lot of time with all three of them trying to break through, maybe an hour or two at most.” Her eyes drifted to her friends, two of them still clinging to their little sisters, and she nodded. “We can’t do anything until the Central Pool is cleared, though.” Every eye fell on Elytra.

“I’ll get it done.” Elytra nodded to the alicorn, stone-faced and ready. A pair of saddlebags floated onto her back in a purple aura and then the flask of mana was set into one of the pouches. “You can count on me.”

“We don’t know what’s out there.” Twilight started again with a sigh as she looked at Elytra and Cheerilee. “We know that the majority of the unicorns and the princesses went underground, but that’s not a guarantee that there won’t be some of them above ground still.”

“I understand.” Cheerilee responded with a nod. She knew that if it came down to it, she would give everything to keep her foals safe. Just as she had done with Scootaloo when this all started.

With not much more to do, everypony gave one last goodbye. More tears were shed, more hugs were given, and then they all were split off into three groups. Elytra by herself, Cheerilee and the foals with Spike, and then the Elements of Harmony.

Discord was the only straggler. He was wringing his mismatched hands and looking at the Elements worriedly. It wasn’t until Fluttershy came over and gave him one last hug, and whispered something in his ear, that he finally started to act.

“I hope it’s worth it, Twilight Sparkle.” It wasn’t a biting statement, there was no bitterness in it. He meant what he said, fully and truly. Discord raised his lion’s paw and snapped his fingers, opening a very unstable-looking portal to a black void. He didn’t say anything else as he slithered into it and the portal snapped shut behind him.

“Me too, Discord…” Twilight sighed and looked to the front door of the castle. The alicorn shivered as her horn lit up and the door opened to the outside. “Good luck, to all of you. Please stay safe.”

“Okay everypony.” Cheerilee drew the attention of her remaining class as she picked Pound Cake up off of the floor and sat the pegasus foal on her back. “We’re going to make our way to the schoolhouse. I need every one of you to stay as close to me as possible, alright? No going ahead.” There was a series of nods from each one of the little ponies. “If you see one of those things, tell me.”

“Miss Cheerilee?” It wasn’t one of her students that spoke, it was Spike. The baby dragon had Princess Flurry Heart resting atop his head, one claw on her side to keep her stable. “Do you think you could take Flurry too? I could help if things get...bad. But not with her on my head.” In response, the alicorn foal hanging onto his spikes babbled down at him.

“Of course, Spike.” Cheerilee trotted over and waited as the little dragon set the foal onto her back with Pound Cake. She hadn’t even thought of how useful an actual dragon might be if things got hairy out there, but she was glad that he did. Once that was done, she gathered her little herd near the door.

“See you in a bit, Cheerilee.” With a small smile, Elytra lifted off and took to the evening sky in front of them. Leaving only her and the foals on the cusp of the outside.

“Okay…” The mare started down the stairs, the rest right behind her with Scootaloo at her side. The pegasus was deftly maneuvering her scooter down the steps without jarring her bad leg too much, which would be impressive in any other circumstance.

The outside felt so different to what she was used to. The warm colors on the horizon gradually bled into black as she looked farther away from the sun. It was like seeing a long friend from her school days, something she had missed so dearly and didn’t realize how deeply she needed to see. It was also cool, almost twenty degrees cooler if she had to guess. It felt like a completely different world.

All of that wonder and joy came crashing down when her hoof first touched the ground. There was no more dirt,no more dead grass and no more Ponyville. The ground crunched beneath her hooves, just like glass.

The once lively and quaint features of Ponyville had been reduced to nothing but a flat plane of reflective earth. The spiral pattern that the princesses flew in to destroy the town could even be seen in the glass, coming out right from the massive sinkhole in the middle of the small town. Every building and natural feature within the city limits had been flattened, leaving only Sweet Apple Acres in the distance and the schoolhouse on the small hill looking over the town.

“Come on, everypony.” Cheerilee instructed her students as she sat off towards the schoolhouse in the distance. They were all right on her tail with Spike taking up the rear of the group. Every head was on a swivel and looking for any sign of danger, but they found none.

The few times Cheerilee had been outside prior, there had always been some sort of noise. Usually it was the distant growls and howls of the monstrous unicorns, or their horns firing blasts of magic to dig the hole, but now it was just silent. Now not even the wind swept over the shimmering field that once was a town. The only sound was of their hooves and feet breaking the ground beneath them.

The small group made their way across the ruined landscape at a decent clip. Cheerilee had to make sure not to break out into a gallop, as she knew the fillies, colt, and dragon behind her would likely not be able to keep up.

“Mamamama.” The princess on Cheerilee’s back babbled out as she looked around. Flurry was looking for the twisted alicorn that was her mother, which only made the mare’s heart beat faster.

“Flurry, please be quiet!” Spike pleaded to the foal as he turned his head around to look at the hole. “I know you know she’s here, but please!” That did nothing to abate the foal’s calling for her mother.

Soon enough, the call was answered.

A deep and guttural howl went up into the air from the pit in the middle of the glass field. A pink blur shot into the sky from the depths and hovered one-hundred feet above the ground. Cheerilee froze, but Cadance didn’t.

Within seconds, the princess slammed into the ground in front of the herd. Her massive hooves, the usual golden vestments cracked and coated with dried blood, shattered the glass beneath them. She was only focused on one thing, the foal on Cheerilee’s back.

The schoolmare’s brain was working a mile a minute. Cadance wouldn’t hurt her own foal, right? Even if this version of the alicorn of love was twisted and monstrous, there was still a part of her in there deep down. Surely, one part that had survived was her motherly instincts. That had to be the reason she reacted to Flurry both times.

Cadance’s horn lit up.

Cheerilee hated being wrong.

Two balls of green energy slammed into the side of the massive beast, causing her to stagger. Elytra flew over the head of Cadance and let another shot go right in the back of the monster’s head. The changeling shouted something, but Cheerilee couldn’t hear it over the ear-shattering roar from the alicorn. Cadance turned and fired two beams of magic at the flying bug, luckily missing, and then took off after her.

“Okay…” Cheerilee turned to the foals surrounding her. “Run. Now.” Elytra had bought them time, which hopefully would not come at too steep of a cost, they couldn’t waste it waiting. So off they ran in a sprint for the schoolhouse, with Cheerilee taking up the rear this time.

Now at full speed, it was a quick five minutes to make it to the hill the schoolhouse was situated on. The outside was marred with whole sections of the walls missing and the red paint faded and chipped from so long in the sun. Cheerilee overtook her foals and slammed into the door, nearly splintering it as it swung open.

The interior of her schoolhouse was as ruined as the exterior, desks destroyed and the floor was torn up. It looked like a temper tantrum had been thrown in here, or there was a fight. The strangest part was the hatch on the floor that led to the shelter being closed, which shouldn’t be possible. Trixie should’ve broken out by now.

Once all of the foals and Spike had entered, Cheerilee shut the door and finally took a breath. She grabbed a chair and stuck it under the handle, just to make sure that nopony could get in so easily. It wasn’t perfect, but it would buy them time if the worst came to pass.

“I really don’t want to go down there again…” She heard Scootaloo mutter as the filly’s eyes focused on the hatch. Cheerilee could sympathize, being trapped down there any more than they already had was not an appetizing thought.

“I know, Scootaloo.” She patted the filly on the back and removed the two foals from her own and sat them on the ground. “Keep an eye out while I open the shelter, okay?” A nod from the pegasus was all Cheerilee needed to get to work.

The mare wrapped a hoof around the handle of the latch and pulled...only for it not to give. She cocked her head to the side and furrowed her brow as she gave it another tug. It moved a bit, but kept itself closed. It felt like there was resistance on the other side, which was very odd.

“Spike, come help me please.” The dragon was by her side in an instant with both of his claws on the hatch. They both pulled as hard as they could in time, swinging the hatch open and revealing the thing inside that had been pulling on it.

“O-oh...hello Cheerilee…” Meriwether stammered out as she looked up at the duo standing over her. “Um...funny seeing you here.” Cheerilee reached down and dragged the elder mare out of the hole without a word.

“Get in the shelter, children. Now.” That familiar frustration was bubbling up in her gut, one that had only been building since this morning. She resisted the urge to lay into the mare both verbally and with her hooves, at least until the foals were safe.

“Um...Cheerilee?” Scootaloo, who was still by the window, called out. “The monsters are coming out of the hole! A lot of them!” Cheerilee turned her head for just a moment to look out of the window to confirm, and indeed Sctooaloo wasn’t wrong. Dozens of the turned unicorns were pouring out the pit and fanning out over the remains of Ponyville.

“Get in the shelter. Spike, help her please.” She turned her glare back to the former mayor and glared daggers into the mare. Once Cheerilee heard the sound of hooves headed down and the click of hatch closing, she let loose. “What do you think you’re doing here?”

“I was headed out of town and th-then the sun went down and the alicorns were coming! I panicked!” Meriwether stepped back, which only let Cheerilee advance on her more. “I-If more of those things are coming, you have to let me down there!”

“There’s not enough room for all of the foals and both of us.” While that was the truth, there was also a small amount of sadistic joy in saying it aloud. If this was payback, then Cheerille understood why ponies said it was sweet. There was a certain irony in making the mayor run away again, one that she would enjoy. “So, have fun.” The teacher smiled and turned around with a bitter chuckle.

Cheerilee was halfway to the hatch when the other mare leapt onto her back and forced her to the ground. “I’m not being left out here!” Meriwether screamed into her ear as the two began tumbling across the dusty floor.

Cheerilee was just trying to get the politician off of her, while Meriwether was actively fighting. The light brown mare was biting anything she could get ahold of, including Cheerilee’s ears and legs. There was a wild fight in the mayor’s eyes, one that the mare had never witnessed before.

A hoof hit Cheerilee in the side of the head, sending her vision swimming. That was enough to finally get her to go on the offensive. When she was finally on her back once more, she planted both of her rear hooves square in the other mare’s stomach with as much force as she could muster.

The air left Meriwether’s lungs all at once as she sailed into the air and hit the floor with a heavy thud. Both mares let out a little groan, but Cheerille was the only one to get up. She could feel blood running down one of her ears and onto her face, and some of the stitches that Rarity had used on her leg from the fight with Trixie had popped open.

“I’m not sorry.” Cheerilee mumbled out as she opened the hatch and entered. As she closed it behind her, she made sure to grab the rope that was hanging from the inside and hold it as tight as she could.

Meriwether tried to pull it for several minutes, but Cheerilee held strong. Eventually the muffled sounds of magic tearing the door down broke the pleading of the mare on the other side. The growls of several unicorns and the screams of Meriwether filled the small space.

Twilight stood at the edge of the mana pool with the five of her friends, all of them focused on the opposite wall. Celestia and Luna were on the other side and tearing through the crystal barrier faster than any of them liked. The other unicorns had even stopped trying, and were instead spreading out to encircle the cave completely.

“You know, I suppose now is the time to get something off of my chest.” Rarity spoke flatly. She was situated to the right of Twilight, at the very end of their little group so only her unscarred side was facing her friends. “Applejack, darling?”

“Yeah Rarity?” Applejack, standing at the opposite end, craned her neck to see the unicorn. “If this is some mushy stuff, Ah don’t know if now is really the time.” Applejack was at least a little more animated than her fashionista counterpart and sounded very worried.

“Well…” Rarity sighed. “I-I do not think I ever told you, so now is as good of a time as any.” She took a deep breath and closed her eyes. “Applejack...I really hate your mane.” That drew a snort from Rainbow and a giggle from Pinkie. “It’s just...you take such poor care of it! It’s as thin as straw and the same color! We both know you could do so much better with it, darling!”

“Consarnit, Rares.” If Applejack still had her hat, it would’ve been tossed on the ground in frustration. “Here Ah thought you were about to say somethin’ nice and thoughtful and such and you just go and insult me?”

Twilight couldn’t help the small smile that began to form on her lips as the two bickered in the background. It reminded her of simpler times, better times. Of course, she knew this was just a coping mechanism from the both of them. Just something to get their minds off of the wall of murderous monsters slowly closing in on all sides, but it was one even she could enjoy for a moment.

“Ah work on a farm, y’all think Ah got any sorta time to do my mane up every mornin’? No.” Applejack continued with a huff. “Listen, if we...if we’re still here tomorrow, Ah’ll let’cha take me to a spa or something and gussy me up proper. Will that shut’cha up?”

“Oh darling, yes!” Rarity replied with a beaming smile in the general direction of the farmer. “You have yourself a deal.”

A silence spread over the group once more, an oppressive and deafening silence. It made Twilight gaze up at the massive spear that hung from the roof of the cavern and think over her plan some more, not that thinking on it was going to change anything.

The Elements should let all of her friends channel more magic than they usually could considering that’s how the things worked. Their purpose was to allow them to harness the magic of the Tree of Harmony and channel it. Over time it had increased their natural ability to channel the Harmonic magic, which meant with the Elements on and standing in the mana pool they could use an immense amount of power.

It would all go through her too. The Element of Magic was broken, but she was still the final link in the chain. It would all funnel into her and she would direct it to the spire, and it would burn them all out in the process. If her calculations were even remotely correct, it would be as if a bomb of pure concentrated magic was detonated in the chamber.

“Ah s’pose Ah got somethin’ too.” Applejack shrugged and turned to Rainbow Dash beside her. “Ah was gonna save this for a bit later when this was closer to...the end, but Ah think you deserve it.” The farmer pulled out a small metal flask from the red band in her mane and held it out to Rainbow. “The last bit of Sweet Apple Cider, probably in all of Equestria now. Ah want’cha to have it, RD.”

Without even a ‘thank you’, Rainbow Dash snatched the flask and popped it open. One would think from the look on the pegasus’ face that she had just smelled the ambrosia of the gods instead of a simple hard cider. Dash put the container to her lips and drank it all down in one satisfied gulp.

“Celestia, I needed that…” Rainbow wiped her mouth and grinned sheepishly at her rival. “Uh...thanks AJ.”

“You big glutton.” Applejack responded with a chuckle. “Ah’m gonna miss you, hope you know that, Dash.” That dampened the mood considerably. It shifted from that coping mechanism into something much more somber and real. “Ah’m gonna miss all of you.”

Tears started to fall from each of the mares, the sad reality of their situation coming back into their minds. This was it, the end. They were going to go out together and that would be it. There would be no next adventure or crisis, there would be no more friendship problems or letters. There would just be nothing.

“I-” Twilight tried to talk, but her words caught in her throat and threatened to never come out. She took a deep breath and collected herself as she brought a wing up to wipe her tears. “-I am so happy that I came to Ponyville all those years ago.” The princess let out a shaky breath and looked around to her friends. “I don’t think I tell you girls just how much this changed my life, and not just the sprouting wings part, I mean how much you each changed my life for the better. Without you...without you I don’t know where I’d be, but I’m glad I’m here with you now.” Twilight nodded as more tears fell to the ground. “There’s nopony else in the whole world I’d rather face the end with than you all.”

They said nothing else, as there was nothing left to say. So they waited, they waited for Elytra to finish her job so they could save the world one last time.

Elytra slightly regretted angering Cadance. Even as she wove her way between the mangled and dead trees of the Everfree, the princess was still chasing her. The natural cover of the forest was making her a much harder target to hit, but it felt like those shots were getting closer and closer.

While the changeling preferred to finesse her way through the trees, the alicorn was barrelling through them and causing a racket. The sounds of snapping trees and burning wood filled the entirety of the Everfree as yet another beam was let loose from the spear atop Cadance’s head.

To say that Elytra was terrified was an understatement. Princess Cadance was the one pony that still inspired fear in the hearts of changelings everywhere. She had weaponized love against them, which would be like somepony poisoning grass or air for ponies. Getting tossed from Canterlot by a wave of the emotion still kept her awake some nights, and now the very pony that did it was bearing down on her with murderous intent.

Another wave of white hot magic swept over the changeling’s head, cutting the trees in front of her in half as they all fell into burning heaps on the forest floor. Elytra dove under one just in time to avoid getting hit by the giant burning flyswatter.

Elytra still had speed over the beast, and the missing leg only had only improved her top speed. The obstacles also kept Cadance at bay, but they both knew that the changeling was going to slip up long before the alicorn did. Just like the Element Bearers, she was on a timer.

The castle was in sight now, just over the gorge where the Tree was located. Twilight had said the entrance was in the tallest tower, so she began to climb before she even got close. Elytra broke the deadened canopy and shot towards the tower, putting everything she had into getting there.

The Heart she had taken from Pinkie Pie and Rainbow Dash was in the saddlebags Twilight had given her. The connection was still strong and it was still pumping power directly into her system, which was the only thing keeping her going at this point. She had gone through her supply of energy about twice now between the three blasts she had hit Cadance with and the tricky maneuvers she had been performing to stay alive. It had all taken its toll.

The frantic changeling landed in the room at the top of the tower through one of the shattered windows. It was a circular room with an ancient and destroyed desk sitting against one of the walls. Bookcases lined the walls and were filled with old and dusty tomes, something somepony with a lot more time would appreciate.

A statue of Princess Celestia sat in the middle of the room. At one time it was very angular and stylized, but now it was eroded by time and the elements. Its horn was broken about halfway down, but it was still there. Elytra didn’t even use her magic to pull the switch, she jumped up and pulled it with her hoof.

She had expected the sound of slow grinding stone, but was instead met with a flash of blinding light as the statue and the floor beneath her disappeared. Elytra screamed as she tumbled down the seemingly endless shaft that was now below her.

As the bug tumbled end over end, she saw Cadance above her. The deformed and monstrous body of the alicorn was too big for the shaft of stone, but that wasn’t stopping her. The stonework of the castle was being ripped apart by the beast as it tore down after its prey.

Elytra finally oriented herself and fired a bolt of her acidic green magic at Cadance, hitting the alicorn square in the face. The roar of pain from the turned princess shook the tunnel around them both, and then she returned fire.

Elytra tried to move out of the way, but the beam of light pierced one of her gossamer wings and made half of it disappear. She cried out in pain as the heat from the proximity left her chitin bubbling and popping as she now entered freefall. It was a challenge not to pass out from the mix of pain and exhaustion, but she somehow fought off the encroaching darkness. She had been in a few moments like this over her relatively short life, and knew it never ended well.

It was another 30 seconds of falling before she finally saw the ground quickly approaching. The whole time she had been getting farther and farther from Cadance, as the act of plowing through sturdy stone had slowed the alicorn down considerably. Which was good, because it meant she had enough time to figure out what to do.

Elytra’s one good wing began to buzz as it did its absolute best to slow down her descent. It succeeded in at least giving her an angle to take rather than impacting the ground head on. Three hooves hit the dirt, but couldn’t support her. The changeling tripped and skidded across the ground until she came to rest. When she lifted her head up, what she saw filled her with a mix of awe and dread.

The Central Pool wasn’t just big, it was colossal. Elytra was situated on some sort of island in the middle of it all, surrounded on all sides by what had once been pure mana. Now it was a thick bubbling black liquid that roiled and sputtered like it was itching to get out. The sea of black slime went on for miles in every direction, it was so big that she couldn’t see any edge from her spot.

Across from her on the other side of the small stone island in the ocean of poison, sat the statue of Celestia and the piece of stone it sat on. If there was a guess to be had, it teleported here and was meant to do the same to the pony who activated it. Elytra was no pony, so that explained why it just let her fall instead.

The roar from the tunnel above reminded her that she didn’t have the time to stand and gawk. She had a job to do. The horn on her head lit up as she pulled the glass bottle from her bag. It was brought to her mouth where she took the cork in her teeth and pulled it out with a satisfying pop.

Elytra limped to the edge of the pool, the vial still in her magical grasp. She closed her eyes and sent a request to whatever Queens still watched over her that this worked. The bottle turned over and the contents emptied into the Pool.

The electric blue mana sparked and shot across the surface of the endless black sea in an instant. A scream seemed to emanate from the very Pool itself, shaking the cavern and causing some stones from above to fall into the rapidly changing mana.

It worked. She had done it, she had helped save the country she had once sought to destroy. It was as if a weight was lifted from her very soul, something she had felt for far too long.

A smile crossed her face, only to be immediately discarded by an earthshaking thud from behind. A roar and the sound of a horn charging up told her that Cadance had finally landed, and Elytra had nowhere to go. She couldn’t fly away, and there was no trickery that could save her now.

“Alright…” Elytra mumbled and turned around to face the beast. Cadance was just standing up, her nostrils flared and eyes full of rage and hate. “Round two.” Her heart thundered in her chest as she looked up.

Every ounce of energy she had left was focused in her horn, the blinding green light casting an eerie glow over the rapidly changing pool of blue mana around them. Elytra knew she had no shot at winning this, but she had to try. She made a promise to Cheerilee that they would meet back on the steps to the castle, and she was going to do everything she could to keep that promise.

The situation below the castle was growing more and more grim by the second. There was less than a foot of crystal between the two sisters and the six ponies inside of the cavern. Elytra should’ve cleansed the Central Pool by now, she was sure of it. That meant either the changeling was held up or worse.

“W-we’ll know when...right?” Fluttershy pressed close against Twilight’s side and shook as she started at the monsters that now surrounded them. “Right?” She asked again, looking up at Twilight.

“I-I think so.” She wasn’t even sure anymore. Injecting pure Harmonic mana into the Pool, and by extension the leylines, should be a shock to the system of every single unicorn and alicorn afflicted with the disease. It wouldn’t change them, but it should hurt. “Please hold, just a bit longer…” Twilight pleaded with the crystal separating them from the beasts.

It ignored her pleas and cracked. A foul putrid stench flooded the cavern almost instantly, one of death and decay. The ponies scrunched their noses in disgust, and at least one of them audibly gagged as it washed over them.

The hole wasn’t big enough for any of the beasts to get through, not yet. It wouldn’t take too long until one of them could squeeze through. Twilight closed her eyes and waited, knowing that there was every possibility in the world that the entire plan had failed and they were going to die here without saving anypony.

Then they screamed. Not her, not her friends, but the mutated magic wielders that surrounded them. They roared out in pain and collapsed as something came over them, all of their horns surging with a bright blue light.

“It worked! IT WORKED!” Twilight cried out in pure joy as she watched the two alicorns on the other side writhe on the ground. “We need to get in, now!”

One by one, each of the Elements of Harmony stepped into the pool of mana before them. As soon as their hooves sank beneath the surface, they started to glow. Arcs of blue electricity lept between the ponies and the Elements they were wearing and connected them.

Twilight Sparkle had felt this amount of power once before, when the other princesses had imparted their magic onto her for safekeeping when Tirek was running loose. Out of the corner of her eye she saw her mane begin to flow with an ethereal light, and she could feel her eyes start to be overcome with the pure energy.

The same thing was happening to her friends. Their coats were lit up like lights at Hearth’s Warming and the Elements around their necks were sparking with a furious light the likes of which she had never seen.

It was almost too much for Twilight to handle, she knew it wouldn’t take long for this to get the better of them.

“F-focus!” Twilight shouted through clenched teeth at her friends. “Th-this is it!” She closed her eyes and focused on each of her friends, their friendship and just what it meant. Years of bonding, bickering, and saving the world. A lifetime of meaning packed into a few years, and a connection that was more than just an accident. It was fate.

A line of rainbow energy came up from the pool and shot into each of the necklaces, then threaded them all together. Finally they all came together and plunged into Twilight’s chest. She tried to gasp, but she couldn’t. She couldn’t do anything as her body seized up.

All she could do was direct it.

Twilight focused on that power that was threatening to split her in half and let it flow into her horn. The horn on her head was audibly crackling and threatening to break from the amount of energy she was putting into it, the strain was unlike anything she had ever felt. Using the Elements had always been a little taxing, but this was that feeling cranked up to two hundred percent.

A rainbow beam shot from her horn and impacted the stalactite. Every crystal in the cavern was supercharged with the magic that poured from the six ponies as it surged through the vertical leyline that was the castle. It all started to shake with a deafening roar, several large chunks of the ceiling gave way and fell around them.

Twilight couldn’t worry about that, she had to focus. She had to concentrate on her friends and what they meant to her...why she was doing this.

Applejack, honest and stalwart.

Rainbow Dash, loyal and brash.

Pinkie Pie, always joking and bubbly.

Fluttershy, kind and timid.

Rarity, beautiful and generous.

A million thoughts raced through her mind as the castle above them tore itself apart with the amount of energy being pumped into it. A million memories crossed her mind and filled her eyes with tears. A million feelings flooded her heart.

One thing dominated her entire being, though. One thing she hoped that each one of her friends knew.

Twilight Sparkle was sorry that this happened, and she wanted her friends to know just how much she loved them.

Celestia, she hoped they knew.

“Sweet Celestia.”

Cheerilee peeked out of the small crack of the bunker’s hatch, scanning the scenery before her. The view of flattened glass-like earth, leveled buildings, and the frozen sunset greeted her. Though the differences between the view from the hatch when they had entered and the scene she saw now were quite different.

The schoolhouse that had once been around them was gone now, just the floor and less than a foot of the walls remained standing. Beyond that, the major difference was Twilight’s castle. The once horizon dominating structure had been reduced to rubble, maybe twenty feet of the trunk of the tree-like structure stood now.

Cheerilee pulled herself out of the hole in the ground and looked around. Her heart ached as she looked at what had once been her home, now unrecognizable. Even the last part of Ponyville that had been left standing was now nothing more than a shadow of its former self.

The crystal that had once made up the castle was littered across the landscape in chunks. They had once been purple but now they looked black and dead, like the magic had been sucked out of them. It looked like a warzone.

One by one the foals that had been down in the bunker with her emerged, Scootaloo first and the rest following soon after. Some of them, mainly the sisters of the Element Bearers, Scootaloo, and Spike, wept as they looked at the ruins of Twilight’s castle.

There was one saving grace to all of this, one beacon of hope in this now-wasteland of a village. Against the far wall of the schoolhouse, two unicorns were passed out. They didn’t look like monsters, their proportions were right and their muzzles were short and had no visible fangs.

It worked.

“They did it.” The words Cheerilee spoke did not lighten her heart or mood the way she had hoped. She knew what it had cost, as did the little ones with her. There were no smiles shared in the group, no cheers of triumph.

The unicorns were turned back to normal, but Cheerilee couldn’t shake the feeling that Equestria wasn’t saved. Things were not going to be easy from here on out, there was no way that life could just go back to normal in a week’s time, or even a month. Getting back to what Equestria used to be would take a lifetime of effort.

“Come on, let’s go see if we can help.” That was her primary concern now, helping the unicorns that were now changed back to normal. That would reunite a few of the foals with their families, it would be a start.

She also had a promise to keep on the stairs of the castle.

Deep below the ruined castle in the field of glass that had once been Ponyville, there was a room made of crystals. In the center of the room was a pit where bubbling bright blue mana had once been, now run dry from overuse. On one side lay two alicorns, one as white as a cloud on a summer’s day and the other pitch black. They were smaller than they had been hours ago, but they still weren’t normal.

On the other side of the pool sat five pieces of jewelry, each made of gold with a vibrant gemstone in the center. All of them were different shapes and colors, and all of them were covered in ash that tarnished their beauty.

One pony sat in the midst of it all, sobbing and looking at her hooves. Lavender hooves were coated in the same ash as the necklaces around her, the same ash that was slowly sinking into the pit that had once held Harmony reinforced mana.

She couldn’t cry anymore, all of her tears had dried up. She could only look at her hooves and the ground below in abject despair. Her usually agile mind was thinking at a snail’s pace as she absorbed all of the information around her.

Twilight Sparkle’s hooves were covered in the ashes of her friends and the blood of thousands, and nothing could ever wash any of it away. She had survived while they had given their lives. They were dead because of her.

The Princess of Friendship sat in the ashes of her friends and of the world she destroyed so carelessly yet fought so hard to save, and she wept.

Author's Note

First of all, I want to say thank you for reading. This has been extremely fun to write, and I hope you all enjoyed reading it as much as I did writing it.

Second, this has been the most creatively draining thing I have ever done. Over 4k words a day for nearly the last month. A chapter a day for 23 days straight, one helluva streak. It was really hard sometimes to get a chapter out, and this isn't something I will ever do again. It was an exercise to see exactly how much I could do and how fast, and I think I know my limits now.

This story is unique for me in the sense of the style and themes. I like to think of myself as a strong character writer but weak on plot and world building. This is a complete 180 it feels like for me, because I don't think the characters are the strongest part of this story. It's definitely the world and the story. It feels a little out of my wheelhouse, but I think I did an okay job overall, but it could be a lot better.

Tell me what you think, please.

-BaeroRemedy

Epilogue

Two Weeks Later

Once upon a time, Manehattan’s train station was a monument to Equestrian aesthetics. The pristine white marble construction reflected the natural light that spilled in from the multiple floor-to-ceiling windows at the front of the building. In the middle of the terminal was a golden representation of Princess Celestia’s cutie mark, that was lit up when the sun was at its peak thanks to the sun roof above it.

It truly was beautiful, or at least it was at some point.

The floors were covered up by cots and blankets from wall to wall, all of them a drab green or dark blue. The windows had all been covered save for a few feet at the top to still let a little sunlight through, which didn’t improve the mood of the occupants inside.

Hundreds of ponies were inside, all of them thin and near-lifeless. Their eyes all glazed over as they sat on their little piece of land that they were assigned. They were all just waiting, like they were told to. Sometimes a guard would come in, take one of them, and escort them out of the building never to return.

“I’m hungry, Cheerilee…” The little voice was but a whimper. It came from an orange filly whose head was resting on the mare beside her. To punctuate her point, her stomach growled and she looked to her current steward with pain filled purple eyes.

“I know, Scootaloo. I am too.” The mare rested a cerise hoof on the filly’s side. She looked no better than any other pony in the building, her coat was dull and you could see her ribs through her coat. Being fed once a day if they were lucky was not doing any favors to anypony in the camp.

It seemed like just yesterday that all of the survivors from Ponyville, including the unicorns that had come from below Twilight’s castle, were herded onto a train and sent off to Manehattan. It was a fever dream since that day as everything just seemed to flow around her in a blur.

The unaccompanied foals that she had with her were the first ones to be removed from the building, within a day of being here they were gone. Diamond Tiara, Rumble, Apple Bloom, and Pound Cake...all were taken away and she didn’t know where to. Spike and Flurry Heart were whisked away almost immediately, Cheerilee assumed to be wherever the princesses were. Sweetie Belle and her mother had left only a few days ago, leaving only Cheerilee and Scootaloo from the small group of non-unicorn survivors from Ponyville.

The others in the building had all been in Ponyville too. She recognized some of her fellow Ponyvillians amongst the shuffle, and a few times she had attempted to speak with them. None of them were particularly talkative, and some of them never even left their cots. They all reminded her of Sweetie Belle, haunted by what they had heard and what they had done.

It made their existence a miserable one that left them with only each other for company and conversation. Cheerilee missed the little sense of community she had in the castle with the others, even the fighting, because at least they spoke.

Most of all, Cheerilee missed Elytra. The changeling never appeared on the steps to the castle, no matter how long she waited. She had even gone out to the Everfree once to look, but the Timberwolves had returned and quickly rebuffed her efforts to search for her friend. It had been difficult to accept that Elytra had died, but there was some solace in knowing that she had completed her mission.

“You two, get up. You’re coming with me.” The deep gruff voice drew both of their gazes upwards to a gray pegasus stallion in tarnished golden armor. Unlike the ponies here, he didn’t look underfed or tired. Besides the slightly worn armor, he looked healthy and refreshed. “Come on.”

“W-where are we going?” Cheerilee instinctively shifted to block Scootaloo from the stallion as her voice wavered. There was always something frightening about seeing ponies get taken away by the guards and never returning.

“You’re going to be processed.” The guard grumbled as he pulled Cheerilee to her hooves. “Get the filly up too.” That wasn’t a request, it was a demand and she knew it. The scenes when somepony had decided to fight against the guards’ requests were never pretty. Granted, most of the guards were earth ponies and pegasi and the majority of ponies in the station were unicorns...and there was not exactly a lot of love for unicorns at the moment.

“Okay...c’mon Scootaloo.” Cheerilee didn’t want to end up like one of the ponies who fought back, there were already enough stitches and broken bones between the mare and the filly. Speaking of, Scootaloo had received a proper cast and medical treatment over the last few days, which soothed some of the teacher’s nerves. She picked up the little pegasus on her back and followed the guard.

Walking through the mass of ponies was just as depressing as sitting in the middle of it. Cheerilee would see somepony she knew from before and try to make eye contact, and they would almost immediately look away. They all radiated shame and fear when they looked at somepony not from their tribe, like the ideas from their time as monsters still bounced around their heads.

They were led through a door near the front of the building that, if the sign next to it was to be believed, had originally gone to ‘offices’. Through the door, the white marble remained but what had once been tile was replaced by gray carpeting and clusters of cubicles surrounded them.

The cubicles weren’t empty, there were ponies inside filling out paperwork and chatting. They all were unicorns and looked like ponies who had perhaps once worked in the castle at Canterlot. As they passed a few of the cubicles, she saw the royal seal on several documents that littered desks, which only confirmed her suspicions.

“Guardspony, wait.” The pegasus that had been escorting them stopped, causing Cheerilee to bump into him with a small ‘oof’. The guard’s head turned to the source of the voice. Cheerilee recognized the stallion that was approaching them, how could she not? White coat, blue mane with cobalt eyes and a shield for a cutie mark. His face had been plastered all over the papers a few years ago due to his wedding being crashed.

“Yes, Captain Shining Armor?” The guard saluted the Captain and stood up straight.

“These two...they’re from Ponyville.” Shining Armor squinted as he inspected the mare and the filly. “Yeah, I recognize them.” He concluded with a nod. “Were you two in Ponyville?”

“Y-yes?” Cheerilee felt like that fact was obvious. Everypony in the main room had been picked up from Ponyville. “We were in the castle, with the Elements...and your sister.” It was a gamble bringing up Princess Twilight, Cheerilee wasn’t sure how Shining Armor would take the mention of his little sister.

“Come with me.” The curiosity dropped from the stallion’s voice. “Guardspony, you’re relieved. I’ll be taking them from here.” With another salute, the guard that had been escorting them marched off, back to the holding pen.

“A-are we in trouble?” Scootaloo quietly asked from Cheerilee’s back.

“No.” Shining Armor responded with a sigh. “You shouldn’t have even been in there. The guards were supposed to bring me anypony from Ponyville that wasn’t a unicorn.” His eyes finally met Cheerilee’s, they were full of genuine sorrow. “I’m sorry, things...haven’t been easy or simple.”

“Where are we going now?” Cheerilee asked. She couldn’t say it was okay, she couldn’t say she forgave him. There wasn’t a lot of forgiveness to give out anymore.

“You need to be debriefed.” That was the only answer she was given as Shining Armor started off through the maze of cubicles yet again. Cheerilee stayed right behind him, not wanting to get lost in the midst of the mess of the makeshift office.

The walk through the office led to an elevator, one that seemed to blend into the very walls. If Shining Armor hadn’t punched a button on the wall, Cheerilee would’ve never guessed that there was even a door there. Once the wall parted and revealed the tiny box beyond, she was ushered into it.

The space was cramped enough with just the grown mare and the filly on her back, when Shining Armor entered it was downright claustrophobic. She couldn’t even shift her weight without her flank bumping up against the Captain’s, and the last thing she wanted was her flank grinding against his. So she stayed as still as she could, eyes forward and silent.

The doors opened to reveal a long rectangular room stretched out before them. Windows lined a wall, letting the late afternoon sun stream in and illuminate the marble construction of the room. It was mostly featureless, save for a desk at the far end occupied by a single mare that sat in front of a set of oak double doors.. Shining Armor exited first and walked across the room, his heavy hooves echoing out in the hollow hall. Cheerilee quickly followed, her own hooves light and clicking softly against the stone.

“Raven.” Shining addressed the mare at the desk before he even got there. Her coat was a light grey and her chocolate brown mane was done up in a bun. She leered at Shining Armor from behind a pair of black-rimmed glasses. Cheerilee couldn’t help but stare at the horn that poked through her mane and was glowing a light pink. “I need to talk to the Princess, I have survivors from Ponyville.”

“She’s busy, Shining Armor.” The mare replied coldly.

“You didn’t hear me.” Shining Armor placed a hoof on the desk, making a stack of papers shuffle and fall over. “Survivors, non-unicorn, from Ponyville. They were in the castle.” The stallion leaned in and whispered, the empty room carrying even those quiet words. “Code white. They were in general holding with the unicorns.”

“Sweet Celestia…” Raven muttered as her eyes drifted to Cheerilee and Scootaloo, then back to Shining Armor. “Go in, she’ll forgive you. This is important.” The mare reached for a button on the desk and pressed it, a light buzz coming from the double doors behind her.

The Captain turned Prince surged forward, his horn lighting up as he dragged Cheerilee towards the door. The thought of facing a Princess, especially Celestia, made her heart race. The last time she had seen any grown alicorn had left her very wary of seeing any of them again, even if they were changed back. There was still that knowledge of what they had been, of what they had done.

“No, Doctor Atmosphere, and We are sick of arguing.” The voice boomed from the room as the doors opened. “Any blood drive that is conducted will benefit the hospitals of Equestria, not you!” The voice nearly made Cheerilee stagger backwards from the sheer presence and force, and the door was barely cracked.

Beyond had once been the office of the station master, now dominated by dual desks swarmed with paperwork that sat before a large imposing window. It was made of the same marble as the rest of the building, with a large chocolate-colored rug dominating the floor. Shelves full of books lined the walls, and a large map of Equestria hung by the door.

Behind one of the desks was Princess Luna, but not the Luna that Cheerilee remembered from before this all happened. Where once she had been more of a midnight blue, almost purple, now she was completely black. Where once her wings had been full of feathers, now they were thick and leathery. As she spoke, even from across the room, Cheerilee could see the fangs in her mouth. If it weren’t for her stature, eyes, and general demeanor, she was the spitting image of Nightmare Moon.

Across the desk from the Princess of the Night was a pegasus stallion. He was at least two heads shorter than her, with a burgundy coat and a spiked black mane with streaks of white running through it. The pointed beard sprouting from his chin, the same mixture of black and white as his mane, was coated in sweat as he looked up at Princess Luna.

“Your Majesty, call me Hide.” The stallion stood up straight in the face of the towering alicorn before him, not even flinching or wavering in her presence. A wing came up from his side and straightened the small circular spectacles that sat on the bridge of his muzzle. “I am just imploring you to reconsider. Surely you can see how Equestria could use a rainbow or two at the moment? The Cloudsdale Weather Corporation is more than happy to do whatever it can to help Equestria flourish once more, and that includes bringing some beauty back.” His voice was smooth and practiced once he had collected himself, almost unnerving.

“We have already given you space in Las Pegasus to operate from while Cloudsdale is rebuilt. We have given you our top minds and provided services to your employees reserved for only Royal staff.” Luna reared up and slammed her hooves on the desk, causing everypony in the room to jump back. “We have been extremely generous, Doctor Atmosphere-” Luna spit the name in the stallion’s face. “-We only require you to get the weather back on track. If you wish to chase rainbows, then find another way to produce them. We cannot afford to divert any more resources to you.”

“Of course, Your Majesty. My apologies for overstepping my bounds.” The stallion bowed, lowering his head and wings to the floor. “I was only thinking about helping out a little more, I understand the strain you and the country are under.” This Doctor Atmosphere sounded like a practiced politician, dancing around the eggshell that was the alicorn in front of him. It seemed like a dance he had performed a million times before. “I will take my leave now, Your Majesty.” The stallion turned, the grace on his face dropping almost immediately into a dissatisfied grimace as he trotted by the group by the door. The golden eyes behind his glasses were narrowed in frustration as he left.

“Shining Armor, please.” Princess Luna sat back down and motioned the trio in. The alicorn closed her eyes for a few brief moments, taking several deep breaths as her wings flapped and twitched a little.

“Princess.” Shining Armor gave a bow before stepping up to the desk. “This is Cheerilee and Scootaloo. They are from Ponyville, they were in the castle.” The narrowed eyes from Luna and the frown forming on her face caused Shining Armor to elaborate further. “They got mixed up in the shuffle, they’ve been down with the unicorns from Ponyville in general holding. They were overlooked.” That seemed to placate the diarch, as she nodded at him. The stallion stepped to the side and allowed the mare and the filly to come face to face with Princess Luna.

“Please, sit.” The voice of the alicorn behind the desk softened considerably as she addressed the ponies. “Despite the fangs, We do not bite.” That earned a stifled giggle from Scootaloo, which brought a small smile to Luna’s face.

Cheerilee carefully sat Scootaloo on the cushion that sat in front of the desk, then sat herself. Every time she looked up at the princess, she had to swallow the fear rising in her throat. Having been at the Summer Sun Celebration when Nightmare Moon returned, and then seeing her destroying Ponyville...it didn’t make looking at Luna easy. It filled her heart with dread and told her to run.

“You are a cute one.” Princess Luna smiled down at Scootaloo. Despite her appearance, it was warm and quite motherly. “Would you like some candy, little one?” A crystal dish was picked up in a dark blue aura and held in front of the filly. Inside were a variety of wrapped candies, all giving off the sweet heavenly aroma of butterscotch. “They are Our favorite.”

Scootaloo wasted no time in grabbing three of the sweets and grinning from ear to ear. The filly unwrapped one and popped it in her mouth, her eyes going wide as the taste hit her tongue. She gave a muffled ‘thank you’ as she happily enjoyed the treat.

“How We have missed the sight of a foal’s smile.” Luna mused with a bemused grin. She then let out a long sigh as she turned to look at Cheerilee. “We need answers, ones that will change what happens once you leave Our office.” Luna stated flatly as her smile died. “We need only truthful answers, dear mare. Please do not lie to Us.” There wasn’t even a moment for Cheerilee to respond before Luna started to talk again. “How much do you know of this catastrophe? What were you told?”

“I-I-” Cheerilee couldn’t lie, not with Luna looking directly into her soul. As much as she wanted to tell the alicorn that she knew nothing, there was no chance that she would be believed. “-I know Twilight caused it...or started it. She brought it back with her...and she died with her friends to fix it.”

“Twilight Sparkle is not dead.” Luna let that revelation hang out in the open.

“W-what-”

“Does that mean Rainbow Dash-”

“-No.” Princess Luna cut off both of them with a raised hoof. “Twilight Sparkle was the only one of the Elements to survive. It came at a great cost, as she is currently...indisposed. Much like Our sister and Cadenza.” Shining Armor flinched at the mention of his wife. “They are not used to this kind of...trauma. It will take time, but they will recover.” Luna tapped her hooves on the desk as she looked to the empty spot next to her. “Equestria is not strong right now, Cheerilee. We cannot have dangerous...truths out in the open about what happened, what caused this.”

“You...you want me not to tell anypony?” Cheerilee’s blood ran cold as the reason they were ushered in here came to light. It was a cover up, and Cheerilee and Scootaloo were two of the only loose ends in Equestria.

“No, We need you not to tell anypony.” Princess Luna stood and faced the window, looking out at the ruined city beyond. “Equestria, as we knew it, does not exist anymore. It is estimated that fifty-five percent of the population perished during this event, mostly earth ponies and pegasi. There is now a great mistrust of horned creatures, and We are chief among them.” Her voice fell into a quiet pit as her gaze turned to the floor. “We need ponies to trust the Princesses, as it is the last bastion we have of returning to what once was. We are willing to do whatever it takes to buy your silence; relocate you where you wish, give you extra rations, or if you refuse...We will simply take your memories.”

Scootaloo and Cheerilee stared at the alicorn in silence. To be threatened so casually by an alicorn was a level of terrifying that neither of them had ever reached. It was more than seeing the primal fury of the turned unicorns and alicorns from before, because this time they knew that she meant it.

“W-we won’t tell anypony.” Scootaloo spoke before Cheerilee, always the brave little filly. “B-but I want to know if my mom and dad are okay, and I want to stay with Cheerilee until they get back!” The little pegasus fiddled with the candy in her hooves as she kept talking. “They were in Farasi...and I just want them back…”

“The zebras have been uncooperative…” Princess Luna responded with a light sigh. “I know they are holding a number of Equestrians, but I do not know who. I will work on figuring out if your parents are among them, young Scootaloo.” She then turned to the mare. “What of you?”

“I-I…” Cheerilee’s mind raced. What exactly did she want from this? What would she take to stay quiet? If there was a price that was too high, she didn’t want to figure it out. All she did know for certain was that she wanted to retain her memories. “I want to know what happened to Elytra-a changeling that was with us. She...she cleansed the Central Mana Pool...but I never saw her again.” Not once had the changeling left Cheerilee’s mind, her heart wouldn’t let the memories fade away. She had to know.

“Ah, the changeling.” Princess Luna finally turned back around to face the two ponies. “Cadenza brought the creature up with her, broken and barely alive. We did what we could to help it, but nothing sufficed.” Cheerilee’s heart sank to depths she had never known. Tears started to form at the corners of her eyes as that sentence hit her, and it hit hard. “We sent it back to the Hive in hopes that its own kind could help it, but that is all We know.”

There was little solace in hope, but it was something. Elytra’s own kind could help her, they would have to. To learn of the changeling’s fate dug daggers ever deeper into Cheerilee’s heart, just another piece from her life before now ripped away from her. It was but another stitch in her heart popped free, just one step closer to giving up.

“I-I think...I would like to live somewhere away from a lot of ponies for a while…” Cheerilee began to speak without thinking, her brain still seized by the news of Elytra’s fate. “Maybe...just get away from it all.”

“We know of a place that will suit you. It was not hit hard by the Event, and is quite friendly.” Luna said with a nod. “Hope Hollow. We will arrange transport for you and young Scootaloo as soon as we are able.” The alicorn’s horn lit up as she raised Cheerilee’s head so their eyes met. “You have Our word, if We have your silence.”

“You have my silence, Princess.”

Author's Note

Special thanks to Aurora Dawn for letting me use Hide Atmosphere and the Cloudsdale Weather Corporation for this, also for proofreading that part to make sure it was in character.

You get your epilogue.

3:15 to Ponyville

Scootaloo watched in horror as Rainbow Dash was carried through the castle walls. Her hero, her idol, her role model was out cold and smoking ever so slightly. Tears welled up in her eyes as she struggled to keep up with Thunderlane’s pace.

“She has to be okay!” Scootaloo cried out as her wings buzzed uselessly, doing their best to speed her up even a little. The Element of Loyalty was draped over the dark gray back of the stallion, her hooves nearly dragging across the ground as they walked through the halls.

They made it to Rainbow’s room in a flash, the stallion depositing the mare onto her bed. In an instant Scootaloo was at her side and ready to do whatever Rainbow Dash needed. She looked so exhausted, her fur caked in sweat and her mane burnt in a few places.

“Relax, Scoots.” Thunderlane panted, wiping his own brow and patting the filly on the back. “I think she’s okay, just passed out. You heard what Applejack said, she had to outrun Twilight while pulling Big Mac.” Thunderlane chuckled and shook his head. “I don’t think any other pony could do that. Maybe without Big Mac, sure...but carrying all that dead weight?”

“No, nopony could.” Scootaloo retorted. “Rainbow Dash is the best flier in the history of Equestria, no way anypony else could do something like that.” She hopped up on the bed, ignoring the frown she was getting from Thunderlane.

“Yeah. Right.” Thunderlane huffed and rolled his eyes, turning to leave. “She’ll be fine. Have fun watching her sleep or whatever…” The jealousness in his voice was noted by the filly and slightly irked her, but she let it slide. The door slammed behind him as he left, causing Rainbow Dash to stir a little.

Scootaloo was going to sit here with her hero for a little while longer.

“Oh my goodness, Big Mac!” Two Apples stumbled into the dining area, where Cheerilee and Rarity had been cleaning up after the meal this morning. They both dropped what they were doing and rushed over to the pair.

“Are you alright, darling?” Rarity was the first to lay hooves on him as he slumped into one of the chairs. Her pair of bright red glasses levitated up to her face as she examined a few of the cuts and scrapes the unicorns had given him.

“Nope.” Big Mac groaned as Rarity started to poke around at his various wounds. She began to raise the bandage that covered his eye, but touched her with a large but gentle hoof and shook his head. “Y’all don’t wanna see that…”

“Big Macintosh, you may think of us as soft and delicate ladies, but we have seen just as much as you have since this started.” Rarity tutted at the stallion and shook her head, still tugging on the bandage. “I may not be Redheart, but I’ve already had to patch up Pinkie Pie and Applejack and I’m talented with a needle. I can handle a head wound.”

“Yeah and I had to take a lot of first aid classes since I’m a teacher, so I can help.” Cheerilee had to take care of more than a few nasty cuts since becoming a teacher. Who knew that playground equipment could be so dangerous? “It’ll be alright, Big Mac. Trust us.”

“Alright…” The stallion relented and dropped his hoof, closing his one good eye and waiting. Rarity’s horn lit up and continued to unwind the bandage until it all fell away.

“Dear Celestia!” Rarity cried out as she stared at the socket that once contained an eye. It was void now, dry blood around it and looking like an infection had set in. Cheerilee winced, her stomach churning a bit as she stared at the open and festering wound.

“M-Mac what happened?” Applejack stammered, her eyes wide and panic coursing through her entire body. “What did this to ya?”

“Cheerilee, go get me a few cloths from the counter and the liquor from the cabinet by the fridge please?” Rarity had regained her composure almost immediately after the initial outburst. She shook her head and sighed, knowing that she was in for a longer day than usual.

“Lyra got me good, AJ.” Cheerilee kept an ear on the conversation as she fetched what she was asked. “Was tryin’ to get her off the porch’n her horn got my eye. Sharp as a nail, took it right out.”

“You big dummy, you’re supposed to stay away from the pointy bits!” Applejack slapped her brother on the shoulder, apparently completely serious. “And Granny? Tell me those monsters didn’t get Granny.”

“Nope.” Mac responded with a light sigh. Cheerilee sat the simple supplies on the table, uncorking the bottle of clear and very strong-smelling alcohol. “Passed in her sleep two weeks back, couldn’t do much without medicine. Put her out back next to Ma and Pa.”

Rarity lifted one of the cloths in her magical grasp, twisting one end up and sticking it in the bottle. She tipped the bottle upside down, letting the booze soak into the cloth thoroughly. The seamstress-turned-medic pulled the now damp piece of fabric free and held it up in front of Big Mac’s face.

“This is going to sting, darling.” Both Rarity and Big Mac took a deep breath, the latter taking his sister’s hoof in his own and giving it a squeeze. The unicorn pressed the sterilizing fluid into the open wound as gently as she could, hoping to burn away the infection that had taken hold. Big Mac clenched his teeth and squeezed Applejack’s hoof as hard as he could, hissing and groaning loudly as he squirmed and writhed in the chair.

“Ya did good, Big Mac. Ah knew those things couldn’t take down an Apple no matter how hard they tried.” Applejack was being tough with her brother, but gentle at the same time. It felt very distinctly Apple family. “Ah just knew you’d make it out.”

“E-eeyup.” Big Mac grunted through gritted teeth as Rarity continued to clean his eye. There wasn’t much said after that, not until Cheerilee was sent to fetch a thick roll of gauze that apparently Twilight kept around for ‘research mishaps’ according to Spike.

Rarity took a good bit of the fabric, cut it into about eye-sized squares and layered it several times over. She then placed it over Big Mac’s empty socket and used some tape in her sewing kit to keep it in place.

“We’re probably going to need to change that every couple of days and clean it out…” Cheerilee commented, receiving a nod from both Rarity and Applejack. “The last thing we want is that infection getting any worse.”

“Miss Cheerilee, Ah’m awful glad you’re still around.” Big Mac shot her a small smile, one that she gratefully returned. “And Rarity, Ah’m glad you ain’t one of them things.”

“As am I, darling. As am I.” There was a sense of relief that came off of Rarity in waves, pretty obviously glad not to answer anymore questions about why she wasn’t one of those monsters, or that he wasn’t wanting her thrown out.

The two went about fixing the stallion up the rest of the way. Cheerilee would sterilize the open wounds and, if they were deep enough, Rarity would stitch them up. It was slow work, but necessary. Neither of them relished in the pain that it brought what was now the oldest Apple; in fact they knew that some of the things they saw would haunt them a little while longer. None of this was supposed to be ordinary in Equestria, but here they were.

“H-havin’ fun without me?” Every head in the room turned to see Rainbow Dash entering the room, still a little wobbly on her hooves with Scootaloo to support her. The pegasus still looked drained of all color and energy, but she was awake and standing now.

“Rainbow Dash, y’all should be restin’.” Applejack told her friend in a stern flat tone. “Ain’t no reason for you to be up and around yet.” Dash only rolled her eyes as the farmpony advanced on her. “Now g’on, git.”

“I’m fine.” Rainbow Dash grinned, trying to exude her usual confidence. “Just needed a little rest, then get some food in me and I’ll be good as new.” The pure admiration in Scootaloo’s eyes as she looked up at the Wonderbolt was enough to worry Cheerilee. A filly like that needed a role model who knew her limits, who knew when it was okay to lay down and recuperate.

“She can take anything, Applejack! You should know that!” Scootaloo bounced on her hooves, grinning from ear to ear.

“If y’all are gonna insist on stayin’ up, then tell us what happened at Fluttershy’s.” Applejack and Rainbow Dash were nose to nose now, the latter seeming almost ten times bigger than the former after saying that one simple word. Noting the change in countenance, the farmer frowned. “Rainbow Dash, what happened?”

“She wasn’t there.” Whatever false bravado the speedster had worked up to walk down here had evaporated within seconds, the extent of her exhaustion becoming evident once more. “None of it was, Applejack. Her house, the animals. None of it. It was just dirt. Not even the grass was there.” Every word dripped out of her word with gallons of malice and shame

“Twilight?” The question was simple, but the potential answer was nigh unthinkable.

“What do you think? Who else could do something like that?” Dash sneered at the idea of it all. It even started to turn Cheerilee’s stomach, even more than Big Mac’s wounds ever did. Innocent little Fluttershy perishing like that was...one of the worst thoughts so far.

“Well Ah don’t know! Discord?” Applejack began to pace, biting her lip and stroking her long blonde ponytail nervously.

“For all we know, Discord caused this.” Rarity chimed in. “After all, it would be him to turn Twilight into that as a joke and let it get out of his control.” If this was a joke by the trickster god, then it wasn’t a very funny one. “But...getting rid of Fluttershy is decidedly not him.”

“Daring Do always says that the simplest answer is usually the right one.” Rainbow spoke up, her eyes falling to the floor. “Twilight is...scarier than anything we’ve ever dealt with before. She could level any building she wanted to right now.”

“‘Cept this castle, apparently.” Big Mac mused.

Before they could continue their collective train of thought, chaos erupted in the dining room once again. Every other surviving Ponyvillian surged into the room, all with something to say. The loudest, of course, being Mayor Mare.

“And where is Fluttershy?” The question rang through the hall, aggravating the nerves of several ponies at once. “I thought this whole adventure was about getting her back, not Big Macintosh.”

“Well-” Rainbow Dash opened her mouth to fight with the pony politician, but Applejack silenced her with a hoof and by speaking louder.

“-she wasn’t there. We don’t know where she is or what happened, but she ain’t there.” The disbelieving gasps from the crowd caused Rainbow’s ear to flatten against her head, another kick to her already wounded pride. “There wasn’t no body, so we don’t think...those things got her. All we know is she ain’t there.”

“Then what good was Dash’s little excursion?” The Mayor shouted back, Bon Bon and Thunderlane flanking either side of her. “We’re still down two Elements and no closer to solving this!”

“What do the Elements matter?” Thunderlane added, glaring at the once-supposed heroes of Equestria. “Fat lot of good they’ve done us so far, huh? Applejack’s been the only useful one, and that’s because she’s bossy.”

“Hey.” Pinkie stepped out of the crowd, crossing the line to join her friends. “Rarity has been doing a lot of work sewing up our cuts and stuff.” Icy blue eyes leveled at Thunderlane, burrowing into his skull.

“But where was she when we needed her?” The stallion fired back, proud wings flaring out wide. “Applejack helped save me and my brother, Bon Bon, and Mayor Mare. What did Rarity do? Bunker down in the castle like a coward!”

“I-” Cheerilee turned to her side, only to see that tears were streaming down the unicorn’s cheeks and her makeup had left black stains on her pearlescent white coat. “-It’s not like I didn’t want to help.” Rarity’s demeanor broke, all elegance gone leaving only a scared mare in its wake. “You don’t think I didn’t want to run out there to find my little sister? I was here with Starlight and Pinkie when this started, when they said they were going out to help.” The unicorn inhaled, drawing what little courage she had left to guard her from a memory. “I saw what happened when they stepped outside, I saw Starlight turn into one of those monsters right in front of my eyes!”

Silence pervaded the dining hall, perhaps shame washing over the accusatory group. It hung thick in the air for more than a few moments, neither side wanting to meet the eyes of the other.

Something broke the silence, however. A distant sound. It was familiar, but so different in this new world.

“Is that a train?” Scootaloo was the first to speak, which prompted everypony else to tilt their heads and listen for a moment.

Sure enough, the sound of a train horn bellowed through the air. The castle walls dampened it a bit, but it was unmistakable to the ear. Every adult in the room looked at each other, then sprinted off towards the stairs.

“Maybe it’s the Royal Guard!” Mayor Mare speculated from the back of the pack. Even the run-down Rainbow Dash was faster than the out of shape politician. “I-If this made it to Canterlot, they had to have contained it by now and now they’re coming to save us!”

It was a lofty idea, but one that sent Cheerilee’s hopes through the roof. The idea that Celestia and Luna were too preoccupied with saving the citizens of Canterlot and curing whatever this was to move the sun and the moon was far-fetched maybe, but Cheerilee had to admit it wasn’t out of the realm of possibility.

“Or they’re just coming for the Elements of Harmony.” Pinkie concluded in her usual deadpan tone. “Maybe they think we’ll save them.” That killed a majority of the hope that had built in the hearts of the group, who had at some point been joined by the other schoolfoals.

The pack of ponies pounded their way through the halls, up to the room where the scorched and broken cart that ferried Big Mac here still sat. Throwing caution to the wind, Applejack slammed into the doors and threw them open, allowing the crowd to spill onto the tallest balcony in the castle, all but Vinyl and Rarity who stopped at the threshold.

In the distance, the familiar visage of the Friendship Express chugged along the tracks heading into the town. Thick black smoke poured from the engine as it made its way towards the village from the direction of Canterlot.

“Oh no, Twilight.” Cheerilee muttered out as she saw the monstrous princess flying through the sky and towards the train. She hadn’t seen the group at the castle, as she was making a beeline straight for the train station.

“She ain’t the only one.” Applejack added, her eye pressed against the telescope. “Looks like every one of those things is headed that way to meet ‘em.” Applejack shook her head. “Ah don’t care if it’s an entire regiment with Celestia’s own anti-monster cannon, they can’t fight off all of those things.”

“We need to help them! Draw the unicorns off!” Scootaloo jumped into the air, wings buzzing as she spoke. “Make a bunch of noise or something!” There were rumblings of agreement from the crowd, the prospect of being saved was just too much to let go.

“The bells!” Mayor Mare added, finally deciding to say something useful for the first time since Cheerilee arrived. “The bells in the schoolhouse and the clocktower. I-if we ring them both, it should be enough to draw most of them away. Maybe even Twilight.”

“I can hit the bell towers.” Rainbow stepped forward, still looking like death warmed over no matter how much she tried to hide it. “No problem.” There was a collective eye roll to the point that it caused Rainbow to scoff. “I can do it!”

“No, sugarcube, ya can’t.” Applejack just sighed. “Y’all have done enough today. Just stay here and watch after the foals with Mac, Rarity and Vinyl.” Rainbow dash opened her mouth to protest but stopped. “Please, just do this for me, Dash.” It was a quiet plea, but one that got the brash pegasus to listen. “The rest of ya, we’re gonna split up. Three groups; one for the schoolhouse, one for the clock tower, and one for the train station.” Applejack boomed out, her chest puffed out and eyes burning bright. “This ain’t gonna be easy, and it’s gonna be dangerous as sin but this is our best chance at gettin’ saved and maybe even gettin’ whatever this is cured.” The ponies gathered before her weren’t fighters, they weren’t Elements or guards, but they would have to do for right now. “It’ll be a straight shot there, be quick. But don’t take no chances gettin’ back; the last thing we want is to lose more ponies.”

“I’ll go to the schoolhouse.” Cheerilee spoke up first, volunteering to venture to her old place of employment. “I know it the best and I can hide in my old shelter if things get hairy.” She was met with a nod of confirmation from Applejack.

“Take Pinkie with you, she’s at least fought a couple of those things before. Y’all should be able to handle yourself.” The de-facto leader of the castle colony looked to the other ponies. “Mayor, Thunderlane, think y’all can handle the clock tower? It’s a little ways off but Thunderlane can circumvent a lot of the climbin’.”

“We’ll handle it no problem!” The stallion puffed out his chest and nodded. There were things Cheerilee wanted to say, to caution against that kind of bravado. It suited Rainbow Dash because she had proved her mettle time and time again, it had to be earned.

“Bon Bon, me and you are goin’ to the train station. Probably gonna be the stickiest of the situations if Ah’m honest, but Ah saw y’all fight off the love of your life so Ah know we can do this.” The candymaker looked down, the mention of the name bringing her down before lighting a fire in her belly. “That’s the plan. Just get ready, y’all, we leave in a few minutes.”

The Bells of Ponyville

All three groups parted from the castle at the same time, Cheerilee and Pinkie veering right from the main doors. The former schoolmare looked back, watching as Rarity and Spike waved them all off. A tug at her hoof by Pinkie reminded her of the urgency of their mission, pulling her back into the moment.

“Right. Sorry.” She mumbled as she turned and looked towards the town, dread filling her stomach. Memories of last night still flew through her mind: the sight of Twilight’s dripping jaws and the pack of rabid monsters the unicorns had become. The still open wound in her memory throbbed and ached the more she focused on it.

“First time I’ve been outside since the first day.” Pinkie spoke, her tone as low and dour as it had been since this morning. “It bothers me, still.” The two still kept to the edges of the houses as they made their way through the town, just wanting a little reprise from the harsh sun as well as cover should they run into anything. “Wait-”

Cheerilee was pulled to a stop, a sturdy pink hoof pinning her to the wall of what had once been Vinyl Scratch’s house. Two unicorns surged past them, eyes transfixed in the direction of the train station. It seemed to be Neon Lights and Ruby Pinch, leaving a trail of black drool in their wakes.

Once the danger had passed, Pinkie took her hoof from Cheerilee’s body and nodded. The two continued their slow and stressful walk through the once peaceful village, just keeping their heads and ears on a swivel. They heard more of those things than they saw, either on top of houses or a street over.

That was okay with Cheerilee.

“So...what happened…?” Cheerilee whispered, unable to contain her morbid curiosity any longer. It seemed like the ponies closest to this mess when it started were members of the Elements of Harmony, and a clearer view might just help absorb this a little more.

“I…” Pinkie took a deep breath through her nose, then slowly exhaled. “...we heard the screams. The howling.” Pinkie’s voice was so quiet, so sad. Even though they were trying to be quieter to attract less attention, Cheerilee could tell it was the voice of a broken pony. “I had to go check on the Cakes, usually they seem to be out of town for this stuff...but they were here this time.” A cynical chuckle dripped from the mare’s mouth. “I needed to make sure they and the twins were okay.”

The dedication that Pinkie had shown to the Cake family over the years had been admirable. They let her have a room in their home, work in their bakery, and just made her part of their family. She had rewarded them with the hard work and dedication somepony would expect of their own kin.

“I don’t know how, but whatever this is just spread through the town like wildfire.” The two stopped, the sounds of distant magical discharges echoing through the streets. Once they were sure it wasn’t coming closer or for them, they pushed on. “By the time I got to Sugarcube Corner, I guess Pumpkin…” Pinkie closed her eyes and shook her head. “...she was...one.” They stopped again, Pinkie turning to face the teacher with tears in her eyes. “Mr. and Mrs. Cake were already gone, I don’t know if Pumpkin did it...but I was able to get Pound out but not before-” Pinkie’s bad ear twitched, drawing Cheerilee’s attention to it. “-I didn’t hurt her, Cheerilee. I swear.”

Cheerilee embraced the pony, holding the beaten down Pinkie close. She ran a hoof slowly down the other mare’s back and just held her for a minute. There were a few tense moments, but soon Pinkie reciprocated: strong earth pony hooves squeezing the cerise mare as tightly as they could.

“I know.” Cheerilee whispered back. “I know, Pinkie.”

“I-I ran back to the castle as fast as I could...j-just to make sure Rarity was okay.” Pinkie sniffled and pulled away from the hug, wiping her eyes clear of any tears. “Starlight had been behind me after I left, I swear. Rarity said she tried to teleport or something and just...turned. I had to beg and plead for her to let me in again.”

“I’m sorry, Pinkie. I really am.” The pain and sadness in Pinkie’s heart echoed throughout Cheerilee’s own. “Nopony should have to go through that, seeing ponies they love…” The two shared a nod, just taking a moment to remember the fallen.

“We need to get going.” Pinkie prodded them along, pushing them back on the path to the schoolhouse.

As they went, Cheerilee took notice that things weren’t as green as she thought they were last night on their run to the castle. Staying inside for so long had made her forget just how green it used to be. The long exposure to sunlight had killed vast swathes of grass and trees, leaving the landscape far more brown that she had realized.

The trek to the Schoolhouse was perhaps the shortest of the three destinations, maybe ten minutes at the slow pace they were working at. Once in sight, the bell in the tower became the immediate focus of both ponies.

“The rope to sound the bells is behind my desk.” It seemed like a lifetime ago now since she had last rang the bell to signal the start of the day. A fragment of a happier and much safer time. “We ring it and run back to the castle, alright?”

“Sounds like a plan.” Pinkie concurred, lowering her head and trudging towards the door. Cheerilee stopped and grabbed her tail gently, pulling her companion back.

“I didn’t leave the door open.” Indeed, the door to the schoolhouse was hanging wide open, one of the hinges even busted. Both ponies crouched low, their senses pushed into hyperdrive in anticipation of danger. If something was inside, then their job just got a lot harder.

Cheerilee moved first, being as quiet and slow as she possibly could. Moving into the schoolhouse, some things became immediately apparent. Several of the student desks were destroyed, clawed and marked with magic. One or more of those things had been in here at some point and fought...something.

She knew that they couldn’t afford to assume that it had left the building. Doing that might be the end of one or both of them. They slowly crept into the building fully, sturdy earth pony bodies making the old wooden floors creak. Once upon a time Cheerilee might’ve known where all of the spots that would make noise were, but that was a long time ago when she actively cared about such things before therapy.

Therapy would be helpful after this.

Both of them moved towards Cheerilee’s desk, spotting the rope hanging behind it and disappearing into the wall. There was a noise behind Cheerilee, causing her to turn. Pinkie’s hoof caught on a loose piece of a destroyed desk and sent the pony tumbling forward. She hit the teacher’s desk, sending a raucous crash throughout what had once been Cheerilee’s safe haven.

A noise came from the hatch that housed the old shelter, a growl. Two sets of eyes stared in fear, knowing that their lives just got that much worse.

A blue hoof emerged from the shelter, gangly and thin. It pulled itself up and out into the open, a long muzzle filled to the brim with teeth and drool being the first part visible. A blue-ish silver scraggly mane barely hiding beady violet eyes. The razor-like horn wasn’t unnoticed, nor were the red stains on the things coat.

“Trixie?”

Cheerilee had never been formally introduced to Starlight’s ‘friend’. Sure she had seen her show a few years back and heard the stories, even seen her boasting around town once or twice. This could be considered their first true meeting.

First impressions were everything.

Both Cheerilee and Pinkie moved behind the teacher’s large desk, just inching closer to the rope so they could ring the bell and get out of here. Trixie’s eyes followed them as she too stepped slowly towards what was now her prey. A point of light pink magic building at the tip of the things horn.

As soon as the energy discharged, both ponies dove down behind the desk. Instead of being a bolt like they were used to seeing from the unicorns, this was a straight stream of pure energy that sliced across the wall behind them. The sight of the bell’s rope falling helplessly to the floor made Cheerilee groan in frustration.

“W-we can’t let her do that again.” Pinkie whimpered as she looked at the smoking wall behind them, sunlight streaming in now. “The teeth are scary, but I don’t want to be burnt alive.” Scared wasn’t something that Cheerilee wasn’t used to seeing somepony like Pinkie, but it was pure terror in her eyes right now.

“I’ll take the left, okay? You take the right.” It corresponded with where they were behind the desk. “We split her focus and...and..go from there.” Truth be told, there wasn’t really a plan. However, Trixie was already charging another blast of magic and they couldn’t stay here for another one. “Go!”

Both ponies dashed out of cover right in time, another stream of magic splintering the desk behind them. Cheerilee’s heart jumped into her throat as she sprinted, catching a full look at the creature again. It was maybe twice her height if she was to take an educated guess, the long spiny legs being the majority of the difference. Pinkie was sprinting towards the back wall, Trixie following her, but they couldn’t just run around in circles all day and expect to get anything done.

So Cheerilee took the initiative, summoning up all of the bravery she had and thinking just what was on the line to bury any second thoughts she might have. She cut right, barreling straight towards the thing. At the last moment, she threw her body into the legs of the monstrous magician. The limbs were cut out from under Trixie by Cheerilee’s tumbling body, letting the beast collapse right beside her.

“Back wall! Center panel! Press to open it, Pinkie!” Cheerilee scrambled to her hooves, already soaked with sweat and knees shaking with fear. “I-It’ll lead you up to the roof to ring the bell just please hurry!”

“Cheerilee I can-”

“Pinkie!” As Trixie was getting to her hooves, the schoolmare threw herself against the turned unicorn again, making the beast tumble back down. “Just go!” All of the authority she had ever had was poured into that command, hoping that Pinkie would listen.

It seemed that she did listen, as she made a beeline past the desks and towards the back wall.

Cheerilee let loose a sigh, one filled with a mix of relief and effort. Now she just needed to hold off a crazy feral unicorn that was bigger and more powerful for her until Pinkie returned. This week wasn’t her best ever, that was for sure.

The speed at which Trixie recovered startled Cheerilee, as her repeated offenses were now thrust upon her. The unicorn’s twisted body easily pushed the earth pony down, pinning her to the ground. The dripping snarling maw hung over her face, letting thick globs of viscous black saliva fall on Cheerilee’s face.

Cheerilee raised her front hooves in self-defense as her rear hooves tried to find purchase through the coarse fur on the creature’s body. Trixie, apparently, saw this as an invitation and sunk her teeth into Cheerilee’s front right leg.

A scream rang out from her mouth as the dark crimson lifeblood seeped from her wounds and coated Trixie’s muzzle. Those eyes stared into her own, just filled with bloodlust and anger.

Why was Cheerilee here? Why was she doing this? She wasn’t a fighter or a survivor, she was a schoolteacher, in way too over her head. Every moment of the last twenty-four hours replayed in her head, then the entirety of her life.

So many missed opportunities, so much left unfinished.

She could’ve moved away from Ponyville to teach.

She could’ve had a family.

With a filly of her own.

Instead she was pinned beneath a monster and about to die.

Tears filled her eyes, not because of the pain but because of the loss of it all. Just one altered decision and she’d not even be in this position right now. The fight started to leave her body as the hopelessness of the situation truly sank in.

Then she remembered Scootaloo.

For the past month Scootaloo had been her reason to wake up every morning. She had been why the mare kept going, why she didn’t just give up and die in that hole. That filly had been left alone for most of her life, her parents off on some globe-trotting adventure for years upon years. If Cheerilee didn’t do something now, she would be left alone for good.

Cheerilee gritted her teeth and placed her rear hooves against Trixie’s stomach, just getting a firm hoofhold on the thing. In one motion she retracted her hooves and thrust them into the spot that they had been moments ago.

Strong earth pony hooves impacted the soft blue underbelly of the thing, causing it to release Cheerilee’s leg from its mouth and spew a mixture of spit in blood right into her face. It had the added effect of pushing Trixie off of her, not quite launching her but at least separating them.

Both got to their hooves, Cheerilee faster than her new wounds wanted. Her brow furrowed and her nostrils flared as the two faced down once again, this time only to be interrupted.

The sweet sweet sound of the simple schoolhouse bell rang out from overhead. The noise drew Trixie’s head skyward, giving Cheerilee just a moment to act. She capitalized, moving forward and ducking under the twisted monstrosity. Her front hooves raised and found a hold on the underside of it.

Trixie started to flail as Cheerilee focused all of her strength into her legs, the inherently powerful earth pony trait firing up deep in her bones. Her rear legs pressed against the creaking floor as she began to stand straight up on her hind legs, picking Trixie up.

She couldn’t do this for long, she wasn’t used to this kind of activity. So as quickly as she hoisted the unicorn a few inches off of the ground, she turned a few degrees and gave a mighty heave.

The monster didn’t fly far, but she flew far enough. The twisted and turned magician landed with her back half skidding into the hole that led to the shelter beneath the school. Cheerilee huffed and puffed as she landed on all fours again and walked over to the hatch, Trixie’s hooves scratching the wood floor as she struggled to stay above ground.

“I’m sorry, Trixie.” Cheerilee planted her hoof firmly between the beady eyes of the unicorn with enough force to send her tumbling down into the dark hole below. Wasting no time, the teacher slammed the hatch shut and fastened the latch to keep it shut.

It wouldn’t hold for long, but it would hold for long enough.

“A-are you okay, Cheerilee?” Pinkie poked her head out from the cubby in the wall where the ladder was. The pink pony rushed to her side, looking at her leg. “Please be okay.”

“I-I’m fine, Pinkie.” The adrenaline was starting to fade, bringing the pain in her leg to the forefront of her mind. “We just need to get out of here before more of those things show up.” With a nod the two set off back to the castle as fast as they could considering Cheerilee’s limp.

Amid the sounds of two sets of bells ringing, a prolonged pained scream rang out throughout the town. It was loud enough to drown out the bells and send chills down the mares’ spines.

Thunderlane trotted out of the castle, not caring too much about the partner he was leaving behind. He knew that he was supposed to wait for the Mayor, but truth be told he couldn’t be bothered. The young and athletic stallion was stuck with the slow and old politician. He could only roll his eyes as she called out for him to stop.

“I say we go around Carousel Boutique, through the market and take the road out of town.” The Mayor started, already breathing heavily as she caught up to the pegasus. “Shortest route, avoids the route from town hall where those things should be coming from and makes the most sense.”

“Or-” Thunderlane didn’t even look at the mare as he spoke, his wings already twitching against his sides. “-I fly there, ring the bell, and fly back. You don’t even have to do anything, just sit here and wait for me to get back.”

“Thunderlane, you’re not Rainbow Dash.” She said and his eye twitched. “If you run into any of those things and they land a bolt of magic on you-”

“They’re unicorns!” Thunderlane did his best to control his temper, but failed miserably. “I can outspeed any magic they throw at me, and if Rainbow Dash-” The name fell out of his mouth like so much venom. “-can outrun Twilight while towing Big Mac, I can outfly her no problem.”

It was a bit of a sore spot for him. Ever since Dash had moved to Ponyville, he had been compared to her. After she smoked him in every race and event that they had entered together, after showing him up at every opportunity, he had grown tired of ponies telling him who he wasn’t.

He was Thunderlane, and he would prove today that Rainbow Dash was not him for once.

The duo stalked through the streets of Ponyville, taking the route that was recommended by the village’s preeminent politician. After the little outburst it didn’t seem like the Mayor wanted to talk anymore, which was fine with him.

They encountered next to no unicorns on their way through town, allowing them to keep a nice quick pace on the way to the tower, which only served to irritate Thunderlane further. They saw one of those things, and it was through an alleyway and the thing was two streets over. He would’ve been fine!

They passed Carousel Boutique, Rarity’s fine clothes and dresses strewn about the street and all of the windows broken. If that prissy unicorn had seen what those monsters had done to her store, she’d be throwing a fit right about now.

Once by the seamstress’ shop, they cut into the market. The stench of long rotted fruit and vegetables under the hot sun wafted through the air, making Thunderlane scrunch his nose and hold back a gag. It was thick and repugnant, like a whole pantry gone bad all at once.

The stalls were savaged, but every piece of produce seemed perfectly fine if not rotten. So those things weren’t eating the food, and judging by the fact that all of the bodies seemed mostly intact if they hadn’t popped open like meat balloons from the heat, they weren’t eating the corpses either.

So what were they eating?

Thunderlane was no scientist, but he had to assume the unicorns were still alive and living things needed to eat. He didn’t think they looked much like plants, so they probably weren’t feeding off the sunlight or whatever. He only shook his head, this was for a smarter pony than him to figure out.

“Well so much for finding more food.” The mare with him mumbled, rubbing her chin. “I was hoping to find something to bring back with us, maybe something to earn a little favor with the others.”

“Even at the end of the world, still a politician.” Thunderlane couldn’t stop his eyes from rolling even if he tried. “Have you tried just not objecting to everything everypony in the castle says? That might help.”

“Listen, colt.” He blinked, not having been called a colt in a good decade plus. “Applejack thinks she can just run roughshod over me in my town, then she better expect opposition. I didn’t get to where I am by letting other ponies just trot all over me.” The pride in that statement would’ve made Rainbow Dash gawk, it only made Thunderlane sigh.

“What town, Mayor?” He had to ask, it was the most pressing part of her last statement. “A town with, what, less than twenty ponies filled with monsters and death? Is that what you’re fighting over?” It was ridiculous, political brinkmanship over dust and ashes.

While he had sided with the mayor on more than a few occasions, it had been because she was right. It wasn’t because he didn’t think Applejack was the right pony for the job. The farmpony had done more than anypony else in the castle and had earned his respect, even if she insisted on keeping Vinyl and Rarity around.

“When this is all over, ponies will need leaders to look up to so we can rebuild-”

“What makes you think this will end?” Thunderlane stopped in his tracks and spun on his hooves, leveling a heated golden glare at the shorter and older mare. “It’s been a month. The sun stopped moving, so that means Princess Celestia and Princess Luna are either dead or turned into those things.” He poked his hoof between her eyes. “Just think for a minute, alright? Our last hope is Princess Cadance and Shining Armor in the Crystal Empire, and I’m not getting my hopes up.” The pegasus clenched his jaw and turned away. “Face it, we’re either going to die by those monsters or the world is going to get cooked alive by the sun. That’s it.”

It may have been cynical, but it was the truth. It was why he had spent most of the time in his room with Rumble, so he could build a few more happy memories with his little brother before they both inevitably died. There was only one logical end to this, and he seemed to be the only one who saw it.

“You’ve got to have faith, Thunderlane.” Was the small reply his rant received.

“I think my faith ran out a month ago.”

Thunderlane moved on, through the market and to their ultimate destination. Once out of the market, the full height of the clock tower came into view. It was situated just outside of town on a small hill so everypony in town could see it wherever they might stand. He knew it was more than helpful when on a prolonged weather patrol, just counting down the minutes until quitting time.

He waited no longer, spreading his wings and throwing himself into the air. The familiar feeling of being in the sky again relieved some of his stress, the wind through his wings just melting away all of the tension in his body. A quick look down confirmed that the Mayor was below, taking her time but still making her way to the tower same as him. Despite his company, he was happy they seemed to be saddled with the easiest of the three assignments.

A distant roar quickly corrected that assumption.

Thunderlane’s eyes narrowed to pinpricks as a blast of purple magic came barreling towards him like a bolt from the blue. He dove, the hot plasma crackling by him and only catching his tail slightly, leaving it smoking.

Behind the bolt came the grim visage of Twilight barrelling through the sky, gigantic purple wings kicking up dust on the ground below and her massive hooves churning through the air straight towards him.

He banked hard left, away from the alicorn. At the sight of Mayor Mare not heading to the clock tower, but running as fast as she could right back into the cover of town, Thunderlane cursed into the wind, knowing that now he was on his own. Leave it to a politician to leave a pony when they were needed most.

So now his mission was two-fold; he needed to evade Twilight while finding a way to ring the bell, and then keep evading her until he could make it back to the castle in one piece. It was a tall order, but he could do it! He had to!

Thunderlane knew the best way to keep away from the beastly Element bearer was to take a lot of corners. Don’t take straightaways and use Twilight’s size to his advantage. So he did what he had to and began to climb straight up, hoping that the much larger creature would stall out before he did.

As he looked back, he only saw Twilight coming at him a bit slower but at a gradual angle. She wasn’t flying straight up like he had hoped and her horn was charging up another blast of sizzling magic. So he kept his wings beating, propelling him at about his top speed.

Another lance of purple magic shot by him, this one passing over his back by mere inches. The heat from the projectile caused his fur to burn away and the skin below to sizzle and start to blister. The pain ruined his concentration, his wings going out of sync for just a split second.

Even that was too long.

Thunderlane narrowly avoided the snapping jaws that were going for one of his legs. His syncopated wingbeats corrected themself and allowed him to roll away at the last second. He tried to remember his training when it came to dogfighting, all of the tactics centuries old and not used except by the cream of the crop of the Wonderbolts. He was faster and more nimble, but he had no way of attacking Twilight head on...so he needed to make her crash somehow.

The pegasus started into a barrel roll, a blast of Twilight’s magic flying right where he was just a few moments ago. Going into the loop was slow and a little disorienting, but coming out of it let him use the natural momentum from descending to put a little more distance between him and the Princess.

He put his nose down and tucked his legs into his body, trying to become as streamlined as possible as he sped towards the clock tower. What he was about to do was going to be dicey, dangerous and maybe stupid. With only him to get it done though, it was his only shot to ring the massive bell in the tower with his light pegasus body

He tucked his wings in and started to tumble forward through the air. When he knew his hind legs were lined up with the target, he extended them and let them impact the solid brass of the bell in the tower. Bended knees absorbed most of the impact as the bell began to sway, with his own momentum halted, he used the movement of the bell swinging back the opposite way to launch himself back into the sky again.

Twilight had looped around the clock tower, rounding it just now and coming up on him quickly. Thunderlane did his best to get back the distance he had before, but the mixture of exertion after almost a month of no exercise and the heat of the sun bearing down on him constantly finally caught up to him.

A blast of Twilight’s magic caught one of his wings, shearing half of the appendage off and immediately cauterizing the would be wound. Thunderlane cried out as he was sent into a spiral he could no longer control, the ground coming up quicker than he would’ve ever liked.

Scootaloo was right, so was everypony else. He was no Rainbow Dash. He couldn’t do what Dash did while carrying two times her weight and being slower than him. He was just in the shadow of that pony like he was meant to be, and soon he would just be a memory.

He closed his eyes, expecting the ground to be the last thing he felt. Instead he never hit the ground, the last thing he felt was a powerful set of jaws closing around his torso. The air left his lungs, razor-like teeth digging deep into his body.

The darkness finally came for Thunderlane, the end. Just like he always knew it would.

Mayor Mare looked back to see a little black speck fall from Twilight’s jaws and hit the ground with a puff of dust. Both sets of bells were ringing now, meaning that she could head back to the castle now and bunker down now that the job was done.

Her one worry was how she was going to explain this away to the rest of the group.

Author's Note

Fun fact: Originally this was two chapters. I merged them after a lot of thought.

The next one is gonna be a doozy.

Heart to Heart

Rainbow Dash felt great! Her heart was pounding, her brain was firing at a mile a minute and her entire body was shaking with energy! She felt like she could fly several marathons in a row without stopping and then fly some more! The blue electricity jumping from her coat and mane to the crystals around her only made her feel even cooler!

“Rainbow, are y’allright…?” Applejack pushed forward past Pinkie and the toppled Sunburst. “You’re kinda glowing?” Every eye in the room was on her and filled with curiosity and excitement, though most of the excitement was coming from Pinkie.

“I feel AMAZING, Applejack!” Dash landed, the mere presence of her hooves on the ground causing small crystals around her to levitate as the electricity from her body charged them. “Like I could take on the whole world and some other world back to back!” This was a far cry from the delirium she had been in for the past week and she was going to enjoy it.

“Rainbow Dash…” Sunburst was on his hooves again and speaking very slowly. “Listen to me, I don’t know how you’re not dead.” She opened her mouth, but was shut up with a raised hoof from the only stallion in the room. “That much pure mana should’ve deep fried your nervous system. You may be alive, but you have too much energy in your system. You need to bleed some of it off.” His words were slow and carefully annunciated, like he was talking to a foal.

“Hey, didn’t Twilight say that when we beat Nightmare Moon?” Rainbow was listening, but she was also staring at a big boulder right by the side of the bright blue pool she had been thrown into. “‘When those elements are ignited by the spark in the heart of us all yadda yadda blah blah blah.’ or something like that? Sorry my mind is like racing!” It was hard to stay on one train of thought, she couldn’t really focus on anything right now for long.

“Yes, exactly!” Sunburst yelled at her and waved a hoof in front of her face to get her attention back. “You can’t handle the amount of power in your system! You need to use some of it or else you will burn out.” The stallion looked away and started mumbling to himself. “Element of Harmony, has to be. She’s used to increased magic throughput from the Elements. Only way.”

“What?” Focusing was getting even harder. It felt like her entire body was twitching. Why was everypony moving so slow? Why could she hear them all breathe? Did she hear their heartbeats too? It sounded like it.

“Dashie you need to fly!” Pinkie, who was finally bright pink again with her mane regaining some of it’s usual poof, shouted at her. That was something Rainbow Dash understood completely.

“I can do that!” Rainbow nodded as she flared her wings and dug her hooves into the ground below. She felt the arcs of pure energy flash and jump between her feathers, between every hair on her body.

A single beat of her charged wings sent her rocketing across the room at speeds that would make a Wonderbolt blush. Despite the incredible velocity it felt like slow motion to her. She saw the door approaching and tucked her wings in to fit through, slamming them open on the other side to airbrake before she hit a spiral staircase that seemed to go upwards forever. All it took was yet another flap to send her straight up.

The column of free airspace in the middle of the staircase was just enough that her wings could be spread out entirely. There were moments, milliseconds really, where the very tip of one of her feathers would brush some of the crystal and she would readjust instantly. It was maybe three flaps of her wings before she was at the top of the shaft.

The hole to get out was just big enough for a pony to get through, and that’s all she needed. Rainbow Dash sucked in her stomach, pulled her wings as close to her sides as she possibly could and turned at the best angle to shoot through.

As soon as the supercharged speedster came through the gap, she turned on a dime and fired off towards the castle doors. She briefly caught a glimpse of the ponies in the map room, each of them with a look of shock on their faces as she raced by.

When she got to the main hall, Rainbow came to the realization that she couldn’t stop. Not at this speed. She had been building speed the whole time and there was no way she could stop long enough to open the doors, not anymore. So instead she banked towards the stairs and left only a strong gust and a rainbow trail in her wake.

Her wings took her out through the balcony a few floors up, luckily the doors were open and she didn’t have to slow down. As she stormed into the open air of the outdoors, a few things caught her eye and she absorbed all of the information in a few seconds.

Canterlot was gone, the surface of the mountain was smooth as glass and just as shiny. Three alicorns circled it and a fourth was on it’s way there from Ponyville, almost three quarters to the mountain already. Clouds dotted the sky, not typical weather clouds, construction grade. Either her house had been destroyed or the princesses had gotten to Cloudsdale or Las Pegasus. Ponyville was lousy with unicorns now, they almost seemed to clog the streets near the town hall, probably from other towns or Canterlot.

Having thought about all of that her wings shot her upward at a steep, almost vertical, angle. She was still gaining speed, even when taking such a steep ascent. Coming down was going to be interesting and fun. Upwards she continued to go until she was at the point that the air was nearly too thin to breathe and a bitter chill bit at her bones.

Rainbow Dash came back around and hurtled back to the surface. If she needed to fly, if she needed to burn off excess magic energy, she knew just the right way to do it! She had just started to come back down and she could feel the energy building in her hooves already, she could feel that familiar tug of the magic barrier that existed in the air.

When she had tried this last time, she had been stopped and tossed aside. She had been rejected and denied her conquest, denied her glory! Not this time! The crackling energy that filled her body didn’t just break the barrier before her, it shattered the once staunch wall high above Equestria’s surface.

The resulting rainboom from the complete decimation of the magic barrier was something that anypony who saw it would be in awe at. It was the biggest one she had ever created, and it most likely covered all of Equestria in its glory.

Rainbow Dash finally started to decelerate, the glow from her body fading quickly as she approached the castle once more. Her hooves hit the balcony and what looked like electric blue steam vented off of her body. She hadn’t even broken a sweat.

Now she didn’t feel as good as she did when she first exited the pool, but she wasn’t lying comatose in a bed! She could walk, she could fly, she could probably even sing if she wanted to! That was preferable to the alternative.

Rainbow walked into the castle, her hooves smoking and a giant smile on her face. She sat down and just waited. It took minutes for anypony else to come up to greet her, and when one entered the room, they all did. Everypony in the castle was in the room that led to the balcony now and asking so many questions.

“What took you all so long? I’ve been sitting here for like five minutes!” The looks of confusion she received only spread that confusion to her. Did they think she was lying? Rainbow thought it had been five minutes, granted she didn’t have a watch or a clock around.

“Rainbow, you left six minutes ago.” Cheerilee spoke up from the crowd and got some agreeing nods and sounds from the crowd. “I don’t even think I saw you leave. One moment you were there and the next you weren’t.”

“You were soooo fast, Dashie!” Pinkie Pie bounced to the front of the group. The pink pony giggled, her eyes bright blue and full of energy. “I knew it would work!” Rainbow was bowled over by the earth pony and wrapped in a tight hug. “I knew it…” She whispered softly.

“Jeez, everything seemed so slow.” Dash did what a good friend did and hugged the now re-energized Element of Laughter back. Pinkie had been by her side through all of this, she knew that much. The few times she had woken up there had been only one pony by her bed. When somepony had held her hoof or spoke to her, it had only been one voice. “Thanks, Pinkie. For saving me.” Rainbow whispered back to her friend and gave her another squeeze.

Somepony else asked something, but Rainbow didn’t hear them. She was too consumed with the sudden feeling of lips against her own and a blush overtaking her entire fence. The fact that they had an audience didn’t help one little bit. When the kiss finally broke, she found herself looking right into Pinkie’s shining blue eyes.

“W-we might want to talk about this...somewhere without a crowd…” Dash muttered to her friend as every other pony in the room kept their eyes on the pair. Intense confusion rattled around in her head like a loose screw. How long had Pinkie been feeling like this, and why didn’t Rainbow Dash hate it?

“How are you feeling, Dash?” Thank Celestia Sunburst had no sense of social tact. It let Rainbow move her mind away from Pinkie, who still wasn’t letting her go. “Any...side effects? Twitching, blurry vision, racing thoughts?”

“No?” Rainbow shook her head double checked to make sure she felt one-hundred percent. “I feel fine, honestly. Better than fine, really.” She wasn’t in her bed dying a slow death, so she felt better than ever. “I mean, I feel awesome from that rainboom. Did you guys see it? It was the biggest one ever!”

“We were inside, Dash.” Applejack retorted.

“We were theorizing you got sick because you attempted one when rescuing…” Sunburst trailed off and cleared his throat as he glanced at Applejack. “...when you went outside. Are we right?”

“I don’t know if that’s what got me, but yeah. I tried one.” She frowned at the memory. It was still a rather fresh wound on her pride. “There’s like a barrier when I go that fast. Usually I can push through it and that’s what causes a rainboom, but it felt really solid.” Rainbow brought one of her blue hooves up to her face to look at it. “I guess all that juice helped me push through it.”

“Hmm.” Sunburst brought a hoof up to stroke his beard as he studied the pegasus before him. “Interesting. The power from the pool was enough to let you break it, and it successfully dispersed. Pure mana pumped into the magic field. Hmm.” He snapped out of his thoughts and turned around. “We should do some tests to be sure you’re okay.” Dash sighed and groaned at the stallion. She stood up, Pinkie still practically wrapped around her. “It’ll be quick, don’t complain.”

“Didn’t see that comin’...” Applejack blinked and shook her head. “Long as they’re happy, Ah guess.” Cheerilee was standing right next to the farmpony as Pinkie and Rainbow Dash finally uncoupled and everypony started to shuffle out of the room awkwardly.

“Applejack, can I talk to you?” Cheerilee needed to broach this subject with AJ. As soon as the eldest Apple had come rushing in after Pinkie down in the mana pool cavern, an overwhelming need to talk about Elytra had overcome her.

“If Ah guess what it’s about, can Ah say no?” The mare raised an eyebrow at the teacher. “Y’know what, Ah ain’t gonna even argue. Sure, let’s talk about the bug in the room.” The two waited until the other ponies had exited the room to continue. “Alright, say what’cha want.”

“I know you’re…” Cheerilee stopped and sighed. There was no easy way to go about this, but that wasn’t it. She didn’t know how Applejack was feeling, it was impossible. Cheerilee was an only child and her father had died a decade ago. She couldn’t connect with losing a family member in this. “I can’t even imagine how you’re feeling or what you’re going through. Big Mac was...he was a friend to me and seeing him-it hurt.” She couldn’t say the word, not right to AJ’s face. “So I...I can’t imagine how much it hurt you.” Cheerilee was rambling, and the fiery green glare she was now receiving from the pony in front of her wasn’t helping her get to the point.

“Lemme stop you right there, Cheerilee.” Applejack placed a hoof on the smaller mare’s chest and gave a gentle push, easily forcing the teacher to sit down. “Ah know where you’re goin’ and Ah’m just gonna head you off at the pass.” Applejack took a deep breath before speaking again. “You’ve grown fond of Scootaloo, haven’t’cha?”

“Y-yes.” Cheerilee nodded. She had forgotten just how imposing AJ could be up close. The power in those legs and the fire in those eyes would be enough to send the toughest pony in Equestria scurrying away. Cheerilee was far from the toughest pony in Equestria.

“Alright.” Applejack sat down with a grunt of effort. “So let’s say it was Scoots that died out there. Same way.” The soft smooth cadence of AJ’s speech made Cheerilee uneasy deep down. “For the heck of it, let’s say Ah had something or some information that coulda taken her outta that situation. Maybe there was a way that nopony would’ve died and Ah kept that from you.” The mare leaned in and narrowed her eyes. “Tell me you’d forgive me. Go ahead and lie to me.”

“She…” Cheerilee had no good response, she had no rebuttal. To say that the thought of Scootaloo falling to those things wasn’t upsetting would be wrong. She bit back so many excuses, all of them dying in her throat. “She’s not evil, Applejack. She saved Scootaloo.” That was Cheerilee’s only defense. “If it wasn’t for her, Scootaloo would be dead.” Yes Cheerilee avoided the question that had been asked of her, but she had a point to make.

“One good thing.” Applejack retorted. “She lied to us for a month and made us think she was our friend, she muddied the waters about what this whole disease is and now she’s been hidin’ stuff from us.” Applejack threw her hooves up in the air. “What’s next, huh? How long until she pods somepony up and takes their place?”

“Applejack, you’re being ridiculous.” Cheerilee sighed and rolled her eyes. “The changelings changed, you know that. You were there. They don’t...they don’t do that stuff anymore!” To think that Elytra would try to replace somepony that was already here was ridiculous. It was ludicrous. “She only took Vinyl’s appearance because she knew if you found a changeling outside you would act just like this.”

“Do I know she wouldn’t do that? ‘Cause from where Ah’m sittin’, she’s still actin’ like an old changeling.” Applejack leaned back, but her eyes never left Cheerilee’s. “Ah want you to think if she brought back anythin’ useful.” Applejack paused. “The scooter sure does help, Ah’ll give you that. We could do without it, though.” She shifted her weight and cleared her throat. “Food, though, we could use that. We’re runnin’ mighty low and she knows that, she could make it into Filthy Rich’s store and get some stuff. She never did though, never offered either.” Applejack tilted her head to the side quizzically and then shook it. “Wonder why that is.”

“She was trying to cheer us up, Applejack.” Cheerilee scoffed and shook her head. “She brought us all cider so we could relax. She brought the scooter to help Scootaloo get around and raise her spirits. It’s not difficult to understand.” To imply that there was anything else at play other than a creature doing her best to bring cheer in a time like this was appalling. Elytra had done nothing but try her best. “We need food, but look around Applejack. Before today we needed a morale boost a lot more.”

“Ah ain’t denyin’ that she cheered us up, Ah’m just sayin’ she was gettin’ food for someone, just not us.” Cheerilee closed her eyes and grimaced once the realization hit her. The cider, the scooter, Scootaloo had said she had given something to Pinkie as well. “She’s feedin’ herself. Placatin’ us and makin’ us happy so she can stay nice and full.” Applejack shrugged. “Just what she is. She’s savin’ her own skin without thinkin’ of us. You and Ah, we know that all we got right now is each other but she don’t get that. She ain’t like us, she don’t have our values.”

The two sat there in silence for a few minutes. The implication of what Applejack had said washed over Cheerilee like the tide, slowly pulling her into a roiling sea of emotions. It was frustrating that the idea that Elytra was using them all was getting to her. It kept drilling into her head. She glared at Applejack and opened her mouth.

“Why did you bring him along?” She regretted the words as soon as they fell from her lips, but she couldn’t stop now. “Why is it her fault that Big Mac died and not yours? You’re the one who dragged him out there with you, not Elytra.”

Applejack shot to her hooves. Her orange face turned redder by the second as the anger built. Those bright green eyes glared at Cheerilee with such intensity that if looks could kill, the schoolmare would’ve been dead within seconds. The various thoughts dancing through the farmer’s mind could be read as plain as day.

“It shoulda been her! Not Mac!” AJ turned and stormed out of the room. “If she just stopped lying, Mac would still be here and we’d be down a bug instead!” The door was slammed shut as the raging mare left Cheerilee alone.

The cerise schoolteacher sat there for what felt like an hour, just thinking. The guilt from calling Applejack out over Big Mac’s death was getting to her, but that wasn’t the only thing. Elytra. The thought that all of this was an elaborate ruse, like one of the harvesting missions Chrysalis had once sent the changelings on, kept coming back into her mind. She couldn’t shake it.

Eventually her hooves picked her up and carried her to Elytra’s door. Cheerilee didn’t even knock, she just pushed open the door and entered. Inside, if Pinkie Pie’s account was to be believed, looked like a changeling hive. Dark, humid, covered with a weird substance and with some sort of...nest in the corner made out of the remains of the bed.

“Hey Cheerilee!” Scootaloo emerged from the nest with a smile on her face. “Elytra was napping and asked me to join, I hope that’s okay.” Cheerilee didn’t even think, she just hugged Scootaloo as tight as she could. “O-okay…?”

“Rainbow Dash is awake, dear.” She needed to talk to Elytra alone, and this was the surefire way to do it. “Pinkie Pie fixed her and I think you should go say hi. They’re in Rainbow’s room, I think.” The best fake smile you would ever see graced Cheerilee’s face as she spoke to her pupil. In response, the little filly’s wings buzzed in excitement.

“I knew she would be okay!” Scootaloo hollered as she hobbled over to her scooter and sped out of the room. Once she heard the excited voice of the Crusader banging on Rainbow’s door, Cheerilee closed Elytra’s door.

“What’s up, Cheerilee?” Elytra crawled out of her little nest and stretched out, her wings unfolding and buzzing. “I kind of wish you would’ve knocked, but oh well. It’s always good to see you.” The smile the changeling gave seemed a lot more hollow than it once had.

“What are we to you?” The question seemed a little too narrow considering the kiss Cheerilee had planted on Elytra’s cheek recently, so she expanded it. “Everypony in this castle, I mean. Including Scootaloo and I.”

“O-Oh…” Elytra was, understandably, caught off guard by this. “You’re all...well you’re not all my friends. You and Scootaloo are, and I guess Pinkie Pie is okay too, but everypony else is...they’re just surviving. Like me.” That answer was more telling than the bug realized.

“Mhm.” Cheerilee nodded and looked away for a moment. That’s when she saw the various spheres around the room, smooth and the same blackish green as the slime. The inside had whirling clouds. “What are those?”

“Th-they’re called…Hearts.” Elytra clicked and buzzed nervously as her eyes followed Cheerilee. “They store my extra food.” She stepped closer and placed a chitinous hoof on the mare’s shoulder. “Is everything okay?”

“You seem to have a lot of extra.” Cheerilee stated flatly. She was getting flustered as everything Applejack said started to dig into her brain more and more. She couldn’t hold back the question any longer. “Is this what you did when you were harvesting ponies?” She just wanted the truth, that’s all. She wanted to know if she was being used or not. “Make a little...hive, give them gifts you knew would make them happy and be all nice and sweet? Take their love and happiness, bottle it and save it for later?” There was supposed to be venom in her words, instead there was only pain.

“W-what?” Elytra looked around. “I mean...yes?” The look that Cheerilee shot her told the bug she had said the wrong thing. “I mean no! Not like that!” The pony turned, only for the changeling to move to stand in front of her again. “I’m not...I’m not that anymore. I’m better than that.”

“Who are you trying to convince?” She could only sigh and bring a hoof up to her face. “You’re using us, aren’t you?” She desperately didn’t want it to be true. “You brought the scooter and the cider because you knew ponies would like it. You cozied up to Scootaloo and I because we let you in, because we liked you.” The more of the theory Cheerilee said, the more the pieces started to fall into place and the more it hurt.

Why did it hurt so bad?

“I just wanted to make you happy!” Elytra defended herself vehemently, an offended hoof to her own chest and everything. “Was I going to get something out of it too, yes. But I’m not-I’m not a monster anymore.” Elytra’s voice started to waver and shake as the sadness built up and threatened to burst a dam. “I should’ve told you. I should’ve helped but all I could think about was how to make you all happy so…” The words died on her lips as she stared into the distance. It was a few seconds before she spoke again. “So I could eat, because happiness and love is better than sadness and grief.” The changeling let out a deep sigh as tears started to fall again, who knew if they were real or not anymore. “I fell back into my old ways. I slipped up. I-I was just trying to survive.”

“You never really cared, did you?” Both creatures looked away from the other. It hurt them both to say. It was a painful reality that they both had to acknowledge. Cheerilee needed to say it and accept it, and Elytra needed to hear it and figure out if it was true or not.

“I don’t know.” Elytra shrugged and shook her head. “But I want to.” Elytra stepped forward, her wings constant buzzing becoming louder and louder with each passing second. “I came here to learn how to be better, Cheerilee. I don’t know how to be the type of changeling ponies need me to be, I only know how to be what I’ve been my whole life.” A shelled hoof touched the pony, only for the mare to recoil. “I came to Ponyville to learn from the ponies who are authorities on friendship and harmony. I want to be better, but I need help.”

Cheerilee just wanted Scootaloo to be okay, she wanted the filly to make it out of this relatively unscathed. She had already failed once when Meriwether had pushed the filly off the balcony, and she didn’t want to fail again by letting Elytra lie and use the pegasus for food.

“Please, Cheerilee.” Elytra pleaded with the pony. “I-I’m not sure what I can do to make this right. I don’t know what to do to make any of you trust me.” The sadness morphed into frustration. “Since I’ve been found out, it has been nothing but accusations leveled at me. I’m always up to something bad, I’m always the problem.” She stepped close to Cheerilee and took one of the pony’s hooves in her own. “I don’t want to be. I want to be someone you all can trust, I want to help. I just...I just need to be taught how.” That struck an unlikely chord with the mare.

“Okay…” Sweet Celestia, why did Cheerilee still care? “I can do that.”

On the opposite side of Ponyville, right on the edge of the Everfree Forest, a small cottage reappeared. It sat exactly where it had once stood almost one month ago in a flash of light. A yellow pegasus with a long flowing pink mane poked her head out of the door and looked around.

“I-I don’t see anything...or anypony.” The mare said in a small voice. She looked out at the world with frightened eyes, especially as she saw Canterlot through the trees. “Oh no…”

“Well, someone cleared the air enough for me to finally get through.” A lanky serpentine creature that looked like it was stitched together with spare parts leaned out of the door above the pony. While the snark in his voice still remained, his usual vibrant appearance and posture was subdued. He looked tired and gray, like the color had been drained from him almost entirely. “I’m sure one of those little ponies will come by...they usually solve problems like this in twenty-two minutes or less.”

Neither of them moved, for they were both far too scared to venture beyond the safety of the cottage.

Author's Note

Okay. I added 1K words to this and I'm a lot happier with this version of it.