It was late.

Twilight Sparkle found herself unable to sleep, staring upward at her ceiling in an awkward pose in her dark room. Her mane was a frazzled mess, not that anypony was awake to see it. She hugged her pillow, setting up as she scanned the room. Her room was on the messier side than usual, organized chaos reigning above all else. Open books lay in piles.

Two open notebooks lay upon her desk, chock full of various notes regarding dead ends. She'd went over the possibility of changelings again, she considered outdated accounts of mimics. She pulled herself out of bed.

She looked down at Spike. He was snoring again. More pressing however was there'd been no response from Princess Celestia. Was something wrong? Well. More wrong than it already was?

Twilight glanced out the window, half expecting to see purple dots jutting out of the dark. Nothing. Ponyville was silent as could be.

Perhaps Princess Celestia was simply gathering her available information before replying. It wasn't the first time Twilight's had to wait for a reply.

She decided to clean her room just a little, mulling over the thoughts swirling in her head. She scanned the titles of various books as she picked them up.

'A Nightmare Night Enthusiast's Guide To The Horrors Of The Night.'

Twilight chuckled, laying the book aside. It hadn't yielded anything of note, but it was admittedly a fun read.

'The Night Walkers'

This one was about odd creatures stealing the skin of a pony and using their likeness to draw in their loved ones. Disturbingly close to what may really be happening. She hoped it wasn't one of these 'Night Walkers'. Notably the story made no mention of strange lights, though perhaps those that saw them never lived to tell.

'Ye Olde Tricks and Treats'

A peculiar book that retold classic Nightmare Night stories in a matter of fact fashion. It read more like a true retelling than the silly stories of old. It even had a few that had been lost to time. A foal that had been turned into a terrible but joyous monster. A story that told the origins of Windigos themselves. The story of a book that drove the reader mad..

Twilight sighed, closing this one as well.

"What am I doing?" Twilight thought. She looked up at a particularly loud street light. It was buzzing. A delinquent might've thrown a rock at it and damaged it. It stood out from the rows of carefully places lights that dotted the dark street.

Twilight gazed down the street. She was south of her home. There wasn't any curfew or law against being out this late, though as princess it likely wouldn't apply to her anyway. The lights in each window were mostly off apart from one or two odd homes. Slumber parties? A lucky night?

Like the dots of light from the windows, the sky was dotted with stars as well. It was a clear night for a change, each star glistening above like a gem embedded into a gargantuan dome above all existence.

She just walked, digesting today's events even more.

"I can see why Luna does this sometimes." Twilight commented. It was quiet and calm. Serene. A gentle wind coaxed the trees into a little swaying dance.

She decided on a plan of action. It'd keep the ponies that reported lights safe, and possibly catch.. whatever was replacing ponies. That was, if any of them were body snatchers. Non-ponies. Unknown beings wearing the skin of their victims.. Night Walkers... "Ugh." Twilight expressed quietly.

"What or who would do this?" Twilight thought once more, making her way closer to the edge of town.

"What motive could there possibly be?" She wondered.

"Hm?"

Octavia and Vinyl's joint home stood before her as it always had, it's thematic and yet fitting split down the center making it stand out from the other homes. It always drew the eye as one would pass it. All was normal, apart from one detail. The front door was damaged. Not open, but damaged. A jagged crack ran down the center. It looks like a metal object had been jammed into the door as well.

Twilight reigned in her anxieties, trotting hurriedly over. She pulled at the metal object with her magic.

Shhhink!

"Rebar?" She murmured, holding it close while she trembled.. It was sharp. It could be useful.

Twilight felt tears welling up in her eyes. Celestia's sake why now? Was she walking in on a Celestia forsaken murder scene?

She took a deep breath, knocking on the door sternly. "Hello?"

Twilight nervously rubbed her hoof against the opposite foreleg. Her wings shivered nervously.

"Fly away!" Her instincts screamed. She tucked the sharp metal piece under a wing. She didn't want to look threatening.

Running wasn't an option. No way. Twilight had to see if Vinyl and Octavia were alright. This was beyond suspicious.

Twilight's thoughts were interrupted by the door being opened. It held together, barely.

"Princess?" A refined voice asked.

Octavia Melody peeked from behind the door. She looked calm and relaxed.

"What a surprise!" She exclaimed with a warm smile. "What brings you here Princess Twilight?"

Twilight couldn't speak. She cursed at herself mentally for not giving herself a moment to calm down. "I-I.. uh. Your front door was.. concerning."

"Goodness, you look like you've seen a ghost. Are you alright?" Octavia reached out to touch Twilight's shoulder, her eyes wide with concern.

Twilight chewed on her lip. It was all she could do. "No, not really." She answered honestly. "Did you report sighting purple lights outside your window to Steel Gaze?" She was here, might as well ask.

Octavia sighed. "Yes. I did." It couldn't lie about that. That wouldn't make any sense. Steel Gaze was a direct witness after all. It couldn't think of any reason to lie about such a thing.

"However I believe I know the cause now." Octavia added, looking Twilight in the eyes.

Twilight waited for a reply, cocking an eyebrow. She bit too hard, and was now bleeding into her mouth. She didn't show it; Only tensing her brow just a little.

"Vinyl has all sorts of lights, as you know. I believe the light was actually a reflection from the inside of our house." Octavia explained calmly.

Twilight stared, digesting that. Plus the blood pooling down her throat.

"That's... a really good explanation honestly." Twilight admitted, looking downward. It was so easy to believe. She really wanted to.

"Regardless, there are 6 other reports though. 7 counting a newer one."

"Hm. Well Princess, that is fairly strange I must admit. Have you ever considered it may be a coincidence?" Octavia pushed a bit.

Octavia was very still, Twilight noticed. Very calm. Sure of herself.

If only Twilight was so able to be calm. She coveted Princess Celestia's ability to be so incredibly steadfast.

"I find it unlikely. I'd like you to come with me. For your own safety." Twilight half lied. She'd speak to Steel Gaze tomorrow about the others.

"May I come in?" Twilight asked before Octavia could reply. Curiosity started to peek through her anxiety. Something was off here. The broken door, the nonchalance.. She'd have to write this stuff down herself later.

"I-Well.. Um." Octavia stammered. "Perhaps not. Vinyl- I've got something special planned for.. when she gets home." She blushed, lowering her head in embarrassment. She pressed her front hooves together timidly.

"Sorry Octavia but this is important. Your life is more important." Twilight emphasized.

"Dear Princess, I promise you I'm in no danger." Octavia replied. Her nose wrinkled and she narrowed her eyes.

Twilight felt tempted to use her title. She was a princess. She could simply order Octavia to let her inside. "Alright. How about this. I give you time to prepare. Tomorrow night you can come see me. We can talk over tea." Sounded nice didn't it?

"Yes, well. I should be getting to sleep. It's already fairly late." Octavia glared, closing the door.

Twilight blinked, staring at the door. She wished she'd asked about the crack. Perhaps tomorrow. If Octavia showed.

"Meow!"

"There there Mister Cuddles." Fluttershy cooed, picking up her little fuzzy friend. It was early morning. The sun was shining gently through the windows of the cozy little cottage. Many animals were still asleep. Fluttershy's home was, as always a serene reprieve from the dangers of the forest or the rambunctiousness of life in Ponyville.

Fluttershy brushed her hoof against Mr. Cuddles. She made sure to use just the amount of force he liked on his back. "Mmrreow." He signaled happily.

Fluttershy giggled softly. "It really is nice out this morning." She agreed with him.

A little chipmunk scurried across the window sill. "Good morning to you too." Fluttershy smiled at it.

"Oh, um. Good morning. Good morning!" She said to a few different waking animals greeting her. A snake quietly slithered closer.

"Good morning Elanor." Fluttershy gently patted the snake's head, allowing the reptile to slither up her leg. "Do you feel better today?"

Elanor nodded contently, snuggling against Fluttershy for warmth.

Fluttershy looked out the window again, humming a sweet little tune. Soon a few birds chimed in, harmonizing with her in a wonderful and joyous symphony of voices.

What was that?

Silence.

Footsteps.

"Hello?" Fluttershy asked.

Silence again. Fluttershy grit her teeth, shivering a bit and glancing down at Mister Cuddles. The cat of course wasn't bothered at all.

A little head poked out from the open window. A deer. Fluttershy calmed down, letting out a sigh of relief. "Hello Little Doe." She greeted, holding out a hoof for the small one.

Little Doe, the orphaned baby deer visited Fluttershy every now and again. She never stayed for too long though despite Fluttershy's insistence that she take care of her. She looked afraid.

"What's the matter?" Fluttershy asked softly. She gently pet Little Doe's head.

Little Doe made an afraid little noise.

Fluttershy's eyes widened. "What? What do you mean?"

Little Doe rested her head on the window sill.

"That sounds really scary. Are you sure it wasn't just some ponies?" Fluttershy asked.

Little Doe narrowed her eyes and shook her head.

"You're absolutely sure?" Fluttershy asked, lifting Mister Cuddles with care, letting his little legs touch the floor as she lowered him to the waxy wooden floor. She stood up. "Show me." She requested gently but firmly. Fluttershy would do anything for the animals. Even if it meant facing something unknown and scary.

Even still, persistent panic laced her fast and racing thoughts. Be brave, Fluttershy.

The Everfree Forest was always fairly daunting. Fluttershy stood in the tall grass, speaking with a family of four deer. A mother doe, a father buck, and two little children.

The swampwater bubbled and the insects chirped their insistent song. The trees waved gently as if to say hello. The overhead clouds menaced the ground below with constant darkness. In the daytime or nighttime the weather above The Everfree Forest was always wild and unpredictable.

"Oh dear. That is pretty scary." Fluttershy commiserated. There was an unnatural path stomped down somewhat recently before her; Trees and other foliage crushed under the weight of something titanic. It began abruptly right in the center of the forest. Nopony would have found it for quite some time. Fluttershy was simply lucky, (or unlucky) enough to have been roped into this.

Fluttershy shivered in place uncomfortably. No identifiable footprints. Her mind wandered. If a powerful unicorn wanted perhaps they could plow this path down, but for what purpose? Nevermind that, what unicorn was strong enough to do this? It lead in a straight line, deep into the forest one way and toward the edge the other way. It was about as wide as a carriage. She wanted to believe it was an elephant but again no footprints to speak of nor did any Elephants call this forest home.

Big cities like Manehattan had steam rollers; Perhaps somepony had managed to get one all the way down here? Why? Could a steam roller even topple these huge trees in such a manner? Fluttershy doubted that.

"Well.. um. Here goes." Fluttershy whispered with a gulp. The frightened pegasus began to walk, following the path deeper inside.

A Cragodile hissed nearby, peeking it's head out of the water as Fluttershy passed. She gave it a nervous wave and a smile. "Nice to see you too." She greeted. Grey clouds swirled above, showering the forest's canopy with the noise of little pitter patters. The rain would have been nice in other circumstances.

Down the path she walked, deeper into the forest. Further and further as her eyes traced the edges. It was if a giant stone had been pulled through, flattening everything in it's wake. It even went directly though hills, creating a perfectly flat path straight through. It was unnatural. Indiscriminate. It didn't seem to matter what it had to plow through, whatever created this had to go in a perfectly straight line through the forest, no if ands or buts.

Fluttershy's eyes darted around. She'd been walking for some time now. Why was it so quiet here? She was beginning to wish she'd brought somepony.. someone with her. She missed Angel at this moment. The boisterous bunny had been asleep and she didn't want to wake him.

A turn? Fluttershy looked downward at the angled path. It veered to the left now. The right side where it would be a curve instead was a perfect angle carved into the dirt. It was very abrupt, as if somepony had taken a thin piece of paper, cut it, and simply rotated the topmost piece leftward.

Why did nopony ever try to tame this forest? It was simple really. The upkeep was impossible. The dangerous creatures that live here were problematic. Apart from the obvious though, the paths regrew too quickly to realistically maintain. They either had to be sustained with magic like the existing few pathways, or a big clearing needs to be created. A resource intensive task that destroys the purpose of visiting the forest to begin with.

"My hooves are starting to hurt." Fluttershy mumbled to nopony, looking downward. She'd been out here for what felt like an hour or so. It was rather difficult to tell considering the sun was obscured by swirling grey clouds. She considered flying but quickly decided that it would tire her out even quicker. Nothing seemed scary so far per say, just really really strange. The animals seemed to stay away from the path, leaving the forest very very quiet.

That was when she saw it. A stream of dark smoke reaching for the sky. It was difficult to notice at all. Had that always been there? It seemed to be directly ahead of Fluttershy. She grit her teeth, pressing onward despite her reservations. Flim and Flam came to mind. Did they set something up all the way out here? Illegally exploiting the forest perhaps? That thought alone filled Fluttershy with righteous rage, that ire fueling her confidence and footsteps.

The closer the got the more it looked like the path ended at a black wall. Closer and closer still, it turned out to be a tall rectangular structure made of a black glassy material. It was incredibly smooth to the touch, Fluttershy discovered as she ran a hoof along the exterior. Flim and Flam's contraptions were never this.. alien. She hardly knew how to feel about this, fear and confusion coursing through her thoughts like a wildfire.

"I've... never seen anything like.. this." Fluttershy murmured to herself, taking in the structure. The smoke was coming from the top. It was smooth all the way around, with no visible entrance or even a window. No animal dared come close to whatever this is. Fluttershy began to turn away toward the path when she heard an impact nearby.

Her ears flopped downward as she impulsively dove into the bushes. It was hard to see what made the noise, but something was moving around the side of the building.. a pony? No.. too small. A foal?

Fluttershy squinted, trying to get a better angle on the small shape as it stood motionless next to the black building.

It was.. Diamond Tiara? What was she doing out here? The spoiled little filly was never one to get her hooves dirty. Is she lost?

The little pink foal, Diamond Tiara stared at the black building for a moment, expression blank. After a moment she spoke. "Outside? Here?" She asked flatly, her tone odd in a way Fluttershy found it difficult to put a hoof on. Monotone? No, not quite. Close to it though.

"I find that highly unlikely." She spoke to the building itself.

Fluttershy shivered, was.. something crawling up her side?

Diamond Tiara stared. Unsettlingly her expression hadn't changed once, as if her own face were merely a mask of some sort. "Out here? I do suppose that path is obvious. We should have covered the entrance." She began to look toward Fluttershy.

Oh no! Could she see her? Fluttershy felt little legs crawling up her side. She glanced downward at a centipede making it's way up her leg. Gentle as could be, she let it crawl onto her forehoof, bringing it close to her face. "There there little guy.." She murmured.

She brought her centipede friend closer and whispered something to it, soon placing it on the ground and watching it scuttle away.

Fluttershy looked back to see Diamond Tiara still staring in her general direction. Was the building itself somehow aware that she was there? How was it talking to Diamond Tiara? Why in the world was she acting like this?

"Investigating." The foal stated flatly, stiffly walking toward Fluttershy. Her odd stiff walk soon became more like the usual foal's gait. She cleared her throat and began to look around in a lifelike way, her expression finally changing to one of concern with a tinge of fear making it's way through as well. "Hello? Is anyone there?" She asked loudly, mere inches away from Fluttershy. Oh... Mister Centipede please hurry..

Fluttershy put her hooves over her mouth slowly, doing her best to breathe from only her nose. She shut her eyes, trying to make herself as small and low to the ground as possible. Hopefully the bushes were good enough cover.

Why was she afraid of Diamond Tiara anyway?

She was just a spoiled child right?

Regardless of whatever rationalizations she could come up with, her desire to stand up and ask Diamond Tiara what she's doing out here was far outweighed by the creeping sensation that something was terribly strange and wrong about this.

Diamond Tiara stood still, eyes narrowed.

She walked closer to the bush, reaching out with her little hoof.

Fluttershy listened to the painful silence.

Was Diamond Tiara even breathing?

As the moment dragged into a painful eternity, Fluttershy's swirling thoughts smashed into the sides of her skull's interior, jumbled and tangled sentences whipping around the small space that was Fluttershy's mind with a wild fury.

Diamond Tiara's gaze darted toward something moving behind Fluttershy, to the right. A creme colored shape with seemingly a pink and tail hopped away into the woods quickly. She narrowed her eyes, walking past Fluttershy and into the woods.

Fluttershy sighed softly, watching as alert as the very animals she watched over, eyes wide. "Thank you..." She thought.

The very second the coast was clear she bolted away, wings spread as she flew above the path as fast as she could. "I owe you one Mister Deer.." She whined.

Vinyl Scratch sat before her home audio system, removing her shades for the moment. It wasn't often that she got to remove them, however she liked to at home. She didn't mind them, but sometimes they did get a little sweat buildup around her eyes.

She let out a sigh as she slumped into her seat. She'd just gotten home from a long night and morning of partying and she was about to completely pass out. Feeling the weight of her eyelids she grumbled as she pulled herself out of her seat. Sleeping during the day wasn't ideal, but what else could be done? No way was she gonna let herself fall asleep in that chair though. Last time it gave her a cramp.

"Vinyl dearest?"

Vinyl Scratch silently looked toward her roommate, waving at her a little with a foreleg.

Octavia looked as she always had. A grey coat with a darker grey perfectly maintained mane and tail. She stood inside the doorway that lead to the kitchen, a gentle, restrained smile upon her face.

"I've.. been meaning to tell you something." She began, looking away bashfully.

Vinyl Scratch tilted her head, watching Octavia with her striking red eyes. Most had never seen Vinyl's unique eyes, but Octavia of course got to see them often. She just hoped Octavia was appreciative of the privilege.

Vinyl gave Octavia a smirk. She had a pretty good idea of what was coming. She'd been hoping that she herself would be able to drum up the courage to talk about what had grown between the pair. It was obvious to just about everypony. Vinyl wasn't stupid of course, she could tell Octavia had developed a crush.

Octavia sheepishly touched a hoof to her chin.

Was something damaged in the fall?

Running diagnostics.

Despite sensing that something was odd, Octavia pressed onward. "I.. Well.. maybe you've noticed.. I know you're observant.. and.." She began to lightly blush.

Vinyl Scratch stepped closer, nodding. She would be patient. She wanted to tell Octavia that it would be okay somehow. Admittedly the techno party pony wasn't the best at social interaction in general but she would try regardless.

Gently, she reached for Octavia's hoof, and held it to her own chest.

Central Unit damaged.

Source: Fall from vent system.

Rear left leg damaged.

Source: Fall from vent system.

Octavia had already known about the leg of course, but her central unit being damaged could pose an issue. It would make it that much harder to fool Vinyl.
She gasped quietly, making her face blush as she widened her eyes by 30%.

"Vinyl... I.. You.. matter so.. much to me." Octavia expressed tenderly, contacting her tear ducts to produce convincing waterfalls of fluid to stream down her face.

Vinyl Scratch pulled Octavia into a hug, too overwhelmed to notice that her weight was different. Not that much different persay, the mechanical... things were well balanced and created to be lifelike in every way, but it was still different.

Vinyl spoke no words but expressed her joy all the same, closing her eyes and crying into Octavia's false coat. "Finally! Took you long enough!" She thought.

Author's Note

I deeply apologize for the long wait for this chapter. Life happened and I got sidetracked by some other projects. Some writing related! I may eventually post that here. I hope you enjoyed this chapter and as always if you have any criticisms or feedback I'd love to hear it! I haven't forgotten about this story, i promise xoxo