Madness vs. Discord. Stallion vs Mare

by lillytheomegawolf

Rating: teen
Tags: Adventure, Discord, Princess Celestia, Crossover, Main 6, My Little Pony: Friendship is Magic, Other, Romance, Princess Luna, Comedy
Length: 21387

Equestria gets trolled by the craziest duo ever as Discord teams up with Sheogorath.

Discord has had enough. After he was banished to an eternal purgatory, where the most-hated fictional characters are allowed to roam free, he discovers Sheogorath. The Daedric Prince of Madness frees lord Discord and the two team up to troll Equestria like it has never been trolled before.
Madness has come to Equestria. Complete and utter MADNESS!

Chapter 1-4 were co-written with DinoManDraves and NintendoGal55 in 2012.
This is a MLP crossover fic that draws on several other fictional universes including Skyrim, Mass Effect and Star Wars.
It also contains genderbent ponies and a bit of shipping.

Published 2012-10-18 03:50:01 UTC
Last updated 2012-12-24 22:22:15 UTC

Chapter 1: Chaos of the Mind.

Chapter 2: Chaos of the body v2.

Rainbow Dash pulled out of a dive as her body tingled. The strange sensation rippled through her like wild fire, tearing her apart from the inside. She crashed into her loyal spectator whose soft cheering suddenly gained a touch of bass.

“What was- WHAT THE?!?” She jumped into the sky in surprise. Her normally high pitched voice sounded all too masculine and deep for the tomcolt mare.

Her eyes locked with her friends cyan ones and she stared at the once rounded muzzle in shock. Fluttershy well and truly looked like Flutterguy. Despite the hilarity of what she beheld before her, she couldn't’ bring herself to laugh. Something felt wrong. Her body felt alien. She raised a tender hoof to her muzzle and confirmed her fear.

Both close friends were now stallions.

The magic of shock hung in the still air, Fluttershy was the first to notice something else was off, the birdsong had ceased. However, the still air wasn’t the only worry on the shy pegasus’s mind.

The shy animal caretaker focused his stunned gaze at his fillyhood friend in complete and utter shock. ‘This just can’t be happening... this really can’t be happening. How am I supposed to take care of my animals now? They won’t know me anymore? Angel bunny... I hope he will still recognize his mommy. I’m... I... I feel so weird. This can’t be real.’ His glazed expression shifted into focus as he looked upon his best friend.

The once well toned tomcolt mare had become a beautifully toned stallion. A heated blush overcame Fluttershy's cheeks as his eyes were now unsure of where to look. The intense heated feeling only seemed to build as he gazed awkwardly upon his best friend, utterly awed.

Dash noticed the eyes of creamy stallion before him wander and smirked. He wasn’t quite sure why, though he couldn’t help but revel in the attention. Especially from Fluttershy.

“Like what you see?” He asked teasingly, licking his lips.

Fluttershy immediately hid behind his well cared for pink mane, emitting a soft bass ‘eep’.

Dash expelled a sigh. “Still the same old Fluttershy.”

“W-what happened to us Dash?” The slender stallion began quaking in fear at the thought of the unknown.

“Twilight should know. Come on.” He grabbed his buddy’s hoof, tugging his long time friend into the sky, unwilling to deal with the rising issues at hoof like how they might have become stallions. “Wow. I’ve had an upgrade. These wings must be 20% more powerful,” he joked to his distressed companion.

It fell flat as Fluttershy failed to get the joke. The distraught, timid pegasus slowly descended toward the ground below, his half hearted attempts at staying aloft falling just like his moral.

With a powerful tug from his now more muscular forelegs, Dash yanked his companion back up and into his firm grip. With the timid stallion perched in his embrace as if they were colt and wife, Dash continued onwards, satisfied.

After flying in silence for a few moments Dash attempted to break the silence once more. “You know ‘Shy, you feel a lot bigger now,” he chuckled, playfully shifting his weight around as he tested out his new body.

“Sorry...” The reflexive nervous tone escaped the shy stallion as yellow wings brushed against Dash’s muscular chest. Fluttershy cuddled into her friends rippling coat overcome with the unnatural change to their bodies. A tear slid down his yellow muzzle and onto the cyan coat of Rainbow Dash.

“Oh, come on now, Fluttershy. Pack up the water works. We only turned into colts, after all!”

“But... but you’re normally a tomcolt... and me... I’m... I’m... just...” he sniffed back tears, as he nuzzled into his best friend for support.

The bold pegasus unleashed a sigh. Fluttershy would be Fluttershy, and it seemed that even becoming a stallion would not change that.

“At least the only thing that’s changed is our genders.” He attempted to comfort his creamy friend.

However, it was as if Discord had heard him, for just then a nearby tree lifted off and began floating as if it were encased in an antigravity field. It was soon joined by more plant life and shocked birds took off into the skies around them. Pain crossed the animal caretakers face, he hated seeing his charges distressed. But it hurt more knowing there was nothing in Equestria he could do to help them. With that knowledge, a second tear escaped down the timed stallion’s face.

“Please... I want to see my Angel bunny.” He sniffed back tears as he gazed up into the stunning rosy red eyes of his best friend. “Please... I need to know he’s okay.”

Although the thought did not please him, the athletic pegasus changed his flight path. “Okay. Lets see what these babies can really do.” With increasingly powerful wingbeats, mighty blue wings drove the duo of aerial pegasi onwards toward their new destination.

“This... Spike! Check my books! Check anything!” A purple stallion rushed through a maze of recorded history with massive confusion.

His rich tenor voice summoned his helper, a now female baby dragon who was quickly becoming exasperated at his older siblings panic.

“Twilight? Twilight? Twilight! Help! Books can’t do anything!”

“Oh shut up! You don’t look much different! Just a few eyelashes! But look at me! What is Celestia going to say? I’m supposed to be the best with magic, and I get turned into a stallion? This is not good Spike. Not good at all...”

The young female dragon tossed several books towards the lavender unicorn. A select few crashed against the floor, while one impacted his head.

“Sorry...” Spike said. “Wait... this isn’t probably a funny time, right?”

“Funny? What part of this is funny to you?”

“Your mane style hair is kinda funny...” Little girly giggles followed and Spike found himself unable to contain himself as he rolled around on the wooden floor in a fit of laughter.

“I don’t have time for this! I need to see what happened to the rest of Ponyville! I need to formulate a hypothesis, test the results... Discord...” A look of sheer horror crossed his features and he stopped dead in his tracks. The thought of the greatest threat to Equestria escaping his stone prison sent chills down the purple stallion’s spine.

“Huh?” replied Spike, batting her feminine eyelashes.

“That’s just weird...” Twilight shrugged at the bizarre sight of Spike. “Discord is behind this! I just know!”

“Twilight!”

A voice that edged on masculine cried outside of the library’s door. Powerful hooves kicked the edge of the door, thundering echoes alongside several giggles. Twilight hid in shame, hoping to delay her new gender for as long as possible.

“Fine! I’ll kick it down then! Here comes Mr. Bubble Berry!”

An energetic muscle-bound ball of pink exploded into the room, brightly coloured streamers trailed him as he bounced toward the shocked unicorn.

“Bubble Berry?” Twilight gasped at the sight before her. The moment was beyond reason, beyond logic. And for a first time in all of recorded history, it was beyond Pinkie Pie. It now belonged to Bubble Berry, or whatever Pinkie Pie had become.

“Oh my gosh! This big magic wave came and turned me into a stallion! Just how funny is that? I’m bigger, stronger, and my hair isn’t as poofy! I have a deeper voice, and I have new priv-”

“Pinkie!” Twilight dismissed his friend’s immaturity with a hasty shout. “I know! Don’t make this any more awkward than it already is!” A hot flush crossed the unicorn's face as his crossed his forehooves protectively across himself in desperation.

However, as usual, there was no stopping the force of a rambling party pony on a mission.

“But it’s so funny! Oh my gosh, this calls for a party! Nopony else can be Bubble Berry; I called it! What is your new name Twilight?” Bubble Berry bounced with joy, his more powerful frame propelling the lively pony into a speedy orbit around his shell shocked friend.

“I’m still Twilight Sparkle!” It was all the new stallion could manage as his mind fought for control against the swirling void of confusion inside.

Upon confirmation of Twilight’s name, Bubble Berry lept into the air tossing his streamers in a celebratory fashion. “Then let’s party! And Twilight, you look hot as a stallion!” Twilight’s jaw almost hit the floor at the unexpected, unwanted news.

“Pinkie!”

“Just saying...” Bubble Berry trailed off, saddened that he was currently unable to lighten the stormy mood that hung over his good friend. “You know... you do.” He grinned cheekily and attempted a bounce to restore his sense of well being once more.

Twilight didn’t want to hear or deal with his friends complements right now. Bubble Berry’s normally joyful manner was only serving to worsen the ex-mares attitude. He wanted to be alone, to study, to figure out how to reverse Discord’s spell of madness. Remembering his previous task, the lavender stallion utilized his magic to summon the books he was studying to his side once more. Books, his safe zone.

“Well Pinki- Bubble Berry,” Twilight replied whilst opening several books. “I’m just saying that we should probably check out at the magnitude of the spell here! Like really! Imagine all of Ponyville!”

“They are going to be partyin-”

“Pinkie!” Twilight threw his head into a pile of books.

“Ugh... that is like the third time you’ve said that. It’s Bubble Berry now. Don’t make me remind you of my awesome new powers! Let’s find a solution... get rid of all this silly, funny stuff and go back to being boring. What do you have there?” Pinkie rushed forward and began to page through several books with gusto.

The quick search produced no results.

Rarity daintily meandered her way though the market place. She stopped at her usual stalls and collected all the required items. Everything had a place, every purchase and bit, safe in her stunning purple pack that looked as if it belonged to royalty. The peaceful day was certainly something to relish. The birds were chirping happily in the tree tops, the glorious sun shone, making Rarity’s alabaster coat shimmer wonderfully in the light breeze. Yes... everything was perfect.

She wandered up to a stall owned by one of her good friends. The farmer was busy with a few customers so the designer chose to wait patiently in line. As she stood in line she hummed a sweet tune to herself and imagined the delightful dress she was soon to put the finishing touches upon back home.

Suddenly an unnatural blast of magic stifled the happy banter taking place. Rarity felt a painful itch work its way across her body. She wanted to scream in pain but found herself transfixed by the unwelcome magic. She could feel it in her horn, whatever was doing this was not from their world. She fought it with all her strength and yet it was all pointless. The unnatural magic finished its business and she found herself released from the vice-grip. Her horn ached and her manly body felt peculiar. 'My body! What's happened?' Panic immediately filled her mind.

With the descending haze of anxiety she gazed around at the shocked ponies around her. After a moment she realised something was wrong. Very wrong.

"What the hay!?!" Applejack's baritone voice rang out across the hush. Rarity turned his gaze to the muscular orange stallion that stood behind his stall.

He rushed at the surprised orange farm pony, enveloping the poor stallion in a hug and burying his face in the blonde mane.

"Oh Applejack. What's happened to us?" He begun balling his eyes out in front of the shocked crowd.

"Ah… ah' don't know gal."

The miserable fashion pony continued to soak the shoulder of the friend he relied upon.

"I'm ruined! How can I be the queen of fashion now? How am I ever supposed to fit dresses onto this ugly body! Out of all the things that could happen... this is the worst possible thing!”

Not knowing what else to do, AJ settled for running a comforting hoof over his friends back.

"Ah, know. How about we go an' find Twilight. Ah'm sure she'll know what's goin' on."

“What’s going on? Is this some game? What am I ever supposed to do now? Charm a prince with my stunning... mustache? Oh Celestia! Applejack I feel as if I am going to faint!” A faint flush over grew Rarity’s cheeks.

“Snap out of it!” Applejack’s massive muscular forelegs gripped Rarity and shook him several times. “We ain’t gonna get any better if ya’ don’t calm down!”

Sudden quiet filled the marketplace. The panic in the air simmered for a few seconds as everypony absorbed the wisdom of the bold farmer.

“Thinking at a time like this... I have an idea. We should panic!” Rarity’s hooves began a storm of sorrow.

“Come on sugarcube. We’ll go talk to Twilight and get this all figured out. Okay?” The orange stallion hoped he could still salvage some of the rapidly diminishing sanity in the situation.

“Just get this preposterous facial hair off my ravaging face!”

Applejack shook his head sadly, his friend needed help and fast.

Discord hovered above Canterlot. She gazed over the cityscape below as ponies ran around panicking. Chuckling softly to herself, the draconequus pointed to one of the majestic towers on the side of the palace. "And now you can get bent."

The structure warped and twisted, slowly wobbling in the breeze

"AAAAAAAARRRRHHH!!!"

Discord jumped at the sound as two stallions plummeted past. "There you two went…" She chuckled as they bounced off a massive cotton candy cloud and fell on an ornate floating building below.

She teleported down to meet her two fellow new females.

"You!" The angry voice of Shining Armour rang out as she staggered to her hooves.

"Oh yes, poor little old me. Oh look at Discord he's so bad… Really…" The draconequus teleported again, this time re-appearing seated upon the unicorns back as the other pony stared on in shock. "But look…" She held out a feminine paw, "I'm just like you."

She giggled as the angry mare took a swipe with a forehoof, actively attempting to dislodge the slippery draconequus on top. This time, the lord of chaos vanished reappearing inside a cloud above smiling out through the pink puffy layers.

"You know… this stuff always tastes divine. You should try it." She suggested grinning, with a mouth full of candy.

Shining fired a blast from her horn into the cloud, shredding it. Puffy chunks of candy fell around the duo, revealing no sign of the elusive foe. Shining helped her companion to her hooves and the two looked around with uncertainty. Where had the trickster gone? They both knew it would be foolish to assume the draconequus had vanished. Preparing for another conflict, Shining turned and spotted a miniature figure of her hated foe siting on the windowsill. The glazed glass the supported the image cracked as the angry unicorn rammed her horn through it.

"Oh you're going to have to do better than that dear. Oh bother it's stranger than I imagined it would be, stuck as a shemale and no wabbajack in sight…" The voice taunted the two guardians of Canterlot as Discord flitted from pane to pane, waving and pulling faces at them.

"You know… how about we have some fun. I'll borrow your horn." Shining felt her precious horn disappear from her head as the magic of chaos took hold of her.

"Don't worry. I merely want to have some fun with it." The draconequus appeared in front of the pair as a massive image on the wall, larger than life. "Now that you don't have your magic, how about we play a little game… I'll give this back." She bounced a lifelike image of the stolen horn in her claw, "if you can make it down to Canterlot again. Something nice and simple, I don't have all day." The cheeky creature appeared in reality sitting on Shining's back once more. "You know this back of yours could make a great deck chair."

Twisting in a violent attempt at her enemy's removal, Shining once again removed the menace from her back.

The sad faced, cheeky draconequus poped into existence in between them. "You two are only small fish to fry, I have greater things to take care of."

Both ponies tried to attack her again, hitting each other as the laughing lord of chaos vanished at their touch. "Silly ponies… I'll now add to your deal. If you don't make it down soonish then I'll take Canterlot with me. I have a few locations in mind that would absolutely love to have this decor."

Knowing it was no good, Shining spoke for the both mares, anger clear in her voice. "Fine. We'll play your little game. I will get my horn back!"

"Yes yes, now chop chop now. Please do this, I really need a pre-show party and you two are my ticket." She smiled down at them as popcorn appeared in her grasp.

"Oh and one last thing… this will be our little secret. I don't need other ponies knowing I'm this warped. Ta ta." With that, the trickster disappeared, happy to leave the immediate presence of the angry mares in favour of the clouds above.

Shining turned to her companion, sighing. "Lets get a move on soldier."

As the two ponies searched for a safe path down through the floating buildings, two beady eyes watched from behind the draconequus's signature sunglasses.

"My return… it's already so much fun!" She chatted happily to herself as she settled down upon a cloud to watch, sipping an ice cold drink of lemonade. “Although... It would be nicer if that lord Sheo could get back already. I feel the urge to become more... masculine once more. This whole being she thing has got old a lot faster than I thought it would. Oh well... at least I have some free entertainment while I wait.” She glanced down her slim form, confirming her desires before becoming enthralled in the plight of the two perilous guards below.

“Oh hi gal- oh hi guys! Don’t you just love my new body? Bubble Berry here, nice to meet ya’!”

An eager pink hoof was violently dismissed by a contrasting white slap. Pinkie met the new arrivals with a cheery look upon his face that was not mirrored by anypony else.

“Oh come on guys! This is going to be heaps of fun. And Applejackie, you could now buck trees even harder than ever. Imagine the work you can get done on the farm now?! Rarity... I like your mustache?”

Rarity burst into his third consecutive set of tears for the day. Applejack kept the drama-king on her hooves with a strong grip.

“Please leave him alone. Rare is taking this... uh... badly...” The farm pony continued to attempt to sooth the waterworks.

“Well jeez... it’s not like anything serious happened. I mean, think about if all of the donuts in the world disappeared! Think about it guys! That would be awful! Does that make you feel better Rarity?” Pinkie smiled with prideful ignorance.

The ex-fashion mare’s tears spit out in his dismissal of Pinkie’s analogy.

“Oh well. Um. Please come in and close the door behind you. I’d prefer it if the rest of the town didn’t have to see me like this,” Twilight asked in mild desperation.

“Uh... Sugarcube... the whole towns like this ere’.” The shocking reply caused the lavender unicorn to freeze. 'This cant be real...'

Before anypony could shut the door, in burst a frizzly rainbow mane.

“Dashie! You look awesome!” The party pony was the first to open fire upon the newcomers, bounding toward them as if he hadn't seen them in months.

Fluttershy hid behind his protector, afraid to show his new face to the others. Dash glanced down at his friend and sighed. He petted his companion with a comforting hoof, attempting to assist the creamy pegasus into the room with the others.

“I feel weird.” The speedster grumbled. “But I gotta say... being a stallion isn’t all bad. I had an awesome time testing these out on the way here.” Cyan wings flicked in illustration of his point.

“Does anypony else have a cool new name?” Bubble Berry asked, buzzing with his usual unstoppable energy.

“How about Complete Catastrophe!” Rarity cried.

“Uh... nope.” Applejack replied as he continued to rub the distraught stallion's back.

The nigh berserk party pony pulled a suggestion out of thin air. “Oh I know! How about Purity?” Rarity looked unsure at the offered suggestion.

“I... I don’t know darling.”

“I’m thinking... Rainbow Blitz!” The athlete announced, demonstrating his point with action, gathering a startled yelp from the pony hiding under him. “Rainbow Blitz, that flies in style!”

“Really darling? Such an uncouth name.” Rarity allowed the disdain to ring through in his rich tenor voice.

“Hey. It’s at least 20% cooler than your name Purity.”

“I did not ask to be called that.” The alabaster unicorn retorted. “But I dare say, I shan’t allow my glorious name to be marred by such a horrendous figure... so that will have to do.” The defeated tone rang out from the shattered unicorn.

“Okay everypony. Now that we have that sorted I think we should try and arrange a town meeting. Maybe we can piece this together logically.” Twilight drew his attention towards Rarity, “And not panic.”

“Logically? What’s logical about a magic wave that destroyed my feminine charm? Oh... woe is me!”

Never before had a Ponyville town meeting been so chaotic. Gender was apparently as serious as Rarity suggested it. The title of town meeting was somewhat misinforming. A better description would be a town riot. Demands for answers, demands for original gender, and finally, demands for demands.

“Everypony! Everypony! Please listen! Our best expert on magic, Ms- Mr. Twilight Sparkle has agreed to speak to us. Listen, you must remain calm at this moment, and listen to what Mr. Sparkle has to say,” the mayor of Ponyville said to the angry mob. Just like the old stallion he had become, the mayor rested on the chair behind the podium.

“The mayor is right everypony. I know that I myself am having quite the difficulty understand the situation, but panicking won’t help. Now, Spike, fetch me checklist!”

The girly dragon threw the checklist into Twilight’s pulse of magic.

“Now let’s see... I need everypony to calmly tell me what time the ‘change’ happened...”

A universal consensus of answers was thrown the scholar's way and promptly written down on Twilight’s notebook.

“Okay... now... we need to identify the scale. See if this only happened to Ponyvillle or it spans a greater area...”

The mayor popped out of his seat. “Twilight, that’s a great idea. You and your friends should go to Canterlot and ask for help! If anypony can fix this problem, it’s Princess Celestia. All in favor?”

A cheer racked the packed meeting space as the answer to mayor mare’s suggestion.

“Celestia has the strongest magic in all of Equestria. You are right mayor. We are off to see the princess!” Twilight turned her vision to the six stallions beside her. “Right girl- guys?”

“Ugh... can I possibly get my identity officially changed beforehand?” Rarity asked in an annoyed tone.

“Yea! I’m up for some action!” Rainbow Blitz shot into the air hoofpuming the sky in anticipation.

“Um... I can stay here... I-if everypony doesn’t mind...” Fluttershy trailed off, locking his gaze with the ground underhoof.

“No. You are with us Fluttershy. What would we do without you?” Blitz lifted his chin up.

“I know Flutterguy? What would we do without you?” Bubble Berry bounced, not realizing the insulting nature of his nicknaming.

“I’m still a year older than you... even though we are boys...” Fluttershy replied with a slight edge to his deep voice, inching closer to his defender.

“Come on ya’ll. Equestria ain’t gonna save itself!”

“Yay! Cutie Mark Crusaders gender seekers!”  Three excited young colts dashed over to the departing adventures.

“Oh no ya’ll don’t. Ah’ want ya’ young troublemakers ta stay an’ watch over Granny Smith.”

“Awwww... But he don’t need our help.” Cried Apple Bloom.

“Girl- young colts. Ah am’ telling ya’ll to stay here.” The blond farmer put his hoof down, denying his young brother and troublesome accomplices passage.

The trio of trouble wandered off to sulk as six stallions moved out, advancing towards their goal. They bore the weight of dozens of ponies responsibilities. A fern floated past, borne aloft on the magic of chaos. Purity kept within a safe distance of his defender while Fluttershy mirrored his actions, sticking close to the bold Blitz. Twilight strode ahead of the group, neither confident nor happy. Yet the spellcaster knew that somepony had to lead and he felt a burning desire to make sure his mentor and mother figure was safe. While they had tackled many dangerous adventures before, none were quite like this.

Chapter 2: Chaos of the body

Chapter 3: Canterlot of Chaos.

Discord gazed over the landscape below. The bored, gender-bent draconequus ran an idle claw through a patch of grey cloud. It flashed all the colours of the rainbow at her touch causing a smile of satisfaction to ripple across the otherwise annoyed looking face. ‘Well I guess I at least still have my powers. What a shame I can’t turn myself back to normal. I don’t need all those useless ponies knowing the lord of chaos is under the same spell as they are. I’m above them.’

As it turned out, the lord of disharmony between ponies had simply become bored with not being her usual self. It just seemed to drain draconequus's will and need to be herself.

The unreal noise of the UPS brought the brooding harbinger of chaos back to reality. "Sheo," she called out, turning around to face the man who had changed everything. The gender warped draconequus fluttered her eyelashes at the figure in front of her.

"Ahh mh' favorite draconequus. Ah’ see ye’ got bored o’ playing with yer toys down there. What can ah' do ye' fer?"

Discord waved a hand, motioning to her own body.  "Well? It’s not going to change itself!"

"Oh tut tut tut. Ah'd have thought a lord of discord such as yerself would have loved a grand ol' laugh."

"I do ponies. Not myself." Discord stated defensively.

"Weel... Ah guess... If ye' can win a game I'll offer to change ye' back. How aboot it?"

Being no stranger to tricks and twists, the cunning draconequus just had to ask, "What's in it for you, oh Lord of Madness?"

"Ye’ got me there.. That ya do." he scratched his chin staring off into another dimension. "How aboot... If ah’ win ye’ come down as ye are and meet them ponies that are coming to get ye’? That’ll be a grad ol’ laugh fer me. Ye’ll be no allowed ta just hide up here all day and play yer games from afar. That would fix ya." He grinned in a haphazard way at the gender-bent immortal before him.

"Done." The master of disharmony between ponies offered a claw. The madman before her shook it, wearing a grin upon his crazy old face.

"Right. Now, what game?"

"Ah was thinking. How bout a game of madness and questions, tricks and traps.”

Sheogorath waved a hand and what looked like a chess set appeared on a giant mushroom. The fungus expanded and flattened to accommodate the warped looking pieces that maneuvered themselves into place upon its slowly shifting surface. The Daedric prince seated himself calmly, grinning a challenge to his chaotic counterpart.

“Are ye’ ready to ‘ave some fun?”

Discord rubbed her forepaws together, eagerly anticipating victory. The draconequus teleported to her side of the board, clapping odd paws together. A tree floated up, positing itself under Discord who immediately reclined upon it.

“Oh and tis good that ye’ve found a nice place to relax because some parts of this ‘ere domain migh’ disappear as we play. We migh’ also wind up on th’ other side of Equestria... but ye’ can ferget that ah’ ever said that.” Sheogorath grinned as he made the first move.

Canterlot.

The most magnificent city in all of Equestria. Home to the royal alicorns who had ruled their kingdom with kindness and love for as long as any pony can remember. Today however, discord reigned, very close to complete madness. The normally clear sky was dominated by enough brightly coloured balls of cotton candy to keep Pinkie Pie busy for a week. Several buildings were floating around with no sense of gravity. The upper class ponies trapped inside found themselves too busy hiding to take notice of the horrors of the outside world.

The train pulled up to Canterlot Station, coming to a stop along the platform, right on schedule. Many of the Royal Guards stationed in and around the station were now noticeably female, considering many of the guards had been stallions. Despite that they were trying their hardest to maintain their cold, hard, stoic stares as they stood in place, there was no denying that they looked incredibly embarrassed, as if out of place. It was apparent in their eyes, which oftentimes shifted about, as if nervous.

Passengers from the train disembarked, heading in all directions to their various destinations. A group of six stallions made straight for their goal, the royal palace. Everypony was hoping that nothing too evil had befallen their rulers.

Twilight immediately started out ahead of the group. Trying to look as confident as he could in the face of the madness that Canterlot was suffering. Bubble Berry bounced alongside the lavender unicorn, it seemed nothing could get that stallion down.

Even in his new body, Rainbow Blitz still felt the incredible urge to just soar in the skies faster than a speeding bullet. After some time on a train, it was no wonder his powerful wings were just itching to flap like never before. In fact, he felt ready to announce he was going to fly a head to give the city a once-over and see if there was any trouble to keep an eye out for. Not that it was necessary, but it was something to do, and it was better safe than sorry. It was win-win.

However, he caught sight of his best friend at the corner of his eye. He looked immensely nervous and out of place, much like some of the guards that let their emotions slip. Except even worse. All at once, his heart sank. Even as a stallion, Fluttershy was still Fluttershy. Nothing would change that. He couldn’t stand seeing his best friend so upset and nervous like he was, and right now was no different. The protector thought for a moment about what he could do to make his friend feel better.

It came to him then. Blitz gave his best friend his most charming smile and then lifted his wing, gently laying it over him protectively. Fluttershy blushed, visibly, but he smiled sweetly in appreciation. To further add, the nervous stallion walked closer and snuggled up to the daredevil. Blitz blushed, feeling embarrassed about this position in public. But he put his discomfort aside. At least Fluttershy was at ease, he could never turn down his wonderful snuggles.

“Thank you, Rainbow...” Fluttershy’s still sweet and soft baritone whisper made the the protector grin widely.

The embarrassed athlete nuzzled him and felt his cheeks heat up even more. “D’aww, you’re welcome, Flutters. Don’t mention it.”

Purity hung close to Applejack who walked with purpose alongside the still distressed fashion artist. Although the farmer would have prefered to be up front leading the group with Twilight, he felt obliged to stay back and keep a watchful eye upon the highly nervous unicorn. He really didn’t want his friend to lose heart now that they had arrived.

“Hey there, Purity. How about ah give this...” He stopped and gave the nervous ex-fashion queen a quick hug, holding onto it for a few moments for added comfort.

He pulled away, blushing ever so slightly. “Now come on, we need ya.” He offered his hoof to the delicate stallion.

“Thank you dear.” Purity wiped away a tear. “It’s just so very hard to live with...this body.”

“Ah know... Ah’ll be there for ya’ ever teeny step of th’ way. Okay?”

Still distressed by his lack of feminine charm, the unicorn nodded, fighting back a few tears. “Yes. Thank you Applejack.” He took the hoof of the strong stallion and allowed himself to be led along, trailing the other ponies in the group.

A very sad looking Spike trailed her crush. All she could think about was the disaster that was going in front of him. There was Rar-Purity, in need of her comforting and loyal presence and yet the alabaster unicorn had gone seeking the comfort of the uncouth farmer who looked a little embarrassed by the whole situation.

With more of a peace of mind, for the most part, the Elements of Harmony made their way to Canterlot Castle. Together. As a team. Ready to face this. Whatever might mean.

“Look. There’s Shining Armour!” At Twilight’s cry the group centered their attention upon a lone bone white unicorn who was standing majestically at one of the upper towers. Defensive magic radiated from the strong guardian. It is clear he was in the middle of trying something important. However no pony had any idea what he was trying to do.

The alarmed group broke into a full on sprint in their effort to get to the safety of the palace. Rainbow Blitz took flight, zipping on ahead like some sort of scout.

The main gates entered view. To everyponies horror they were bent open revealing a whole range of strange changes within.

The regal form of Prince Luna appeared from behind the munted gates. He rushed up and gave Twilight a surprise hug. The stallion on the receiving end stared at the royal alicorn hugging him in complete shock.

Pulling away, the prince addressed the group. “We were so worried about you.”

“About us? Look at you!” Purity, having told himself that a solution would rest within the Royal Sisters, burst into his usual tears.

“We actually... Celestia... we must show you. It is beyond words.”

Luna led the stallions through a massive maze of unproportional chaos. Stairs were warped, widows floating without support and candles shone with every colour of the rainbow. Candy grew along the leaves of potted plants. Bubble Berry happily devoured each and every one, finding himself euphoric in the presence of the sugary sweets.

“Behold... this is what has become of our- my sister.”

“Oh my Celestia... look at... Celestia.” Twilight became nothing short of an icicle. His mentor, teacher, idol...

“Oh! Can you make me into a lobster? I’ve always wanted to be a lobs-”

“Bubble!” the chorus of annoyed ponies quietened the source of comic relief.

“Thou shall not make a mockery of thy sister!” Luna quickly rose over the pink stallion, his tone nearing that of the royal canterlot voice.

“Hold on... Luna... it’s just Pinkie. Or Bubble Berry...” Twilight gazed into Luna’s eyes. “I need you to tell me everything. Who did this? And why?”

Luna spread her wings apart and dramatically rose above the stallions. “We saw the chaos master... we believe you know the foul creature as Discord.”

“Chocolate ra-”

“Bubble! Be quiet or I’ll make you quiet!” Blitz threatened.

“There was something else with...” Luna paused for a brief second, as she was alien to the word to calling her old foe Discord. “Discord. Whatever it was, it took the appearance of a human. But thou did not recall it being a human. It was much more powerful...”

Tiny pincers clapped here and there in tiny rage. Bubble Berry rushed over to the Royal crustacean and took a seat. “Pattie cake? I’m never too old for pattie cake!”

“Just ignore him,” Twilight said to Luna. “He’s like a child in an adult’s body.”

“Thou, I mean... Twilight, do you have any ideas for thy? We must save our- my sister.”

“Well... we gotta find out what was helping Discord. Anypony have any ideas?”

“We remember very little. The foul creature took the appearance of an old stallion human. With a multi-colored suit and a staff.”

“Did you say a staff? And a multicolored shirt? I know that guy!” Bubble Berry sprung towards Luna and bopped him on the nose. “That’s Sheogorath; the Daedric Prince of Madness. I once got teleported to his dimension and had to mess with pony’s minds. And turn humans into bunnies. He turned out to be pretty cool.”

“Thou must tell us immediately! For Celestia’s sake!” Navy hooves gripped the energetic pink figure.

Bubble Berry bobbed his again. “Calm down Mr. Nighty Pants. He’s from a realm called Nirn to the morties there... it was so much fun! I met this really cool girl who was part dragon and part pony! She taught me something awesome! Are you ready?”

“Get on with it!”

FUS RO DAH!

Luna was thrown down the hall by the power of the dragon shout. With look of shock written across his face, Twilight rushed to the crash site. Everypony else just stared in shock at the impossible event.

“What has thou...”

“Princess! Are you okay?” Twilight threw his grip around Luna, completely forgetting the change in title, attempting to lift the alicorn.

“We are fine. Where did you learn such dark arts?” Luna replied as she shrugged off the pain.

“Yea’ where did ya’ learn that, Bubble?” Applejack added, slowly recovering from the experience of witnessing the power of the dragonborn for the first time.

“I already told you. Jeez...” Bubble took another seat and began to play with an unwilling Celestia. “We can’t get there unless we are summoned, silly.”

Purity aggressively rushed the party pony, glaring into Bubbles’s eyes as he were trying to burn them out. “Listen to me. I must have this fixed. Now! Tell me how we can get summoned.”

A pink goof ball rolled with uncontrollable laughter across the warped floor. The sane ponies found no humor in the situation.

“Oh silly! We can’t summon ourselves! We need to be summoned! But look at it this way, you have a rocking stache! And Dashie and Fluttershy are still going to fall in love! So we’re all good! Party time! Let’s go get a pool for ‘Tia! Come on guys! Mudcrab party!”

Bubble Berry bounded energetically out of the room, leaving nothing but silence.

“Luna... there has to be some solution. Somewhere in this library...” Twilight Sparkle and Prince Luna searched through the royal Canterlot library. The pair often clashed into each other as they levitated piles of books in their haste to find answers.

“Princess- Prince, are you sure you don’t know anything about Daedra?” Twilight asked, paging through several encyclopedias.

“We are sorry Twilight Sparkle. We know- I know nothing of which you speak,” Luna frowned, continuing to leaf through his volume before dropping it and hastily grabbing another.

“Okay... so Pinkie- Bubble Berry says we can’t summon ourselves; we need to be summoned. This Sheogorath... we need to get his attention. And maybe he’ll summon us. Surely you Luna, with your power power and status, could draw some attention?”

The royal alicorn shut his books and turned his gaze upon Twilight, “Are you sure Twilight Sparkle? We are not sure...”

“Luna... just Twilight is fine,” she smiled, admiring the Prince’s innocent eyes.

“It shall be done Twilight! But we need a plan to get his attention,” Luna paused. “SURELY THE ROYAL CANTERLOT VOICE COULD DRAW ATTENTION!” The loud bassy tone rang out across the castle, you could just about see the shelves shake from the force.

“Nice... but I think we might need to be a little more creative than that...” the purple stallion trailed off shaking his head trying to stop the ringing.

“Did somepony say creative?” The unwanted bundle of joy appeared, knowing, as usual when he was needed.

“What is thy business Bubble Berry?” Luna said, mildly annoyed at the sight.

“I’m super-duper creative! Like super-duper! Sheogorath and I, we’re good buddies. But he only talks with us morties when he goes on vacation! He’s so funny about his vacation spots! But if we can get his attention when he’s on vacation, then we might be able to find him!” Bubble spoke, occasionally throwing confetti to lighten the atmosphere.

“How dost thou know when Sheogorath is on vacation?” Luna investigated.

“He’s probably still here, but I don’t know where he is, silly! You don’t either! And you! And you! It’s would be like finding a sprinkle in a pool of frosting... yummy! Let’s do that! I’ll get it ready! Pool-frosting party!” Bubble disappeared as quickly as he arrived.

“While thy Bubble has odd priorities, I sense truth in his words. Finding this Sheogorath is challenge massive in scope.” Luna took a seat and slowly exhaled, “Twilight, you must have some sort of idea.”

“Well. Do you know how the two arrived?” Twilight asked the prince with an inquisitive look upon his face. After a moment of silence he decided to continue, “we could try a tracer spell. They will show up if they are anywhere in Equestria.”

“A most excellent idea Twilight! We- I, will search the library for the spell. You must ready your companions. Time is of the essence. We must locate Discord and Sheogorath before it is too late! Celestia’s sake depends on it!”

“Right. And the rest of Equestria. I better go round up the guys!”

Twilight galloped out leaving the alicorn in peace to continue his research.

“Come on Fluttershy. Lets go. I need to stretch my wings.” Blitz announced.

“Um... okay.” The soft reply was almost inaudible as the shy yellow pegasus shrunk a little, nervous about going flying with chaos in the air.

“Look... I can hold your hoof if you need me to...just lets go, come on! I really need to stretch my wings.”

“Oh... It’s okay... Y-you can go. I’m happy stay here...”

“Oh no you don’t.” Rainbow lend down and nuzzled under the panicky stallion’s chin. “Up!” He heaved, easily lifting the bundle of shy. “Right...now. It would be really nice to have a flying buddy and I figure you’re my best friend Fluttershy, so please...” His cerise eyes shone pleadingly into his friend’s own aquamarine ones.

Rainbow held out a hoof with an ever slightly annoyed look upon his face.

“Okay... I guess I can...” Fluttershy nervously took the offering.

The bold wasted no time in leading the shy into the sky above the chaotic city The pair hovered above the palace, Fluttershy found his gaze ensnared by how warped the once beautiful structure appeared. Hunks of stone and statues floated by while windows swirled with menacing power.

“Right. Now how about you go find a nice place to sit on that tower over there and I’ll warm up. You look a little uncomfortable up here.” Dash grinned knowingly over at his acrophobic friend. The shy pegasus happily took the opportunity to glide over to the uppermost balcony.

“Are you ready there Fluttershy?”

The nervous stallion glanced down at the ground far below his balcony then up at his friend. A moment of silence hung in the air as he fought his nerves.

“Yes...”

“Are you ready to cheer your best friend on?”

“Yes...”

“Okay then. Lets hear it!”

Fluttershy summoned up his courage then unleashed the loudest possible cheer his deep voice could muster. “Yay!”

The trickster let out a groan. Even as a stallion, the soft bassy cheer was barely audible.

“Well. Just... try to be louder. We gotta practice for when we’re back to normal."

Fluttershy nodded in agreement, his eyes starting to wander as the powerful weather pony hovered in the air with graceful ease. The daredevil stallion took off like a speeding bullet leaving his signature rainbow trail. With his newfound strength Blitz found unexpected power and plowed through his first choice of obstacle, a candy cloud.

The annoyed pony shook himself dry once more, muttering curses under his breath. With the watchful gaze of his buttery friend below, he sped off toward another set of candy clouds. This time, Blitz remembered his new male body and zig-zagged between his targets like a Wonderbolt in action.

Far below on the balcony, Fluttershy’s aquamarine eyes followed the stallion’s every move. He could feel his gaze slipping, slowly, very slowly away from the tricks to the hot form of his friend. His wings started to flutter and lift as his imagination ran away with him. Never before did Fluttershy think he would be into Stallions. But, strangely, it seemed that Rainbow Blitz was an exception. The normally sleek muscular form of the athlete was accentuated by the transformation that had been forced upon his body. Fluttershy just couldn't tear his gaze away from that flank as it darted across the sky, teasing him. The beats of powerful cyan wings were hypnotizing, adding to the amazing display. Fluttershy had to admit, the unwanted sex change had been kind to the rainbow.

He was so focused on the stallions form and not his moves that it took him a few moments to realize that Blitz hovering in the air, smirking down at him.

The mighty wings carried their owner on a rapid flight path toward the bashful pegasus on the balcony. Alighting, Rainbow Blitz gave his eccentric mane a swish. His smirk continued to hold as he noticed the eyes of his friend fixed upon him.

Taking note of how the shy pony was squirming, Blitz decided to turn it up a notch and try to get a larger blush from his friend.

Powerful wings hanging limp, the speedster slowly advanced on his nervous friend.

“You know Fluttershy, you’re pretty cute for a stallion.”

The reaction was instantaneous, the yellow complexion darkened considerably and the nerves showed in his voice. “Y-You mean it?”

“Hay yea!” Still smirking, Blitz wrapped a muscular forehoof around his friend. The hug caused the poor thing to blush profusely as his wings subconsciously sprung outward. Yellow hooves quickly notched the feathery limbs in a futile attempt to conceal the most noticeable problem.

A blue hoof stroked one of the erect appendages and Fluttershy knew he had been found out. Instead of a smart reply all the shy pony received was a heartwarming hug. Giving in to his wishes, Fluttershy hugged back. It was amazing. The warm fuzzes exploded around them making him wish Blitz would never stop. The normally shy pony nuzzled into the embrace, savoring it, drawing in the sweet, sweaty scent of his friend. He was in bliss...

All too soon, his protector broke contact and the yellow stallion felt a pang of anxiety as Dash turned away, his face unreadable. ‘I hope I didn’t do anything wrong.’ Fluttershy worried. ‘Now he might be mad, if she-he’s found out then he might not want to be friends anymore.’

“Hey ‘Shy.” The over confident voice of Fluttershy’s guardian ran out in the silence.

The nervous pony almost jumped sky high at the sound, electing a few filly like giggles from the athletic pony in front. Fluttershy calmed himself 'nothings wrong. I think. I hope...'

Rainbow Blitz settled down on the balcony overlooking the warped city. He was seemingly oblivious to his friends line of thought, of which Fluttershy was thankful for.

“Come. Sit.” The order was not one to be disobeyed. Especially since it came from the hottest mar-stallion in Equestria who just so happened to be lounging in front of Fluttershy’s forehooves.

The culprit of the nervous pony’s train of thought flicked his tail idly, enjoying the breeze despite the chaotic view.

Fluttershy joined him, lying there on the edge of the balcony overlooking the city. The buttery stallion could feel his heart beating faster and faster as his nerves caused an overdose of adrenaline to be pumped through his system. Bright rosy red eyes locked Fluttershy’s timid gaze and the unfortunate pony found himself unable to tear his eyes away. ‘Even as a stallion, you are the most beautiful mare I’ve ever seen...’ Realizing his meandering thoughts mistake, he once again blushed furiously and did his best to hide behind his pretty pink mane.

Rainbow Blitz was observing his shy friend out of the corner of his eye. He idly wondered what the hot  yellow pegasus might be thinking about. It must be something highly personal and secret since it made him want to hide behind his mane. Probably embarrassing, he thought. Even as a stallion, Fluttershy still managed to look just about adorable, especially in her-his shy moments like this.

“Hey, Flutters, relax. There’s nothing to be upset about. You okay?” Dash asked, his voice softening a little bit.

A soft “eep” escaped the creamy yellow stallion as he nodded rapidly. There was no possible way he could admit to why he was feeling this way. How would he? “I...I’m alright, Rainbow... I’m just...just thinking...”

“Really now,” Dash leaned closer, as a smirk settled on his features. “Bit for your thoughts, Flutters?”

“Um....” Fluttershy swallowed a bit, unable to look away from his best friend’s amazing cerise eyes.

Oh, this was too fun. Getting this kind of reaction out of Fluttershy, stallion or mare, was just adorably priceless. If you asked Dash why he did, he wouldn’t be able to offer an answer. But all their lives, it was just something he was admittedly curious of.

“Come on Fluttershy, you can tell me!” Dash chuckled, a confident smirk adorning his features.

“Oh, well... Nothing in particular, nothing...” Fluttershy replied softly, tearing his unsteady gaze away from his crush, doing his best to escape further interrogation.

Tilting his head, Dash studied his longtime companion for a moment before sighing, “Okay, fine. You don’t have to tell me. But come on Fluttershy, what you have to say can’t be stupid! You know I’d listen to you.”

Glancing up into those sincere, passionate cerise eyes, Fluttershy felt his heart do several backflips. Unable to respond, he nodded slowly.

In turn, Dash grinned and placed a hoof on the side of the creamy yellow pony’s face in a gentle caress. It was a strange little act of affection, but he didn’t care. Fluttershy was worth it.

Fluttershy couldn’t do it. He couldn’t break the moment and just tell the bold stallion in front of him how he felt. The shy pony broke contact, very reluctantly, with his companion’s beautiful rosy red eyes, gazing out over the warped city. The strong stallion beside him mirrored his actions, glancing out over the city in chaos.

Tearing his own gaze from the view before them, all Dash found he could look at any further was his companion. Despite how nervous and flushed he looked, there was still that air of sweet cuteness that even as a stallion, still implemented Fluttershy. Of all the things they had experienced in their lives together, this was likely the most extreme yet the most tame.

Quickly growing tired of the harsh, chaotic view, the shy pegasus let his head rest in his forehooves, closing his eyes. This really was getting to be too much for him. He wanted to be at home, with Angel bunny, the poor gender-swapped thing that she now was. To be away from the epicenter of the damage. To be far away from discord and his evil plans. A tear slowly rolled down his face, he wanted to be someplace warm and cosy... someplace with Rainbow Dash...

Seeing that his companion was distressed, it yet again tore at his heart. Dash slowly scooted closer, wrapping a protective wing around Fluttershy. To further add to it, he even brought a foreleg around his thin form and nuzzled him. “Hey, you okay? I’m sorry this is real hard on you, Flutters.”

The protective embrace made the shy pegasus’s heart flutter as butterflies attacked his tummy. “I-it’s okay Rainbow... I...I just want to be someplace safe and warm... with my animals... I don’t belong here. It’s dangerous and scary...” He gazed pleadingly into the stunning eyes of his longtime crush, hoping for further comfort to become available.

Dash felt his heartstrings tugged all over again and hugged his companion closer to comfort him. The look in his eyes was all he needed to know. “Hey, hey, I know you. I know you’d prefer that. Tell you what, once we get this whole thing figured out, for the most part, I’ll take you home. There you can run and frolic with your little woodland creatures and have a ball.” He smiled a bit, wiping his tears from Fluttershy’s eyes. “And hey, don’t worry. You’ve still got all of us right here. And I’ll be there to protect you, Fluttershy. You’re my best friend, you know, and I’ll never let you down.”

“Thank you Rainbow Dash...” He nuzzled his protector, relishing the sense of ease that washed over his quivering system at the touch. “I-I think I’ll be safer here with you...just as long as no pony hurts you....I think I’ll be okay.”

Chuckling a bit, Dash grinned as he hugged his adorable friend closer. “Definitely, Flutters. Nothing’s going to happen to me!”

He paused, just taking a moment to reminisce for a bit, to try to think of happier, better times. Especially in their fillyhood in Cloudsdale. How they’d always been there for each other, good times and bad. He’d always been Fluttershy’s protector, it was a part of what came when they hung out together. Many would think he would be tired of it, but in all honesty, he wasn’t. There had been times, yes, he went a little overboard in trying to get her to assert herself, all of which he regretted, but he still did like having somepony to take care of. And he would defend her honour any day.

Even with this situation at hoof, it didn’t stop the warm feelings that came with hanging out with his longtime best friend. Dash felt more relaxed and at ease, without the need for speed, whenever they were together. Now that Fluttershy was feeling a lot less sad, it only made their little moment a lot better.

Fluttershy snuggled in a little further, laying a wing of his own around his protector. As long as he had his rainbow, the shy pony figured that everything would be okay. Sure there had been times where all that Fluttershy wanted to do was run away and hide. But the bold cyan pegasus had always been there for him, sometimes even having to forcibly keep him by his side.

“Hey, Flutters? You know I mean it, right? Nothing’s gonna stop me from protecting you, being there for you. And well, if you really need some help, you know you’ve got me to turn to.” Dash murmured to him, gently angling his face to look into his eyes.

“Y-yes Rainbow... I know. If there’s anything I can do for you in return... just let me know.” He gave his bold companion a quick nuzzle, leaving his creamy muzzle pressed up against the jutting cyan jaw his best friend.

Dash’s wings rose slightly. He smirked a little, his eyes narrowing. “Oh, really? Well...I can think of a few things...” He said in a suggestive tone, licking his lips and running a hoof along Fluttershy’s chin.

The shy ex-mare’s wings rose in reply. ‘What is he going on about...? No... He can’t possibly...’

“You’re blushing, Fluttershy,” Dash said flirtatiously, giving his body a once-over. “And I think your feathered friends there have a few things to say...” He leaned in, breath hot on the frozen pony’s face.

‘my what!?!’ Fluttershy glanced back and a mild look of horror crossed his face. His traitorous wings were a dead giveaway, almost standing straight up. He squirmed on the spot, wanting to get away fromt the torment but unwilling to leave the safety of his friend’s protective wing.

“I...I...They... don’t have anything to say...” He trailed off feeling very hot under the midday sun.

A chuckle escaped the cyan pegasus before he leaned up and nibbled Fluttershy’s ear, before whispering, “I know mine do...”

“Eeep!” Fluttershy nearly leapt up into the air at this.

He did not expect his noramly self centered friend to become so... attached to somepony else all of a sudden. Although Fluttershy did know that his friend was very bold and outgoing... ‘What if he’s just doing this to prank me?’

“You know I meant it when I said you were cute, for a stallion, right? Well, I gotta say, the more I think about it...you still are beautiful and so cute, Flutters,” came Dash’s smooth and suggestive voice in his ear, before his tongue licked along it. He then brought his gaze back down to his companion’s, meeting their eyes. “I’m not just saying it, you know.”

“T-thank you...” Fluttershy trailed off nervously, feeling like he wanted to slip away. “Y-you’re not too bad either...”

This caught Dash off guard for a moment as his own cheeks flushed and he smiled, looking flattered. “Gee...thanks, Fluttershy. That’s nice of you to say.”

Fluttershy let out a small squeak and pulled his head away, blushing. “I mean... you looked very nice before... but getting changed into a stallion has been much nicer to you than to me...”

“Say what? Oh come on, Fluttershy, don’t sell yourself short! Sure, I look awesome no matter what gender I am!” Dash grinned, but then looked serious. “But I meant it. You’re still same old Fluttershy, and well...okay, fine, I’ll admit it, okay? As a mare you’re absolutely beautiful. Hay, I’d even go as far as to say that you’re the most beautiful pony I’ve ever seen. And now that you’re a stallion, well, it kinda works on you. You don’t look too...well, stallion-ish and yet not too mare-ish, you seem to look like Fluttershy if she were a stallion. You’re still the same old Fluttershy though...” He blushed a bit, and then smiled in a suggestive yet sweet manner. “And you’ll always be my snuggle bunny.” He leaned in closer, laying their foreheads together.

Stunned silence was all the shy pony could manage as he sat there frozen, trying to process the unexpected information. ‘What is going on here...? This is past any sort of prank. I...I...Wonder...No...He can’t be attracted to me now that I’m a stallion...’

“Y’know, after all that, as long as you’re still Fluttershy on the inside, doesn’t matter to me whether you’re a mare or stallion!” Dash threw in, hugging him closer and nuzzling their foreheads.

“O-okay... Th-that’s nice...” The yellow stallion melted into the hug, finally forgetting all the problems of the outside world.

The shy pegasus breathed deeply. This is it. A perfect time to say what he had been meaning to tell his friend for a long time now... just how much he meant to him in return. How much he wanted to cuddle up with the strong athletic pony at night, go for romantic flights together... even... well... if the stunning rainbow mar-stallion would say yes... even more too.

Breathing deeply, his body quivering, as were his lips, Fluttershy opened his mouth to speak, “...Rainbow....?”

“Yeah?” Dash whispered, his eyelids lowering as he leaned closer to Fluttershy, smirking.

“I....I....” Fluttershy leaned closer also, their breaths intermingling, their lips just barely inches apart. Oh, he was so close! Just a little more and he could finally kiss him.

The bold cyan pegasus peeked out of his closing eyes at the pretty pony in front of him. This was going to be great! He was about to kiss his first ever stallion. And it was Fluttershy! What could’ve been better about that?

“Fluttershy, Rainbow Dash! Come quic- Oh!” Twilight skidded to a halt in front of the two frozen stallions. “What’s going on here?” The purple stallion asked with a worried look upon his face.

At the sight of the interruption, the quivering shy pegasus ‘eeped’ and hid himself behind his protector. ‘Why did he have to do that?’

“Twilight...we were... Wait...what’s wrong? I mean, more than usual?” Blitz said, throwing a wing over Fluttershy’s cowering figure.

“Luna and I got a plan. We need your muscle and Fluttershy’s knowledge of nature. We meet in five. Get ready guys!”

Twilight was already off to the other ponies before Blitz had finally lifted Fluttershy up. Purple hooves thundered across the warped royal floor towards the royal pool in hopes of finding a very certain stallion and prince.

“Bubble Berry! We’re going to go capture Discord and Sheogorath. Hand over Celestia and get ready! You're our expert on Sheogorath and we need you. Playtime is over!”

“Okie-dokie-lokie!”

Twilight reached for Celestia with her powerful magic. She could sense that even now her mentor powerful. However, the tiny creature allowed itself to become ensnared in the hold of the scholar.

“Oh Twi’, I got an awesome idea! Check this out!” Bubble conjured a large saddlebag and strapped it onto Twilight. “It’s a little home for our Prince of the Mud crabs!”

Twilight sighed impatiently before placing an unwilling Celestia into the saddlebag. “Fine. It will do. Come on Bubble or Pinkie- whatever you are! Let’s go!”

The tiny arthropod inside of the saddlebag rocked back and forth as the stallions galloped toward their last targets. There was nothing for Equestria's ruler to do except hope that her student and sister could uncover the answers.

Twilight burst into sight of his last two targets. Purity was clearly still in distress and Applejack had a forehoof around his quaking shoulders in a comforting manner.

“I hope ya’ got a plan Twilight. You wouldn’t come a runnin’ if ya’ didn’t,” Applejack dryly asked as he looked up at the intruder.

“Get Purity on his feet! We need him and we especially need you! I’ll explain later! Lets go!”

Twilight thundered along past them, leaving no option but to follow the galloping unicorn.

“Are we leaving this place? I must disguise myself! I cannot be shown in such a sta-”

The farmer gently shook his friend, trying to shake some sense into his distraught mind. “Snap out of it! We need ya’! I need ya’! So get on yer feet and let’s save Equestria! Come on!”

Applejack hurriedly assisted his friend up. Despite clearly not wanting to, the tearful alabaster equine allowed himself to be led along, after the bookworm.

The pair quickly found themselves in the massive library. The lavender stallion and prince of the moon stood before them waiting for the others to show up.

Bubble Berry burst in, energetic as always. "Oh sorry I'm late guys. I first had to go to the toilet.  I never knew that-"

"Bubble Berry please, contain yourself. Prince Luna has something important to say." Twilight did his level best to contain the excitable party pony.

"Okey dokey lokie." A pink hoof maneuvered an invisible zipper across the muzzle, making it clear he was listening.

Prince Luna opened his mouth to speak but was cut off by the sound of a pony crashing into a bookshelf.

"Are you okay?" The quiet voice of Fluttershy made the source of commotion crystal clear.

Twilight winced at the thought of the poor books. Before anything could be done about it the sound of a crashed stallion taking off hit his ears and the scholar threw a protective spell over the nearby books.

"I'm fine Fluttershy. Now keep up. We must be nearly there."

Moments later, the last two members of the group rounded the corner. Blitz crashed to a halt in the middle of the assembled stallions. Twilight felt glad he had used his magic as a safeguard.

Fluttershy gave unnecessary assistance to her crashable friend, who sprang up "Okay egghead why are we in this boring place?"

“Yeah Twilight, tell us yer’ plan!” The farmer added.

“Okay... Luna... take it away,” Twilight said as she stepped backward.

“THOU MUST LISTEN TO THY! TWILIGHT SPARKLE AND I HAVE DEVISED A TACTICAL APPROACH TO THIS PROBLEM-”

“Prince... they can hear you just fine,” Twilight winced.

“ACKNOWLEDGED- oh... okay Twilight. I will cease speaking in such a tone. Now, we must prepare. I have devised a spell that will track Discord and Sheogorath. If the spell finds success, we should surely be able to find them and confront them for a solution. I know the aspect of facing them is intimidating, but have no fear, FOR PRINCE LUNA, ALICORN OF THE NIGHT IS HERE TO PROTECT YOU!”

“You ready guys?” Twilight asked before beginning the spell. “We’ve been through worse, right?”

“Do it Twilight!" Purity confirmed, hope swirling in his eyes.

The spell began to chaotically cover Twilight’s horn. Tiny sparkle swirls of magic pulsed through her nerves. All four hooves were planted firmly on the ground as a countermeasure to the massive mental-recoil of the spell.

“Almost... there...”

Pow!

A magical aura spawned from Twilight’s horn. It slowly formed a two dimensional pool that hovered in the air facing the wide eyed assembly of ponies. The glazed pool floated in front of everypony like a still lake. Suddenly ripples spread outwards, as if a stone had been cast into the middle. An audience of confused stallions and a single mud crab gazed into the strange spell as it simmered slowly. After a few long seconds, the ripples faded out and an image appeared, almost as if it were in a mirror or screen.

A male draconequus was perched upon a tree. A tree in the middle of the sky. Discord was also grinning, as if victory was within his grasp. A slight distance away, Sheogorath spread his wings across a pink cloud. A chess set hovered between the duo, waiting patiently for it’s masters to make a move.

“IN WHAT PART OF EQUESTRIA DO TREES FLY?”

“Ssh Luna,” Twilight whispered. “We might hear something.”

Indeed they did, for the two crazed beings were in the middle of something important. “My madness... what is our next plan for ruling Equestria under the fist of chaos and madness?” Discord asked before moving a chest piece forward.

“Rule? That wasn’t part of the plan! Ah' was a thinking... How about after Equestria, we could go tae another realm and force th' United States to use an outdated measurin' system!” Sheogorath laughed at his cunning plan of madness. “Oh... then we could go ta the Mario Universe and put a toad in every castle Mario goes to. An' have him say ‘But oour Princess is in another castle.’  Oh, ain’t ah’ just a hoot?”

"Yes, but what about Equestria? I want it."

"Well ye' can have it. If ye' can win th' next round."

“Okay. I will just have to add that to my winning streak as well.”

“Don’ ye’ get cocky ma’ ol’ Discord. Ah has a few fun moves in store fer ye’.”

The draconequus grinned in reply to the challenge, moving a chess piece with an aloof claw before opening his mouth and continuing the idle chat, unaware that a group of ponies were watching on from afar.

Petty squabbles exploded onward between the two immortals as they continued their banter. Squabbles that didn’t suggest the massive scale of their egos.

“I can’t- I can’t hold it much longer!” The call from the straining unicorn brought everypony back to reality.

“THE EVIL-DOERS ARE ABOVE THE EVERFREE FOREST! YOU MAY REST TWILIGHT SPARKLE!” The royal voice boomed out across the quiet room.

The magic halted in a manner of seconds. Twilight and Celestia were on the ground as quickly as the spell ceased. Navy hooves wrapped and the exhausted mage. “Twilight? Is thou alright? Speak to me!”

The drained stallion unsteadily rose “Yeah... I’m okay. How about you guys go off and save Equestria? How about I take- take a week off.” He collapsed once more upon the floor.

“Come Twilight Sparkle! I shall assist you! We must depart for the Everfree Forest at once!” Luna declared, grabbing Twilight and galloping off towards adventure.

Chapter 3: Canterlot of Chaos.

Chapter 4: Impending Tide of chaos

The small traveling group of ponies plodded along the road to Ponyville as fast as their hooves could carry them in the early morning sun. Fluttershy and Rainbow Dash hovered above the treetops, evading flying trees, rocks and other wild matter that chaos chose to play with. The nervous pony kept close to the safety of his friend as the bold pegasus patrolled the borders, exuding confidence and keeping an eye out for enemies.

Below, five stallions and a mudcrab package trotted towards their targets, carrying themselves with a prideful fear. Discord was enough to send fear into the hearts of many; adding another variable in the form of an all-powerful alien spirit certainly didn’t help. All five feared the unknown. Well, almost all...

“How many times do we adventure monthly? Oh, but now we have Luna with us! How awesome is that? Bro-hoof Luna!” Bubble Berry buzzed beside the downtrodden prince who was busy keeping pace alongside Twilight. “Luna! Bro! Hoof! Come on silly! Hit me right here!” The pink bundle of joy bounded into the air, trying his darndest to capture the attention of the alicorn.

“What is this ‘bro-hoof’ thou speakest of?” Luna asked. His eyes lit up like an innocent toddler.

“It’s easy! Just like this! Hold out your hoof!” Luna followed Bubble’s instructions and awaited for a response. “Okay Luna, now just stay still.” Bubble knocked the hoof hard. “Bro. Hoof. See?”

Bubble Berry grinned at the prince for a moment. With no response forthcoming from the thoughtful stallion, the pink bubbly pony sprung up like a giant spring.

“I shall try myself.” Luna exhaled softly. The energetic pony immediately held out a hoof. The prince did his best to smile as he sent his hoof thundering down onto the pink offering, recoiling the stallion several feet backward. “Haha, the bro-hoof has been doubled!”

“Prince,” Twilight asked. “Are you ready for this? I mean... magically. No offense to Purity, but we are the strongest mages here. And if this ‘Sheogorath’ could beat Celestia so easily, then we need to make sure we are ready as a team.”

“Right Twilight Sparkle! Come nightfall, we shall practice our moves when everypony is resting.” The noble alicorn declared, becoming visibly excited.

“Hehe, that sounded dirty,” Bubble Berry snorted.

“Bubble!” Twilight roared.

The royal alicorn turned in confusion to the bouncing bundle of joy. “We are in agreeance with Twilight Sparkle. We shall be clean during our unison magical acts!”

Twilight facehoofed. “Look Prince... Pinkie was implying something else. You know, not appropriate for ordinary conversation. Something... you know?” The lavender stallion hoped that he would not have to continue that sentence.

However, the prince now wore a look of confusion, feeling lost in the conversation between mortals. “We are not sure we understand.”

Twilight withheld a strong sigh of annoyance, trying once more. “Something between two ponies?”

“Informal and formal greeting style?” Luna was clearly still perplexed.

Twilight resisted the urge to facehoof once more. He decided the only remaining option was spell it out for her friend. “Sexual. Pin- Bubble Berry said that sounded sexual...”

The alicorn almost exploded as he realised Twilight’s meaning. “WE ASK THAT THOU NEVER SPEAKEST OF THOSE WORDS AGAIN! IN ACCORDANCE WITH THE ROYAL CANTERLOT CODE, THOU MUST NEVER IMPLY SUCH!” The Royal Canterlot voice rang through the valley, scaring several birds out of the floating trees.

“Sorry Prince. That’s just Bubble Berry...” Twilight trailed off, wincing from the sudden change in volume.

“What, you’ll just be two dudes knocking about in the dark,” the party pony re-interjected bouncing around happily, choosing to be unaware of the annoyance he was causing his friends.

Rather than deal with the cheeky pony any more, Twilight chose to storm off. The uncomfortable alicorn briskly followed in a huff. Undeterred, Bubble Berry glanced around for a few seconds before spotting another pair. “Applejack and Purity. Now there’s a funny pair!”

Grinning, he bounced along toward them, his energetic presence demanding attention. “What do you guys think about Luna and Twilight? The best pair ever? Nah’, I think that goes to Dashie and Flutters. But they are so cute! Oh, I should bake them a cake!”

The two ponies whose personal space he was invading, stared at the rambling pony as if their menacing glares could force him disappear.

The bolder stallion spoke up, feeling a wash of annoyance toward his friend. “Bubble Berry... speakin’ with honesty, I think ya’ should just be quiet for awhile.”

“No silly. What fun would that be?” The pink party animal failed to see where his friends were coming from and he continued to bound around the pair.

Purity spoke up, putting in an effort of his own to get rid of the pink annoyance. “Dear, please leave us alone. You’re not making our lives any easier at the moment.” The alabaster unicorn ran a hoof through his mane, turning his attention inwards. “Oh I can’t wait to get back to my shop. This mane needs a lot of work.”

“Okie dokie lokie!” With a final grin, Bubble Bounced off, leaving the fussy fashion king to his own devices, doing his best to and find somepony he could have some fun with.

With a teacup in one hand, Discord picked up an ornate looking chess piece. The imprecisely carved model matched the warped design of the board as well as the other pieces scattered about. Some pieces were hard to the touch while others had the consistency of jelly. Madmen’s chess was living up to its description, nothing was as it seemed and yet one foul move could spell disaster. Despite winning all the games so far, Discord still felt a sense of unease sitting alongside his enjoyment from partaking in such a game.

“Speak ye’ pathetic excuse fer a chaos lord! Wha’ is yer’ terms!” Sheogorath maniacally laughed, carelessly placing a half full wine glass upon the playing field. Said ornate glass warped out of existence as soon as it’s master left it alone upon the dangerous set.

“I get to rule Equestria. You will still be the big bad boss, but I get to be in charge of this world,” The draconequus replied, placing his warped chess piece aggressively upon the board.

“If ah’ win, then... hmm... Ah’ll banish you to the most evil, despicable, and putrid realm ever created... fer’ five minutes.”

“What would that be, my Madness?” Discord grinned eagerly back, feeling a sense of imminent victory as he eyed up the board, already scheming his next move.

“Th’ realm of the Twilight Saga!” The Deadra looked all too pleased with himself at the wild and cruel idea.

Discord cowered at the thought, “I must win! For if there was a world worse than Purgatory, the universe you speak of claims the title!” It certainly sounded like an unusual place.

“Must ye’ Nao?” The maniac promptly made his move, no apparent thought given to placement of the dark knight.

“This is why you lost last time, master.”

“Ah’ why might that be?”

“This is why.” The grinning draconequus took the knight with warped pawn from across the board. The Knight exploded into tiny pieces, reappearing as 4 pawns, boxing in the conquering chess piece.

Time appeared to freeze for a moment as Discord stared at the impossible play. His opponent grinned gamely at him, shrugging the move off.

“Ye’ were sayin’?” the madman leaned forward, making his next move before laughing in the face of his surprised adversary. “Remember Discord. Ah’ like mah’ game filled with jus’ a hint o’ madness.”

Discord grinned back, reclining upon his tree. “Okay. You got me there. But I’ll still win again.” Exuding confidence, the draconequus continued his play.

They continued in silence, both parties feeling supremely confident in their own abilities. Move after move flowed from the two lords of chaos as they fought for control over the crazy broad.

Soon the game reached its climax and the chessboard removed itself from their presence. “Surely ye mus’ know wha’ time this be right Dis?”

Said draconequus smiled smugly back. “Yes.” With delight written all across his warped body, Discord pulled off a small flip before teleporting away.

Sheogorath grinned evilly to himself. “Ah’ ain’t gonna let ye win tha’ easily yet again.” Pulling out his Wabbajack, he blasted the small cloud he was recalling upon. It teleported away, in hot pursuit of his trickster of a gaming partner.

Discord was the first to arrive at the new location, hovering above the city of Manehatten. “Oh this is absolutely wonderful!” He clapped his forepaw and claw together in excitement, pulling up a cotton candy cloud to reline upon. “Now we get to visit the inhabitants of yet another city. Who knows what fun I may have here!”

With a loud bang, Discord’s chaotic chess partner appeared alongside him earning an excited look from the keen player. “Ah see ye’re ready ta’ go there ya’ eager excuse fer a draconequus. Oh wait...” He thought carefully to himself for a moment, contemplating his crazy words. The mad man caught sight of his companion gazing down at the city below. “Ye can get ta’ ‘ave some fun after ye’ beat me.”

“That can be arranged.” The draconequus rolled back his imaginary sleeves, preparing for the mad game to continue.

Slowly returning to reality between them was the elusive game board itself. “An’ ‘ere she is...” Sheogorath caressed the apparition of madness idly.

Both lords could feel it, victory. Discord shuddered with glee, his next win was within his grasp. Sheogorath slowly reached for his next chosen chess piece, settling down for the game upon his cloud as he did so. Both manics laughed as the rook tumbled through a warp hole that appeared on the board. “Well at least that wasn’t mah’ King.” Joked Sheogorath before laughing as an explosion rang out from below followed by screams of the ponies below.

“I look forward to ruling this land. These ponies need to be taught the meaning of madness.” Discord continued his advance upon the game board, the taste of victory upon his lips. It tasted like a soft cotton candy cloud, freshly squeezed.

“Ah’ see ye’ have victory on yer’ mind.”

“Yes.” The cunning of a serpent leaked from the lord of voice as a claw placed his next piece.

With a grin, relishing the moment, the eternal madman slapped his next chess piece into place. “Well tha’ is misfortunate... becaus’ checkmate!”

“NO!” Discord jumped up, instantly fired up by rage.

Before the draconequus could further react, he vanished, forced by the rules of the cruel game to temperately dwell in the realm of the Twilight Saga.

“Ah’ weel. He’ll be back.” Sheogroath nonchalantly kicked the mushroom game board out of existence, grinning to himself. “Nao... Ah’ wonder if that pink rascal remembers me.”

He pulled out his wabbajack. Pointing it at the cloud he sat on, firing a quick blast off. “No. Not tha’ one.” He laughed as the vaporous substance turned into a mammoth.

As the woolly creature and it’s rider plummeted toward the ground the laughing Deadra send another blast into his ride. The mammoth turned into a mighty blood dragon. Sheogroath was absolutely delighted! He had just found an excellent ride.

“This be more like it! Fly me beauty!”

The ancient rage filled creature gave a roar, opening its wings and twisting its head around to face it’s madman of a rider.

“If ye don’ like it, Ah’ll turn ye inta somethin’ else... But if ye be good... Ah’ll let ye taste some ponies!” He let the threat hang in the air like his wabajack, poised at the ready.

The creature gave a snort and flew onwards happy enough with the prospect of getting to kill something else first.

“Right, now where was ah’....” He gazed around for a few moments, lost in his own thoughts as they wandered across multiple galaxies. “Equestria... Hmm.... Wait ah know!” You could almost see the light bulb turn on above his head as he grinned manically to himself. “Ah need ta see tha’ Pinkie Pie... Ah do believe she owes me a favor or two...”

The group of colourful stallions stood outside Ponyville in an almost reverend state of silence. The place had certainly changed for the worse since the last time they were here.

Surprisingly it was Fluttershy who broke the silence. "Um.. I need to go check on my animal friends. Poor angel bunny will be worrying her little head off without momma there."

"Okay. Well I guess everypony does have a few things they need to attend to before we set out." Twilight confirmed.

"Cool. I'll go try clear the sky." Dash added his plan to the mix.

"Mmmmmm! Cotton candy clouds. Bring some back for me Dashie!" Bubble Berry buzzed with his usual unorthodox energy.

“We’ll see Bubble. I don’t know how hard these things will be to move.” Dash replied to his bouncy friend, taking off like a rocket in search for some clouds to wrangle.

"I'm off to try and make myself look presentable. This mane and moustache are disgusting!" Purity declared.

Ever thoughtful of his own family, Applejack spoke up too. "Ah' had better check on the family. Poor grann-dad smith ain't taking this here chaos too good."

Happy enough that everypony would be able to keep themselves occupied for a few moments while he performed further research, Twilight once more took center stage. "Okay then girl-guys. I guess every pony has a few things they need to take care of. Meet me back here this afternoon at 3. Luna and I have some research we need to take care of."

With that, everypony in the small group of determined travelers split up, seeking out their goals.

Knock knock knock!

Fluttershy looked up toward the door with surprise, utterly puzzled. Who was coming by at this hour? Not that it was an untimely hour, it was only just past 1 in the afternoon. He just wasn’t expecting anypony, and all of his animal friends were still off doing their thing for the day in preparation for heading out. So, who could it have been?

“Um...coming! Coming!” He called nervously toward the door. But then he retracted. What if it was somepony dangerous and now knew she was inside?

‘Don’t be ridiculous,’ he thought, ‘If it were somepony like that, they wouldn’t be ringing the doorbell or knocking on the door.’

Gulping, the nervous pony trotted over to his front door. The sound of sighs were heard from outside before a voice rang out,

“Fluttershy, it’s me!” Came the now-male voice of Rainbow Dash ,“Open up!”

Relieved, Fluttershy practically flew to the front door and opened it to reveal Rainbow Dash...or rather, Rainbow Blitz as he preferred to be known in his male form. The cyan pegasus grinned with confidence and excitement as he then bounced on the spot a little bit.

“C’mon, Fluttershy! Even with this crisis, you shouldn’t be cooped up all alone! So why don’t you come with me? We’ll hang out and I’ll show you some tricks! What do you say?” The weather pony wore a hopeful look upon his face as he gazed at his best friend.

“Yes!!” Fluttershy burst, sounding a lot more eager than he intended. Realizing his error, he hid back behind his pink mane and took a step away. “Um...that is...I’d like to...”

“Well, great!” Blitz said with a wide grin. “C’mon, we’ll fly out to our regular practise field!”

Nodding, the butter-yellow Pegasus followed after Rainbow Blitz as the two flew out of his cottage. Neither of them spoke as they flew along, just soaring freely along the open skies. But much to Fluttershy’s surprise, Blitz wasn’t dashing on ahead like he normally would, but was instead just flying alongside him at a fairly fast pace. It made him feel pretty warm inside, that there were actually moments he didn’t mind slowing down.

His only hope was that he would still feel that way if they were ever in a relationship...

“Mustache? You shall be defeated at once!”

A razor brushed across the thick purple hairs, erasing them from existence. “Victory is-”

A perfect smile of facial hair spontaneously combusted on his lips.

“Again!”

Yet again, the mustache triumphed.

“It is of no use!”

A sudden banging on the door below caused the fashion king to jump. "Purity? Open up. It's yer friend Applejack here."

A distraught voice rings out from inside, "go away! I'm in no shape to be going out anywhere."

"Please open th' door Purity. Ah' don't wanna buck this thing in." He let his threat hang in the air for a few moments.

An apple tree closed in on the farm pony, due for a collision course. He bucked his charge as if it were planted, sending the fruit laden object spinning out of control. At the sound of his strong hooves on wood Applejack heard the sound of a pony rushing around inside.

"Ah' Don't want to do that to ya' door Purity." He let the final threat hang in the air, hoping he would not have to carry it through.

A light blue aura appeared around the threatened object. A grim look overtook the face of the aggressor. However, before he could take any action, the enchanted door opened, revealing a very distressed looking fashion prince. Applejacks jaw nearly dropped at the sight. Despite the unwanted change upon the ex-mares life, the stallion before him still managed to hold himself with an air of somepony who knew they were important. But what had really drawn his gaze was how beautiful the stallion had managed to make himself.

"If you are going to continue to wear that shocked look upon your face I will have to ask you to leave." The strict tone told used, told the orange farm pony his shocked stare was unwelcome.

"Uh… sorry about that sugarcube. Ah'm jus' amazed by how darn nice you look."

"Oh please. In this lump of a body?"

Applejack sighed, "yes. Ya' even do a good job as a stallion. Now calm down an' follow me. It's about time for Twi's meeting."

“Twilight Sparkle... there is something we must discuss concerning our- my sister. I do not feel we should show Celestia to the town. Her condition... it would lower their confidence.” Luna said to Twilight as the pair gathered books.

“Yeah... don’t worry Luna. We’ll get your sis- brother- or whatever she is back to normal soon. If there’s a pony that can do it, it’s you Luna. And we all get done, everypony will think of you as the greatest hero ever!” Twilight reassured. “Let’s just focus on letting everypony know our plan. Hopefully they will have some ideas on how to help us. Then after, we can depart and go save Equestria? Deal?”

“Accepted!” Luna scurried towards Twilight and reached towards his saddlebag. It was out of Twilight’s comfort zone by many figures, however, for Luna, he would allow it.

Luna cradled her sister warmly and offered a promise, “Celestia my dear sister. I will find the source of this menace and rid you of this curse! I love you with the force of a thousand nights! Twilight and I shall not fail you!”

Luna reluctantly rested Celestia on the floor and followed Twilight outside to face the music.

“Villagers! Hear me now! Your Prince Luna and our heroes are at your service! We have identified the source of the gender-conflict. We are already gathering tools and preparing our plans. Is there anypony willing to offer us help?”

A slight shuffling of hooves was heard in the silence. This was less than surprising as they had not expected any to be eager to help anyway. It seemed that few ponies were feeling brave on such a chaotic new Equestria.

A voice rang out from within the crowd. “You and Princess Celestia can save us! Why do you need our help!?!”

Twilight considered for a moment, before he then spoke up on Luna’s behalf, “That’s because even our Princesses...sorry, our Princes, can’t do this alone. As powerful as they are, even they need help sometimes. And we all work together to keep Equestria safe! With the power of all of us, helping in all kinds of ways, big and small, we can make a difference! We can help this along if we just all put our efforts into it! Princess Celestia and Princess Luna have always been able to prosper with all of us, and they work with us too!”

Mr Cake stepped forward, presenting herself to the bold unicorn. “Well I know I won’t be any good out there with you. But my wife and I can still help by making something for the road for you and your friends.”

“Oh! Cake!” Bubble Berry knew the right moment to appear, startling everypony else. “I love cake! Can you make us some wonderful cake for the road?”

“Yes Pinkie I can.” The mare replied to her, smiling kindly.

“That’s great, Mr. Cake!” Twilight praised. “That’s exactly what I mean!”

A sudden crash was heard from above and a muliti-coloured pile of stallion fell from the roof of Twilight’s library. Blitz lept up, angrly shaking himself off. “Sorry everypony! Still getting used to these new wings!” He walked over to stand next to the two horned ponies who were trying to lead the meeting.

An embarrassed looking Fluttershy landed behind him, quickly making his way to the back of the expanding group of friends.

“Hey, there you are, Fluttershy!” Blitz cheered up upon seeing his friend there. “I didn’t think you’d catch up!”

“U-Um...sorry...” Fluttershy squeaked, hiding behind his mane.

“Don’t worry darling. We’re all a little embarrassed here.” Purity played with his mane as he walked alongside his farmer friend, also choosing to stand at the back.

Twilight smiled at the sight of his friends, glad to have the backup, before he addressed the crowd once more. “So like I said, we can’t do this alone. We’re going to need everypony’s help with this!”

Mayor Mare spoke up, doing his best to look as confident as possible. “I think I speak for everypony here, when I say that we will not be able to go with you. However, we all know you are a marvelous organizer Twilight. What would you have us help you with then?”

“If no pony wants to come with us then I think it would be best that you all band together and look out for each other. With Discord on the loose, it’s impossible to tell what’s going to happen next. But to anypony willing to help get us on the road with supplies and the like, you assistance would be greatly appreciated.” The purple unicorn stated.

"That sounds like a plan Twilight.' The old leader replied, hopeful that the scholar would continue to have all the answers his townsponies required.

The late day sun was low on the horizon by the time the small traveling group of ponies came to a small clearing on the outskirts of the Everfree Forest. The normally terrifying forest was in the middle of transforming into something beyond its normal self. Trees appeared to be preparing for lift off while the shrubbery cowered upon the ground. It was as if the animals who dwelt within were in hiding, none were in sight. Despite chaotic environment, the small group knew that the worst was yet to come.

“Here’s a good place we can rest a bit, everypony,” Twilight announced to the group, setting his saddlebags onto the ground. “Get a good nights rest and we’ll find Discord in the morning.”

Everypony followed suit, softly murmuring in agreement as they set their possessions down along the clearing and sat down upon the grass to rest their tired legs and muscles.

“I’m going up there to keep watch guys!” Rainbow Blitz immediately took to the skies, looping around and pulling off a few small tricks

Fluttershy however, quietly wandered off to be by himself a bit, especially since he saw a stream nearby. It looked nice and peaceful within the otherwise chaotic surrounds. This would be a perfect distance, to which he could get back to their little designated camping spot, but also have enough privacy to be out of earshot of his friends.

The butter yellow stallion walked along the path to the stream, his head hanging low and his mind jumbled with fear, worry, and sorrow. Fluttershy glanced around him, before he finally reached the stream and sat down in front of it. He stared into the running water, seeing a partial image of his reflection. A sad, weary yellow pegasus stallion with a pink mane was looking back at him.

‘That’s not the face of a brave, warrior stallion...that’s a coward.’ He thought miserably. ‘A coward not strong enough to defend, to fight against the forces of evil with his friends... A coward who can’t even tell his best friend that he loves her-him... Who am I kidding, anyway...I’m not good enough for Rainbow at all...I never was.’

Fluttershy jumped as warm body pressed up against his own. “It’s okay darling. It’s only me.” Purity announced his presence as he gazed glumly into the stream.

“...Oh, hi Rarity...er...Purity, sorry...” Fluttershy stammered, looking away. “...Is...everything okay? You look a little upset.”

“Well there’s this horrible body I’m stuck with... I can’t get rid of my mustache and two of the most twisted beings are out there, having fun at our expense. Of course I’m a little upset.” The unicorn purposely looked the other way, doing his best to not show off his new face.

“I’m sorry... I...well...I’m in no better position myself, either...” Fluttershy admitted, sniffling a little.

“Yes...” Purity turned at the sound of sniffling to wipe away a tear from his friend’s soft face. “I notice your new coltfriend has decided to be pig headed and play in the clouds. Typical Rainbow Dash...”

Looking up, Fluttershy could see the blur of blue and rainbow dashing about in the clouds. He sighed, feeling another tear fall down his cheek. “I wish...”

“That he was down here with us?” Purity didn’t follow his friend’s line of thought, finishing the soft sentence off as more of a question.

“...Well...yes...and...he’s not my coltfriend... but I wish he were...” The creamy yellow stallion mumbled, eyes downcast yet again. He didn’t even realize he’d just admitted exactly how he felt.

A moment of silence followed Purity processed the new information. “You know... I you could say I feel exactly the same.” A white hoof ran through a soft yellow coat as Fluttershy fought back tears.

This jolted Fluttershy as he stared with wide, teary-eyes at his close friend. “What....?! You mean you....?” He squeaked.

“I like one of our friends too. Yes... She was the most amazing mare I’ve ever met. Daring and brave...” The alabaster unicorn sighed. “There’s nopony else like him. I guess we’re just too different... he would never ask me...”

Lip quivering, Fluttershy turned away and bit down on his lower lip to keep himself from sobbing. His heart dropped to his stomach and he felt his entire form practically deflating. “...I...I see...well...P-Purity...if that’s...h-how you feel... I...I understand... If...two ponies are meant to be...you should go for it...you’ll win his heart over fair and square...you’re far braver and more assertive...”

“Darling... you can be brave when you need to be. I remember you once faced down a dragon and won. Not to mention all the other creatures in Equestria we would have lost against if it weren't for you... I-I think you should try and ask Rainbow tonight...” The unicorn ran a reassuring hoof down his friend’s back. “After all... I think he might say yes. Unlike in my case...” Purity placed his chin on the ground, maintaing his regal persona the best he could, despite feeling downcast.

“But...I....you deserve a chance at love, too, Rarity...” Fluttershy dropped the male name. “...If you really want it, you should go for it...I’ve been too much of a coward to... There’s no way Rainbow could ever love me... I’m not good enough for him.”

“It’s Purity now, darling...” The fashion king found his old name painful, reminding him what he had lost. “Wait... Rainbow?” He made a grossed out face at the thought causing a shudder to run down his spine. As much as the speedster was a friend, that was all he could ever be to the dainty ex-queen of fashion.

Not noticing, Fluttershy wiped the tears from his eyes, trembling. “I’ll back off... It’s okay...you don’t have to worry about me... I want my friends to be happy... I’m just going to need time...I hope you’ll understand that.... I just-”

A alabaster hoof planted itself on the pained pegasus’s mouth, stopping further talk of anguish. “I’m not after somepony as brash and stuck up as Rainbow Dash dear. No no... that pegasus is far too much for an artist such as myself. I...” The unicorn suddenly became highly nervous, glancing over his shoulder at the small group of talking ponies they had left behind. “I-I recently discovered... that the stallion of my dreams was in fact a mare. The most amazing and strong pony I’ve ever met.” Meeting his tearful friend’s eyes Purity forced himself onwards, hoping to be able to deliver his confession before chickening out. “That wonderful pony is...” He leaned in closer, fervently hoping that only his friend would hear what he had to say next. “Applejack.”

Eyes wide, Fluttershy squeaked in surprise. He looked at Purity, before looking away shyly. “O-Oh! I’m sorry, Purity... I misunderstood... Um...but that’s...that’s wonderful! I mean-! Not just because you like somepony else! I mean...! Well...I think...you and Applejack would be great together... Um..y.you two just...really balance each other out nicely...”

“Oh darling... you’re just saying that...” A blush heated the normally white cheeks on the unicorn and feeling rather bashful, he turned away, gazing off into the trees.

“No! I mean it! I mean...it’s not something I’d thought of before, but now that you bring it up, it makes a lot of sense... I think....you should try to ask him...” Fluttershy murmured. “I think Applejack would give you a chance...”

“I don’t think so...” The nervous unicorn felt better for having shared his secret with his friend but still feared rejection from his crush. “The problem here is... I’m sure Applejack is straight. Her-his... his whole family is... they are old fashioned like that.” A long slow sigh escaped him, it almost felt like he had been rejected already, he fought the pain inside, wiping away stray tears that ran down his face.

“Well...has she ever said that? Did she...ever outright say no to you, or to any other mare?” Fluttershy asked.

“I... I don’t think anypony ever asked her out before...” Purity mused into his forehooves, trying to hide from the outside world.

“You still have a chance, Rarity...and as I said...you’re braver than I am.” Fluttershy murmured. “I couldn’t possibly ever have a chance... But you...you do...”

“What in Equestria do you mean dear? Haven’t you seen how Rainbow can’t seem to stop plucking you up and taking you out for flights despite how little you love flying?” Purity finally faced his friend, a confused look upon his face.

“Oh, I love to fly...I really do... I’m just not fast and daring like he is...” Fluttershy murmured. “But it’s not enough... Rainbow needs somepony who can keep up with him... I can’t...”

“If I may have a word in here... I rather think that what he needs is somepony to slow him down before he gets seriously injured. All that speed... I can barely begin to imagine what it would do to his mane....” The artistic unicorn pawed at his mane, making sure it was still in place.

“But that’s something a best friend can do... He doesn’t need me as a lover to do that...” Fluttershy whimpered, eyes downcast again. “I’m not good enough for him, Purity! I never was!”

The alabaster unicorn resisted the urge to facehoof. His attempts at getting his friend to see that Rainbow Blitz appeared to like the shy pegasus were continually failing. Deciding to give it one last go he took a deep breath, building up his courage as best he could.

“Look... Fluttershy... How about... I’ll try and ask out Applejack if you ask Rainbow Dash out first...?”

“I...!” Fluttershy squeaked, wide-eyed and stammering. “I...I...I don’t know...I.... ….Oh...all right. I’ll try. ….Even if I get rejected, at least you can still try...”

“Do you really think that I will succeed in asking Applejack out?”

“....I think you will....I think... Applejack would try to give you a chance...before saying no...”

“Rainbow will do a lot more than that for you my dear... but I guess that a possibility is better than nothing...”

“...I hope so, Purity... I hope so... I love him so much...I’d give anything to be with him...” The creamy yellow pegasus whispered tearfully. “And I have to tell him...I will! I can’t stay in the dark any longer! I need to know where we stand!”

“Well... go get him Fluttershy...” A smile lit the alabaster encouraging unicorns face. “He’s right up there now... looking at you...”

A little gasp came from Fluttershy as he looked up. Sure enough, Rainbow Blitz was peering down at them, and right at him, it seemed. He blushed heavily, and before he could stop himself, his wings spread open. Flapping them, he flew slowly up toward the cloud, shaking slightly, an open display of how nervous he was.

A soft roar was heard in the distance. Fluttershy panicked, rushing into the nearest bush cover, quaking in fear. Despite how far away the sound seemed, it was the low evil rumble gave away the intent. Something dangerous was now present in the normally peaceful lands of Equestria.

Strong hooves wrapped around the quaking pegasus and before he knew it,  he found himself receiving a soft peck on the nose before being placed back on the ground. He gazed hopefully up into the eyes of his helper.

“There you go Flutters.”

“R-Rainbow...” Fluttershy squeaked, looking at the strong pegasus with wide eyes.

“Who else?” The cyan stallion grinned back. “Sounds like we have ourselves a dragon!” He sounded all too eager at the thought.

“Meeeeeeeeep!!!” Fluttershy squealed in fright, holding to Rainbow Blitz tightly, burying his face in his neck. “N-N-N-N-No! I was afraid of that!”

“It’s okay. It sounds like it’s far away. If he comes any closer... I’ll kick his flank into next week.” Blitz declared with the utmost confidence.

A little whimper sounded from the quivering yellow pony.

“Yes but what if that dragon has rider on it and that rider just happens to be carrying a Wabbajack?!” Bubble Berry burst into the private moment, bounding around with far too much joy for his implications. “Oh! Then I might get to meet Sheo again! How cool would that be!?!” He clapped his forehooves together, delighted with himself.

Fluttershy wasn’t sure what to feel then. More scared, more upset at losing his chances, or angry. Part of him just wanted to shout to their friend to go away. But he managed to calm himself, trying not to think of it that way. ‘He’s just being Pinkie... He probably didn’t know what was going on...’ “That’s nice, Pinkie...”

“So yea... we should prepare a nice BIG welcome party for him!” The party pony continued bouncing around, adding streamers to the mix.

“Great idea, now go talk to Luna and Twilight about it. I got some...tricks to show Flutters over here.” Blitz said, waving him off. “We’ll plan pranks later!”

“Okie dokie lokie!” The pink prankster hoped happily off, eager to find the spell-casting duo.

Fluttershy blinked. ‘What? ...He’s trying to get alone with me? ….Well, for tricks, of course...but at least we’ll be alone...’

“You two Purity! Chat time with Flutters here is over for you. I’m going to steal him for a bit.”

The fashion king gave his mane a quick swish, starting on his way out. “Nothing wrong with that darlings. I-I need to go find Applejack anyway.”

As soon as the alabaster unicorn was out of sight, Blitz stretched as if preparing to perform some of his stunts for his usual cheerer. “Looks like Pinkie’s going to be the only one who doesn’t have somepony to pitch his tent with tonight. Everypony else is taken.” The cheeky cyan stallion giggled, grinning at his best friend.

“T-They are...?” Fluttershy blinked, his cheeks turning red. “I mean...I don’t have anypony to share with, either...”

“Flutters, you’re sharing with me!” Blitz grinned, walking over to him, stretching his legs as he did so. “And tonight’s apparently going to be pretty cold, so we’ll have to sleep real close together.”

Fluttershy felt a mixture of overwhelmed and yet thanking whatever power out there was granting him this amazing opportunity. “That sounds fine to me, Rainbow... I’d be happy to...”

“Great! Now lets head back to the others. We don’t know what strange things a pony can bump into out here.” Blitz began to walk off, hoping that his best friend would follow.

A pout formed at Fluttershy’s lips as he realized that his attempts were futile. He wanted to call him back, but how would he explain why he wanted to remain some ways away from their campsite? Giving himself away wasn’t an appealing option, but he also couldn’t let this slip away.

“...That’s okay, you go ahead...I’ll...stay...here...alone...” Fluttershy turned back to the stream and began to take a drink from it. ‘At least I can think of a strategy to win him over and ask him out...’

“You sure...?” The cyan pegasus turned to face the shy pony. “You aren’t normally the type to just wander off when there’s danger about.”

“...I just...well... I just need to think.” Fluttershy responded, still pretending to find the stream a lot more interesting.

“Okay. Well...uh... When Fluttershy comes back, please send her to me. I’ll be with our other friends. Don’t get too scared out here pal.” Blitz then continued on his way, heading to the rest of their small group of friends.

Nerves shot, chance gone yet again, Fluttershy sat, staring down at the stream. This was not working out. He just couldn’t do it. Not even the dangers that awaited were enough to motivate him to just go through with it. Even for just the reason to see where they stood.

Lamenting yet another loss, trying hard to think of a good approach for later, it was for naught as a couple more tears slid down the yellow stallion’s face.

‘It doesn’t matter what anypony says...I’m not good enough for him...’

Rainbow Blitz slowly walked back to where Bubble Berry was talking with Prince Luna and Twilight. Although his eyes were to the front, his mind was on the pony he had just left. Something was causing his shy friend to act stranger than the normally did. It was almost as if Fluttershy were trying to build up the courage to say something but as usual, was failing to do so. He knew that pushing the matter any further would only cause the new stallion to recede even further into his shell, shying away from everypony else. This fact only added to the storm brewing inside and he sighed, flicking his powerful wings in annoyance.

Seeing him there, Purity wandered over to the cyan stallion, keeping as cool and casual as he could. Especially since he didn’t want to give away two obvious factors at hoof...

“Darling, is everything all right? You seem to be spaced out.”

“Yea. It’s nothing. Just thinking. I’m cool.” Blitz did his best to evade the question, continuing his sedate pace back to camp.

Not buying it, Purity followed him. “I spoke with Fluttershy earlier. I think...there’s quite a bit he would rather get off his chest, but he seems to have quite a bit of trouble doing so. He hasn’t the courage, and it’s quite a shame.” A meaningful look was thrown his way.

“Yea, I know. Whatever it... It must be pretty big.”

“Mmm,” The alabaster unicorn responded thoughtfully, nodding. “Yes...there’s...something very important to him that he wants. But he is afraid to try to...achieve it, if you will.”

The athletic pegasus cast a meaningful glance toward the unicorn at his side. “Do you know something that I don’t Purity?”

Purity bit his lip, contemplating his options. As much as he wanted Rainbow Blitz to get a clue, he also didn’t want to compromise anything. “...Darling, it isn’t my place to say. It would do you better if you spoke to Fluttershy about it.”

“Nevermind... If he made you Pinkie promise anything then you don’t have to tell me. I’ll as him when he gets back to camp.”

“I think it would be a far better idea to speak to him alone of this matter.” Purity advised. “All that I ask of you, is that you hear him out.”

“Of course I’ll hear him out. What kind of element of Loyalty would I be if I didn’t.” Blitz scoffed at the very idea of walking out on his friend under any circumstance. “Besides... We’ve known each other since we were fillies at flight camp. There’s nothing he can say that will be too much for his best friend.” By now it was starting to sound like the bold stallion was bragging.

Rolling his azure eyes a bit, Purity decided not to argue with him on it. “Perhaps so. But what he has to say may be surprising. Just so long as you’re honest, it should be all right.” The white unicorn then trotted off to assist Applejack with setting up a tent.

“Of course I’ll be honest! What kind of friend do you take me for? I can’t see how anything that shy stallion says could be... that big.”

“....Um....Rainbow...?” Came a soft male soprano from behind him.

“Hmm...?” The bold pegasus turned to face the soft sounding pony who had managed to sneak up behind him.

Gulping, Fluttershy hid behind his mane again as he shuffled a hoof along the ground. “I...um...was going to come help you...p-put up the tent...”

“Great. Come on then!” Without a second thought, the speedster took off, grabbed his friend before he barreled into camp, almost crashing into Twilight and Luna on the way.

The ever-energetic stallion planted his friend down beside him as he alighted near the two surprised ponies and a bounding party animal. Fluttershy blushed, but busied himself by taking out the tent equipment with his mouth.

As his shy friend worked, Blitz turned to the small party of ponies. “Hi guys. Just thought Flutters and I would drop in.” He grinned in a cheeky fashion, waving a hoof at the bouncing pony who eagerly repaid his greeting.

“So you two ARE sharing a tent!” Bubble Berry exclaimed from where he was, grinning. “I knew it!”

“Well yea. Why wouldn’t I share with my best friend. Who are you with Bubble?” Blitz grinned back with pride.

“Me!” Twilight spoke up. “Luna guards the night, so I agreed to share with Pinkie-Bubble, sorry.”

“Ah’m sharing with Purity.” The orange speaker rounded the corner smiling lighty at his friends. “Ah’m sure he’ll need all th’ help he can get. Like somepony ta stop him from trying ta shave his face.”

Bubble Berry bounded up to the farmer, bopping him on the nose. “But Purity looks stunning with a ‘stache! Why would anypony ever want to cut something so stunning!?!”

Purity huffed and covered his mustache with a hoof.

“Ah’m glad that ya managed ta join us Purity.” Applejack greeted his long time fashion loving friend giggling lightly at the comical sight of the stallion trying to hide his facial hair.

“You would feel ashamed as well if you had facial hair where it didn’t belong!” Purity grumbled.

“Actually, I’d love a stylish ‘stache!” Bubble Berry grinned. “I always imagined myself with a ‘stache if I were a stallion!” His hooves massaged his nose, pretending to style the most epic mustache in all of history.

“Don’t stop now Purity! At this rate... we’ll all want one!” Blitz laughed raucously as the white cheeks of the fashion king darkened.

“Oooohh! A rainbow ‘stache?! That would the most epic and awesome ‘stache ever!” Bubble Berry squeed. “You have to grow one, Dashie! Flutters! You have to grow a beard!”

“...Why do I have to grow a beard?” Fluttershy asked, confused.

Purity’s eyes went wide. “Certainly not! No such facial hair will sully Fluttershy’s face!”

“Hey, that’s his decision,” Blitz defended.

Blushing immensely, Fluttershy hid his face in his best friend’s neck.

“I still think we all should try grow ‘staches!” Bubble bounced around eagerly, gazing excitedly at each of his friends hoping for a happier response.

Twilight gave a shrug, not caring either way. Luna looked amused as he merely observed the other ponies. Applejack laughed, finding the idea of growing a mustache to be silly and yet intriguing.

Shaking it off, Fluttershy just went back to work at helping to set up their tent, busying himself from such thoughts that were currently entering his mind.

“We can think of doing something cool later Bubble.” Rainbow Blitz

“You got it, Dashie!” Bubble Berry winked before he hopped off.

Seven ponies sat around a small campfire. The late day sun was beginning to dip below the horizon signaling the end of the first day under the influence of two chaotic masters. Luna’s cue to raise the moon was impending, as the Prince of the Night waited upon this task.

In the meantime, Bubble Berry was happily devouring a cupcake, much to the disgust of Purity. Who had, yet again, tried to unsuccessfully cut his mustache with a pair of scissors.

Applejack sat between the fashion king and Rainbow Blitz, doing his best to get the unicorn’s attention off his facial hair. Successfully batting away the scissors, he planted himself on the sharp tool preventing further attempts. He winked at the scowling pony, happy to have finally captured his attention.

Fluttershy, the only pony lying down on the ground, sat a bit away from the group as he stared into the fire. Trying all he could to distract himself from everything, he avoided getting too close to the very pony of his affections. It proved difficult, all things considered, especially since he’d been trying all afternoon to figure a way to approach the matter at hoof in his heart. But nothing came up that seemed to work. Anything he wanted to attempt was excused off as a failure waiting to happen. Instead, all he could do was lie there miserably, his head resting on his crossed forehooves, staring sadly into the fire. Even the little squirrel that curled up against his body did nothing to cheer him up.

“Thou art quiet, Fluttershy.” Luna spoke up to the yellow stallion as he turned his gaze to him. “Does something ail thou?”

“...I’m fine, Princess-...sorry, I mean...Prince Luna...” Fluttershy responded sadly. He stood up, stretching his limbs. “...I’m going to my tent...I...don’t feel well...” Without waiting for a response, he trotted to the tent he shared with Rainbow Blitz.

The alicorn of the night sighed to himself. “Thou truly must have a burden upon thee...” Tearing his attention away from the disappearing pegasus, he turned to his night sky.

Bubble Berry saunted over to Blitz, nudging him lightly. “Go on, Blitzie....” He winked at him knowingly.

“What?” The bold multi-coloured stallion gave his pranking buddy a odd look, wondering what was on his crazy mind.

“You know...” Bubble Berry said in a sweet sing-song voice, indicating toward the yellow pegasus, who was just entering the tent. “Go after him, silly! Right into the tent, so you two can have aloooone time! Did you miss that ‘Come Hither’ look he was throwing your way?”

“He wasn’t throwing me anything Bubble. You’re just seeing things.” Blitz defended as he wandered off, heading toward his lonely friend.

“Oh, I know what I see, Blitzie.” Bubble winked, snickering. “Go on, go after him...”

“Whatever Pinks.” Blitz giggled at his incorrect use of his friend’s name as he approached the tent. “You can go imagine a prank with new ‘staches or something.”

“Definitely!” Bubble giggled, winking after him.

Inside the tent, Fluttershy lay atop the spread of blankets, staring at nothing as he was lost in his thoughts. Thankful for the solitude, he felt a bit more at peace and could think straighter, despite that his anxiety still nibbled at him. Exhaling, he rolled onto his back, staring up at the top of the tent thoughtfully.

‘What can I do... I can’t just walk up to him and say I like him... Could I ask him to be my special somepony? ...No...that’s too strong... I have to figure a way to ask him without giving too much away...but also so that he gets the right idea. But how?’ “...I’ll never figure out how to do it...” He lamented.

“Do what?” A cyan muzzle appeared, brushing aside the entrance to the tent. Rainbow Blitz could feel he had walked in on something and was intrigued as to what it might be.

“Eeep!” Fluttershy squealed, throwing his hooves over a lower section of his body, blushing immensely. “N-Nothing...!”

Sliding in beside his longtime friend, Blitz flipped himself over to lie on his back, playing with imaginary clouds in his forehooves. “So... What’s up? Can’t my best friend tell the coolest pony ever what’s on his mind?”

Fluttershy swallowed hard. With his best friend just lying there beside him, it was even getting harder to resist the urge to climb on top of him and just tell him how he felt, point blank. He blushed at the thought. No there was no way a shy pegasus like he could ever do that.

“...I just don’t know how I can...” Fluttershy sighed, looking upward again.

“Well what sort of a problem is it? Is it a Fluttershy being too shy as normal kind of thing?” The cyan pegasus grinned over at his close companion. “Or is it a Fluttershy needs somepony awesome and cool just like me to give you a helping hoof?”

“Um....well....I-I...um...well....b-both...” He squeaked.

“Okay. Then what do you need me to do?”

‘Darn it! Why did I say that?! Stupid Fluttershy! Don’t put him in such a position!’ “I have a problem, Rainbow....it’s something only you can help me with!” The pink-maned stallion blurted. Realizing his mistake, pulled the blanket further up over his muzzle. “Eep...”

“Gee Fluttershy. I don’t think I often get to see you this... shy before... Let me know what it is... anything at all and I’ll do it. Come on!” He bumped a cyan hoof against his friend’s side, trying to encourage him.

“I...I.... I just couldn’t possibly put you in such a difficult position, Rainbow...” Fluttershy whispered, trembling a bit.

“Now you’re just being silly, filly. What could possibly put me in a difficult position?” Blitz asked proudly, gazing into the captivating eyes of his best friend.

Fluttershy rolled onto his side, facing his friend. “...I have this...problem....”

“Yes...?” Prompted the cyan stallion who was clearly growing less and less excited, the more his shy companion dragged the proceedings out.

The timid stallion inched closer, his teal eyes glimmering with plead and...love. Reaching a hoof out, he gently caressed his companion’s cheek. “Rainbow...” He whispered lovingly, a little smile coming to his face. “Will you....”

“Guys! Guys!” The urgent looking face of Bubble Berry popped into the tent, breaking the moment in two. “My Pinkie-Now-Turned-Bubble senses are doing something crazy! We have to go now!”

“Really Bubble?” An annoyed Rainbow Blitz looked up at his intruding friend, spotting the urgency he became a lot more serious. “Wow Bubble... What’s wrong?” He slowly picked himself up, preparing himself for a potentially unwanted answer.

“Well you see... the last time my body acted this weirdly.... he pointed to his still twitching tail. It meant that my buddy Sheo was coming to get me. This time I bet he’s on a big ol’ nasty beastie and headed right this way so we need to go right now!” The warning was followed by the party pony looking like he wanted to explode with tension. Instead he bolted off to get the others on the move as well.

Fluttershy, felt a mixture of panic from the news that Bubble told them, as well as very annoyed, while also relieved. He burrowed beneath the blankets, unsure of what to do or what to even feel. Especially since if this strange threat Bubble Berry knew so much about was coming by, he was not looking forward to it in the slightest. ‘And now we’re in danger, I couldn’t even tell him! I can’t fight this thing, it’s crazy! What am I going to do? They’re all perfectly strong and brave... I’m not...I’m only going to slow them down.’

“Come on Fluttershy!” Rainbow blitz took hold of the pink tail of his shy friend and began hauling the cowering pony out of the tent. “Come on! I’m sure you don’t want to be caught by a dragon or anything.”

“No! No! I can’t...! Rainbow, I’ll guard the camp! You guys all go ahead....you even have Prince Luna there to help! You don’t need me!” Fluttershy cried, pawing at the ground.

Lifting off into the sky, Blitz yanked his friend up with him. With a mighty tug, he lifted the terrified pegasus into the middle of the camp, ditching him on the soft ground beside the fire.

Prince Luna rushed up to them. “Alright you two. Thou must follow if thy wishes to survive the night.” With a mighty beat of his wings he took off into the night sky to keep watch.

Blitz fought to keep his quaking yellow friend under control as the rest of the group quickly assembled around them, led by a very serious looking Bubble Berry. “Guys! Big and I mean HUGE change of plans!” The normally ecstatic party pony looked both terrified and  excited. “Sheogorath is coming this way! My Pinkie-turned-Bubble senses are telling me he’s on his Wabbajack made ride and his pet dragon will try to eat us and that will be very very bad! So we need to move! NOW!”

“Move where?” Twilight asked, tapping his friend. “Where should we be headed?” He was determined to keep a level head, despite how bad things were looking.

“Well we need to get someplace that only Sheogorath will find us. Someplace like a cave or something big enough to throw a party but small enough to stop a dragon from coming in! So lets go already!” Full of energy, the bouncy party pony took off, desperate to evade capture for the time being.

Twilight was, however, still confused. “So, we’re going to a place where the enemy is going to find us...so we can avoid...his...Wabbajack pet...? I’m not seeing the better alternative here.”

To answer his question, the pink pony zipped up to the lavender stallion, meeting him forehead to forehead. “Yes. Because you and Luna need to beat Discord but first my buddy Sheo is on his way alone! Lets go!” He was off again, without giving a moments notice for Twilight to recover.

“W-What...” Twilight looked around at his friends, blinking his eyes. “I’m still lost here. I thought they were together...”

“Ah hear ya, sugarcube...” Applejack mumbled, shaking his head. “Ah ain’t got no idea what we gotta do.”

“I suppose the best we can do is just follow him...” Purity sighed. “We’re not getting anywhere with any of this.”

“You guys go ahead, I’ll stay here and guard the camp...” Fluttershy volunteered, slinking away, clearly not wanting to come face to face with the big bad guy or his monstor.

“We don’t want anypony to guard the camp. Bubbles said we need to go right now!” Urged Twilight as he pawed at the ground, desperate to follow after his spastic friend.

“Come on Fluttershy. Fly with me!” Blitz added his urging to the mix, hoping to get his cowering friend off the ground as the rest of the group galloped off after Bubble Berry.

“But Rainbow, I’ll only slow you down! We have to go fast and you go faster than I ever could!” Fluttershy whimpered, still trying to get away. “Really, don’t worry about me...you guys go...”

“Snap out of it!” Rainbow Blitz almost hit his companion. “I know you fly well when it’s just us, so be a pegasus! Fly!” He landed, flaring his wings angrily.

Having seen the gesture, Fluttershy whimpered and looked away with shame, closing his eyes as he waited to be struck.

A soft menacing roar sounded in the distance. Whatever it was, it sounded angry. What looked like fireworks exploded several miles out from Ponyville adding to the unusual display.

Squealing in terror, Fluttershy immediately sought safety within the safest place he could immagine. He of course jumped right into the hooves of Rainbow Blitz, clinging to him.

Taking the opportunity, as annoying as his friend was becoming, the speedster took off like a rocket after the others. “You know Fluttershy...” He cast a glance down at his clingy companion, annoyance written all over his cyan face. “No offense here but you really need to grow a pair...”

Fluttershy just looked away, unable to respond to that. Knowing that he was right, not to mention irritated with him now, he felt all the courage he could’ve had just melt away like snowflake in a furnace. ‘He’s right...I do... He wants somepony who’s brave and strong like him... And I’m not... That’s it, I give up. I’m not trying this anymore. I’d better forget about it now...’ A tear pooled in his eye before falling down his cheek. ‘May as well get this over with so we can go home...and I can seclude myself away from him for a while. Look what you did, you idiot...all you did was get under his nerves and inconvenience him!’

The speedy pegasus quickly caught up with the other ponies and hovered above them, taking stock of the situation. “But I can’t complain I guess... I’ve always been here saving your flank. It’s fun.” He giggled lightly, having cooled down from his bout of anger he suffered earlier. “I wonder where that Bubble is headed....” He mused as he watched the leading puff of pink pull into a denser spot of green. Without a second thought, he took off in hot pursuit, zipping in between trees and shrubs, showing off his skills as a showpony.

The creamy yellow pegasus he was holding made absolutely no complaint. In fact, he didn’t say anything at all. At this point, Fluttershy just about lost all hope and had nothing more to say about anything. He just stared ahead, unmoving, waiting for this to be over. He couldn’t even enjoy the feeling of being so close to his defender now.

In the lead, Bubble Berry laughed, he couldn’t believe that he was finally getting to meet the eternally crazy Daedric prince of Madness once more. He knew that it would be a crazy meeting, a very fun one too, at least for himself. He only hoped that Sheogorath remembered him.

“This is going to be GREAT!” The excited party pony cried out before dashing toward a cave up ahead.

Chapter 4: Impending Tide of chaos

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