Answering the Call

by Sigil Flare

Rating: teen
Tags: Twilight Sparkle, Original Character, My Little Pony: Friendship is Magic, Rainbow Dash, Romance, Fluttershy, Spitfire, Tragedy, Adventure
Length: 34592

Spitfire is sent to collect the Element Bearer's to come to Equestria's rescue once more.

It has been four long years since the mane 6 have gone their separate ways. Upon being summoned for an audience with Princess Celestia, Spitfire is called upon to gather the Bearer's of the Elements of Harmony to battle a coming evil and rescue Princess Luna from a grim fate. But will the very things that tore them apart keep them from heading the call once more?

Published 2012-11-16 18:00:01 UTC
Last updated 2013-02-07 16:56:00 UTC

Chapter 1

The hallway seemed to go on forever as Spitfire walked along. She could hear her every hoofstep echo off of the marble floor in the eerie silence of the night. Positioned along the hallway were stainglass windows depicting scenes from Equestria's history. There was one depicting Princess Celestia imprisoning Nightmare moon in the moon for a thousand years, another telling of her return and defeat by the Elements of Harmony.

As she put one hoof in front of the other, Spitfire tried to figure out why she had been called here so late at night. It couldn't be because she had done anything wrong. As Captain of the Wonderbolts it was her job to solve problems and overlook important events. The only thing she could think of had happened a couple weeks ago, but it couldn't be that. Spitfire had personally seen to the repairs of the shop and paid for all the damages.

Spitfire stopped as she reached the massive door to the throne room. Inside, she knew, the Princess was waiting for her. Spitfire took a minute to look herself over. Her golden hair had finally laid back in it's normal un-windblown style. Spitfire breathed a sigh of relief as she noticed her red highlight's were still in her mane from her last haircut. "Amber Locks does do a wonderful job," said Spitfire to herself knocking on the door.

Spitfire waited patiently, as was custom, until the door opened. A guard stepped up to her and, with a confused look on his face, asked, "Spitfire, is that you?"

"Yes, it's me," replied Spitfire, with a bit of a chuckle. Spitfire had chosen not to wear her Wonderbolts uniform. She was hardly ever seen without it, so it's no surprise someponies get confused when she doesn't wear it. "Decided to leave my uniform back at home tonight. I hope that's not a problem?"

"Not at all," said the guard, a blush of embarrassment on his face, "The Princess will see you now. Please come this way." Spitfire followed the guard into the throne room the door being closed behind them. Spitfire began to wonder again why the Princess had called her out here in the middle of the night alone. If the rest of the Wonderbolts had been called then it would be a formal visit.

"Princess, Spitfire is here to see you," said the guard bowing his head.

Princess Celestia was high atop her throne at the end of the room. Yet even so, her presence dominated the entire room. Her multicolored mane was blowing as if by some unseen force, light sparkling through it. "Thank you," she said gracefully, clapping her hooves together.

As if hearing some unspoken message, all the guards left the room, leaving Spitfire alone with the Princess. Spitfire began to get a little anxious at this point. As if sensing her discomfort Celestia asked "Spitfire is something wrong you seem ill at ease?"

"Nothing, your highness" replied Spitfire at once "I am merely wondering what it is you called me here for."Spitfire took a step forward as she continued "Listen if it's about that incident back in Las Pegasus..."

"Oh no it's not about that" replied Celestia reassuringly "I need your help with something"

"Need my help with what exactly?" asked Spitfire cautiously, wondering if she would regret asking

"It started 800 years ago" started Celestia taking a deep breath "Back then a great evil named Erebus tried to plunge Equestria into a state of Darkness and extinguish all light in the land. Even the light in ponies hearts..."

"How is that even possible?" asked Spitfire confused

"Erebus had made a pact with a great darkness called The Nightmares" said Celestia "They are beings from another plane of existence. They are beings made of the night itself. He swore he would never stop until all light was extinguished, in return The Nightmares gave him the power to do it."

"What happened to Erebus then?" asked Spitfire curiously "Where is he now?"

"Defeated, with the help of an old friend of mine Star Swirl the Bearded. We cast him out of Equestria and imprisoned him in the Shadowlands to the south forever.... or so we thought." said Celestia with a sigh

"What do you mean you thought?" asked Spitfire watching Celestia get down from the throne and walk over to the window on the left side of the room

"About a week ago my sister Luna went to our souther border on a diplomatic mission. She was to meet an emissary from the Shadowlands about the state of Erebus's seal. Yesterday she was abducted from her room by an unknown assailant. All that was found in her chambers was this" Celestia's horn glowed a soft gold as a photograph hovered out from behind the throne and landed in front of Spitfire.

At first glance it seemed a normal enough photograph. It looked to be a rather expensive looking rug, at a hotel room. On second glance however it was actually a carving into the stone floor of the hotel. It seemed to have been burned into the floor. It looked like a moon with a ponies face in it.

"What exactly am i looking at?" asked Spitfire curiously "I've never seen anything like this before"

"What you see is a glyph left from a rather powerful forbidden spell. One I haven't seen performed for 800 hundred years." said Celestia "I fear that somehow Erebus has broken free from his imprisonment and has taken Luna. If that is indeed the case I fear I may not be able to stop him this time."

"Then why call me?" asked Spitfire confused "This seems more like a job for Twilight and her friends. They're the Element bearers after all."

"You are half right Spitfire" said Celestia turning to look at Spitfire "This is a job for the Elements of Harmony, but Twilight and her friends are still unexperienced in real combat. I fear they are not yet ready to handle this task on their own."

"So you thought it best to call me in to lend a helping hoof?" questioned Spitfire

"Yes they need a pony like you who has had real combat experience and knows how to handle herself in stressful situations." said Celestia with a nod

"In that case I am happy to help Princess" replied Spitfire "Where should I begin?"

"I believe that my niece is doing some late night studying in the Royal Archives." said Celestia waving a hoof giving Spitfire permission to leave "That is a good place to start I think."

"Thank you Princess" said Spitfire turning to leave

"One more thing" said Princess Celestia with a wink "Try to catch her between books"

Spitfire bowed respectfully and turned to leave. As she stepped out of the door she took a deep breathe. "How do i always end up getting dragged into these sort of things" thought Spitfire starting out in the direction of the Archives.

Spitfire rounded the first corner on her right and continued down the hall, until she reached the staircase to the upper levels of the castle and the Archives. She spread her wings and flew up the staircase in a matter of seconds. As she reached the top she gave a strong beat of her wings to stop her momentum and tucked them back in to her sides as her hooves hit the floor. "Much better than walking" thought Spitfire to herself as she trotted into the archives a smile on her face

Spitfire had only been in this part of the castle a few times to get a book on flight mechanics, but that had been during the day. There seemed to be something different about it at night. For one it seemed bigger, hauntingly so. It felt as if it the shelves were trying to swallow her and never let her escape. Spitfire decided to find Twilight and get out as quickly as possible.

Spitifre walked down the first isle she could find. Before she could get halfway down the books were enveloped in a purple glow and began floating off of the shelves. Spitfire trotted after the books hoping that she could follow them to their source. As she made a final turn around a shelf and ducked another book whizzing overhead, Spitfire looked up to see Twilight.

Twilight was floating in mid air in a meditating state flipping the pages of five books at once with her magic. Her eyes were shining with an eerie light and flittering between all five books simultaneously. Spitfire began to wonder if she should wait for twilight to be finished, when five new books replaced the five old books as soon as they were finished. The old books were then levitated over to the side and stacked into a neat pile.

Spitfire realized it would take way to long waiting for her to be finished, so she took a leap of faith. "Twilight" she said hoping to get the unicorn's attention She immediately regretted her decision as the unblinking eyes shifted to look in her direction. They seemed to look straight through her and it gave Spitfire a creepy feeling. The books floating around the room stopped and Twilight lowered herself to the ground.

"Spitfire?" asked Twilight curiously "What are you doing here? I haven't seen you in four years"

"It's been a long time Sparkle" said Spitfire extending a hoof for a friendly shake "Sorry to interrupt, I wish I had come with better news."

"It's no problem I can study anytime" said Twilight with a wink "What's the bad news" she finished more seriously

"It seems that an old evil has resurfaced and is threatening Equestria once more" relayed Spitfire "Celestia has reason to believe it has kidnapped Princess Luna and seeks to enact it's revenge upon all of Equestria."

"That sounds awful" said Twilight using her magic to put the books back where they belonged "Any Idea what this evil force is? I may have a book on it somewhere in here."

"It's name is Erebus" said Spitfire "Princess Celestia said she and Star Beard the Swirled fought it 800 years ago. That's all I know"

"Let's see here" said Twilight her horn erupting with purple sparks "A list emerged floating in front of Twilight. It read "Archive Index" It unrolled and twilight sped through it until she let out a "Ah- Ha" A book on the far side of the library flew over to Twilight who read aloud "Star Beard the Swirled's Biography. Written by princess Celestia herself. There should be something in here."

Twilight opened the book and pages flipped like a gust of wind was driving them to turn. She stopped at a page and showed it to Spitfire. It read "The founding of the Shadowlands. Where Nightmares come to life."

"Well that doesn't sound good" said Spitfire looking at Twilight "Anything else in there?"

"It says here that Erebus was once a pony himself, but he was corrupted by darkness and twisted into something sinister and wicked. His name even means Darkness" said Twilight

"You think somepony would have seen that coming?" said Spitfire with a shrug "Is that all it says?"

"That's it" replied Twilight closing the book "Though it does mention a third pony helping Star Beard and the Princess fight against Erebus but it doesn't give his name."

"What do you mean it doesn't give his name?" asked Spitfire confused looking at the book over twilight's shoulder

"There's a page missing and it doesn't mention him again" said Twilight with a sigh "to think somepony would deliberately damage a book"

"Well at least we know a bit more about this Erebus" said Spitfire with a look of appreciation "I assume your coming with me then?"

"Of course" said Twilight "It is my duty as an Element bearer to help in any way I can. Besides I never miss an opportunity to study something new. I don't think I've every read anything about the Shadowlands before."

"That's one way to look at it I guess" said Spitfire looking for the exit "Um.. Twilight you wouldn't know how to get out of here would you?"

"Of course" said Twilight with a smile Her horn flashed bright purple as Spitfire felt a kind of nausea. It was as if her body had been shifted inside out and then put back almost instantaneously. Then suddenly they were both standing outside the castle gate.

"Warn me a little before you do that next time" said Spitfire shaking off the oncoming waves of nausea "I'm not used to that kind of stuff"

"Oh sorry I forgot" said Twilight with an apologetic smile "Rainbow Dash was the same way"

"It's fine just warn me next time" said Spitfire feeling a little better then a realization hit her "Did you just mention Rainbow Dash... Teleporting?"

"Yes why?" said twilight a confused expression on her face "She used to love it when I teleported us too and from her cloud home and the library"

"But I thought you said Rainbow Dash didn't like teleporting" said Spitfire accusingly

"Oh yeah..." said Twilight blushing a bit "It's not that she didn't like it she just disliked the nausea. You get used to it though trust me."

"So you and Rainbow Dash?" started Spitfire jokingly "Was she really as good as she says she is?"

"She was fantas...I mean she was okay" blushed Twilight "We were just friends"

"I understand" said Spitfire with a warm smile

"Besides she was always more interested in Fluttershy anyway" sighed Twilight her horn glowing as a dark purple cloak levitated out of one of the tower windows and descended wrapping around twilight's neck and a pair of glasses blinking into existence on her nose.

"Sorry to hear about it" said Spitfire noticing the change of uniform "What's with the cloak?"

"It's a gift from the princess" answered Twilight "I got it when i passed my final exam and entered my independent studies. It means I'm an official archmage."

"Congratulations" cheered Spitfire giving her a hoofbump

"So where to now Spitfire?" asked Twilight adjusting her glasses

"Now it's off to Wonderbolt Headquarters to pick up Rainbow Dash" replied Spitfire with a empathic glance at Twilight "Sorry if it makes you uncomfortable"

"No" said Twilight reassuringly "It's quite alright. It was 4 years ago anyways. Me and Rainbow Dash will always be friends"

"Good to hear" said Spitfire starting out for the cloud district of Canterlot "Follow me"

Chapter 2

Alright Twilight x Rainbow Dash Shipping alert Everypony. Also you might not agree with everything stated in this chapter but believe it will all work itself out in later chapters. Enjoy : )

Spitfire and Twilight arrived at Wonderbolt Headquarters around noon. It was a rather large building made out of toughened clouds. It had a rainbow staircase leading to the front door.

"I don't remember that stairway when Rainbow Dash brought me here 4 years ago" said Twilight

"Rainbow Dash added that about 6 months ago actually" said Spitfire pride in her teammate shining through her voice "She's been doing a lot of wonderful things since she's joined the team."

"How many years ago was that?" asked Twilight following Spitfire through the front door making sure to cast the cloud-walking spell on herself.

"About two years ago I think" said Spitfire with a chuckle "made Soarin upset. Wonderbolt handbook says you can't date a teammate"

"Must be torture for him" giggled Twilight

"Spitfire is that you?" asked a familiar voice

"Yeah it's me Scootaloo" replied Spitfire as Scootaloo came walking into the front room. She had done a lot of growing up in the last 4 years. Her wings had finally developed and her mane was long and styled just like Rainbow Dash's. Twilight felt her heart tinge at the sight of a miniature Rainbow Dash, but it left soon after.

"Twilight good to see you again" said Scootaloo in greeting "Heh, Finally got my cutie mark" On Scootaloo's flank was a picture of a scooter with a jet of flame behind it.

"Let the little pony try out a few of our new vehicles we got last year" said Spitfire ruffling Scootaloo's mane with a hoof "Turns out if it's a vehicle Scootaloo here can do just about anything in it"

"I'm glad to hear you finally found your special talent" smiled Twilight in congratulations

"So Spitfire why are you out so late at night?" asked Scootaloo giving Spitfire a questioning look Then her face brightened noticeably "Could it be that you and Twilight...?"

"No not that" said Spitfire dismissing it with a hoof "I want to talk to your mother. Go and get her for us will ya?"

"Sure thing Spitfire!" said Scootaloo

"Her mother?" asked Twilight confused "Aren't we looking for Rainbow Dash?"

"When Scootaloo lost her parents in that accident 3 years ago Rainbow Dash adopted her" said Spitfire

"Oh.." said Twilight "I had no idea"

"Ah it's alright" said Spitfire reassuringly"I didn't know it either until i came to work one day and saw her moving in. Boy I bet I looked silly"

"But doesn't that mean since Rainbow Dash adopted Scootaloo she can't be a Wonderbolt?" asked Twilight

"Typically yes" said Spitfire "But since Scootaloo is a junior Wonderbolt and since Rainbow Dash is such a valuable member of the team we've decided to look the other way this time. Besides Scootaloo is the only one here able to wake her up in the morning with out getting bucked in the head."

"Come on Dash" said Scootaloo coming back into the front room "Spitfire's out front waiting"

"This had better be good Spitfire" demanded Rainbow Dash coming into the room rubbing the sleep out of her eyes "You woke me up halfway through my scheduled nap ti..." Rainbow stopped as soon as she saw Twilight standing there.

"Hello Rainbow Dash" said Twilight with a nod

"Uh.. Hi Twilight" said Rainbow Dash immediately fixing her mane with a quick run through of her hoof "What brings you here so late?"

"The Princess has asked me to collect the Element bearers" said Spitfire directly "I need you to come with me right away"

"Spitfire can't it wait till morning?" whined Rainbow Dash "I don't think a few hours more sleep would hurt anypony"

"Dash is right Spitfire" winked Scootaloo giving a signal to Spitfire to agree angling her nose towards Twilight "You all need your sleep if your going on another quest. Besides there's no immediate danger."

"I'm not sure" said Spitfire unsure of the signals meaning but debating whether to go along with it

"It's fine Spitfire" said Twilight adjusting her glasses once more "We can rest for the night, and set out first thing in the morning"

"Twilight!" shouted Scootaloo excitedly "Why don't you sleep here?! It could be like a slumber party from old times"

"Sounds like fun" said Spitfire yawning "But i think I'm going to head off to my own bed. Have fun you three, try not to wake the others" As Spitfire left the room a awkward silence descended on the old friends. It was broken occasionally by the kneading of a hoof on the floor or a muffled cough.

"So.." said Rainbow Dash "How have you been Twilight?"

"I've been studying" said Twilight simply

"Business as usual then huh?" chuckled Rainbow only to stop as soon as Twilight looked at her The amount of pain in those eyes drove Rainbow Dash to look away.

"So have you enjoyed being with the Wonderbolts?" asked Twilight

"It's been a blast" replied Rainbow "Especially since the squirt came around a few years back"

"Good to see you've had fun" said Twilight looking around "Now where is your guest room?"

"We don't have a guest room" said Scootaloo with a mischievous smile "I took it when I moved in"

"In that case you can share my room Twilight" said Rainbow Dash a heavy blush on her face "I mean I can bring in a second cloud for you to sleep on if you like. You don't have to share mine or anything"

"Rainbow.." started Twilight

"Come on Twi" said Rainbow using her pet name for Twilight "I swear I won't try anything"

"Oh alright" caved Twilight pointing her hoof at Rainbow Dash "but you had better bring in that second cloud"

"Scootaloo take Twi to my room" said Rainbow trotting outside "I'll be right there"

"In ten seconds flat?" giggled Scootaloo as Rainbow flew out the door leaving a rainbow streak in her wake

"You two seem to be getting along well" said Twilight as they walked along the hall to Rainbow Dash's room

"Yeah I love having Dash be my mom" said Scootaloo with a grin "She's so awesome" Then Scootaloo gave a sigh "I just wish Fluttershy was here. She made Dash so happy"

"What happened between those two?" asked Twilight inspecting the hallways as they went They seemed a bit thick to her untrained eye. Twilight suspected it was to defend against storms and possibly even invasion. Hardened cloud could pretty tough if done correctly. "I thought they were practically made for each other"

"I'm not sure exactly I wasn't home when it happened. If you want to know more you should ask Dash. " replied Scootaloo opening a door with a Rainbow sticker on the front "Anyways here you are"

Stepping inside the room Twilight was assaulted by a range of smells the first of which was horrible body odor. There was food laying all over the place, and clothes lying out on the floor. The only tidy things she could see were a stack of familiar looking books on her bedside table. On closer inspection Twilight realized they were the Daring Do book she had given Rainbow Dash as a present for they're one year anniversary.

"Sorry it's such a mess" replied Scootaloo scratching her neck with a hoof "Between practice and sleep ash doesn't get much done. Fluttershy used to come in and clean this place up once in a while but...."

"It's alright Scootaloo" replied Twilight her horn lighting up a dark purple "I'd expect nothing less of Rainbow" Twilight looked around the room grabbing all the clutter and levitating it off the floor. She then organized it as she threw the trash away and put the clothes in a neat pile over in the corner of the room. Finally she let off a spark of magic and let it rain down giving everything a lavender scent.

"Wow" said Scootaloo looking at the suddenly clean room, then she had an idea "Think you can do that to my room too?"

"Did Rainbow tell you to clean it?" asked Twilight suspiciously

"Yeah why?" asked Scootaloo confused

"Well if you had cleaned it back when Rainbow told you to then you wouldn't need me to clean it for you" replied Twilight with a wink

"Your no fun" mumbled Scootaloo walking out the door and turning towards her own room down the hall

Twilight felt a little bad for Scootaloo, but it's lessons like this that will prepare her for life's twists. She turned her attention to the now clean room. The first thing that caught her attention were the Daring Do books. Twilight trotted over and picked up the one on top. It was in pristine condition not even the binding wasn't even creased from constant use.

"Twi?" asked a surprised Rainbow Dash mouth agape looking at her miraculously clean room "What happened in here?" she asked as she pulled a rather poofy looking cloud through the door

"I tidied the place up a bit" replied Twilight putting the book back on the bedside table "Judging from the smell it needed it badly" Rainbow noticed Twilight put the book down and sighed.

"I've read them all you know" said Rainbow Dash with a smile

"But how?" asked Twilight in amazement "They look untouched"

"I restored them myself" answered Rainbow Dash uncomfortably She put the cloud on the opposite side of the room from her cloud "It took a bit of practice and i ruined a few books learning how, athlete's hooves and all that."

"That must have took a lot of time" said Twilight "but why would you restore them? Why not just buy a new copy"

"Just look in the third book on the pile" said Rainbow Dash not turning to look at Twilight "page 47"

Twilight grabbed the book with her magic gently removed it from the pile and opened it up. She flipped through to page 47 and a photo fell out form between the pages. Twilight picked it up and looked at it. It was a photo of Her and Rainbow Dash from a few years back. It was a picture they had taken on Hearts and Hooves day.

"Rainbow..." said Twilight not looking up from the photograph

"That's why I restored them." said Rainbow Dash turning to face Twilight

"What are you trying to say?" asked Twilight her ears perking up listening intently to what Rainbow Dash was about to say

"You know I'm not good at this kind of stuff Twi" replied Rainbow Dash her face growing crimson

"Try..." asked Twilight taking a step toward the cyan pegasus locking eyes

"I wanted to give them the care they rightly deserved" said Rainbow Dash taking a step towards Twilight "Just like i should have done to you Twi. I'm sorry I wasn't there..."

Rainbow was cut off mid-sentence by a deliciously delicate pair of lavender colored lips. She felt herself melting into the kiss as all of the worry and doubt she had felt was cast of like a bad cold. Twilight pressed herself into the kiss with all the feeling she had been holding in for what seemed like an eternity. It made her a little sad when Rainbow Dash pulled back to breathe.

"I'm sorry" said Twilight playing with her mane in an unusually adorable fashion "You were saying something?" The look on her face was such a mask of innocence Rainbow Dash couldn't help but think she'd been practicing it just for this moment.

"You know that is probably the nicest way I have ever been told to shut up before" smirked Rainbow Dash still in a bit of euphoria from the kiss

"Oh really?" asked Twilight putting a hoof on Rainbow Dash's muzzle "Would you like me to do it again then?"

"Wait does this mean?" asked Rainbow Dash as Twilight leaned forward and put her lips to Rainbow Dash's. Twilight threw herself into the kiss wrapping her hooves around Rainbow Dash's neck and pressing her chest against the cyan mare. Rainbow embraced the lavender unicorn. She began to run a hoof through Twilight's hair feeling it's almost velvety texture and getting a whiff of it's lavender scent.

"Yes it does" replied Twilight pulling her head back and staring into Rainbow Dash's eyes. She felt like she could lose herself in those magenta pools. "I've missed you so much Rainbow"

"Glad to see you too Twilight" replied Rainbow Dash nuzzling the unicorn affectionately

"Mom?" came a startled cry from the doorway Rainbow Dash and Twilight turned to look at a very startled Scootaloo.

"Squirt I can explain" started Rainbow Dash letting Twilight go

"How could you?" asked Scootaloo pain obvious in her deep purple eyes "How could you do this to Fluttershy?!" She turned and started to run down the hallway tears streaming from her cheeks. Twilight pulsed her horn and Scootaloo poofed out of existence and reappeared in front of Rainbow Dash. Scootaloo eyes closed ran straight into Rainbow Dash's out stretched hooves.

"I'm so sorry Scoots" said Rainbow Dash hugging Scootaloo tightly "You know I loved Fluttershy very much"

"Then why give up on her?" asked Scootaloo trying to ebb her flow of tears "I don't get it"

"Because she needed to learn to take care of herself" said Rainbow Dash in explanation "She had to learn to stand up for what she believed in. I was the only thing holding her back from facing her fears. As long as I was around she didn't have to"

"So you let her go?!" cried Scootaloo tears streaming down her cheeks "just because she was being herself? I don't understand. What did she do wrong?"

"I'm not sure she did anything wrong Scootaloo." replied Rainbow Dash "Maybe I just wanted a reason to leave. All I know for sure is that it was the second most difficult thing I've ever done" said Rainbow Dash releasing Scootaloo so Twilight could embrace her from behind "The first was leaving you"

"Then why did you do it" asked Twilight placing her head on Rainbow Dash's shoulder

"You know me I'm the Element of Loyalty" replied Rainbow Dash hugging her back "I thought Fluttershy needed me more. She was so helpless, while you were so independent. I knew that even if i left you would be okay"

"You could have said something" replied Twilight attempting to look in Rainbow Dash's eyes The cyan pegasus couldn't bring herself to look in Twilight's eyes

"You know I'm no good at goodbyes Twi" said Rainbow Dash quietly "Besides I would never have been able to leave if I had"

"Dash?" asked Scootaloo using a hoof to lift her mothers head to look into her eyes "Do you still love Twilight?"

"Yes" replied Rainbow Dash

"Then this time I suggest bringing her with you" said Scootaloo wiping the last tear from her eye "After all she does make you look 20 percent cooler. Just promise me you'll never forget Fluttershy?"

"Thanks Scoots" said Rainbow finally meeting Twilight's eyes "I never will"

"Well I'm going to go back to my room now" said Scootaloo stepping out of the room "Have a good sleep you two"

"So what do you say Twi?" asked Rainbow Dash taking a leap onto her cloud bed "Still want your own cloud?"

"No" said Twilight teleporting onto the cloud beside Rainbow Dash "I wanna make it just like old times" She wrapped her hooves around Rainbow Dash and dragged her down on top of her

"Let's hope this time no one will call us fillyfoolers" laughed Rainbow Dash sarcastically nuzzling Twilight

"This time Rainbow" whispered Twilight letting out a yawn snuggling into Rainbow Dash's chest "I don't really mind"

Alright I'd like to thank my friend Ricky for helping me out with this chapter. He was a good insperation and kept me writing even with Black ops 2 releasing recently. And as many of you have surely noticed I have horrible grammar, and worst of all no regular editor. So thanks for reading and sorry for my wordz.

Chapter 3

Warning contains Fluttershy having a rather nasty breakdown. if you don't like how she is played in this story you should put your fist through your monitor, jump in your car drive into the middle of the nearest four way intersection and then scream come at me bro while dancing shirtless.

The three friends stepped off the train, their hooves sinking into the snow covered earth. A blizzard had started up on the train ride north to Stalliongrad and it had only gotten worse, since their arrival. The winds had picked up covering everything in a snow filled haze.

"Where's that pony?" asked Rainbow Dash wrapping her scarf around her face her goggles blocking the snow from her eyes "He was supposed to meet us here"

"Don't worry he'll be here" yelled Spitfire over a sudden gust her own scarf already wrapped around her muzzle

"Twi" pleaded Rainbow Dash placing a hoof on her marefriend "Please tell me you can do something to get us out of this blizzard?"

"Hey I thought that was my job" said a figure appearing out of the blizzard

"Soarin" replied Spitfire giving her teammate a hoofbump "I knew you'd never let me down"

"Not a chance Captain" said Soarin with a smile He was currently wearing his wondersuit which was well insulated from the cold and was keeping his eyes clear of snow. "I see you brought friends"

"I'd say hello Soarin but I can't seem to find my lips through all this blizzard" remarked Rainbow Dash bluntly

"Yep that's Rainbow alright" said Soarin waving them to follow him "Always so straight to the point"

"So Soarin why did you choose to go vacationing up here?" asked Twilight curiously, wiping some snow out of her goggles

"Truth be told I only came up here because Scootaloo asked me too" replied Soarin with a nod "She wanted me to find out where Fluttershy was and to make sure she was okay. I owed her for covering for me a while ago so it was the least I could do."

"So what have you found out?" asked Rainbow Dash worry noticeable in her voice

"Not much" replied Soarin regretfully as he led them over a snow dune "What I have found out is that she has taken refuge in a forest close to here."

"Well that's good" replied Spitfire hopefully "Right?"

"No not if what I've heard from the locals is true" said Soarin shaking his head "That forest or Wolf's Bane Forest as it's called locally," The three mares all looked at each other in worry "Is home to creatures of all kinds including Dire Wolves."

"I thought Dire Wolves were extinct?!" yelled Twilight

"So did everyone else" replied Soarin stopping suddenly "But a Dire wolf has been spotted entering and leaving that forest for the last 2 yeaars now. And sometimes ponies say they saw it carrying the body of a cream colored Pegasus"

"Fluttershy..." mouthed Rainbow Dash looking at her hooves Twilight noticed the motion and wrapped her hooves around her mare friend

"We'll find her Rainbow, don't you worry" comforted Twilight

"Thank you Soarin" said Spitfire waving goodbye to Soarin as he walked away and was lost to the blizzard once more

"Wait he's not coming with us?" asked Twilight confused

"And I don't blame him" answered Spitfire shaking her head "Why in Celestia's name did it have to be a dire wolf?"

"We're still going after Fluttershy" said Rainbow Dash shrugging off her marefriend's embrace "Now is no time for second thoughts we came up here to get her and that's what we're going to do"

"Rainbow is right" said Twilight in agreement

"Alright then Soarin said the forest is this way." said Spitfire trotting off to the west After what seemed like an eternity the forest came into view. It was so massive it stretched long enough that you couldn't see it end no matter which direction you looked. Not to mention how tall the trees were. This forest must be almost ancient.

The three mares started into the forest at a brisk trot. Immediately upon entering the wind died down to a mere whisper and the blizzard let up. Now that they could see better the forest didn't seem as bad as it did from the out side. It was still massive, just not as foreboding.

"How are we supposed to find Fluttershy in this place?" asked Spitfire in puzzlement "It looks like it goes on forever"

"We just have to keep looking" said Rainbow Dash taking a step forward ready to charge in head first, when she was blocked by a purple hoof.

"If I may try something first?" asked Twilight with a chuckle at her marefriends determination, it was something she admired Rainbow for after all. Without waiting for an answer she began to weave her magic, her horn glowing bright. She released her spell and four shimmering owls appeared in the air around her.

"Wow Twilight" said Rainbow Dash in admiration at the unicorn's talent "When did you learn to do that?"

"Well when you left I took the time to study up on just about everything" replied Twilight bopping Rainbow Dash on the nose "These are called Familiars. I can use them to scan the entire forest and report back to me. I can see what they see, hear what they hear."

"That's great Twilight" nodded Spitfire with appreciation "I'm glad we have you along"

Twilight casted out her influence and the owls took off in four different directions. She cast her eyes open wide letting her magic flow through her. The four owls cast their sight back to her all at once. Normally this would be impossible for any normal unicorn, but not Twilight. To her it seemed rather simple.

She looked around with her new eyes, but could only see snow covered earth and trees. Once she thought she saw movement but it was only a branch blowing in the breeze. She cast her influence out even wider this time stretching herself to her limits. She could feel her hold loosening, when suddenly a massive paw caught the western owl and it's vision blinked out casting darkness on Twilight.

Curious as to what happened Twilight redirected all three remaining owls in that direction. One by one just as they reached her range of 10 miles they got taken down by a massive paw, or sharp teeth. As the last image of her familiars lingered in her eyes she shut them on a pair of ferocious teeth. When she opened them again she was looking right into the face of Rainbow Dash.

"What did you see Twi?" asked Rainbow Dash curiously "It's not something good I can tell from the look on your face"

"I found where she is I think" replied Twilight putting a hoof on the cyan pegasus's shoulder "but it's guarded by what could only be described as the dire wolf Soarin mentioned."

"So it's true" said Spitfire looking down at her hooves in dismay "This is going to be harder than I thought"

"So what" yelled Rainbow Dash "We are still going after her aren't we?"

"It's not that easy Rainbow Dash" answered Spitfire trying to get the brash Pegasus to understand

"Yes it is" said Rainbow Dash confidently "we go in there we find Fluttershy and we get out. Simple as that"

"Rainbow Dash have you every seen a dire wolf before?" asked beginning to lose her temper Spitfire "Do you even know what they are?"

"No, but I don't see what..." replied Rainbow Dash stumbling over her words

"Exactly you have no idea what you're dealing with" said Spitfire anger burning through her voice making Rainbow Dash cringe away a bit "If you go in there without a plan your going to get your self killed!"

"How can you be so sure" asked Rainbow Dash defensively "You've never seen them either"

"A dire wolf killed my parents..." said Spitfire her voice cold as ice "They were on a mission with the Royal Equestrian Air Force for Princess Celestia searching for signs of Nightmare Moons return. The only one who made it out of their unit alive to tell us what happened died a few days later from severe blood loss. He started out a pegasus but he wasn't when he died..."

"Sounds like we all have secrets better left buried" said Twilight trying to salvage the situation as best she could She desperately tried to change the subject "What do you suggest we do Spitfire?"

"Stealth will do us no good" said Spitfire shaking her head regaining her wits, glad to ge rid of those bad memories "Dire Wolves have incredibly sharp senses of smell and hearing. We need to play on it's sense of sight if we are to succeed."

"You think an Illusion would work?" asked Twilight hopefully

"Maybe but we'd still need to mask our scent" replied Spitfire thinking hard "Any ideas about how to do that though?"

"What if it just doesn't notice us?" replied Rainbow Dash grabbing an idea out of thin air "It can't hear or smell something it never notices in the first place"

"Rainbow that'll never work..." started Twilight then sudden sprang up and clacked her hooves together "Rainbow your a genius!" She hugged the cyan pegasus and twirled her around before stepping back and revealing her plan.

_______________________________________________________________

"You sure this is gonna work Twi?" asked Rainbow Dash trying to hide the nervousness in her voice

"Have a little faith Rainbow" said Twilight giving her marefriend an affectionate nuzzle "I'd never let anything hurt you"

"You know I'm beginning to feel like a third wheel here" giggled Spitfire watching the two mares smile at each other awkwardly

Twilight's plan had been pure genius of course. She had been doing a late study session a few weeks ago and stumbled upon what she believed was an invisibility spell. Upon further inspection she realized it was an inperceiveable spell instead. One might wonder what the difference is between the two.

Well Invisibility make you unable to be seen. It doesn't cover up your tracks or smell or soften your hoof steps so you can't be heard either. Inperceivability on the other hoof does something ingenious. Instead of affecting the user it effect others. It makes them so they can perceive nothing you do. They can't heard, see or smell you or anything you do or touch as long as your within range.

So using this spell Twilight covered everything in a half a mile radius with it with her as the epicenter. They can see everything but no one can see them.

"This was pure genius Twilight" commented Spitfire with a smile

"Thanks" replied Twilight sending out a hoof as a silent word to stop advancing "We're here"

"I can see smoke over in the distance" said Rainbow Dash straining her eyes and using her hooves as makeshift binoculars "I bet that's where Fluttershy is"

"Alright let's move keep your eyes out for any sign of movement" said Spitfire cautiously taking a step forward

The three made there way slowly forward. Every so often they would turn around and make sure there was nothing following them. It began to grow quiet the farther in they went. The smoke from the fire was just over the next hill.

"Wait did you girls here that?" asked Rainbow Dash looking around nervously There was a crunch just behind them. Rainbow whirled around to look behind and saw a bush tremble. "Um... Girls I think we have a problem"

A massive wolf erupted out of the bush as Twilight and Spitfire turned around. It towered over them easily twice to three times their height. It had gray dappled white fur and you could see muscles rippling under it's pelt with every step it took. It opened it's mouth to lick it's shoulder revealing it's rows of deadly razor sharp teeth. It flexed it's paws into the soft snow revealing the unmistakably deadly claws on it's paws.

"That's a Dire Wolf?" whispered Rainbow Dash suddenly feeling very small compared to what she could only describe as a walking behemoth

"Yes" whispered Spitfire covering Rainbow Dash's mouth with her hooves "now shut up"

The dire wolf looked around. When it got to where the three mares were sitting it stopped. It took a long sniff and then shook it's head and began to walk up over the hill. As it took the step over the hill, Rainbow noticed a lock of unmistakably pink hair flowing off it's back. She immediately tried to go to her friends rescue, but was restrained by Spitfire.

Once it was over the hill and gone Spitfire released her grip on Rainbow Dash but put a hoof down firmly on her tail, so she couldn't fly off.

"That thing has Fluttershy" said Rainbow Dash "What are you doing" She began a weak attempt at un hooking her tail from Spitfires iron grip

"And what is it you plan to do?" asked Spitfire sarcastically "Fight the dire wolf for her?"

"Rainbow listen to Spitfire on this one" said Twilight putting a hoof on Rainbow's shoulder to calm her down "Chances are that Fluttershy is still alive otherwise the wolf would have already eaten her. There's a reason it's keeping her with it. All we need to do is wait and then we can sneak her out"

"Fine" muttered Rainbow Dash looking defeated

"I know you feel like this is your fault Rainbow" said Twilight hugging her marefriend "but please keep your wits about you. I don't know what I would do if I had to lose you again, okay"

"Alright" said Rainbow Dash submitting herself to Twilight's embrace

"We'll wait until nightfall and plan our next move" said Spitfire "Make sure your spell holds Twilight"

The three friends took refugee in a near by snow drift and waited for nightfall. As the sun dipped below the treetops Spitfire made ready for what was to come next. She roused her companions and made her way up the hill to peak over the top. She waited for Twilight and Rainbow Dash to join her before continuing.

"What should we expect?" asked Twilight nervously following Spitfire

"To tell you the truth I've never seen a Dire Wolf myself" said Spitfire with a weak smile "This is as new to me as it is to you Twilight. Let's just stay calm and hope nothing goes wrong"

"If anything does go wrong Twi" said Rainbow Dash punching her marefriend lightly in the shoulder "I'll distract it and you just teleport us out of her alright"

Reaching the top of the hill they pressed themselves belly down into the snow and crawled up over the crest to see what they are dealing with. The snow on the other side of the hill had been removed. From the look of the grass, it was removed with a gust of wind of considerable force. A fire pit had been dug into the ground and the timber inside had been lit.

Through the flickering of the flames Rainbow spotted a little cream colored figure laying in the grass. It had long pink hair flowing down covering it's face from view.

"Twi" said Rainbow Dash standing up and sliding quietly down the hill "watch for the wolf I'm going in"

"Rainbow Dash" said Spitfire right on her heels "I'm right behind you" turning back to Twilight she waved a hoof and added "Be ready to get us out in a flash Twilight"

Rainbow Dash and Spitfire split up and walked around both sides of the fireplace taking painstakingly slow looks around watching for the dire wolf. When Rainbow Dash reached Fluttershy she put a hoof on her friend and shook her gently.

"Fluttershy?" whispered Rainbow Dash gently "Are you asleep?"

"Rainbow?" muttered Fluttershy twitching in her sleep her tail flicking once

"Oh thank Celestia she's alright" said Spitfire looking the cream colored Pegasus over quickly "I don't notice any signs of bodily harm at all"

"Who's that?" asked Fluttershy starting to sit up She brushed aside the hair covering her face with a hoof. Fluttershy's eyes went wide as she saw a familiar looking cyan colored Pegasus sitting only inches away from her. "Rainbow?"

"Shy your okay" cried Rainbow Dash hugging her fillyfriend tightly "I was so worried about you"

"Were you really" said Fluttershy sarcastically pushing Rainbow Dash off of her "Took you quite a long time. What's it been 3 years?"

"Shy?" asked Rainbow Dash confused "You feeling okay"

"I'm fine" replied Fluttershy opening and closing her wings "In fact I don't think I've felt this great in years"

"What's gotten into you Shy?" asked Rainbow Dash taking a step back She could feel it something was wrong here.

"Is something wrong Rainbow you seem lost?" said Fluttershy with a mischievous grin "All I did was follow your advice. I've learned to stand up for myself"

"Shy I never meant..." started Rainbow Dash trying to find some hope in her old friend

"Meant to what?" growled Fluttershy "Toss me aside? Break my heart? Shatter all my dreams?"

"Fluttershy leave Rainbow Dash alone" yelled Spitfire her temper flaring again "She was the one who dragged us here to rescue you in the first place"

"Spitfire stay out of this!" yelled Fluttershy fixing her gaze on Rainbow Dash "This is a personal matter"

"What do you want me to say?" said Rainbow Dash tears streaming down her cheeks This isn't what she expected at all. What had she done to Fluttershy?! "What is it that you want from me?"

"I want you accept me for me Rainbow that's all I ever wanted" said Fluttershy taking a few steps towards Rainbow Dash closing the distance between them fast. "I am shy. That's who I am and always will be. That doesn't make me weak."

"Fluttershy I'm sorry" said Rainbow Dash looking Fluttershy in the eyes She let out a cry of pain as a hoof met with her chest. There was no impact, but the light tap pushed the air out of Rainbow Dash's lungs muffling her scream and making her fall to the snow. It felt as if a hot knife had pierced through her chest and impaled her heart.

"What did you do?" yelled Twilight sprinting towards them at full gallop "Rainbow!"

"I only did to her what she did to me" replied Fluttershy inspecting her hoof, simply not noticing the cyan pegasus writhing in pain on the ground next to her "Nothing more, nothing less"

"She only did it because of me Fluttershy" cried Twilight trying desperately to stop Rainbow Dash's trembling "I'm so sorry that this happened. Rainbow Dash never meant for this surely you know that"

"She had the ability to choose between us Twilight" said Fluttershy with an icy chill to her breath her breathing was fast and shallow and her eyes had a eerie glaze to them "In the end it was her decision who she chose. She knew that she never truly loved me. Not like she did you. She used me, and tossed me aside. I have no quarrel with you Twilight so don't get in my way"

"Stop it now Fluttershy" cried Twilight "You don't want to do this"

"In that case you leave me no choice Twilight" said Fluttershy beginning to walk slowly towards Twilight

Spitfire raced forward to try and help but felt a great weight descend on her back crushing her into the dirt. Twisting herself around to look at her assailant she felt a wave of despair as she realized she was crushed under the paw of the dire wolf. She struggled helplessly against it's iron grip, but it was no use she was forced to watch the following confrontation and there was nothing she could do about it.

Fluttershy was about to tap Twilight with her hoof, when Rainbow Dash stood up abruptly throwing Twilight out of the way and taking another hoof to the chest. The pain was almost unbearable. She stumbled onto her knees and her vision began to blur. Another knife had dug itself into her chest and refused to leave.

"Rainbow!" cried Twilight getting back to her hooves She tried to use her magic, but her concentration wavered. Twilight's mind was a tempest of emotion and terror. She couldn't cast a spell if she tried.

"Fluttershy" groaned Rainbow Dash coughing up a little bit of blood getting to her hooves. She was shaky but determined "You can do what you want with me, but I will not let you hurt Twilight! Not because of something I did"

"As you wish" said Fluttershy taking a seat on the ground and just staring at Rainbow Dash for an uncomfortably long time "Do you really love her?"

"More than life itself" answered Rainbow Dash determination read clearly on her face

"Aren't you going to do anything more" asked Twilight using her shoulder to help steady Rainbow Dash

"No" said Fluttershy shaking her head to clear it "I'm done" She looked behind her at the dire wolf and said "Fang let Spitfire go I'm done here"

The dire wolf raised it's paw off of Spitfire and grabbed the scruff of her neck in it's teeth and gently picked her up and put her back on her hooves. Spitfire's face was a mask of shock and fear.

"Oh my gosh I'm so sorry Rainbow Dash" said Fluttershy apologetically blushing a bit from embarrassment "I feel horrible about doing that to you Rainbow Dash. I usually don't hold a grudge on anypony"

"Funny how usually works huh?" chuckled Rainbow Dash weakly coughing up a little more blood "Are we cool now?"

Fluttershy looked at Fang as if a silent message was going between them before replying "We are more than cool Rainbow. I don't know why I snapped like that." Fluttershy wiped something off of her hoof before grabbing something from a bag stashed under a nearby fallen tree "Here take this hurry" Fluttershy handed Twilight a handful of herbs

"What are these?" asked Twilight sniffing them cautiously

"That's Sageroot" said Fluttershy "When crushed it make a soothing sap. It should soothe Rainbow Dash's pain and get her back on her hooves"

"How do you know so much about herbs?" asked Spitfire "I though you were an animal caretaker"

"Living on your own makes you pick up a few things" smiled Fluttershy "Of course Fang has been helping me out as well. He knows just about everything"

"Fang?" asked Spitfire slowly backing away from the dire wolf not taking her eyes off of it

"Yes" replied Fluttershy with a chuckle "He's my best friend"

"Your joking?" said Twilight in disbelief

"Nope" said Fluttershy walking over and patting the big wolf on the side receiving a lick in return "Thing about Dire wolves is they can imprint on a pony. Fang here imprinted on me when I nursed him back to health 2 years ago"

"Imprint?" asked Twilight confused

"When a Dire wolf imprints on a pony" explained Fluttershy "It creates a mental link between the two. They can talk to each other and share thoughts and feelings with out the hassle of language barriers"

"What did you use on me?" asked Rainbow Dash sighing as Twilight rubbed the sap onto Rainbow Dash's chest "Some kind of herb?"

"I used a herb called Firestalk" said Fluttershy clacking her front hooves together in a familiarly shy way "Is's a very dangerous herb found in northern climates. When touched it releases a kind of toxin which seeps through the pores on your skin and starts to release a burning pain at the point of contact and spreads slowly to the rest of the body"

"Why did you do it?" asked Rainbow Dash letting out a breath of relief "and why weren't you hurt by it?"

"I had some mint between my hoof and the firestalk to stop it from hurting me" said Fluttershy "As to why I don't know..." Fang bumped into Fluttershy with a grunt "Alright" whined Fluttershy looking down at her hooves "I guess I was just hurt. I couldn't understand how you could say you loved me everyday and then just tell me to leave. I became angry at you and wanted to get revenge for what you had done"

"You know you could be exiled for what you just did?" asked Twilight seriously

"I know" said Fluttershy remorsefully "I'm sorry Twilight"

"How about this instead?" asked Spitfire "We came here because Princess Luna has been kidnapped and we need your help to get her back. Help us with this and we'll forget this whole thing ever happened?"

"But I almost...." tried to object Fluttershy pointing a hoof at Rainbow Dash

"Shy I'm fine look" said Rainbow Dash doing a quick aerial somersault "Your my best friend and the element of kindness itself. I don't know what happened but I do know, that when you say your sorry, your actually sorry"

"You were coughing up blood Rainbow!" said Twilight "You could have died!" At the word died Fluttershy let out a small yelp. She was still trying to come to grips with what she had just done.

"How many times have I been in the hospital in just the last month?" asked Rainbow Dash with a grin "Me and danger have a special relationship by now" She gave Fluttershy a warm smile and the cream colored pegasus let out a sigh of relief.

"Let's just get out of here" said Spitfire trying to lighten the mood "I'm freezing my tail off just sitting here"

Had fun with this chapter it makes use of a fav phrase of mine. Every rose has it's thorns. even fluttershy. please comment and tell me what you think

Chapter 4

Warning first fight scene below! if you enjoy violence and or like ponies favorie this story cause there is more to come!

"I still can't believe that guy wouldn't let us on the train" said Rainbow Dash a little irritably "Just tryin to save all of Equestria from darkness you know" They had been kicked out of the train station a little to harshly as soon as they tried to board.

"Rainbow calm down" said Spitfire "It's not us he wouldn't allow on the train. I have to admit if I saw a 2 and a half pony tall dire wolf wanting to board a train full of helpless ponies, I wouldn't let him on either"

"Come on Rainbow cheer up" said Twilight nuzzling the cyan pegasus affectionately "At least Fang was kind enough to allow us to hitch a ride" Spitfire, Rainbow Dash, and Twilight were resting a top a cloud being pulled by a rope which was wrapped around Fang's tail. Fluttershy however was resting peacefully on Fang's back hooves tucked under her body as she laid down.

"Fang's just a big softy once you get to know him" replied Fluttershy with a giggle Fang gave a little bit of a growl at that comment. "Oh you know you are" replied Fluttershy to the wolf "No matter what, you will always be a softy to me" Fang let out a breath of air. Rainbow didn't know if a wolf could sigh, but that was darn close.

"I have to say I thought all Dire wolves were rabid monsters" said Spitfire a little embarrassed "I guess I owe Fang an apology" Fluttershy looked down at Fang for a second chuckled to what was obviously an inside joke then replied

"And Fang thought all ponies were pieces of meat with tiny brains" said Fluttershy "Looks like u both deserve apologies"

"So how close do you think we are to Ponyville?" asked Twilight looking at Spitfire

"No idea" replied Spitfire looking to Rainbow Dash "You have any idea Rainbow Dash?"

"We should be there soon" said Rainbow Dash looking at the clouds "Those clouds there we scheduled for Ponyville"

Twilight and Spitfire looked at Rainbow Dash with confused looks on their faces. Rainbow Dash looked back at them a little hurt at their reactions.

"What I may be a wonderbolt but a lot of my friends are weather pegasi" said Rainbow Dash defensively "I like to know what's going on maybe lend a hoof once in a while"

"Dashie" started Fluttershy with a large smile "Once a weather pegasi..."

"Always a weather pegasi" finished Rainbow Dash right on cue a little over dramatically "See some pony gets it"

"Sorry Rainbow Dash" said Spitfire apologetically "I've never been a weather pegasi i wouldn't know"

"Well now you do" replied Rainbow Dash picking up a part of the cloud and throwing it in Spitfire's general direction. It flew through the air and puffed into mist, as it hit Spitfire in the shoulder. Spitfire merely picked up a chunk of cloud and chucked it at Rainbow Dash. Rainbow dodged it and it hit Fluttershy on her nose causing Fluttershy to sneeze a look of bepuzzlement on her face.

Everypony broke out laughing as Ponyville finally came into view. Not much had changed in 4 years they realized. Everything looked pretty much the same. Fond memories came back to the three friends as they looked upon Ponyville. The tranquility was broken when an explosion sounded off in the distance.

The barn at what they all remembered to be Sweet Apple Acres had erupted and burst into flames.

"Everypony hang on" yelled Fluttershy getting to a better riding position, wrapping some of Fang's fur in her hooves as anchorage "Fang get us there, hurry"

Twilight and the two pegasi barely had time to remember to grab the cloud before Fang dug his paws into the ground and launched himself forward. Immediately they felt wind rushing past them stinging they're eyes and threatening to blow them off their cloud. Land faded into a blur as it went by Fang gaining speed every time his paws touched the ground.

"This must be what's it's like to fly" thought Twilight adrenaline pumping "Now I know why Rainbow Dash keeps asking to take me to go flying with her"

They reached Sweet Apple Acres in a few moments. As Fang gradually came to a stop it became clear that things were much worse than they seemed. The fire that had started at the barn was now spreading all over Sweet Apple Acres. It had engulfed the main house and was threatening the apple trees.

"We need to get some water fast" yelled Rainbow Dash launching herself into the air "There should be some rain clouds nearby for emergencies"

"Spitfire go with Rainbow quickly. Gather as many rainclouds as you can and bring them back here" said Twilight turning to Fluttershy "Fluttershy and i will stay here and try to find Applejack and her family. Hopefully they got out in time"

"Alright Twilight" said Spitfire launching into the air in pursuit of Rainbow Dash and flying away to disappear into the distance

"Fluttershy you and Fang search the house" said Twilight pointing her hoof at the house slowly being enveloped in flame "I'll check the barn"

"Good luck Twilight" said Fluttershy flying onto Fang's back as he sprinted full tilt towards the house

Twilight turned her attention to the barn. It was almost completely engulfed in flame. Somepony could be stuck in there was all that ran through Twilight's head as she ran inside. Immediately the smoke stung in her eyes and invaded her lungs. She put a hoof over her mouth as she cast a spell of protection on herself. Her eyes ceased to sting and her choking stopped. Twilight proceeded into the barn avoiding the occasional falling beam.

"Applejack?" yelled Twilight stepping carefully over a pile of un-ignited hay "Applebloom?"

"Twilight is that you?" called a weak southern accent

"Applejack!" answered Twilight heading in the direction of the voice "Are you alright" She found the earth pony trapped under a few columns that had fallen in the initial explosion. Applejack's hat was on the floor covered in soot and the earth pony was reaching for it weakly.

"I've been better sugarcube" replied Applejack weakly "Might ya lend a hoof there Twilight?"

"I'll have you out of there in a second Applejack don't worry" Twilight focused as hard as she could her horn flaring bright purple The columns on Applejack launched themselves off further into the barn. Applejack's hat then floated back onto her head.

"Thanks Twilight" said Applejack getting to her hooves shakily "I think I'll be okay now"

"We should get out of here" said Twilight reaching her hoof out to Applejack "Grab my hoof and I'll teleport us out of here" Applejack reached for Twilight's hoof when a fireball came from their right and impacted her on the side. It exploded and sent the pony flying through the wall of the barn breaking a few beams as the wall caved in.

Twilight was launched backwards head over hooves her protection spell cracking a bit. She impacted the ground hard on her right side breaking her protection spell the rest of the way. She stood up a little dazed and shook her head to clear it. Twilight immediately put up a stronger protection spell and looked around.

"Twilight Sparkle" said a rather obnoxious voice echoing around the barn "Why must you always interfere with my plans?"

"Who are you?" asked Twilight furiously "Why are you attacking Sweet Apple Acres?"

"You should be proud of yourself Twilight" said the voice with an echoing laugh "It's your fault"

"What do you mean?" asked Twilight confused

The flames parted in front of Twilight. Out from the smoke walked a frosty blue unicorn that Twilight had hoped to never see again.

"Trixie!" screamed Twilight furiously "Why are you doing this?" Something was different about Trixie this time though. She had on a heavy dark blue robe and she wore a proper wizards hat instead of the showy one she wore before. Twilight noted that the hat was jet black, and reflecting the dance of the flames on it's silver band.

"It's called revenge Sparkle" said Trixie "You thought you could beat me in magic and get away with it, did you?"

"I never meant to do that and you know it" yelled Twilight in her defense "An ursa was attacking the town. If I hadn't stepped in when I did Ponyville would have been demolished"

"What's done is done Sparkle" said Trixie in a grim tone "You beat me once. It won't happen again" Trixie's horn glowed a shadowy blue and flames erupted around her. They began swirling into a vortex and shooting straight at Twilight.

Twilight acted on reflex bringing up a ward between herself and the flames. The flames hit against it with their full force cracking it. Twilight dug her hooves into the ground and strengthened her ward repairing the crack and driving the flames back at Trixie.

"Oh no you don't Sparkle" yelled Trixie her eyes flashing red as she stood back on her hind hooves and made a pushing motion with her front hooves. Her horn erupted in dark blue light as two more jets of flame were flung at Twilight's ward.They smacked into it one after another and fused with the previous one. The ward cracked but held, Twilight could feel the heat of the flames on her muzzle.

Trixie made a swirling motion with her hooves and the three flame jets combined into a tempest. The spinning acted like a drill shattering Twilight's ward and hitting her full on picking her up off the ground and driving her spiraling out of the barn. She blew through the barn doors on her way out.

Twilight hit the ground hard the dirt putting out the flames as she skidded to a stop. The spell of protection had been broken by the barn doors so she had caught all of the shock of the fall herself. She could feel a few ribs cracked under her lavender pelt. She dragged herself to her hooves just in time to dodge another fire tempest coming her way. Twilight could feel the heat as it wizzed past her muzzle.

Trixie stepped out of the barn, it crumbling to flaming rubble as she did so. She raised her hoof to send another jet of flame at Twilight. Twilight braced herself and waited. As the jet came racing towards her she cast a spell of reflection launching the jet of flame back at Trixie. She then punched her hoof into the ground creating a fissure spreading right towards Trixie.

"You think that will work?" mocked Trixie knocking the flaming tempest away with one swipe of her hoof "What the..." Trixie had been so focused on the fire coming towards her she had completely missed the fissure growing rapidly beneath her. She had barely enough time to hop backwards before the ground shuddered and broke apart where she had been a few moments ago.

Twilight didn't stop there. She tapped her hoof on the ground twice launching two boulders into the air and sending them shooting them towards Trixie. The first one made contact with the now mid dodge Trixie sending her flying backwards the other one followed her to the ground, slamming her into the dirt hard enough to crack the earth where she landed.

Taking a second to make sure Trixie was at least dazed for a bit Twilight ran over to the still not moving, now soot covered Applejack.

"Applejack you okay?" asked Twilight concerned for her injured friend

"I'll be fine sugarcube" said Applejack coughing blowing soot of her nose "Just a little beaten up is all."

The ground under Twilight thundered and two dark vines erupted from the ground wrapping themselves around Twilight. She tried to use her magic but she was lifted off the ground breaking her concentration for a second. Twilight gasped as the vines began to constrict her crushing the breathe from her lungs.

"You thought you could defeat me so easily" roared Trixie darkness flowing from her hooves "I've become more powerful than you could even imagine Sparkle"

Twilight winced as the vines began to squeeze harder and harder. She began to feel light headed and dizzy. Twilight knew she didn't have much time before she blacked out. She took the biggest gulp of air she could and focused all of her magic to her core. Then she ignited it and let it go.

__________________________________________________________

"I've got all that I can carry Spitfire" said Rainbow Dash rounding up another cloud to add to her pile "let's get back to put out those flames"

"Right behind you" replied Spitfire grabbing her last cloud as well "Let's hurry"

An explosion of Lavender fire erupted in the direction of Sweet Apple Acres catching both Spitfire and Rainbow Dash off guard. Spitfire rubbed her eyes and said

"What in Celestia's name...." she didn't get any farther

Rainbow Dash wasn't certain of what happened, but she could feel it in her heart. Twilight needed her and she needed her NOW. She had never done a Sonic Rainboom right from the start but there is a first time for everything. Rainbow Dash flew faster than she ever did before, praying to Celestia that she made it in time.

Reaching Sweet apple Acres in ten seconds, flat Rainbow Dash realized immediately what that explosion was. Twilight was lying unmoving in the grass. A unmistakably familiar light blue unicorn was standing not far off. She was standing shakily wiping soot off of herself, an evil looking smile printed on her face. Rainbow started into a nosedive.

She pumped her wings on her way down going faster and faster, until it happened. If the Sonic Rainboom was a myth than a double Rainboom was just plain impossible. Rainbow Dash could feel the shockwave behind her as she was catapulted forward yet again a Rainbow colored explosion erupting behind her. She'd done it. A double Rainboom!

She was going so fast that time itself seemed to be moving slower. She continued her dive head first at Trixie pumping her wings to slow down. Rainbow Dash wanted to be slow enough so that when she met Trixie she could throw all of her momentum into a single unforgiving punch with the sentence "Get the buck away from her you Bastard" yet still be able to stop without faceplanting the dirt.

Rainbow Dash's hoof met Trixie right in the crook of her jaw. The force alone should have been enough to kill her on the spot, but she took the full force of the blow, being launched off her hooves unconscious spiraling wildly out of control. She flew faster than a bullet through the air crashing into the post at the entrance of Sweet Apple Acres and bouncing off the ground and flying head over hooves a few more feet before she finally hit the ground and skidded to a halt.

Rainbow Dash hit the ground hard, enough of her momentum used in that punch to safely come skidding to a stop. She looked at the light blue unicorn to find her disappear into a black mist and fade away without a trace.

Rainbow Dash ran back over to where Twilight was laying and put her head to her chest. She could hear a steady thump thump. Rainbow Dash wrapped her hooves around the lavender unicorn and lifted her into an embrace, as Applejack approached limping in from behind them.

"I knew your barn door swung that way RD" said Applejack with a laugh

"Now is not a time for jokes AJ" growled Rainbow Dash back at the earth pony

"You must really love Twilight" said Applejack putting a hoof on Rainbow Dash's shoulder in a gesture of understanding "I've never seen a punch like that and I've been bucking apple tree's mah whole life"

"Is everypony okay?" asked Fluttershy flying in a saddle bag hanging around one shoulder

"Twilight could use some help Shy" said Rainbow Dash laying Twilight carefully back on the ground Fluttershy put her hoof on Twilight's chest and traced a well rehearsed looking line around her chest.

"She's used up way to much of her magic" said Fluttershy with a smile "She'll be fine she just needs rest. I'd probably take her to the hospital though" Fluttershy lightly tapped Twilight's chest "Feels as though she's broken a few ribs. How did that happen?"

"Trixie" replied Rainbow Dash through gritted teeth, gently picking up the lavender unicorn and flying off in the direction of the hospital

"Trixie?" asked Fluttershy confused "Didn't we kick her out of Ponyville?"

"We did sugarcube" replied Applejack "But it would seem that she's come back, this time for revenge" The sun disappeared as twenty rainclouds flew over Sweet Apple Acres putting out the fires. Spitfire landed gracefully next to Applejack and looked around.

"Where are Twilight and Rainbow Dash?" asked Spitfire worriedly "Are they okay? What was that explosion?"

"Calm yourself" replied Applejack placing a hoof on Spitfire's shoulder comfortingly "They're fine Twilight is a bit beat up but they'll both be fine"

"What are you talking about beat up?" asked Spitfire looking around at the battle scorn earth "What did I miss?"

"Trixie an old show pony returned to Ponyville to seek revenge on us for humiliating her and getting her kicked out of Ponyville." said Applejack in answer "As it turns out she's learned some powerful new tricks. She had a fight with Twilight and if it wasn't for Rainbow Dash's interference, Trixie would have won"

"But that's impossible" cried Spitfire in disbelief "Twilight is the most gifted unicorn in all of Equestria. How could she get beat in a magic duel?"

"I don't now" replied Applejack "All I know is I better make sure Applebloom and Big Macintosh made it out okay"

"They're taken care of Applejack" smiled Fluttershy "I had Fang take them to the hospital already, Big Macintosh broke a foreleg and Applebloom got a bad case of smoke inhilatioh but i think they'll be just fine"

"A hundred thanks Fluttershy" said Applejack giving a weary yawn "I better go and get myself checked into the hospital as well. Not everyday you get hit by a fireball you know"

"You did what?" asked both Fluttershy and Spitfire in shocked unison

Man do i love the feeling I get when I finish a chapter. Hope you enjoyed and stick with me for the rest. leave grieviances or comments down below and i'll see what I can do for future chapters.

Chapter 5

Twilight opened her eyes to find herself lying on a cold stone floor. She stood up and looked around to see only darkness. She was completely alone. Twilight felt so cold and tired. "Where am I?" asked Twilight to herself "Am I dead?" the last thing she could remember is getting free of those vines and then hitting the ground.

"Twilight Sparkle...." said an echoing voice

"Who's there?" asked Twilight trying to hide the fear in her voice

"The Element of Magic itself...." the voice said with a hearty laugh

"How do you know that?" yelled Twilight in response "Who are you?"

"I am the shadows in the night. I am the darkness that fills your mind. I am the blackness in your heart." replied the voice coming from behind her now "You know who I am and I know who you are"

"Let me see you then. If you know me, then you already know I won't try anything" said Twilight firmly

A dark fog rolled over Twilight's hooves. As it touched her it made her feel despair, as if everything was lost and their would never be hope again. The sensation passed as the fog moved in front of her and began to solidify into a pony-like shape.

"Erebus" mouthed Twilight

"You know my name" said the fog it's mouth moving in a very unnatural way "That is very good"

"Where am I" asked Twilight "Why did you bring me here?"

"I do enjoy a good game Twilight" said Erebus putting a cloudy hoof on Twilight's muzzle The sinking feeling reaching out and grabbing her once more "But I hate to lose."

"I've done you no wrong" replied Twilight taking a step back and glaring at the apparition "Yet"

"More than you know Twilight" replied Erebus shrinking away into a mist "More than you know"

_________________________________________________________________

Twilight opened her eyes slowly light flooding her vision making her squint. She felt like a block of wood, all of her muscles were either stiff or sore, some were even both. She realized she was in the Ponyville hospital. Before she could look around anymore a white coated pony walked in the door.

"Ah Miss Sparkle good to see your finally awake" said Nurse Redheart with a sigh of relief "you had us worried"

"What are you talking about?" said Twilight tapping her forehead with a hoof "Come on brain" she thought to herself "Wake up I need you"

"You were asleep for three whole days Miss Sparkle" replied Nurse Redheart "I haven't seen a pony as beaten up and tired as you were since the last time Miss Dash paid us a visit"

Twilight looked to her right at the chairs along the wall and was surprised to find Rainbow Dash asleep in the one hidden back in the corner. Nurse Redheart noticed the look and smiled.

"Miss Dash was the one who brought you here" said Nurse Redheart softly "It's thanks to her you were able to recover at all. She's been here the last three days and hasn't moved an inch from that chair the entire time. She wouldn't eat or sleep, even if we offered. Must have finally dozed off from sheer boredom the poor thing."

Twilight looked at the cyan pegasus snoozing quietly over in the corner. She always new that Rainbow Dash was the Element of Loyalty but now she realized just how much she meant to the pegasus. Twilight couldn't help but smile at her marefriend, and not just because of how uncharacteristically feminine she looked while sleeping either.

"It's not my place to say" said Nurse Redheart lightly "But In my opinion you couldn't have put yourself into better hooves" with that she ducked out of the room

Twilight continued her examination of her room with little to no results. She was in a hospital bed in a hospital gown a bowl of ice cream next to her on her bedside table. Twilight tried to sit up and howled in pain as she felt her ribs bend. Rainbow Dash's ears twitched and her eyes shot half open.

"Twi are you okay?" asked Rainbow Dash with a tired yawn

"Yes Rainbow" replied Twilight laying back down "I'm fine go back to sleep"

Soon Twilight could see the steady up and down movements of Rainbow Dash's chest. She lifted up her gown to reveal some bandages around her chest and abdomen. She let out a frustrated sigh as her head hit the pillow. "How could Trixie beat me?" said Twilight to herself "What did Erebus mean by more than I know?" Twilight face hoofed herself that her brain still wasn't in overdrive as usual.

"Twilight" called a soft friendly voice from out in the hallway

"I'm in here Fluttershy" replied Twilight Fluttershy walked into the room followed by a bright white unicorn with a very diligently groomed purple mane.

"Twilight my dear" said the unicorn "you look simply dreadful, just look at that mane"

"Good to see you too Rarity" said a now very self-conscious Twilight trying to fix her mane

"Oh stop messing with it Twilight" said Rarity levitating a comb out of her jewel encrusted saddlebag "I'll fix it for you. It's the least I could do for you after saving Applejack like that"

"Oh yeah" said Twilight raising her head off of her pillow and allowing Rarity to get at her mane "How's Applejack?"

"I know she'll be fine. I'm more worried about her home." said Rarity with a sigh "It was destroyed almost completely in that fire. At least the apple trees survived"

"Well maybe Applejack and her family can stay at your house Rarity" suggested Twilight "At least until they're house is rebuilt" Rarity stopped grooming Twilight's mane.

"Now Twilight that is an idea" said Rarity clapping her hooves together excitedly

"See not all bad?" replied Twilight with a knowledgeable smile Applejack had been the only one who had sent letters to Twilight since her departure to Canterlot. She mentioned a crush on her glamorous unicorn friend. I guess this means she feels the same way.

"Twilight that you in there?" asked Spitfire stepping into the room

"Hello Spitfire" said Twilight "How are you doing?"

"I'm good" said Spitfire looking at the sleeping Pegasus in the corner "Can't believe Rainbow Dash pulled on off"

"Pulled what off?" asked Rarity

"A Double Sonic Rainboom" replied Spitfire shaking her head "I didn't think it was even possible to do one, but two?"

"A Double Sonic Rainboom" echoed Fluttershy jaw dropping

"But how?" asked Twilight shocked "She's never been able to do it before, why now?"

"Because of you Twilight" replied Spitfire looking through the window to the cloudy skies beyond as if transfixed "When she saw your explosion of magic she Sonic Rainboomed to your rescue. I only just got there in time to see the second one"

Twilight stared at her marefriend sleeping peacefully in the corner "I know she likes me but I had no idea..."

"It gets better" said Spitfire feeling great pride in her teammate "I talked to Applejack afterwards. She said that Trixie was about to finish you off when Rainbow Dash fell from the sky and punched her right in the face. It had enough power behind it literally sent her catapulting through the Sweet Apple Acres sign and flipping head over hooves a few feet further."

"Is that even possible?" asked Twilight in shock and amazement

"I heard it from the Element of Honesty herself" said Spitfire "I have no doubts it's true"

"Wow" said Fluttershy smiling "She must like you a whole lot huh Twilight?"

"Like?" asked Twilight beaming "She loves me"

"Twilight aren't you forgetting something?" said Spitfire with a chuckle

"Oh yeah sorry" said Twilight scratching her head with a hoof a blush of embarrassment on her face

"Now, Rarity" said Spitfire addressing the unicorn "We came here originally to get the Elements of Harmony back together again. We needed Applejack, but I don't think she's going anywhere soon."

"Whatever do you mean?" asked Rarity "I checked on her yesterday and they said she'd be fine with plenty of rest"

"She's perfectly fine" said Spitfire in explanation "But with most of her close relatives injured there is no way to fix Sweet Apple Acres in time for the harvest season. If we took her now then we would be leaving Ponyville without their main food supply"

"I see" said Rarity clearing her throat "and i suppose you want me to come with you then?"

"Yes I do we need your Element of Generosity now more than ever" said Spitfire "If we are to defeat Erebus and save Princess Luna from the Shadowlands"

"Did you say Erebus?" asked Rarity a look of understanding on her face

"Yes," answered Spitfire "Why?"

"A strange stallion wandered into my shop three days ago" replied Rarity thinking back "He started rambling on about a whole array of things as I was filling his order for him. He mentioned an Erebus and Princess Celestia quite a lot. Though there was a bit of Alcohol on his breath"

"What did this stallion look like?" asked Spitfire "What was his name"

"He was a light brown with black soot coated hair" said Rarity in disgust "It was so revolting a color. He smelled of burned metal and wore bandages around his eyes. I don't quite remember his name, sorry"

"Sounds like quite a character" laughed Twilight looking to Spitfire "Right Spitfire?"

"Where is this pony now?" asked Spitfire very seriously, much to Twilight's surprise

"Last thing he said before he left was that he was going to get a drink" said Rarity in disgust "As if he didn't stink of the stuff already"

"Twilight I'm going for a walk" said Spitfire backing out of the room "You and Applejack's injuries are going to keep us here for awhile anyways"

"Alright?" said Twilight suspiciously "Have fun and be careful" Spitfire nodded acknowledgment and walked out the door her hoofsteps speeding up as she galloped down the hall.

"What was all that about?" asked Rainbow Dash sleep thick on her voice

"Rainbow Dash are you still over there?" asked Rarity addressing the Cyan Pegasus snoozing over in the corner "Have you at least eaten?"

"Maybe" replied Rainbow Dash trying to rub the sleep out of her eyes "Is Twilight okay?"

"I'm fine Rainbow" replied Twilight waving a hoof in greeting "Good to see you awake finally"

"I was only taking a nap geez" replied Rainbow trying not to blush in embarrassment "So how soon you gonna be getting out of here?"

"I don't know" said Twilight looking to Fluttershy "You know?"

"I don't know sorry" replied Fluttershy "but I think I should go and see if Fang needs anything" She bowed her head out of courtesy and excused herself from the room.

"And I need to go and finish up my newest order" said Rarity winking at Twilight "You two have fun now" and Rarity shot Rainbow Dash a fleeting glance "You be gentle got it?" then walked out of the room

Twilight and Rainbow Dash looked at each other and blushed. They still hadn't gotten quite used to ponies knowing how they felt about each other quite yet, so Rarity's comment had struck a very awkward cord.

"Well that was weird" said Rainbow Dash smiling "huh Twi?"

"Rainbow Dash" said Twilight looking at her marefriend a coy smile on her face "I know what you did for me"

"Oh that" said Rainbow Dash a look of embarrassment on her face "I'm the Element of Loyalty. I'm always gonna be there for you Twi"

"No matter what?" asked Twilight gesturing for Rainbow Dash to come closer

"No matter what" replied Rainbow Dash walking to Twilight's side "I'll never let anything happen to you"

"Well it seems the doctor forgot to give me part of my medicine" said Twilight putting a hoof on Rainbow Dash's muzzle

"And what would that be?" asked Rainbow Dash smiling

"I'm afraid I need a Miss Rainbow Dash in my bed stat" said Twilight scooting over to open room for her marefriend

"Well who am I to argue" answered Rainbow Dash sliding under the covers wrapping her hooves around Twilight pulling her close

"Ouch" said Twilight cringing in pain from her injury

"Sorry" said Rainbow Dash laughing "Now I know what Rarity ment when she told me to be gentle"

_________________________________________________________________

Spitfire walked out of the hospital her mind feeling weighed down. "That Stallion Rarity described" said Spitfire to herself walking down the street "Could it be him?" She looked to a bar on her left and found a bar named Berry's Punch. It wasn't all that big but there was a loud commotion on the inside.

Spitfire heard somepony yell "and stay out" as a light brown stallion was thrown out of the bar. He was wearing a trenchcoat. A hat flew out the door after him. It was an old top hat with a small gear on the left side of it. Spitfire looked at the stallion and smiled.

"Well if it isn't Rusty" mocked Spitfire smiling"Still getting thrown out of places I see"

"Spitfire?" said the stallion standing up "What the heck are you doing here anyways?"

"I could ask you the same question?" asked Spitfire curiously

"Erebus has set his sights on this town" answered Rusty "I'm here in case he tries to do something"

"He already did" said Spitfire shaking her head "You missed it"

"No I just saw no reason to interfere yet," replied Rusty putting his hat back on his head "Celestia's student had it covered, her and her friends"

"So that was Erebus who sent Trixie back" said Spitfire nodding

"You mean you didn't know?" asked Rusty surprised

"I do now" smiled Spitfire "The more info I have on him the easier it will be to take him down"

"You always were a mischievous one Spits" laughed Rusty "I haven't laughed in a long time"

"Why'd you let yourself get thrown out this time?" asked Spitfire "I know you have money and you could probably take that entire bar on by yourself"

"Someone has to stop me from drinking till I pass out right?" laughed Rusty a huge smile on his face

"At least you realize you have limits" sighed Spitfire sitting down next to him "I haven't seen you in a long time Rusty"

"It has been awhile hasn't it? 12 years now I think." replied Rusty putting a hoof on Spitfire's shoulder "I'm sorry I never came around more often..."

Spitfire pulled her elbow back and threw it in the general direction of Rusty's muzzle. He could have dodged it easily but took it instead. He remained on his hooves the force of it not near enough to knock him to the ground, but enough to hurt all the same.

"Don't you ever leave again you hear me?!" yelled Spitfire angrily "You are the only one I have left"

"It must have hurt" said Rusty looking at Spitfire with his sightless gaze "Being alone for all that time. I know how that must have felt for you"

"Then why did you leave?" asked Spitfire frustration echoing through her voice

"I'm not sure" replied Rusty looking into the sky letting out a long sigh "But I can't say I'm sorry for leaving. You've turned into a great mare Spitfire. You have a great life and wonderful friends. You hardly remind me of that little filly I used to know so many years back"

"You really live life without regrets huh?" said Spitfire her anger fading

"I live my life to have no regrets it's true" answered Rusty with a smile "Which is why now that I'm back, I don't plan on leaving again. If your going after Erebus, I'm not going to sit idly by. I'm coming with you"

Chapter 7

"Wha.. What is it?" asked Fluttershy looking up at the massive ship in front of her. It was a little scary to see a ship this massive resting on land and not water. It was easily 100 pony lengths across and 150 pony lengths tall. It was made of what looked like a bolted chrome plated metal. It had normal sails and no ballons of any kind.

　　"This is my air ship" replied Gear with a smile the level of which can only be achieved by pride in your work "The Albatross" He looked the ship over with his sightless gaze.

　　"Wow an Air ship" mouthed Rainbow Dash "That is so cool!" She clapped her hooves together in excitement and anticipation.

　　"Rusty this is great!" said Spitfire punching the stallion affectionately on the shoulder

　　"Everybody get on board" said Gear pointing at a ladder on the side of the hull "I've already made preparations for our departure and gathered the supplies we need for a week of travel." Fang looked at him curiously for a second "Yes Fang even meat" With that the wolf was satisfied and followed Twilight up the ladder.

　　Once Gear had scaled the ladder and joined the rest of the group on the deck of the Albatross he addressed them once more.

　　"Alright everypony here's how this works" Gear started by pointing to a door which looked to lead to a stairwell going below decks "There are only 3 beds on this ship. Two below decks and one in my quarters."

　　"Which means that some of us are going to have to share a bed" sighed Spitfire

　　"Well me and Twi can share a bed" said Rainbow Dash wrapping a wing over her marefriend "Ain't that right Twi"

　　"I suppose so" said Twilight bopping Rainbow's nose with a hoof "If you can keep your snoring to a minimum" Rainbow Dash blushed a bit at being told she snored, which only added to the lavender unicorn's laughter.

　　"Well I guess me and Fluttershy could share a bed" proposed Spitfire hoping that Fluttershy would say no

　　"Sorry Spitfire but I think I'd like my own bed" said Fluttershy looking to Fang

　　"Well I guess I could share a bed with Rusty" said Spitfire a spark of flame igniting in her chest in triumph

　　"You won't be" said Gear pointing to the rudder. "I'm needed here on deck. Somepony has to keep us on course, and it's going to have to be me" Spitfire's ears dropped in defeated acceptance

　　"Your giving me your bed?" asked Spitfire confused and a little let down "But why?"

　　"Call it an attempt to repay an old debt" replied Gear with a chuckle "A silly one at best, but an attempt non the less."

　　"Well then it's settled" said Rainbow Dash interrupting before Spitfire could respond "Let's get ourselves settled into our rooms and then we'll get this thing flying"

　　"Sounds like a plan" nodded Gear walking over to the rudder checking his charts he set up on a nearby table The other five went to there rooms to get their things in order.

　　Spitfire entered the captain's quarters carefully. She had no idea what it was going to look like. Having known Rusty for so long it could be nearly anything on the other side of the door. At first she was taken aback by what she saw. It was spotless! There wasn't a piece of trash anywhere and the bed was made nicely and evenly. She took a step further in and closed the door.

　　As it closed behind her she saw a head table with photos on it to the left of the bed. She trotted over to examine them noticing there were only three. The first was of Rusty and Princess Celestia. It said "To Gear Love Tia" the second one was of herself as a filly. It read "To the best Uncle ever Love Spits"

　　Spitfire remembered giving that to him all those years ago. She was rather surprised he had kept it all these years. The third picture was strange it was a hoof-painted portrait of a mare. She had a red coat with golden mane and a small twinkle in her eye. There was a watermark in the bottom right corner of a Phoenix. She picked it up in her hoof and a note fell out.

　　Curious Spitfire unfolded it. It seemed to be hoof written, from the ink on the page it looked as if written by a quill. The writing was fancy and fading, obviously very old. It read as follows...

　　"Dear Rising,

　　 If you are reading this letter than Princess Celestia has kept her promise and I am dead. I figured out a long time ago I would die long before you. I have accepted that because I know I will see you again. It is this one belief that lets me carry on. I have loved spending my life with you, and only wish you the best. I painted this self portrait many years ago, so that you would have something to remember me by. Death is easy, that is what makes living so hard. We are memories Rising, all of us, they shape us and make us who we are. We are only ever truly dead when we are no longer remembered. So, I need you to promise to keep me in your heart and remember me always. You gave me my adventure. Go out and find another.

　　Love, Sunishia"

　　"Spits..." said Gear standing in the now open doorway mouth agape

　　"Rusty..." replied Spitfire trying desperately to think of something to say

　　He simply looked down at the floor turned tail and walked back out on deck. The door closed with a slam which made Spitfire cringe, leaving her alone. A burning guilt wedged itself deep into her chest. She wanted to rush to find him and apologize, but she knew deep down that wouldn't work. From the look on Rusty's face, this letter was one no one but him was ever supposed to read.

　　Spitfire set the letter on the head table and threw herself on the bed. She cast a questioning glance back at the letter. For getting her into so much trouble, it opened up so many questions. She jarred a little as the ship took off into the sky. Spitfire could hear gasps of amazement from her friends. Grabbing the covers and wrapping herself in them she decided she'd had enough for one day. Closing her eyes she wished the pain in her chest would just disappear.

　　_________________________________________________________________________________　　

　　"Gear this is awesome!" cried Rainbow Dash half over the side of the ship starring down at the ground "How can this thing even fly?"

　　"It has very powerful engines Rainbow Dash" yelled Gear in reply "This isn't a quarter of what this ship is really capable of"

　　"Umm.. Steam are you sure this is really safe?" asked Fluttershy tapping his shoulder with a hoof

　　"Safe as can be Fluttershy" replied Gear with a winning smile "This ship has never had a problem getting into the air, and it's not about to start now"

　　"Rainbow! Get off the railing before you fall over board" yelled Twilight at her marefriend

　　"Ah stop worrying Twi" replied Rainbow Dash trotting over to join the lavender unicorn "Nothing bads gonna happen if I fall over board. I'm a pegasus remember?"

　　"Twilight is right to be cautious Rainbow Dash." called Gear over the now ear beating sound of the engines as they gained speed "Right now you'll be fine but soon the engines will be burning full speed. If you fall over then they'd burn you to a crisp before you could even spread your wings"

　　"I thought you said it was safe" cried Fluttershy hiding under Fang's upraised paw

　　"It is up here on deck" replied Gear yelling in a voice conditioned over the years to go over the roar of the engines "You never asked what happened if you fell off the ship"

　　As the engines hit full burn the ship gave a little jerk and then settled into a smooth pace. The noise drowned down and they seemed to slow a little.

　　"What did you do?" asked Twilight rubbing her ears with a hoof, checking for any permanent damage

　　"I put on the dampeners" answered Gear checking their course again "They soften the noise of the engines adding a few minutes to our time but give us a few hours to savor our ears."

　　"I agree with you on that" said Rainbow Dash running a hoof through her mane quickly before Twilight saw it was messed up from the take off "Where are we headed to exactly?"

　　"We are headed south" said Gear scratching the goatee on his muzzle "Towards the direction of Las Pegasus"

　　"I've always wanted to go to Las Pegasus" said Fluttershy in a dreamy voice

　　"Speaking of Pegasus" said Twilight looking around for their missing party member "Has anyone seen Spitfire lately?"

　　"Not me" answered Fluttershy looking around for their flame colored companion

　　"Hey your right Twi" said Rainbow Dash scratching her head with a hoof "Any clue where she is Gear?"

　　"Probably still in my cabin" said Gear in a very curious tone It sounded hurt, which was odd considering he had given her his cabin in the first place. "She's probably just sleeping"

　　"I'm pretty tired too" said Fluttershy yawning, Rainbow couldn't help but admire the cute sound Fluttershy made when she yawned. At a sideways glance from her marefriend however she faked a yawn herself and added "I'm feeling kinda tired to Twi. What do you say we take our leave as well?"

　　"You go on ahead Rainbow" said Twilight giving her marefriend an affectionate kiss on the cheek "I want to ask Gear a few questions"

　　"Alright" said Rainbow Dash with a look of mock disappointment "Just don't keep me waiting to long" With that she flicked Twilight's nose with her tail and trotted off below deck.

　　Twilight turned her attention to the light brown stallion with his head buried in charts. She walked up the stairs towards him and asked

　　"Steam Gear?"

　　"What?" He asked cocking his head to the side, not looking up from his charts "As you can see, I'm a little busy at the moment" He was moving his hooves in graceful arcs across the charts.

　　"How are you reading those if your blind?" asked Twilight curiously observing him

　　"Take a look for yourself" replied Gear stepping back and nudging the chart he was messing with, over to Twilight. The comment about his "condition" made him twitch a little bit. "It's quite ingenious if I do say so myself!"

　　Twilight looked at it with a perceptive eye, scanning the thing in whole before breaking it down section by section. It looked like a normal map to her, but she could feel a strong scent of magic coming from it. Putting her hoof on it she could feel a light wind touch her and a snowy mountain peak.

　　"But this is flat paper" said Twilight looking at it again "How...."

　　"I made these charts for my own personal use" said Gear dragging the chart back over to him "They are enchanted to display wind currents and elevation on touch not sight."

　　"That's brilliant" said Twilight "But how did you make them? Your not a unicorn how did you enchant them"

　　"I've been around a long time Twilight" Gear replied "Stick around long enough and maybe you'll find out"

　　"That reminds me I was meaning to ask you?" said Twilight gathering her courage "What exactly are you?"

　　"That seems like a pretty obvious question don't you think?" replied Gear with a laugh, obviously trying to evade the subject "I'm a pony of course just like you and your friends"

　　"I know that but what kind?" asked Twilight "You seem to know a lot about magic, but I don't see a horn. You understand the flight mechanics behind Pegasi but I see no wings on you. Besides that neither of those could ever dream to live as long as you seem to have managed to."

　　"So what are you asking exactly?" asked Gear turning his sightless gaze on Twilight
A little warning in his voice.

　　"What is your secret to having lived this long and what kind of pony are you?" asked Twilight

　　"There is no secret as to why I've lived this long" sighed Gear sitting down putting his hooves neatly in front of him in a way she clearly recognized from years of watching Princess Celestia. "It is and always will be my curse. It is one given to me by my mother, but one given to me out of love."

　　"I don't quite understand" said Twilight confused "What do you mean it's a curse?"

　　"You think I like living this long?" asked Gear anger and pain flashing through his voice "You think I want to never age while I watch everyone who has ever called themselves my friend grow old and die and not be able to do anything about it?!" He took a step towards Twilight causing her to take a step back "Never being able to spend my life with any pony?!"

　　"I never thought of it like that..." started Twilight trying to defend herself

　　"Steam!" yelled Spitfire from the deck below She was glaring at him determination fueling her voice. "Leave Twilight alone! She didn't know anything about this."

　　Steam Gear shook his head and took a step back. He turned his gaze to Twilight and to her astonishment, Twilight saw tears shimmering down his cheeks. He lifted a hoof to his bandage and tore it off, it fell to the ground with a sodden thud. He turned quickly shielding his face from view.

　　"Twilight I would like to continue this conversation another time. I am not feeling well at the moment" said Gear in a shaky, yer apologetic tone "My scar is acting up again"

　　"Al- alright" said Twilight turning to leave As she trotted past Spitfire she couldn't help but wonder what the real connection was between her and Steam Gear.

　　Spitfire slowly climbed the stairs to up to where Steam Gear was. She could hear his tears as they fell to the deck. In all the years she had known him, Spitfire had never seen him like this.

　　"Rusty?" she asked softly

　　"Spitfire" Gear said wiping a hoof across his eyes trying to hide his tears "Why are you here? Haven't you hurt me enough already?"

　　"I never meant to hurt you, you know that" said Spitfire putting a hoof on Steam Gear's shoulder "I'm sorry for reading the letter, but you can't hate me for wanting to know more about you."

　　"I don't hate you Spits..." said Gear turning his head towards her so she could see his face. Spitfire's jaw dropped in horror. In the space where his eyes should be there was nothing. It was a giant blackened scar. It looked unreal, something that you would find lurking in your worst nightmares. His eyes were entirely gone, the only thing that was left were empty sockets. "I envy you"

　　"What are you talking about?" argued Spitfire deliberately staring into where his eyes used to be, refusing to look away "You seem fine to me"

　　"Sometimes it scares me?" said Gear with a weak laugh "You two could be sisters, you know. You and Suni"

　　"Really?" said Spitfire surprised as a blush came to her cheeks

　　"Indeed. You remind me of her so much" said Gear with a sigh "I always wished to be like her you know? She was so full of life and carefree. Always getting into things she shouldn't and stirring up trouble"

　　"Sounds just like you" chuckled Spitfire giving Steam Gear a playful slug in the shoulder trying to cheer him up

　　"It's said that time heals all wounds" said Steam Gear looking into the sky "But it seems the more time passes the deeper the wound gets"

　　"Sometimes it's harder to live than die" said Spitfire in reply. Steam Gear let out a laugh. He turned and looked at Spitfire, a weak smile on his face.

　　"After all these years" said Gear with a chuckle "Suni you still put a smile on my face"

　　"Glad to see your getting back to your old self again" smiled Spitfire shooting him a questioning glance "Does that mean we're cool now?"

　　"We're good Spits" said Gear giving Spitfire a hoof bump "Now go get some sleep. I'll wake you up once we reach Las Pegasus"

　　"One question?" asked Spitfire over her shoulder as she was walking away a knowing glint in her eyes "How do you fly this thing alone if there isn't an auto pilot?"

　　"I'm afraid I don't have an answer for that" said Gear putting a hoof back on the rudder

　　"I thought as much" giggled Spitfire

Chapter 8

Rainbow Dash let out a sigh as she stared at the dimly lit ceiling. She looked down to the lavender unicorn sleeping in her embrace. It was hard to forget the look Twilight had had on her face when she had come to bed. It was a mixture between fright and curiosity, something Rainbow Dash had thought impossible until tonight.

　　Twilight hadn't said anything about her conversation with Steam Gear at all. She had just crawled into bed and snuggled into Rainbow Dash's embrace. Not that the latter bothered her very much, she enjoyed her marefriend's warmth. The first part however did make Rainbow Dash curious.

　　She couldn't sleep. There were too many questions floating through her mind. Rainbow Dash slowly puled her hooves back from her marefriend's embrace and retreated from the bed. She was going to get to the bottom of whatever it is that was going on.

　　Opening the door to the hallway, Rainbow Dash peered down both sides. She didn't see much different, but she heard a strange noise coming from further down on her right. Going into her best imitation of a hunters crouch she slinked her way down the hall. The noise grew louder as she approached the door on the very end of the hallway.

　　It was a very large door and from what she could tell, very thick. It was made entirely out of some kind of dark wood. It was embroidered with gold trim which made arching patterns across the door. It had a chrome door frame and no door knob. There didn't seem to be a way to open it.

　　The sound of what Rainbow Dash now recognized as steel hitting steel rang out from behind the door. "Someone is in there" thought Rainbow hoofing over the door "And I want to know who"

　　Out of nowhere Rainbow dash heard Gear's voice come from the other side of the door. "Shouldn't you be in bed?"

　　"I thought I heard something so i came to investigate" said Rainbow Dash curiously "What are you doing down here anyway? Who's flying the ship?"

　　"It's on auto-pilot" said Gear matter of factly "I wanted to clear my head, so I came down here"

　　"Okay, but how did you even get in there?" asked Rainbow Dash looking over the door again

　　"Like this of course" replied Gear The gold embroidery on the door began to move and twist until it formed into a giant golden pull handle. Then it lifted itself and pulled open, revealing a smiling Steam Gear and a massive room, with comfortable looking carpeted floors.

　　The walls were made out of the same dark wood as the door. With the same golden embroidery. There were weapons everywhere. Any weapon Rainbow Dash could think of or even imagine was on display somewhere on the walls of this room.

　　"What is all this?" asked Rainbow Dash stunned her gaze shifting from one side of the room to the other

　　"This is my workshop" winked Gear turning back to walk back to what he was doing. Rainbow Dash followed him over to what she thought looked like a forge of some kind. It was located in the middle of the room.

　　"So..." asked Gear turning to face her leaning on the edge of hi forge "What's the real reason your here?"

　　"Oh" said Rainbow shaking her head to gather her wits "I wanted to know what you and Twilight talked about earlier. She seemed awfully shaken up when she came to the room"

　　"I'm afraid I must apologize for being so rough with her" said Gear with some sympathy "I did not mean to go off like that."

　　"What are you talking about?" said Rainbow Dash confused "Why would you do that?"

　　"She caught me at a really bad time is all" said Gear trying to explain it without going into detail "I meant to apologize formerly, but alas I did not get the chance"

　　"Just promise me whatever you did, You'll never do it again" said Rainbow Dash stomping her hoof "If you do you'll regret it, got it? I don't want you hurting Twi."

　　"Is that a threat?" asked Gear with a laugh "Are you threatening me?"

　　"It's not a threat" said Rainbow Dash with great determination "It's a promise"

　　"Never make threats you can't back up Miss Dash" said Gear an amused glint in his eye

　　"What makes you think I can't back it up?" growled Rainbow Dash

　　"Because you don't know how to fight" explained Gear with a laugh obviously trying to make Rainbow dash lose her temper

　　"Why you" said Rainbow Dash pulling her hoof back for a punch She aimed it right at Steam Gear's muzzle. Her hoof shot forward gliding easily as it met no resistance. She had punched thin air.

　　"Tisk tisk, Miss Dash you really must control your temper" said Gear standing behind her Her pushed her forward making her fall on her face. "Are you always like this"

　　"Hold still" yelled Rainbow Dash kicking out her back legs Yet again she hit nothing. This time however she felt a strong hoof wrap around her right back leg. It pulled her backwards lifting her off the ground and slamming her down hard on her back. The carpet cushioned the fall immensely

　　"That wasn't very smart now was it?" chuckled Gear standing over her once more "You need to learn to control your anger"

　　"How the hell do you keep doing that" yelled Rainbow Dash furiously lashing out with her right hoof. It was stopped by Gear yet again with his own hoof, not even a hair length from his face.

　　"Honestly you are more stubborn than I could imagine" said Gear with a sigh He tightened his grip on Rainbow Dash's hoof and dragged her to her feet. Then he let go and took a step back. "Do you want to get yourself killed?"

　　"What are you talking about?" asked Rainbow Dash fighting to keep her anger from over flowing again. She HATED losing.

　　"Where we are going" said Gear with a hard expression "Is like nothing you've experienced before. They aren't playing around or doing this for fun, or personal gain. They want to kill you, it's as simple as that. If you aren't careful you are going to run blindly to your death."

　　"What makes you so sure" mocked Rainbow Dash puffing out her chest "I'm pretty sure I can handle myself"

　　"Really?" asked Gear with a cocky grin "Then why don't you hit me"

　　"Because your blind" said Rainbow Dash finding an excuse easily available "It's not fair to fight a blind pony"

　　"That's the lamest excuse I've ever heard" said Gear anger in his voice He lunged forward, Rainbow Dash instinctively put up her guard. Gear simply let himself drop to the side swinging around with his back hooves, knocking Rainbow Dash onto her back. Before she could try and get up Gear was now standing on top of her pinning all her hooves down.

　　Rainbow Dash gulped down her fear as she saw the glimmering blade of a knife at the edge of her throat. Gear held it in his mouth as he looked down on her.

　　"What the buck are you doing?!" screamed Rainbow Dash attempting to struggle free "Get off me!"

　　"Excuses like that are a sign of weakness. Ones which your enemies will be more than willing to exploit. Appearances can be deceiving" said Gear spitting out the dagger letting it fall with a dull thud on the carpet right next to Rainbow Dash's face "If you don't fight every fight like it will be your last then it most certainly will. Understand?!"

　　Rainbow Dash nervously shook her head in agreement worried what else this crazy stallion might try. With that he let up on his grip allowing Rainbow Dash to get back up on her hooves.

　　"Get out of here" said Gear in a growl He dug a strange metallic object out of his coat pocket and tossed in front of Rainbow Dash. "and take this trash with you"

　　Rainbow Dash grabbed it in her mouth and sprinted out the door. Once she was outside, the door slammed shut behind her. She sat there for a second as the metallic clashes sounded once more from behind her. She swallowed hard sending her heart back down into her chest and out of her throat.

　　As she rounded the bend to get back to her room, Rainbow Dash realized she was still carrying whatever Steam Gear had thrown at her in her mouth. Dropping it to the floor it made the pitter patter of a coin. She looked at it and her jaw dropped.

　　"It couldn't be..." gasped Rainbow Dash On the floor in front of her eyes was something she'd only seen in books. It was an old Wonderbolts medal. It read "Steam Gear. Captain of the Wonderbolts". "There is no way..." Rainbow Dash mouthed flipping the medal over she realized there was more. On the backside it read "Steam Gear. Captain of the Royal Guard".

　　Rainbow Dash couldn't believe her eyes "It has to be a fake"

　　"Dashie is that you?" asked Fluttershy opening the door to her room and peering around it into the hall "What are you doing this late at night?"

　　"Hey Fluttershy take a look at this" said Rainbow Dash tossing her Fluttershy the medal Fluttershy caught it in her hooves and looked it over once.

　　"Wow" said Flutershy in awe looking up at Rainbow Dash, her eyes wide in excitement "Is this real?"

　　"That's just what I want to know?" replied Rainbow Dash gesturing for Fluttershy to follow her "and I have a good idea who to ask"
　　_______________________________________________________________________________________

　　Spitfire opened her eyes as she heard a knock on her door. Throwing off her covers she yawned as she made her way over to the door. Twisting the door knob in her hoof, Spitfire pulled the door open. She was a little surprised to find a cross looking Rainbow Dash and a bouncy Fluttershy.

　　"Do I want to know?" asked Spitfire shaking her head trying wake herself up the rest of the way

　　"Sorry for waking you up Spitfire" said Rainbow Dash apologetically "But I have something I need to ask you"

　　"Whatever it is I'm sure it can wait till morning" yawned Spitfire

　　"It's about Steam Gear" said Rainbow Dash Immediately Spitfire's ear perked up and her expression changed.

　　"Come inside" said Spitfire gesturing for them to come inside

　　Once everyone was inside Spitfire closed the door and turned to face her friends, now sitting quietly on the sofa on the right side of the room. Spitfire walked over to the desk situated on the left side of the room and sat down. She took a deep breath before she started.

　　"What seems to be the problem?" asked Spitfire in a professional tone

　　"Well.." started Rainbow Dash "He flipped out on Twilight, assaulted me with a knife, and is now trying to convince me that he was both Captain of the Wonderbolts and the Royal Guard."

　　"I've already had a chat with him on what he did to Twilight" said Spitfire with a sly smile "He'll be giving her a proper apology in the morning, with a complimentary breakfast buffet for us all"

　　"Wow a buffet?" chirped Fluttershy "That sounds wonder... wait what?" she about fell off the coach a the rest of what Rainbow Dash had said

　　"Okay but what about him assaulting me with a knife?" complained Rainbow Dash "He looked like he was going to kill me!"

　　"Knowing him he was probably thinking about it" replied Spitfire "He takes his fights very seriously. Some ponies would say too seriously" With that she chuckled

　　"You mean he was actually going to kill me?" gasped Rainbow Dash "How are you laughing about that?"

　　"Did you call him blind?" asked Spitfire curiously

　　"Well kinda" muttered Rainbow Dash

　　"Well in that case" said Spitfire with a coy smile "I'd say your lucky not to have to crawl out of there. Rusty hates it when people call him blind, especially when it comes to his fighting skills. He was probably just trying to show off, otherwise you would already be dead."

　　"He put a knife to my throat!" screamed Rainbow Dash

　　"Did he say something like never to let your guard down, or that you should fight every fight like it's your last?" asked Spitfire a knowing expression on her face

　　"Yeah he did say something like that, now that I think about it" said Rainbow Dash scratching her head

　　"Now what is this about him being captain of the Wonderbolts and the Royal Guard?" asked Spitfire changing the subject

　　"He threw this at me" said Rainbow Dash handing Spitfire the medal "It's got to be fake right?" Spitfire looked it over and turned it a couple times. Finally she set it on the desk in front of her.

　　"This is very real" said Spitfire pointing out a sun like symbol in the bottom right corner on the backside "This mark is a magic engraving performed by Princess Celestia herself"

　　"How could he be captain of the Wonderblots though. He's not a pegasus right?" asked Rainbow Dash trying to wrap her head around it

　　"I didn't see any wings" said Fluttershy putting on a thinking face

　　"This medal is centuries old" remarked Spitfire with an acute nod "He may not have wings now but, at one time he probably did"

　　"Does that mean?" asked Fluttershy

　　"That I lost my wings?" said Gear sitting in the now open doorway As the three mares turned their heads towards him he continued. "Yes I lost them. A few hundred years back in the last great Equine War. I was defending a fellow Wonderbolt and a dear friend. Alas I failed and in result lost my wings and my friend."

　　"So it's true then" gulped Rainbow Dash "You really were Captain of the Wonderbolts and the Royal Guard"

　　"Not simultaneously no" laughed Gear "I lost my wings in the war I was devastated. I couldn't be a Wonderbolt anymore, plus I lost my closest friend. In order to cheer me up Tia allowed me to come be the Captain of the Guard, so I would always be close to home."

　　"While we're on the subject" asked Spitfire guiding the conversation now "How did you lose your eyes? I saw the scar Rusty that is no normal mark, is it?"

　　"You know I don't like talking about that subject Spits" said Gear with a sigh

　　"I think after assaulting a mare with a knife the least you could do is explain yourself" pleaded Spitfire pointing to Rainbow Dash

　　"Fine I'll tell you" said Gear drawing in a deep breath "It was about 400 hundred years ago on a jaunt down to the Shadowlands. I was checking in on how Erebus was doing, you know making sure he was still locked up. I had grown overly arrogant with myself, I had gone alone with no Unicorn to guard me from Erebus's magic. I was unable to stop the ambush that followed"

　　Steam Gear took a minute for that to sink in he took another breath to calm his nerves before continuing. His words formed pictures in his mind replaying the events like an old movie.

　　"I had just entered Erebus's resting place, when it happened. I failed to notice a piece of his prison had broken off allowing him to reach out in the dark. Before I knew it I was trapped in one of his spells. Not having any magic to fend him off I was helpless. I thought he was going to kill me right there. Soon after I wished he had."

　　"Why would you want to die?" asked Rainbow Dash confused "That just seems dumb..." Fluttershy stuck a hoof over her cyan friends mouth at a glare from Steam Gear.

　　"Erebus wasn't planning on killing me. Oh no not yet. He wanted to make me suffer. Suffer the way he had all those years of imprisonment. He lifted me into the air and reached for my eyes. I was helpless as he ripped them out and threw me to the ground. Then he burned them shut stopping the bleeding. Erebus wanted me to know how it felt to be left in the dark."

　　"Who does that?" cried Spitfire in outrage "That's horrible"

　　"He then proceeded to break almost every bone in my body. With his strength gone Erebus let me go. Bleeding and broken I crawled my way outside. That's as far as i got before I blacked out from blood loss. When I woke up a few days later I realized I was still alive, but being blind I had no way home. It took me fifty years before I finally got back"

　　"Fifty years..." squeaked Fluttershy

　　"Fifty years..." said Gear anger quaking through his voice "I lost so much in those fifty years. Things which can never be replaced." He hit his hoof hard on the wall, rattling the pictures which resided there.

　　"Rusty.." said Spitfire trying to calm him down "Maybe you should take a breather"

　　"Sorry" said Gear taking a deep breath "I did say I didn't like talking about it"

　　"Man if I had known you'd spin a story like that I wouldn't have stayed to hear it" said Rainbow Dash comforting Fluttershy was sobbing silently into a pillow, holding it to her face to prevent noise.

　　"Rusty I know it must have taken a lot to tell us this" said Spitfire trotting over and giving him a hug "Thank you"

　　"You deserved to know" said Gear returning the hug looking to Rainbow Dash he added "If you don't like losing you should probably come with me"

　　"Why?" Rainbow asked still recovering from the shock of the story

　　"For your training of course" said Gear with a hearty laugh "You think I'd give you my badge of office without a reason? You need to learn how to fight, and I'm willing to teach you"

　　"Your being serious" asked Rainbow Dash cautiously "A second ago you were attempting to gut me like a fish?"

　　"Completely serious" replied Gear gesturing for Rainbow to follow him "We have a few hours till we reach Las Pegasus. Plenty of time for me to show you some basics"

　　"Better go with him" said Spitfire in a whisper "Before he comes back to drag you with him" in a louder tone she added "You two have fun. I'll look after Fluttershy and make sure she's okay"

　　"This should be fun" whined Rainbow Dash as she trotted after Steam Gear

Chapter 9

"Okay i think I've got it" said Rainbow Dash panting from exertion She'd been giving it her all for about 8 hours straight. She'd been practicing with the Wonderbolts for four years and never had to work this hard. She just hoped that she was able to keep up with her mentor. He may be blind but he was incredibly agile.

　　"Good then show me what you've got" said Gear egging her on with a hoof He was quite impressed with the sheer amount of determination Rainbow Dash had put into this training session. He had expected her to pass out from exhaustion about 2 hours ago. "Maybe this has something to do with her elemental alignment?" he thought to himself

　　Rainbow Dash steadied herself on her back hooves taking a deep breath to stabilize herself. When she'd first been shown this she asked "why two hooves?" Steam Gear had explained by using the muscles in your back while standing up you can put more force behind your punch. She drew her hoof back and positioned her other in a defensive position.

　　"Good form" complimented Gear doing a stance of his own His was different however. He was on four hooves, with his left front hoof raised slightly his other hooves spread out equally for balance and stability.

　　Rainbow Dash threw a quick jab feeling the extra power her upright position gave her as it whizzed past Steam Gear's head catching some of his mane. Using her wings she took off just as Steam Gear launched his raised hoof towards her legs to trip her. Using the momentum from take off she did a flip and brought a back leg down on Steam Gears head.

　　Using both front hooves to block the kick and grunting in the strain from doing so, Steam Gear wrapped his hooves around it and stood up spinning Rainbow Dash around in the air. As he pulled back a hoof for a well-placed punch however, the spinning pegasi stuck out a wing at a 45 degree angle altering her spin just enough to get a hoof flying towards her opponent.

　　"Nice job" replied Gear as his hoof met with Rainbow Dash's he jumped backwards as she hit the floor "Countering that spin was no easy task"

　　"I've done a lot of tricks that involve spinning" said Rainbow Dash ruffling her wings "It's all about timing and momentum. With the fulcrum of my wing I was able to alter the direction of the spin slightly. Simple as that"

　　"For those of us without wings Rainbow it's quite a sight" said Twilight trotting up to her marefriend She looked at Steam Gear and added "We've reached Las Pegasus"

　　"Then this training session is over" said Gear nodding acknowledgment "Let's get up on deck"

　　 "Rusty!" screamed Spitfire from down the hall "Get up here fast your going to want to see this!"

　　Once the four reached the deck of the Albatross, they were greeted to a vision of horror. Las Pegasus was on fire and slowly falling out of the sky.

　　"What happened?!" yelled Rainbow Dash

　　"I don't know" answered Fluttershy an expression of sheer terror on her face "it just exploded"

　　"Cities don't just explode Fluttershy" replied Twilight "Who could have done this?"

　　"Erebus" growled Gear angrily "He knows we're coming after him. Guess he didn't want to wait for us to bring the fight to him" He ran up to the rudder and turned on a collision course with Las Pegasus.

　　"Your going to ram it!?" yelled Rainbow Dash In the nick of time Steam Gear heaved right skimming the side of the falling city. Fang tossed an anchor over the side and hooked it on one of the buildings that were still standing.

　　"Every pony listen up" Gear said in a commanding tone "I'd say we have about an hour before the cloud holding this place up melts through. Let's get in there and see what we can do to help. Be careful if this is Erebus's work, there are bound to be some very un friendly tourists"

　　"Rusty is right" agreed Spitfire in similar tone of voice "Twilight Rainbow Dash. Fluttershy Fang. You are teams now stick together and watch each others backs"

　　"Take these" said Gear tossing them small metallic devices. They realized them as watches. "Keep an eye on your time you only have a little under an hour to be back here or you'll fall out of the sky with this city"

　　As the four friends charged into the burning city, going in two different directions, Spitfire looked up at Steam Gear. He had a blank look on his face. In his hooves he was holding a long metallic cane.

　　"We're going in too right?" asked Spitfire gesturing at the burning city

　　"Go ahead" said Gear ushering her to depart "Look after them for me. I have some unfinished business to take care of." With that Spitfire launched into the sky and was lost from view.

　　"Erebus.." said Steam Gear in a low voice "You'll pay for this..."

_______________________________________________________________________________________________

　　Fluttershy dug her hooves into Fang's fur as he thundered through the flaming streets. They hadn't seen one pony yet and it's been nearly 15 minutes. "What's going on?" thought Fluttershy to Fang "Where is every pony"

　　"I wish I could tell you" replied Fang "This smoke is clouding my senses. I'm as blind as you are"

　　Fluttershy didn't notice the figures hiding in the shadows. Fang was unable to dodge out of the way just as a dark figure launched a fireball in his direction. Fluttershy was shaken as he was hit in the side. Letting out a grunt of pain Fang was flung sideways into a burning building. Fluttershy let out a squeak of fright as she fell to the ground. Looking up she saw a familiar figure looming in the distance.

　　"Trixie!" yelled Fluttershy getting back to her hooves

　　"Fluttershy" responded Trixie her voice sounding darker than usual "How long has it been since I've seen you?"

　　Fang emerged from the remains of the building he was launched into. As he pushed himself out of the rubble, he shot a dark glance at Trixie. He planted himself firmly between the dark mage and Fluttershy.

　　"Still having others fight your battles for you I see" remarked Trixie laughing "Poor Fluttershy. Still to weak to protect herself"

　　Fang darted forward brandishing his claws in an arc, aiming at Trixies face. Raising a hoof she erupted a wall of cloud, blocking the attack and enveloping Fang's paw. It soon worked it's way all the way around Fang's body entangling him as he struggled.

　　"But how?" asked Fluttershy frozen in disbelief

　　"Wonderful isn't it?" asked Trixie with a dark thrill "I've made the clouds stronger than steel. Even with his strength he's no match for them" She moved her hoof and the clouds tightened around Fang. He refused to howl in pain though.

　　"Stubborn fool" remarked Trixie glaring at the wolf darkly "Just scream already. Beg for mercy"

　　"Let him go" said Fluttershy running at Trixie "Don't hurt him" She threw a punch at Trixie

　　"Stupid foal" Laughed Trixie as she dodged Fluttershy's flailing assault and punched her square in the face. Fluttershy reeled back as a blast of force flung her backwards a few meters. She hit the wall of the building behind her back first, jarring her. With her vision blurry and hooves shaking Fluttershy tried to stand up. "Your so weak it's pathetic. Can you ever do anything for yourself"

　　"Your wrong" said Fluttershy tears rolling down her cheeks "I am not weak" She looked at Trixie with unwavering focus "I do rely on others" Fluttershy began to glow with a faint light as she continued "They stand up for me, because I'm nice to them"

　　"Your lieing to yourself foal" laughed Trixie hysterically "They stand up for you because you can't stand up for yourself" She raised a hoof and more clouds rose up and began to constrict Fluttershy.

　　"I am not weak" repeated Fluttershy her tears now falling to the ground in a stream She opened her eyes and what she saw amazed her. She could see everything. It was as if she could see the very essence of the things around her, the flow of life itself. As the clouds began to wrap around her she reached out a hoof and gently touched them. They froze in place.

　　Fluttershy watched around her as the very strength of nature itself flowed into her, filling her up, making her feel warm and strong. "I'm nice, but there comes a time when a girl's gotta put a hoof down"

　　"Enough of this lunacy" yelled Trixie "The great and all powerful Trixie has had enough fun. Now die" She raised a hoof in Fluttershy's direction but nothing happened. She tried again and again but the clouds wouldn't move. "What trickery is this?" Trixie cried looking at Fluttershy

　　"No tricks Trixie" said Fluttershy raising a hoof in fang's direction The clouds entangling him retreated letting him down softly on the ground. "Your just too mean, and I don't like meanies" As if on cue Fang launched himself at Trixie fang's bared. She managed to side step, Fang's jaws crushing together where her neck had been moments ago.

　　"So you have some strange power" mocked Trixie summoning a circle of fire around her "I am still more powerful than you could possibly imagine!"

　　"Let me get that for you" said Fluttershy sweetly She let out a breath in the direction of the flames and a gust of wind blew out the flames. "There we are" She raised a hoof in Trixie's direction. With a look of annoyance Trixie struggled as her hooves began to sink into the clouds.

　　Trixie's horn sparked with magic as she fought against the clouds. Rending the clouds open, she gained her freedom, just in time to dodge a swipe from Fang's claws.

　　"What's the matter Trixie" chuckled Fluttershy "Would you prefer to have your hooves on the ground?" With that the cream colored Pegasus drew a circle on the cloud in front of her.

　　"This is impossible" cried Trixie as the clouds beneath her disappeared as if cut out from underneath "I will not be defeated by the likes of you" She tried desperately to hold on to the ledge of clouds.

　　"Your right Trixie you won't" said Fluttershy with a nod "Fang would you kindly do the honors?" Fang smiled as he walked over to the unicorn, dodging one or two more desperate fireballs. He then dug his claws into the cloud Trixie was hanging on and ripped it off. Trixie let out a scream as she fell through the air. Her voice fading into the distance as she fell out of sight.

_______________________________________________________________________________________________

　　"Twi do you see anypony?" yelled Rainbow Dash ducking inside another house

　　"Not a single one" replied Twilight using her familiar's once more to scan the other side of the street She put a hoof to her forehead in thought "This doesn't make any sense, where is everypony?"

　　"We only have 20 minutes left" said Rainbow Dash looking at the watch hanging around her neck "We should start heading back"

　　Twilight winced as one of her familiars blinked out. The rest soon followed suit, one by one. Twilight was left with only her eyes to go on now. "Rainbow" she yelled "We have company"

　　White masked dark figures emerged from the flames around Twilight. They looked hollow as if they were only half there, or drawn from somewhere else halfway. One tried to lash out at Twilight with a clawed hand.

　　"Incoming" called Rainbow Dash dropping out of the sky flipping once and slamming her back leg into the dark figure. It retreated in what looked like shock, but not in any kind of pain. As it lashed out again Rainbow Dash hopped backwards, it's claws narrowly missing her face.

　　"Well that didn't work" said Twilight her horn igniting "Let me have a go" She gathered magic in her horn and channeling the air in front of her to move faster and faster, adding heat and friction till it burst into flames. Then she launched the fireball at the horde of monsters. It flew through three of them making flaming holes and exploding on the wall behind them.

　　The creatures extinguished the flames and the holes soon closed shut. It was as if the fireball never happened. The creature that Rainbow Dash kicked lunged towards the cyan pegasus trying to grab her.

　　"No you don't" she yelled dropping to her back dodging the grabbing arms She then kicked both her back legs up into the bottom of what she believed to be the creatures face: the mask. The mask cracked and broke in half, as the creature cried out and withered away.

　　"The masks!" cried Twilight launching another fireball "Aim for the masks" Hitting her mark another mask was broken in a fiery explosion, dissipating another of their adversaries.

　　"Don't need to tell me twice" replied Rainbow Dash grinning as she threw her hoof, uppercutting and shattering another mask

　　Twilight raised a hoof sending bolts of lightning into the mob hitting one mask after the other. Soon all that was left were charred pieces of mask and a dark mist.

　　"What were those things?" asked Rainbow Dash poking some mask fragments with a hoof

　　"I don't know" said Twilight retreating "and I'd rather not stay to find out"

　　"I hear that" said Rainbow Dash getting cut off halfway A look of confusion went was printed on the cyan pegasus face as she fell face first into the clouds. One of the creatures had not had it's mask completely broken and had grabbed hold of Rainbow Dash.

　　"Rainbow!" screamed Twilight slamming her hoof into the mask. On contact an explosion of force erupted from her hoof shattering the mask to dust.

　　Once she was sure that there were no more of those things around, she looked at her marefriend. She didn't seem to have any wounds on her at all. What's weirder is that she was ice cold. Twilight put her ear to Rainbow Dash's chest to listen for her heart beat and found it slow and weak.

　　Twilight had to jump back as Rainbow Dash began to flail wildly.

　　"Rainbow what's happening?" asked Twilight in absolute terror With all the books she'd been reading, Twilight thought she could handle anything. Nothing, however, had prepared her for this.

　　"Twilight!" called Spitfire dropping down from her viewpoint up above the battlefield

　　"Spitfire, what's happening?" cried Twilight hoping the flame colored pegasi would know something more

　　"I don't know" Spitfire replied looking at the twitching cyan pegasus "But we need to get her back to the Albatross. If there is anyone who can help it'll be Rusty."

　　Twilight lifted Rainbow Dash's now limp form with her magic and sprinted with Spitfire back to the Albatross.

________________________________________________________________________________________________

　　Steam Gear had been waiting only forty minutes when he heard hoofsteps on deck.

　　"It's been a long time" said Gear with a forced coolness to his voice

　　"I'm sorry if I kept you waiting" chuckled the intruder "I'm not surprised your still alive, but trying to train these pathetic fools to stand against me?!"

　　"The only reason your hear is to see what they're capable of" said Gear "Isn't it?"

　　"Oh you've seen through my little raid party have you. Hmm..." said the intruder licking his lips maliciously He was getting gradually closer.

　　"I knew you would be here in some form Erebus" said Gear forcing his blood to cool "I just didn't expect you to take a hostage" Steam Gear could feel the heat coming off a real pony's body, something Erebus didn't have.

　　"Hey don't blame me" said Erebus in a mocking tone "He came to me seeking control. Wanted to make the voices stop. That's all I did"

　　"Sounds like a deal you'd make" replied Gear standing up

　　"Now what are you doing?" laughed Erebus "Surely you don't plan on fighting me alone?"

　　"I'm not the pony you once knew Erebus" said Gear jumping down to land in front off his adversary, causing to take a step back "I've done a lot of growing up"

　　"Appearances can be deceiving" said Erebus his horn glowing with a pitch black light "But they only go skin deep. I'll find out for myself how much you've grown up. If it's a duel you want it's a duel you'll get."

　　Erebus jumped back and slammed his hooves into the ground, causing black tentacles to shoot up and try to entangle his blind adversary. Steam Gear pulled out a long metal rod and swung it at the tentacles. As he did so it transformed itself into a scythe, cutting the tentacles in two.

　　"A nice trick" chuckled Erebus darkly "This may last longer than last time" the dark unicorn clapped his hooves together sending a shockwave of energy directly at Steam Gear. Planing the top of the scythe into the deck he jumped and pulled a trigger on the side of it, Firing the hidden gun inside. The force of which carried him over the wave and within striking distance of Erebus.

　　"Your right" said Gear flipping the scythe around "This time I win" With that he plunged the scythe into Erebus's side. Steam Gear waited for the cry of pain that would normally come at this point, but it never did. Instead Erebus let out a laugh.

　　"If that's all you've got, I'm afraid you still have a lot of growing to do" laughed Erebus punching Steam Gear in the chest sending him flying into the Albatross's railing. He followed it up by pulling the scythe out of his side and letting it drop to the deck with a clank.

　　"You bastard" coughed Gear pulling himself to his hooves "That's a mortal wound, just let that pony drop already. Fighting anymore and there is a good chance he won't survive this"

　　"You sound as if I should care about this wretched worm" said Erebus hysterically "I don't care about whether it lives or dies. It offered itself to me, so it is mine to use as I see fit"

　　"Rusty" called Spitfire landing on deck "We have a problem" Erebus stamped the deck sending a giant black sword flying at Spitfire.

　　"Look out!" cried Gear jumping in front of it, taking it hilt deep into his shoulder. He dropped to his front knees out of pain. "Get off the ship, It's not safe here"

　　"Yes, please do" said Erebus clapping his hooves together now sitting on a throne made from clouds "You've already given me the edge in this duel of ours"

　　"A duel?" asked Spitfire letting out a yelp of pain as she was dragged by her tail off the ship She met the gaze of a very agitated looking Fang when she landed on the cloud below.

　　"Do you still think you can win?" mocked Erebus "Seems to me like your in a great deal of pain"

　　"No amount of pain" said Gear ripping the sword out of his shoulder and icking up the gun scythe now at his feet "Could ever equal" He got to his hooves dropping the cartridge from his gun scythe. "To what I felt all those years ago" Gear took out a new cartridge and let his trench coat drop from his shoulders.

　　The cartridge gleam of red energy with dark purple diamonds flowing through. "Gun-scythe technique Overdrive" said Gear locking the cartridge in place He clicked the reloader once and there was a burst of energy. Pointing the barrel behind him he fired once and was launched through the air near super sonic speed.

　　"What the?" cried Erebus putting up a barrier as his blind opponent disappeared before his eyes "Where did you go?" Sparks flew as the scythe continually struck the barricade from all sides, again and again.

　　Gear could see the energy flowing through Erebus's body. As he could keep track of that he could go as fast as he liked. Gear fired again launching his scythe forward into the very base of Erebus's barrier. It struck fine, but it took another shot to shatter it.

　　"How in the world?" cried Erebus launching another sword into Steam Gear's chest It hit with a sickening crunch. Erebus had time to smile as blood poured from the wound to the deck, before a hoof landed on his shoulder "There's no way you should be standing.."

　　"If that's all you've got" replied Gear putting his hoof on the silvery mask covering Erebus's face "Then you've got some growing up to do" With a smile he poured all the energy in his arm to his hoof and fired it like a cannon straight into Erebus's mask. It blew straight through the mask frying it to dust.

　　It also ripped right through the unicorn's body, blew a hole in the deck, and ripped a hole in the bottom of the Albatross. Both Steam Gear and the now white unicorn fell to the deck.

　　"What was that sound" asked Fluttershy looking over the side of the ship, upon seeing the results of the battle she let out an "eep" and called to the others. After a few panicking moments of touch and go, Steam Gear was up on his hooves again. As Fluttershy was wrapping his chest in a bandage he looked at the unmoving form of Rainbow Dash.

　　"What's happening to her?" asked Twilight impatiently tapping her hoof on the deck

　　"She's in the touch of a shade" replied Gear lifting his arm so Fluttershy can do another circle "That is the name of those masked creatures you two fought. They are creatures from a different dimension, brought here in Erebus's employ"

　　"So what do we do?" asked Spitfire looking for something more to go on "How can we save her?"

　　"I'm not sure" said Gear with a sigh "When in the touch of a shade, you are forced to relive your worst nightmares over and over again, slowly draining the life out of you. Until you die"

　　"But Rainbow can't die!" yelled Twilight furiously "She just can't!"

　　"Twilight" murmured Fluttershy stopping in her wrapping "Kiss her"

　　"What?!" cried every other pony and wolf on deck starring straight at the cream colored pegasus

　　"Oh come now" said Fluttershy with a giggle "Surely you've all read the stories. What can overcome a ponies worst fear's than trying to get back to their heart's one true desire?"

　　"You know" said Spitfire facehoofing herself out of stupidity "She has a point"

　　"It's so simple though" said Gear the words "why didn't I think of that" written all over his face

　　"If your sure?" asked Twilight looking at her unconscious mare friend

　　"I am the Element of Kindness after all" winked Fluttershy

　　Taking a deep breath, Twilight pressed her lips to Rainbow's. She tried to put as much feeling as she could, and it didn't take long until she felt a response. Shakily Rainbow Dash's hooves rose to wrap around Twilight embracing her and bringing her down on top of the cyan pegasus.

　　She broke the kiss to see a pair of magenta orbs looking back at her.

　　"Twilight don't move" begged Rainbow Dash shivering "I'm really cold for some reason"

　　"I'm not going anywhere" replied Twilight looking to Fluttershy with a face which could express more thanks than words ever could.

　　"It seems we have a one survivor" said Spitfire tapping the unconscious white unicorn with a hoof "What do we do with him?"

　　"Tie him up to the main mast" replied Gear rising to his hooves "We need to depart before this city drags us down along with it"

Chapter 10

It's been a week since the incident at Las Pegasus. The crew of the Albatross, have gotten into the swing of things. Twilight trains with Rainbow Dash and Steam Gear. Fang does the night watch, on nights when training last longer than usual. Fluttershy treats any injuries sustained during training. Spitfire on the other hand feels a little left out.

　　On their stop at the southern border to pick up supplies, Spitfire figured she'd confront Steam Gear about it. She watched as he sent the others off to go pick up the things on their supply list. Before he could follow however she called out "Hey"

　　Gear turned and replied "Oh hey there Spits" he tilted his head a bit and added "Why didn't you go with the others?"

　　"I needed to talk to you" said Spitfire nonchalantly

　　"Oh" replied Gear doing a mental time check "I hope you don't mind walking and talking"

　　"That will work just fine" said Spitfire looking at the bandages covering his chest She could still remembered how he had taken a sword for her. When Erebus had stamped the deck sending a giant black sword flying at Spitfire. Gear had jumped in front of it, taking it hilt deep into his shoulder.

　　"Are you still thinking about these bandages?" asked Gear with a chuckle

　　"No" said Spitfire looking away momentarily She always forgot that Steam Gear could practically read your mind sometimes.

　　"You know that it would take a lot more than a wound to the shoulder to stop me" replied Gear rounding a corner into the main market place "Besides I couldn't let you get hurt now could I?"

　　"You didn't have to do it you know?" answered Spitfire bumping him with her shoulder

　　"I know" said Gear "but it was the right thing to do"

　　"Just like leaving me out of the training?" countered Spitfire shooting him a dirty look

　　"The others came and asked me to train them" said Gear defensively

　　"Training?" said a white unicorn walking in from Steam Gear's left side "What training could you possibly provide?"

　　"I could say the same to you" replied Gear hoof bumping the new arrival

　　"Vinyl Scratch?" cried Spitfire in disbelief "What are you doing here?" To her recollection Vinyl was a disk-jockey. Why in Celestia's name would she be all the way down here?

　　"Geez Fire, don't act so surprised" laughed Vinyl "I'm not here to rekindle an old flame. I'm here making a little business arrangement"

　　"Wait... you two?" asked Gear curiously looking form one mare to the other

　　"Yes we dated a bit" answered Spitfire a cross expression on her face "It was a long time ago. Let it drop"

　　"An acute choice of words Fire" laughed Vinyl "I remember when you said I rocked your world too" Spitfire was about to sock the chuckling Dj right in that smug grin of her's, if Steam Gear hadn't done it for her.

　　"That's enough of that" said Gear in a commanding tone "I thought you said you were here to make a business transaction"

　　"Geez" replied Vinyl resetting her glasses "Your punches sure have gotten better. Fine, I'll let Fire go for now. What is it you wanted to talk about."

　　"I have a unicorn aboard, who you would be very interested in" said Gear

　　"Hey dude just cause we're college room mates, don't mean you can try and set me up on dates" said Vinyl with a menacing glance

　　"He says he can hear the Melody" finished Gear disregarding the earlier comment Spitfire locked that comment away and figured she'd get an answer later

　　Vinyl' ears shot up and she got a very serious look on her face.

　　"The... Melody" asked Vinyl in a skeptical tone "Your not pulling my leg?"

　　"Not with something this important" answered Gear "Are you interested?"

　　"Aren't you just making port?" asked Vinyl curiously "Why call me all the way down here?"

　　"Isn't it obvious?" replied Gear with a snicker "I want you to join us"

　　"That's crazy I have gigs to go to still" cried Vinyl "I can't just drop everything and come with you"

　　"I've already informed Tia" said Gear as if he had rehearsed it "She's taken care of everything. So how does 1 million bits to come aboard sound?"

　　"Sounds like you planned this from the beginning" growled Vinyl shaking his hoof "I'll come aboard then, but I get my own room. Don't what a repeat of our college adventures do we?"

　　"I wouldn't mind pranking Octavia again" laughed Gear "Though i could without you masquerading as a stallion. Got awkward trying to find times where I didn't walk in on you coming out of the shower."

　　"Wait what?" asked Spitfire now dreadfully confused

　　"Your the one who wanted to take morning showers" shrugged Vinyl "I'm surprised you didn't try anything with the way you were eyeballing my flank"

　　"Hey it's not like you were trying to hide anything" groaned Gear punching Vinyl in the shoulder "I don't care how sexy you tried to look flinging around that wet mane of yours. I told I wasn't gonna date my roommate"

　　"I think I'm gonna find the others" said Spitfire trying to escape this conversation in any way possible Steam Gear and Vinyl Scratch waved goodbye as they continued to reminisce.

________________________________________________________________________________________________

　　"Hey Spitfire" called Rainbow Dash she had one wing wrapped over Twilight, in a very obvious display of affection

　　"What's up Rainbow?" answered Spitfire trotting over to the cyan pegasus

　　"Rainbow was thinking of taking me on a date" chuckled Twilight leaning into her marefriend

　　"Oh really" replied Spitfire with a smile "How cute"

　　"Ah it's nothing special" said Rainbow blushing a bit "Just taking to a restaurant I used to go to down here. I was wondering if you could find where Fluttershy ran off to?"

　　"Sure I'll find her" said Spitfire giving Rainbow Dash a playful punch in the shoulder "Have fun you two"

　　As Rainbow Dash and Twilight walked off Spitfire decided to head towards the center of town. She didn't have to wait long before she found them standing in a crowd surrounding a central platform. A greenish Stallion was on top yelling about something in the center of the platform...

　　On the center of the platform was a pony of some kind frozen in place. He was trapped in solid crystal. He was snowy white with what appeared to be blue armor on. In his hooves was a giant black scythe. Spitfire shook her head to realize she wasn't seeing things and the speakers voice found it's way to her.

　　"Listen up everypony" said the announcer "This is the forever stone. No pony has every been able to break this stone, and set free the mysterious figure inside. No pony knows how long he's been trapped in there or if he's even alive anymore"

　　The crowd let out an "Wow" A rather large white pony let out a startling "YEAH"

　　"For a small fee you come up and test your mettle" continued the announcer "See if you can break the crystal the Princess herself couldn't"

　　Spitfire was a little shocked to hear that. If the princess herself couldn't crack that crystal who could? A creamy yellow hoof raised skyward.

　　"You miss would you like to try?" asked the announcer calling on the pegasus

　　"If I could" replied Fluttershy having Fang jump up to the platform "I would be ever so thankful"

　　"Miss I must inform you that only ponies are allowed to participate in this event" said the announcer doing his best not to flee in terror of the wolf now towering over him "It is tradition"

　　"Alright" said Fluttershy dismounting Fang "I'll follow your rules" Fang sat down and watched as Fluttershy trotted up to the big crystal and tapped it with a hoof. It let out a dull ring.

　　"Would you perhaps like a hammer or something?" asked the announcer trying to be of help

　　"Oh no that won't be necessary" said Fluttershy giving the announcer a smile

　　"Fluttershy what are you doing?" asked Spitfire landing on the platform beside Fang, who gave a grunt in greeting

　　"I'm breaking the Forever Stone" Fluttershy replied laying a hoof on the stone She pressed on it lightly and said "Break please" The crystal began to stir. It glowed with an eerie light and then shattered like glass. The pony inside fell out onto the floor gasping for air.

　　He stood up using the scythe to regain his balance. Looking around he wore a look of confusion. His gaze fell upon Spitfire and he relaxed a little bit.

　　"Suni?" the stallion asked looking directly at Spitfire "What are you doing here? You've done some growing since the last time I saw you."

　　"Are you talking to me?" asked Spitfire pointing a hoof at herself

　　"Of course" replied the stallion "It's me Snowfall. Don't you remember? I know it's been a few years but come on.."

　　"Listen Snowfall I think there might be a misunderstanding..." started Spitfire as Snowfall's gaze landed on Fang She was cut off as Snowfall flung himself at the dire wolf.

　　Fang had to jump back to avoid the reach of the glistening black scythe. He retaliated with a swipe of his claws, which Snow dodged with a flap of his wings and a twist.

　　"Hey" said Fluttershy in her normal tone of voice, which is the equivalent of a soft whisper The two combatant didn't hear her at all. They continued they're combat. Fang caught Snowfall with a well placed paw, sending him down into the crowd. This drove the crowd to scream and retreat from the now battlefield.

　　"Leave these nice ponies alone you foul demon" cried Snowfall blocking Fang's bite with his scythe With a mighty heave he lifted Fang off the ground and threw him sideways into a local fruit stand. Returning to his paws now dripping in fruit juice, Fang growled in rage. He ran into Snowfall, once again being blocked by the scythe. This time however he pushed downwards, knocking lose the stallions footing.

　　Seeing his opportunity Fang rammed his shoulder into Snowfall's chest sending him flying backwards. He did a backflip in the air, using his wings to slow his momentum. Unwinding the chains on his arm he charged Fang again, slashing with his scythe. Fang dodged by jumping over it, only to get tangled in the chains connecting Snowfall to his scythe.

　　Fang was caught but not trapped, he hauled on the chains and dragged Snowfall back trapping him under a paw. The stallion had brought the scythe back up to block the talons and had it aimed towards Fang's throat.

　　"Stop it both of you" yelled Spitfire landing a safe distance away Fluttershy beside her "Your acting like idiots"

　　"But Suni, this Dire wolf was about to attack you!" yelled Snowfall managing to throw off Fang's paw "The Captain would never forgive me if I let that happen"

　　"Fang wouldn't attack any pony" said Fluttershy flying over to her woodland friend "He's a nice wolf"

　　"Stand back madam" ordered Snowfall raising his scythe "I need to take care of that beast"

　　"He's not a beast" yelled Fluttershy forcefully the ground seemed to quake and both Spitfire and Snowfall had to fight to keep on their hooves

　　"Calm down Fluttershy" said Spitfire stepping in front of Snowfall "I want you to stand down"

　　"Suni you know I can't do that" replied Snowfall "The Captain told me to protect as many innocents as I could"

　　"Indeed I did" replied Gear from his vantage point on the platform a few feet away

　　"Captain?" said Snowfall his jaw dropping in disbelief as Steam Gear approached "What happened to you?"

　　"You've been gone a long time old friend" replied Gear in a sorrowful tone "You've been imprisoned in a crystal prison for nearly 450 years"

　　"That's impossible" replied Snowfall confused He pointed at Spitfire "Suni is right here"

　　"I was trying to tell you earlier" said Spitfire "I'm not Sunishia. My name Is Spitfire"

　　"Then..." said Snowfall his expression deadpanned

　　"I'm afraid it is so" said Gear putting a hoof on his comrades shoulder

　　"450 hundred years" mouthed Snow trying to come to terms with this must unfortunate turn of events "Every pony I knew is gone."

　　"That's not true Snow" said Gear in a comforting tone "I'm still here"

　　"Brothers till the end?" asked Snowfall looking at his old friend

　　"Brothers till the end" replied Gear with his usual smile "Come on Snow. I have something I'd like to show you"

________________________________________________________________________________________________

　　Once everyone had returned to the Albatross Steam Gear and their newest member Snowfall addressed the rest of the crew.

　　"Everypony I would like to introduce to you my old friend Snowfall. He was my second in command, back when I was Captain of the Wonderbolts. He has been frozen in crystal for nearly 450 years" started Gear

　　"Hello everyone I was going to introduce myself but It would seem the Captain here did that for me" continued Snowfall obviously not used to giving speeches "I admit a lot of the things I've seen so far have confused me, but I'll do my best to fit in around here"

　　"That's great" said Spitfire bumping Steam with a hoof "But where is he gonna stay you just gave Vinyl your last room remember?"

　　"It's okay I'll sleep on deck if I have to" replied Snow with a shrug of his shoulders "I'm just glad to have a place to stay really"

　　"Actually Snow I was thinking you should stay in Fluttershy's room for now" said Gear

　　"Are you kidding" asked Spitfire with a "are you joking" look on her face

　　"It's true" said Fluttershy landing next to Snowfall "After all I was the one who saved him. I figured he could share my room for awhile. There's no harm in friends rooming together, right?"

　　"If the lady insists" replied Snowfall with a bow

　　"Then It's settled" said Gear addressing everyone again "Get some sleep for tomorrow we set out to the Gate of Shadows, and then start our journey into the Shadowlands!"

Chapter 11

Vinyl stepped into the small enclosed room carefully. She didn't know anything about this strange stallion, but she had heard rumors about those that could hear the Melody. It's said those who can hear it but don't understand it go mad and end up killing themselves.

　　"I had to lock him in here for now" said Gear entering the room behind her "The thickness of the walls seem to be giving him some comfort"

　　"Is it really that bad?" asked Vinyl shooting the blind stallion a questioning glance from behind her purple shades

　　"You know how ponies deal with things they don't understand" answered Gear with a sigh "What do you think?"

　　"No close the door!" yelled a voice from behind a crate on the other side of the room A hoof made a "close the door" motion "Your letting it in!"

　　"My mistake" apologized Gear closing the door tightly

　　"You aren't alone this time" said the voice again "There is another voice sounding"

　　"But I haven't even said anything yet" said Vinyl confused

　　"That's not the voice he's talking about" said Gear with a smile "What does it sound like?"

　　"It sounds deep with a strong resonance and rhythm. Unlike yours which is more distant with a pleasant tune" said the voice

　　"What else can you hear?" asked Vinyl curiously

　　"In here nothing. Thank the heavens" said the voice with a sigh of relief then it switch to one of disgust "But out there there is so much. The noise is all around, the beat of rain falling, the breath of wind in the trees, the crunch of the earth underhoof"

　　"The problem you see here Vinyl" explained Gear "Is that he can't control his ears. They pick up everything at once and it just turns into a jumbled mess"

　　"I don't get it all of those are just normal everyday things" said Vinyl confused "Why do they bother him?"

　　"Because there is a bridge between the Melody and what everypony else hears" replied Gear thinking of a way to demonstrate "Hey could you sing my voice, just for a moment?"

　　"I could try" replied the unicorn leaving the cover of the barrel His blue steel colored coat shimmering in the low light. He had near the same color hair as Vinyl but her's was a shade lighter blue, and his was lying flat covering one eye. He took a moment to prepare and his chest expanded with the in take of breath.

　　As he began to sing Vinyl couldn't believe her ears. She'd never heard something so beautiful. It was as if the unicorn was playing a recording of a master symphony. It started off slow and distant with strings and slowly closed the distance gaining momentum and ending with a drum crescendo.

　　"What the buck was that?" asked Vinyl staring at the blue unicorn her face one of amazement

　　"That was my Melody. The very music of my soul." said Gear putting a hoof on Vinyl's shoulder "When this stallion sings he doesn't just sing. He echoes the very flow of the Melody itself. He is an Echo"

　　"He can echo the Melody?" said Vinyl deadpanning out of sheer awesomeness She was so close to her dream, to the True Melody.

　　"You keep talking about this Melody what is it?" asked the Unicorn "and what is an Echo?"

　　"The Melody is the music of ones soul. Their true voice so to speak" answered Vinyl shaking her head to regain some of her wits "An Echo is a person who not only can hear the Melody, but can also reverberate it through his own and produce it's echo. Hearing the Melody at all even a little is extremely rare, but this" Vinyl had to sit from sheer jaw dropping dumb-foundment "This was believed to be impossible"

　　"Is it really that special?" asked the unicorn "Surely you both can hear it as well?"

　　"No we can't" answered Gear shaking his head "You are the second pony, in my lifetime, I know of who can hear and echo the Melody."

　　"Wow" said the unicorn his eyes widening "I had no idea this was such a gift"

　　"It is more than a gift is an art lost to time." said Gear "It's a mysterious force the Melody. It's a projection of ones very soul, a song without end"

　　"I've been thinking" asked the unicorn pointing at Gear "You seem extraordinarily wise for your age. Now that I think about it your voice is extremely different than the others. I've only ever heard one other like it."

　　"I'm not surprised" said Gear walking out of the room before the unicorn could finish trying to explain his thoughts

　　"I wasn't finished..." said the unicorn a little disappointed

　　"Don't worry your not the first one he's walked out on and you won't be the last" laughed Vinyl "What's your name kid?"

　　"I don't have one" he replied Vinyl looked him up and down, trying to notice anything really obvious for a name

　　"Why not call you Echo?" Vinyl asked thinking it was rather appropriate for the blue unicorn

　　"How about Fading Echo?" suggested the unicorn "Since it seems most my memories have faded as well"

　　"I like your style" smiled Vinyl "Fading Echo it is then"

_______________________________________________________________________________________________

　　Spitfire was about to go below deck, when Steam Gear walked up on deck. He seemed a little off, he'd been different ever since that white unicorn turned blue and woke up a few days ago. She remembered he had taken Vinyl down to talk to the unicorn. Why was he up here alone then?

　　"Hey Rusty you okay?" asked Spitfire trotting over to him "You've been worrying me lately"

　　"Hey Spits" said Gear with a sigh "It's nothing I just have a bad feeling, that's all"

　　"Is it about that new unicorn?" Spitfire guessed concern for her friend in her voice

　　"Yes, but it's nothing dangerous" said Gear "Vinyl is quite safe with him"

　　"Well in that case I have something that might take your mind off it" said Spitfire giving him a punch in the shoulder

　　"Not now Spits" replied Gear "You know I have to train with Twilight today. I've been slack on her magic lessons lately"

　　"Snowfall said he'd take on Training for both Twilight and Rainbow Dash" said Spitfire getting to her point "He wants to see how he can combat magic. Besides Twilight and Rainbow Dash work best as a team, for reasons I don't need to explain to you"

　　"You have a point" agreed Gear "I guess Snow could use the practice as well. Magic is what trapped him for all those years. I could see why he wants to train on ways to fight it"

　　"So that leaves you open to train with me" finished Spitfire with a smile

　　"You want me to train with you?" asked Gear guessing her answer

　　"Of course!" cried Spitfire "You've been doing all this training with everypony else except me. If I wasn't your friend, I'd say you were trying to avoid me or something"

　　"Just not now Spits" said Gear with a heavy sigh walking away to the prow of the Albatross "I'd like to be alone"

　　Spitfire felt a pain in her chest as Steam Gear walked away, leaving her alone once more. She couldn't understand why he kept shoving her away. She had gone and asked Snowfall herself to take over Twilight's training today, just so she could have some alone time with him. She walked to the aft of the Albatross and looked to the sky. Tears began to flow down her cheeks as she sobbed quietly.

　　"A mare as young and beautiful as you shouldn't be crying" said a friendly voice from behind her

　　"Snowfall..." sobbed Spitfire looking back at the snowy stallion "How did you..?"

　　"Flutershy told me where to find you" replied Snowfall answering Spitfire's half finished question "She thinks I might be able to help. Would you rather I sit down?"

　　"Sure" replied Spitfire turning away from him, not wanting him to see her tears

　　"So what's wrong?" asked Snow sitting down next to Spitfire "What did the Captain do this time?"

　　"How..?" asked Spitfire

　　"I may be a little out dated" answered Snow with a comforting smile "But I know heart ache when I feel it. I get the same vibe from the Captain"

　　"He keeps pushing me away" said Spitfire controlling her breathing to speak clearly through her tears "I've tried everything, nothing is working"

　　"I guessed that was the reason you wanted me to take Twilight under my wing" said Snow knowledgeably "Although I was thinking about doing it anyways"

　　"What did i do to make him hate me?" asked Spitfire looking straight into Snowfall's eyes

　　The pain in those amber eyes made Snowfall feel a pang of contempt. "Why do Mares always have to over react?" he thought putting on a friendly face once more "He doesn't hate you" said Snow out loud "In fact I think he likes you a lot"

　　"What makes you say that?" asked Spitfire

　　"The fact that he let's you call him Rusty is a good sign" laughed Snow imagining how hard Steam Gear would punch him if he tried to call him that "But besides that there's also the fact he gave you his quarters"

　　"I guess, but then why does he act so distant?" asked Spitfire her sadness flipping to anger "What did I ever do to him?!"

　　"I don't think you did anything" answered Snow making note of Spitfire's new found fury "In fact I think he's trying to make sure he doesn't do anything to put you in danger"

　　"What are you talking about?" asked Spitfire confused

　　"He never told you how Suni died, did he?" asked Snow raising one eyebrow. At a head shake from Spitfire, he sighed. "I thought as much. After the war, when he went down to check on Erebus and the unthinkable happened, Suni was living with the Captain at their home in Canterlot"

　　 After Snow made sure that Spitfire was listening intently he continued "While the Captain was delayed by Erebus's assault, he sent a second one ahead to Canterlot. When it arrived it trashed the entire house and murdered Suni. Erebus didn't just want the Captain to be in the dark, he wanted him to experience the anguish of losing everything he had. Of being helpless as everything he loved was taken away"

　　"I think I get it now" said Spitfire "He doesn't want to put me in harms way and he thinks by ignoring me, Erebus won't go target me too get to him. I guess I never thought of it like that"

　　"Now do you understand it a bit better?" asked Snow wanting to make sure he'd made his point clear

　　"Why doesn't he just tell me all this himself?" asked Spitfire wanting more answers

　　"I'm not sure" answered Snow shaking his head "I've never seen the Captain like this before. Besides I was never really good with stuff like this"

　　"Snowfall!" yelled Gear angrily from the center of the deck "I'd like to talk with you"

　　"I'm coming with you" said Spitfire standing up, startling Snowfall with her abruptness

　　"I'm not sure that's a good idea" Snow said caution thick in his voice

　　"I don't care" replied Spitfire leading the way to center deck As soon as Steam Gear got a glimpse of her coming around the corner his expression hardened. It was as if he had dumped concrete on himself. He looked fine, but a little stiff.

　　"I didn't call you Spitfire" said Gear as nicely as possible "You must pardon my recommendation of your departure, but I'd like to speak to my old friend in private"

　　"Then just pretend I'm not here" snapped back Spitfire "You seem to be really good at that"

　　"I'd really like to have a talk with Snowfall" repeated Gear trying not to lose his cool "This matter is rather important"

　　"If it's so important then why can't I know as well?" asked Spitfire challenging Steam Gear's motives for conversation

　　"Because..." tried to explain Gear starting to look a bit uneasy

　　"Captain you're speechless?" asked Snowfall trying hard to hold a grin back

　　"I haven't been feeling the greatest lately" replied Gear deliberately looking away from Spitfire's amber gaze Spitfire walked around and sat directly in front of him.

　　"Look at me when I talk to you" demanded Spitfire angrily

　　"I can't..." said Gear weakly dropping his gaze to the deck his ears drooping

　　"Captain?" asked Snowfall feeling as if he should step in "Are you going to be okay?"

　　"Why can't you look at me?" yelled Spitfire angrily "What the hell did I ever do to you?"

　　"Spitfire! Shut the hell up!" yelled Snowfall putting himself between Spitfire and Steam Gear "I think there may actually be something wrong"

　　"I just want to know why he's treating me like this" said Spitfire anger still thick in her voice "I thought we were friends"

　　"Now isn't the time for this" shot back Snowfall "We need to get him to Fluttershy immediately"

　　"I'm already here" said Fluttershy landing beside Snowfall "Let me have a look"

　　Steam Gear was now lying unconscious on the deck, Fluttershy leaning over him trying to listen to his heart beat. What she found startled her. Letting out a quick "eep" of fright she stood up quickly.

　　"What is it?" asked Spitfire concern the only thing in her voice now

　　"We need to get him to his room immediately" said Fluttershy directing Snowfall to lift him gently "He's suffered more damage than I realized"

_______________________________________________________________________________________________

　　After Steam Gear was put to rest, Snowfall and Spitfire were asked to leave the room. They waited outside for Fluttershy to come out and tell them what's wrong.

　　"Just look at what you did" growled Snowfall eyes aimed like daggers at Spitfire "For all we know he could be dieing in there. To think Fluttershy wanted me to help you"

　　"I just wanted to talk to him" said Spitfire her head hung low in remorse "I didn't mean for this to happen"

　　"Ponies with good intentions should be executed in my book" said Snowball ferociously

　　They both looked up as Fluttershy stepped outside to join them. She no more than opened her mouth and a barrage of questions was launched in her directions.

　　"Is he okay?" asked Snowfall "Will he be alright?"

　　"Was it my fault? asked Spitfire "Does he hate me?"

　　"Quiet!" yelled Fluttershy startling Snowfall and Spitfire into silence Once they had closed their mouths, which were still hanging open from shock, she got quiet once more. "That's better. Now do you want to hear the good news or the bad news first?"

　　"The bad news first" said Snowfall and Spitfire slowly nodded agreement

　　"Okay" said Fluttershy taking a deep breath "The bad news is he's suffered both an anxiety attack due to excessive amounts of stress and a heart attack from his bad heart. It's in horrible shape, it's hardly beating. There is no way he should have even been able to stand up in his condition"

　　"That's the Captain" said Snowfall with a strained chuckle "Doesn't know when to give up"

　　"Well that's not making it any better" sighed Fluttershy continuing in her explanation "It's getting worse I'm afraid. If his heart keeps deteriorating at this rate there's not much I can do, and the stress isn't helping"

　　"Is there anything we can do?" asked Spitfire fighting back tears

　　"I was hoping you'd ask that" said Fluttershy with a knowing smile "Since you're the only one who can fix this"

　　"Me?" asked Spitfire a little doubtful

　　"You broke him" said Snowfall demandingly "Now fix him. Do it quickly or I'll have no problem cutting you down where you stand"

　　"I could explain it to you" said Fluttershy holding the door to Steam Gear's room open for Spitfire "But I believe he'd rather do it himself" She shot a warning glance at Snowfall who grunted in acknowledgment, but kept his mouth shut.

　　"Spitfire come in here" Gear said from the other room "I need to discuss something with you"

　　Spitfire walked into the room to see Steam Gear lying under the covers of his bed. She could see a bowl of water next to him and herbs obviously laid out by Fluttershy.

　　"Yes" Spitfire asked hearing the door close behind her

　　"I believe you are now aware of my condition?" asked Gear

　　"Fluttershy informed me" said Spitfire "Why didn't you tell me before?"

　　"I kept silent because telling you would have made it worse" said Gear

　　"How?" asked Spitfire confused "I don't understand"

　　"Every time I see you I see her you know" said Gear "Suni"

　　"I've been told the resemblance is uncanny" replied Spitfire with a little annoyance

　　"My heart was damaged when I came home to be told Suni had been murdered in my absence" said Gear a single tear escaping his bandages "All of my strength and power and I still couldn't be there when she needed me most, because of my arrogance and stupidity." His hoof tightened into a fist "I failed to keep her the first time and it broke my heart, if the same were to happen to you.."

　　"Come on Rusty" said Spitfire with a reassuring grin "I'm not a filly anymore. I can handle myself"

　　"You don't know what Erebus is capable of" said Gear in a warning tone "The best way for me to protect you is to keep my distance"

　　"I'm not sure I can ever know how you feel" said Spitfire a remorseful look on her face "but you shouldn't let your fear of failing again, stop you from trying at all"

　　"I remember the pain I felt on that day" said Gear sitting up a hoof on his heart "I don't want to feel that again"

　　"You told me once when I was little to follow my heart and it would lead me to do what was right, correct?" asked Spitfire

　　"Yes I did" said Gear a bit puzzled "Back when you were afraid to follow your dreams of joining the Wonderbolts. Why do you ask?"

　　"Because I'm going to follow it again" said Spitfire walking up to him "And do what I know is right"

　　Spitfire leaned in and pressed her lips to Steam's. She expected to be met with some resistance, possibly Steam trying to pull out of the kiss. Surprisingly he leaned into it. Spitfire could feel herself being lost in the sensation. She'd kissed ponies before, but none of them had kissed with this much emotion. Regretfully Spitfire had to pull her head back for a breath of air.

　　"That's going to make it really hard for me to keep my distance" said Gear with a regretful smile "You may have put your life in great danger"

　　"I'm not worried. Not with you watching my back" replied Spitfire kissing him again "Besides weren't you the one who said to live life without regrets?"

Chapter 6

Twilight walked out of the hospital Rainbow Dash on her right side. She had thrown her wing over Twilight and was using it to keep them close together. Their flanks kept touching as they walked.

"Don't you think your being a little obvious Rainbow?" asked Twilight with a chuckle

"Hey if Rarity knows about us that means Applejack knows too" replied Rainbow Dash "And if I know Applejack she's told just about all of Ponyville by now"

"Spitfire told us to meet her in the library right?" asked Twilight starting down the main drag of town

"Yeah" said Rainbow Dash faking a yawn and taking her wing off her marefriend warily looking around to see if any one had seen them "I wonder how Spike has been doing since you left?"

"Very suave cassanova" giggled Twilight bumping her flank into her marefriend playfully "I haven't heard from him in a while though I wonder how he's been"

"Well we'll soon find out" said Rainbow Dash opening the door to Golden Oak Library

As they stepped in they were ensnared in a very scaly pair of arms and whorled around. When their hooves touched the ground again they looked at their assailant to find a very much matured Spike. He had grown tall in these past 4 years. He was easily another tail length taller than Twilight. His scaly arms showed muscles which only dragons could have.

"Spike?" managed Twilight in surprise

"Twilight" said Spike with a toothy grin "Good to see you again. You too Rainbow Dash"

"Man you sure grew up fast" said Rainbow Dash hoof bumping her dragon friend "Surprised the heck outta me"

"I am a dragon after all" laughed Spike in his deeper voice

"Twilight, Rainbow Dash, there you are" said Spitfire rounding the corner "I have someone I would like you to meet" Rusty stepped out from behind the wall and gave a small bow. "This is Rusty. He has been a friend of my family for as long as i can remember"

"Greetings Honored Student and Wonderbolt" bowed Rusty removing his hat to show his now washed rustic red colored mane "Good to meet you"

"Dash will do" replied Rainbow Dash beaming with pride

"He will be joining us on our journey to defeat Erebus" said Spitfire

"What about Applejack and Rarity?" asked Twilight confused "Why aren't they here? We need the Elements of Harmony to defeat Erebus remember"

"Twilight even with all of your knowledge you still have more to learn" laughed Rusty "You don't need the Elements of harmony to defeat Erebus. They will do nothing against him"

"What are you talking about?" yelled Twilight "Princess Celestia said..."

"Oh Tia said it now did she?" said Rusty with a coy smile "how very much like her. The Elements will only imprison Erebus for another 800 years, maybe a little less the second time. Just as they did last time"

"Just what are you saying?" growled Rainbow Dash

"Your wasting your time" replied Rusty simply

"Tia?" said Twilight thinking hard only "Not many ponies call Princess Celestia, Tia. Your Steam Gear aren't you?"

"My my" said Rusty clapping his hooves in congratulations "You found me out sooner than expected. I'm impressed Twilight. I am curious as to how you knew my name though, surely Tia never mentioned me"

"No your right the princess never mentioned you directly" said Twilight shaking her head "But I intercepted some letters from you a while back and skimmed them over before handing them to her"

"So sneaky" said Gear scratching his chin with a hoof "Under your own teachers nose too. Very well done"

"Just who are you?" asked Twilight stomping her hoof down "How do you know Princess Celestia's wrong?"

"Rusty explain it to them" said Spitfire taking a seat "I'm still trying to accept it and I've known you my whole life."

"My real name is Steam Gear. I have known both Princess's since they were fillies" said Gear with an authoritative voice

"But that would make you?" said Rainbow Dash trying to do math on her hooves "Like really old right?"

"I am twelve years older than Princess Celestia" said Gear nodding his head "Which makes me over a thousand and four hundred years old"

"But that's impossible" cried Twilight shaking her head "It's scientifically impossible. You can't be that old you would be dead long before now"

"Believe what you will Twilight" replied Gear "but it is the truth. And the reason I know Tia is wrong is because I have this" He reached into his trenchcoat and pulled out a very ancient looking leather bound notebook. Gear tossed it to Twilight who caught it with her magic.

"This can't be" said Twilight "Celestia said it was destroyed long ago" She blinked her eyes at the very neatly printed words on the cover. They had begun to fade with time, but could still be read faintly.

"That is Star Swirled the Bearded's logbook" said Gear "It was very nearly destroyed, but I saved it just in time. Took me a while to restore it though, a lot of the pages were singed in the fire. That and I'm good with metal not paper" He wore a large smirk at his own humor.

"But I don't see how this..." started Twilight flipping the pages skimming the contents

"Year 52 day 256" said Gear reciting from memory "Page 214, I think. Read it out loud please"

Twilight flipped to the page Gear mentioned and read what was written out loud.

"Year 52 Day 256 of my time here in Equestria. The Princess and I have come upon the lair of the entity know as Erebus. I suspect the Princess knows more than she is telling me, but have refrained from asking up till now. It would seem pointless since she keeps saying that all we need are the Elements of Harmony. Her friend Gear hasn't returned yet, I'm starting to wonder what has become of him. We are making camp outside his compound in hopes that he returns."

The entire room went quiet and all eyes fell on Steam Gear. Twilight couldn't believe what she had read. "He was telling the truth" she thought to herself her eyes wide "Just who is this pony?"

"Wow" said Spike in disbelief

"Read the next page if you would Twilight" said Gear as calmly as ever

"Year 52 day 263 of my time here in Equestria. The princess's friend returned a few days ago. On his return she decided to confront Erebus immediately. He was like nothing I had imagined possible. He was made entirely out of darkness itself, his physical form apparently gone all-together. Princess Celestia addressed him and made a demand. After which she used the Elements of Harmony on him. Their power is truly impressive. It defeated him in one blow. We left shortly after and made stop in a city called Cloudsdale just north of the border of Equestria. Apparently it moves around Equestria like any normal cloud"

"Ha the Elements did defeat Erebus" said Rainbow Dash triumphantly

"Keep reading" replied Gear not even taking notice of Rainbow Dash's outburst

"Year 52 day 271 of my Time here in Equestria. I decided to go back with the help of Gear and see if Erebus was truly gone for good. To our disfortune it would seem he was only disrupted. His body being made entirely out of darkness seems to have been a factor in it. It crystalized his body into solid form and froze him on the spot. However he remains as strong as ever. Even now I can feel his darkness spilling out of his prison trying to break free. The Elements have merely imprisoned him. I predict that he will remain this way for about 800 years."

"I hope that validates my hypothesis Twilight" said Gear smiling warmly

"Why did the Princess not tell us this?" asked Twilight "Surely she must have known the Elements would merely imprison him again"

"I'm sure Tia has her reasons" replied Gear shrugging his shoulders "just be happy Spits here found me when she did. If not you'd still be waisting time"

"You are one arrogant pony" grumbled Rainbow Dash "You know that?"

"Indeed" replied Gear nodding "the same could be said of you Dash"

"Whatever" said Rainbow Dash taking off and flying out the library window

"Where you goin?" yelled Spike

"She's awfully picky isn't she?" laughed Gear

"So what now?" asked Twilight scratching her forehead with a hoof "Without the Elements how will we defeat Erebus now"

"You have all you need already, you just don't know it yet" said Gear taking a step towards Twilight "Bearing an Element of Harmony is more than wearing a Tiara. Do you even know what the Elements are?"

"Arn't they an artifact of somekind?" said Twilight hopefully

"In scientific terms maybe" said Gear shaking his head "The Elements are more than just Tiara's. The Elements only come around every thousand years. They are gifted to six ponies. Always two of each kind, unicorn, pegasus, and earth pony. Not just because it's fair but because of the equilibrium of Harmony itself."

"What are you getting at?" asked Twilight trying to understand what Gear is saying

"I'm trying to say that you didn't get the Element by wearing the Tiara. You are the Element, you always were. Only once you realized that did their powers work for you and your friends." said Gear in explanation "The Tiara's responded to your will and acted in response. They are merely a way to channel the energy of the Elements"

"But your saying we don't need the Elements to defeat Erebus?" asked Twilight confused "Why are you telling me all this?"

"I said we don't need the Elements" said Gear with a coy smile "What we do need are the Bearers of the Elements. We need Magic, Loyalty and Kindness. These are the strongest of the Elements and in my opinion the most important."

"I still don't get it?" replied Twilight shaking her head

"You think you are so good at magic just because your talented?" said Gear reaching a hoof out to place it on Twilight's forehead "There is always talent, but real ability is special. You are the Element of Magic Twilight. It's about time you realize your true potential."

As Steam Gears hoof made contact with Twilight's forehead, she let out a gasp of breath, and light clouded her vision. She felt herself rise from the ground and the world start to spin around her. Twilight let out a gasp as she felt a power flow through her. It was incredible, she felt as though she was limitless, that there was nothing she could not do.

The light began to dim as the power flowed through her and began to slow down. As it settled her eyes opened to be staring at a familiar face. Even through the bandages she could feel his sightless gaze staring straight into her soul.

"Do you get it now Twilight?" asked Gear taking a step back "Where your ability comes from?"

"I never thought it could be possible..." mouthed Twilight starring at her hooves remembering the power she had felt "What was that power"

"Your future" answered Gear with a smile "if you unlock the powers of the Element of Magic"

"What about Rainbow?" asked Twilight "Will she feel like that?"

"Let's find out" said Spitfire getting to her hooves "That is if you know where she's run off too, Twilight"

"I have an Idea" said Twilight bidding farewell to Spike "Follow me"

__________________________________________________________________

"Who the heck does that guy think he is?" growled Rainbow Dash to herself She had been to frustrated to fly really far. She had made it to her usual spot in a tree in Sweet Apple Acres. It's not exactly a cloud, but it was worth it to get some peace and quiet. Besides she was a pegasus, after all, hiding on a cloud would be too obvious.

"Rusty" snickered Rainbow to herself "More like featherbrain, if you ask me. No way am I arrogant." She closed her eyes and took a deep breath. "Why didn't Twilight stick up for her?" she thought to herself "Does she think I'm arrogant too?" Rainbow Dash shook her head "Nah that can't be it. Maybe she was just shocked that he could be so rude?"

"Hey anypony up there?" called a masculine voice

"Who wants to know?" replied Rainbow Dash questioningly

"It's me Steam Gear" he answered back

"Come here to apologize?" asked Rainbow Dash inquisitively

"What have I to apologize for?" asked Gear confused "All I did was tell the truth"

"I am not arrogant" said Rainbow Dash angrily "Now go away I'm trying to sleep here"

"I'm not leaving" said Gear sitting down "Not till you hear me out"

"Well I'm not talking to you anymore" said Rainbow Dash smugly "Sit there all day I don't care. I'm not coming down till you apologize."

"Twilight will be so disappointed to hear that" said Gear standing up

"Wait what?" cried Rainbow Dash losing her cool falling out of the tree and hitting the ground with a thud

"See it wasn't that difficult to get out of that tree now was it?" asked Gear laughing "To think just mentioning Twilight got you that flustered"

"Not cool" said Rainbow Dash brushing dirt off herself "What do you want anyways?"

"I wanted to show you I'm not a, what did you call me?" thought Gear scratching his chin "A featherbrain?"

"How exactly do you plan on doing that?" asked Rainbow Dash

"I want to show you something" said Gear placing his hoof on Rainbow Dash's forehead The ground fell out from under her as wind blasted her in the face. She was going fast, really fast! She felt the wind under her wings and the morning breeze as she flew through the air.

Something was different though. She felt strange as if she was stronger somehow. Like she could fly faster than ever before. She pumped her wings to gain speed and a streak of rainbow erupted behind her soon followed by another one. Just like that she felt the ground rise underneath her hooves, and she opened her eyes to see a smiling stallion.

"What did you just do" asked Rainbow Dash sitting down looking at her hooves

"I merely gave you a glimpse of what you are truly capable of" said Gear helping Rainbow Dash back to her hooves "You are the Element of Loyalty after all"

"What does that have to do with anything?" asked Rainbow Dash confused

"I think I can handle it from here" said Twilight stepping out from the bushes Spitfire right behind "You better go and find Fluttershy, Steam"

"As you wish" replied Gear walking off "Coming Spitfire?" he called over his shoulder

"Right behind you" she called after him trotting after him "You know sometimes I'd wish you'd slow down for the rest of us"

"What's the matter Spitfire I thought you liked fast?" remarked Gear as they walked out of view their hoofsteps fading into the distance

"What is going on here" asked Rainbow Dash receiving a hug from her marefriend

"Let me explain" chuckled Twilight giving her marefriend a peck on the cheek

______________________________________________________________

"What's the matter Fang?" asked Fluttershy in her timid voice looking at where Fang was staring "is somepony coming?"

A "Yes" echoed in her mind. She got to her hooves patted Fang's paw and walked to answer the door. Her cottage was smaller than she remembered. Either that or Fang just took up nearly all of it. His massive body dominated the room. She had had no trouble getting him in but she was more worried about getting him out.

There was a knock of a hoof on her door right as she got to it. Fluttershy opened it and said "Hello?"

"Hello Fluttershy" greeted Spitfire "I hope we are not intruding on anything"

"Oh no" said Fluttershy motioning for her to come inside "You are welcome to come inside" then a thought struck her "Did you say we?"

"Yes she did" said a light tan stallion with bandages around his eyes and a trenchcoat. He was wearing a small top hat with a small golden gear on one side. "The name is Steam Gear. I thought it best to introduce myself before coming inside"

"Thank you Steam" thanked Fluttershy looking at the now growling Fang "Fang what is it?"

"Is that a Dire Wolf?" asked Gear with curiosity taking a step towards Fang

Fang growled and bared his fangs. Gear merely stopped advancing and held out a single hoof. He then spoke in what Fluttershy and Spitfire assumed to be a very old language. Fangs ears propped up and twitched.

"Fang what do you mean you know this pony?" said Fluttershy a confused look on her face

"Me and what did you call him, Fang, here go way back" said Gear with a smile "I knew him when he was a little pup"

"Is that true?" said Fluttershy asking Fang looking into his eyes

"Seems I learn something new about you every 5 minutes" sighed Spitfire "First your a thousand years old, next your a wolf whisperer. What's next?"

"Wait a thousand years old?!" chirped Fluttershy

"Yes, I knew the previous companion of Fang here" said Gear looking at Fluttershy "She was the previous Element of Kindness a thousand years ago"

"Well at least that one I saw coming" chuckled Spitfire "Fang here is certainly older than he looks"

"Actually to Dire Wolves that's not very long at all" said Gear "They are very intertwined with the Elements of Nature. They can live thousands of years if they don't get themselves killed fighting each other first"

"Is there anything else I need to know?" asked Fluttershy giving Rusty a curious glance

"Fang there is more than a Dire Wolf. He is a Guardian of Nature itself, chosen long ago. Probably the reason he impressed upon you, like he did." said Gear "You being the Element of Kindness makes you the best candidate"

"What do the Element's have to do with this?" asked Fluttershy confused "I thought it was because I was good with animals"

"You are good with animals" said Gear "But you being the Element of Kindness amplifies your abilities in ways you couldn't possibly begin to imagine." He looked to Fang and asked "With your permission I would like to show her something"

At Fang's nod Gear reached out and laid his hoof on Fluttershy's forehead. She saw a flash of light and felt an odd sensation flowing through her. She felt the warm kiss of the morning breeze envelope her and pick her up as if she was a fragile leaf. As her hooves touched the ground she felt it pulse with life.

Fluttershy could feel the energy of nature itself flowing around her, welcoming her as if she was a long lost friend. The light faded and she opened her eyes to see Gear smiling at her.

"How was it?" asked Rusty curiously

"It was amazing" said Fluttershy putting a hoof to her forehead "What was it?"

"It's what you are possible of as the Element of Kindness" answered Gear

"Wow" mouthed Fluttershy looking back at Fang "Did you know this Fang?"

"I imagine he has always known" said Gear

"So what now?" asked Fluttershy curiously

"Now we start our journey to the Shadowlands. We still have a mission to complete" said Spitfire encouragingly

"But how?" asked Fluttershy confused "We don't have all the Elements of Harmony yet"

"I'll explain on the way" said Spitfire opening the door "First things first we need to find a way to travel faster. We've lost to much time already"

"I think I may have a solution to that" said Gear with a smile "I am an Inventor after all"