Shadow in Equestria

by ClankHoof

Rating: everyone
Tags: Main 6, Original Character, My Little Pony: Friendship is Magic, Adventure
Length: 20939

A pony with a dark past ends up in Ponyville while following the trail of a dangerous an elusive creature. Will he (and some familiar faces) be able to quell the darkness, or will Ponyville meet the same fate as the strange stallions' childhood

Shadow, a young stallion whose been traveling throughout Equestria, is searching for the creature that orphaned him and caused the destruction of his home village. After saving a young filly in peril in the Everfree, he discovers the creature is residing near Ponyville, and he must recruit the help of some familiar ponies to attempt to defeat the darkness, and possibly recover what once was lost. Will they stop this foul creature in time, or will Shadow's past bring a darkness worse than Ponyville has ever seen?

Published 2012-12-21 02:00:01 UTC
Last updated 2014-09-26 04:22:50 UTC

2. Tales and Tree Houses

The next morning, I was called to the front desk, so I headed downstairs. A purple unicorn was leaning against the desk, and when she spotted me, she trotted over.

"Hello. You must be Shadow. I am Twilight Sparkle, a friend of Rarity, whose sister you saved last night." she said, smiling.

"What can I help you with?" I asked.

"Rarity wanted me to ask you about what had happened, as Sweetie Belle hasn't regained consciousness yet, and we can't get her story until she has. So is it ok if I ask for your side?"

I agreed to answer questions over breakfast, so she invited me over to her house, which turned out to be a humongous tree, converted into the town library.

"Spike is out running errands, so I guess I’ll make us some pancakes." Twilight said, heading to the kitchen.

"Sounds delicious."

I guessed Spike was an assistant or roommate. It wasn't my business to know; anyways, it was Twilight who wanted to ask the questions.

"Would you like some help with the pancakes?" I said, though it was more out of courtesy, because I could see Twilight doing multiple things at once with her magic. She sure has powerful magical talent. That would perhaps explain her cutie mark I glanced at while she was getting something from a low drawer.

"No, I've got it. However, while I'm doing this, you can probably start your story." She said, glancing back at me as she started mixing ingredients together.

I began with my waking up to the sounds of the filly crashing through the woods (pausing only briefly when Twilight placed a plate of pancakes in front of me), and ended when I took Sweetie Belle to the hospital.

"I guess you know the rest. I told the late-night nurse my name and asked where I could stay in Ponyville, as I felt I should be somewhere they could find me in case they needed more information, like what you're doing. I also didn't feel like sleeping in a tree after the escape with a filly on my back." I rubbed my back a little, as it was still a little sore. I hadn't had to carry anything more than my own pack for the longest time, and carrying both my saddlebag and an unconscious filly can take a bit of a toll on you.

"These are some delicious pancakes, by the way."

"Thanks," she replied, then asked "So, what were you doing in the Everfree in the first place?"

"I was heading to Canterlot, and got caught in the dark, so decided to bunk the night in a tree above most of the night critters. I didn't even know of a town this side of the Everfree, otherwise I might've tried to make it over. It was mostly coincidence that I ended up not too far outside of Ponyville, and lucky the young filly ended up near where I was." I answered.

"Sorry for my curiosity, but why were you going to Canterlot?"

"I was thinking about trying to obtain audience with the Princess, or at least ask to use the private library there, to continue my research on a few things. Everywhere else I've looked doesn't seem to have enough information on the...personal topics I'm interested in." I hoped she got the hint that I didn't really want to talk about it.

She didn't pursue further, and instead noticed something I thought she would've seen earlier.

"Where is your cutie mark?" She asked, putting down the small stack of plates she was going to take back to the kitchen, and began studying my flank more closely. It always get a little nervous when somepony does that, even though I know what they are doing.

"Oh yes, that. I don't actually have one." I said, repeating the line I probably have said most in my life. "A tragic accident happened while I was a young filly, and it took away most of the time I had to look for my own special talent. I've been trying to find my talent every once in a while, but can never seem to find the one thing special I can do."

"That's terrible." She said, clearly seeing that this was another thing I didn't really want to talk about.

"Though it's kind of interesting, because Sweetie Belle is a part of a trio of fillies who are trying to find their cutie marks." She added. "They actually got pretty close to the right talents, but I guess they got a little confused, so mixed up what each of them were good at, making it not works out the way they planned, and now they've started doing things that have proved to be either dangerous or crazy for young fillies to try."

I nodded. "That would explain the tent of fillies and why Sweetie Belle was near the Everfree last night. They were probably trying to see if camping or something like that was their talent."

Twilight agreed that must've been it. Then she cocked her ear as we heard a faint bell clanging on the other side of town.
"Oh gosh, it's nearly two O'clock. I told Rarity I'd meet her at the hospital around two-thirty! Wow, how time flies, especially when learning more about other ponies." She said as she hurriedly put dishes into the sink, and set a plate of pancakes in the fridge with a note.

"Mind if I join you? I want to see if the young filly is alright, as long as I'm not intruding, of course." I asked the frenzying mare.
"No, no, it'll probably be fine. Rarity may want to meet you anyways." She gave me a reassuring smile. So I helped her finish cleaning up, then we set off toward the hospital.

-S-

We checked in, and the nurse led us to a room on the second story. The floor for recovering patients, as I was slightly relieved to see.

The nurse told us that Sweetie had woken up only a few minutes ago, so we had to have a moderately short visit. Her sister was already inside with her, sitting by the side of the bed.

"Good to see you're awake, Sweetie Belle," said Twilight, smiling as they came up to her bed. "You had quite the lucky break last night. Oops, sorry. Not really the best choice of words." She blushed slightly.

"Lucky? She could've been killed! Or worse! Oh my, Sweetie Belle, I might not let you out of my sight again after this absolutely horrid event. I may not sleep well for weeks had I known you were... AOooh!" Rarity fainted. Apparently the stress and excitement had been a little too much for her.

Just then, the door opened and two other fillies came in, spotted Sweetie Belle, and talking at a million miles per minute.
"What happened last night? We're you scared? Was something chasing you? Did you see it? What did it look like? Was it a manticore? Or maybe a-"

"Ok, girls. Don't overexcite her right now, she had a very tiring night," Twilight said as she clapped her hooves over the fillies' mouths. "Why don't you go wait outside while we talk to her for a second, and then you can have her all to yourselves later, alright?"

The young mares glanced at Sweetie Belle for reassurance, then waved and went out the door, slightly deterred, but satisfied they would be included later.

-S-

After the door closed, it was just Sweetie Belle, Twilight, and me. Rarity had also recently come to again, and retook her place next to the bed. Twilight brought out a notepad and pencil before speaking.

"Sweetie Belle, this colt here is Shadow. He's the one that found you in the Everfree, and brought you here to the hospital." She began, motioning toward me. I gave a small grin.

"I heard crashing in the woods near where I was camped, and went to investigate, you bet I was surprised to see a little filly unconscious and with a broken leg. Are you feeling any better?" I asked.

"Yes, my leg isn't hurting much. Thank you," Sweetie Belle said.

Twilight continued. "What were you doing out in the woods, Sweetie?"

"Well, we had a lot of snacks to keep us full in the tent, and i guess i drank too much before we started, so I had to go to the bathroom, but I didn't want to go all the way back to the boutique. I guess I got a little lost on my way back." She looked a little embarrassed. "I felt something following me, and I got scared, so I ran. Then I tripped and hurt my leg. The flashlight flew out of my hoof, and it showed me this... thing, which might've been the thing that had been following me, I'm not sure."
Sweetie Belle still seemed a little uncertain of this, and began to look a bit more frightened. Twilight was writing everything Sweetie Belle said in her notepad.

"What did the thing look like?" She asked.

Sweetie Belle thought hard for a moment before replying. "It was very tall, about the height of two full-grown ponies. It had four legs, and a white head without a face. It had ears and a snout like a pony, but nothing for it to breathe or see out of. Just a blank face. That was the creepiest part about it. It was completely black otherwise, or at least what I could see. And it had these sort of shadowy... tentacles, coming out of its back or something. I don't know! It was dark, and my leg was hurting pretty badly." She really looked afraid now.

"Don't worry, darling. If anything like that horrid creature existed, you can bet we would protect such a sweet little filly like you from it." Rarity hugged her, and a few tears escaped Sweetie Belle's eyes and into Rarity's well-kept mane, slightly dampening it.

When she calmed down a little, she said "the last thing I remember was something big and dark jumping in front of me, blocking my view of the thing. Then I guess I passed out, because the next thing I knew, I was in this bed with Rarity sitting next to me."

-S-

The filly's tale seemed almost crazy, and yet disturbingly familiar. Could I be this close to it...to HIM after so long? No, it couldn't be that. However, if it was what I'm thinking of that was behind the attack, then there could be great danger ahead. This was putting a major dent into my plans, but I knew I had to get more information, and figure out what to do about this. These ponies have no idea what they're dealing with. They may not be far off from discovering the true culprit and investigating further. I'm not sure if i need help, but for now I need to remain discreet. I can't let another accident happen.
The two sisters were now talking and hugging each other. Sweetie Belle was indeed lucky I had found her, but now we needed to be more careful. Hopefully the scare she had will certainly keep Sweetie Belle away from the forest, and that nopony else goes near it for at least a few days. That was the danger zone.

Twilight stood up and put her notepad back into her saddlebag, so I guess she was finished interrogating the young filly.
" I think we'll leave you two alone for a bit, just keep an eye on her for a while, Rarity," Twilight said. "C'mon, Shadow, you've been a good help, and we can't ask too much from you." She smiled at me sweetly as we walked through the door, and I couldn't help but smile back.

"No problem, I do my best to help others in need, I just hope I'm not too much of a bother-" I was interrupted by the two filly friends of Sweetie Belle who'd been hanging out in the hallway, now running up to Twilight.

"Can we go in now?" The orange one said. I recalled her name as being scooter or something. Strange name for a female pony.

The other filly, who had an exceptionally large red bow in her hair, popped up behind me, and seemed to be studying my flank rather closely. I got a little uneasy. "Hey there, kiddo. What are you doing?"

She looked up at me quizzically. "Where's your cutie mark?" She asked.

I laughed a little at this. "So you must be the Cutie Mark Crusaders Twilight told me about. Three little ponies trying to find their special talents by any means necessary, right?"

The red-maned filly beamed at her friend. "We're becoming famous, Scootaloo!"

"Wow. Hey, you think maybe being famous is our cutie mark?" Scootaloo replied.

I smirked at Scootaloo. "What would a 'famous' cutie mark even look like? Even I can't imagine one with that as a talent. And to answer your question, er, Appleblossom, was it?"

"Applebloom. Appleblossom is my cousin."

"Oh, sorry, Applebloom. To answer your question about my cutie mark, I actually don't have one either."
Both fillies' jaws dropped to the floor. The look on Twilight's face told me she knew this was coming, and wondered how I'd handle it.

"Wow, that is so cool! An older pony not having a cutie mark? I didn't know that was possible," Scootaloo said, then another thought dawned on her. "Wait, that could mean...that WE might get old without a cutie mark!" Both little fillies started freaking out. I sighed. Young ponies overreact way too much. Not only that, but they also made me sound much older than I really was.

"Wait girls," I said, trying to calm them down. "That's most likely not going to happen. I kind of think of myself as a rare case, and it's only because of a few...events that happened earlier in my life. You most likely may not find another pony like me. And who knows? Maybe my talent is something I'll discover later in my life. But even if I don't currently have one, you both still have a good chance of finding what you're good at, and perhaps using that talent to better the world, for all we know. So don't worry yourselves."

I remembered something Twilight had said earlier about this group's venture, and decided to add something about that, "I bet if you try hard at familiar things or things you enjoy, you may be closer to your goal than you think." I think the fillies got what I was saying, because they looked quietly at me for a minute, then Applebloom spoke up. "Wow, I had no idea anypony could sound so much like Twilight." Then they both laughed as they walked back to the bench they had been sitting on, waiting for their turn in the room with Sweetie Belle.

-S-

When we finally left the hospital, Twilight turned to me and told me that was one of the best speeches she'd ever heard. "But why did they think it made you sound like me?" She looked even more puzzled as I burst out laughing, heading back to my hotel.

3. Meals and Meetings

The next morning, I decided to help out a little around town. Not only to know more about the ponies who lived here in Ponyville, but also to get my mind off of the attack. Twilight was occupied with the writing of a report, as I was told by a baby dragon at her doorstep, of who I learned was who Twilight had been speaking of. So I left a message and headed off for breakfast at the local bakery.

It was only Seven AM, but already the place was buzzing with activity. Everypony seemed to like to eat here before going to work, and I was soon to know why. Up at the counter were two very tired ponies taking orders and handing over bags and small boxes full of goodies that made my mouth water, and my nose seemed to have heightened further, because I was smelling every individual cupcake and apple fritter that came out of the ovens in the kitchen. I almost didn't know if I could hold myself back from just pushing everyone else out of line and taking all I could off the counter and shove it into my salivating mouth.

"Absolutely maddening, isn't it?" said a cheery voice next to me.

I turned to see a very pink pony with very frizzy hair who was copying the very pose I was just in.

"I haven't seen you around here before. Are you new? What's your name? I'm Pinkie Pie! Oh, I just love making new friends! More than I love making cupcakes, which I can give to new friends, who then want more cupcakes. Or was it 'more friendship?' I never can tell, it all ends up to be the same to me. And don't even get me started about parties! I love parties! Do you like parties? *gasp* maybe I should throw YOU a party! Wouldn't that be-!"

"Pinkie! We need more éclairs! We're running low again!" yelled one of the pastry ponies behind the counter.

"Oops, guess I'd better go. Nice meeting you! Bye!" And with that the pink pony bounced away, leaving me a little stunned. How could anyone talk so fast and so long without breath? It left me a little breathless just thinking about it. Nonetheless, I couldn't help but smile a little. Something tells me I'll be meeting that peppy pony again soon.

-S-

After breakfast, I got a tip from somepony that a farm up the road could use some help picking apples. I thought that might be just what I needed, was a little work in the dirt. 'It builds character,' a faintly familiar stallion's voice seemed to whisper in my ear. I startled myself, bringing up that memory, then shook my head. That was from a time long past. I need to keep my mind on the present. At least for now.

-S-

Apparently, I was having a real trouble doing so, as I ended up tripping over a bench near the path and landing flat on my face.

"You know you have wings, right? I mean, instead of tripping over your own hooves on the ground, you could fly over everything." said a voice from above me.

I picked myself up and saw a very colorful Pegasus floating on a small patch of clouds above me and looking a little bored as she watched me dust myself off.

"Yes, well, it's sometimes good to exercise your legs. Otherwise, why have them if you're not going to use them?" I replied.
The rainbow-maned mare snorted. "Landing gear, duh."

I sighed. Great, a smart-aleck, just what I want to deal with this early in the morning. Oh well, can't win 'em all.

"Alright, you may have a point, but I'd still rather walk and enjoy this-until recently-quiet summer morning."

The mare yawned and stretched. "Booooring! I'd rather be zooming through the skies with these babies!" She said, flexing her wings, "I'm the fastest Pegasus in Ponyville, and have always been ready and willing to challenge anyone who wants to try to disprove it!"
Her eyes narrowed at me expectantly. I knew what she was doing: she was daring me to race.

"Well, when you find a challenger, let me know." I said as I turned to be on my way, hiding a small smirk on my face.

She turned out to be faster than I thought, because as I finished my turn, she was hovering right in front of my face.

"What? You don't want to prove me wrong, that you could POSSIBLY be a faster flyer, then we do a race and I win- er, I mean, then we see who wins? Wow, you are one strange Pegasus. Not even wanting to get off the ground. You afraid of heights or something?"

"No, I am not afraid of heights; in fact, I may have climbed mountains higher than you have ever flown. I just don't feel like flying right now." While slightly irritating, it was kind of fun to make such a self-absorbed Pegasus get their pride shot down in such a casual way.

she scoffed, then flew a few feet in the air, crossing her front hooves "Fine then, you're probably slower than even Fluttershy anyways. Wouldn't even be a fair match." She started to fly off, though at first she was only going slowly, so as to tell me I still had one more chance.

I decided to pretend to ignore her and began walking my way too, when I heard her give one last "harrumph" before zooming off, a trail of rainbows being the only evidence of the cyan mare. Seeing this color effect awed me. Not many pegusi can fly fast enough to have a trail the color of your tail. Whenever I flew, I also had a trail, and hadn't really thought about it much. Now that I thought about it, mine had kind of the opposite effect of that pony's, because it was as if you removed the colors, leaving only multiple shades of black and grey, since those were the colors of my tail.

Anyways, I wasn't trying to be mean to her. I genuinely didn't want to fly, and used the most convincing excuse I could think of. I gave myself a mental note to find her later and apologize if I sounded rude. Though I probably still won't take her up on her offer to race. I'm a good flyer, don't get me wrong, but trouble always seems to find me whenever I leave the ground.

-S-

As I came closer to the farm I was looking for, all I could see were apple trees, covering dozens of the surrounding hills. I could see now why they'd needed a helping hoof. I headed through the front gate, and rang the front doorbell, but there was no answer. Then I heard a thumping sound from somewhere within the orchard, followed by a bunch of smaller thuds. I could also see a tree shaking a bit, so figured it was somepony bucking apples. They could either be the owner, or at least someone to point me in their direction.

I found a young brown mare with a cowpony hat on, collecting a couple of apple-filled buckets, and called out a greeting.

"Well howdy there, pard'ner! What brings a feller like you to the apple family farm?" She said with quite the southern accent, "Haven’t seen you b'fore. You new to Ponyville?"

"Yes, I came in late yesterday, after a small incident in the Everfree forest," I replied.

"So yer the one Applebloom's been blatherin' on about saving Sweetie Belle. I think anypony who does something like that deserves a free meal on me." The mare shook my hoof with more strength than I thought she'd have, and she still had the apple baskets on her back, without a single apple falling out. "Name’s Applejack, by the way."

I smiled pleasantly. "I'm Shadow. Though of your offer, I couldn't, ma'am. I mean, I just ate before I came here, and was actually going to ask if you wouldn't mind a little extra help around the farm for a couple days, while I stayed here in Ponyville."

"Of course. We can always use some extra hooves around here. The harvest is coming in, and these trees ain't gonna buck em'selves. You seem like a fairly strong feller, and have already shown plenty of trust by my standards. Have any experience at farmin' before?" Applejack put her load on the cart as she spoke.

"Well, I've done a little cattle rustling, but I don't believe I've ever done any work on apple picking before. It seems easy enough." I said.

"You're right about that, nothin to it." She said, heading towards another tree. In one swift kick of her rear hooves, brought down a rain of apples into waiting empty baskets.

I decided to copy her, so I kicked the tree that was behind me.

"Ahhhh!" I yelled as a ton of apples fell everywhere, some hitting me, and only a few making it into the baskets.

"You alright, Shadow?" Applejack ran up to me as I was nursing a couple of bruises that started to appear on my head.

"Sure. Just...ow... peachy." I grumbled. Maybe this wasn't such a good idea.

"Don't worry, hon. That’s exactly how I was when I first started. It's all about where you position your legs, and how much force you put behind yer hooves. That's how you get the apples into the baskets directly from the trees, instead of having to pick them up after they fall to the ground. It also stops the apples from getting bruised or dirty."

It was unintentional, but she just described exactly what I was: bruised and filthy. Maybe farming wasn't as easy and stress-free as I thought.

"This time, watch closely how I hit the tree."

-S-

Three hours-and a few bandages-later, we heard a clanging sound coming from the barn. One of my biggest accomplishments so far had been showing Applejack how fast I could run. That is, how fast I could run after a dozen barrels, after I knocked a pile over. Not really much of an achievement, as she was the one who caught most of them in the end. Her lasso skills must have won her a few medals or something, as I haven't seen anyone wrangle three rolling barrels with a single piece of rope.

"Maybe you'll do better after a bite to eat." She said with a reassuring smile as we headed towards the barn.

I shook my head. "Apple bucking doesn't seem to be for me. I've caused more harm than good, and probably made you fall behind. It was good to try though, and I thank you for putting up with me."

"Hey, I still want to treat ya to lunch. Ya wouldn't believe how absolutely delicious our meals are here on the Apple family farm! Why, we've got just about everything: apple fritters, apple pies, apple crisp, caramel apples, apple-"

Wow, I had no idea anyone could be so obsessed with apples. Then again, her family members are all named after apple-related things, so I should've guessed. I'm kind of glad I wasn't good at the farm, as I would get sick of apples pretty quick.

4. Pricks and Preparedness

I should probably explain what I'm doing in Ponyville in the first place. Or better yet, why I'm still here. The CMC had pointed out a big reason: I don't have a Cutie Mark. I don't have a place in the world. Nothing that I'm partially good at, or that keeps me busy. This wasn't because I wasn't looking for it in my younger age, it's most likely because I didn't really have a childhood. I was orphaned after a terrible accident took my parents from me when I was just a filly, and left me with a blank slate as to who they were, or what they looked like. I've given up searching, as all I have are very faint memories of things they said, such as the 'building character' memory I had on my way to the Apple farm.

The only evidence I've been given over the years were that they were taken by a tall, pony-like creature with no face. I tried hunting him for a while, but there was so little anypony knew about this creature, that I believed I had lost the trail. But it appears it may have found me. Now I was juggling my wish to find my place, and my curiosity to learn the fate of my parents. Now that I tried (and once again failed) to obtain my own needs, it was time to focus on the bigger picture: finding the truth, and perhaps preventing this small town from further falling victim to this mysterious creature. I decided to head back to town, as Twilight may be free to help now. It's been a pretty rough day so far, so any information I could get from either the expansive library she lived in-or her own intelligence-may prove to be very crucial to my current mission. If I couldn't get to Canterlot, then I'll settle for what I can.

First, however, I needed to restock my old gear.

-S-

It was getting dark when I had all of the things I needed. I had to retrieve only small amounts at a time and leave them at my hotel room, as my old saddlebag had gotten a fair-sized hole torn into it during my flight from the Everfree. There must be somewhere in town where I could buy a new one, though I'm going to hate parting with my old one. It was made by a friend of mine who I met during my travels.

I really seem to have an attention problem, as I bumped into a unicorn, making her drop a bunch of bags and boxes she had been holding with her magic.

"Terribly sorry Miss. I guess I wasn't...wait, Rarity?" I hadn't recognized Sweetie Belle's sister until she removed an unspooled ribbon from her face, which must've flown out of one of the bags.

"You should really be watching where you're going, Shadow. I can't have these materials get messy, as they are for a new dress I'm working on." Rarity said as she began casting a bluish glow around some of the misplaced items, picking them up.

I stooped down to pick up a small bag in my mouth.

"Wait! That's-" Rarity yelled as my mouth closed around the pouch.

"Owowowow!" Instantly a needle pierced my gum. I yelped in pain, dropping the bag and clutching my now bleeding mouth.

"Oh, dear. Here, take this to help the bleeding." She hooved me a napkin she had in her saddlebag. I took it gratefully and pressed it against my bleeding gum. "You picked up my pincushion. Are you alright, dearie?"

"Well, it could definitely be better. However, I think you may be the pony I'm looking for. You own the local clothes shop, right?"

She scoffed at me. "I don't own just any old 'clothes' shop. I own a boutique, and pride myself in making only the fanciest of gowns and hats anypony could ask for." She looked me over for a second. "What are you looking for, a new suit, or something more, simple, like a coat?" She glanced at my saddlebag, "or perhaps a new bag? Pardon my saying, but yours seems to be a bit of a wreck."

"Actually, that's exactly what I need. Do you think you have the time to make a new one for me, or that I could at least look at your selection, and see if there is one I might be able to use?" I continued to help her pick up clothing materials (more gingerly this time) with only one hoof, as my other one was still dabbing my mouth.

Rarity smiled. "Of course, although I must discourage you from putting anything else sharp into your mouth, so let me take these bags." She picked up a couple of bags near me, including the one with her pincushion. I picked up the rest, (as i figured may have been the right thing to do, especially for a pony like Rarity), and we headed off in the direction of her boutique.

-S-

Although I'm not the pony talk to when it comes to fashion or decor, I found Rarity's boutique quite the sight, even from the outside in the evening light. I had seen the large, circular roof from pretty much across town, but this as the first time I had stopped to admire the entirety of its architecture. Few places I've heard of could boast that there seemed to be more room on the inside than possible, but walking in the front door, I could see that this was one of those buildings. She had placed many dresses and suits on display around the room of different colors and styles, and one stand in the corner was what I presumed was a work in progress, as there were bits of material and crafting tools around it. In another part of the large room was a platform with mirrors around it, which was the fitting area. Yet she still had a ton of open space in the center of the room, enough for someone to put up a small fashion show or something. All this space, and I haven't even seen the upstairs. Ponyville doesn't cease to amaze me, with all these simple to overlook majesties.

After we put the materials away, Rarity looked over my old satchel.

"My, my, this ratty old thing is practically rags. How it hasn't fallen apart before now is beyond me. I can set you up with a much more fashionable one in a jiffy." Rarity said, and turned to retrieve some cloth.

"Well, if you'd pardon me, Rarity, but I kinda liked the design my old one had. It was custom-made for everything I needed. Couldn't you consider using the same setup?" I asked.

She turned back to me, then glanced at the bag for a moment. "It's a little hard to see the original design clearly, and it seems a little odd shaped," then she sighed, defeated. "Can you show me how it fit on you before?"

I put it on, smoothing out some of the wrinkled bits and holding a torn piece where it should have normally been.

"It has a special wrap-around cut here, as you can kind of see, which allows it to better fit around my wings, making it easier to fly. Most saddlebags I've seen have had the same default design, which just hangs over the back, but sometimes those can slip around during flight, such when I’m doing aerial maneuvers. An old friend of mine from Los Pegasus helped me to develop the design for this one, and I've found it has kind of grown on me. Though if you have a better suggestion for at least the straps, I'm open for it, as these chaffed a little." I said, slowly spinning so that Rarity could see all the angles.

When she seemed content as to what to do, she went over to her sketchpad and started drawing, mumbling to herself every once in a while, but I couldn't catch what she was saying. I tried to look over her shoulder, but was unsuccessful.

After several minutes, she turned around briefly to tell me the bag would be done by noon the next day. I took that as a 'leave me to work' sort of thing, so I thanked her and left. I was tired, and once again it was getting late, so I returned to my hotel to double check my supplies and get some rest. Visiting Twilight would have to wait until tomorrow, when the planning stage would begin.

6. Haunts and Histories

I looked around desperately for something to help me, as the blur was gone now, but all I could see was an open field bordering the forest. If I could straighten out a little, I could slide across the grass to a stop, instead of face planting into the earth at a dangerous angle.

I struggled furiously with my own wings, managing to slowly peel them away from my sides. I wasn't going to make it. I was going to die. Luna's nipple, I knew flying always ended up badly, and to try racing as well; I must be a real idiot.

As I zoomed toward the ground, I remembered my mission. I am the only one who understands the danger Ponyville is in. I am the one who needs to save what I couldn't all those years ago. I need to rediscover my past, and figure out what I'm good at in the world. I need to find my cutie mark.

This gave me a boost in energy, allowing me to not only reopen my wings, but to straighten out and land, though not as gracefully as I would've liked, kicking up a cloud of dust as I came to a complete stop. Then I collapsed in a heap, shaking violently at how close I had come to losing it all.

A sound nearby startled me, making me look up. The other ponies were all still to far away to have gotten to me yet, but what heard came from the darkness of the forest.

I squinted into the gloom. At first I couldn't see anything, but then a cloud went in front of the sun, and it helped even out the shadows. What I saw nearly stopped my heart. A tall, lanky figure, barely visible through the brush, standing there; watching me. It was exactly as Sweetie Belle had described it: black, with a blank white face.

I couldn't believe it. I was right all along. It was HIM. Instead of me finding him after such a long time, he had found me first. Perhaps he had even been following me the whole time. It doesn't matter. My family, my past, my Life... all of my answers were staring me in the face, without eyes. And it seemed almost cruel, as i couldn't make him tell them to me either. He had no mouth. I was terrified and angry at the same time.

I heard the other ponies coming up behind me.

"Are you alright, Shadow?"

"I'd never seen anypony who's ever done that maneuver before, and what a landing!"

"Anyone see his streak of grey and black across the sky? I thought only Rainbow could do something like that!"

"I can't believe I LOST!"

I turned briefly to acknowledge them, and when I looked back, he was gone. The cloud had moved further across the sky, letting the sun shine brightly again.

"What are you looking at, Shadow?" Twilight came up to me, squinting in the direction I'd been staring.

"What? Oh, nothing. Thought I just saw something." I lied, shaking my head softly. "Guess I'm still a little dizzy from my flight."

"Well, other than scaring us in the end there, you won! You beat Rainbow Dash!" Exclaimed a purple colored pony, who was surrounded by a couple of fillies.

I spotted RD sulking near the back if the crowd. Clearly she didn't like losing, and it didn't happen to her often.

Pinkie pushed her way to the front of the group.

"This deserves another party!" She exclaimed, throwing confetti into the air.

"No, I think one party is enough for me." I laughed a little, lightening my mood a little. I got up and shook some of the dust off my grey fur and wings, then headed towards Rainbow Dash.

"I gotta say, you are quite the flyer, RD. you almost had me at the schoolhouse. Good race?" I put out my hoof to shake hers.

She looked grumpily at me, then sighed, taking my hoof.

"Alright, good race. But I should tell you now that I let you win. I thought you weren't that great a flyer, so I went easy on ya. If we did a rematch, you'd see what I can REALLY do." She smirked again. "Although, it would be great if you could show me that move you did around the schoolhouse again, so I can, uh, know what to expect next time."

We headed back to Sugarcube Corner to continue the party, this time with a little more reason to celebrate.

-S-

The party lasted a few hours, in which time I met many more ponies like Cheerilee, the purple pony I had seen back on the field. Nothing else really interesting happened at the party, unless you count Pinkie diving into the punchbowl, and coming out with more balloons, which left me quite puzzled. After it was over, everyone went home except the six Elements, Mr. And Mrs. Cake, who were the bakers who ran the Sugarcube, and me.

Twilight now had a serious face, and I wondered what she was about to tell me.

"Shadow, another pony went missing yesterday. We're not really sure, but we think it could have a connection to your encounter in the Everfree."

I was surprised, then i just sighed, looking at each of the six mares, I understood what I must do. It was time to give them answers. It was time to tell them what I had seen in the forest, what was now hunting the ponies of Ponyville. I have to tell them about Slendermane.

"Do we have anywhere more, private to talk?" I asked Twilight.

She seemed to understand, so we left the Sugarcube and headed back to the tree house library. Inside, the other ponies sat in a half-circle around me, and Twilight pulled out her notepad again. Spike was there, but Twilight reassured me that he was trustworthy.

"Alright, now that we're alone, I wish to tell you my tale, why I don't have a cutie mark after all this time, and why there have been attacks and disappearances the last few days." I said, pausing for a minute to collect my thoughts.

-S-

Then I began my story:

I was born in the small village of Haystown. I was an only child, and my parents were a blue Unicorn and a brown earth pony, and so were a little surprised at how their son was a grey and black colored Pegasus. We were quite the mix-and-match family, but we loved each other, and didn't seem to have a care in the world. There were also plenty of other young fillies such as myself who I could play with.

Around the time I turned 2, my parents started acting strange. They seemed to be tense all the time, and kept me indoors more often. I had also noticed some of my friends hadn't been showing up to our little play dates. Little was I to realize that something was taking ponies rom the village, under cover of night. Scouts had been sent out to the surrounding forest and plains to seek out the creature, and to find help, but to no avail. Many of these ponies went missing as well. Some decided to escape the village before it was too late. we weren't sure if they were successful, because after they left, we never heard from them again. The few who remained tried to erect defenses around the town, and everypony stayed within the village. The adults sent all of us fillies to the basement of one of the houses, bringing down food and water whenever they could.

A few nights later, we awoke to the sounds of screams outside the low basement window, and many scattered hoofbeats. Some of the others peeked out, but couldn't see anything except panicked ponies running around. Then the fires started. I'm not sure who set them, but as straw-roofed houses go, the fires spread fast, lighting up the outside world. As the other fillies were led out the door to escape the house before it too caught fire, I decided to have a peek through the window; what I saw would haunt me for weeks afterwards.

A tall, shadowy pony, with a plain white head without a face, was walking up the center of the street past the building we'd been hiding in. There were no other ponies in site, and all was quiet, other than the crackling of he fires and the occasional crash of a building collapsing.

The smoke started pouring into the basement, and I knew it was time for me to escape, but I was pinned with fear to the window, watching this mysterious figure. Its shadowy form seemed to waver with the shifting of he fire's light, as if it wasn't wholly there, just an apparition. Then, it turned its head toward me. Then I heard a large cracking sound, and the roof collapsed on top of me.

The was the last thing I remember. Somepony must have found me, as i awoke a few days later, in a bed in an orphanage within a town many miles away. No one would tell me what had happened, and there wasn't anypony else there from my village. Either they'd escaped to a different village, or I was the only survivor. As I grew older, the latter seemed to be the most logical, as I would manage to obtain bits of information from eavesdropping around town.

My matron at the orphanage taught me how to fly -including teaching me the move you girls saw earlier- and as soon as I was old enough, they let me leave to find the answers I sought. I've been heading from town to town, trying to put together my puzzle, but I never seemed to have enough pieces. I even headed to he sight of my old village, but only burnt stones and bits of rotted broken planks were the remaining evidence of a once thriving, happy little villages' great demise.

I've been hunting the creature ever since, but there has been little written about it, and what I could scrounge up is mostly based off of old mare's tales. The only thing that was consistent between them was the description, missing ponies shortly before or after the sightings, and its name: Slendermane.

Through all of these supposed sightings, however, none have documented an entire village being wiped out through its actions. I was going to head to Canterlot, to see if I could pull better results in research from the palaces' expansive library, but it appears that I've unintentionally stumbled into the right place at the right time, finding Sweetie Belle in the forest.

-S-

I looked Twilight in the eyes.

"He's here, hiding in the Everfree. And he's hunting your friends here in Ponyville. I saw him for the first time in five years, after my crash-landing in the field." I shuddered, "and I think...he remembers me."

The other ponies were silent. I could see the trace of fear in their eyes. It was almost a reflection of my parents' expressions the last few days I'd seen them. A tear came to my eye.

Then Twilight stood up. "We need to discuss this between ourselves for a minute, of you don't mind." she told me.

I nodded, heading downstairs to the main library.

7. Books and Breakthroughs

As I waited, I briefly scanned the bookshelves.

There were books on almost everything you could think of, from how-to books on growing the perfect vegetable garden, to advice on how to subdue large ice trolls and manticores. Despite the situation, I found it a little ironic that a place of information told about things far away from the confines of its own walls, but not on defending a village from more common attackers, as many of the creatures of the Everfree. If I'm successful in my mission, I might need to recommend a few add to her collection. Nothing like a harmless looking creature popping up, only to have a carless pony accidentally create a Parasprite swarm which would eat all of your crops. I couldn't believe first time I borne witness to one of those; nopony in town had even seemed to know how to get rid of them, until one unintentionally came upon the solution when he brought out his guitar and played a blues tune thinking it was the town's doom, and the Parasprites started dancing along to it.

Thinking about this brought me back to my current situation. Could these six ponies figure out a solution, or would they even help at all? They may just try to do as one group in my village had done, try to run away from it all. But they couldn't just leave, they were the Elements of Harmony; meant to protect their town and its residents. Then again, I remember some of the old stories. Every hero must fall at some point, in order to be able to rise again and defeat the evil, or give way to a new hero.

No. I mustn't think such dark thoughts; these ponies have done great things. I doubt their heroism was far from over.

-S-

While I was going through these thoughts in my head, I felt a tap on my shoulder. I turn to find that the other ponies were finished with their discussion, and had come downstairs to speak to me.

"We've reached a verdict," Twilight said, "we're going to help you any way we can to stop Slendermane. For the defense of Ponyville, and the rest of Equestria."

She stepped back.

"So, what's your plan, Shadow?"

I couldn't believe it. Not only was I going to get with my mission, but with a group of mares who've already saved the day many times over. We definitely stand a chance. More so, I hate to admit, then with just me alone. It almost caught me off guard, and it took me a couple of seconds to dig through my memory to find my course of action.

"Alright. First of all, we're going to need information. We can't take something down if we don't even really know what it is, and any details we find out about him could help us. Do you have any books that might help us, Twilight?"

She shook her head.

"Unless Spike has had new books come in, I read every book that comes through that door before it's put on a shelf, and this is the first I've heard of this creature. If you hadn't supported Sweetie Belle's story, I would still think of it as just a nightmare created from fear and imagination."

"Hmm. Well, then I guess I'll have to take you up on your previous offer of traveling to Canterlot. The library there has to have something," I said, then another idea popped into my head, "and even if not from the books, than maybe Princess Celestia herself might be able to shed some light on this situation."

The other ponies nodded in agreement. Everything was coming together nicely, I thought.

Then I realized one of the group was missing.

"Where's Fluttershy?" I asked.

Rainbowdash facehoofed. "I bet I know where she is. Hang on, I'll be right back." And she flew out the door.

Rarity noticed my confused face, so decided to clarify a few things for me.

"Don't worry, darling. Fluttershy is most likely just completely afraid because of your story, and so snuck back home to both try to hide from the creature, and try to get out of going on our little trip, staying as far away from it as possible from danger. Though if the thing we're hunting is a creature of the Everfree, maybe Fluttershy could be extremely useful."

"Thank you, Rarity," I said understandably. "Though I wish this problem we have would be as easy as taming a household pet, I highly doubt it. None-the-less, we can use all the help we can get, so we're going to need her with us, scaredy-pony or not." I said, and I meant it. I didn't want to put anypony through this, but these girls seemed to work as a single unit, so we'd need Fluttershy too.

-S-

After Rainbow Dash returned, dragging the yellow mare by her pink tail, we decided that it would be best to leave for Canterlot on Thursday, in two days, giving us plenty of time to pack and plan, and the the girls could settle any situations with their daily duties around town. It would also give us time to look through the royal archives, as the dinner party the others were invited to wasn't until Friday evening.

Applejack noticed the time was past midnight, so we all returned to our own places to get a few hours of sleep. Sleep that I guessed was going to be a minor luxury in the coming days. Going to Canterlot would certainly give us a great boost in our mission, but I have no idea what could be happening in Ponyvlle while we're gone. Nopony else knows what's going on, and somepony's going to go into the forest at some point, whether some young lovers or an herbalist gathering some ingredients; there's no way to bar the Everfree without raising some alarm.

8. Frights, Fears, and Failures

I didn't know when I made it back to the hotel, or even into my room, but eventually the torrent of thoughts rolling through my head like a small boat caught in a storm were replaced by brief scenes and images, what I guessed was something of a dream, but it was scattered and jumbled together.

There were images of the six Elements, though not as I've seen them. In one, Rainbow was drained of color and running away from her friends. In another, Pinkie's hair was straight, and she had a strange expression on her face as she stood on her hind legs, seeming to talk to a bunch of inanimate objects on stools around a giant cake. There were other images and scenes that seemed to flash before my eyes, some so fast I hardly got glimpses of them. Dragons, serpents, shadows and chaos, all popping up from random points of my vision, but not a sound, as if i was watching a movie on mute. I couldn't make sense of anything. The only thing I could do was crouch into a corner, flinching away each time one of these horrors tried to reach out for me, but still trying to look for clues as to what I was seeing.

-S-

After an indefinite amount of time, the pictures began to scatter, making way for a larger shadow to come forward from between this retched mess. I knew what was hidden within this cloud. The same that's been haunting me since Haystown. I wanted to rush at it, clearing away the darkness and revealing the monster underneath, but my body refused to move.

As the cloud came closer, the air around me became colder. I could see my own breath as it drifted from my mouth. I thought it was going to swallow me whole.

When it was within a foot of my trembling form, the cloud stopped. Then, the cloud parted, revealing...my parents. Or at least their heads, the darkness obscuring the rest of their bodies.

They called to me, calling my name in the same mute way as the images that preceded them. Though I couldn't hear anything else they said, I could see their expressions in their faces and eyes: fear. Fear, and also sorrow. I have seen the same expression on others, such as the young filly when she recalled what she'd seen. The same expression as my own fellow friends and villagers is Haystown, during the last few hours I'd seen them. My own heart filled with heavy emotion, my...helplessness at all I've not been able to do.

I fought hard against the invisible bonds that seemed to bind me to he ground, but I could only succeed in opening my mouth. It was dry, and hard to get my words out: "I'm coming to save you, Mother! I'm trying, Father!"

My voice nearly startled myself, it being the only thing I've been able to hear in this awful void of silence.

My parents looked me in the eyes, and then their fear melted away. No, more than that. All of their expression melted away. They stared seemingly nowhere with unfocused, blank eyes, their mouths pulled into tight lines.

Then, to my utter horror, their entire faces melted away, revealing two dull-white skulls, rotting meat still clinging on to the jaw, and one still had a bit of an eye hanging out of the socket.

-S-

I screamed, falling out of bed as I gagged, nearly emptying my stomach's contents on the small room's carpet. Then I just sat there, breathing deeply and failing to hold back tears. I look out the window at the great expanse of stars the covered the night sky, but it seemed to make it worse. In the end I just curled up on the floor, crying softly.

Meanwhile on the other side of town, a young filly at the Boutique was also having a similar, horrible nightmare. The third one she's had in as many nights.

Author's Note

I know this chapter is short, but it's supposed to give some highlight as to what seeing Slendermane (and not being taken) has on the mind.

9. Requests and Royalty

The day of our departure came faster than expected, which was definitely a relief. I hadn't slept well the past few days, waking up multiple times by similar nightmares, so I had spent most of the night before taking a moonlit walk around the town. I intentionally stayed out of sight of the Everfree so that I didn't have to think about the creature within watching me within his haven, but I couldn't help but feel watched anyways.

I had gone back to the hotel to rest the last few hours before we needed to catch the train, so that I wouldn't look quite as deprived of sleep as I felt. Around eight O'clock, I got up and grabbed my saddlebags, certain I had everything I needed. I had developed a headache, and it was only making matters worse.

I hadn't gone far when I heard a voice behind me.

"Hey Shadow, wait up!" It was Pinkie.

I slowed my pace so the pink mare could catch up, but there was no need. She bounced up to me faster than I've seen most ponies gallop.

"Isn't this exciting? You get to meet the rulers of Equestria! I'm excited, and I already know them!" It was hard to keep up with her fast talking and constantly bouncing up and down as we got closer to the station, and my headache got a little bigger.

We met up with Fluttershy, Applejack, Twilight, Rainbow Dash, and Rarity. There was a very large stack of bags next to the white unicorn.

"Ugh, this happens every time! Why can't we just force her to bring one bag with essential travel gear?" Rainbow mumbled, hovering with her hooves crossed.

Twilight gave the pegasus a small smile. "At least this means we'll get the back two cars of the train again."

The train arrived twenty minutes later, and we helped the baggage boy get all of the excess baggage into one of the luggage cars near the back. Even that almost wasn't enough, as some bags were pushed up tightly against the windows.

As Twilight had guessed, the last two cars of the train were empty, so we had them to ourselves. Actually, most of the train was pretty empty, as no other ponies got on at our stop, except for a young couple who had gotten into a car further up.

The interior of the train was rather well decorated. There were about a dozen red bench-like seats, six on each side, that were quite comfortable to sit on. Even so, I was a bit unsure about riding inside of a large enclosed box on wheels, no matter how homely it looked inside. But I sat down anyways, telling myself to enjoy this new experience.

The first jolt was the worst, when the train first started moving. I thought something was wrong, as I could see things moving past us outside, but we remained in place. There wasn't even a slight breeze. It was as if the world was moving without you, and all you had to do was sit there and wait until you ended up where you wanted to be, then step back out to return to normal.

Applejack noticed my unease.

"You'll be fine, Shadow. Train rides are as smooth as cream on a bagel." She said, smiling reassuringly.

I decided to try to comfort myself by instead thinking about all that had happened so far: Sweetie Belle's rescue, apple bucking, the race, the party, and now a first class trip to the Capital of Equestria to meet the princess herself! How can so much happen to somepony like me, a pegasus who's only trying to find his own way in the world? Will this trip prove fruitful in my search for where I belong, or will the nightmare reign, bringing all I've gotten to know in such a short short time to ruin?

Laughter from the group of mares startles me, and I look over. Pinkie was doing a crazy dance, and I couldn't help but smile a little at her. I happened to stumble into one of the most known heroes this side of the country, and instantly throw them into the front lines, trying to free myself of my own fears, and they agreed to help. Now, they were laughing and enjoying themselves as if they only going to their fancy dinner, not about to rid the land of another evil creature.

I brushed my grey and black mane out of my eyes.

Maybe that's it. Maybe since they have each other's backs, they don't have to worry about what hardships are thrown in their way. They work together, held so by their trust in each other. Is this how powerful friendship can be?

I look down to the wooden floor. I've been too selfish. I haven't given enough trust or compassion to anyone. Maybe that was my problem! I need share friendship with others, and admit they I can't do everything on my own. I remember the Cutie Mark Crusaders, three fillies who were working together to obtain a single goal, but they stopped to help Sweetie Belle when she needed it.

I got up, remembering too late that I was still on the train, and stumbled over to where the girls were. I grabbed the back of one of their seats.

"Hey, got room over here for one more?"

I spent the rest of the trip with them, telling stories and even playing a few games. Before we knew it, we had reach the gates to the city.

~S~

Canterlot could be seen from Ponyville, but being this close was a whole different experience altogether. The city was huge! The buildings were tall and elegant, with white walls and large reflective windows. Extravagant jewelry and other rich merchandise were in every shop window. Even the streets seemed to glimmer in the midday sunlight. I could smell nothing but money and expensive perfumes & colognes. Even the ponies who trotted down the streets acted like they would not only judge you, but make sure everyone else agreed with them before kicking dirt in your face. Or, more likely, pay somepony else to do it for them. I felt out of place. Even though I'd been to places like this, I've never gotten use to these stuck-up pricks and their "high society" living. I knew what was hidden behind the mask; there were probably dozens of poor and homeless that were hidden in back alleyways, so as not to spoil the newly polished sidewalks.

"Here comes our ride!" Twilight said, walking up beside me and motioning toward a white carriage; a smaller pony-drawn cart trailed close behind.

Rainbow smirked. "At least they remembered how much luggage we usually end up bringing. I felt a bit bad for the last bag colt, as he had to make four trips to get all of Rarity's bags from the train to the castle!"

The castle. I had forgotten I was actually going to stay at the castle. I looked toward it, in the center of town. It towered the highest above everything else, though it must've been magic that kept it from casting a shadow over the city below. Rather than hugging the side of the mountain it was built against, it seemed to become part of it. The sheer white towers pierced the sky. As I examined the grandeur of the magnificent building, I caught a flash of light that had reflected off of what might've been a telescope on one of the balconies, meaning that whoever lived up there either enjoyed looking at the stars, or kept watch of the surrounding country through the magnifying lens.

~S~

The trip to the castle took longer than it should have, as Rarity wanted to stop at nearly every shop on the way, no matter how much Rainbow, Pinkie, and I teased and complained. Finally, we reached the gates. The guards stationed there let us through with only a small "welcome back, Twilight and friends", and we were inside.

"C'mon, the throne room is this way," Twilight said, walking down another luxuriously decorated hallway, "That's where she'll usually be this time of day."

I followed the girls further into the castle. But, as I took more steps inside, I became more and more nervous. What does she look like? What would she think of me, and my story? I didn't want to feel like I've wasted the time of a political leader, even if I had Twilight to help put in a good word.

We entered a very spacious room, with a single gold-lined red carpet leading up to a grand throne. Sitting upon the seat was one of the tallest and most elegant pony I've ever laid eyes on. She had white fur, a long, rainbow colored, almost translucent mane, and lovely, dark blue eyes. Her hooves were covered in golden shoes, and a matching gold crown rested lightly on her head around a very long horn. but she couldn't be a unicorn, as she also had wings like a Pegasi!

Then I remembered. Princess Celestia was an alicorn; one of four who were currently alive. Nightmare Moon, or more formally known as Celestia's sister, was also an alicorn, but she had spent the last thousand years one the moon for her cruelty. At least, that's what the legends say.

By the time this had all gone through my head, we were now only a few meters from the princess, and I quickly bowed in respect with the rest of the group.

"Welcome back, my faithful student," Celestia said to Twilight warmly, then gazed at the others with equal pleasure. "Welcome back to you too, Elements." Then she ended her gaze on me, and My stomach leapt into my throat.

"You must be Shadow Darkfeather. Twilight wrote to me a few days before you arrived, so I know at least a brief summary of your situation," she kept her smile, but I could see a glimmer of concern in her eyes, "I'd like to hear the whole story from you sometime in the next few days."

"Y-Yes, your Highness," I said, my nervousness replaced briefly by relief.

The princess addressed all of us. "Let's try not to think about this danger until after the banquet, as I don't want my other guests to get a sense of unease. However, that doesn't mean it isn't considered important. I have your normal rooms set up in the West wing, girls. Shadow, yours is in the East wing, near the North tower staircase.This was not my choice," now her whole face showed some unease. "It appears my sister, Luna, has taken a particular interest in you, and wishes to speak with you once you are accommodated."

My jaw was so wide open, I thought it would pop out of my mouth. Luna had returned to Equestria? And she's interested in my story?

Twilight must have realized what I was thinking of. "Relax, Lina is her normal self again, not Nightmare Moon," then she asked Celestia what I was too dumbfounded to ask, "Why does Luna want to talk to Shadow personally?"

"Luna has been trying to regain some of the duties and responsibilities of ruling Equestria, so as to make it easier for me. Why she wishes to speak with him is beyond me. Nonetheless, I trust her, and I think you should too. She may have heard - or seen - something that could shed some light on your search." I noticed she had looked at my blank flank, though rather briefly. "Hopefully I have enough free time from my duties to help in any way I can. Meanwhile, as always, you have full access to the library and any other sources her in the castle that will provide you with the answers you seek. Now you must excuse me, but I have other matters to attend to, in order to get ready for tomorrow.”

With that, the girls and I headed off to our rooms to unpack, and for me to prepare myself for a visit with Luna, the Princess of the Night.

Author's Note

Ok, I'm sorry this chapter took so long to come out. I had written about half of it shortly after the last one, but it ended up being deleted from my mobile device I was writing on. I'll try to get the next few out with less of a delay.

10. Nightmares and Night Mares

A Pegasus guard knocked on my door shortly after dinner. I guessed before I reached the door what he was here for.

"Her highness Princess Luna requests for you to be accompanied to her chambers." He said with a gruff voice, "Do you wish to fly up or take the stairs?"

I thought that was a strange question to ask. "Um, the stairs would be more...fitting way to greet Princess Luna, wouldn't it?"

The guard huffed a short laugh as he motioned me in front of him. "You apparently have never met her before."

He said no more as we ascended the long staircase. After a while I realized why the guard had suggested flying; it was a ridiculously long way up. I was used to traveling a long way on my hooves, but all uphill takes a toll on anypony. I could even hear the guard trying to hide his heavy breathing behind me.

"Alright, if there's a next time, I'll *huff* take your offer," I said apologetically over my shoulder. The guard grunted in response, which I took as an agreement.

~S~

Finally we reached the top of the stairs, and stopped briefly to regain our breath. The door that stood before us was painted a dark shade of blue, with the different major constellations painted along the edges. I spotted mine, Aquarius, as the second from the top.

The the guard straightened up and knocked, and spoke with a loose sense of authority "Your highness, Shadow Darkfeather has come at your request."

The door opened, surrounded by a blue aura of magic, revealing darkness beyond. A calm, soft voice resonated from within, "Thank you, captain. You may return to your post. And captain?" the voice added as the guard turned to leave, causing him to turn back toward the room.

"Yes, ma'am?" he asked.

"If you don't want to climb back down the stairs, you might as well take the balcony. And next time, perhaps warn guests about the amount of exercise they'd receive if they take the stairs, as it may get you out of trouble in the near future."

The guard saluted. "Yes, ma'am. I'll be sure to keep that in mind." He went into the room and through the billowing curtains that obscured the balcony beyond.

"Now, are you going to just stand in the stairwell while we speak, or would you like to come in?" The voice asked.

"Oh, um, my apologies, your Highness." I said, stepping into the room. I was trying to pinpoint where the voice was coming from so that I knew where Princess Luna was, but it was difficult, as the room was dark save for the small amount of moonlight glowing from the balcony. This only provided deep shadows scattered across the room, and even with my finely tuned eyes I couldn't make out more than half of the larger pieces of furniture.

"Oh, forgive me, I forget that not everyone has as good night vision as myself." And a few lamps were lit around the room, bathing it in flickering candlelight. Instantly I could see everything, from the dark blue wallpaper to the assortment of vials and tubes that covered a small desk to the side of the room.

Then there was the Princess of the Night herself. Like her sister, her mane and tail were long and billowing, even when there was no wind, and it looked as though stars were caught within the translucent blue and grey. Her fur was of a blue that may have been the same color as the sky during the hours of dusk. Her cutie mark, a white crescent moon on a backdrop of midnight black splotches. Her eyes, also a shade of blue, reflected many feelings at once, though none I could isolate.

"Welcome Shadow, to my tower," Luna said, motioning to the room around her, "and please, simply call me Luna. I'm not fully accustomed to the thousand-year differences, but I have learned through experience that people tend to trust me more when I leave out the common royalties." She gave me a small smile.

I was still a little wary of her, and didn't know the stories that may lie behind her words, but I knew that, should anything go awry, I wasn't far off from a battalion of guards and the Elements. Not to mention Princess Celestia herself.

Luna pointed toward a padded cushion, and I sat down. She herself was lying off the edge of her bed, which I could tell was an unorthodox way for someone of royal descent to speak before a subject, so I better understood what she meant about 'common royalties'.

She looked me over closely before speaking, seeming to take in every detail like I was a specimen on an examination table being prepared for dissection. Without even having to think about it, I knew one of the things that might come up would be about my absence of a cutie mark, though when she glanced at my blank flank the same way Celestia had, I was unsure of the full thought process that went through her mind, as she simply nodded slightly, as if she had confirmed something that was bugging her earlier.

"I've heard a lot about you, Shadow. Some things proving more...difficult to comprehend than others." Luna said, briefly making eye contact. I looked away.

"Have you had the nightmares about your parents before?" She asked.

I looked up, startled. " H-how did you know about those?"

She looked out towards the balcony. "I am the Princess of the Night. It is my duty to make sure everypony is safe when my moon drifts through the sky over them. However, I did not interfere with your dreams, only watched them for any explanation to the creature that resides now in the Everfree." She got up from her bed, walking outside. I followed, thinking but not knowing how to respond, so she continued.

"My sister has shared what Twilight has learned from you, but I feel as though you may have left out some details. Am I correct in this assumption?"

My mouth went dry, and I hesitantly nodded. I did leave a few sections of the story out, but for specific reasons. How much can I hide from someone who can see other's dreams, and how much does she already know? My trust for her was very little, and her talents were straining upon the thin wire.

She didn't ask me further about the missing details, and instead asked for the story I had told Twilight. No questions were asked while I spoke, but I could tell that she had some.

When I was finished, Luna walked over to her desk and cleared a space off. Then levitated a pen and parchment and began writing something down, stopping briefly to think something over before continuing. When she was done, she looked it over one more time, then gave it to me.

"The creature -Slendermane, as you called it- is an unnatural being, brought to life perhaps by darkness itself. As you have already discovered, there is little written about it. That is because it was nothing but an old maid's tale told to young ones to get them to quit being naughty. I use the term 'was' loosely," Luna's face we very serious, "Slendermane was an experiment gone wrong. I know, because I was the one who created him."

~S~

My jaw dropped, and my heart began to beat faster.

Her face softened. "Don't look at me like that. This was over a thousand years ago, when I first became Nightmare Moon. I was having very conflicting feelings about..well, everything. My sister's gloating about her days, everypony ignoring my nights, among other things." She went over to a wall, which opened up with her magic.

On the other side was a few shelves filled with different dark colored pieces of armor. A rather familiar looking helmet was sitting in a glass case, resting on a cushion. It was Nightmare Moon's signature helmet. Luna glanced at this regretfully before pushing it aside and pushing a hidden button behind. Another wall moved, revealing a chest, caked with dust. There were arcane symbols along the seal, and I knew it was locked with more than just a key. A single round hole sat in the middle. Luna stuck her horn into the hole, and both her horn and the chest glowed blue. Then there was a click, and the chest opened.

Inside were mostly papers, stuffed haphazardly with small half-filled vials and other odds and ends.

Luna pulled out most of the papers using her magic, and glanced over each one until she found what she was looking for. She sent three papers my way.

"While I wasn't fully myself, I had some of the wildest ideas go through my head. One in particular that I pursued were the attempts at creating a new sub-species of pony. There was already the pegasi, unicorns, and earth ponies, along with alicorns and even the elusive changelings, which are a lesser known relation to the pony bloodline. But there wasn't a type that was nocturnal by nature, so I thought that if I could introduce a new species of pony that enjoyed the night, I could quell my thirst for infinite night. Most were unsuccessful, and others were too dangerous to be let loose into Equestria.

“Slendermane was one of these, but I didn't know it at the time. I had a private section of the forest, protected by my magic, that would prevent my experiments from hurting anypony. Slendermane seemed promising, and I spent a little extra time trying to correct the mistakes of the spells I used, including his face, when he tried to attack me. I quickly subdued him, but he didn't just attack me physically; he attacked my mind as well. I had guessed it was the same spell that prevented him from having a face that made him somewhat psychic. My magical wards barely saved me. I quarantined the area, then had it completely destroyed. Somehow, it seems he survived."

The papers documented a few of the experiments she'd done on him, along with an illustration that mirrored what I've seen on multiple occasions now. There was also an area on what she did to make him, but someone had blacked it out, making it illegible. I asked her about this.

"I did that for the experiments that were too dangerous to ever be replicated, so no one else would attempt to make another one." She took the papers back from me, placing into the chest and closing the lid. "Even my sister doesn't even know the horrors I created those weeks in the Everfree. Some of the lesser experiments, of which I deemed safe and beneficial to the forest, I let to instead of destroying, though I admit now that no one has liked my idea of Parasprites." She added sheepishly.

"Wait, you were behind the Parasprites too?" I asked, a bit less shocked compared to the other things I'd learned, but my feathers were a bit ruffled nonetheless as I recalled the many times those ‘harmless’ pests ruined a good harvest for farmers.

"Well, they just seemed like cute, fuzzy, flying creatures. How was I to know that they were bottomless pits when it came to food, and the more they ate, the more they could self-reproduce?" She laughed a bit at this.

I let this new information sink in. It fit many different pieces together more securely, but there were still rising questions, and having the pony behind my years of suffering in the same room as me was bending my mind towards breaking point.

"If Slendermane was created so long ago, why is it only now showing up? And why is it seeming to hunt me? Why did it destroy my village, and take my parents?" I couldn't stop tears from coming to my eyes, and I glared at Luna angrily. "This is all your fault! If you made it, you should know how to destroy it! This thing has ruined my life, years I'll never get back! I-...I can't even get my cutie mark, because this thing did something to me that-...that I can't even fully explain."

I threw myself down on the floor and yelled into the cushion. It was a rather childish thing to do, and I much more I wanted to scream about, but I didn't want to attract outside attention, or risk the wrath of the Lunar goddess. Also, I almost began to blurt out what I haven't told anyone else. Luna probably would've been the best person to tell it to, but I didn't think now was the time to reveal one o my closest guarded secrets.

~S~

Luna let me lie like this for a while, drifting through my own thoughts and every once in a while screaming unheard obscenities into the cushion. After a while, I felt a strange soothing sensation edging its way through my body, relaxing my joints and calming my nerves. I looked up to see Luna had surrounded me in her magic, and it was her spell that was calming me down. I took a few deep breaths before thanking her. Then we both just sat quietly for a minute.

"So, what do we do now?" I asked.

She looked at me. "I think that if you're ready, we should open this discussion to everyone else who is now involved, after the dinner tomorrow. Both the Elements of Harmony and, dare I say it, my sister, Celestia."

I nodded. "No more secrets?"

We gave each other the same look.

"No more secrets."

Author's Note

There, an entire chapter of Luna, and some questions answered. Still many more to go, and this story still has a ways to go until it's finished. I was able to begin to pull the strings of the story in my mind into a more organized web than the tangle it's been the past couple of weeks. Hopefully I can get the next chapter to both my stories done and uploaded soon.

11. Open and Out

I slept soundlessly that night, probably due to magic cast by Luna to keep my nightmares at bay; yet I still dreamed, long and thoughtfully.

Luna and I had gone over many other matters while I was in her quarters, but it was more small talk, and continuously our conversations would drift back to the monster plaguing the Everfree. Eventually Luna decided to call it a night, allowing me to ponder further on my blurring thoughts as I returned to my room at the bottom of the stairs.

Breakfast the next morning was as expected as one could be in a castle. The table was almost overburdened with delicacies. I couldn't inhale without smelling cinnamon or freshly baked bread. It reminded me of the pastry shop back in Ponyville, except here I couldn't name some of the treats currently laid before me. Too bad my mouth was dry and my stomach tightened with anxiety, as it ruined their true tastes.

Both royal sisters were absent from the table. Luna because her sleep cycle must be maintained to watch over the night, and Celestia was conducting her normal business that she does elsewhere in the castle after raising the sun. Everyone was to meet later this afternoon to discuss the matter in full.

“Hey, are you going to eat that?”

There was a flash of pink fuzz that whizzed past my head, and a platter that until then held a pile of jelly filled scones was left spinning back to its prior position on the table, sending the few remaining crumbs bouncing away to sanctuary.

“Pinkie! where are your manners?” Rarity said from across the table. She had been using a fork and knife to cut small pieces out of a crumpet, and daintily patting her mouth with a napkin after each bite.

"Alright everyone, listen up," Twilight stood up on her chair so she was visible over the higher platters on the table. "We have a lot to do today. Princess Celestia needs help with a few things to prepare for tonight's dinner, and we have to find information for Shadow's monster-thing lurking around the Everfree."

It suddenly hit me that due to the fact Luna had all the information about her experiments locked away in that secret chest in her tower, looking for research anywhere else might be nothing but a wild goose chase.

"Um, Twilight?"

"Don't worry, Shadow. I split the group based on where I think their skills would be the most useful, so both jobs will be well accounted for."

I shook my head. "No, it's not that. It's-"

Applejack cut in, saying "It'll be a breeze in the park. That library's got everything; and even if it don't, maybe Celestia'll give us a-"

"IT'S NOT GOING TO HELP!" I bellowed and slammed my hoof on the table in frustration, making the others jump in their seats. The room fell silent.

I noticed what I'd done and took a few deep breaths to calm myself down before continuing. "I don't think we'll find anything about Slendermane in the library, nor do I believe Celestia knows any more than we do. At least, no more than you."

"Where did this come up all of a sudden?" Twilight asked. "You were all for the idea of using the castle's resources when we first got here, weren't you?"

Rainbow squinted her eyes at me suspiciously. "Did Princess Luna tell you something about Slender last night?"

I could see mixed feelings coming from each of the girls. Mostly I could see confusion, but there were also trace amounts of curiosity, impatience, and...pity. The last one hit me the most, as I'd seen it more often than any other. Both princesses were good at hiding it, but it was there; my friend in Manehatten, helping me when I felt like there was no further I could go; even going back to the eyes of the villagers that had raised me after the incident. There were even times when I felt I'd seen it before that as well, but I couldn't place from who or why, when my problems hadn't started until after Him.

"Well, Shadow?" Rarity snapped me back to the present. I sighed, hating to spill the beans without Luna.

"Luna...well, Nightmare Moon, was the one who created Slendermane." I paused, letting that sink in. "She had been doing experiments, trying to make a kind of nocturnal species of pony that would love and respect her nights back when she felt ignored. He was one of the failed experiments." I probably said more than I should, so I stopped. The gears were turning in their heads now, and they had questions on the tips if their snouts, but I cut them short. "I won't say any more on it until after the dinner, as Luna wants to be the one to break the news to her sister. Please don't tell Celestia until she gets the chance. I shouldn't even have told you this much. Just don't look at Luna any different until then, as she'll explain it better."

"Woah, talk about a bit-dropper," Pinkie said.

Twilight wrote a few things down in her notebook, then addressed the rest of the table. "Rarity, Pinkie and Applejack will help with the dinner preparations while Applejack, Fluttershy, Shadow, and I look for information in the library."

"Wait-what? Didn't ya'll hear what Shadow said?" Applejack shared my astonishment.

"Yes, but if this creature's been around for a thousand years, then more than likely there might be some record of it somewhere. And where better than within the walls of rulers who've lived longer than that."

I was about to argue further, but she was right. It's better to have tried and failed than to ever have tried at all. That's what my old matron told me when teaching me to fly.

We finished breakfast in silence, then went to our respective tasks.

~S~

The dinner went off without a hitch. We had ceased our digging through the library a few hours prior so we could get ready for it. I didn't have any fancy clothes, so the royal fitters provided a dress shirt and vest with matching tie, which I felt fit me better than a normal tight-fitting suit.

Many of the other guests were nobles or diplomats, which made me feel even more out of place. However, I noticed a few of the Elements were sharing in my uncomfortableness. One of them later mentioned that they'd created the biggest party crashing of the biggest party in Canterlot -and had one if the worst nights of their lives- simply by being themselves.

"Trust me, it wasn't pretty." Rainbow grumbled, shifting uncomfortably in her dress. "But at least we got Celestia to laugh."

I didn't have too much to worry about in the end, as I was ignored most of the time. One of them, a rich merchant, briefly asked me what I did for a living, to which I replied with "a problem analyst and avid researcher", hoping that sounded sophisticated enough. Luckily, the stallion hardly paid attention to my reply, and instead went into the statistics and fundamental exchanges of trade goods for a solid fifteen minutes, stopping only to put more food into his mouth, or when one of the other nobles disagreed with one of his statements.

~S~

Two and a half hours later, the last guest was saying their farewells as they got into a carriage and drove off into the night. As soon as the door closed, everyone sighed with relief.

"Sweet Celestia, I thought it'd never be over!" Applejack quickly fixed her mane back into a ponytail, then noticed the alicorn was in the hallway too. "Oops, sorry, Celestia."

"No need to apologize, Applejack. I completely agree." The princess chuckled, smiling warmly. I understood that just like her sister, Celestia kept a professional bearing for the public, but had a fun side tucked away.

Luna was already sitting in the throne room, where our next order of business was to take place. She had her chest next to her, and I caught Celestia looking at it with vague curiosity as she sat down on the throne. Twilight brought some maps, and a dusty volume we had found on the catalogued creatures of the Everfree, and the estimated times in which they were first sighted. When Fluttershy discovered it while looking through the top-most shelves, I'll admit I was amazed and embarrassed for doubting the usefulness of the royal archives.

The book was outdated, and didn't contain any information on Slendermane, but we agreed it might still useful in cross-referencing with Luna's "creation phase".

Obviously, the most interesting chunk of the meeting was Luna revealing the documents and other miscellaneous items in the chest she'd hidden from her sister for so long, and Celestia listened quietly until the end, only the occasional flicker of disappointment or amazement betraying her feelings for what she was hearing.

When she was done, Luna bowed her head in shame. "I am sorry, sister. It was one of the rules to not mess with the laws of nature. And by ignoring it, I caused pain and suffering comparable to that of the criminals of Tartarus."

Celestia stood up and walked over to her sister with an emotional haze; I couldn't tell if she was going to yell, lash out, or hug the midnight blue mare, and it looked like neither did Luna, as she flinched back a bit, and tears began to stream from her eyes.

But Celestia surprised us all, as her eyes were also awash, and she instead rest her head on Luna's. The salty streams seemed to shine as they were lost within their manes, which were mixed together into a beautiful array of color, the likes of which were rarely seen save within a late summer sunset.

"Dear, dear Luna. I've hurt us both through my negligence in being an older sister. You were crying out for help, and no one answered, so you fell into such a pit of despair that you thought only delving into dark arts would cure." Celestia pulled away and looked directly into Luna's eyes. "If anything, I should share in your suffering. I saw only the anger and envy that brought forth Nightmare Moon and thought time to cool off would be what you needed, but I didn't see there was much more to it than that. I punished you for crying out for help.

"While the rest of the world celebrated the sour victory of your banishment, I spent a thousand years in sorrow and regret, waiting for the time when you would come back home, when I could say sorry, but for the wrong reasons. That's why it was the Nightmare that came back instead."

Luna smiled a little. "I guess it should be me that should've tried to be more clear. I was the quiet, unsocial type anyways, so I didn't really know anyone else to help me except you, but you were always busy making sure Equestria was safe, only seeming to need me when harmony was at risk, and the Elements were to be used to restore the peace. I began to think of myself only as a tool, and cast myself further into the darkness until evil found me in the shape of my own dark emotions, which I used to lash out."

~S~

The bearers of the Elements and I learned much of the internal struggles of the princesses, and would've probably been wit was to more if they hadn't been interrupted by a sudden flash of green fire and smoke near Celestia's head, causing me to jump in alarm, thinking she was in danger.

When the smoke cleared, a scroll was floating by Celestia's magic. Wiping away tears as she regained her royal composure, she opened it.

"Spike sends a message." She said as she opened and read it. Her face grew worried as she scanned the page.

“What is it, Princess?” Twilight asked.

Celestia looked up and sent the scroll floating toward Rarity. “You must return to Ponyville right away. Sweetie Belle is missing.”

“WHAT?!”

Rarity summoned a couch and fainted.

Twilight grabbed the scroll, reading it out loud for the rest of us to hear.

Sweetie Belle was put into care with the Apple family while Rarity went with us to Canterlot, but she disappeared sometime last night. They sent out a search party, but some of them have yet to report back. The last time anyone saw the missing ponies, they’d gone into-

“-The Everfree Forest.” We all looked at each other, knowing what caused this. Twilight’s eyes went back to the paper. “Mayor Mare has banned anypony else from going near the forest, but she wishes for our return so as to resolve the matter.”

"It seems like the spark has caught the hay, and now the barn's on fire." Applejack moaned.

A lot of us have her a blank look, so she sighed. "I mean, things have just gotten a whole lot more complicated."

12. Woods and Weeps

When Rarity regained consciousness a few minutes later, she was definitely losing it. I swear she would've jumped out the window and run all the way back to Ponyville if Twilight hadn't encased her in a magic bubble. After she struggled for a bit, Rarity simply sat there and balled her eyes out, at which point Twilight judged the streak of insanity had passed and let her down gently onto the couch.

Celestia sighed. "This is definitely a tragedy, but we must think before we act, as we still don't know much about what we're getting into."

"What are we going to do?" Fluttershy asked. "I feel just awful seeing Rarity like this. I mean, having this happen to her sister not once, but twice? It's absolutely horrible."

Fluttershy had rarely spoken the past couple of days, but the shy mare had a point; it was bad enough to see a friend in danger, but it was truly heartbreaking when they're family. I was too young to fully understand when it happened to me, but I still long for my parents. The nightmares only made it worse.

"It is no use leaving until morning, as the last train left over two hours ago. Even if you did find another way back to Ponyville, the night brings many other dangers to a place like the Everfree forest." Luna looked out the window into the night. "I have not quite regained the strength needed to protect against myself -let alone you- from what lurks in the darkest of the corners of that forest, Slendermane included. I fear only the Elements of Harmony may have the power to stop him."

Rainbow Dash flew above us bashing her front hooves together menacingly. "That settles it then. We leave on the first train in the morning, get the Elements from Twilight's house, find Slendy, and show him what we're made of. Right you guys?"

A bit of a reckless plan, but I liked her enthusiasm. Still, we were going to need to think critically about this, as we don't have any advantage except the knowledge of his origin, and the possession of the Elements. Meanwhile he had the jump on us with time, his unknown whereabouts within a massive forest, and that he now had a filly as hostage, if that's the right term for it. Sweetie Belle could be dead for all we knew.

~S ~

We discussed our plans for the rest of the night, only sparing a few hours for rest before our departure. By then, we were completely exhausted. Princess Celestia excused us, and yawning and stretching, we started single-filing out of the door. I was the last to go. Then I remembered one last thing I wanted to say.

I turned back to Luna, who was conversing a little more with her sister, but stopped when she saw me. I cleared my throat as I found the right words.

"Luna, this creature might've been made by your magic, but it's not your fault for what it's done. I forgive you, just as you should forgive yourself." I said, giving her a small smile.

She looked at me with her deep blue eyes. "Thank you, Shadow. You don't know how much that means to me. May my moon and stars guide you when my sister's sun retires from the sky each night. And remember, Shadow Darkfeather,"she added, returning my smile, "You are never alone."

I left with a lighter spirit. Though it would take a lot more than forgiveness to be free from my burden, it felt good to see someone find some grace during these difficult times. This had gotten to be one hay of a life mission, and I had no idea how much further downhill it would get.

~S~

"W-we have to go in th-there?" Fluttershy trembled, hiding behind the rest of the group.

"It's the only place we know Slendermane to be. We have to find Sweetie Belle and the others, and he's the one who's most likely got 'em," Twilight said. She took her place in the front.

I was also rather shaky. I briefly scanned the dark trees. Only a few weeks ago I had been traveling through the same forest, aware of what could be considered the "normal" dangers within. Now I know that the monster who had been created in loneliness and envy-and left me in a similar state-was in there too, somewhere. And we were finally going to find it.

"I need everyone to break into groups of two," she paused briefly, remembering there were seven of us, "...with the exception of Fluttershy, who will be part of a group of three."

Gingerly, everyone followed her instructions and paired up: Twilight and Pinkie Pie were one group, Rainbow and I were the second, and Rarity, Applejack, and Fluttershy were the third group.

Rainbow poked me in the ribs. "I think Shadow and I will do a fly-over, to see if we can spot anything from the air."

I measured the density of the tree canopy. "Are to sure we'll be able to see through the trees? I mean, I don't know about you, but I don't have X-ray vision."

Rainbow Dash groaned. "Fine, we'll walk; but I'll be the leader."

Not wanting to argue and risk revealing my anxiousness, I simply shrugged and used my wing to motion her ahead of me. Then I followed closely behind.

~S~

We'd gone about a half a mile into the forest, listening carefully for predators that might've been stalking us, but it was eerily silent. Not even birds chirping above us. It felt as if the air itself had become heavier.
I knew the silence was making both of us nervous, but breaking it now could draw attention to us. Besides, our hoof steps and the loud beating of my heart was probably loud enough for anything to have pinpointed our location by now. Even Rainbow Dash had slowly slunk back from her position ahead to walking beside me, her sense of unending courage betrayed by the growing unease in her eyes.

Suddenly there was a large CRACK!, and I jumped away as Rainbow disappeared from my view. I looked around in the dim light, trying to find a hint of her colorful mane, but to no avail.

"Rainbow? Where'd you go?" I yelled, my voice shaky.

I heard a soft grunt, followed by a muffled "Down here." From the direction I'd last seen her. I crept forward, and after a few feet nearly stumbled into a black abyss. I could barely make out Rainbow's cyan coat in the darkness a few feet down, dirtied by the sticks and leaves that had been used to hide the trap.

"You okay, Rainbow?"

She moved around a bit, checking for injury. "Nope. All fine here, but the hole's too narrow to fly up. I'm gonna need a hoof."

Concerned for her as I was, my ears perked up, and I became acutely aware of another sound, deeper in the forest. I could barely make out footsteps and the snapping of wood. Something had heard us. It was coming this way.

I had to think quickly: Could I get her out of the hole before we're spotted, or hide and stay quiet, hoping whatever I was didn't know about the hole? If it did, I could be putting Rainbow into further danger by leaving her behind. If it didn't, I could put us both into danger if it hears me helping her. Either way, it was bad for her if we make the wrong move.

I looked down at Rainbow again. The expression on her face told me she knew about the creature's approach, and was probably going over the same choices in her mind. Then her gaze focused on me.

"Go."

I stared at her, a bit dumbstruck. "W-wha?" was all I could get out.

She narrowed her eyes. "Go!" She hissed again. "I'll be fine. Just find the others." She smirked. "I'll catch up."

I didn't know what plan she had formed in her mind, nor was I inclined to ask, as the creature was close enough that I could hear it grunting and breathing heavily.

And so, with dread filling my heart, I turned and ran.

~S~

I scolded myself for not remembering my new pack Rarity had given me, and how I hadn't transferred my gear into it, or -more importantly- brought either bag into the forest with us. There had been so many events occurring in the last two weeks, I new Something like this would happen. Even simply throwing a rope down to Rainbow Dash would've done more good than simply running to find help.

I've never really been scared by anything, but the force that kept me from going back wasn't just fear. It was uncertainty: whether or not I made the right decision; if I could find the others, and then find Rainbow and rescue her before it was too late. It was guilt: leaving her behind to fend for herself.

I also got six mares involved in what had been MY wild goose chase my entire life. It didn't matter how powerful they were. They were still ponies, flesh and bone, with only one life to cherish. I was reminded of that just a week before, rescuing a young filly from a fate I should've had years ago. Now I was shown this again, but the choice was too hard. I let someone else call the shots.

1. Darkness and Distress

I awakened to the cracking of branches not far off from the tree I was sleeping in. I was alert, as anypony who's clever (or foolish) enough to survive in the Everfree forest should be, especially after dusk.

There was a voice, possibly female, that I could hear in the same direction, and they were making a lot of noise. They also appeared to be carrying a flashlight, as its light managed to briefly cut through the thick undergrowth and ruin my night vision. Whoever (or whatever) it was, they didn't know how stupid it was to carry a light around out here, no matter how dark it was. It basically makes them a big target for any creature out hunting at this hour. I pondered letting the poor fool get eaten, then thought it would better off if I at least tried to help them, rather than have their last screams be etched into my mind later.

As I climbed down the tree with my bag on my back, I heard a yelp, and the figure started running. I could tell by the light bouncing frantically around, and the sound of hoof beats thudding quickly across the brushy ground. They must have seen something to have gotten so spooked. If I was going to help, I’d better hurry.

I had almost caught up to the light when it flew up into the air, then fell to the ground a few feet away from me. The figure that had been carrying the light was partially obscured by shadows, so I could only catch a glimpse of a light purplish and pink mane, and a white hoof, which was sticking out at a slightly odd angle. The pony, as I was relieved for it to be, was whimpering and staring at the area in which her light was now pointing, not seeming to notice me. I have heard tales about some of the creatures that dwell this forest, and the last thing you want to do is to look them in the face, as they could either perceive it as a threat, or would turn you to stone if it makes eye contact.

I hope I’m not correct on these assumptions, and better do something quick before any of my theories came true. So I closed my eyes and jumped in from of the mare, extending my wings to make myself look bigger and obscure the pony's view. With any luck, I took the creature by surprise.

I turned and picked up the pony, becoming slightly surprised myself as to how small she was. It was a filly. She didn't respond, which told me she was unconscious, perhaps in shock. This made things easier, as I was able to put her on my back and, balancing her with my wings, then ran as fast as I could away from the creature. I didn't hear anything behind me as I ran. It must have thought a bigger pony would be more difficult to handle. I easily dove between the trees, careful of my delicate package, and used the glimpses of the stars through the thick branches to tell me the direction to go. If there is a filly out on her own out here, there had to be a village not too far off. I knew if there was a filly out here, then there must be others nearby.

-S-

As I broke through the final wall of trees, I spotted dim lights not too far ahead. I also saw a small tent in the darkness. I decided to head there first to ask for help.

"Hello? Is anybody in there?" I asked loudly, shaking the tent a little.

"Um, nobodies here. Go away, please." I heard from the tent. Then there was a small thud.

“OW! What’d I do?”

I took it there was more then one pony in the tent.

"I have a small foal here that’s been injured in the forest; can you tell me where the nearest hospital is?" I tried again.

"Sweetie Belle?!!" I heard two small female voices in unison from the tent. Then the door unzipped and two heads popped out.

I sighed. "I'll take that as a yes. Now, do you know where the nearest hospital is? Her leg is pretty badly hurt."

One of the fillies gave me directions, and asked if she should come along to show me. I told them they needed to stick together, break camp, and head home, as the forest had gotten too restless tonight. Then I headed towards the hospital. What I had said to the fillies was mostly the truth, as whatever had attacked the now unconscious filly could still be nearby, and I didn't want anypony else to get hurt.

I reached the hospital and checked the filly in, giving the nurse my name and info about me so they could contact me again in the morning for more information. She said I may need to speak with the filly's older sister, who was the filly's legal guardian. I was very tired and sore after all I’d been through, so I asked for the location of the nearest hotel, so I could speak to the intended mare in the morning, and so that I could check on the filly. I rented a room and fell asleep almost instantly as my head hit the pillow. It had been a long night. And who was I to know that this little adventure was only the beginning.

Author's Note

This is my first FiMFic, and I've actually been working on it for a long time. If you haven't guessed already, Shadow is my OC, and if this story becomes successful (or better yet if I finish it), I'll be adding plenty of more stories, though they may all differ, as I mostly write whatever comes to mind at the time. If there are any questions or concerns, feel free to let me know in the comments.

Oh, and if I seem to bring up a certain pink pony a lot, it's because she is indeed my favorite. I am trying to give everypony equal, er, a written equivalent to "screen time" (pen-time? idk), and if I seem to be looking at anypony negatively, it's only to add to the story, and know that I may not really view them as such.

5. Celebrations and Competitions

I slept a little later than I intended to, and pondered skipping breakfast. Then thought it better to give myself the boost. Plus, that pastry shop I went to yesterday sold the most delicious cinnamon rolls I've ever tasted. Plus meeting that perky pink pony again could perhaps lighten my mood a little.

The streets weren't as busy as they had been the day before. Maybe something happened. I don't know, and decided I could ask about it at the Sugarcube.

-S-

It was strangely dark when I entered the shop, but could dimly make out the 'Open' sign hanging on the door behind me. Was the power out?

I nearly jumped out of my skin as the lights came on with a loud "SURPRISE!" from a large group of ponies in the middle of the room, the front of which was the pink pony I had been vaguely thinking about earlier.

"Hi again! I told you I'd throw a party for you, especially after I heard you were he one who saved Sweetie Belle, which made you doubly deserving of a party!" She exclaimed, practically bouncing up and down with glee.

I could see many of the ponies I had met in the past few days, including Sweetie Belle, who was in a wheel chair off to the side near the other CMC.

Twilight walked up to me with a shy-looking yellow pony with a light pink mane.

"I thought you might want to meet Fluttershy. She's a little shy, but one of the kindest ponies you'll ever meet. She takes care of every little creature in need." The shy pony gave me a half-hidden smile, but didn't make eye contact.

"Hello, Fluttershy. I'm Shadow. It's great to meet new ponies. I'm a bit of an animal lover myself, but travel a little too much to keep a companion." I said this as softly as I could, while still being loud enough for her to hear me in the crowd.

"H-h-hello." came a soft reply.

Twilight motioned over the other four main ponies I seem to know the most around town, Rarity, Applejack, Pinkie, and even the rainbow-maned pony I met briefly, who gave me a look, reminding me that I hadn't apologized to her yet.

"You don't seem to know this, but the six of us are known around here not only as best friends, but as the Elements of Harmony. Basically, the protectors of Ponyville, though we have helped other places throughout Equestria." Twilight said.

Now it was my turn to have my jaw drop to the floor.

I had heard of the Elements, but had remembered them being tied to the Princesses of Canterlot, but they were powerful stones or something, not living ponies. Though now that I've had the chance to see them all together, I could vaguely see what each pony's element was. My guess was that Flutttershy was kindness, as Twilight had mentioned that earlier; Pinkie had to be laughter, as I couldn't imagine her not happy; After seeing Twilight the other day, I could guess that hers was magic; Applejack was either honesty or loyal. Or perhaps she was generosity? After that it got a little hard, as Rarity could be more powerful than Twilight for I knew, or could be anything Applejack was, as I have yet to hear her lie or be disloyal, the pony that stumped me the most was the rainbow mare, as I didn't really know her that well. I kind of guessed she couldn't be generosity. She was a little too self-centered for that one. Sigh, maybe I should just keep my mouth shut until I knew for sure. Who knows, perhaps I caught her on one of her bad days or something.

As I thought, they explained to me which pony was what element, and it left me a little bit biased on my thoughts on who was what.

"Oops,I almost forgot. I finished your saddlebag, Shadow. Try it on, lets see how it looks." Rarity grabbed a box from one of the tables with her magic. I opened it, to see a dark green bag with grey buckles.

I put it on, and saw that she not only did the design of my old bag, but slightly improved it. She had some small hidden pockets that were easily reachable under each wing hole, and it was slightly more aerodynamic, and had a slender, flexible frame. The other ponies gawked at it as well.

"I hope you don't mind the minor changes I've made to the design. Sometime when I work on a project, I get a little carried away." Rarity looked at me anxiously.

I smiled. "I think it's wonderful. Fits me perfectly, and the straps are of a very soft and padded material. What did you use?"

"Oh, just a little bit of down feathers Fluttershy collected for me. It makes the most wondrous soft stuffing, and doesn't come directly from the birds, so it doesn't hurt them."

I saw Fluttershy smile a little wider at that last comment. "It was my idea." She said in her soft voice, more confident than when she first spoke to me.

I saw Rainbow Dash, as Twilight referred the rainbow colored mare as, eyeing the saddlebag. But when she noticed me watching her, she simply said "Meh, needs to be about 20% cooler to suite my tastes."

Apparently Rarity understood her remark more than I did, because she rolled her eyes.

"I know a friend of yours helped you make the original design, but could you perhaps ask him if I could make these for other ponies? I think even Rainbow Dash couldn't say no to such a stylish saddlebag like this. It looks like the next must-have for any Pegasus, because of how it fits around the wings."

"I think it'll be alright. My friend, Starfelt, isn't even in the clothes industry; she made it as a gift when I left Los Pegasus. I guess just give her some credit somehow, and I'll mention what you're doing the next time I write her a letter."

"Wow, you really have been traveling a lot. We rarely seem to get out of Ponyville, except for the countless trips to Canterlot whenever the Princesses need us." Rainbow remarked. "I mean, can you believe that Princess Celestia wants to go there in a few days for some fancy-smancy banquet? Yech, I'm not much for the manners and eti-...what's the word?"

"Etiquette, dearie. And I think it's a great idea. Every time we go up there, the other famous ponies have no idea who we are or that we're so close to Celestia herself." Rarity said.

"That's because every time we've come, there's either been a major catastrophe, or Celestia invited us to spice up their parties," Pinkie piped in. "Speaking of parties, it's time for cake!" She grabbed my hoof and dragged me over to a huge chocolate cake, then cut me the first slice.

"Pinkie, you said you girls are close to the Princess?" I asked, hoping they weren't all just over exaggerating.

"We'll duh. Being the Elements means we get a lot of trouble come our way that we have to stop, which has caused lots of problems in my friendships, but we always get through. Like there was this one time, when I thought my friends didn't want to come to my parties anymore, but they were just planning MY birthday party. Maybe that isn't really a "saving the world" problem, but I was like 'oh no, my friends don't like me anymore,' and then I was like 'I have the best friends ever!'."
You know what I mean?" I started to regret asking such a hyper pony a simple question.

Luckily, Twilight came over to save me.

"You mentioned the other day that you were heading for Canterlot too. You should join us. I bet the Princess wouldn't mind an extra guest, especially since you have been great to have in Ponyville."

It seems as though Applejack spared my humility by not mentioning my poor ability at farming to her friends.

"That sounds like fun, but I really shouldn't intrude on your special event, especially your time with your Princess. Though, If you could just mention that I request a short chat with her, and use of the library when i get there, that would be great. You've done a ton for me already; I couldn't possibly overuse your hospitality."

"Nonsense, it'd be a pleasure. Besides, you're not going to get there as fast as the Ponyville Express. Fastest train this side of Ponyapolis." Applejack replied matter-of-factly, "and we always get the best seats."

"Ya. besides, you said you don't like to fly." added Rainbow Dash.

"Actually, I said I didn't want to race. I like flying just fine, and am an excellent flyer." I said.

"Prove it then." Rainbow said, narrowing her eyes with a smirk. "Fly to... the schoolhouse and back!"

I sighed. She wasn't going to give up, and now she was thinking I wouldn't want to look like a wuss in front of all these other ponies. I had to admit to myself that I did owe her, because of our first meeting.

"Alright, fine. I'll do it. But let's make it more interesting. You can race me there and back."

Rainbow couldn't hide back her smile, as she had finally gotten to me.

-S-

Everyone headed outside to watch. I took off my new saddlebag and watched Applejack trot to the schoolhouse, to make sure we weren't cheating by not going around it. Rainbow Dash and I stretched behind a line Twilight scratched into the dirt with her hoof.

"You ready to feel the power of a Rainboom? Cuz that's all you're going to see while you're eating my dust." Rainbow said, flexing her wings like she had on the cloud when I first met her.

"I have no idea what a rainboom is, but I we shall see who's going to be left behind." I grinned. I knew I had to try my hardest. I'd seen her fly before, but she hasn't seen me; she may be a tough opponent, but at least I had a small advantage.

"Alright, you two ready?" Twilight said, procuring a checkered flag from thin air. We leaned forward into ready positions.

"Ready. Set. Go!" The flag fell.

Rainbow Dash and I flew forward in a flurry of wings and feathers.

The wind whipped across my face and through my hair. I almost forgot the thrill of going such fast speeds in the air. I was so caught up in the moment, Rainbow Dash managed to get a little ahead of me, and we were almost to the schoolhouse. Then I remembered my lessons my elder Pegasus mentor had taught me at the orphanage many years ago, including a special move you could pull off when going around corners to gain extra speed. I just hope I hit the curve just right.

I flew a little more to the outside, to give myself more room. If I hit the flagpole, I was going to end up with a nasty bonk on the head.

Rainbow Dash reached the building a little before I did, and i saw her rainbow-colored tail disappear behind it. I had to do it now. I bent my wings, feigning a left, then quickly changed direction, causing myself to spin around, dropping quickly towards the ground diagonally. If I pulled back too early, I'd hit the side of the schoolhouse; too late, and I'll make myself too dizzy, and most likely overshoot my target, lose control, and -I winced- end up with a mouthful of dirt as I hit the ground.

I sensed that I hit the mark, so I straightened out and arced away from the ground at speeds that were tugging at my face and body. I had a lot of Gs behind me, but it didn't pull me to the ground; more that it pushed me back up, speeding me forward.

All I could see was a blur of color. Tears managed to slide away from my eyes, falling far behind me as I flew. I saw a speck of cyan on my left, which i guessed might've been my opponent. Then I realized I was going too fast; I had overshot the finish line, and was heading back out towards the Everfree. I tried desperately to stop, but it seemed like my wings were pinned to my sides. I also noticed that I was well past the peak of my arc, and was heading back towards the ground.

If I couldn't slow my descent, I could seriously injure, if not kill myself, in the landing.