PonWolf: the Ascension

by Chrome Masquerade

Rating: mature
Tags: Anthro, Main 6, Gore, My Little Pony: Friendship is Magic, Dark, Other, Adventure, Violence, Crossover
Length: 14394

An act of kindness comes with some hair-raising side effects.

After that Main Six have a very unfortunate encounter with a bunch of Timberwolves, a stranger decides to let them have a second chance.

Little do they know that this will have strange consequences for them going forward.

Based on White Wolf's Werewolf: the Forsaken game

Published 2024-11-11 23:30:00 UTC
Last updated 2025-02-09 17:27:39 UTC

A Second Chance

It finally happened. The Main Six had run out of luck, this time.

For the past few months, some creatures (ESPECIALLY the Timberwolves) have been getting a lot more aggressive. And, unexpectedly, rather more clever in some cases. Hence the current situation.

The wooden wolves had become a lot more stealthy recently. And this time, they were able to sneak up on the six Ponies. And so it was that now they were unconscious and bleeding... But surprisingly not dead yet. Apparently they had wanted some revenge for the last.... How many times did they get away from them, again?

Well, that's there and not here.

But, maybe their luck hadn't run out entirely. As the coniferous canines were circling them, another howl sounded from close by. But this wasn't a Timberwolf.

In a blinding flash, a large, steel grey form had cut apart one of them, just as quickly returning to the shadows. And another instant passed. Two more of them were torn apart in that instant.

The others began to panic, and started to run away. But it was too late for them as well.

There their essences left from the piles of wood that were left and spread off into the forest, to reform at some point.

The figure, still unseeable, went to the six downed Ponies. It sniffed at them. Silently, it cut one of its forelegs and began dripping some of its blood into their wounds.

The effect was instantly visible. Their wounds began to close at a prodigious rate, bones snapping back into place and knitting. They would live to see another day. The figure nodded and lifted the still unconscious Ponies from the ground.

After leaving them (Safely) outside of the Everfree Forest, whatever it was sped off into the woods. Just as quickly and stealthily as it had come.

The next morning, the Main Six found themselves outside of the Everfree, not broken and bleeding, for some reason.

Twilight decided not to look askance and got the rest of them to return to her Palace. They needed to discuss what was going on.

Arriving there, seated around the Map, they were silent for a time. Rainbow Dash, being the boldest among them, was the first to broach the topic.

"So... Does anyPony know why we're still alive?"

Twilight was the first to answer, with a shake of her head. "I honestly have no idea. But I got the feeling something strange is going on. Well, more so than it usually does in Ponyville, anyway."

The others chuckled at that. Something strange happened every other Tuesday there. But this was kind of Overkill. Nearly literally.

Rarity yawned. "I'm not sure about you, darlings, but I'm still feeling rather drowsy."

Fluttershy nodded. "To be quite honest, I think I agree with Rarity. If you (yawn) Don't mind, that is."

Twilight would have insisted that they stay for the time being, but they all had their priorities the following morning. For example, Applejack had chores to do, and the Zap Apples wouldn't harvest themselves. They disappear in another couple of days.

As for Rarity, tomorrow was going to be rather busy for her. She had a lot of orders to fill, and strikingly little time to do it in. Also, Sweetie Belle was down with the cold. She wanted to be there to take care of her sister.

Fluttershy had a lot of animals at her home that needed to be taken care of.

Rainbow Dash would also need to work with the weather team; there was a storm front scheduled, and she was one of the few that would be able to aid with its creation.

Pinkie Pie was simply needed to help the Cakes with baking. It was Saturday tomorrow, and those days are usually busy.

Twilight was still concerned, but was understanding. As they left, she thought to herself, aloud, "We should be dead. Possibly devoured! But instead, all we are is dead tired. Well, close to it anyway."

She decided to follow suit and went to bed. Tomorrow was another day.

A few short days later, Applejack was finishing up some of her chores. In this case, she was getting the last of the apples from some of the trees on the far side of their property. As she finished up, she noticed that she was barely tired at all. Didn't even break a sweat the whole time. She thought to herself, with a smile, 'I must be getting even better at this!'. The next thing she noticed was that it was nearly nightfall! She thought about, "Mebbe it's time Ah got back home."

Shifting to a more upright stance, she shouldered the last of the apples, and she started to head back.

When she got there, she noticed that there were some Manticores threatening her family; four or five of them. Which was odd, because usually those creatures are solitary.

Dropping the apples, also dropping back to all fours, she quickly sprinted over and placed herself in between the two parties. Her family was one of the most important things to her. She would never let them down as long as she was still standing.

Suddenly, she felt like there were ants crawling all over her. Okay, that isn't quite accurate, but it still felt really really weird!

She felt something stirring within her. While she could, she said to her family, "Ah'm not sure what's goin' on, but somethin's about ta happen! Git inside! Right quick! Ah'll distract 'em!"

Her family members were begrudging, but they knew how strong and fast Applejack could be when it comes to the crunch. So they complied.

As soon as they were safely indoors, Applejack said, "Alright ya varmints! Come 'n git me!"

With that, she kicked one of them and started running. They were in hot pursuit.

She galloped as fast as she possibly could. Which with the invisible ants on her was more difficult than you might think.

As she got a fair distance away, she felt the something stirring within her again. She had to stop. She turned around toward the Manticores. Green energy was wafting off of her. Looking up, she saw that the moon was up, It it was a Full moon tonight.

Fur started to grow more thick, her teeth sharper. Her eyes turned a glowing green shade. She felt her hooves turn into paws, sharp claws extending. Her tail was becoming more bushy as well.

In a moment, where Applejack once stood was now a powerful wolf. Instinctively, she looked toward the Sky.

" AOWOOOOOOOO!!!!!!"

She snarled as she looked back to the startled Manticores. With a growl, she leapt at one with blinding speed. Within a second, she had cut deep gashes into the creature. She also tore its tail off before landing.

Jumping at it again, she dug her sharp fangs into the creature's neck. One down.

The bloodlust rising within her, she shifted to a more upright form. She leapt again, this time kicking the next target. As hard as she could. It was sent stumbling back several meters, its foreleg broken.

She leapt again, returning to her more wolven form. She dug all of her claws and fangs into it. Two down.

The last ones decided that discretion was the better part of valour and decided to run as fast as they could. Which wasn't nearly as fast as Applejack could run. She was able to take out another one before the others got away, tearing it to shreds.

Tiredly, she walked back toward home. She had just enough time to see her family looking at her with startled expressions before she slumped to the ground, reverting to her regular Pony form. The last thing she heard was a voice telling her,

"Congratulations, Applejack. You are now a Blood Talon. Use this power to protect your family and friends. For you are now a PonWolf"

Fallen Stars

Twilight was taking the time to get together with her parents. They did that occasionally, for several reasons. Primarily because since her brother got married to her old foalsitter... Without telling their parents... Somehow? Anyway, since then their parents liked to keep in touch with them, more to keep tabs on them. Speaking of, Shining Armor and Cadence were going to be there as well, this time, so there's a bonus.

There were other reasons, but that's not important right now.

What is important is that Twilight was just coming up to the doorstep. As soon as she opened the door, she was tackle hugged(1) by Cadence, being squeezed firmly.

"Heard about the incident, I take it?" Twilight guessed.

"Oh! Twilight I was so worried for all of you! You should have brought some guards with you or something!"

Shining Armor interceded. "Cadence? Honey? I'm sure that Twilight is also glad to see you, but it might be a good idea to give her some air."

Cadence linked twice and looked to her hug-ee. Sure enough, she was swiftly turning blue. "Oops! Sorry about that." He said, releasing Twilight from her grasp.

Twilight took a deep breath, then she said, "I'm glad to see you as well, Cadence. Both of you. But first!"

Sunshine, sunshine!
Ladybugs awake!
Clap your hooves
And do a little shake!

They did this pretty much every time they met. It was a little... Tradition of theirs, you might say. It was also one way to identify the other, because only the two of them really took the time to memorize it to do something so childish. If one of them didn't know it, there was a good chance that they weren't who they appeared to be. This was what first tipped Twilight off as to Chrysalis's Identity.

Next, the three of them went further into the house. Just after that, Twilight was tackle hugged again, this time by her mother, much to the amusement of the others.

"I'm getting the feeling this is going to be a running gag." Twilight said in a deadpan tone.

Suddenly, Pinkie Pie appeared from under the couch cushions. "Nope, nope, nope! Only twice in this chapter." She said.

Cadence was the one to ask. "Where did you come from? And what do you mean by chapters?"

"Eh, you know." Pinkie said, not answering the question at all. She giggled briefly before disappearing back the way she came.

There was a pause. Nopony was sure how to react. All except for Twilight, who just chuckled

"Ponyville rule number 16: Don't try to understand Pinkie Pie. I tried once and I nearly had a nervous breakdown."

"Well, to be fair..." Shining Armor was about to say something snarky, but a trio of glares stopped him. "On... second thought, I won't bother finishing that sentence."

Anyway, all of them sat down at the various seats that were arranged in the living room. Twilight's mother reached over with her magic and retrieved a bag with knitting supplies.

"Mom, you knit?" Twilight queried.

"I'm giving everypony sweaters for Hearth's Warming this year. These take a while to make, magic or no." She explained. "I thought I would do this while you explained about what happened, exactly. Not to sound cliche, but you have a fair bit of it to do."

Twilight chuckled, but began her story anyway. Over the next little while, she explained what had happened recently around Ponyville.

When she nearly finished, everypony was staring at her wide eyed.

"How did you get out of that mess?!" Cadence asked.

Twilight's ears drooped as she looked a bit downcast. "To be honest, I have no idea. None of us do."

"Well, you're alive now. There's that, anyway." Twilight's father, Night Light said. "How are you feeling since then?"

Twilight shrugged. "To be honest, I feel better than I have for a long time. Lately I've felt more energetic, stronger. I'm not entirely sure why, though. I nearly died out there, and instead all I felt when I got back home was really tired. And now I've been feeling better than ever." She replied.

Her mother frowned briefly. "Maybe we should do some experimentation? To see if we can figure out why."

"I also get the feeling that Princess Luna should know about this." Twilight added.

"Don't you mean both of the Princesses?" Night Light asked.

"Well, Princess Celestia as well, but I get the feeling mostly that Princess Luna should know. Not sure why." Twilight answered.

"Well, she should be holding Night Court right now."

As inem the family left the house, heading toward the castle. Every time Twilight looked up at the Half Moon above, she began to feel really itchy. But when she stopped looking, the itching quickly stopped as well.

As they continued, Twilight was beginning to feel really nervous. Something was about to happen; she could feel it. She wasn't sure what would come, but what was for sure was that when the other horseshoe dropped, it would be a BIG one.

At length, they made it to the castle. Fortunatekly, very few Ponies wanted to see the Lunar Princess tonight, so their wait wasn't long.

When their turn had come, Luna went so far as to come down and give Twilight a hug.

"Uh... what was that for?"

Luna smiled, "My sister gives her regards. But since she only works the day shift, as it were..."

There were some chuickles at that.

"So. What brings you to my court? Surely there's-"

Suddenly a guard rushed in, breathlessly. "Changelings! invading!"

"Chrysalis AGAIN?!" Cadence exclaimed curiously.

"No! Not her! Diff- a diff- hold on..."

They patiently waited for the guard to catch his breath.

"Whew! This is a different hive. The Changelings have red eyes, not blue!"

"You've been taught how to deal with those, haven't you?"

"We've been taught how to deal with the ones of Chrysalis' hive, yes. These ones are different. And instead of Love, they seem to prefer Fear. Also, many of them ae different horns; some like a rhinoceros beetle, some like a ram. And that's just for starters! Either way, WE NEED HELP!"

With that, the lot of thuem ran out to assist. Sure enough there were changelings at all levels of the city. When Luna shouted, "HALT!" several of them looked their way.

Twilight Velvet glared at the Lunar Princess. "Has that EVER worked?"

"Come to think of it..."

As if on cue, the Changelings charged as one. Twilight Velvet said, "This could actually be fun. It's been a while since I was able to do this!" With that, she burst into blue flames.

Few knew that Velvet was part Kirin. Though she was mostly unicorn, she had enough of that bloodline to allow her power as a flame adept. She could and would comfortably wade through lava, with Spike. This was also why Twilight could achieve a similar transformation, if to a lesser extent.

Cadence, for her part, was frozen stiff. Seeing those Changelings was giving her PTSD, basically. Shining Armor shook her. "Cadence! Snap out of it!" Some of the Changelings saw the easy target. As they charged, Velvet's flaming figure slammed into one of them,. sending the others flying as well.

Stay away from my daughter-in-law! She threatened, in a very changed voice.

Twilight, on the other hoof, was trying her best to fight, but the moon overhead was giving her difficulty. Keeping her eyes to the sky for other attackers was REALLY uncomfortable.

Shining Armor winced. "Cadence, forgive me for this." He slapped his stunned wife across her muzzle, snapping her out of her trance.

Surprisingly, Cadence was thankful. "Thanks hon. I needed that." she said, giving her husband a hug.

"I suggest that you go back inside." Shining suggested. "If you freeze up again, you'll be a liability."

Begrudgingly, Cadence agreed. "Okay. But can I request #7?"

"The shield bubble? Sure."

Concentrating, Shining put a bubble of magical energy around his wife. Not even a ballista bolt would crack that shield.

As the Princess of Love returned ingoots, much more protected than before, the battle was rejoined.

Though they were fighting fiercely, they were vastly outnumbered. The overwhelming odds against them soon began to take their toll.

Eventually, a small group of Changelings slammed into Shining Armor, knocking him to the ground.

Twilight could feel a heat rising within her. She felt her coat starting to bush out, her tail doing the same, her teeth becoming sharper.

Still lucid,she was able to say, "What's... happening... to... me?"

Her ears became more finely tuned, her hooves shifting into paws. Her horn and wings withdrew as well. Other changes occurred as well

Where Twilight Sparkle onc stood was now a powerful Wolf.

{Warcry!}

Looking toward the moon overhead, she let out a howl of near-deafining volume.

AOWOOOOOO!!!

Many of the Changelings looked her way as she growled. She opened her eyes, which glowed green.

She leapt at one target, that was upon her brother, tearing it to pieces, which oozed green blood.

{Pack Triumphs Together!}

With another howl of a different sort, her family was strengthened, their wounds beginning to close.

Twilight returned her attention to the attackers. She leapt from one to another to another, never stopping for more than half a second. She slashed, bit, swatted her way through the attacking Changelings. Now THEY were the ones feeling the Fear!

Suddenly, much larger ones appeared. With a different coat colour, they could have been mistaken for a carbon copy of Grogar.

{Urshul Form!}

Twilight shifted to one of her two-legged forms, now towering over the lesser Changelings.

{Totemic Empowerment!}

Twilight began to glow a deep blue in several places, Princess Luna beginning to do the same, runic symbols appearing over her body. After that, Twilight leapt into the fray once more.

Velvet, for her part, was just watching her daughter tear into the enemy. Luna, still glowing, said, "All in favour of not ticking Twilight off again?"

"I."
"Me too."
"Me three."

Twilight couldn't tell what was going on. She was kind of busy.

{Ensnare Spirit!}

Suddenly, two of the Changelings were trapped in deep violet crystals of Twilight's making. Their bodies crumbled to dust.

"Who wants more? Any volunteers?"

Several of the Changelings began to back away.

"Pity. In that case, I'll come to you, then."

She leapt at the nearest ones, tearing into them. Eventually, the remaining Changelings bowed in supplication. Twilight's strength had caused dominance over them. "We yield. The Ruby Hive will serve you." they said as one.

Twilight was about to slay the remainder, in her fury. Howeverm her mother called out, "TWILIGHT, NO! They've given up! That's enough. That's enough."

Twilight looked to the prostrated Changelings. Glaring at them, she growled, "Those of you who wish to stay, prepare for some changes. The rest of you, kindly PISS OFF and NEVER RETURN."

The assembled Changelings tried to bow even further, if that were possible.

Canterlot was safe once more.

With that, Twilight reverted to her base form and fell onto her side, unconscious.

As it turned out, the remaining Changelings were true to their word. What was left of them (approximately 47 of 300) now referred to Twilight as their leader. Strangely enough, several of them changed to grow fur, much like Twilight's wolven form earlier.

Twilight herself was taken to the local hospital. The next day, Celestia had come to see her, still unconscious. Luna was also present, a mug of extra strong coffee in her magical grasp. She'd just finished relting the story to Celestia (in between sips).

"And there you have it."

Celestia nodded in understanding. "I see. What of yourself, Luna? Are you alright?"

"Verily. Strangely enough, i feel stronger than before. I suppose I was chosen as Twilight's Totem, of sorts. Appropriate, methinks."

With that, they left Twilight to whatever dreams she had. By all appearances (if her smile was anything to jusge by) her dreams would be relatively pleasant.

"Congratulations, Twilight Sparkle. You are now a Bone Shadow; A noble PonWolf. Use this power to fix this broken world."

Author's Note

1: This is also known as glomping, as I remember.

By the way, to those who might be thinking, "Wouldn't they be Wereponies?" Apparently Were is a word for Man in a foreign language. They'd only be Wereponies if they were human and became Ponies at night, or something,

Side note: Someone get on that; that has story potential in itself.

The Pink Moon... Will Not Rise

Sorry; I just have to say that Pinkie is REALLY hard for me to write in for more than short periods. To be honest, i think that's where she shines most. Short bits of comedy sprinkled in occasionally. But, I digress.

The point is that i'm skipping this chapter so i can move on with the story.

Side note: by process of elimination, Ponks would have to be a Ghost Wolf... Which is a tribe for loners and outcasts. She's, like, the complete opposite, so that is another toughie.

The Day After/Blood Moon Rising

The next day, Applejack awoke with a pounding headache. "Ugh. Ma head's poundin' like a drum. And it must be a right hootenanny."

Shakily, she got to her hooves. She stumbled her way to the shower, quickly washed herself and stepped (carefully!) down the stairs. Sure enough, Big Mac was busy making some breakfast. Apparently flapjacks were on the menu. Among other things. He was also making sausages.

The smell of it strangely made her mouth water. They ate that now and then, but today they smelled particularly tantalizing. But she shook that off in favour of greeting her big brother.

"Mornin', Mac! What's shakin'?"

"Breakfast." He replied curtly.

Applejack smiled. Such was the way he was. Long time ago he used to be a terrible motormouth. But he had resolved to talk less and listen more. He took that idea and ran with it. After that he only spoke when and as much as he needed to. Which was typically only a few words.

At least he had gotten to saying more than "Eeyup." And "Nnnope" most of the time.

"Hungry?" He asked.

"Starved." Applejack replied. "An' Ah also got a serious headache."

"Remember last night?"

Applejack tried to think her hardest, but couldn't remember what happened after she was heading home. It was a complete blank after that. "Nothin'. After gettin' the last o' the apples, Ah remember headin' home... But nothin' after. Did somethin' happen?"

"Eeyup. You beat up some Manticores."

"Huh? How'd Ah do that?" She asked, tilting her head.

"Tore 'em apart. Literally."

Her eyes widened. "What?!" She exclaimed quietly. She had intended to shout, but couldn't.

"Check your teeth." He said simply.

Applejack quickly did so. She found that she had...

'Fangs?!'

She tested them. Yup. They were sharp.

"What happened ta me?" She asked, now more than slightly afraid.

Suddenly another voice rang out. "Ya became a PonWolf, is what." Granny Smith said as she ambled her way down. "Fortunately fer you, Ah got some 'xperience with those. Yer great great great grandpappy was one."

Applejack grinned at that. "Well, who'da thunk it? Incident'ly, good mornin' Granny!"

The two shared a hug. Whatever may or may not have changed, Applejack remembered that well enough.

Somewhere in the background, you could possibly hear an "Aww".

Everypony looked around, but they didn't see anything.

It was at that point that Apple Bloom came down the stairs, herself. Clearly she was still really sleepy. She almost fell down the last few stairs, but Applejack was faster. In an instant, she was there to catch the Apple filly.

Apple Bloom, fully awake now, hugged her sister tightly. "Thank ya kindly, sis."

Granny Smith smiled and said, "Yessir, it does do ma heart good to see love among th'family. Now c'mon. Let's get to the eatin'! AJ, yer gonna want more pro-tein in your diet."

Applejack tilted her head to the right. "Don'tcha mean that i'ma gonna need it?"

"Well, that too. But you will want meat more oft'n."

With that said, Big Mac started sliding the large plates onto the table before sitting down himself.

Applejack found that the sausages were just as good as they smelled.

Fluttershy was trotting through her home's environs. It was nearing nightfall and she was in the mood to see the stars tonight, under the Crescent moon. Usually she would be safely indoors at this time... But tonight felt very Auspicious.

She didn't know the half of it.

As she went along, a spring in her step, some of her little animals decided to join her, much to her amusement. Together they went to the hill nearby. It was just about the right time. She was able to sit there and enjoy basking in the light of the Moon, her little friends playing around her. Things seem just about perfect.

Suddenly, a voice rang out behind her. "Well, well! Look what we have here guys."

The voice sent a chill down Fluttershy's spine. She could tell without even turning around that there were multiple dragons behind her. And not the particularly nice kind.

She could hear that there were six or seven of them. Possibly more coming along. Turning around slowly, she saw that those were, indeed, teenage dragons.

"How about that? There's enough food here to feed all of us. And we can bring some back for later. If there is any."

The lot of them laughed in unison.

Fluttershy could tell that they meant some serious harm to her animal friends. They wanted to kill them. Possibly eat them. Most likely eat them.

Before she could move very far, one of them had her pinned down, intending to make her watch as they did what they were about to do.

She struggled fiercely, but couldn't get free. It was nearly hopeless.

This had always been an issue of hers. Always having to rely on her friends, always having to let them take care of her, like she takes care of the animals. She was weak and helpless at the best of time. And at worst, a hindrance.

She was absolutely sick and tired of it. And she wanted it to stop NOW.

She was able to briefly look up at the Moon, which seem to shine in her direction. Just for her.

She thought to herself, 'Luna, grant me your strength tonight so that I may protect my friends, large and small. Protect them from enemies like these. Protect them from the cruelties of the world.'

Suddenly, she felt a feeling of Rage come over her briefly, before that disappeared, replaced by a cold, calculating attitude. She felt her senses truly open up. She could see just how much pressure she had to apply to break the bones of the Dragon pinning her down. And just how to do it. All she needed was a little more strength. And strength did she get.

Her coat started to grow out, quickly becoming bushy. Her ears became more finely tuned. Her teeth started to become more like those of a predator. Her eyes began glowing bright yellow. Her muscles began to gain in mass, doubling, tripling, quadrupling in strength. This is more power than she'd ever felt before.

She felt powerful. Strong. Dangerous.

She liked it. A lot. It was time to show these dragons what she was made of. They would regret ever coming to her home. Should they live through the experience.

Taking in a large breath, she was able to unleash a primal howl. {Warcry!}

AOOOOOOOOOH!!!

The dragon pinning her down was unprepared and leapt back in fright. The attention of the other dragons was, needless to say, gathered quite handily. It was too late for one of them. The closest one got taken down and dragged into the nearby bushes.

{Fog of War; Hunting Ground}

Suddenly, a dense fog began to cover the area. The dragons were disoriented. Fluttershy's voice began to come in from seemingly everywhere and nowhere.

"So." she said, "You like picking on those smaller than you, huh? You like to hurt others because you find it funny. You like to prey on the weak and helpless. Don't you?"

The dragons were looking around nervously, rather afraid by this point.

"How would you like to be The hunted instead, for a change?"

One shot a blast of Fire in the direction he thought the voice was coming from.

"Missed me. Care to try again?" she said from a difference direction.

Something flashed by the dragons and another of their number was gone in that instant. They could hear his tortured screams from nowhere in particular.

"One down. How many of you are left? I suppose it doesn't matter. You're all going to die, anyway."

She appeared long enough for them to see a very changed Fluttershy smile at them. But this wasn't a kind smile. Not one that you want directed at you. It was a smile that said, "you are about to die and I'm going to enjoy every last second of it". Then she vanished again

"Come on, boys. This is getting boring."

Another flash, another Dragon gone.

"Do you give up? Or are you thirsty for some more?

The remainder attempted to stand back to back and expel flame in all directions. But their flames died at less than 2 meters in front of them.

They all heard a laugh come out from the shadows. But again, this isn't the kind you wanted directed at you.

{Pack Call}

Fluttershy appeared again, still giving them her smile. But then they also noticed that multiple animals appeared around them. All of them had glowing yellow eyes and there was some yellowish energy wafting off of them.

"I suppose it's getting rather late in the night. And I think we're all in the mood for a bit of a snack too. Since you were planning on eating my little friends... you don't mind if we... Return the favour, do you?"

All of the animals, including the changed wolf like Pony, started approaching them all at once.

If you were listening, you could hear their screams for quite a distance

"Congratulations, Fluttershy. You are now a Hunter in Darkness; A noble PonWolf. Now, enjoy your first meal."

Velvet Shadows

Rarity was humming to herself as she did her work. Recently she had felt incredibly inspired. Once she had awakened the morning after that ghastly event, she had ideas flowing through her mind. Designs, patterns, runes, even an idea for a new material.

Something gave her the idea to melt a gem in a certain way, using her magic. This, as it turned out, turned a material into something different when spread across it. Sapphire turned satin into silk. Ruby turned flannel into charmeuse. Emerald made Cotton into denim...

I digress.

Currently she was finishing off working with a bolt of a sort of lycra-rayon mix (made from Ruby coated denim). She was humming about her art and how it filled her with joy. How she felt when she made a unique dress. This particular one was for Princess Luna, as it happens. The soft yet stretchy fabric, the way it took colour and enchantments, she would just love it.

Speaking of, it was toward being sunset. A particularly beautiful one. Sweetie Belle wanted to watch it. It was just about that time, too.

For some reason, the lunar Princess had taken to changing how everypony's view of the moon was, on a schedule. Sometimes the whole side or a sliver of it.

Maybe she was just bored?

"RARITYYYYY!!!" She heard her sister's voice from downstairs. "You promised to see the moonrise with me!"

Rarity frowned. For the love of Celestia; she was in the zone. Still, family comes first. "Coming! Coming!"

A short time later, Sweetie was literally running circles around her sister in her excitement. Rarity was rather amused, more than annoyed. She smiled. Her little sister was always energetic. Well, most of the time. And when she wasn't full of beans, she was asleep.

They then reached their destination. The highest hill in the Ponyville area.

Sure enough the sun was just beginning to set. When it did, the area positively glowed with the light.

"And now comes the... Moon?" Sweetie was rather confused that the moon didn't appear.

Rarity racked her brain, trying to remember why. She shortly got her answer. "Ah. Of course." She turned to her sister. "Sweetie Belle, tonight is a new moon. Come, let's -"

She was unable to finish her sentence, as they heard growling. They looked in the direction of the sound. These weren't Timberwolves.

"LIONS?!" Sweetie shouted. "That makes no sense! They don't live this far North!"

Rarity put herself before her sister. "Tell them that!" She said in return. "I think I also see a couple of tigers."

"And a bear."

"Oh, my."

Rarity knew that they were trapped. If she didn't do something, Judging by the look in the creatures' glowing eyes, they were either rabid, being controlled, or possibly both. both she and Sweetie would be in mortal peril. 'Oh, Luna, grant me strength and bravery, to protect my sister. Be it even at the cost of my life'

For a moment, a ring in the sky shone down upon the area.

Rarity felt her fur starting to bush out, her tail changing to match that of a wolf. Her mane tied itself into a loose ponytail. Her teeth began to sharpen, her eyes to glow violet. Before anything else happened, Rarity said, trying to keep her voice under control, "Sweetie, dear, run as fast as ever you can. Try to get home!"

"But what about you?"

"D-d-don't worry, darling. I'll catch up." 'I am about to be as much a danger to you as them' she thought, but didn't add.

Her hooves split into paws, sharp claws developing shortly thereafter. Her horn vanished too. She could feel many emotions; rage, annoyance, frustration, a small bit of loss, worry...

Fear wasn't on the list.

As Sweetie ran for home, attempting to set a new land speed record, Rarity's transformation was completed.

She felt all of the possibilities. Just what she could do to them.

She opted not to speak. Instead she snarled in a low tone, daring them to approach.

{Snarl of the Predator}

Alas, that didn't work. They started charging forth. Using some magic, she pulled the iron from below the ground.

{Sculpt!}

In an instant, she had a set of iron claws waiting for her to slide them on.

The first target didn't stand a chance. In an instant she had cut it to ribbons. The second leapt, but was summarily disemboweled. No problem.

The next target was more hesitant. She came to it instead, cleaving it in thirds.

This time, she did elect to speak, though she was relatively sure that none of the creatures could understand her. "Your pelts will make an excellent material. Go ahead; just give me some more to work with."

One of the tigers obliged her. She took a heavy slash, but was still standing. When it went to attack her again, she sidestepped it, thereafter casually batting it aside.

"The problem is your momentum, darling. You might be able to reach high speeds and hit your target hard, but if they avoid your attack like so, then you find it hard to stop. It's a bit of a double-edged blade, isn't it?"

The rest of the creatures were beginning to wise up to her fighting method. Or so they thought.

{Urshul Form!}

Within but a moment, Rarity had gone from a wolven form to a nearly-wolven form. She stood up, suddenly towering over the other predators.

"Still want to fight?"

For most of the creatures, the fear that they were feeling overrode whatever they were under, and most of the creatures turned tail, vanishing. She shifted back to her previous form.

"Conjured? Well, well. That means that your pelts disappear with your death, doesn't it. We can't have that."

The two remaining creatures (the bear and one of the male lions) started to back away, but with but a flick of her newer magic,

{Needle!; Thread!}

She used two cojured items to create a thick barrier of what seemed like spider silk. "Ah, ah, ah. I have plans for you two. Now hold still..."

A slightly squeaky voice rang out, "RARITY!!!"

Rarity was brought up short. 'Sweetie Belle?!'

Her conjured barrier vanished, the two remaining creatures doing the same shortly thereafter.

Rarity turned her gaze. Sure enough, there was her sister, with Nurse Redheart (who had wide eyes and a hoof to her mouth in shock) at her side.

Rarity fought down a wave of anger that threatened to overtake her. "Sweetie Belle... I told you to go-"

"Yeah, but I thought you might be hurt so I brought Nurse Redheart with-"

Sweetie loooked at the still starstruck mare, poking her a few times. Redheart shook her head, coming back to her senses.

"With me." Sweetie Belle finished.

Rarity smiled wanly. She suddenly reverted to her Pony form, slumping to the ground. "Thank... you." The slash she'd taken from the tiger earlier had caused her to lose a fair bit of blood. Redheart was quick to dash to her side. "She's fine. Maybe a transfusion, and a good meal, but she'll be okay."

Redheart reached into her Pocket and retrieved a first aid kit. She bandaged Rarity's wounds as best she could. Then she asked Sweetie Belle, "Have you been practicing with your levitation spells?"

Sweetie nodded, seeing where the nurse was going with this. With some effort, she lifted Rarity's slumbering form in her magic. With an occasional boost from Redheart, they made their way toward the hospital.

"Congratulations, Rarity. You are now an Iron Master. Use this power to protect those you hold dear. For you are now a PonWolf."

Gathering Storm

Nearly a month after The Incident, as Rainbow Dash and her friends had come to call it. A month! Go figure.

Anyway, things had been relatively peaceful. Relatively speaking, of course. She and her Wonderbolt team had been around, doing a show here and there. Mostly they were there to bust up occasionally appearing storms. And so it happened to be that they were finishing up setting up the arena in Vanhoover.

After the previous performance is, Rainbow Dash found that she was receiving a lot more attention than she expected. And was far less tired than usual. This rather pleased her, so she pretty much brushed it off.

Anyway, it was going to be a full moon this night, and the 'Bolts were setting the arena up for the event. It would require them to be a bit more careful than usual, but that's when they shone the most.

Rainbow Dash was limbering up (not that it really was necessary). She was feeling excited, much like you would expect. Being the Loyal type that she was, she I was hoping for the best for all of them. But especially for herself.

"CRASH! It's time!" Spitfire said from somewhere nearby. "You about ready?"

'Aw yeah! This is going to be awesome' "Ready as any of us ever will be."

"That sounds like a yes to me." Spitfire said. You could possibly feel the smug smile that she was giving silently.

Rainbow Dash rolled her eyes. "Let me rephrase that; Born ready, Swallowfire."

Spitfire laughed heartily. She then walked away, presumably toward the arena proper.

Slightly later, the performance was in full swing. They were all doing quite well. However, strangely enough, whenever Rainbow looked up the crescent moon above, she felt like there were ants crawling on her. Something was kind of odd.

She shook her head, trying to get it back in the proverbial game.

The crowd was cheering merrily. The adoration the crowd was giving off was such that it was almost palpable.

Alas, all good things have to come to an end.

Suddenly, the door to the arena crashed open, smoke filling the area quickly. Several shapes flew into the arena and spread out in the place.

Rainbow Dash frowned. Griffs. Just of course.

Spitfire had the signal for them to gather together. "All right, everypony! We need to get these Ponies out of here before something goes seriously wrong."

Soarin asked the very pertinent question. "Who should we prioritize?"

"Prioritize the foals; particularly those who don't have wings. Other Pegasi can just fly out. The ground bound ones aren't quite so lucky. Are we all ready? Right! Break!"

Rainbow Dash swiftly went and picked up two Earth Pony fillies. She did her best to fly them out of the area, but again, every time she saw the Moon, the ant-y feeling came back.

She was able to evacuate 26 more before something happened. An explosion went off, knocking several of the fliers from the air. Most damaged of them was Spitfire herself.

Rainbow Dash next went to help her and the other downed Pegasi. Spitfire was just barely breathing, bleeding profusely. Rainbow Dash reached into her Pocket and retrieved an emergency first aid medication. 'I'm glad that she had us take these along, in case of just such an emergency.'

She injected the hypodermic into one of Spitfire's smaller wounds. Immediately, she began to breathe more easily, her wounds at least temporarily clotting. It wouldn't replace gauze and stitches, let alone any broken bones, but it was leagues better than nothing.

"Looks like these ones ain't dead yet. We can't have that, can we?" Several of the Gryphons had gathered around the two. Rainbow Dash knew that if she didn't do something, both of them would die. And besides that, she was rather ticked off. If there was one thing that she couldn't stand it would be those who decide to hurt those that she cared about. And as a second, traitors. But that's there and not here.

She began to feel a wave of rage wash over her. Her eyes began to glow golden. When she looked up at the Gryphons, she snarled and said "You are going to pay for that."

Instinctively, she looked up at the moon above. This time, it wasn't ants that she was feeling. There was a new strength filling her. She shouted toward the night sky, "Luna! Grant me your strength, that I may protect those that I care for!"

The moon gave off a silvery glow and then a shaft of light engulfed the rainbow mare. She felt her coat begin to bush out, her mane and tail following suits, to some extent. Her teeth began to sharpen, becoming more pointy. Hooves split into paws with sharp claws on them. Soon enough, where Rainbow Dash once stood, there was now a powerful looking woven creature, with dark blue energy emitting from her.

Once again looking toward the night sky-

AWOOOOOOOO!!!!

Couldn't wait, I guess.

Anyway, she found that she was definitely outnumbered. Looking around her, she found that most of the other Wonderbolts were either unconscious or evacuated along with the citizens. They were relatively off to the side. Perfect.

'Like my father used to say, If it's worth doing, it's worth overdoing.' she thought, underneath the emotions consuming her.

{Gauru Form!}

She began to double in height. Within the moment she was towering over the oppressors. She was even a bit taller than Princess Celestia! About to similar if she had her head raised, if you counted the horn. Anyway...

Her muscles bulked up even more. Her coat became even thicker, and her eyes now turned to a red glow, showing that she was now about to fully manifest her rage at the attackers. "I'm going to enjoy this." she snarled.

One of the more green Gryphons was rather nervous by this point. "You're going to kill us... For fun?!"

"Fun? No. I will kill you because my Blood and Bone tell me to. I will kill you because my Code of Honour demands it. I am going to kill you because you hurt my leader."

Without speaking further, she attacked readily. Within a second, she cut one of them into pieces. The next one also didn't stand a chance. He was decapitated. The next one tried shooting a weapon that he had, which was slapped out of his grip. After that, he was defenseless for the next attack.

{Summon Animal Companion!}

A trio of spirit wolves appeared beside her, ready to attack as well.

{Pack Triumphs Together}

Glowing with red energy, they went for their own targets. Rainbow, now further empowered, went back to her adversaries.

The next Target had drawn his weapon and was attempting to fire rapidly, but the rainbow maned wolf's hide was way too tough and it didn't do much of anything.

On the other less seasoned ones was fully under her influence, causing him to be extremely afraid. "She's a monster!"

"I'm not the monster here; you are! You and those like you who profit from the suffering of others!"

{Howl of 100 Voices!}

Rainbow Dash emitted a howl loud enough to shake the foundation of the arena. Fortunately, nothing was broken.

{Stormcall! Rolling Thunder!}

Next she raised one arm to the sky, taking a bolt of lightning and catching it deftly. With almost practiced ease, she rolled it into a ball, tossing it to a few of them. It exploded upon contact, throwing them aside.

"It is time to finish this!" {Stormcall: Twister!}

This time, she received a gust of wind energy. With a bit of effort, she made it into a tiny whirlwind that when she threw it to the ground it quickly became miniature tornado. Unexpectedly, it went around the area and picked up all the downed Gryphons, tossing them into a corner, rather knocked out or dead.

Reverting to her true form, Rainbow Dash said, "And let that be... A lesson... To... You...." With that, she fell unconscious.

When the local law enforcement came to pick up the bandit Gryphons, they were taken to the local imprisonment area. They kept saying something about a monster, but when the cameras were checked they were blanked out. (1)

The Wonderbolts were taken to the local hospital and had made a swift recovery within a few days, as Pegasi are known for. Nobody had seen anything unusual at all, so it seemed.

Congratulations, Rainbow Dash. You have claimed the power of the Storm Lords. Use it to fulfill your destiny.

Author's Note

1: Apparently that's one of the helpful side effects of Lunacy.

After Days

Thus far, the Six hadn't told each other of what had happened to them. Some because they weren't sure how to express it (Applejack and Rainbow Dash... Pinkie Pie to a lesser extent), some because they were mortified by what they'd done (Fluttershy and Rarity). One because she didn't know exactly what happened after the first part (Twilight).

With that being said, Fluttershy was the first to crack. She needed to tell somepony. And when you wanted an Honest and impartial opinion, the first Pony you would go to is Applejack. As a bonus, she could be professional about it. If you asked her to keep a secret, she would do her possible to keep it that way.

To wit, she was headed toward Sweet Apple Acres, to do just that. Naturally she was a bit nervous about doing this, but that's to be expected. IOt was a pretty touchy topic. And shy is in her name; Come on. However, to be fair, she wasn't feelig nearly as shy as she used to. In the past, she'd probably just confide in her animal friends, but they couldn't help her with this one. But, i digress.

Anyway, considering that the trees were full of fruit -as they often were-, she knew just where to look for her friend.

Sure enough, Applejack was doing her typical job. As Fluttershy approached, Applejack had just finished... punching? one of the trees, knocking the fruit into the waiting baskets. She wiped her brow as the shy mare approached. She wasn't even breathing hard, thanks to her... internal double-edged sword.

Fluttershy waved as she approached. "Hello, Applejack!"

The gamboge mare smiled warmly. A friendly face. "Greetin's 'Shy. What can Ah do ya for?"

Some portion of Fluttershy wanted to say "50 bits". She internally put her hooves over her mouth. "Can you keep a secret?" she queried, though she knew the answer very well.

Cert'nly 'Shy." She moved over to the next tree and flipped over a couple of the baskets, seating herself on one. "Tell me all 'bout it."

Fluttershy, seating herself on the upturned basket, related her encounter to Applejack, who seemed to becomme more concerned as she went on. "No wunner ya came ta me." she said. "If Ah'm ta be honest -An' that's kinda mah thang-, Ah had a similar 'xperience on the last full moon. An' iff'n it happened ta the both'o us, Ah'll eat mah hat if it ain't happened to our other friends too." 'Fortunately we have other hats.'

Fluttershy gave a confused half smile. "That's kind of comforting and worrying at the same time."

"Tell me 'bout it." Applejack concurred.

"If you don't mind me asking, what's with the new harvesting method? If you don't mind me asking."

By way of explanation, Applejack pointed to one of the trees, which Fluttershy soon noticed had a crack running through it.

"First tree. Since mah first change, Ah'm stronger than before. In a lot o' ways. A tad bit TOO strong. So Ah've been takin' ta just punchin' 'em instead." She paused. "Care ta help? It might take yer mind offa thangs an' as Granny says, "Many hands make light work"."

Fkuttershy smiled widely. "You know what? Why not?"

Awakening

Eventually Twilight awple with a splitting headache. "Ugh. Did I go to one of Pinkie Pie's parties last night?" she queried.

Then she looked around the small room. It had the bed she was lying in, some medical tools, the nightstand beside her bed, which had a glass of water -that she drank readily- and a plate with some fish, which were gone almost before she noticed that it had happened.

Only the fact that her mouth was full briefly was any indication.

"Mmm. That wasn't bad. But I still feel hungry..." she thought aloud.

Getting up from her prone position, she flexed a bit; hopped up and down a few times; flapped her wings lazily (not enough to get anyh lift, but wnough to stretch them a bit). She felt stronger than ever. And now that she was satiated -if not satisfied-, her headache was gone. For the... most part, anyway.

Twilight closed her eyes and sniffed the air. "Hmm... Lavender (that's me), Mint (That must be mom) spring morning (that's Princess Celestia) and... FOOD!"

She dashed out of the room, coming to see that her mother and Princess Celestia were having breakfast. Velvet was the first to speak up. "You're awake! Finally. I was worried that you'd never wake up."

Twilight was confused a bit and she tilted her head slightly. "Huh? How long have I been asleep?"

Celestia answered that, "Three days straight. The Changelings were frantic for a while, but one of them got them to the crystal caves below. They've been asleep since, save that one."

"Hw many were killed?" Twilight asked.

"It's easier to answer how many were left. Only 47 of over 300. Possibly four or five. The number is a bit hard to calculate. Those slain by you? Approximately 168. Give or take."

Twilight's eyes widened. Her mother just... said that so casually! How could she be so... so... blasé about it?! "Why... How..."

Velvet knew what her daughter was about to ask. "Twilight, when i was 15 I blew a storm dragon apart with a flame spell, then carried 19 Ponies to an infirmary. The next day I euthanized a group of magical beasts. Meh."

Twilight looked like she was about to faint again, but then she focused on the food before her. There was a stack of pancakes, eggs, hash browns, sausage, fruit, some other things. She queried, "Is there room for one more?" then at the elder Princess's laugh and acknowledgement she sat at a conveniently placed chair and began assembling some food for herself.

Celestia pointed out, "You're going to want more meat protien in your diet, going forward. Have as much as you like. Just don't try to eat anypony." she joked.

Twilight said, "Hmmm... I wonder how Blueblood would taste."

Both of the other mares looked startled.

"What? A bit of mint to counteract the bitter flavour, maybe something sweet to counter the sour part... he'd probably be good smoked." she continued, with a grin.

The other two were speechless.

Twilight finished, "Nah, he's probably spoiled anyway!" She finally cracked up at the look on the two mares' faces, falling to the ground in a fit of laughter.

More subedued, they snickered a bit as well.

"So..." Twilight said, taking a bite of one of the sausages, "What happened, exactly?"

Celestia fielded that. "You became a PonWolf. I don't know a lot about it, but Luna explained some to me.(1) As far as she told me, there are several kinds of them, two for every phase of the moon. The first are awakened under the full moon. These are the Rahu and the Bone Talons (more often than not warriors; defenders, champions). They'r concerned more with strength, rage and dominance over those they feel their lesser. Then there's the Bone Shadows (like yourself), Born under the Half moon, they are more insightful, Wise and protective of others (they're often shamans or seers)." She said, illustrating with her magic. (2)

"Then," she continued, as Twilight proceeded eating, a sheagf of parer floating next to her and writing down what she was being told, "There's the Cahalith (Gibbous Moon) type. The Hunters In Darkness and the Iron Masters. The first are a lot more in tune with nature; Purity is one of their primary virtues, in fact. (They're often assassins or guardians), and the second are more creative, cunning and technology driven (they're innovaators, progressives, improvisors). If this kind of thing has happened to your friends as well, I'd think that -if anypony- Fluttershy and Rarity respectively would be the ones of those types."

Twilight nodded, extending the scroll to continue.

"The next types are Storm Lords. Most often they're Born under a crescent moon; (Commanders and aristocrats, most of the time. Alphas too.) I'm sure you can guess what they can do. I'm sure that your friend, Rainbow Dash would be one of them.

Lastly are the Ghost Wolves. They're more reclusive than the other types, and that's saying a lot! They're more loners and outcasts. Does all of that help at all?"

Twilight nodded, smiling. "It kind of does. Thank you."

"Again, this is all from Luna. I don't actually know a lot about that otherwise. However, before you wonder, I knew tha t you'd want more meat bec- well, just check your teeth."

Twilight just did that, surprised to find that her canines were extended somewhat. In fact, some of her teeth shifted to become the same. She stiopped eating bbriefly, startled. Then shee shrigged and continued eating. "There's not much I can do about this, i suppose. Might as well make the best of it. I'll only have to worry about that on the full moon from now on, right?"

Celestia coughed briefly. Velvet fielded that instead; "Well, no. You can change during any night if you like. Nothing is... FORCING you to, as such, though."

Twilight nodded somberly.

"You might want to see to the Changelings, however. They've taken to you being their Queen,"

Twilight rolled her eyes, but she finished her breakfast and excused herself. She'd have to take care of a few things, it seemed.

Author's Note

1: Exposition time~!
2: For one thing, those of you who have read the Manual for this game know that the Bone Shadows are right under the entry for the Blood Talons. However, they have similar purviews as those of the Elodoth (half moon) auspice, sooo.
Secondly, Sorry; you'll have to use your imagination for this one.

Pink And Purple

Rarity was working at her sewing machine, as she often did when there was something on her mind. She usually found it quite relaxing.

Key word: Usually.

What had happened recently was still disturbing to her. As it would surely be for many a Pony. Sure, it was in defense of her sister, her home! But still... she was ready to skin those creatures alive!

Suddenly, a knock came at the door. Specifically, Pinkie's signature knock. Rarity sighed. 'Not like I was going to get much more done anyway.' She then called down, "Just a moment!"

She quickly stepped down to the main floor. Her steps were much quieter than previously.

When she opened te door, sure enough, her pink friend was standing there. Her mane lacked some of its usual floofiness. "Why, Pinkie, you look like you have something on your mind too."

Pinkie smiled in a rather subdued way. "Yeaaaaah... About that."

Rarity shook her head. "Worry not, Pinkie. I've been thinking hard a bit, lately. 'To say the least'"

Pinkie Pie continued. "Sooo... I thought I'd invite you to the spa. My treat. We can talk and relax there at the same time, y'know?"

Rarity began, "Why, that sounds lovely. But surely I could pay-"

Pinkie put a hoof to Rarity's lips. "Rarity. I know you're the Element of Generosity, but let me spoil YOU for once."

Rarity smiled lightly, but then agreed. "I suppose it'll be good to let somepony else pay for it. If they're... volunteering, that is."

Short;y thereafter, they were at the spa. Pinkie ordered two deluxe treatments, of course. However, she carried little of her typical joyful demeanor.

Later, in the hot tub, Rarity cast a siund bubble. "Now we ,ay speak uninterrupted."

Pinkie made a "go ahead" motion. "You go first."

Rarity sighed, but told her story; Of what had happened, what she'd felt. Whast she'd done. What she almost did. Waking up in the hospital, Nurse Redheart knowing a surprising bit about what she'd become.

Pinkie nodded. "That sounds like a terrible burden to hold for so long. Something similar happened to me."

"Oh? Do tell." Rarity gave a similar "go ahead" gesture.

"Well..."

Pinkie told of what had happened. Rarity was rather indignant as well. "Other Ponies? They nearly killed your second family!?"

Pinkie nodded. "That's the gist of it, yeah. It wasn't until i was cleaning up their blood the next day that I realized that they were DEAD. Yeah, they'd have done worse to the lot of us, but still."

Rarity said, "You know what? I'm feeling a bit better, now that somepony else knows. Aside from two others, that is."

Pinkie smiled more widely than before. "You know? Me too." After that, she 1/4 joked, "Maybe one night we can hunt together?"

Rarity actually grinned at that. "Why, Pinkie, that sounds like a rather brutal idea, coming from you. I'm in."

The two laughed, enjoying the remainder of the treatment.

Changing Styles

Twilight proceeded to where the Changelings were making their temporary home. There was a big door leading to somewhere that she was, unfortunately, rather familiar with. In this case, the crystalline caverns within the Canterhorn mountain.

'And so it comes around again.' she thought. This was where she was trapped by Chrysalis the first time the Changelings were invading. Now they were trapped there instead. Irony, or poetic justice? Why not both?

As Twilight went through the dooorway, she felt a wave of energy wash over her. When she looked down, she saw that she was back in her PonWolf form. Yet she felt none of thje anger, the Rage that she did previously. "Huh? Why am I transformed again?" she queried aloud.

Her question was answered readily. "It is what makes you like us, My Queen. We are both able to change forms. Several of them." One of the Changelings stepped up. "If it please you, my name is Sclera. I used to be one of our... previous queen's secretaries/information holders. However, this invasion was basically a Go For Broke plan. Either we were to succeed, or we die either way. But that's there and not here. The point is that if you like i can be yours."

Twilight nodded once. "Very well. Please, call me Twilight. Give me the guided tour, will you? Oh! Befoe I do that..."

"My Queen?" Sclera queried.

Twilight instinctively kissed Sclera just below her horn. "You are now my Royal Secretary." In the back of her mind, Twilight heard a voice say, "Disciple: Scholar".

Sclera glowed slightly, closing her eyes. After but a moment it was over. When Sclera opened her eyes, her namesakes were violet instead of red.

"No more of this 'My Queen'" stuff, okay? Now, the tour."

Sclera was all too eager to do so. "Well, as you can see, we've applied some of our magic to the area. It allows us to take on whatever form we like without using much energy. You see, when we tie ourselves to a Queen, we usually tie ourselves to a location not too much later."

Twilight looked around. It was amazing what the Changelings had done with the place. Along the walls there was a lot of seemingly very thick walls. Which struck Twilight as unnecessary in the extreme. "Okay. Why are you doubling down on the walls? We're in the middle of a mountain!"

Sclere said, with a modicum of embarassment, "Instinct, I suppose. Since this is the center of the mountain, one of our first instincts was to reinforce it. Though, one nice thing, It will also allows you to adjust the ambience of the place, if you like."

Twilight looked up. All around her, things seemed to be tinted slightly into the red side of the spectrum. Which made some sense, because these Changelings were supposedly from the Ruby hive. while In Chrysalis' hive the ambience was more tending toward greenish, from what she had seen. She thought to herself, 'Well, time to make the first change to the status quo.'

She concentrated on shifting the place's atmosphere. Immediately, the plae shifted toward the more dark blues and ourples. Almost like it was night. What looked like an artifical moon even appeared overhead. "Oh, NOW we're talking. If i'm going to be in my night form here, might as well go all the way." Twilight said, with a smile.

Sclera was inclined to agree. "An excellent choice. An amazing force of will you have."

Twilight acknowledged this statement casually. "Of course. Usually, I'm a Unicorn. Having a strong will kind of comes with the territory."

At this second change, the rest of the remaining Changelings assembled. "Welcome to our home, Your Majesty." they said in unison.

Twilight nodded in acknowledgement. "Alright. While you're here, you will work to earn your keep, and I have a few ideas.. Firstly, I need ten of you to line up here."

Ten changelings lined up before her. "You all are going to be farmers. You will produce food that will benefit other Ponies, and thus will benefit you as well."

One Changeling hesitantly raised a hoof. "Yes, you there? Name and previous role first."

"My name is Antenna, My Queen. I used to be a builder; I aided in making the walls."

Twilight rolled her eyes. 'Change number two.' "Alright, like I told Sclera here, call me Twilight. I don't ken to titles much. That goes for all of you." she said, addressing the whole of them. "Make that an order."

Antenna continued. "How does that benefit us?"

Twilight noded. "I'm glad you asked. What you'll do is infuse it with Love."

There was light chatter among the Changelings.

Twilight next said, "I understand that you likely don't have much, but if you do that, then it will passively suffuse this place as the plants grow, basically creating a sort of positive feedback loop. In theory, anyway. This is an experiment."

Sclera said, "I'm... not sure that we have enough left to do that."

Twilight frowned slightly. She looked at her new subjects. Most of them seemed emaciated, like they were starving. 'Well, i suppose it's part of my responsibility to find food for them.' "Alright, show me to how much you have left."

Sclera did so. In the center of the place was a small crystal obelisk, about the size of a beach ball, on the large side. "We've been on emergency rations."

Twilight felt sorry for them. "Then let me see if i can help."

She approached the crystal. Putting a paw to the crystal, she thought of all that she loved. Princesses Celestia and Luna, )[Admiration], her friends and family. [Kinship] A nice chocolat muffin, spending time in the sunliight (or the moonlight, more recently), a good book. [Joy; Nostalgia]

As she thought of each, pouring her love into it, the crystal began to grow more dense. but she didn't stop. The simple joy of flight, or just releasing one's mana, her favourite dreams, the simple joy of a good workout, the... thrill of the hunt? Whatever. [Freedom] She poured every bit of Love (and some other emotions as well) she could muster. The Love that she was concentrating on was spreading through -and into- the area, all of the 47 changelings there paying rapt attention, drinking in what she let slip.

While the process was going on, the crystal began to turn to the violet colours. By the time she was done, it was easily six times the size that it was before. That might not seem like much for that many Changelings, but the energy was densely packed, so it would have been enough to feed twice this many Changelings for a fair while. Already she could feel the Love energy suffusing the area. This also had the effect of intensifying the colour change a bit "Now, drink up." she said to them. "Plenty for all."

The lot of them did so readily. She looked at the crystal that they now drank the energy from. Just one Pony, giving that much energy. It was stupid for Chrysalis to hunt down the WHOLE city. She now felt a little emotionally drained, both literally and metaphorically.

Sclera smiled widely. "Thank you, my q- uh, Twilight. This is more than most of us have eaten for weeks, if not longer."

Twilight wiped her brow. "Phew! You are very welcome. You'll still have to share, though. Now, on with the tour."

Sclera said, "Really, there isn't much ready, but i'll show you what we DO have."

Twilight asked, as a bit of a non-sequitur, "By the way, I noticed that a few of the others were furry, wolf-like, like me."

"We all hold you in high regard, Twiliught. Some of them decided to make that change to their default forms to more closely emulate your esteemed self."

Twilight smiled lightly at that. She felt kind of honoured herself.

She next led Twilight to the impromptu nursery. Therein were several little beds with eggs in them. "This is our hatchery, our nursery, you might say. Here we'll place our eggs."

Twilight noticed that the beds had pink and blue colours. "Why are they coloured differently?"

Sclera nodded. "Ah. Well, the pink ones hold males. And the blue, females.(1) When they hatch they start off as Grubs, usually. Then they become Nymphs some time later. This amount of Love that you've put in the area might kust be enough for them to be able to skip over the Grub step."

Thinking briefly, Twilight suddenly realized the implications. "Wait, if there are eggs this soon..."

Sclera nodded. "Like I said, this was a Go For Broke thing. The WHOLE hive was in on this. We were desperate. So even the Breeders were sent here."

Curiously, Twilight queried, "Are there different roles that each of you play?"

Sclera nodded a few times. "Oh, yes, yes! Several! Aside from the more... unique ones, like myself, we have Harvesters, Nurses, Infiltrators, Diggers and typically Soldiers."

Twilight said, "Well, shortly you'll have some different roles.." trotting back into the main room, Twilight said, "Okay. The ten of you who volunteered, come this way."

Readily, the ten appeared before her, lining up in succession. Twilight began to give each Kisses. "Disciple: Farmer" appeared in the back of her mind each time. She looked around the area. Then she selected one of the other zones. It seemed to be open, had lots of space in all three dimensions. "Zone this area for planting. When we're done here, I'll bring some seeds back."

As they got to work on that, Sclera led on to the next room. This one looked like it had some shelves along the walls. It was also pretty wide. The shelves were mostly empty, but surorisingly there were some books there..

Sclera indicated, "Our library. We Changelings do have a robust history, and some of us do enjoy a good read now and then."

Twilight asked, "Do you have ones on magic?"

Sclera indicated some of the shelves off to the side. These were the most sparse, but there were some on all three. "Arcane, Elemental or Theory Of?" She asked, smugly.

Twilight smiled at that.

Rainbow Dash finished her descent toward Canterlot. She got to take a while off while the other 'Bolts recovered from what had happened. So, she decided to catch up with her friends. When she got to Fluttershy's cottage, she found that its typical ooccupant wasn't there. So, she did the next best thing and went to the Pony that she was the most Loyal to: Twilight. And Princess Celestia, as a second. Fortunately, they were in the same city.

She alighted relatively near the castle that occupied the highest part of the city, heading for the throne room, where the solar Princess ought to be at this time.

As shhe went along, she thought to herself, 'Ah,Canterlot. This place is touted as the home of the high society types. Really, I've never been too keen on that kind of stuff. That's more Rarity's speed. All of the gossip, the snobbishness, the implied cloak and dagger -non-lethal as it typically is-, the political double-speak... it just seems like more trouble than it's worth, to me.'

That's not to say that there weren't decent Ponies there; she knew that well. For example, Twilight's family, Minuette, Lyra Heartstrings, Fancy Pants and Fleur De Lis, just to name a few.

Anyway, as she came to the throne room, she noticed that there was, as was typical, a small line-up to see/petition Princess Celestia was indeed in attendancxe for. Surprisingly, Princesses Luna and Cadence were also there. Luna was occasionally sipping from a mug -presumably filled with coffee- which she floated in her magic.. Rainbow Dash supposed that that made sense; Luna typically did work nights, after all. For her to be here at this time... something must have happened.

She patiently -as patiently as she ever gets- took a seat, trying her best to do an impression of a statue, to... mild success. Aside from the occasional blink, she was as still as stone. Evntually, Princess Celestia called for a recess, coming over to the cyan faux-statuette.

"Wow. How lifelike they can make these nowadays is just amazing." she snarked. "You can cut that out, my little Pony."

Rainbow (2) relaxed her posture. She snarked back, "Why, however did you know it was me?" After a bbeat, they both laughed heartily.

"It's good to see you Rainbow Dash. But your presence would have been nice, about... four days ago.

The chromatic Pegasus tilted her head slightly in confusion. "Huh? Why?"

"Well..."

Celestia (with the occasional assistance of the other two Alicorns) explained what had happened just a few nights ago. The attack by the Changelings (she had to use her magic to halt Rainbow from living up to her name when she mentioned where Twilight currently was), what had happened to Twilight, the reason for their attack, how they'd accepted Twilight as their new ruler.

When the tale was told, Rainbow was more relaxed. After that, she told her side of the story. (Sureptitiously, Luna received a few coins from Cadence.)

"I really should see Twilight, though. May I...?" Rainbow Dash said, asking for permission (and directions) before speeding away.

She soon reached the door that she was looking for. When she touched it, a violet rune on the door glowed briefly. After a second or a scanning spell was cast. Somehow she knew that she should stay still. After a moment, a word appeared over the rune. "Entry Granted".

As she stepped through, she shivered for a moment as she felt magic wash over her. When she looked down, she found that she'd reassumed her more lupine form. "Huh? Why am i all wolfy again?"

Suddenly a familiar voice rang out. "That's pretty much what i asked."

Rainbow looked up, seeing the similarly wolf-like countenance of Twilight. "It's good to see you again." Twilight said, giving her friend a heartfelt hug.

Behind them, the crystal in the center of the room grew an imperceptible amount.

Greeting concluded, Twilight turned to some of the Changelings behind her. "All of you, this is one of my best friends; Rainbow Dash, the Element of Loyalty."

Rainbow stood a little straighter, with some amount of pride.

Twilight continued, jokingly, "But not humility."

The cyan mare's ears lowered in mock offense/hurt.

"Well, anyway, Sclera here was giving me the "grand tour", as it were. We just finished up with the library. It's surprising how much information they have."

Turning and addressing Sclera, Rainbow Dash said, "I do need to brush up on my magical studies. Do you have any of those?"

Both Twilight and Sclera chuckled. "Arcane, Elemental, or Theory Of?"

Rainbow grined at that. "All of the above; especially Elemental."

Author's Note

1: Fun Fact: some time ago, pink was considered a manly colour.
2: I am not going to call her by her full name all the time.

Not Boaring, at Least

It was a few days later that Applejack and Fluttershy had gotten together. Actually, Fluttershy had gotten her things and moved somewhat closer to Sweet Apple Acres.

Applejack was stumped at how she was able to move her whole house, but whatever.

Anyway, the two were chatting about what you might expect, Fluttershy said that she'd also met up with Rarity and Pinkie Pie briefly, and they'd given her the rundown. She suggested that they get together soon, like not-so-old times.

Meanwhile, Applejack had managed to clear most of the trees in the orchard of their produce in that time. Enough that Granny Smith said that she deserved a couple days of rest.

Suddenly, the two heard the pounding of hooves. When they turned in that direction. As it turned out, Zecora was making for their location. When she arrived, she stopped on a dime, the dust that was following her going a short distance further.

Applejack spoke up. "Zecora? What's the matter?"

"Applejack and Fluttershy. For your assistance I must cry! An evil presence has neared my home. It must be driven away, but i can't do it alone!" Zecora pleaded.

Fluttershy asked, "What kind of... evil presence?"

Zecora replied, "I fear it isn't just a massive boar; The creature I speak of is a Duorduor! It'll take over the forest, and if left unchecked, I fear that Ponyville will be next!"(1)

Fluttershy said,with a determined expression, "Don't worry, oh stripy friend."

Applejack finished, "When we find it, its life will be at an end."

Zecora smiled, both out of relief and amusement. "That is comforting, I say. When you are ready, let us be away. A Duorduor has a massive territory; It more or less becomes ruler of all it does see!"

Applejack asked, "Say, wouldn' a... hydra 'r manticore take it down?" as she grabbed some medical supplies. She had the feeling that they would need them.

Zecora shook her head. "Alas, I fear not; the creature would kill them, if caught. Ergo they will likely avoid it. In one habitat, the lot of them wouldn't fit." Then she asked in return, "Fluttershy, my dear, something feels off about your air. I'm not sure what it is; the difference is faint, but it's there."

Fluttershy grinned nervously. "Yeah... about that..."

Applejack cut in, "Le's jus' say that we've been experiencin' some changes lately. Are we gonna do this, 'r what?" She'd gathered her monster hunting supplies and all.(2)

Forthwith, they were at the edge of the Everfree Forest. As they stepped a short distance in, Applejack and Fluttershy felt a shiver go down their spines; a wave of energy run through them.

"S-s-s-shy?" Applejack spoke up first, "Are y-y-ya feelin' that too?"

Fluttershy confirmed, "I think so. It feels... kinda wr-r-rong, but right at the sane tine."

Zecora tilted her head. "Are you alright, friends of mine? Should we do this another time?"

Applejack shook the shivering off. "No, no. We're good. But Ah think we can ac-cess our powers here."

Flutttershy nodded at that. "It must be the Forest's magic. Good thing too, I suppose."

Zecora breathed a sigh of relief. After that, they moved on. Eventually they found the (current) territory of their mark. It was pretty obvious that something quite large had been moving through the area, judging by the collapsed trees and churned-up dirt.

Fluttershy sniffed at the ground briefly. {Scent the Prey}

After a moment, she pointed in a direction. "There! It's close!"

The trio followed the trail, soon finding what they were looking for. As it turned out, it had been waiting for them. For some time, it seemed.

Fluttershy spoke up first. "You! You're the one that's been causing all of this!"

The creature only snorted in response. Whether this was affirmation or indifference, or something else entirely, one couldn't say.

Applejack said, "Ah don' s'pose we kin convince ya ta clear out? Ya ain't the only creature usin' this place. Th' other critters need this place too."

The Duorduor glared intimidatingly. Clearly it wasn't going to back down.

Suddenly, it actually projected an answer. "NO. THIS LAND IS MINE."

Apparently it was intelligent too, to an extent.

Fluttershy shook her head. "It was worth a try."

Applejack nodded, "We knew that this was likely to happen, though."

Fluttershy sighed. "Well, good thing we can access our new powers."

Applejack looked toward their zebra friend apologetically. "Please don' be too freaked out by this. An' mebbe back up. Way back, jus' in case."

The two closed their eyes and concentrated. They felt for that familiarly foreign power that they'd discovered. When found, they pulled on it.

The effect was immediate; Applejack's changes started from her hooves changing to claws. Fluttershy's started with her coat bushing out, her tail also changing. After that, the opposite changes occurred. Then their ears and eyes changed, their muzzle changing, their teeth sharpening. The last change that occurred was to their Cutie Marks, Fluttershy's now looked like a pink wolf's head, howling at the moon; Applejack's was like three reddish brown paw prints.

The two howled at once. "AOWOOOO!!!!!"

Zecora was incredulous. "Could it be?! A pair of PonWolves stand before me!"

Applejack quickly assuaged, "Don't worry. We have no ill intentions fer ya. Despite how we look, we're still yer friends, who plan to help... solve a problem."

Fluttershy simply nodded, getting into a battle ready stance.(3)

Combat Sequence: Begin!

Applejack first tried to intimidate the enemy {Snarl of the Predator}

This, however, was easily resisted. The Duorduor, in return, charged, nearly striking Applejack, but going past the duo. Zecora drew her shamanic staff and struck the beast solidly, but didn't even make it flinch.

Fluttershy admonished lightly, "Right Idea; Wrong caliber." She then leapt at her target, simultaneously kicking and slicing the Duorduor for a fair bit of damage, but not nearly enough to stop it.

Applejack charged her energies. {The Pack Triumphs Together}

An orange glow surrounded the lot of them, heightening their power and allowing them to attack in unison, hitting the beast three ways.

Fluttershy wasn't to be outdone. {Fog of War; Hunting Ground}

A dense fog began to envelop the area, obscuring them from sight, a large runic circle also forming around there.

The DorDuor inhaled deeply. {Heavy Snort} Then it exhaled just as sharply, clearing most of the mist, also briefly stunning the trio, long enough for it to slam into Applejack hard, sending her flying back.

She, fortunately, was made of sterner stuff, and her enhanced agility enabled her to land on a tree. She said aloud, "Ah 'spose it's time ta step thangs up a touch." {Urshul Form}

Her fur began to bush out even more, herself growing in size somewhat. Her claws and teeth were sharper too. She then leapt off the tree, Jumping back into the fray.

Zecora was singing something softly, a greenish disc shape forming underneath her. Finally, she finished casting the spell that she had formed. {Needle Storm}

A thousand thorns appeared from the aether, slamming into the Duorduor's side, causing it to roar in pain. Zecora began forming another spell.

Fluttershy then began leaping about the beast, using another Gift. {Feet of Mist} Misty shapes began to form in the afterimages she left (nine of them). In sequence, they all attacked.

The Duorduor couldn't tell which was which, but none of them, naturally, did any damage. Fluttershy, though, was able to leap on its back, slashing at it furiously, before it shook her off. {Writhe}

It then roared into the air, suddenly suummoning several enthralled critters (mostly what looked like large squirrels)

Applejack leapt onto two of the smaller creatures, taking them down in an instant. She tore into one of them, using its vital energy to boost her strength. {Drain}(4) Then she used the blood of the other to soak the ground. {Black Earth; Red Hunger}(5)

Thorny vines began to snake from the earth, wrapping around the Duorduor's legs. It struggled fiercely, tearing at the vines, but the more it struggled, the more damage it caused to itself.

Now having a clear shot, Zecora unleashed the spell she'd built up. {Cleaving Wind!} Blades of wind energy began to cut into the Duorduor, causing it to bleed profusely.

Fluttershy said, eyes glowing now, with the thrill of the hunt, "As fun as this has been, I think it's time for the hunt to come to a close." {End of Story}

The Duorduor was completely depleted of its defenses and the duo landing clean strikes to it caused it to slump to the ground.

However, its eyes glowed briefly before it leapt back to its beet and charged at Zecora, slamming into her and sending her flying back through a tree and landing on a large rock.

However, since it tried to run from the two PonWolves, it was, indeed, the end of the story for the Duorduor

Hunt Ends

The hunt was over and now they were left with what to do with the remains of the massive creature. After a moment of thought, Applejack said, "Y'know... Ah think some bacon is in order."

Fluttershy smiled at that. "The weak are meat so the strong can eat. Eh, Zecora?"

They looked back, noticing that Zecora was unconscious, bleeding grievously. Fluttershy's eyes widened. "Oh, no! What do we do? We can't get her back home in this condition! She'll die before we can get there!"

Suddenly, an idea came to Applejack's mind. "There is one thang we CAN do. Ah'm not sure if this'd be enough under normnal cirsumstances, but with the two of us workin' together, Ah think this might work."

The plan, Applejack suggested, was to share some of their blood with their stripy friend. Fluttershy agreed readiny. They shed some of their own blood, to cause it to seep into her wounds.

The effect was immediate. The blood of two PonWolves together was enough to heal her, to some extent. Her wounds began to close, slowly. It wouldn't bring her to 100%, but she'd live. There was the chance that what happened to them would happen to her, but that was a calculated risk.

"Shy? Why don'tcha bring Zecora home, now? Ah'll drag this lump of flesh back home afore somethin' else comes ta eat it."

Fluttershy lifted Zecora onto her back. She then nodded and dashed for Zecora's hut.

Applejack brought the slab of meat back home, only then returning to her regular Pony form,

Granny Smith and Big Macintosh came out first. Granny Smith whistled. "Whoo-ee! Ya shore don' do anythin' by half measures, do ya, AJ? Ya went a'huntin', ya bring back a whopper!"

Big Mac was inclined to agree. "An' no mistake."

Aple Bloom came out to see what all the fuss was about. When she saw the Duorduor's remains, her eyes widened. "Whoa! That thar's either a display piece or tha biggest pig Ah EVER did see! An' Ah'm leanin' t'ward the latter."

The other three laughed together. "Why don' Ah ell y'all about it while we deal with this thang?"

Suiting words to action, they went to work at it.

Author's Note

1: It's a mythical beast, but i'll be using the Octopath Traveler 2 version.
2: Fluttershy considered asked why Applejack even HAD Monster Hunting gear, but thought better of it.
3: Time to break out the D10s...
4: I say she can do that to lesser creatures. Which is part of why she didn't/couldn't use that on the manticores.
5: I WPULD have her use Bloody Handed Hunter here, but it can't be used against the target of a hunt.