Along the Road to Chaos

by Written Out

Rating: teen
Tags: Adventure, Human
Length: 37794

Lines are drawn in the sand as a world slowly slides towards a tragic fate. Note: cancelled and combined into one part.

Note: this part of the story has been cancelled. After some thought, I decided to replot, rewrite, and condense this little story. Both Paved With Good Intentions and Along the Road to Chaos will be out of date as soon as I finish the rewrite. From now on, all chapters will be on A Touch of Chaos.

With Celestia missing and Chrysalis and her changeling army holding Canterlot, Equestria's destruction is all but inevitable. As a country slides towards ruin, only the inhabitants living in it can decide its fate. Peace is something for everyone to grasp.

Several youngsters seek out the Lunar Princess, who is held against her will within the changeling hive itself.

Six battle-wounded heroes, along with another traveling companion, travel to the capitol in order to retrieve the Elements of Harmony.

A group of changelings hunt the Bearers of the Elements, wishing to stop them from obtaining the mystical artifacts.

And within Canterlot's walls, the Queen of the changelings struggles to keep the country from crumbling beneath her hooves.

All the while, the spirit of chaos watches, waits, and schemes. He knows his time is coming.

(Part 1: A Touch of Chaos can be found here, while Part 2: Paved With Good Intentions can be found here. If you haven't read those two or did and don't remember what happened, I'll try to ease in recaps of the major events as smoothly as possible.)

(The humans are going to be pretty much absent for most of the first half, just fyi)

(As always, a thousand thanks to Radiant Eclipse for the sweet cover art. Go check out his stuff, he's awesome.)

Published 1970-01-01 00:00:00 UTC
Last updated 2013-07-05 20:11:15 UTC

Prologue

Silence.

Complete and utter silence.

Princess Luna made her way through the barren land of her domain. The ethereal landscape of the dream realm wavered and shimmered before her eyes. Hopelessly wandering the empty land, she searched for any dreams that she would be able to contact. She stoically searched through monstrous forests, bright and cheery beaches, abandoned cities, and even the inky blackness between stars.

Nothing.

Luna sighed as she pushed her flowing mane out of her eyes. She could feel the presence of a few dreams here and there, but she lacked the power needed to actually reach out and touch them. All she needed was a single dreamer she could talk to – just one. She needed to tell somepony where she was and what had happened to her.

Under normal conditions, the Lunar Princess would often search through the dreams of her subjects and enter them, either to watch them play out or to banish them from the mind of the dreamer. It was both one of her duties and her favourite pastime. Whenever she got the chance, she would try to find young fillies and colts plagued by night terrors before helping the young foals to confront their fears. It was a large part of the reason why she loved the young ones so much, after all. They made her feel needed.

Her hooves continuing to lead her down her silent and lonely path, she gravely considered the events of the past twelve hours. Her body now lay within the deepest darkest bowels of the changeling hive, confined within a cocoon that suppressed her magical power. That damnable cocoon was restricting her powers, preventing her from reaching out to any of the myriad dreamers of Equestria.

Her thoughts whirled chaotically around inside her head. There was something that creature had told her, something that had just stuck with her. He had claimed that the changelings were what was left of the alicorns; that all the alicorns except for Celestia and Luna had somehow been transformed into those freakish bug-like mockeries.

The idea was absurd.

Luna knew that, of course she knew that, but there was just something about it that wouldn’t leave her alone. She had been there that day; she knew what she had witnessed. Her memories were a little foggy since she had been so young at the time, but there was one thing she would never forget. The sight of her mother fighting against two changelings, her glorious red mane flowing in the breeze as she fought to protect her two daughters, was as clear now as it had ever been. It had been the last time either she or Celestia had seen their mother.

But something else was wrong. Luna’s thoughts returned to the present, and she considered the current situation. The hour was late, and most ponies should be tucked away safe in their beds, quickly succumbing to a quiet night’s slumber. Yet very few ponies were actually asleep. Something must have happened to keep them awake, and Luna shuddered at the possibilities.

She had been captured, but she knew that most ponies wouldn’t realize right away if she was unable to raise the moon or the stars. Some would notice, but not enough to cause a full-scale panic on the first day. The changelings had invaded again, but Luna doubted they had enough soldiers to spread across the entire of Equestria at all, let alone in a single day. The creature that held her had claimed that there were only three hundred or so changelings. The ponies of the present day may never have seen a war in their lifetimes, but even they would rise to overthrow such an outnumbered army.

No matter how much she thought, she kept coming back to the same answer. Only two events that she could think of could spread panic so suddenly and so abruptly. The first was worrisome enough: something may have happened to her elder sister. If Celestia was incapacitated and unable to lower the sun, that would certainly cause panic across all of Equestria. Luna hoped her sister was alright, but the second possibility was even worse.

Equestria could be under attack again. While Luna had fought against many threats to her country – and even been a threat herself on one shameful occasion – she only knew of one creature with the sheer power to terrorize the entire country within such a short time. Only one. That irritating, duplicitous, obnoxious, self-centered, conceited, flamboyant, slimy snake in the grass.

“Oh, come now, Lulu,” a voice called out from behind the princess. “I hardly think such rude thoughts about you. Couldn’t you include ‘witty’ or ‘funny’ anywhere in there?”

The Princess whipped around to see the very draconequus she had been thinking about. “Discord,” she snarled, her horn sputtering weakly before dying out. “I thought I made it clear last time that you are not welcome here.” For a moment, she wondered how he could be here since he was supposed to still be imprisoned within a statue, petrified by the powers of the Elements of Harmony. She quickly threw that thought away, knowing that Discord considered the laws of reality to be a quaint idea that didn’t really apply to him.

The spirit of chaos stood before her, a cheerful smile on his face and his eagle claw arm moving back and forth before him. Other than the malicious twinkle in his eyes, he looked as if he was simply waving to a friend he hadn’t seen in a long time. After a second, his varying limbs shifted and flexed as he stretched, groaning in relief as joints snapped and popped.

“Oh. Ohhhhh. That feels good.” He grunted as a particularly loud snap could be heard from the center of his spine before looking around at the dream realm. “It may not be the same as Equestria, but being able to move again is certainly welcome.”

“Discord…” Luna warned threateningly. She had never liked seeing his ugly face in her realm even when they were young. The last time he had been here, she had trapped him in a particularly unpleasant nightmare and left him to rot for a few hours before finally letting him escape back to the physical world. While he might be far stronger than her in the outside world, this was her realm, and nothing could match her here.

Normally.

With her powers restricted as they were, there was very little she could actually do against him. And they both knew it. She dropped the offensive stance, knowing that he wouldn’t be interested in picking a fight. That just wasn't his style. “What do you want, Discord? I doubt you came all this way for a social visit.”

“Pah, really, Luna,” he snapped his fingers. There was a sudden bright flash of light and when it faded, Discord had disappeared. Luna’s knees bent slightly as a sudden weight pressed down on her back, and looking back revealed the spirit of chaos lounging between her wings. “There’s no need for such harsh words. You were always the interesting one, after all.”

With a quick shake, Luna tossed the annoying spirit away. “Yet I recall it being thou who tried to impress our sister once.” She frowned at herself as she realized what she had just said. Whenever she was stressed, Luna tended to slip back into the old style of speech.

Discord’s unpaired bat-like and pegasus wings beat as he steadied himself before dropping to the absent ground of the dream realm. Waving aside the comment, he pulled a pair of sapphire-brimmed sunglasses out of seemingly nowhere before putting them on. Pulling a martini glass out of the same place, he held the glass upside down and took a sip. “That was a long time ago. She’s changed. She’s too uptight now.”

“Having to keep all those ponies in line by herself for a millennium will tend to do that to a pony,” Luna pointed out flatly.

The Draconequus shrugged, leaning back against a palm tree that Luna could have sworn wasn’t there a moment before. “Yes, I suppose that’s true. After all, she was forced to banish a certain pony to the moon for a thousand years. That couldn’t have been good for her.”

She had seen the shot coming and yet it still hurt, the wound as fresh as ever. “Thou thinks it was any easier for her to turn one of her oldest friends to stone?” she fired back. After a few seconds of uncomfortable silence on both their parts, she turned her head away and muttered quietly into her mane. “It certainly wasn’t easy for me.”

Several more seconds passed before Luna moved next to Discord and sat beside him. Her shoulder pressed against his side as she leaned into him, feeling the comforting warmth coming from his body. “What happened to you?” she asked quietly.

“Couldn’t imagine. Being a creature of chaos and change might have something to do with it.”

“We’ve all changed,” Luna pointed out. He offered her a mug of her own, which she gratefully accepted. Taking a cautious sip of the liquid within, she reveled in the burning sensation as it passed down her throat. Even after all these years, Discord still remembered her favourite drink. Moonshine, of course.

The two immortals sat in silence for a while, each remembering the ancient times long behind them. For this one quiet moment, they were not the bitter enemies that time had made them, but old childhood friends. Back when a filly Celestia had discovered the injured spirit of chaos and the sisters had nursed him back to health. Even after all these years, none of them knew what could have caused such an injury on a strong spirit like Discord.

“How long has it been since we’ve sat like this?” Luna eventually asked. Discord only shrugged, casually flipping his cup in his hand. Taking another sip of moonshine, Luna glanced over at Discord. “I’ve missed this, you know. Just quietly sitting together. After you vanished that day, we thought we would never see you again.”

“That day, huh?” Discord chuckled. The weight of the uncounted centuries he had lived through slipped into his voice, the reminiscence of ages past temporarily overwhelming the playful whimsy that normally suffused his tone. “We were so young and foolish back then. Thought we knew best, that what we were doing would change the world.”

“And then we nearly destroyed it,” Luna said, concluding his train of thought. “If the mortal ponies hadn’t stopped it, we would not be here today.”

Discord rolled his eyes at that, his voice slipping back into its normal teasing tones. “’Here today’, she says. Me providing décor for your castle’s gardens and being used as a pigeon roost – that reminds me, when I get free again, all pigeons will be wanted criminals – and you trapped by those buggy ponies. Maybe I’m just the only one not feeling the love for those mortals right now.”

Luna giggled at that, admitting that she might not have had used the best choice of words. “All right, but you know what I mean.” She lifted her glass up to him. “To old memories?”

“To old memories,” he answered, his glass meeting hers with a light tink. She immediately filled her mouth with alcohol, but he only stared into his glass before speaking. “I think we need to convince Celestia to try and destroy Equestria.” A loud cough told him he had timed that perfectly, mentally fist-pumping as he heard the Lunar Princess choke on her drink.

After several seconds of prolonged coughing, Luna finally managed to catch her breath. Wheezing slightly, she glared over at the Spirit of Chaos. “You’re going to have to explain that one.”

“Isn’t it obvious?” Her face said it wasn’t, so he sighed and started explaining. “Both of us tried it, and it’s done wonders for us.” Oblivious to the look of shame that momentarily appeared on her face, he continued talking. “Maybe if she let herself go a little, tried the whole evil dictator thing for awhile, she would stop being such a depressing stick in the mud.”

Luna rolled her eyes at Discord’s twisted logic, deciding it was time to get things back on track as she regretfully put the empty cup aside. “You never answered my questions,” she noted, “and I doubt this is a social visit. Not after last time.”

Discord blew a raspberry at her in response, causing Luna to chuckle weakly. “I still think that was mean of you,” he grumbled under his breath.

Another flash of light and Discord was standing upside-down before her. Pulling a stopwatch out from behind his ear, he flipped it open and took a look at what lay within. Closing it with a satisfied smile, he tossed it over his shoulder where it promptly exploded. “Oh good, looks like I’ve still got some time left.” At the look she gave him, he explained. “I may still be trapped in that statue, but I’m still able to harness a little bit of power from the chaos going on out there.”

“What have you done, Discord?” Luna fumed, the momentary reminiscence of the past forgotten. “I know you’re responsible for that creature.” She referred to that bizarre bipedal animal that had spoken to her when she had awoken at the changeling hive.

“Me?” he responded, striking a pose of someone wrongfully accused. “Why, I’m as innocent as I was the day I was born.” A bright yellow halo appeared above him at his words, but since he was upside down, it hovered about an inch or two above one of his feet. Seeing that Luna wasn’t buying it, he shrugged and bent at the waist, grabbing the halo. Munching it like a doughnut, he flipped right side up again.

“Alright, you caught me,” he admitted. “And now, here I am. Burdened with the weight of my crimes, I turn myself over to accept my fate.” Covering his face with one arm, he held the other out to her. “Crushed under my ever-present guilt, like your sister was crushed just hours ago, I am giving myself over to- bwahahaha. Oh, I almost got through that with a straight face.” He clutched his sides as he laughed, howling with mirth at the look on Luna’s face.

Luna stomped a hoof at him. Something he had said had caught her attention. “What has happened to my sister?” she snarled. “What have you done?”

“Why, nothing at all,” he claimed. Luna felt a tapping on her shoulder and turned to see Discord standing behind her. “After all,” he continued, his face only inches from hers, “you’re the reason she’s in such trouble in the first place.”

“Thy words are as empty as thy head, Discord.” She waved a hoof at the scenery around them, the appearance of the dream realm shifting and undulating before them. “I’ve been trapped by the changelings since this morning. I only just managed to reconnect myself with this world.”

“Really?” He brushed at his beard for a moment. “How odd. Well, maybe you should see it for yourself.” Another snap of his fingers and a full-length mirror suddenly stood before Luna. She saw her reflection for only a moment before it vanished and was replaced with a bizarre scene, which she could barely make out past all the static.

Shown to her in the mirror was the mighty city of clouds, Cloudsdale. While it was normally home to only pegasi, because no other ponies could stand on the clouds without magic, she saw a very different sight. Cloudsdale was packed to the brim, filled with all sorts of ponies. Other than the regular pegasi, she saw unicorns and earth ponies and… were those changelings? Before she could get a clearer look at the image, Discord rapped his knuckles against the side of the mirror, causing the scene to vanish.

“Dang thing’s on the fritz again,” he grumbled. “I think that woman conned me. Ah!” Another image appeared on the mirror. “There we go.”

This time the image shown was much clearer, showing her a great canyon. She didn’t recognize it offhoof, but the scene that played quickly blew any useless thoughts out of her mind. She saw as her sister and Twilight Sparkle raced into the canyon, pursuing a bipedal creature much like the one she had seen in the changeling hive. She saw as the creature apparently exploded, causing an avalanche that buried the Solar Princess.

Once the image came to its crushing conclusion, Luna cocked her eyebrow at Discord. If what he had shown her was true, then the situation was as bad as she had feared. But… she knew him too well to trust anything he said. She brushed at an invisible speck of dust on her indigo coat, trying to appear unaffected by what she had seen. “An interesting spectacle,” she said coolly, her voice as icy and calm as the night itself. “And what does it have to do with Us?”

Discord huffed, obviously displeased by Luna’s lack of a reaction. “Party pooper. No cake for you.” Snapping his fingers, he banished the mirror back to wherever it had come from. “Fine, fine, let’s get down to business.” Another snap and he was wearing an obviously cheap suit that was too small for him – the suit tore at the seams a little every time he moved – and the sunglasses were swapped out for a pair of ridiculously oversized glasses that distorted his entire face.

Straightening a sheaf of papers that appeared in his hands and straightening his glasses, he read off the papers in a very flat nasally tone that still managed to grate against Luna’s ears. “The way things are going, it looks like that Queen Chrysalis is going to win. Celestia’s dropped out of the game, though her piece is still in play, my own piece has betrayed me, and-”

“Game?” Luna interrupted, lightning flashing in her eyes and mane. “This is naught but a game to you?”

“Of course. Just a little something to pass the time until… Well,” he chuckled darkly, “let’s say it’s all an amusement for now. But let’s keep that just between you and me.” He winked at her.

“I will see you crushed beneath my hooves, Discord!” Luna voice echoed throughout the vast emptiness of the dream realm, like the rumble of thunder heard across a mighty ocean. “I should have convinced Celestia to destroy you when we had the chance! Be assured, I will not make that mistake again!”

Discord rolled his eyes before consulting the paperwork again. “Such melodrama. This brings us to you. The game’s coming to a close, and you haven’t had a chance to play. Now I thought to myself ‘Discord, that just doesn’t seem fair! Old Luna deserves a chance to play too.’ And I am nothing if not willing to share my toys.”

Another flash of white and Luna stumbled back, her ears flattening against her skull. The glasses, cheap suit, and paper had all vanished. Instead, Discord held a glowing orb. It shined brightly, as brightly as the stars, and looked to be made out of light itself. Luna knew what it was. How could she not? It was what she had been looking for.

It was a dream.

If she touched it, she would be able to talk to the dreamer. She would be able to tell them what had happened to her, and find out what had happened to her sister. Her hoof moved, involuntarily reaching out for it before she could control herself.

Discord smirked at her, the light cast by the dream gleaming off his single oversized tooth. “Pretty, isn’t it? I’ve pumped some of my own chaos magic into it. You’ll be able to reach into it, even as weak as you are. Oh, but that’s not the best part! This poor little dreamer will be able to sense your location! He’s just the thing you need for someone to find you tucked away deep within the hive of those changelings.”

Taking an unsteady step towards the glowing dream, Luna cautiously reached out to it. Stopping before her hoof brushed against it, she stepped away from it and the smiling apparition holding it out to her. “It’s never this simple with you, Discord. You’re as likely to do something out of the goodness of your heart as my sister’s current student is likely to take the road of her predecessor.”

He laughed, casually tossing the dream from hand to hand. “I remember watching that. Celestia really messed up there. Well, you don’t have to play. It would be much less fun, but I can respect your choice. And I’m sure there’s no need to worry. I’m sure that Chrysalis absolutely loves the little foals.” Disappearing with that last parting shot, the dream fell to the ground, rolling to a stop directly before her hooves.

Alone again, Luna stared down at the brightly glowing sphere, considering Discord’s words. She knew he was probably lying – no, he was definitely lying – but what he had said at the end rung true. If there was a way to end the threat to Canterlot, she would have to take it, no matter the risk. But she would have to be careful. Discord implied that this entire thing was a distraction, something to keep everyone out of his way. She would need to stay aware, and keep watch for any possible hints to his true intentions.

If she was going to be able to help anyone, she wouldn’t be able to just sit back and watch. She needed to get free. Bending down, she briefly brushed her muzzle against the dream, inhaling as she got a feeling of what type of pony Discord had chosen for her champion. Her eyes widened as she realized what kind of pony she was dealing with and she staggered back, landing heavily on her flank.

“No,” she breathed, her wild-eyed stare boring into the dream. The lighted started pulsating in time with her heartbeat, slowly moving towards her as she tried to scoot away from it. “Not him. Why would you do this, Discord?”

To her surprise, a dark chuckle echoed on the ethereal wind, seeing to wrap her in its malevolence as the serpent’s voice whispered into her ear. “Because I know it hurts you.”

Luna shuddered as the last flickering remnants of Discord faded, the vile snake returning to his stone prison. Having used up the power he had obtained from the chaos and conflicts that had occurred around Ponyville and Canterlot, he was no longer able to reach outside of his stone prison.

The dream sat in front of Luna, staring up at her like an apple of temptation. Luna stared down at the dream, one hoof slowly stretching towards it. Discord knew exactly how to make her squirm. If she asked this pony for his help and he got hurt, Luna knew she would never forgive herself. She also knew she had no other choice.

Solidifying her will and her heart, Luna dove headlong into the young colt’s dream. For her sake, and the sake of Equestria as a whole, she would ask the young colt Pipsqueak to throw himself into the manticore’s den. And she would hate herself for it.

Fading Peace

Twilight blinked, shaking her head as she tried to clear the spots out of her eyes. She had never tried teleporting that far before, and needed a moment to recover. Trying to clear the distance from Canterlot all the way to Ponyville in a single jump had been more tiring than she’d expected. Too much could have gone wrong, and she knew she would never jump that far again unless it was an emergency.

After several seconds, her head cleared and she was able to make out her surroundings. She stood in the center of a lush field of grass, the tiny plants bending and waving in the cool breeze. Twilight allowed herself a small smile as she took at look at her location, satisfied that no one had been hurt.

That was lucky, she thought to herself. If somepony had been standing here… Shaking off the thought, since it was why she had decided to teleport to the outskirts of town instead of right in the middle, she brushed at her mostly-purple coat. Several spots on her coat had been charred black by the teleport, including one area which was still smouldering. One hasty roll in the grass solved the smouldering problem.

Brushing the worst of the char off, Twilight glanced up at the sun to see how much time had passed since she had left Ponyville. Oh, look at that, she thought sardonically at herself as she realized why that wouldn’t help. It’s twilight. It was twilight when I left, and it’s still going to be twilight several hours from now. With Celestia buried under a large pile of boulders, and nopony else knowing the spells needed, the sun was going to remain resting in the sky until somepony figured out what to do with it.

Twilight's breathing started to run rough and ragged, and she felt like she was being crushed within a vise. Gradually, she realized that her pulse was racing, her heart beating at her ribcage like it was trying to escape out into the wild. “Oh no, oh no no no. What am I going to do?”

Her hooves began carving a path through the grass as she paced, quickly rubbing the soil bare. “I’ve got to do something. I’m the Princess’ personal student. Ponies will expect me to do something. Oh, but what can I do? The Princess is missing – she’s immortal, she can’t be dead, right? Princess Luna wouldn’t have allowed the changelings into Equestria, and Shining said Cadance was a prisoner and he wouldn’t leave her.”

Twilight fell to the ground, clutching her head in her hooves. Her stomach pressed painfully against an exposed rock, but she ignored it. “I just don’t know what to do! Who am I supposed to turn to?” An image of her mentor flashed before her eyes before the apparition was blown away by the evening breeze. Twilight felt the Princess’ feather braided into her tail flutter in the breeze, and she considered what her mentor would tell her to do.

Landing on an idea, Twilight excitedly bounced to her hooves. “I need to go talk to my friends!”

_________________________________________

Several minutes later, Twilight walked through the streets of Ponyville, making her way to the hospital. Ponies were running through the streets in a panic, no one taking charge or trying to calm the riots. Since ponies running around like crazy was a common occurrence in Ponyville, Twilight just ignored it. Living on the edge of the Everfree forest had made the inhabitants somewhat skittish. They’d be fine, though.

Fortunately for Twilight, all the ponies running around in a wild panic meant nobody tried to stop her so they could ask her questions. She wasn’t sure what she could have told them. Eventually, her path led her to the hospital standing tall and dispassionate against the chaos surrounding it. Trotting up to the doorway, she nudged the door open and entered inside.

As the door closed behind her, Twilight looked around the hospital lobby, struck by how normal it felt. She could barely hear the noises coming from outside, and the lights flickered and buzzed comfortingly above her.

The bored-looking pegasus sitting behind the receptionist’s desk glanced at her over the top of the magazine she was reading. “Hello, Miss Twilight,” she said, her nasally voice accentuating how disinterested she sounded. “Your friends are in wing 3, second floor, room 204. Same place as before. You know the way.”

“Thank you,” Twilight said, walking past the receptionist. Hesitating before she went down the hallway, she looked back at the mare. “Pardon me for asking, but aren’t you worried? About the sun remaining in the sky, I mean.”

The receptionist snorted rudely, not bothering to look up. “Yeah, I’m worried my replacement’s not going to show up. That lazy mare’s always looking for an excuse to ditch work. If she thinks she can skip the night shift just because the sun’s not going down, I’m going to staple her ears to my wall.” The receptionist waved a stapler in Twilight’s general direction without looking, and the unicorn decided it was best to carry on her way.

Making her way through the clean and sterile hallways of the hospital, Twilight marvelled at how most of the staff seemed to be going through their work as if there was nothing out of the ordinary. One of the worst disasters in generations was going on outside, and these ponies simply refused to panic and abandon their charges. Seeing it shamed her, and Twilight knew she needed to learn from their example. Approaching the room where her friends rested, she heard them before she saw them.

“…so then Fancypants asked if I could design an entire row of dresses for Fleur. The idea was daunting, but I, naturally, agreed. After that we- Oh, hello, Twilight. I didn’t see you there.” Rarity waved to Twilight, the white unicorn lying back in her bed. Pinkie Pie sat perched on the corner of her bed, apparently listening with interest to every word the fashionista was saying. Spike, Apple Bloom, Sweetie Belle, and Scootaloo were playing some sort of card game on a table by the corner. Applejack was deep in conversation with Big Macintosh, telling the stallion not to overwork himself while she recovered. As for Rainbow Dash…

“Twilight!” the pegasus exclaimed, reaching out to the purple unicorn with a pleading expression, the cast on her wing preventing her from getting off the bed “Thank Celestia you showed up! Er, sorry,” she apologized at the look on Twilight’s face. “You gotta save me! Rarity won’t stop talking about her clothes!”

The offended unicorn huffed indignantly. “I listened to you when you were nattering on about the Wonderbolts, Rainbow Dash. The least you could do is listen to my stories.”

“Yeah, but the Wonderbolts are interesting,” Dash said, as if that explained everything in the world. “But that’s not important now. How’d it go, Twi? When can we expect some help?”

Twilight looked over the room, seeing that she had everypony’s (and one dragon’s) full attention. But somepony seemed to be missing. “Where’s Fluttershy?”

“Oh! Oh! I know! I know! Pick me! Me! Me!”

“Alright, Pinkie. Go ahead.”

The pink mare leaned forward, the bandages on her flank shifting as she moved. “She said she was going to take of the animals at her house. They needed to be fed, and she was too worried to leave them alone.”

“Alright, I’ll go to her place later.” Twilight licked her lips, trying to get her thoughts in order. “First, we can’t expect any help from the palace. You all remember the changelings?” She paused for a moment, while her friends nodded. “They invaded the palace again. From what Shining said, they pretty much marched in unopposed.”

“What? No way,” Dash frowned. “Spitfire would never allow something like that.”

Twilight shook her head. “Sorry Dash, but the Wonderbolts were all captured as well.”

“So then what’s the plan?” Applejack asked as the sporty pegasus fell back, her mouth agape in horror. “Sounds like we got bigger problems then just some creature of Discord’s loose in the forest.”

“I don’t know,” Twilight admitted. “I was hoping one of you might have an idea.” There was a great silence as everypony considered their next move, and Twilight felt her heart sink as no new ideas were suggested.

“Maybe y’all should think on it some tomorrow.” All heads turned to the speaker, eyes widening in surprise as they realized who had spoken. Big Macintosh shifted the sprig of wheat clenched between his teeth, his expression clearly stating he had no intention of saying anything else.

“Big Mac’s got a point,” Applejack pointed out, her casts and bandages shifting as she tried to look at the others past her oversized brother. “We’ve all gone and had a rough day. Can’t think on an empty brain, just like ya can’t work on an empty stomach. Let’s have a night of sleep, then think about it some more in the mornin’. Well, you know what I mean,” she nodded at the unmoving sun outside.

“I agree,” Rarity said. “I need my beauty sleep, and this day has been just so dreadful. Twilight, would you be a dear and bring Fluttershy here tomorrow? Well, in the morn- After daw- oh, this is going to take some getting used to.”

“We’re going to have a sleepover?” Pinkie positively flew off of her bed in excitement. “Oh, I haven’t had a sleepover in such a long time! We can tell stories, and eat sweets, and play games, and-“

“I don’t think she really knows what’s going on,” Spike’s dry voice floated out of the corner he sat in. Twilight shot him a glare, which he just shrugged at.

“Can I stay here tonight, too?” The query came from Apple Bloom, the young filly looking like she was about to cry.

“That’s right, you was…” Applejack’s voice trailed off as she thought about the events earlier that day, when Apple Bloom had been foalnapped out of her own room. After several seconds of awkward silence, she looked over at Twilight. “Sorry Twi, but I doubt they’d be willin’ to let Apple Bloom stay the night. Could ya let her crash at your place? It’s in town, and I would feel a lot better knowin’ she’s nearby.”

“Sure, Applejack, it’s no problem.” They’d need to clean out the guest room, but it shouldn’t take long. And one filly couldn’t be too much trouble, right?

“Actually, dear, could you take care of Sweetie Belle as well?” Rarity asked. “Pinkie and I need to stay the night so that the doctors can observe us, but our parents are out of town”

“We would love to.” Spike answered before Twilight could say anything. Twilight, on the other hand, had to hide her frown. One filly would be easy, but two was a little harder. It was too late to turn them away, though. Just so long as they weren’t too noisy.

“Could I-”

“Fine.” And Scootaloo made three. Twilight wouldn’t be getting any sleep this night.

As the three fillies and Spike filed past Twilight, making their way out the door, Rainbow Dash spoke up. “I don’t understand why we can’t just blast those changelings with the Elements of Harmony. Those bugs won’t know what hit ‘em.”

“The Elements of Harmony,” Twilight flatly noted.

“Yeah.”

“The ones stored in Canterlot.”

“Yeah.”

“Which the changelings have overrun.” Twilight cocked an eyebrow, waiting for the pegasus to put the pieces together.

“Oh.”

There we go. Twilight shook her head, her mane whipping out and nearly hitting Spike. “We’d have to get past the changelings. Which we can’t do without the Elements.”

“Yeah, yeah, I gotcha.” Dash sighed as she leaned back against her pillow, her eyes staring despondently up at the ceiling. “The Wonderbolts, huh,” she murmured to herself.

“Ah’m gonna head back to the farm. Take care of my sis.” Big Mac nodded at Twilight as he left the hospital room, and she stepped aside and allowed him to pass. His hoofsteps echoed loudly, eventually disappearing down the hallway.

“We should go too,” Twilight chivvied the three fillies and one young dragon out, quietly closing the door behind her. As she walked down the hallway, she heard her friends’ voices filtering through the thin wooden door.

“So who knows a good story? Oh, I know a good one! A long long long long long time ago, there was an eeeeeeevil witch who wanted to destroy the world, and-”

“Good night, Pinkie,” three voices firmly cut her off.

Fragile Peace

Sweetie Belle, Apple Bloom, and Scootaloo slowly walked side-by-side through the empty streets of Ponyville, their hoofsteps seeming to echo in the quiet evening air. The unmoving sun cast long shadows over the shuttered buildings, giving the town an unusually somber feeling. The streets were empty, the residents of the town having all locked themselves away inside their houses, apparently hoping the world would go back to normal and the sun would rise as usual in the morning. Their futile hope that what was happening was only a bad dream could almost be felt in the air.

“Ah ain’t never seen the town so quiet before,” Apple Bloom said, the silence shattering at her voice like fine china. Her Crusader cloak flapped slightly as she walked, the special clasp Rarity had made for her appearing to glow slightly in the sunlight.

“It’s kinda creepy,” Sweetie Belle agreed, surreptitiously moving closer to Apple Bloom, the little filly seeking comfort in the proximity of her friends.

“Pbbbt,” Scootaloo blew her tongue at the other two. “Not really. The town’s always quiet at this time of night. Can’t really tell what time it is without the moon, but I’m pretty sure its nearly midnight.”

Sweetie Belle looked at Scootaloo over Apple Bloom’s lowered head. “How come you know what the town’s like at midnight?” she asked Scootaloo.

Scootaloo smiled easily, a hint of teeth showing out the side of her mouth. “Sometimes I have trouble getting to sleep, so I ride my scooter or go for a walk.”

“Wouldn’t your parents stop you?” A slight frown creased Apple Bloom’s face as she thought about the trouble she’d get into with Applejack if she tried to sneak out for a night.

“Well, I don’t tell them I’m heading out.” Scootaloo cut off any more questions by pointing at a pony shape crossing the street ahead of them. “Hang on, isn’t that Zecora?”

Apple Bloom turned to look in the direction Scootaloo indicated, her eyes narrowing as she focused on the figure. “Ah think you’re right. HEY! MISS ZECORA!!” The three fillies waved to the zebra as she turned, and even at this distance they could see her wave her hoof in return. The trio rushed to where Zecora waited, turning a simple run into a madly giggling scramble.

“Young Sweetie Belle, Scootaloo, and Apple Bloom,” Zecora said, smiling down at the three fillies when they stood before her. “It is good to see you again so soon.”

“Nice to see ya too, Miss Zecora,” Apple Bloom said. “Thank ya ever so much for helpin’ Applejack. Ah really appreciate it.”

“It was my pleasure, little one. I will freely help all who walk under the sun.” The fillies noticed for the first time that she was wearing a pair of saddlebags, both of which looked full to bursting. Her favourite bamboo rod was also slung over her back, resting directly between her shoulderblades.

“Whatcha got there?” Sweetie Belle asked, the little unicorn innocently trying to poke at one of the bags with a hoof.

Zecora quickly stepped out of range, not wanting the curious filly to break any of the beakers within the bags. “Mixtures, potions, and many a tome. I feared to spend the night within my home.”

“How come?” Twilight asked, joining the group. Spike walked alongside her, his claws scratching tiny imprints in the dirt road.

Zecora shook her head, the bags on her back shifting slightly as she moved. Slight tinkling could be heard coming from inside the bags as various glass beakers lightly collided with one another. “I can hear the Everfree Forest trembling with fear. It dreads what is coming near.”

Twilight bit her lip, thinking about what Zecora meant. At her side, she could see Spike and the Cutie Mark Crusaders watching her silently. If anyone was going to ask, she would have to do it. “So then-” Her voice shook, and she had to pause a moment to compose herself before starting again. “What could the forest be afraid of?”

“I know not what it could be, but the idea makes me balk. But this is neither the time nor place for this talk.” Zecora slowly turned her head, her neckrings reflecting the evening light. “For now I must find a place to rest, so I may face the future at my best.”

“You mean you know what’s going to happen?” Spike asked, the little dragon’s voice quavering slightly.

With a slow shake of her head, Zecora released a slight sigh. “I fear that is beyond my sight. I don’t know what will come, only what might.”

“Enough, Zecora. Tell me, what do you think is going to happen?” Twilight asked. She was starting to get tired of Zecora beating around the bush, and just wanted a straight answer.

Zecora frowned slightly and Twilight wondered for a second if she had pushed too hard, but the zebra’s words put the worry out of her mind. “If it is truly your desire to know, I will tell you. But it is not something to accept at face value. Meet me at the room where your friends rest, and I will explain everything to my ability’s best.”

Twilight blinked as the cryptic words sunk into her. Zecora was probably the wisest mare Twilight knew. After Princess Celestia, of course, she mentally added. If there was something that made the mystical zebra nervous, Twilight wasn’t so sure she wanted to know after all. But she couldn’t just back down. “Alright, I’ll see you there. But where are you going to sleep? I’d offer my place, but,” she gestured at the three fillies, “I don’t have enough room. Sorry.”

“Do not worry, my friend Twilight.” Zecora smiled as she shifted the bags on her back, trying to make them rest more comfortably. “I can easily find a place for the night. Since the ponies of this town think of me well, it should be simple for me to find a hotel.”

Sweetie Belle suddenly spoke up, surprising both adults. “You could stay at Rarity’s. Nopony’s home right now and I know Rarity would be happy to let you stay. Fluttershy’s taking care of Opal, so you don’t need to worry about her. Although you might not want to touch… well, anything.” Sweetie Belle winced slightly as she recalled what had happened the last time she had tried playing with her sister’s working materials. It was hardly Sweetie Belle’s fault that fabric was so flammable, right? That ponyquin would probably have fallen into the oven on its own anyway.

Twilight spoke after a few moments’ thought. “That doesn’t sound too bad, actually. She’s right, Rarity would definitely let you stay at her house. Does that sound alright with you?”

“Your friend’s generosity certainly shows,” Zecora said with a smile, “but I certainly do not wish to impose.”

“Don’t worry about it,” Sweetie Belle said. “You can find a key to the front door- Oh!” Glancing around, she pulled Zecora’s head down to her and started whispering something into the zebra’s ear.

Apple Bloom saw Twilight’s questioning look and answered the question that was clear on the unicorn’s face. “She’s not really supposed to tell anypony about where Rarity hides the spare key. Me and Scootaloo know, but we can’t tell nopony.”

“I-I didn’t even know she had a spare key,” Spike said, looking like he was about to burst into tears. Twilight rolled her eyes at the reaction of her lovelorn assistant and turned back to see Zecora nod her head before standing up straight.

“Thank you for your generosity,” Zecora said gratefully down to the little unicorn. “The location of the key is safe with me.” Her earrings swayed as she turned her head, the expression on her face becoming serious as she looked at Twilight. “After your friends came to my place, I performed a divination about the one you did face. I saw from where the creature came from and I fear the worst is yet to come.” With the wind blowing through her mane, she turned and disappeared in the direction of Carousel Boutique.

“Just says what she likes and then leaves. That’s Zecora, alright.” Twilight exhaled, letting out a slight puff of air out her nostrils as she turned to look at the four youngsters. The three fillies looked up at her expectantly while Spike looked despondently in the direction Zecora had gone, looking like he wanted to follow after her. Twilight gave him a hard shove, nearly knocking him to the ground. “You can find out where the key is later. Right now, let’s just get home. This is too much for me to worry about now, and I need some sleep.”

Spike rubbed his claws together awkwardly before following after Twilight and the fillies. “Yeah, sure. Right.”

_______________________________________

Roughly shoving the door to the library open, Twilight tiredly staggered inside. She could feel the exhaustion of the day all the way down to her bones, and her hooves scraped along the wooden floor as she dragged herself towards the stairs. Her mind was starting to feel a little fuzzy and she knew that if she didn’t get to bed soon, she would be sleeping on the floor. “Spike, I’m going to head to bed now. Take care of those three. ‘Night.”

Spike nodded as she stumbled up the stairway, wondering if she would need some help. Thankfully, she made it to the top without incident, and he could hear her hoofsteps as she managed to get to her bed. Sighing in relief, he turned to the three fillies, wondering what to do with them. “We’ve got a guest room, but there’s really not enough room for three. What else…” He scratched the back of his head as he pondered where the trio could sleep for the night.

He didn’t really want to separate them, since Apple Bloom would probably need the comfort of her friends to get through the night. He wasn’t very good at reading ponies, but even he could tell that Apple Bloom was just barely holding herself together, though she was doing a god job of hiding it. “Would the basement be alright? We’d need to clean up a little, but it should be big enough.”

Scootaloo grinned broadly, rearing back on her hind legs and striking a pose. “A little hoofwork’s no problem. I’ll move all that junk by myself if I have to.”

With a sweep of one of her legs, Apple Bloom knocked Scootaloo’s legs out from under her, knocking the tiny pegasus on her back. “Yeah, yeah,” she teased as Scootaloo glared at her. “I think watching you move all that stuff by yourself does sound- Oof.” The rest of her sentence was cut off as Scootaloo tackled her, and the two fillies were quickly wrapped up in their playful little brawl.

Groaning as he saw them crash into a bookshelf, the books falling all around them like leaves, Spike smacked his face with a claw. “Yeah, should have seen this coming. Sweetie Belle, could you…” His request faded out as he realized that the little unicorn was no longer standing beside him. A hasty look around of the room showed that she had leapt into the battle at some point, which was now raging stronger than ever. When did she even join them?

“Who?”

Glancing up to see Owlowiscious sitting on one of the ceiling beams, Spike winced as he heard the fillies take down another bookshelf. “I’m going to clean up the basement,” he told the owl. “Make sure they don’t break anything-” crash “-anything else,” he finished lamely. Hope whatever that was wasn’t important. Speeding for the basement doors at a breakneck pace, Spike tried to ignore the continuing sounds of wreckage from behind him.

“Who?” the owl said to nobody in particular.

_____________________________________________

Where… am I?

I see… This is a dream.

Who’s there? Wait. I know you…

Princess Luna? Is that you?

It is you! I’m so happy to see you! It’s been so long. Almost three months now.

What? How do I know how long it’s been? Um…  I dunno! I guess I just do!

There’s so much I want to tell you! I met a new pony, and…

What’s wrong? Why are you so sad? Princess Luna, are you crying?

Please don’t cry.

Please…

__________________________________________

Several hours later, Twilight’s bedcovers fell off of her as she sat up. Letting out a magnificent yawn, she stretched out her hooves as high as she could. Her spine popped and cracked pleasantly, and she groaned in relief. The groan became a sigh as she glanced out the window and saw that the sunlight was coming from the wrong direction. “Well, girl,” she said aloud. “Somepony’s gotta do something about it, and it might as well be you.”

Climbing out of bed and straightening the bedsheets, she turned and laughed as she saw herself in the mirror. “Wow. Beauty sleep is obviously wasted on me.” Picking up the nearby brush with her magic, she ran it through her mane several times until she no longer looked like something that would frighten small foals. Putting the brush aside, she leaned in and examined her horn in the mirror.

It looked much better, but the crack from when she had been struck with an axe was still very clear. She brushed at it gently, lightly trying to test out how firm it was. It passed. Whatever Zecora put on it is amazing, she thought. One of these days, I have got to find out how she does it.

Levitating over the bottle that Zecora had given her, she dipped her hoof into it and applied a little more of the goo to her horn. So long as nothing else went wrong, her horn should recover without any issues. Twilight knew she was lucky, and that it could have gone a lot worse for her. Like AJ and Dash…

Shaking her head, Twilight shoved those thoughts aside. No. She was done moping. Now she needed to be strong, and she needed to figure out a way to help her friends. To help all of Equestria. It was a daunting task, but so long as her friends were with her, Twilight felt she could take on anything in the world.

“That’s right,” she said to the mirror, trying to pump herself up. “Even you, Discord. Anything you can throw at me, we will overcome.” After a few silent moments passed, she sighed in relief. At least I know Discord’s still imprisoned. The last thing I need is to face him and the changelings at the same time. No way would Discord have been able to ignore such blatant provocation if he was free. His ego wouldn’t allow it.

Capping the bottle and putting it aside, she giggled to herself when she turned and saw Spike curled up in his little basket. His blanket had fallen off at some point during the night and she could clearly see him hugging his own tail, sucking at the tip like it was a giant purple pacifier. It was adorable. Half wanting to take a picture of him so she could embarrass him with it later and half wanting to draw a mustache on his face, she instead decided to leave him alone and let him sleep, covering him with his blanket and tucking him in with a fond shake of her head.

The floor creaking slightly under her hooves, she slipped out the doorway and shut it behind her with a quiet click. A faint smile adorning her face, she silently walked down the stairs. The smile slid off her face as she saw the disaster the library had become, instead being replaced with an irritated frown. Almost all of the books had been knocked off their shelves, and a valuable statue by Alexander Colter lay in pieces in one of the corners. It was only a replica – ponies crashed into the library far too often for anything irreplaceable to be kept here – but it had still been difficult for her to obtain it.

Well, at least none of the books had been damaged. It was too early in the morning to stress about the mess, so Twilight decided to just ignore it. Walking past the mess without stopping to clean felt like a physical pain stabbing into her heart, but Twilight persevered and managed to make it to the kitchen. There, that wasn’t so hard, was it? Wiping a bead of sweat off her forehead, she quickly threw together a simple breakfast of lettuce, flowers, apple slices, and some good strong coffee.

Leaving enough of the salad for the still-asleep fillies for when they woke up – as well as three glasses of orange juice – Twilight also left a bowl of gems for her number one assistant. Her work finished, she stepped out into the library one more and tried to persuade herself to leave without cleaning the place. She had to get to the hospital. She had… to… get… I’ll just clean up the books a little. Just pile them up. That’s all. Actually, those stone shards are a little dangerous. I better clean them up as well.

Half an hour later, Twilight caught herself starting to sort the books and putting them back in their regular places on the shelves. Blushing slightly and privately glad nopony had seen her momentary loss of control, she hastily scribbled a note for the four still sleeping and left the building before she could clean up any more.

Once outside, Twilight had to blink at what she saw. The streets were crowded with ponies, more than she had thought lived in Ponyville. They moved listlessly among themselves, not appearing to notice her at all. Their eyes were almost all sunken and blank, like they had been unable to fall asleep all night, and they tiredly staggered through the streets. Occasionally, one would look up at where the sun hung in the sky before sighing and returning their gaze to the dirt road. Twilight knew what they were feeling. She had felt that way once before and she would never forget it. Have they given up?

Twilight’s thoughts were cut off as something suddenly slammed into her from the side, knocking her off her hooves and throwing her to the ground. Thinking quickly, Twilight rolled clear of her assailant and climbed to her hooves, her horn blazing threateningly as she turned to look at her attacker. Seeing a grey pegasus lying in a heap on the ground, Twilight sighed and released her magic, the glow around her horn fading and dying out.

“Hello Derpy.”

The klutzy mailmare of Ponyville staggered to her hooves, her blond mane and tail flapping gracelessly in the breeze. One of her eyes focused on Twilight, while the other one pointed aimlessly off to the side. “Morning, Twilight. Sorry about that. Just had a little accident. Ehehehe.” She laughed awkwardly before digging into the mailbag that hung from her side.

Twilight sighed again, sitting down as she waited for Derpy to find whatever she was looking for. No matter what happened, she never could stay angry at the clumsy pegasus. Nopony could. Derpy might identically cause enough damage on a regular basis to get her own classification on Ponyville’s disaster measurement system, but she was also one of the friendliest and open ponies in the entire town. She might not be able to hold a job for longer than a year, but that had never stopped her from trying.

Derpy, meanwhile, had her head deep in the mailbag, rummaging through it as she tried to find a certain letter. “No, no, no, nope, not it, ooh muffin.” She continued talking, but whatever she was saying was muffled, like there was something in her mouth. After a swallow, her voice continued to filter out of the bag. “Where could- Ah!  Found it.”  Her head popped out of the bag, a letter clenched between her teeth.

“Thanks, Derpy,” Twilight said, accepting the letter. Looking it over, she noticed something odd about the envelope. “No return address?”

Derpy shook her head, her wings already starting to beat, though they were slightly off time with each other. “No, sorry. It was just left at the post office when I got there. Good luck with whatever you’re doing.” Taking off, she narrowly managed to avoid running into the ponies that filled the street before promptly faceplanting into a nearby building.

Twilight winced, but since Derpy recovered and flew off apparently unharmed, she instead turned her attention to the letter in her hooves. Flipping it over, she only saw her name written on it. Twilight Sparkle. The words were black and crisp, like they had been burned into the paper instead of written. Pulling out the letter, she saw that it was composed of only six short words, each looking like they had been hatefully burned into the page.

I’m not done with you yet.

Twilight frowned at the threat, and tried to think who could have sent it. Discord was still imprisoned and it couldn’t have been the changelings. That creature in the forest could have done it, but that didn’t seem right either. Folding the paper and returning it to the envelope, she tucked it into her mane. She’d think about it later.

________________________________________

“Morning, Twilight. How ya doin’?”

Twilight only groaned in response to Applejack’s inquiry as she gently lowered herself down onto one of the hospital chairs. It had been a rough trip to the hospital, and she had been jostled, bumped, shoved, and otherwise roughed around by all the despondent ponies that filled the streets. It wasn’t like the ponies meant to hurt her, it was more like they didn’t even realise she was there.

“Goooood news, everypony,” Rarity’s melodic voice sung out from the doorway as she cantered into the room. Pinkie followed at her heels, the pink mare bouncing excitedly. “You’ll be happy to hear that both Pinkie and I are being released from the hospital.”

“That is good news,” Applejack said, a somewhat forced smile on her face. She was definitely happy to hear that her friends were well on the road to recovery, and she certainly wasn’t jealous that they were able to leave while she would have to remain hospitalized for a while longer. Her happiness was just a little tinged with guilt because most of it came from the fact that she wouldn’t be stuck spending another night in the same room as Pinkie Pie. She was just too polite to say so.

“Yeperoony,” said Pinkie. “The doctors say I have to keep these bandages on for a little while longer and that I should change them from time to time. But that’s just silly, isn’t it? You can’t change bandages. What am I supposed to change them into? I suggested a hat, but the doctor just looked at me funny and said I should have a talk with one of his colleagues. He had such a funny name, I think it was Psykia Trist or something like that. Ooh, I should totally throw a Released-From-the-Hospital Party! And then we can all sleep together and it’ll like a big slumber party!”

“No!” Dash wasn’t nearly as polite as Applejack, but she was quickly cut off before she could say any more.

“I’m pretty sure what Dash means,” Fluttershy said, frowning at the cyan pegasus, “is not yet. We should wait until everypony’s been released.  Doesn’t… doesn’t that sound like it would be more fun?”

Pinkie hmm'd, tapping her hoof against her chin as if she was deep in thought before breaking out into a beaming smile. “You’re right, that does sound more fun. We’ll just put it off a bit, but that just means it’ll be even bigger when I do throw it. It’ll be a super-mega-tastic ULTRA party! I’ve never thrown one of those before!”

“You might want to throw one for the whole town once we’ve got this mess sorted out,” Twilight said. “Everypony in town seems pretty depressed right now.”

“Well, that’s not really a surprise,” Rarity pointed out, the white unicorn taking a seat on the bed she had been sleeping on. “Princess Celestia’s gone, the sun’s not moving, and nopony knows what to do. It’s like the time with Nightmare Moon all over again.”

Twilight frowned at the reminder of Princess Luna’s return from the moon. Celestia’s younger sister had briefly overthrown the Solar Princess, proclaiming eternal night over all the land. Thankfully, Twilight and her friends had been able to harness the powers of the Elements of Harmony, stripping away the evil that had gripped the younger alicorn’s heart and giving Luna another chance to fix her relationship with her sister.

“Alright, I see your point,” Twilight said eventually. Her horn flaring brightly, she conjured up a large folding drawing board directly in front of her, complete with a blank scroll resting upon it. Her horn blazing again, she summoned an inkwell and a quill. Grabbing the latter in her telekinesis, she looked up at the others. “Alright, Zecora said she would stop by later, but I still think we should try to get an idea of what we can do before she arrives. Any suggestions?”

“Rescue the Wonderbolts?” Dash said immediately, cutting in before any of the others could even open their mouths.

“Alright, there’s that,” Twilight said, writing it down. “I’ll also add ‘Rescue Shining Armor and Cadance’ as well. If we can get them free, they should be able to help us throw the changelings out of Canterlot.”

“Use the Elements?” Applejack asked from where she lay on her bed, her eyes staring at something outside the window.

“I’ll add that with the other two and classify it all under ‘Sneak into Canterlot,’ since the Elements are still being stored there.”

“Ooh, how about finding wherever Luna went? She could help us.” Pinkie said, sticking her head over the top of the drawing board to see what Twilight had written.

“Alright, I’ll add that with a question mark since we don’t have any leads to where she is.” Twilight’s quill scratched its way along the paper as she continued to try and organize what needed to be done. Putting a period on the end, she looked up at the two that hadn’t said anything yet. “How about you two?”

“We could try to capture that creature in the forest once more,” Rarity said after a slight pause. “I can’t say I’m looking forward to seeing it again, but we might be able to figure out something about what Discord’s planning.”

“Mmm,” Twilight grunted as she wrote the suggestion down. Truth be told, she wasn’t looking forward to dealing with that thing again either. The last time they had tried had left the group with the injuries that put them in the hospital in the first place.

“We could try to dig out Princess Celestia,” Fluttershy said quietly. “I mean… she’s not dead, right? Right, Twilight?”

Twilight hesitated before finally adding the last suggestion. “I don’t know,” she admitted. “I think… all we can do is hope.” Her quill stopping, she looked down at what she had written. Frowning slightly, she tried to figure out a way to deal with everything that had happened. Simply keeping track of everything was going to be difficult enough, but trying to fix it? This was going to be a nightmare.

“Umm… Twilight?” Applejack said from where she was looking out the window. “Not to pressure you or nothing, but d’ya think you could plan fast?”

“Now Applejack, why would you even ask that of her?” Rarity asked with an upraised eyebrow. When Applejack’s only response was to point out the window, Rarity walked over to see what the cowpony was referring to. “Oh…” she said quietly when she saw it, her voice almost a whisper. “Oh, that’s not good.”

The three others, not counting Rainbow Dash, crowded around the window. Each of them muttered in dismay at what they saw down there on the streets below. Dash, still confined to her bed, was unable to see out the window. “What?” she asked impatiently. “What is it? What do you see?”

Twilight turned to looked at Dash, the purple unicorn’s face paling until it was almost white. “We’ve got a problem,” she whispered.

___________________________________________

On the streets below, a large crowd had formed, surrounding the train station. A train had just come in from Canterlot, bearing two very unwelcome passengers with it. The pair stood side by side, openly watching their hostile surroundings with a disinterested air, as if there was nothing the ponies could do to hurt them.

Mayor Mare forced her way through the crowd, eventually managing to break through them and stand before the interlopers. Hiding the fear that she felt tearing at her heart at the sight of the arrivals, the amber earth pony bravely cleared her throat. “What do you want?” she asked them. Her voice quivered slightly, but she was mostly able to keep it under control.

The two figures turned to look at her, their black eyelids slowly coming down over their compound eyes as they blinked at her. The nearer one stepped towards her, the entire crowd collectively backing up a step as his hole-riddled hoof struck the dirt road. His wings buzzed slightly, and the side of his mouth curled back in what could technically be called a smile, a pair of sharp fangs glinting in the evening sunlight. Its twisted horn blazed a sickly green as it cast a spell to make its voice heard throughout the entirety of Ponyville.

“We know the bearers of the Elements of Harmony live here,” the changeling boomed, its deep reverberating voice somehow still managing to buzz slightly. “You will surrender the six mares, or face the consequences. So commands the new ruler of Equestria, Queen Chrysalis. If you know what is good for you, you will submit.”

“And…” Mayor Mare’s legs were shaking, but she refused to back down. “And if we refuse?”

The second changeling grinned broadly, his eyes twinkling merrily as if the idea of the ponies fighting back amused him. “Then I suppose,” he hissed in a voice meant for the mayor’s ears only, “we’ll just have to burn this town to the ground.”

My Little Stowaways

Murmuring slightly, Scootaloo buried her face deeper into her pillow. The world slowly came into focus around her, but she was determined to ignore it for a little while longer. After a fun evening with her two best friends in the whole world, they had all fallen asleep together on the large mattress Spike had set up for them. She was a little hungry, but this pillow was just too lovely to abandon. It was so warm and soft and fuzzy and… breathing?

Her eyelids cracking open unwillingly, the only thing Scootaloo’s bleary eyes saw was an expanse of white. It took her a few seconds to realize that her nose was buried in Sweetie Belle’s tummy fur. Realizing what was going on, a mischievous look appeared in the pegasus’ eyes as she stuck her face deep into the little unicorn’s belly.

PBBBBBBBBBBBBBTTTTT!!!!

Sweetie Belle woke with a shriek as Scootaloo blew a large raspberry directly onto her stomach. The orange pegasus collapsed with helpless laughter as the white unicorn thrashed, her limbs tangling hopelessly in the bedsheets and blankets. Eventually, realizing she was no longer being assaulted, Sweetie Belle stopped flailing.

“Um,” her voice squeaked slightly as she tried and failed to extract herself from the trap of pillows, blankets, and bedsheets. “Little help, please?” Scootaloo just laughed even harder, her hooves pounding against the ground as she fought against the tears that tried to pour out her eyes.

Apple Bloom walked past Scootaloo, having been woken up by her friends’ antics, and helped to untangle the sorry-looking filly. Sweetie Belle pounced on the still-laughing pegasus the second she was free, the two getting into a tussle that quickly resolved itself into a giggling pile of filly.

Once the scuffle ended with Sweetie Belle pinning Scootaloo to the group, Apple Bloom clapped her hooves together to get their attention. “I was wondering, what do ya two think we should do?”

“What do you mean?” Sweetie Belle asked, hopping off Scootaloo and letting the pegasus climb to her hooves.

“Well, I kinda want ta help my sister and them,” Apple Bloom admitted. “They got hurt rescuin’ me from that creature, and I want to do something for them.”

“Aww,” Sweetie Belle cooed, pouncing on the yellow earth pony and wrapping her up in a giant overenthusiastic hug. “You’re such a good sister.”

“Yick.” Scootaloo stuck her tongue out at the sappiness of the scene playing out before her, but the other two just ignored her. “Anything in particular you want to do, or are we just going to make it up as we go like always?” she asked Apple Bloom.

Apple Bloom tapped her hoof against the ground thoughtfully as Sweetie Belle let her go. “Something nice,” she started to explain before Scootaloo cut her off.

“That’s helpful,” the orange pony noted sarcastically, rolling her eyes. This got her a well-deserved pillow to the face, but she just smiled unrepentantly.

“Well, we’ll just think of something,” Sweetie Belle said, standing between the other two and preventing another scuffle from occurring. Her stomach let out a dainty little rumble and she blushed slightly as the other two giggled.

Apple Bloom made her way to the basement steps, her hooves clopping faintly against the wood as she climbed them. “Alright, let’s get somethin’ to eat before Sweetie starts eatin’ the walls or somethin’.” Laughing at Sweetie Belle’s squeak of protest, Apple Bloom pushed open the basement door. A certain dragon turned at the sound of the door creaking open, and she greeted him with a smile. “Mornin’ Spike. Thanks again for lettin’ us stay the night.”

“Don’t worry about it,” Spike demurred, sliding the book he was holding into its place on the shelf. Picking up another book from the pile next to him, he shoved the ladder that was leaning against the bookshelves over a couple feet before climbing it and slotting the book into place. Most of the books had already migrated onto the bookshelf, with only a few small piles were left over. “How did you girls sleep?”

“It was great!” Sweetie Belle said excitedly, bouncing past Apple Bloom. “I haven’t had that much fun since the last time we’ve all had a sleepover. Oh, do you need any help cleaning?” she asked him, wilting slightly as she looked around the room and realising what a mess the trio had made the night before.

Spike just laughed kindly, slipping another book into place as he deflected the well-intentioned disaster areas. “No thanks. I’m almost done cleaning up here and I’m going to head into town a little later. There’s got to be a least one shop that’s still open. Oh yeah, and Twilight left some salad in the kitchen for you to- WHOA!” The three fillies rushed to the kitchen, bumping the ladder Spike was standing on. Only an instinctual grab for the bookshelves saved him from a plummet to the library floor. A creak from above made him look up, and he saw that a particularly large encyclopedia had been dislodged from its place on the top shelf and was now plummeting towards his head. “Aww…”

In the kitchen, the three rambunctious fillies quickly polished off the bowl of salad within seconds before sighing contentedly, hooves clutching their full stomachs. Picking a stray leaf off her cheek, Apple Bloom shoved it into her mouth before looking at the other two. “So, y’all got any ideas?” The others just shook their heads, causing Apple Bloom to sigh in disappointment before relapsing into silence.

“Spike might have an idea,” Scootaloo said after a few seconds passed in thoughtful silence. “He’s always spending time with Twilight.”

“That’s a good idea.” Apple Bloom climbed off her chair, leading the other two back to the library’s main room. “Hey Spike, d’ya know… Why are you lyin’ on the floor?”

Spike gingerly sat up, rubbing his head and glaring at a large book lying on the floor next to him. Thinking that explaining would be too much effort, Spike decided to just go with an easy lie. “It’s a dragon thing,” he said as he lifted the heavy book above his head. Tottering slightly, he slowly and cautiously made his way up the ladder. “So what did you want to ask me?”

“Oh yeah,” Apple Bloom said, standing well clear of the ladder. “I wanted to do something nice fer my sisters and her friends. We was wonderin’ if you might have any suggestions.”

Finally managing to reach the top of the ladder, Spike dropped the encyclopedia into place with a heavy thud. Gripping the sides of the ladder, he slid back down to the floor. “Something nice for Twilight and the others, huh? All I can think about is that she’s been pretty stressed this past week, ever since that creature first appeared in the Everfree.” He shook his head, sighing as he picked up another book. “Sorry, but unless you can solve some of the problems she’s been dealing with, I don’t have any ideas.”

“Darn,” Apple Bloom muttered under her breath. “Ah guess we’ll look around town for something then. But are ya sure y’all don’t need any help?”

“Don’t worry about me,” Spike answered, silently hoping the fillies would just leave the library as soon as possible. The company was nice, and Twilight had asked him to take care of them, but keeping them around was just asking for trouble. “Why don’t you go look around town? I’m sure there are lots of ponies that could use some help. Maybe you’ll even get your cutie marks in helping other ponies.”

“You really think so?” Sweetie Belle squealed excitedly, her hooves seeming to float off the ground as she bounced in excitement. “But where should we star- Hey! Wait for me!” She sped out the front door, chasing after the other two who had left without waiting for her. Left alone inside the suddenly silent library, Spike sighed in relief as he slid another book into place. That had been dirty, but it worked.

Outside, Scootaloo was clipping on her customary purple helmet, one of her rears hooves already resting on her signature scooter. “What kept you?” she asked Sweetie Belle as the white unicorn exited the library. Behind her, Apple Bloom was already hooking their little red wagon to the back of the scooter, her own helmet already firmly on her head.

Stomping over, Sweetie Belle grabbed her own helmet and jammed it firmly on her head. “You guys just left me behind,” she pouted, hopping into the back of the scooter.

“It’s your fault for being slow,” Scootaloo teased, her forehooves firmly grasping the scooter’s handlebars. Quickly checking it to ensure it was still in good shape – it had been left in the bushes overnight, after all – she grinned in satisfaction at finding that it was none the worse for wear. Glancing over her shoulder as Apple Bloom climbed into the scooter, her little wings started to hum as she prepared for take-off. “Ready?”

“Ready,” both passengers answered, clutching the sides of the wagon.

The humming increased in volume as the pegasus filly hunched over the handlebars, her gaze focusing directly ahead of her. Without any warning, Scootaloo shot forward, dragging the wagon along behind her. Her wings beating so fast that they appeared blurred to anypony who saw her, she weaved her way through the crowded streets of Ponyville. “So where do you want to start?” she shouted back over the sound of the wind.

“Dunno,” Apple Bloom answered, her eyes skimming over the ponies they passed, looking for somepony that they could help. All the ponies they passed looked like they needed help, but Apple Bloom had no idea what she could do for them. As her gaze skipped from pony to pony, they lingered on a cluster surrounding the train station. “Hey, what’s goin’ on over there?”

_________________________________

Mayor Mare stamped her hoof, glaring into the compound eyes of the two intelligent changelings standing before her. As she glared at the pair, small differences became apparent that she hadn’t noticed before which allowed her to distinguish between them. The nearer one, who had threatened to burn down the town, was leaner, had fangs that were a little sharper, and there was a crack through the chitin that covered one of his legs, like it had been torn off and reattached once before. The other one, who had broadcast his Queen’s unreasonable demands, had eyes that were a deeper shade of green, looked almost as buff as Big Macintosh, and wore a perpetually blank expression in contrast to the contrast grin that plagued his companion’s features.

“Your emotions say that you’re not going to back down,” the larger one said simply, pushing his companion aside. His deep voice was flat and toneless, like he really didn’t care about the outcome of this conversation. “That would be unwise of you.”

“You come here and demand that we hand over our friends and fellow villagers just to save ourselves,” the Mayor snarled, stepping forward and getting right in the changelings’ faces. “I don’t know how you changelings do things, but we ponies won’t abandon our own so easily.” Cheers of support came from the surrounding crowd, and more than a few chants of “Hear, hear” could be heard.

The smaller changeling winced almost imperceptibly, as if what she had said had physically hurt him, but he quickly covered it with a broad smile. “Oh come now, Miss Mare,” he said disarmingly. “It’s not like we’re going to eat them. We just want to hold on to them, you know. To protect them. Keep them from doing anything foolhardy.”

The Mayor glared at him, disgust and repulsion spread clear across her features. “I refuse. You can return to Canterlot and tell your Queen that Ponyville will not bow to her. We do not accept her rule, and,” she turned to the ponies surrounding them, raising her voice so that everyone could hear her, “we will await the return of our true rulers, Princesses Celestia and Luna.” She turned back to the changelings, her voice lowering so that is was for their ears only. “And we won’t be the only ones. You can tell that pretender on the throne that nopony will accept her, and we will throw her off if we must.”

The larger changeling blinked once, a hint of surprise appearing on his features before vanishing as quickly as it appeared. “You would throw away your lives so easily?”

“There are some things worth dying for,” the Mayor answered easily. A twisted smile slid onto her features, which completely failed to touch her eyes. “Now unless you two want to find out whether your Queen is one of those things, I suggest you boys shove off.” The glares being aimed at the changelings gave the truth to her words, and the two nearly collapsed under the sheer force of all the hate being aimed at them. The ability to feel other’s emotions wasn’t always a good thing. Fear they could handle, but this? Not a chance.

“…Fine.” The larger changeling said eventually, accepting the inevitable. His companion turned towards him, his mouth opening as he started to argue against leaving the town so easily. His expression remaining completely unchanged, he punched the other changeling squarely in the face, knocking him to the ground. “The mission failed,” he said tonelessly, not seeming to pay attention as all the ponies around him recoiled in sudden fear. “You had said it would work, and it didn’t. We need to report this to the Queen.”

“What, you can’t think for yourself?” the other changeling grumbled as he struggled to his hooves, rubbing at the crack that had appeared on the chitin covering his face. Seeing the shocked expression on the Mayor’s face, he smiled gamely at her. “We’ll be out of your mane shortly, ma’am,” he said cheerfully as he walked past her towards the train. “Pity. I had hoped we could be good neighbors. Well then, until we meet again.”

The other changeling remained silent, his expressionless eyes staring up at a nearby building. Though nopony present could tell what he was doing, no one really wanted to interrupt him and direct his attention towards them. After what felt like a full minute, he turned and silently disappeared into the train car. The ponies present all let out a small sigh of relief as the door quietly closed behind him.

_____________________________________

“Did ya see that?”

“How could I have missed it? He just punched that other guy! That was awesome!”

Unnoticed by any of the other ponies, three little fillies hid in the bushes near the train station, discussing what they had just witnessed. In front of the train itself, Mayor Mare was saying something about how they needed to be strong in these trying times. Or something like that. The fillies weren’t really paying attention, but whatever she was saying seemed to have an effect on the adults as most of them perked up as she continued to talk.

Sweetie Belle shuddered, the leaves shivering along her. “That was scary is what it was. I don’t like that big one. He’s scary.”

“Yeah, no kidding,” Apple Bloom agreed tugging at her crusader cape as she did so. She was the only one of the trio wearing their cape, and it was getting annoyingly tangled up in the bush branches. “Ah hope we never see him agai-”

She was cut off by Scootaloo suddenly shouted and the other two looked at her as she clamped her hooves over her mouth, smiling sheepishly. “Sorry,” Scootaloo said more quietly before removing her hooves, a broad smile spread across her face. “I just got a great idea! We should sneak on that train!”

“What.” Her friends said simultaneously, looking at her in disbelief.

“It’s perfect,” Scootaloo said eagerly. “We’ll be able to help Rainbow Dash and her friends and everything, and we might even get our cutie marks!”

“Yer gonna have to explain that one to me,” Apple Bloom said, She was normally all over any idea to earn their cutie marks, but this sounded dangerous. Even more dangerous than usual.

Scootaloo looked at her friends as if she couldn’t believe they didn’t know what she was talking about before frowning slightly as she realized she would indeed have to give a full explanation. “Think about it,” she whispered. “Twilight said when we were at the hospital that the changelings have taken over Canterlot. These ones must have come from there, and that means they’ll be returning back there.”

“And you want to go there because…” Sweetie Belle led, still unsure what the pegasus what getting at.

Scootaloo’s grin broadened and she leaned in as if she was imparting a great secret. “If we can sneak into Canterlot and get the Elements of Harmony, Rainbow Dash will be able to lead the others to chase the changelings out! We’ll be heroes!”

The other two eyes widened as they realized what Scootaloo was talking about. Indeed, if they pulled this off, they would be heroes known throughout Equestria. Applejack and Rarity might worry, but surely they would understand, right? They could stop worrying, and they would be able to fix everything. After all, nothing was impossible for Sweetie Belle’s and Apple Bloom’s big sisters.

And a hero cutie would look really cool…

After a few minutes passed in silence, the trio simultaneously broke out into giant smiles as they looked at each other. Together, they leapt out of the bush and banged their hooves together, screaming their catchphrase to the nearly-empty train station.

“CUTIE MARK CRUSADER HEROES! YAY!!!”

____________________________________

Spike blinked in disbelief as he saw three very distinct fillies sneak onto the train, rubbing at his eyes in the vain hope he was only imagining things. No such luck. After he had finished cleaning the library up, he had thought to pick up some foodstuffs for his friends that were getting out of the hospital, as well as a few gems for himself. The cloth bags hanging limply from his claws gave a silent testament to the amount he had hoped to purchase.

While he was out, he had noticed the scene playing out in front of the train station. He remembered the changelings well; having been at the wedding himself. But these changelings were different than the ones he remembered. Other than the Queen, they had all seemed like empty emotionless drones – dangerous only in large numbers. But for whatever reason, these ones were intelligent. He had to know why.

After the Mayor had finished her speech to the surrounding ponies about how they all needed to work together in these tough times, the crowd had quickly scattered. It was like they didn’t want to stay around the changelings any more than they needed to as much as a desire to help all the despairing ponies around town. They might panic at the drop of a hat, but there was no denying that the residents of Ponyville were strong when they needed to be.

But that wasn’t Spike’s concern at the moment. He had stayed behind in the empty train station, hoping that he would see something to answer the questions tearing through his mind. Twilight would want to know what was so different about these changelings. What he had seen instead horrified him to the core.

“What can I do?” He groaned to himself, clutching his skull, thinking about the three fillies. “Ohh, this is all my fault.” Sure, he had given them the idea to try and find their cutie marks, but sneaking onto a train with changelings on it, trying to be heroes? What in Equestria were they thinking?

“I need…” his mind raced furiously as he tried to think about what he could do. “I need… I need to tell Twilight!” he exclaimed at last. She would be able to get the fillies off the train before it left, and if she couldn’t, well, he tried. Nobody could say he hadn’t done his best. His mind made up, he turned away from the train station towards the road that would lead him to the hospital.

As he took his first step, a loud whistle from behind him stopped him in his tracks. Looking back at the train, he saw it slowly come to life, the wheels of the locomotive squealing as pressure was applied on them. Spike turned away from the train, squeezing his eyes shut and trying to block out the piercing whistle.

No, it didn’t concern him. He had to tell Twilight what happened. That would make it her problem. As he tried to convince himself, Twilight’s voice from the previous night rose unbidden in his mind. Take care of those three, her voice said.

“That doesn’t count,” he argued weakly against the voice as he heard the train start to inch out of the station behind him. “She didn’t know they’d get into this much trouble.” This was too dangerous for him. Twilight and her friends could take care of it. They could save the fillies from whatever trouble they got themselves into.

Rarity would be so sad if her sister got hurt…

Groaning in defeat, Spike threw the empty cloth bags in the dirt. Quickly turning, he saw that the train was picking up speed and had almost left the station. “Oh no, you don’t.” His little legs pumping wildly, he ran as fast as he could for the departing train. In his haste, he failed to pay attention to the road before him. Accidently stepping on a small pile of pebbles, one of his feet shot out from under him, dropping him heavily on his stomach.

Dazed by the impact, Spike unsteadily climbed to his feet. His scales were covered in tiny scratches from all the rocks, but he didn’t have time to pay attention to it. The steam whistle went off again, and Spike focused on the piercing sound, his world narrowing to only the departing train before him. His heart feeling like it was pounding in his throat as he ran, he slowly closed the distance between him and the train before it could pick up any real speed. The rest of the world vanished in a haze of white, he stretching out his claw, reaching for the departing train.

Barely managing to grasp the edge of the little platform on the back of the final car before it sped up faster than he could run, he heaved his torso onto the smooth metal. His legs and tail hung out into the open air, scraping at the speeding ground beneath him, before he managed to haul his hindquarters onto the platform with him. Lying on his back and gasping for air, he stared forlornly at the rapidly shrinking sight of Ponyville behind him.

“I just know I’m going to regret this,” he groaned.

_______________________________________

Unknown to Spike, his departure hadn’t gone fully unnoticed. One mare had remained at the edges of the train station, shock pinning her to the ground. Those were changelings. Those were undeniably changelings. When they were untransformed, their appearance was unmistakable. If they were here, it meant that she couldn’t be too far away. The one the mare had been searching for.

Finally, after all these years, the mare’s quest was approaching its end.

Several minutes passed in silence as the mare stared in silence at the spot the train had just vacated, not fully believing what she had just seen. She had thought she would never find a lead. All the years of long searching had taken their toll on her, and she had eventually given up, deciding to make a new life here in this town. And just like this, a lead had fallen right at her doorstep.

Her stalled mind eventually realised what she had witnessed, and the frozen gears in her brain kicked into full gear. She had been in such shock that she hadn’t even realized what was happening in front of her. Now, because of her failings, four young innocents were heading into danger. She shook her head, disgusted in herself, her large hoop earrings swinging freely through the air by her head.

Making up her mind, she turned and began trotting away from the train station, her muzzle pointed directly at her destination. The wind blew through her mohawk, causing it to rustle slightly while the evening sunlight threw her fur in stark relief, making it appear at a casual glance that a series of stripes were walking down the road.

Most of the ponies who saw her gave her a casual greeting, which she responded to in kind. It was a little strange for them to see Zecora heading towards the hospital, but a lot of weird things were happening today.

Discovered

The three fillies sat huddled together, the only sound to be heard was the constant chunk-chunk as the train sped along the tracks to its destination at Canterlot. Each of the three was doing their own thing as they waited for the time to pass. Scootaloo stared out the window, nearly bouncing in excitement as she awaited the appearance of the great city where she hoped to receive her cutie mark. One hoof rested on the scooter which she had brought onto the train with her, and she used it to lift herself to better see the passing scenery. At her side, little Apple Bloom was much less enthusiastic.

Apple Bloom shifted uncomfortably. The jewels on the clasp at her throat glittered in the evening light, and she started to feel like it was choking her. She was tempted to remove the red-and-gold hoofmade Crusader cloak, but decided to continue wearing it. If she lost it, she would probably never find it again. She had kept it despite having been foalnapped out of her own bedroom; she wasn’t about to lose it now.

A quiet whimper beside her drew her gaze over to Sweetie Belle. The little unicorn had curled up into a ball, and was mumbling to herself as she shuddered with her hooves on her head. “Ya okay, Sweetie Belle?” Apple Bloom asked quietly. She didn’t want to be heard by the two changelings, who were only a few train cars away. Sweetie Belle peeked out at Apple Bloom through a gap between her forelegs, weakly nodding her head before curling up again. Seeing she wasn’t going to anything more from her scared friend, Apple Bloom instead decided to take a look around at the train car they had smuggled themselves into.

The Friendship Express was the pride and joy of Equestria, being the fastest method of travel throughout the country, and even travelling to other countries. Actually, with the exception of walking or flying, it was practically the only method of travel throughout the country. A miracle of a combination of magic and technology, it somehow used heated water to move. Apple Bloom’s teacher, Miss Cheerilee, had explained the phenomenon in class a few months ago, though Apple Bloom couldn’t really remember the details. Something about the magic heating and evaporating the water, and then the steam doing… something to make the train move. Yeah, that sounds about right.

As for the train car itself, it was wonderfully inviting. The lovingly made feather-down cushions were tastefully offset by the billowing thick curtains, ready to invite passengers to close the blinds and sleep during the long overnight trips. The carefully painted brown wooden walls were periodically interrupted by the smoothly-cut windows, giving passengers a magnificent view of the passing scenery.

Not that Apple Bloom paid any attention to any of this, instead hopping up on one of the many seats that filled the car. She focused her gaze on the swinging light fixtures on the ceiling, wondering why she had agreed to go along with this. AJ’s gonna be so mad. Trying to get her mind away from the imminent lecture she would be facing from her older sister, she instead thought about the group was going to do when they reach Canterlot.

…

Wow, are we really this bad at plannin’ things?

The Crusaders had never been good at planning out the activities that were supposed to give them their cutie marks, instead preferring to dive right into the action. Maybe if they took the time to think things through, they would come home covered in tree sap less often. Stuck on a moving train with nothing to do, Apple Bloom was starting to wonder if this was such a good idea.

“Whatcha thinking about?”

Apple Bloom’s head shot up to see Scootaloo staring at her, curiosity clearly visible in the orange filly’s eyes. Scootaloo hopped onto the sofa, giving Apple Bloom a playful little nudge. “You ain’t thinking about bailing out already?” the pegasus asked teasingly.

“Just a little bit,” Apple Bloom admitted. At Scootaloo’s look of surprise, she felt the need to clarify. “Are you sure this is a good idea? How are we supposed to pull off what everypony in Canterlot couldn’t?”

Scootaloo casually brushed off Apple Bloom’s worries, leaning her head against the seat back. “Ah, don’t be such a baby. We’re not going to fight them. We’re just going to sneak in there, like one of those ponies Pinkie told us about. What did she call them again?”

“You mean those ninjas?”

“Yeah, that’s right.” Scootaloo smiled, having gotten the answer she was looking for. “We just need to be sneaky, like we’re trying to slip in after curfew. What could possibly go wrong?”

A choking noise from Sweetie Belle caused the two of them to look at her, and they saw she was staring back at Scootaloo disbelievingly. Her mouth moved, but anything she said was overwhelmed by an abrupt crash from the car directly next to them. The ruckus continued, even seeming to gain in volume, and they could hear voices filtering in through the door connecting the next car over. The door buckled and exploded inwards, filling the car with debris and billowing white smoke.

Her body moving instinctively, Apple Bloom dove underneath the seat she was sitting on. She collided with Sweetie Belle and Scootaloo, who had both reacted in the same way she had. The three fell together in a pile underneath the seat, hidden from sight. The smoke prevented them from seeing what had happened, but they could hear something moving in the car with them.

Sweetie Belle’s breathing was fast and erratic. Apple Bloom could feel her sides heave as the white unicorn deeply inhaled. Before she could scream and give away their position, Apple Bloom and Scootaloo both pounced on her, covering her mouth with their hooves. Relaxing slightly, voices filtering in through the wreckage drew their attention. The smoke was starting to clear, but because of the seat above them, they could only see the area closest to the ground.

“You ponies are just full of surprises, huh?” The voice belonged to a changeling just entering the car. His black, chitinous, hole-riddled legs softly thudded against the wooden floor of the car every time he took a step. A slight buzz tinted his words, giving them an otherworldly feeling. “Can’t say I thought any of you would try to stop us so soon.”

“Seems like there’s a lot you didn’t think about, Last Breath.” The second voice came from another changeling, who entered the car behind the first. This one’s voice was deep and even, seemingly locked in a steady state of disapproval. What little they could see of this one’s legs was heavyset, and he was a lot thicker than the other one. “This entire plan of yours has been a failure from beginning to end. I don’t know why the Queen even bothered wasting any energy on a collection drone like you.”

“Aw, don’t be like that, Innocenty,” the first changeling, apparently named Last Breath, said. Somehow he was able to sound both wheedling and mocking at the same time. “Not everyling can be a Major, you know. We would want guys like you to starve without guys like me around. Oh, my mistake. I meant ‘wouldn’t’.”

A flash of light filled the room, followed by a meaty thwack as the smaller changeling was thrown against the train wall. “I should kill you right now,” the larger changeling hissed, his deep buzzing voice barely carrying to where the Crusaders huddled together. A green glow filled the room as he pinned the smaller changeling against the wall with his magic. “I don’t know why the Queen favours a traitor like you, but if you know what’s good for you, don’t push me.”

“Too bad you’re a good boy who follows orders, huh?” Something moved on the floor close to where the crusaders lay hidden, and Last Breath’s antagonistic voice shifted slightly. “Oh look, your prey’s starting to escape. Why don’t you show me how you handle this? Show me what you can do, Innocent Sin.” His voice was cut off as he was suddenly thrown into another wall, hitting the wall with the crackling sound of splintering wood.

“You don’t have the right to use my full name,” the larger changeling, Innocent Sin, snarled. Turning away from the smaller changeling, he walked down the aisle in the direction the Crusaders hid. The fillies recoiled away from the oncoming hooves, squeezing themselves against the back wall as far away from him as they could. The oncoming hooves reached the seat where they hid… and continued on down the aisle.

Following his steps with their eyes, the trio saw when he stopped in front of something white lying on the carriage floor. Whatever it was must have been what flew through the train door. The white object shifted slightly, and Apple Bloom’s eyes widened as she saw several patches of brown scattered along its surface. Something about it tickled at the back of her memory, before it stuck its head up and she could see its face as it glared up at the changeling standing above it.

“That’s Pipsqueak!” she hissed, too surprised to remain silent. “What’s he doing here?”

“Who?” Scootaloo whispered back, glancing from Apple Bloom to Pipsqueak and back again.

“Twist introduced him to a few days ago! He moved into town not too long ago, she said he hadn’t made many friends yet.” Indeed, that had been the first time she remembered meeting the tiny pinto earth pony. A few years younger than Apple Bloom and her friends, he still wasn’t quite old enough to start going to school yet.

Scootaloo’s throat shifted as she visibly swallowed, and she licked her lips as she stared back out at the colt on the floor. “If he doesn’t get out of there soon, he’s not going to need to worry about making friends.”

“Where did you take her?” Pipsqueak demanded of the changeling, uneasily climbing to his hooves. The girls could tell he was badly hurt from the way he moved, but the ferocity in his eyes was as hard as steel. The little pinto earth pony’s movement was unsteady and cautious, and he fell back to the ground before he could stand upright. Dozens of little wooden splinters stuck out of his coat, tiny drops of blood oozing from several of the wounds. He must have gotten all that when he had been blown through the doorway.

“He’s not going to get out of there, is he?” Apple Bloom asked. Scootaloo and Sweetie Belle silently shook their heads as they watched the scene unfolding before them. A part of them wanted to go out and help him, but fear of discovery kept them pinned to the ground.

“Why?” Innocent Sin’s deep voice drew the fillies’ attention again. “Why do you ponies keep fighting us? It would be so much easier if you would just submit, but both you and that Mayor refuse to surrender.”

“Bullies like you would never understand,” Pipsqueak said, finally managing to stand upright. The fillies couldn’t see his face anymore, but he sounded as determined as ever.

“The world’s not so black and white, kid,” Last Breath said from where he lay against the train wall. “Who knows, maybe we’ll be able to see eye-to-eye someday.”

“You overstep your bounds again, Last Breath,” Innocent Sin said balefully. The fillies shivered as the temperature in the room seemed to drop ten degrees at the chill in his voice. “Open your mouth once more, and I will kill you.”

“Promises, promises,” Last Breath muttered. Despite the way he seemed to enjoy pushing Innocent Sin’s buttons, he clammed up anyway, showing he took the threat seriously.

Turning away from the irritating changeling, Innocent Sin turned his attention back to the colt before him. “So that’s your answer?” A bright flash of green filled the train car, and suddenly Mayor Mare was standing where the changeling had been a second before. “Are you sure I can’t persuade you otherwise?” Despite the voice being the Mayor’s, the tone of voice was as flat and emotionless as ever. It really was a terrible disguise.

“I’m young, not stupid,” Pipsqueak said bluntly as Last Breath snorted. “I know that’s still you.”

“Hmph.” Another flash of green and the Mayor vanished, the changeling returning to his original appearance. There was a sudden hacking noise from Innocent Sin. While he appeared to be choking on something, after a few seconds, he spat out a large glob of green goo, pinning Pipsqueak’s hooves to the floor. Behind him, Last Breath seemed to be choking on his own ill-contained laughter. “Is there something you find amusing?”

“I thought I wasn’t supposed to talk?” After a moment’s silence in which neither changeling said anything, Last Breath answered the question that had been posed of him. “You can’t just fool them just by looking like them. You have to act like the ponies, too. Also, transforming in front of them makes the whole thing useless.”

“You would know, wouldn’t you?” Innocent Sin spat. Whatever they were talking about, it sounded like a long-standing grudge. Several minutes passed in silence, during which the fillies and colt remained silent while the two changelings glared at each other. The sheer force of the enmity between the two felt like a physical object, smothering and choking every other living creature in the room. For several long minutes, the only sounds that could be heard was the sound of the wheels running along their tracks and the noises made by the locomotive at the head of the train.

After the tense moment seemed to drag on forever, during which Pipsqueak and the three hiding fillies feared that the two changelings would attack each other, Innocent Sin broke the stalemate. “I wonder,” he said, turning back towards Pipsqueak, “how is it that you knew we had her?” His voice was firm and brimming with anger, but for whatever reason, it seemed he was going to pretend like the near-explosive situation had never happened.

“I’m not telling you nothing.”

“Brave little warrior, aren’t you?” Innocent Sin asked scornfully. “Or should I say pretend warrior? You may not be a gryphon, but…” A sickly green glow filled the car, emanating from where he was standing. “Let’s see what a herd animal knows about loyalty.”

Apple Bloom flinched as a loud shriek suddenly filled her ears. She had been too focused on the events before her that she hadn’t noticed as a strange sense of weightlessness overtook her body. Looking down, she saw that her entire body had been wrapped in the same green glow that filled the carriage. A silent scream fought to escape the sudden paralysis she felt in her throat as she struggled against the inexorable pull of the changeling’s magic. She could feel her friends grabbing her hind legs, both of them fighting to keep Apple Bloom from being dragged away from the presumed safety offered by their hiding place. The green glow spread onto their hooves as well, and all three were dragged out into the light.

“Here’s a tip,” the glow coming from Innocent Sin’s horn vanished, dropping all three fillies. They hit the ground with a dull thud beside Pipsqueak. “Don’t bother hiding from creatures that can sense emotions. It won’t work.”

“Apple Bloom?” Pipsqueak asked incredulously. “What are you doing here?”

“Ah could ask you the same.” Groaning, Apple Bloom managed to get her hooves underneath her and force her body upright. Beside her, she could hear her friends doing the same. “We was hopin’ to sneak into Canterlot,” she admitted to Pipsqueak. Finally getting her bearings, her gaze unwilling traced the body of the changeling standing before her, traveling from his hooves all the way to his eyes. The sight of those cold slit pupils staring directly at her was nearly enough to make her wet herself.

“Canterlot?” Innocent Sin asked her. “Why would you want to go there?” Her eyes were brimming with unshed tears and her teeth were chattering loudly enough to be audible, but Apple Bloom bit her lip and refused to answer. Seeing that she wasn’t going to comply, Innocent Sin’s horn blazed with that familiar sickly green. The glow shot out from his horn, reaching out and wrapping itself around her throat.

Sliding underneath her cloak and clasp, the glow solidified itself into a collar around her neck. Kicking and flailing, the ring lifted her into the air until she floated at eye level with the large changeling. Innocent Sin’s gaze was firm and unyielding, and he appeared unmoved by her struggles. “What. Did. You. Plan?”

“Let her go! She can’t breathe!” Scootaloo and Sweetie Belle rocketed forward, launching themselves at the changeling little fleshy cannonballs. But if they were cannonballs, then Innocent Sin was an unyielding fortress. His carapace was like a natural armor, and he barely even flinched against the pair of impacts striking his chest.

Dropping Apple Bloom to the ground, where she lay sucking in the sweet, sweet air, he turned his attention instead to his attackers. Namely, the little pegasus rubbing her head. His horn glowing again, he flipped her onto her back. Pinning her to the ground with a hoof on her chest, he frowned down at her. “I’m losing patience. Tell me what I want to know, or we’ll find out how much pain you ponies can withstand.” His fangs and eyes seemed to shine in the evening light, giving him a horrifyingly alien appearance.

Scootaloo swallowed loudly as she looked up at the monstrous sight above her. His hoof was firm and heavy, and no matter how much she struggled, it refused to budge. It wasn’t enough to hurt, but the strength she felt from the controlled pressure left her with no doubt that he could crush her if he wanted to. Filled with fear and feeling like she was going to die, Scootaloo did the only thing she could think of.

She started to cry.

“Get away from them!” Innocent Sin leapt back from the weeping filly as a bolt of green fire passed through the spot he had vacated a moment before. The air rippled and warped from the heat of the flames, which continued uninterrupted on its path until it hit the train wall. The greedy flames quickly spread, seeking and consuming ever more fuel and within seconds, the roof of the train was lost in the roaring blaze.

The three fillies and one colt turned to look at the newcomer. Standing in the doorway, their tiny purple potbellied rescuer stood cast in the light from the flames above. “Spike!” three overjoyed voices shouted at the sight of the baby dragon.

“Spike, huh?” Last Breath mused, slowly closing the distance between him and the latest arrival. “Wonder what Twilight’s pet dragon is doing here- WHOA!” He jumped back as Spike spat another bolt of fire at the ground in front of him, which quickly spread and separated the changeling from the youngsters.

“Are you okay?” Spike panted, rushing up to the foals. Two shots of fire had really taken a lot out of him, and he didn’t think he could pull off another one. Bending down, he sliced through the bonds pinning Pipsqueak’s hooves to the floor with a quick swipe of his claws. “What were you all thinking, sneaking onto this train? I’m just glad I followed you.”

“Can we have this conversation later?” Sweetie Belle asked, pointing at the crackling flames separating them from the two watching changelings with a wave of her chin.

“Yeah, I guess,” Spike admitted. “And who are you?” he asked of the colt he had just finished freeing.

“Th’ name’s Pipsqueak,” the pinto pony said proudly. “I’m going to rescue Princess Luna. I had a dream, and-“

“Yeah, that’s great,” Scootaloo interrupted, quickly cutting him off. She had wiped away the tear streaks running down her face, but her eyes were still a little red. “Can we go?”

“How?” Apple Bloom asked, gesturing at the dancing flames which had completely surrounded them, cutting off the exit behind them as well.

“Umm…” Scootaloo’s gaze skidded along the roaring flames until they landed on something half-hidden underneath the seat they had been concealed by before. Diving for it, she pulled it out where the others could see it. “My scooter,” she told the others. “Wouldn’t want to forget it.”

“And how is that going to help us now?” Apple Bloom asked, her voice positively dripping with sarcasm.

“Like this.” Gripping her scooter firmly in her hooves, Scootaloo spun in place and swung the scooter as hard as she could at the window pane above her head. With a mighty crash, the glass appeared to explode, throwing tiny twinkling shards in every direction. Mindful of the debris, Scootaloo hopped into the empty window pane. “We’re blowing this joint.”

“Are you nuts?” Apple Bloom yelled at her. “Ah can’t fly!”

“I can’t either, but,” the rest of what Scootaloo intended to say was lost as the train suddenly shook and seemed to nearly jump from the tracks, and her hooves slipped off the ledge. A quiet “Whoops” was all she had time for before she fell out of sight.

“No time! Go! Go!” Shoving the foals towards the open window, Spike turned to look at what the changelings were doing. Much to his surprise, they had barely moved, only taking a few steps back away from the heat of the flames. The larger one was frowning at him, like he wanted to chase after the group and stop them from escaping. But the smaller one actually lifted a hoof when he saw Spike staring, as if he was tipping a non-existent hat, his mouth twisted into a jaunty smile.

“Spike! Let’s go!” Spike turned to see that only Apple Bloom was left, the other two having already leapt from the train. The filly was waving at him, telling him to hurry up. Running over to her, he heaved himself onto the windowsill beside her.

The cool air whipped at his face, and the ground passing beneath him at an incredible velocity made him wonder if maybe the burning train wasn’t the safer place to be. Before he could turn back, he felt something strike him in the small of his back, throwing both him and Apple Bloom out of the burning train. His body seeming to move of its own accord, he grabbed Apple Bloom and wrapped his body protectively around hers. I knew I was going to regret this, was all he had time to think before his head struck a large rock on the ground, and then all his thoughts were darkness.

_____________________________________

“Are you sure we shouldn’t wake him?”

“Nah, he’s fine. Keep pulling.”

Several hours had already passed since their escape from the burning train, though the evening sun remained locked in the same position as ever. After they had managed to leap from the train car, the group had managed to hook up again without any major difficulties. The only injury the group had sustained during their flight from the changelings was Spike being knocked unconscious when he hit the ground. In addition, Apple Bloom’s cape and clasp had been torn off and left behind at some point during the chaos. She wasn’t sure when it happened, but thought it was when she had leapt from the train. Thankfully, her favourite red ribbon was still firmly attached to her head.

After meeting up, the four foals had argued about what they should do. Sweetie Belle had suggested heading back to Ponyville, but both Scootaloo and Pipsqueak had disagreed with that idea. Scootaloo didn’t want to return to Ponyville with empty hooves, but the idea of heading into Canterlot clearly frightened her. When the possibility of meeting that large changeling again had been brought up, she had shuddered and quickly changed the subject.

The argument had finally ended when Pipsqueak asked them if they wanted to travel with him. He told them he had been sent a dream from Princess Luna, and that he was going to rescue her. Apple Bloom promptly pointed out how much that sounded like the stories she remembered her parents reading her when she was just a baby. The stories about a brave group of heroes rescuing captive princesses from all sorts of horrible monsters. When Apple Bloom made the connection, the other two leapt at the idea to go with Pipsqueak. Hero cutie marks weren’t out of their reach yet.

The fact that they would never have to meet that large changeling again was a plus.

All this led to the current situation, with the four foals tied to the front of a makeshift litter that Apple Bloom had quickly lashed together. It was really nothing more than sticks and vines. Spike slumbered blissfully on top of the litter where the group had tossed him, not seeming to realize that his head stuck out over the edge and dragged against the ground as the litter moved forwards. Scootaloo’s scooter lay next to him, and the filly in question would look back every so often to reassure herself it was still there. Now and then, the litter would catch on a protruding rock or tree root, and the group would need to stop and tug it free.

“So where are we going anyway?” Apple Bloom asked Pipsqueak eventually, being the first to realize that they really didn’t have a clear destination in mind.

“Not really sure,” Pipsqueak replied, shifting the vine that tied him to the litter. “Princess Luna just put the knowledge in my head of where she is and that she had been captured by the changelings. I had hoped to find out a little more, but they found me too soon.”

“She ‘put the knowledge in your head’?” Sweetie Belle asked. “She can do that?”

Pipsqueak just shrugged, not really sure himself. “She did, so I guess she can. All I know is that she’s south of us, but I don’t know how far away.”

“Well, I hope Spike wakes up soon,” Scootaloo said, groaning as the litter caught on yet another rock. “Because this is getting old real fast.” As the group stopped to free the litter once more, none of them noticed a pair of glowing yellow eyes watching them from under the cover of a nearby bush. By the time the foals finally freed their burden, the eyes had vanished, the leaves barely even stirring at their wake.

Setting Out

The setting sun sees all, every little thing spread across the surface of Equestria. From the biting cold mountains of the north to the baking hot sands of the south, nothing escapes the all-seeing eye of the burning orb of the sky. The earth ponies of Appleooza, the unicorns of Canterlot, and the pegasi of Cloudsdale all live their days out being watched. Ponies can go their entire lives under the watchful gaze of the sun, never aware that their every move is being observed. And even if they did know, most of them would only find the warm, motherly gaze a comfort throughout their daily lives.

But without the shepherd of the sun to guide it through the sky and gently put it to rest at the end of each and every day, the sun was unsure what it should do. All the sun had ever done was watch. And as events unfolded on the ground far below it, tying together many fates and destinies, the sun could do naught but watch.

As the burning Friendship Express carried two changelings to their destination, as a group of youngsters vanished into a dark forest, the sun instead turned its gaze to a certain town. The sun’s attention was inexorably drawn to a certain room in the town where four mares sat in a circle. Purple, pink, white, and yellow, they were locked in discussion. Two other mares, one orange and one cyan, remained on the beds that were within the room, occasion contributing to the conversation.

“…and the way you just fell away from the window,” Rainbow Dash said from where she lay on her hospital bed, her squeaky voice shaking with suppressed laughter. “That was hilarious.”

“Humph,” Rarity replied, an annoyed look in her eyes as she turned her head away from the bed-ridden pegasus. “If you had seen it, you wouldn’t think it was so funny.” Her offended tone was almost enough to draw attention away from the embarrassed blush that lightly stained her cheeks. Unfortunately for her, Dash picked up on what she was trying to hide right away.

“Bwaahaha!” Dash laughed, easily blowing away Rarity’s flimsy rebuttal. “So what if I had seen it? It was a changeling. For Celestia’s sake, we beat ‘em by the dozens before, and even their Queen wasn’t all that impressive.”

“It didn’t feel like we were looking at one of the changelings from the wedding,” Twilight said, her eyes darting back and forth as she skimmed the book she had levitated in front of her. She just knew she would find the answers she needed in here. She just had to. When that large changeling had looked up here, it had felt like… like…

“It felt like a predator,” Fluttershy whispered, unknowingly finishing Twilight’s thought. Trust the animal lover to know these things.

“Well, shoot,” Applejack said as Twilight disappointedly put the book aside. “Now that ya mention it, Ah reckon that sounds about right, ‘Shy. Ah think Ah felt about the same the first time Ah saw one of them timberwolves hangin’ around the farm. Ah was just a filly and just hid in the farm, hopin’ against hope it wouldn’t find me.” She chuckled nostalgically at the mental image of her, no more than Apple Bloom’s age, hiding in the barn rafters and praying the giant wooden carnivore wouldn’t look up.

“But,” Rarity said, breaking Applejack out of her reminisce, “you didn’t seem to have any trouble facing down that hydra. Even though it did this,” she gestured at the various bandages and splints that covered the farmpony’s body, “to you.”

The fond look on Applejack’s face vanished, replaced with a self-disappointed scowl. “Ah’m older now, and the critter was threatenin’ my family. No way would I turn tail and run.”

“You go, girl,” Dash said with a grin, punching the air in front of her.

Rarity looked like she wanted to say something, but stopped as she considered Applejack’s words. After a few second’s thought, she inclined her head in acknowledgement. “I suppose that’s fair. I probably would have done the same.” Something caught her attention out of the corner of her eye and she gasped in shock as she turned to get a better look. “Goodness, Pinkie, what happened to you?”

“Nothing,” Pinkie said dully. In fact, Rarity felt that everything about the normally perky pony was dull. Her dull blue eyes stared dully out from behind her dull pink mane, which hung limply over her dull expression and dull coat. Even her cutie mark looked dull.

“Don’t give me ‘nothing’, dear,” Rarity chided. “Anypony could tell just by looking at you that something’s wrong.” As the seconds ticked silently by, the others could practically see the moment that Rarity ran out of patience. “Now Pinkie,” she said firmly. “Don’t think for an instant that I won’t force the answer out of you. I’ll… I’ll… I’ll unleash Fluttershy on you.”

“Eep.”

Pinkie grunted at Rarity’s threat and Fluttershy’s resultant squeak, clearly not impressed.

“Alright, don’t say I didn’t warn you. Fluttershy, darling, if you would be so kind? Fluttershy?” Noticing a sudden lack of shy pegasi in her field of vision, Rarity glanced around the room, rolling her eyes when she spotted a bright pink tail poking out from under Dash’s bed. Her horn glowed a bright blue as she gripped the tail in her magic, dragging it and its owner out from under the bed and depositing them both in front of Pinkie.

“Oh… Um…” Fluttershy hedged, torn suddenly from the safe darkness. “Um… if you wouldn’t mind,” she said to Pinkie, “could you maybe tell me what’s wrong? Oh, if that’s okay with you?”

Pinkie frowned at her friend, but not even the sturdiest of depressed emotions was able to stand up to the incredibly adorable concerned look the butter-yellow pegasus was giving her. Pinkie felt herself getting lost in the giant cyan eyes, not even noticing as color gradually returned to her coat. Her mane poofing out, she released a giant smile and wrapped Fluttershy in a giant hug. The little surprised squeak let out by Fluttershy just made Pinkie hug harder. “You’re just so cute!” she exclaimed. “Give your Auntie Pinkie a hug!”

“I’m… a year… older… than you…” Fluttershy gasped, struggled to escape the unexpected embrace. “Can’t… breathe…”

Twilight rolled her eyes as she looked away from the sappy moment to look at the others in the room. Just Pinkie being Pinkie. “I think we can agree that the situation’s changed,” she told the others. “If the changelings came all this way, they’re probably after us.”

“Not to question ya, Twi, but do ya really think so, sugarcube?” Applejack asked. “Why would them changelings want to come after us, right after they’ve gone and taken Canterlot?”

“Ain’t it obvious, AJ?” Dash said, her rough voice nearly cracking with excitement. “We’re the Bearers of the Elements of Harmony. Those freaky things know we’re a threat.” She banged her front hooves together, a violent smile spreading on her features. “And I look forward to proving them right!”

“No Dash,” Fluttershy groaned as she struggled against the entrapping hug. Pinkie had started humming happily while nuzzling Fluttershy’s neck, ignoring Fluttershy’s weak struggles. “You can’t get up yet; you still haven’t recovered.”

“Aw, don’t worry, Shy.” Dash said, cheerfully ignoring the very real reasons Fluttershy had to be worried. “It’s just my wing that’s hurt. The rest of me is still as awesome as ever. I’ll show those buggy things a thing or two even with both wings tied behind my back.”

“Ah know Ah'm normally supposed ta keep Dash from rushin’ in and doing somethin’ dumb,” Applejack interjected, “but this time, Ah agree with her. The sooner we kick them out, the sooner we can get things back to normal.”

“That’s sounds like so much fun!” Pinkie burst out, finally releasing Fluttershy. Bouncing around the room, she left all sorts of colorful party streamers and confetti in her wake. “And once we beat them, we can throw a Yay-We-Saved-Canterlot-Party!”

Rarity cleared her throat awkwardly, cautiously edging away from the colorful detritus the party animal was spreading around the room. If any of that stuff ended up in her mane, it would be a nightmare to clean out. “Well, dear,” Rarity said, unobtrusively distancing herself from Pinkie as the eccentric earth pony made another pass around the room. “You certainly seem to have recovered nicely.”

Pinkie bounced to a stop in front of the fashionista, her broad grin practically splitting her face in half. “Yeperoony! See, I saw that big scary-looking changeling, and I thought for sure that he wouldn’t want to be my friend. There was just something about him. Like there’s a wall there. That made me sad. But then I realized I have five of the best friends anypony could ask for, and that made me happy again.” Her forelegs reached out at that, grabbing the five mares in question and wrapping them in a giant group hug. She was somehow able to include Applejack and Rainbow Dash, despite them being confined to beds on opposite side of the room.

As the girls were wrapped in Pinkie’s hug, a new voice entered the conversation. “The best of friends to the end. These are those who Equestria would depend. If this is who the world would choose, then truly we are in good hooves.” As one, the six mares turned to look at the doorway as Zecora entered the room, the zebra’s jewelry jangling slightly as her hooves beat a short pattern against the floor.

“Oh, Zecora,” Twilight greeted the arrival, disentangling herself from the hug. Her horn glowing, she zipped over a pair of chairs, one for her and one for the tired looking zebra. “Is this… about what we talked about last night?”

Zecora shook her head, gingerly dropping herself down on the offered chair. Her eyes looking both sad and serious, she gazed at the six mares as they quieted down and listened to her. “Listen my friends, and listen well, to this story that I must tell.”

_________________________________________

The six mares listened in silence as Zecora explained to them what she had witnessed down at the train station. From when the mayor had stood up to the two changelings, to when Spike and Apple Bloom and her friends had disappeared onto the train, while Zecora had done nothing to stop them.

“Oh, Spike…” Twilight mumbled, staring out the window. She could almost feel as the warm, comfortable life she had built up was coming crashing down around her.

“So, you said that you did nothin’ to stop them, Zecora. Mind explainin’ yourself?” Applejack asked the zebra. When Zecora only looked down at the floor shamefully instead of answering, Applejack sighed as she leaned into the hospital pillow. “Ah suppose you had your reasons. If you don’t want to share, Ah won’t pry.”

“Well, we were just talking about leaving,” Rarity said as she stretched, her back giving a satisfying pop. “Now we’ve got our destination. Canterlot. And then I am sitting Sweetie Belle down and giving her such a lecture.”

“Do we even know they’re in Canterlot?” Fluttershy asked. The meek pegasus was unsure about simply charging into what was now changeling headquarters. “I mean, it would be so frightening to show up and the girls aren’t even there.”

“Where else would they be?” Dash flexed her one good wing as she talked, ready to get out of this hospital bed. She’d already been confined to the bed for a full day. A full day! If she didn’t get out soon, the physically active pegasus was going to go completely stir-crazy.

“Don’t worry, Dash,” Rarity interjected. “Leave that to me. Zecora dear, you had said that you saw Apple Bloom wearing her Crusader cape, correct?” As Zecora nodded, Rarity’s horn lit up again, casting the room in a gentle blue light. “Then if you’ll excuse me, darlings.” The unicorn’s eyes closed as she mentally distanced herself from the room, and giving herself over to the spell completely.

Pinkie gently padded over to where Rarity stood, giving the spellcaster a light nudge on the side. When Rarity failed to respond, Pinkie gave her a harder shove, nearly knocking the unicorn to the ground. “Hey, what’s wrong with her?” Pinkie asked, looking at the others.”

“Pinkie, don’t bother her,” Twilight said tiredly, stepping between the pink earth pony and the white unicorn. Pushing Pinkie away from Rarity, she stopped when they were a few strides away from the spellcasting unicorn.

“Okay!” Pinkie chirped cheerfully, not seeming to even notice Twilight shoving her. “So what’s she doing?”

Twilight’s hoof met her face as she struggled to figure an answer for Pinkie. She loved Pinkie Pie, but the earth pony could just be so… draining sometimes. “She’s casting her gem-finding-spell, Pinkie. Remember? The same one she used to find Apple Bloom before when that creature in the Everfree took her?”

“Oooh,” Pinkie exclaimed.  “Neat!”

“You forgot, didn’t you?” Twilight groaned.

“Kinda. But that’s why Rarity asked if Apple Bloom wore her cape, right? She’s attuned herself to the gems on it.”

“Yeah, sure. Good job, Pinkie,” Twilight snarked with a shake of her head. “She attuned herself with the gems, and can now find them anywhere.” Talking spell specifics with any non-unicorn was always a trial in patience.

“Yay!” Pinkie said with a bounce, completely oblivious to Twilight’s sarcasm.

Thankfully for Twilight, the conversation ended there when Rarity let out a sigh and released her spell. The white unicorn’s eyes opened slowly, and she gazed tiredly around at the others, her legs quivering with exhaustion. Collapsing into a chair Fluttershy brought her, she raised a hoof to massage her horn. “That was harder than I had expected,” Rarity said.

“Are you alright, Rarity?” Fluttershy asked in concern, hanging off the back of the chair.

“I’m fine, dear. Just a little magic exhaustion. I’ll be right as rain in a few minutes,” Rarity waved Fluttershy off. “More importantly, I found all three of the clasps I had made for the girls.”

“So? What’s the verdict?” Applejack asked after Rarity stopped talking. “We’re listening, sugarcube. Don’t keep us in suspense.”

“Alright.” Rarity rolled onto her back, staring blankly up at the ceiling as she talked. “Scootaloo’s was in their clubhouse. She must have forgotten it there. Sweetie Belle’s was back at the boutique. And Apple Bloom’s…” Rarity voice faded out for a few seconds, and she swallowed before finishing. “Apple Bloom’s is heading towards Canterlot.”

Stunned silence filled the room. They had feared that the fillies had foolishly charged into Canterlot, but to hear it confirmed somehow made it real. Each mare remained silent, each thinking their own thoughts about what this meant. Before the brooding could become too deep or too dark, a single giggle sliced through the room.

“Woo-hoo!” Pinkie exclaimed, practically quivering with excitement “Road trip! I’ve never walked to Canterlot before! This is going to be so much fun! We can have cook-outs, and campfires, and sing around the campfires, and-“

“Pinkie!” Twilight interrupted, staring at the happy mare in disbelief. “This is serious! We’re not going to have fun!”

“Actually, Twi, Ah reckon Pinkie’s got the right of it,” Applejack interjected. “If we go in all stressed out, we’ll wear ourselves out long before we even get near the castle.”

“I think so too,” Fluttershy said, her quiet voice sliding into a lull in the conversation. “Just calm down, Twilight.”

“Calm down? CALM DOWN? Why wouldn’t I be calm!? Just because Celestia’s gone because of me, just because Canterlot’s been overrun by the changelings, Princess Luna’s gone off who knows where,  my brother and his wife are probably being held captive, and Spike’s gone off to what is probably one of the most dangerous places in Equestria with the fillies doesn’t mean that I’m not calm! I AM CALM!” Seeing Fluttershy recoil away from her made Twilight realize what had just come out of her mouth. “I’m not calm at all, am I?” she asked the room at large. Getting only headshakes in response, Twilight stared down at the floor, muttering to herself. “Alright, deep breaths. I can do this. Ah-phew. Ah-phew.”

“Right.” Applejack turned to look at the others, giving Twilight a sidelong glance. “Anywho, while Twilight works out whatever she needs to, somepony’s got to figure out how to get me off this bed.” She gestured with her chin at the various straps and restraints pinning her to the hospital bed. They were supposed to keep her still while she recovered, but now they were in the way. “My sister’s out there, and Ah ain’t bein’ left behind, no matter what happens.”

_______________________________________

“This is humiliatin’.”

“Oh, hush. Remember, darling, just be careful of the injured wing.”

Applejack groaned as she dropped her head, resting it atop Dash’s skull. Her nose twitched as she inhaled some of the pegasus’ rainbow mane, and she quickly suppressed a sneeze. After some discussion, the group had decided that Rainbow Dash would be the best pony to carry Applejack. The doctor had protested, not wanting to let any patients leave when they was still in such poor condition, let alone two, but Twilight had used her authority as Princess Celestia’s only pupil and the doctor had been forced to back down. Twilight still felt bad about it. Her position wasn’t something she liked to draw attention to, and she always felt like a bit of a bully afterwards.

With no choice available to him, the doctor had acquiesced and helped to get the two mares ready. Rainbow Dash’s injured wing was immobilized with a splint and pinned against her body. A layer of bandages went over the splint, around her torso and under the opposite wing, further preventing it from being jostled even by accident. Since the wing was her only injury, she was able to move almost freely other than flying. Prepping Applejack had been far more difficult.

With almost all of her limbs crippled, Applejack was completely unable to walk out the hospital doors. Somepony had to carry her. Dash was volunteered, since the showy sportspony was the only one strong enough, her wiry muscles best able to support the farmpony’s sturdy frame. When Dash had tried to worm out of it, the doctor had pointed out – with no small degree of vindication – that she wouldn’t be able to fly anyway. As a result, Applejack lay draped over Dash’s entire body, from her chin lying on Dash’s skull to her yellow tail flowing over Dash’s rainbow tail. Twilight and Rarity were using their magic to tighten the straps holding Applejack in place.

“Awww,” Pinkie whimpered, pouting slightly as her large blue eyes looked up at Applejack jealously. “I want a pony ride, too.”

“Maybe later, Pinkie,” Twilight said from underneath Dash, not really listening to what Pinkie had said. Lying on her back, she reached up and tested the stability of the makeshift harness they had devised. “Could you give a little shake for me, Dash? Thanks.”

“Humph.” The doctor frowned at seeing the harness completed as Twilight began to run Dash and Applejack through a series of tests to make sure all was in order. “Well, I can’t approve, but you should be able to at least get outside without hurting yourself further. Now if you’ll excuse me, I have paperwork to fill out.”

Twilight looked up as the doctor left the room, firmly shutting the door behind him. “I’ll have to apologize to him later…” Sliding out from under Dash, she quickly got to her hooves. “Alright, looks like you two are good. Just avoid doing anything strenuous. Like fighting.”

“Wha- Hey! Not cool!” Dash frowned at Twilight. “You’re not keeping me – or us – out of the fun that easily.”

“Ah agree.” With a well-practiced flex of her muscles, Applejack snapped her tail out behind her. “Just give a rope, and Ah’ll show what it means to be one of the best rodeoponies in Equestria.”

“Alright, I’ll leave all that to you.” Turning to the others, Twilight stamped her hoof once to get their attention. “Okay, girls, we’ve got our destination. Go get what you need and meet up at the library in an hour. We don’t know when we’ll be back, so be ready for anything.”

A sudden cough from right behind Twilight nearly made her leap out of her skin as she wheeled around to see who had made the noise. Coming nose to nose with Zecora, she blinked in surprise. The zebra had been so quiet that Twilight had forgotten she was there.

“It’s obvious that you have the situation well under control,” Zecora said. Twilight smiled slightly at the unexpected praise, wondering where Zecora was going with this. She didn’t have long to wait. “Nevertheless, I wish to travel with you to your goal.”

Twilight blinked in surprise, taking a step back so she was no longer muzzle to muzzle with Zecora. “You want to come with us? Are you sure? I mean, we’d love to have you, but it’s pretty dangerous, and-” Zecora gave her a look that Twilight correctly interpreted as ‘I live in the Everfree Forest. I can handle a little danger.’ “And it’s good to have you along,” she finished, changing what she was originally going to say. Zecora’s knowledge of plants and remedies would be really helpful while they traveled. Besides, there was that thing she had wanted to tell Twilight that had piqued Twilight’s curiosity.

“Dibs on bringing sweets!” Pinkie said, bouncing out the doorway. The others shrugged and followed after her, splitting up as they began their individual preparations for departure.

Villain Meet & Greet

“Mmm, home sweet home. Can’t you just smell that evening freshness?”

Last Breath casually hopped down from the charred remnants of the Friendship Express, the changeling’s hooves striking softly against the cobblestones of the Canterlot train station. Grinning broadly, he glanced back at the burnt-out train. Really, he was surprised that it had managed to carry him and Innocent Sin all the way to Canterlot. Whoever had designed it had been good. Pity it had been all pink and frilly. Were they trying to appeal to young fillies or something? he mused. A sun motif would have been way better.

Not that it would have really mattered. A look at the roof of the train showed him a tiny emerald flame, still merrily flickering away as it continued to consume whatever fuel it could. The flame had resisted all of the two changelings’ attempts to fight it, instead growing hotter and brighter in cheerful defiance of their best attempts. Dragonflame was scary stuff, even when it came from a baby. Last Breath shuddered at the idea of meeting that dragon when it was fully grown.

“Smells like pony,” a grumbling voice echoed of from the dark recesses of the train. “I still can’t believe you convinced me to let them go.” Innocent Sin climbed out of the train behind Last Breath. Since they had returned to Canterlot, the larger changeling’s orders of being the smaller one’s advisor/bodyguard/superior officer was now over. Innocent Sin was technically only supposed to be Last Breath’s guard, but he was the one with the higher rank, and they were a little unsure how to interpret their Queen’s orders. “We could have held those foals hostage, or used them to lure the Bearers into a trap, or-”

“We wouldn’t have been able to hold them,” Last Breath interrupted. “As soon as that dragon showed up, there was nothing we could have done.” He gestured at the side of the train, charred black from the flames that had been roaring across it not long ago. “You know that.”

Innocent Sin grunted, conceding the point as they began walking towards the castle. Dragons were one of the few species higher on the food chain than changelings, and even a baby could be dangerous if provoked. With scales like steel, flames hotter than any natural fire, and a body shape that changelings couldn’t hope to replicate, they were virtually the changeling’s natural enemy.

The city had changed greatly since the changeling occupation had begun. The streets, which once had been filled with ponies of all walks of life from all over Equestria, were now nearly barren and empty. The few ponies that still walked the cobbled paths stumbled around drunkenly, either smelling heavily of alcohol and salt, or stared blankly into space, apparently unaware of the world around them as they retreated into the recesses of their minds.

Most of the citizens had locked themselves away within their own homes, only letting their closest friends and families inside. Others had chosen to open their doors to the ponies from outside Canterlot, who were left without a place to stay since Queen Chrysalis had decided that no one was allowed to leave the city.

In the back of their minds, there was one thing that every pony feared. No matter whether they allowed strangers into their homes of tried to keep the world at bay, anypony could be a changeling in disguise. From the youngest foal to the eldest mare, anypony could be a spy for the new regime. No one was safe, not even somepony they had known for years could be trusted anymore.

Heightening the tensions, changelings were openly posted on every street corner, their cold unblinking eyes staring down on the streets from the roofs of nearby buildings. They stood untransformed in the broad daylight, letting themselves be seen and serving as a continuous reminder of the changes the city had experienced.

Canterlot was a city gripped by paranoia and fear.

Smiling half-heartedly to himself, Last Breath looked up at one of the houses at the outskirts of the plaza. The entire second story of the building had been demolished, vaporised by a redirected attack of Queen Chrysalis’ from when she had fought that Prince. Such power the Queen had obtained. It was truly… Magnificent.

Distracted as he was, he failed to notice when a shadow detached itself from a nearby dark alleyway, charging at him. Hearing a battle cry of “For the Princess!” he leapt to the side, barely managing to dodge the tip of a swiping sword that nearly took his head off. His wings buzzing as he flew out of range of the creature that had just tried to kill him, he smiled sarcastically as he got a good look at it.

A white unicorn stallion, decked in the golden colours of Celestia’s royal guard, or the Solar Guard, glared up at the changeling past the sword clutched in his teeth. The stallion’s coat and armour were scratched and covered in dirt and grime, and he had clearly seen better days. Impressive, considering the occupation had begun only a day or so ago. Even from where Last Breath buzzed above the stallion’s head, he could easily smell the alcohol that seemed to roll off the stallion in waves.

“Git down here,” the stallion slurred, spraying spittle everywhere. Despite the difficulty the stallion was having talking, his voice still had a hint of an accent to it. His eyes were having a hard time focusing on the changeling, and one pupil was slightly larger than the other. “I’ll… I’ll kill you. You monsters! Yer a blight on Celestia’s own land! I’ll-” Exactly what he was going to do was left unsaid as tripped over a cobblestone and landed squarely on his face, luckily avoiding impaling himself.

Last Breath remained motionless in the air, watching the stallion with a slightly bemused expression on his face. He wasn’t sure if he should finish the mysterious pony off, go and get him some help, or just laugh at him. Instead, he only watched as the stallion uneasily got back to his hooves. The stallion cast his eyes around on the ground, looking for his sword. Finding it, he bent down and picked it up in his teeth, possibly forgetting that he could grab it with magic. “Mmph mumble mmph mmph mmph!” he said past the sword hilt in his mouth.

“Pardon? You’ll have to repeat that.” Deciding to have fun with the poor ex-soldier, Last Breath cupped one of his forehooves to his ear. “I don’t speak mumblese.”

The stallion spat out the sword, gripping it between his hooves. “I said I’m going to tear dem shtupid wings of yer back, then I’m ripping dem off yer back and shoving dem down yer filt’y throat.”

“Not my wings!” Last Breath gasped mockingly, clutching his chest in fake horror. “They’re my best feature. How will I attract mares without them?” After a moment’s thought, he shrugged as if it didn’t really matter. “Well, at least I’ll have better luck than you.”

The stallion gave a cruel twisted smile, one unbefitting a member of the Solar Guard. “Keep laughing. When I be done wit’ you, you’ll have more troubles then just yer wings.”

“Oh? Do tell.”

“After I rip out yer wings, I’m tearing out yer teeth.” The stallion seemed to be sobering up as he talked, slurring his words less and his eyes focusing squarely on the changeling flitting above him. “Then I’m gonna peel away that black coating yer so proud of before breaking in front of you. I’ll rub salt in every wound and shove a rusty pole up yer arse, twisting until yer inside are mush. I’ll rip off yer legs and make you wear them like a necklace. Finally, after makin’ you watch everything I done, I’ll carve out yer eyeballs and leave you to die.”

Cocking an eyebrow, Last Breath let out a whistle, impressed despite himself. By the Great Queen’s fangs, that was certainly vivid. “Wow, you’ve got issues. Weren’t you ponies about love, friendship, and all that? How did someone like you become a royal guard?”

“Issues? Ya might say that.” The stallion looked down, gazing at his reflected image in the sword. “Ya might say I’ve got issues with you monsters.” Spitting on the ground, he glared back up at Last Breath. “But I say ya all need ta be killed! The entire reason I joined the royal guard in the first place was to slaughter ever last one of yous. Now stop making things hard fer me and get down here so I can kill you.”

A small frown started to appear on Last Breath’s face. There was something… something about the stallion’s accent was starting to tickle at the back of his mind. It was itching at his skull, like a forgotten dream begging to be remembered. “Where did you say you were from, again?”

The stallion blinked, befuddled by the unexpected question. “I didn’t, but I’m from the Shades. Now stop being pesky ‘nd get down here so I can squish you like a bug.”

The Shades? Why does that sound familiar? “You’ve certainly got a one-track mind. But if it’s a fight you want, I’ll give you one.” His wings ceasing their buzzing, Last Breath dropped to the ground. A smirk spread across his face as he locked eyes with the sword-wielding stallion, shoving his uneasy thoughts aside. I’ll worry about it later.

The pair were nearly perfectly still as they stared each other down, neither so much as blinking. The stallion’s ear twitched wildly as he gritted the hilt of his sword in his mouth. His eyes blazing blood red in the evening sunlight, the stallion stepped forwards… and vanished in a cloud of dust.

Last Breath remained still as the dust settled, revealed what had happened. The stallion lay prone on the street, buried under a pile of blank-eyed changelings. A small trail of drool oozed from the stallion’s partially opened mouth, cutting a trail of slime through the grime on his chin. One changeling stepped free of the pile and stepped in front of Last Breath.

“SSzzaw you were in trouble, sszzir,” it buzzed, bowing low before him. Last Breath blinked in amazement, his annoyance at the interruption to the fight completely forgotten. If a simple drone like this was already starting to recover speech, then the changelings were incorporating the ambient love far faster than even the Queen had hoped for.

Changelings, once they ran out of love energy, became what was collectively known as “Lost Ones”. Their pupils would vanish behind a soulless sea of crystalline blue, any defining features would disappear, and they would even lose their ability to think. They were lost to the swarm, mere monsters of instinct and emotion. Only the presence of their King or Queen would prevent them from lashing out indiscriminately at the living creatures around them for love and life energy. If they were not near the ruler, they would vanish into the curse.

To be lost to the swarm was to have one hoof in the grave.

Last Breath dispelled his dark thoughts. With Canterlot firmly under changeling control, it was only a matter of time before every changeling was restored from all the ambient love in the air. Nearly every changeling had been lost to the swarm during the escape from the Gryphon territories, including Last Breath. While the gryphons might not formally have a country, they had still nearly found out about the existence of the changelings living among them. The changelings had been forced to flee to Equestria, and every changeling except the Queen had become lost to the swarm because of a lack of areas to obtain more love.

It was only by the narrowest of margins that any of them had managed to survive at all.

Many of them hadn’t.

“Pleasszze take care, sszzir,” the drone changeling said, cutting into Last Breath’s thoughts. Turning, the nameless changeling assisted the others with carrying the unknown stallion away. He would be incarcerated in the dungeons underneath Canterlot Castle, like all the others who had opposed the Queen. Wonder how many of the cells are full already?

After watching the group vanish around a corner, Last Breath turned his gaze up into the sky. His eyes closed as he inhaled the crisp evening air, he felt the weak warmth of the faded sunlight against his exoskeleton. This was what he wanted, right? This was what was best for the changelings, and that was all that mattered. Of course it was! He was a changeling! He consumed emotions, he wasn’t ruled by them!

So why couldn’t he convince himself of that?

_______________________________________

Innocent Sin strode confidently through the glorious hallways of Canterlot Castle. The sound of his hooves striking the smooth stone floors echoed mournfully through the empty hallway. It was a satisfying reminder of the brief moment of solitude. Just for now he could enjoy the peace and quiet emptiness without the presence of that insubordinate creature.

A growl seemed to emanate from the walls as Innocent Sin thought about his former travelling companion, and it took him a moment to realise it was coming from his own throat. The way Last Breath acted was just an insult to everything that was right. Every living being had its own proper place in the world. That was just the way things were. Neat. Clean. Organized.

Drones were the lowest rank of changelings, the builders and repairers. Above them were collectors like Last Breath; changelings who went out into the world to collect love and bring it back for the hive. Then there were the soldier, those who defended the hive and kept order within it. A collector had no place acting like an equal to a soldier, especially not a high-ranked soldier like Innocent Sin. It was as preposterous as Innocent Sin thinking himself equal to Queen Chrysalis, or a pony thinking themselves equal to a changeling.

And yet, despite the ponies being obviously inferior, they still chose to fight against the changeling occupation. Why could they not accept their proper place either? What were they fighting for? Peace? Freedom? What nonsense. Nothing was free. To live was to be shackled. Whether it was by others or through your own actions didn’t matter in the end.

The brooding changeling’s steps gradually led him to his destination; the throne room. He would need to report his failure in Ponyville. Reaching the large ornate doors leading into the throne room, he was greeted by a welcome sight. Instead of the pair of garish white-and-yellow stallions that had been so prevalent under former Princess Celestia, a single intelligent-eyed changeling sat before the grand archway. The changeling was leaning against the wall beside the doorway, bouncing a rubber ball against the opposite wall with a bored expression on her face. The changeling looked up as Innocent Sin approached it, cheerfully abandoning the little toy as she greeted the latest distraction.

“Hey Innocence,” it said in a sultry feminine voice. There was only a faint hint of a buzz in her voice, so faint that one would have to focus to hear it. Her body was polished and shiny, brilliantly reflecting the weak sunlight off of her smooth carapace. Her wings and belly were a pale lime green, and her wings were a little smaller than those belonging to the average changeling. Finally, her curving horn bent right at the end, twisted so that the tip pointed directly at the floor in front of her.

“Hello Fallen Roses,” he greeted her in return with a smile. He had long since given up trying to correct her on the pronunciation of his name. At least she wasn’t calling him “Inno” anymore. The smile widened as she wrapped her forelegs around his neck, her simpering face only inches away from his own.

“Aw, Innocence,” she cooed, large compound eyes gazing into his as she fluttered her eyelids flirtatiously. “Don’t be so cold. When we’re alone, you call me Rose, mkay?” Fallen Roses belonged to the nurturer class of changelings; a rank outside of the hierarchy of the other ranks. They answered only to the Queen herself, and were in charge in raising the young changeling grubs. Her unusual rank made her one of the few beings that Innocent Sin felt free to look upon as an equal.

“Alright then, Rose,” he said, putting special emphasis on her name as he fondly patted her head. He might not be able to give her any love, but that didn’t mean he didn’t care for her anyway. Changelings were thankfully unable to feed off of one another, which prevented them from attacking each other even when they were lost to the hive. Only the Queen was able to give love energy energy to other changelings. The collectors would give the energy they collected directly to her, and she would the distribute it among the hive.

“Ooh, you know what I like,” she teased, reaching up to nibble his ear. “Maybe we can even have a little… fun.” She breathed the last word as she nibbled his ear with her fangs, careful not to puncture the tender skin.

Innocent Sin chuckled at the nurturer’s antics as he enwrapped her hooves from around his neck and let her drop gracefully to the floor. “Sorry Rose, not today.” Pointing with his nose, he gestured at the large double doors leading to the throne room. “Is Her Majesty in? I have something I need to report to her.”

Rolling her eyes, she walked directly in front of the giant door. Gesturing for him to be quiet, she cautiously cracked opened one of the doors. A wall of sound seemed to explode out of the crack, throwing the male changeling back against the wall.

“Wha-what was that?” he asked frantically after she had shut the door and silence filled the hallway once more. The doors must have been enchanted to prevent any sound from passing through them. He rubbed his hooves against the side of his head as he tried to still the ringing in his skull.

Fallen Roses giggled, obviously amused by his distress. “Pony nobles. Her Majesty’s holding court, like Celestia used to. If the nobles aren’t at least pretending to follow orders, holding Canterlot is going to become a lot harder.”

“I don’t see why we can’t just force them into line,” Innocent Sin grumbled.

“Oh, you soldier types,” Fallen Roses teased, “always thinking with your muscles. The country depends on the nobles, and would probably grind to a halt without them.” She snickered, raising one hoof to cover her mouth. “Bet that’s the only reason Celestia kept them around.”

“What do pony problems matter to us?” he asked her, his wings starting to buzz with his aggravation. “They are powerless. They don’t matter.”

“Aww,” she cooed at him, poking his cheek affectionately. “Your naiveté is just so adorable. Makes me want to gobble you up. Oh!” she exclaimed in excitement, spotting something black coming down the hallway towards them. “Hold that thought. I spy with my little eye, something yummy.”

“Innocent Sin!”  the newcomer, instantly recognizable as Last Breath, shouted. “You curséd roach! You ditched me!”

“I figured you could handle one crazy stallion,” Innocent Sin said flatly to the wall without turning around. “If you hadn’t, well, I’m sure it would have been a very nice funeral.”

“Breathy!” Fallen Roses squealed, pouncing on the new arrival and knocking him to the ground. Pinning him on his back, she straddled him and licked at the side of his face in greeting. “It’s good to see you again.”

“Hey Rose,” Last Breath smiled up at her, unaffected by the sudden invasion of his personal space. “Innocent turned you down again, huh?”

The female-identified changeling pouted down at him, fluttering her eyelids playfully. “Don’t be like that, sweetie. I’m over him. He’s far too grumpy for me. You’re the only one for me.”

“I’m right here, you know,” a dry voice interjected from behind the both of them, but it was promptly ignored.

“I’m sorry, my dear,” Last Breath said, deciding to play along. Reaching up with a hoof, he gently caressed the side of her face. “But the boundaries of rank must ever keep us apart, for someone such as you could do far better than a mere collector. Also,” he added, dropping the dramatic tone but keeping his voice playful, “since you raised me, I’m afraid that you’re just too old for my tastes.”

With a malevolent grin revealing her sharp fangs, she crouched down until her mouth was next to his neck, pressing her chest against her own. “Well, if that’s your only issue…” With those ominous words, she vanished in a blaze of bright green, the light forcing Last Breath to cover his eyes.

When he could see again, he opened his eyes to see a large pair of emerald eyes staring into his own. Instead of the amorous female changeling, a tiny magenta filly rested on his chest. Her miniscule pegasus wings were pressed firmly against her sides, doing nothing to hide her youthful flanks. Her sapphire mane was swept forwards, partially covering half of her face. “…that can be easily… remedied,” she said, practically purring out the last word.

“Hoookay,” Last Breath said, trying unsuccessfully to ignore the hacking laughter coming from Innocent Sin. “That’s enough of that. Up. Up!” Rolling to his stomach, he dislodged the filly, knocking her to the ground. She only smiled at him before reverting back to her original form. “What are you doing here, anyway?” he asked her. “Shouldn’t you be guarding the Princess?”

Fallen Roses rolled her eyes as she pointed at the large double doorway before them. “She’s in there. Honestly, I don’t know what Her Majesty was thinking. First it’s all ‘Guard Princess Cadence for me, don’t let her escape’ and then she won’t let the little Princess out of her sight. I’m booooooooredout here.”

“Life for the Princess isn’t as glamorous as she’s used to?” Last Breath cut himself off, cocking his head and his ears twitching as muffled shouting leaked through the large doorway to the throne room. “What’s that?”

Before any of the changelings could react, the large doorways were thrown open, a well dressed pony flying through them and hitting the far wall with a meaty thud. As the trio of changelings watched, the pony staggered to his hooves and stumbled away down the hallway, giving the doorway one final terrified look before disappearing around a corner. A slight tremor in the ground was all the warning the changelings had before the doors burst open again, disgorging a literal stampede of well-dressed ponies into the hallway.

Instinctively taking to the air, the three were able to avoid being trampled under the hooves of the fleeing ponies. Giving the hint to what they were fleeing from, Queen Chrysalis’ voice pursued them from the throne room. “Out! All of you! Out of my sight!”

As the last pony vanished around the corner, the three changelings slowly descended to the smooth marble floor. The large doorway stood open, the fancy ornate door swinging unchecked. “Well,” Fallen Roses said at last, licking her lips, “I believe Her Majesty is ready to see us now.”

Upsets and Set-ups

Carefully stepping around the detritus that had been left behind in the stamped of well-dressed ponies, the three changelings entered the throne room of Canterlot, the location of the country’s very seat of power. The throne room itself was magnificently designed, and possibly the largest room in the building. Extending nearly three stories high, it was almost as wide across as it was tall. A trio of giant stained glass windows, reaching from floor to ceiling, along the side of the room allowed in a beautiful spectrum of purple to red hues, casting the room with all the colours of the rainbow. The windows were a masterwork of architecture, and on a normal day, the light would dance along the smooth polished marble, bringing light and life to the residents within. Tapestries adorned the wall opposite the window, showing ponies of all types living and frolicking together in peace, harmony, and friendship. A pair of giant alicorn statues stood behind the throne, craning their necks so they appeared to be looking down at the throne itself. It was a room carefully crafted to bring the warmth of the outside world into the peaceful throne room.

As one, the attention of the changelings was drawn to the centerpoint of the room; the throne itself. With a thin red carpet leading directly from the doorway to the foot of the throne, the seat demanded attention. Elevated a few steps above the rest of the room, the throne was where the ruler of Equestria would sit and listen to her citizen’s requests and petitions. Carved out of the same white marble that composed the rest of the room, an image of a dawning sun emblazoned on the peak of the seat back, it had stood for centuries as a symbol of Princess Celestia and of stability for Equestria.

Queen Chrysalis lay slouched out across the throne, her rear hooves and head dangling across the throne’s armrests. A tiny amount of green slime oozed from the gaping hole in her throat, where Shining Armor had managed to shove a spear all the way through her neck. She stared blankly up at the ceiling, one of her forehooves idly stroking at a chain bolted to the front of the throne. The chain was clearly a recent addition, cracks spreading through the marble out from where it had been hastily implanted. Princess Cadance sat lashed at the end of the chain by a heavy iron ring around her neck. Her eyes refused to yield, and she glared defiance at the three changelings as they walked up to the throne.

“Quite a mess those fancy-pants ponies left behind,” Last Breath said flippantly, stepping over an abandoned gem-encrusted necklace. “You must have really scared them.” Despite his frivolous tone, he bowed as low as the other two did when they reached the steps leading up to the throne.

“My Queen,” Innocent Sin said, nearly prostrating himself before his monarch. “Forgive me. I have failed you. The town of Ponyville had refused to hand over the Bearers of the Elements of Harmony, and we were unable to take them into custody. I can only offer my apologies, and beg for your forgiveness.” He bowed so low that his horn scraped against the floor, its twisted tip scratching an imperceptible groove in the smooth stone.

“Ha!” Cadance proclaimed, a grim smile playing at the corners of her mouth. Her mane may be messy and unkempt, dark bags may ring her eyes, and her coat may be dirty and faded, but a fierce light lit her eyes from within. And so long as she would not give up hope, that light would not be extinguished. “I told you! Twilight and her friends are going to stop you!”

Chrysalis yanked at the chain, the unexpected force pulling Cadance to the floor. Sitting up straight in her throne, Chrysalis frowned down at the captive Princess. “If they think they can stop me, just let them try. I’ve come too far to be defeated now. Before I’m finished, all of Equestria will be under my total control!” Stepping off the throne, she stood over Cadance. “And you are going to watch it all. Helpless to do anything about it.” She giggled girlishly, the feminine sound at odds with the malicious tone in her words. “Just like before. Only this time, I’m not going to underestimate you.” Her hoof slammed against Cadance’s shoulder, pinning the Princess to the ground. “Maybe I should send you back there again. Wouldn’t you like that?”

Cadance glared defiance up at the Queen. Ignoring the pain in her shoulder, her expression was unfazed at the reminder of her previous imprisonment. The last time the two had met, the Queen had imprisoned Cadance in the Crystal Catacombs deep beneath Canterlot. The only reason Cadance had been able to break out was because Chrysalis had also tried to imprison Twilight Sparkle in the same place, and the two had managed to escape together.  “You won’t win! We’ve beaten you before and we’ll do it a-aagh.” She shouted in pain as the hoof on her shoulder pressed down even harder, and the three watching changelings winced at the sound of grinding bone.

“Yes, yes,” Chrysalis replied as she increased the pressure, the bored tone in her voice matched by the expression on her face. “Goodness will prevail, love and harmony will conquer all, cheaters never prosper, and always brush your teeth. Honestly, it’s like you ponies can only parrot the same ridiculous lines over and over again. Well, let me give you something to think about, Princess.” Instead of saying anything, her head shock forward, lashing at Cadance with all the speed of a serpent striking at its prey. Chrysalis’ mouth latched onto Cadance’s horn before the Princess could react, the changeling’s fangs digging deep into the base of the alicorn’s horn.

Cadance screamed in horrified agony as she felt her essence, her very being, drawn out through her horn and into the insatiable creature standing above her. Her wordless shriek echoed in the mighty chamber, her howl of soul-rending despair reaching higher and higher in pitch as her fear and anguish reached an overwhelming crescendo. “Aaa-aaaaaauuuuaaaaaaaaaaeeeeeeeeeeeeeeiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiii!!!!!!” Succumbing to the unbearable pain, her screams eventual died out as her eyes crossed and she collapsed into unconciousness' blissful embrace.

Chrysalis, heedless of her victim’s insentient state, continued to slowly drain the life and love out of Cadance, draining the Princess dry. Sucking like a leech, she drew out and absorbed almost every piece of Princess Cadance. Eventually satiated, she released her hold around Cadance’s horn and took a step back, her tongue rubbing at one of her fangs. “Thanks for the meal,” she said mockingly to the prone Princess.

“Whoa.” Fallen Roses mouthed soundlessly, her compound eyes staring at the pair on the dais. The sheer amount of power she had just felt her Queen drain – it was unlike anything she had ever felt before. That much raw, unbridled energy would be enough to revive the hive a hundred times over. Hearing Chrysalis suddenly speak her name, she stiffened, standing up straight to await Chrysalis’ regard.

“Take her,” Chrysalis prodded the unconscious Princess with a forehoof, “to her own room. Do everything you can to see that she recovers.”

“Of course, Your Majesty.” Fallen Roses’ horn lit up, levitating the pink alicorn and gently depositing her on the changeling’s back. Through her exoskeleton she felt Cadance’s sides heaving weakly as the Princess struggled to breathe, and a rapid pulsating signifying her heart fluttering wildly. Glancing over her shoulder, she saw that Cadance’s eyes were closed and she a pained expression spread across her face, all while the raspy sound of her breath was reminiscent of rubbing two pieces of sandpaper together. Getting her to recover is going to be a little tricky. Maybe I should… nah, I’ll wait a bit first. That could be fun, though.

As Fallen Roses left the throne room with her unconscious passenger, several dozen blank-eyed changelings flew in through the main doorway. Their blank blue eyes stared at the Queen as they flew before her, buzzing around loosely in no sense of order or discipline. Chrysalis turned to look at Innocent Sin and Last Breath, throwing her head back and tossing her mane out of her eyes. “Here are your new orders. Innocent Sin, you are in command. You and your troops,” she gestured at the small swarm of changelings, “are to find the Bearers of the Elements and negate them as a threat. Bring them here if you can.”

“I live to obey,” Innocent Sin murmured, bowing low. Turning, he strode proudly out of the throne room, the platoon of changelings following in his wake.

“With all due respect, Your Majesty,” Last Breath said, having remained behind when all the others had left. “Wouldn’t it be easier to remove the Elements themselves? We have them here in the castle, and we could easy separate them and send them all across Equestria.”

Chrysalis frowned slightly, her diaphanous wings buzzing as she flew in front of one of the massive stained glass windows. Gazing up at the masterwork of design, she stared up at the carefully crafted imagery. One on the end showed Princess Celestia, proudly raising the sun into the sky. The one on the far end portrayed Princess Luna, serenely lowering the moon behind the horizon. But it was the one in the middle that had Chrysalis’ attention. Both Princesses stood together, surrounded by the six Elements of Harmony, the adoring subjects prostrating themselves before the rulers.

“That certainly would be easier,” Chrysalis agreed, gazing up at the larger-than-life representations of her enemies. “It’s regretful, but Celestia sealed the Elements behind a doorway that I am unable to open. Even with all my power, the lock is far too intricate for me.”  She laughed faintly, the faintest hint of self-depreciation present in her chuckle. “I guess living hundreds of years isn’t just for show.”

Catching something in her tone, Last Breath gave her an odd look. “…You admire her, don’t you?”

“Yes.” Chrysalis sighed, gazing up at the stained glass depiction of Celestia. “I do. All my life, I’ve wanted to be like her. I’ve wanted everything she had. And now I have it.” Landing on the ground, she kicked one of her forehooves across the marble floor. “And it still isn’t enough! What am I missing?”

“Maybe you just want the same thing everything else wants,” Last Breath suggested after an uncomfortable pause. “Love.”

Chrysalis grunted. “I have the love of my changelings. I don’t need anything else.” Turning away from the mighty windows, she turned her gaze upon Last Breath. “You think I’m going about this all wrong, don’t you?”

“Honestly?” Last Breath stood up straight, abandoning his deferential bow. His eyes staring directly into his Queen’s, he stated his honest opinion. “Yes. I do.”

The two changelings locked gazes, neither backing downing in the slightest. The seconds slowly ticked by, until the corners of Chrysalis’ mouth suddenly twitched and a small smile bloomed on her face. “Ha! Somehow, I just knew you’d say that.” Dropping her head, her mane fell forward, completely covering her face. “And I completely agree.”

Last Breath walked up to her, brushing at her sides with his wings in an attempt to comfort her. “It’s not too late. We can still fix this.”

“How?” Chrysalis said bitterly, her face shrouded in darkness. “We’ve already gone too far.” She shrugged, knocking his wing away. A determined expression appeared on her face as she raised her head, her mane falling back behind her head. “Last Breath, your orders remain the same.”

Last Breath bowed, not even trying to hide his disappointment at his monarch’s decision. “As you command. What about Innocent Sin?”

“It’s important to know how every tool works,” Chrysalis said, walking over to the throne. Climbing up on it, she quickly made herself comfortable. “Innocent Sin is a hammer. When a job requires a hammer, he’s the best hammer I could ask for. When a job doesn’t require a hammer, he tries to hammer it anyway.”

"Then what tool am I?"

Chrysalis only smiled.

______________________________________

“And up we go.” With a heave, Fallen Roses tossed the limp body of Princess Cadance up on to the Princess’ own bed. Being somewhere familiar would help her recovery process, and get her up to full form again soon. And then the Queen will drain her again. Her horn glowing a faint green, Fallen Roses tucked Cadance under the covers, fluffing them so the Princess would be as comfortable as possible while she rested.

Since the Princess would probably be unconscious for the next half day or so, Fallen Roses was left with some free time on her hooves. She’d need to get something to feed the Princess when she awoke, but other than that, her day was now wide open. A shout from outside the window drew her attention, and Fallen Roses walked past the four poster bed to peek her head out the window.

“In line, maggots!” On the ground three stories down, Innocent Sin was hollering at a swarm of over fifty changelings. As Fallen Roses watched, the blue-eyed changelings slowly got into formation. Innocent Sin frowned at the before sharply nodding his head once. “Good. Remember this formation. I expect each and every one of you worthless scum to be in the same position as we fly, so don’t forget it!”

“Keeping them in line, Innocency?” Fallen Roses shouted down, hanging her forehooves out of the window.

Innocent Sin craned his neck back, looking up at the one who had just shouted at him. “I’ve been ordered to negate the Elements or Harmony as a threat. We’re going to capture them so they can’t use the Elements.”

“Really?” Fallen Roses cocked an eyebrow, leaning against the side of the window frame. “Well, I did some reading about the Elements while you were out earlier, so let me give you one word of advice…”

Innocent Sin’s eyes widened as she explained her idea, as her sweet words burrowed into his skull. “But that… we can’t do that!”

Fallen Roses shrugged, as if it was no concern of hers. “I’m just giving you a suggestion. Take it or leave it. As for right now…” She pointed at a figure that was crossing the courtyard. “It looks like you have a visitor.”

Looking in the direction she indicated, Innocent Sin saw Last Breath heading towards him. “Oh no,” he grumbled. “What do you want?”

Rubbing at the back of his head, Last Breath released a sigh. “Nothing, really. But the Queen said as punishment, I had to work under you for this mission. Think I said something to annoy her.” Snapping to attention, Last Breath saluted his new superior officer. “Ready to serve… I guess.”

“Is the punishment yours or mine?” Taking into the air, Innocent Sin flew in the direction of Ponyville. As one, all the changelings behind him took into the air, flying in formation behind him. “For the swarm!” Innocent Sin cried.

“For the swarm!” buzzed all the changelings behind him.

Watching as they flew out of sighed, Fallen Roses gave a fond wave in their direction. “Good luck, boys. Now…” Dropping off the windowsill, she turned her attention to Princess Cadance. “What am I going to do with you?”

_________________________________________

“Hey! You slowpokes just about finished yet?”

On the outskirts of Ponyville, Rainbow Dash stood in the middle of an empty field, glaring up at the cloud ceiling above her. On her back, Applejack sat uncomfortably, the farm pony not used to being treated like an invalid. Several pegasi moved through the clouds and, under Dash’s watchful eye, one cloud detached from the others and floated down in front of her.

A pale blue pegasus mare with a mixed light yellow mane and light purple eyes stood on the cloud, hopping off it as Dash clambered on. “I’d be careful about who I call a slowpoke if I were you,” the pegasus said as she started to push the cloud, lifting it and its passengers towards the heavens. “Otherwise, somepony might ‘forget’ to cover for you.”

Dash snorted, tossing her mane out of her eyes and unknowingly giving Applejack a snoutful of hair. “Like you’d pass on the chance to boss everypony around, Cloudkicker,” she shot back. As the de facto captain of the weather patrol, Dash needed somepony to take over for her while she was off adventuring. Cloudkicker might be a bit hard on the head, but she was definitely the best choice available.

“Ha! Too true.” Cloudkicker’s wings sliced through the air, and the group rose rapidly towards the clouds above. As they neared them, several other pegasi opened a hole in the clouds, clearing a hole for the group to pass through.

Unnoticed by the two pegasi, Applejack glanced down at the ground far below them before pulling her hat down over her eyes and covering her head with her hooves. She had only been up this high once before, when Twilight had researched up that cloud walking spell so non-pegasi would be able to walk on the clouds. But as an earth pony, she preferred having her hooves squarely in the dirt, where they belonged.

“So? Where to, boss?” Cloudkicker asked once they had cleared the clouds. The still-setting sun cast amber light on the tops of the clouds, giving them a goldish sheen.

“Home,” Dash said simply, lying down and making herself comfortable on her stomach. “I’ve got to do some cleaning and pick up Tank before we go.” Dash’s pet turtle would be staying at Fluttershy’s until Dash returned. While Fluttershy herself wouldn’t be there, she was having some friends of hers, Aloe and Lotus from the spa, stop by every day to feed the animals. Besides, Tank was from there originally, and he was already friends with the other animals.

“You got it.” Zipping over to the other side of the cloud, Cloudkicker gave it a hearty shove, getting it moving in the direction of Dash’s house. After they had moved in silence for several seconds, Cloudkicker spoke up. “Hey boss? You guys are gonna fix this, right?”

“Of course we are!” Dash stated confidently. “What’s wrong?” she asked teasingly. “Hoping I’ll mess up so you can take over?”

“I’ll take over anyway,” Cloudkicker shot back with a grin. The smile quickly faded away, and she shook her head with a sad sigh. “The head honchos at Cloudsdale sent out a report this morning. It’s not looking good, Dash.”

“How bad is it?” Dash asked. She had known the weather was acting a little funny – she wasn’t the captain of the Ponyville weather team for show – but she didn’t know how bad it had gotten. If she had been able to fly, she could have easily read the weather by the play of the breeze through her sensitive feathers. As it was, she could only depend on her instinct.

“Bad.” Cloudkicker frowned, her wingbeats keeping their slow, steady pace. “Since the sun stopped moving, the air hasn’t been heating up like it should. Weather systems all across Equestria are starting to break down. A fire broke out in Vanhoover, and it took the fire team nearly ten hours to collect enough rainwater to put the fire out. A good third of the city’s just smouldering rubble.”

“By Celestia’s mane…” Dash swore, thinking about how horrible that must have been.

“Oh, it gets better,” Cloudkicker added, her tone making it clear it wasn’t going to get better at all. “You remember that giant storm above Canterlot a few days ago? Just after the sun stopped moving? Whatever it was, it wasn’t supposed to have happened. Some sort of magical surge set it off.”

“Wait… But Canterlot’s right in the middle of the CE Flyway!” The Cross-Equestria Flyway – or CE Flyway for short – was the single largest and most important air current in Equestria. Stretching from coast to coast, several hundred delivery and mail pegasi flew it yearly. A magical storm as strong as the one that had been above Canterlot would be enough to cripple it, if not destroy it entirely. As far as Dash knew, there were only three ponies in Equestria capable a strong enough magical surge to create such a storm – the Princess Sisters and Twilight Sparkle.

“Yeah.”  Cloudkicker looked up at Dash, her eyes brimming with unshed tears. “We can’t send or get news from the other side of Equestria. I have family in Fillydelphia, and I have no idea what’s happened to them. Please Dash,” she begged. “Please tell me you’ll fix this. Please tell me everything’ll be alright.”

“Leave it to us,” Dash replied with a confident smile. “So long as all of us are together, ain’t nothing gonna stop us.”

_______________________________________

In the center of Ponyville, Rarity and Zecora were walking together down the dirt roads of the town’s major streets. Their destination was the Carousel Boutique – Rarity needed to get ready, and Zecora had left some of her tools there the previous night. Pinkie had walked with them for a bit before disappearing in the direction of Sugarcube Corner.

“I hope it’s not presumptuous of me to ask,” Rarity said after several minutes passed in relative silence, and the Boutique was just coming into view. “But why are you coming with us, dear? You’ve never offered before, and it just seems a little strange. Normally, you’re always alone in that dreadful forest.”

Zecora walked stared at her hooves several steps before responding, her eyes appearing to focus on something Rarity was unable to see. When she replied, it was in a quiet voice that Rarity could barely hear. “The Everfree Forest is not as it was. Something has it all abuzz. The soul of the forest has become dark and twisted. I fear I would not survive unassisted.”

Rarity looked at the zebra in surprise, her head tilting slightly to the side. “Twisted? But isn’t it always like that? I mean,” she gave an awkward little laugh, “the forest has always been a scary place.”

Zecora chuckled mirthlessly, giving her head a slight shake. “The forest has always been merely untamed. That’s all that makes it different from the land you ponyfolk have claimed. No, the cause is a different source. And I fear it is a truly mighty force.”

Stepping slightly to her left as she walked to avoid a pothole in the road, Rarity bit her lower lip as she pondered Zecora’s words. “Do you think it has anything to do with the changelings?”

“I am certain that it is not,” Zecora stated bluntly. “Whatever the source, it has the same feeling as that creature you all fought.” Spotting Rarity’s reflexive flinch out of the corner of her eye, Zecora slowly shook her head. “No, that isn’t quite correct. The creature felt like only a fraction of what I could detect.” The corners of her mouth turned slightly downwards, eventually spreading into a small grimace. “This lack of knowledge pains me the most. For all I know, the source could be a vengeful ghost.”

A dainty shiver ran through Rarity’s spine, and she shuddered theatrically. “Goodness, darling, the last thing we need in this mess is some sort of ghost. I bet it would be some sort of irritating, nasty, slimy, obnoxious, putrid, disgusting, horrendous, foul-smelling pile of ooze. And then… it would come all this way to mess up ponies’ manes and just cover my Boutique in awful sludge. Ooooooooooooooh.” Rarity waved her hooves spookily in the air in front of her for a couple seconds before noticing the flat look Zecora was giving her. Dropping down to all fours, Rarity blushed and smiled apologetically. “Sorry.”

Zecora rolled her eyes and shook her head silently, her mohawk bobbing slightly in the cool breeze.

The movement caught Rarity’s eyes, and she gestured towards it. “Come to think of it, I’ve never asked you,” she said. “Why do you wear your mane like that?” With a wave of her hoof, she gestured at Zecora’s neckrings, legbands, and earrings as well. “It’s all very exotic, and quite pretty, but I’ve never seen anything like it anywhere else. Is that part of zebra fashion?”

Zecora glanced over, and seeing Rarity’s eyes shining with genuine curiosity, decided to answer honestly. Reaching up, she thoughtfully ran her hoof through her mohawk. “The mohawk is a personal choice. It speaks about me as loudly as my voice.” Her hoof moving down, she tapped the earrings, neckrings, and legbands in order. “These tell all who know that I was once a mganga long ago.”

Rarity frowned in puzzlement, and her ear twitched as she tried to puzzle through what Zecora had just said. “What’s a managa?” she asked, stumbling over the strange word.

“’Doctor’ is probably the word in your language that most applies,” Zecora said after a moment’s thought. “Though it can also mean ‘One Who is Wise’.”

“Somehow, that doesn’t surprise me,” Rarity replied with a ladylike giggle. “You are probably the wisest pony I know.” Her faint smile vanished as she remembered something else the zebra had said. “But what did you mean when you said ‘long ago’?”

“I was banished by my tribe,” Zecora replied, not making eye contact with Rarity. “The details of which I would prefer not to describe. However, myself and the elders could not see eye-to-eye, and they demanded something I would not abide by. I left my home with nothing more than a pack, and they made it clear I would not be welcomed back.”

Rarity gasped in horror, her hooves covering her mouth. “Oh my goodness!” she exclaimed. “I had no idea! I’m so, so sorry for asking!”

Zecora shrugged, as if it didn’t matter to her. “You did not know. And it all happened so long ago. The elders were trapped in their own mental cage, but I expect by now they have all died of old age.”

“Couldn’t you head back, then?” Rarity asked uneasily, unsure about how far she could push for information. She had never even imagined the zebra had this sort of sordid past, and her inner gossip was going wild. “Surely you have family that misses you? Or what about your friends?”

Zecora stopped walking directly in front of the doorway of Carousel Boutique and looked Rarity squarely in the eye. While they had been walking and talking, the pair had made it to Rarity’s home. “They might think I am obsessed, but I cannot return yet, as I still have a quest.”

Rarity stopped as well, and found herself licking her suddenly dry lips. “What… what quest would that be?”

Zecora gave a tiny quirk of the lips that could generously be called a smile. Her expression was amused, yet secretive at the same time. Turning, she nudged the Boutique’s door open, holding it open for Rarity and gesturing for the unicorn to go first. “Talking about myself like this is very rare. However, that’s one thing I’m still not comfortable to share.”

“Rarity sighed, accepting her defeat. “Alright, I won’t ask any more. But please darling, if you feel like you need any help, ask us. We are your friends.” Walking through the open doorway, Rarity entered the quiet interior of her home.

_____________________________________

Letting the doorway fall closed behind her, Twilight looked sadly around at the darkened interior of her library home. She had always loved a quiet library, but this one just felt… empty. “I’m home, Spike,” she whispered under her voice. Dropping her satchel next to the door, she slowly allowed her gaze to drift around the room. The room was clean and pristine. Every book had been tucked away in its proper spot, the floors had been wiped down, and even the dust had been wiped away. Spike must have worked really hard to clean it all before he went out.

Honestly, Twilight would be fine if the room was messy, just so long as it meant having her little brother back.

Her slow, heavy hoofsteps listlessly carried her towards the stairway, and her mind drifted back to thoughts of Spike. They had known each other for so long. The first time had met was when Twilight had hatched Spike during her entrance exam to Celestia’s School for Gifted Unicorns. Twilight had been struggling to hatch the egg when she had been shocked by a loud explosion behind her, and her latent power had surged uncontrollably. Spike had hatched, but he had immediately grown to the size of an adult. Thankfully, Princess Celestia had happened to be passing by at the time, and had managed to get Twilight’s magic under control. It wasn’t until years later that Twilight found out the explosion had been caused by Rainbow Dash unintentionally performing her first Sonic Rainboom.

After that, Princess Celestia had taken Twilight under her wing as her personal student, seeing the little filly’s raw, untapped potential. At the same time, the Princess had unofficially adopted the little baby dragon, naming him Spike and raising him as her own. It was only a matter of time before the Princess’ student and the Princess’ scaly almost-son became close friends, eventually thinking of each other as family.

Twilight felt numb as she slowly climbed the stairs, her body seeming to move on its own while her mind traveled to the past. The first time she had met baby Spike in the castle, he had been too young to walk. He had crawled into her room one night while she was studying and tried to bite the book she had been reading. By the time the Princess had found them, Twilight was trying to chase him off with a barrage of pillows while he cheerfully chewed on the assignments she had been working on. Thankfully, Princess Celestia had accepted the excuse of ‘your dragon ate my homework’, and had allowed Twilight a few extra days to redo it.

Her hoof struck the next step, and another memory came rushing back. She had been making her way from the library back to her own room. She had picked up a large number of books from the library, and was struggling to hold them all in her magic field. Turning a corner in one of the long corridors, she had walked right into Spike, the surprise from the sudden impact breaking her concentration and making her drop all the books on her own head. Spike, without saying anything, had helped her pick up the books and carried them to her room. Along the way, she realised that he didn’t say anything because he couldn’t; he didn’t yet know how to talk, but he had still stopped to help her. After that, he had started visiting from time to time to help her with her studying.

Another step, another memory. This time, she remembered when she had first come to Ponyville. Despite feeling betrayed and banished by her teacher, Spike had been at her side for the entire thing. She had been ordered to go, but Spike had come along with her for no other reason than because he wanted to. She had thought he would be her only friend, and even in the depths of her misery, had felt extremely grateful to him for coming along.

Stumbling on the next step, Twilight was broken out of her reminisce and noticed that she had reached the top of the stairs without realizing it. Shaking her head to clear out the cobwebs, she unsteadily walked to the room she shared with Spike. Nudging the door open, she stared despondently around the empty room, as if he would materialize if she hoped hard enough.

When he failed to appear, she walked over to her night dresser. Taking a deep breath to steady herself, she stared at the mirror, taking a long, hard look at her horn in the reflection. This was the first time she had really taken the time to look closely at it since it had been injured, and she gasped in shock at what she saw. From a single large gash near the base where the axe had struck her, the entirety of her horn was covered in cracks that spread all the way up to the tip. Between the larger cracks, dozens of smaller fissures spiderwebbed throughout the rest of the horn. Twilight stared in horror at the sight, her mouth hanging open until she couldn’t take it anymore and forced her eyes closed.

Much as she wanted to run away from the mirror, she steeled herself and slowly opened her eyes once again, resolving to burn the sight into her retinas. Reaching up, her hoof flinched away from her horn right before she touched it. She knew it was silly, but a small part of her felt like her horn would disintegrate if she so much as touched it. It was in such poor condition that she was surprised it hadn’t crumbled apart already. Could my own personal magic be holding it together? she wondered. Whatever the reason, she was just grateful it didn’t hurt beyond a dull throb, a slight pain that was no worse than a minor headache.

Turning away from her mirror, her hoofsteps led her over to her bed. Sticking her head under the covers, careful not to catch her horn on anything, she rummaged around until she saw a small white object and grabbed it in her teeth. Twilight cautiously pulled it out, reverently placing it on her bedcovers, where the item seemed to glow in the evening light. She had fallen asleep while holding it the night before, and even now seeing Princess Celestia’s feather filled her with a warm, comforting feeling

Princess Celestia’s feather was as pristine as it had been when Twilight had first found it, shortly after the Princess had disappeared under an avalanche.  It seemed to glow with an otherworldly light, bathing the room with a soft, gentle radiance. Staring dully at the last physical connection she had with her mentor, Twilight barely noticed as her mind blanked out and the minutes ticked slowly past. It almost seemed like she could feel warmth emanating from the feather, warming her body and pooling in the depths of her bones.

After what seemed like forever slowly ticked past, a shout from below caused her to jump in surprise. “Hey Twilight! You ready yet? We’re all waiting on you!”

“Coming!” Twilight yelled back. With a tentative wave of her horn’s magic, she lifted the feather. Some careful, delicate spellwork later, she had braided the feather into her mane. Tucked safely behind her head, the feather would be hidden from sight most of the time. But so long as it was there, she would never lose it.

Tucking her bedsheets back into place, Twilight gave one last look around the room. She had only been here a few years, but already this place had felt more like home than the castle ever had.  The warmth of the feather burning into the back of her skull, filling her with confidence, she tightened her spine and straightened her posture. In the deepest, darkest recesses of her soul, she felt that she would not be returning to Ponyville for a long time. So be it.

“I’m coming, Spike,” she muttered to herself. “Just wait for me.”

Branching Paths

Scootaloo groaned as she collapsed to the ground, the vine tied around her midriff digging painfully into her sides. Tying herself to the wheelless car to drag it had seemed like a good idea at the time, but now she swore it was a Tartarus-spawned demon bent on rending her flesh from her bones. Hauling a comatose baby dragon over the uneven terrain for hours had soured her mood, and she was just about ready to bite somepony’s head off. Her mood was soured further when she realized that she had just landed in a large clump of mushrooms that had been hidden under the grass, and they protested being squashed by throwing a blinding cloud of spores into the air.

“Wow,” Apple Bloom said, quick-stepping away from the spreading cloud. The cloud quickly faded, leaving behind one grumpy-looking pegasus foal. “You alright, Scootaloo? Yer lookin’ kinda… yellow.”

Scootaloo’s muzzle twitched, immediately followed by an explosive sneeze which propelled a large quantity of spores out her nose. “Yellow,” she grunted, looking down at her legs. Like Apple Bloom had said, the spores had completely covered her, leaving her orange coat and purple mane streaked with a bright, sickly yellow. In the distance, a mournful hawk’s cry pierced the quiet forest air. Scootaloo frowned down at herself one last time before giving Apple Bloom a meaningful look. “Well, at least I’m not the only one.”

Apple Bloom glanced down at her yellow coat, a puzzled look on her face. She wasn’t covered in spores… Oh. “Ha ha,” she said, her expression as flat as her tone. “Yer a riot n’ a half.”

“Too tired to riot,” Scootaloo mumbled, rolling on her back. More spores flew into the air as more mushrooms were thoughtlessly crushed by her body, but she didn’t care anymore.

“Feels like we’ve been walking forever.” Sweetie Belle complained. Standing on Apple Bloom’s other side the little unicorn checked the ground by her hooves for mushrooms. Finding none, she flopped down in the cool dirt. “Does anypony know how long we’ve been walking?”

“I think it’s been about three hours,” Pipsqueak said, also collapsing in the dirt. Like the other non-farmponies, his sides were lathered in sweat and heaved as he gulped air down. Honestly, he had no idea how he knew what time it was, but something inside him said it was about that long. He could feel the same thing tugging at him, constantly pulling him in a single direction. He knew Princess Luna awaited him in that direction, even if he had no idea how far away she was.

“Ugh! It’s only been that long? Alright, that does it.” Climbing to her hooves, Scootaloo struggled over to the makeshift cart that they had been dragging behind them. Her hoofsteps struck a low and hollow tone as she climbed up on it, walking over to the slumbering baby dragon upon it. “Wake...” Rearing back on her hind hooves, she held her forehooves above her head for an instant before bringing them down as hard as she could on the tip of Spike’s spaded tail. “UP!”

“Scootaloo!” Apple Bloom scolded a moment too late, seeing what the pegasus had just done. “We was going to wait until he woke up!”

“He’s awake now,” Scootaloo said with a smug look on her face as Spike sat bolt upright, holding his claws protectively in front of his face.

“AUGH!” he yelled. “I’m sorry, Twilight! I didn’t mean to send those books under your bed to the Princess! I was just… wait.” His green reptilian eyes blinked owlishly as he saw a forest of green foliage instead of the interior of the library that he had been expecting. Gazing around with a befuddled expression on his face, his cat-like slitted pupils took in the unremarkable surrounding foliage. “Where am I?”

“We’re in the forest!” Sweetie Belle said cheerfully – if completely unhelpfully. Reaching over, she used her teeth to help Apple Bloom untie the vine around her barrel. If Spike was awake, they didn’t need to drag him around anymore.

“Uh, yeah, great,” Spike grunted as he took a closer look at the trees surrounding them. Well, he thought warily, at least it’s not the Everfree. The trees didn’t look like they had recently climbed out of his worst nightmare, so he was sure he wasn’t in that scary forest. “So what forest is this?”

“Dunno.” Scootaloo mumbled next to him, her flat herbivorous teeth trying unsuccessfully to tear through the vine around her torso. She overbalanced when she twisted a little too far, stumbling before she collapsed onto the logs.

Spike didn’t notice her trials, being too busy rubbing at his temples with his palms. It’s going to be one of these conversations. Already, he could feel a headache coming on. “And why are in the mystery forest?” he asked them instead. “Last thing I remember is trying to escape from the changelings on the train. I'm guessing we managed that.”

Giving up on her vine, Scootaloo turned to look at him as she stood up. “Oh, yeah, that was so cool what you did!” she exclaimed excitedly. “What with the fire and the flames and the fwoosh! Since when have you been able to do that?” Spotting the pointed little claws on his hands, she turned to expose the vine to him. “And could you give me a little help?”

Grumbling, Spike reached up and easily sliced through the vine, his sharp claws easily shearing through the fibrous plant. “I’ve been practicing,” he said with a shrug. “One day, I’m going to be a big strong dragon. I need to be ready.” Flexing his arms, he showed off his unimpressive biceps.

“Oh yeah,” Sweetie Belle spoke up. She and Apple Bloom had both managed to untie themselves, and they were moving over to help Pipsqueak. “I think you look taller, too.”

“Really?” Spike bounded to his feet in excitement before measuring himself against Scootaloo. His expression fell as he realized that he was still the same height as before. “That was mean,” he grumbled as the fillies giggled at him.

“Sorry, Spike.”

Spike waved off Sweetie Belle’s apology. “Whatever. But back to what we were talking about, why are we in this forest?”

“We’re gonna be heroes!” Apple Bloom squealed in excitement as she hopped on the wheelless cart alongside Spike and Scootaloo.

“Yeah, this isn’t going to work.” Knowing he wasn’t in the mood to try and pick through the Crusader’s no-doubt convoluted explanation, he instead turned to look at Pipsqueak. “You’re a guy. Please make sense of this for me.”

“Okay!” Pipsqueak said as he hopped onto the logs with the others, his youthful exuberance getting the better of him. “It started when I got a dream from Princess Luna. She was caught by those changelings, and needs my help. I snuck onto the train, but the changelings found me pretty quickly. After we escaped, I asked the Crusaders for help.”

“And we said yes,” Sweetie Belle said as she climbed beside Spike. A quavering smile appeared on her face as Spike turned a disbelieving expression towards her.

“Yeah, then nopony’ll be able say anything bad about us.” Scootaloo grinned fiercely, a burning fire alighting in her eyes. “Apple Bloom, little help?” she nodded at the scooter lying next to Spike.

Spike continued rubbing at his temples as Apple Bloom helped lash the scooter onto Scootaloo’s back. That explanation hadn’t helped at all. “Right,” he said, “we’re going back home.” As the fillies made synchronized sounds of disappointment, he glared back at them. “Don’t give me that. Do you girls have any idea how much trouble you’re in?”

“But… but…” the three Crusaders gave Spike the most adorable doe-eyed look they could manage. The looks were the result of long hours of practice, completed with watering eyes and quavering lips. Even a charging manticore would have hesitated.

Spike, however, was made of sterner stuff when he was in a bad mood, and quickly cut them off. “No way. We’re all in enough trouble as it is, and I am going to get you lot home before I get in any more.” Ignoring the pleading looks being thrown at him, he instead turned his attention to the forest around them. Staring out at the rustling leaves and waving branches, Spike felt his heart fall into the pit of his stomach as something occurred to him. “Which way’s Ponyville?”

Scootaloo rolled her eyes. Honestly, he was going to try to give them orders when he didn’t even know where they were? “Ponyville’s that way,” she said, pointing her hoof in the direction she thought Ponyville lay. There was a strange echo after her voice, and Scootaloo frowned slightly as she wondered what it was.

“Uh-oh.”

Looking over at Pipsqueak, Scootaloo saw what had made him speak up. Apple Bloom and Sweetie Belle stared back at her, each of their hooves pointed in a completely different direction from her own and each other’s. The standoff continued until Scootaloo pointed again, this time with more force.

“It’s this way!” she said.

“Nu-uh. It’s definitely this way!”

“You’re both wrong! It’s this way!”

Spike groaned and faceclawed as the argument quickly devolved into yelling. How did I not see this coming? Deciding to ignore the bickering trio, he considered the matter at hand. If he had a better view of the area, he should be able to see Canterlot, way up in the mountains. That would give him someplace to work with. As he prepared to climb a nearby tree, he saw Pipsqueak’s ear twitch and the young colt glanced uneasily at the forest around them. “What’s up?” Spike asked the tiny earth pony colt.

“It’s nothing,” Pipsqueak replied. After a slight hesitation, he spoke up again. “Well, actually, do you hear that?”

“I can’t hear anything over them,” Spike grumbled, gesturing at the shouting fillies.

“That’s just it,” Pipsqueak said, looking around them again. “Doesn’t it seem a bit too quiet?”

Spike frowned as he considered what Pipsqueak said. Now that he thought about it, it did seem really quiet. He had only been in a forest a couple times in his life, but one of the things he remembered clearly was the constant animal noises. Now, only the rustling of the leaves reached his ears. “Maybe the girls scared everything away?” he asked hopefully. Turning back to the tree, his nose twitched sharply as the smell of freshly cut bark suddenly flooded the tiny clearing. The smell was strong and overpowering, and Spike sneezed as the unexpected scent assaulted his nostrils.

As for the Crusaders, their argument had suddenly come to a screeching halt as soon as the smell wafted past them. Scootaloo and Sweetie Belle looked at Apple Bloom in concern while the young farmpony stared around the area in a panic, her wide eyes rapidly scanning the surrounding trees. “Oh no,” she mumbled. “Oh no no no no nononono.”

“Hey Apple Bloom,” Scootaloo said giving the yellow filly a concerned nudge. “You doing alright?”

Apple Bloom whipped her head around to stare at Scootaloo. For a split second, it was like she didn’t see Scootaloo at all. That moment passed quickly, and she grabbed Scootaloo by her shoulders. “We have to go,” she said, her gaze skipping around at the surrounding area. “Right now.” Her breath was quick and shallow, and Scootaloo felt Apple Bloom’s pulse fluttering wildly.

“Whoa, hold on,” Scootaloo tried to pacify her, grabbing one of Apple Bloom’s forelegs. “What’s wrong?” Scootaloo nearly recoiled as Apple Bloom turned back to look at her. The sheer amount of panic she could see in Apple Bloom’s eyes… It was amazing that the little earth pony hadn’t already bolted.

“Timberwolves!” Apple Bloom screamed.

As if summoned by Apple Bloom’s cry, a nearby tree tumbled to the ground at that moment with a resounding crash, sending a rippling tremor shuddering through the forest floor. The youngsters turned their wide eyes to the fallen tree, afraid of the sight that they knew awaited their youthful eyes. As they feared, a mighty timberwolf stood above the fallen tree, its twinkling yellow eyes staring down at them. Normally standing at three times a pony’s height, the vegetative predators were one of the deadliest creatures in the Everfree. Composed of wood and bark, they were only afraid of fire and the sound of metal banging against metal. Virtually indestructible, they were even capable of pulling themselves back together if they were somehow torn apart.

The timberwolf that stared down at them was far, far larger than any the ponies had seen or even heard of before. Its inscrutable yellow eyes gazed down at them from a height that was almost four times taller than any timberwolf from the Everfree. Its open, slavering mouth was large enough to swallow even the largest of ponies in a single bite. The monster inhaled and exhaled slowly, its warm breath blasting sap and the scent of cut bark over the youthful group.

“Wha- what’re you waiting for, Spike?” Sweetie Belle asked timidly, trying to hide herself behind the tiny dragon. “Burn it!”

“I can’t,” Spike whispered harshly back, slowly backing away from the giant timberwolf. “I used up all my flame! It’ll take me at least a full day before I can do that again!”

The timberwolf threw back its head and howled; a long mournful cry that cut through the still air. As the howl slowly tapered off, it was repeated from directly behind the young group. As they wheeled around to look at this new threat, Pipsqueak accidently tripped over his own young, gangly legs. Tumbling into Apple Bloom and Scootaloo, he knocked them into Sweetie Belle and Spike. Thrown to the ground in a painful pile of twisted limbs and hooves, they could only watch as a single drop of drool slowly fell from the massive beast’s maw. Screams tore from five young throats as the beast moved, its giant jaws closing heavily around them.

_________________________________________________

“So, where d’ya think it’s taking us?”

Sweetie Belle hung limply in the timberwolf’s mouth, her hindquarters dangling uselessly out in the open air. Her voice was slightly scratchy from screaming herself hoarse, and her mane was plastered against her face by the timberwolf’s drool-like sap. Teeth-like thorns dug into her stomach and back; not deep enough to be painful, but deep enough to let her know that struggling would be a bad idea.

“Dunno,” Apple Bloom replied, her voice just as rough as Sweetie Belle’s. All five of the youngsters lay crammed together in the timberwolf’s mouth, with the sole exception of Sweetie Belle’s rear and tail.

A full hour had already passed since the timberwolf had grabbed them, and fear was already giving way to boredom. They had screamed themselves hoarse at first, but when it became clear the wolf wasn’t going to eat them, they had settled in and tried to get comfortable. Their bodies swayed with every step the timberwolf took, and Sweetie Belle could feel her tail rocking back and forth like a pendulum. A small snore from the corner where Spike lay with his back to them caused the ponies to look at him in disbelief.

After a moment of silence, Pipsqueak turned his head to look at the three fillies. Stuck on his back with his hooves up against the roof of the timberwolf’s mouth, he was forced to crane his neck just so he could see them. “Is he always like this?” he asked, gesturing at the slumbering dragon.

“Yeah, pretty much,” Scootaloo sighed and rolled her eyes. One of her wings had snagged in the thorns that lined the sides of the creature’s mouth, and she struggled to wiggle it free. Through the small opening that offered fresh air and light, she could see a flash of brown as another timberwolf appeared in her field of vision. “Hang on guys, I think something’s happening.”

Barks, growls, and whines could be heard from outside, though the ponies were unable to make any sense of it. From the sounds, there were far more timberwolves than just the one carrying them. The timberwolf Scootaloo could see suddenly turned and bounded away, quickly vanishing into the vegetation.

“What’s going on out there?” Sweetie Belle asked as her hindlegs kicked weakly. She shifted slightly, trying as she tried to climb further inside the timberwolf’s mouth. She was starting to feel somewhat exposed with her rear hanging out around all these predators.

“Got me,” Scootaloo said with a shrug, finally managing to get her wing free. “It looked like they were talking to each other.”

“What? Timberwolves don’t talk!” Apple Bloom protested from where she was pressed up against Pipsqueak’s side. Her farm bordered the Everfree Forest, and she saw timberwolves around the farm from time to time.

“Hey, that’s just what I saw,” Scootaloo shot back, glaring at Apple Bloom. “Don’t blame me.”

“Both of you should just calm down,” Pipsqueak interrupted, trying to make his voice as soothing as possible despite the terseness in his tone. “We shouldn’t be at each other’s throats now.”

Apple Bloom sighed, nodding her head in a weak agreement. “Yeah, I guess yer right. Sorry Scoots, I guess I’m just a little bit tense.”

“Don’t worry about it. Hold on, I can see something again.” From what little Scootaloo could see through the thorns, it looked like they had just entered a large clearing. Before any of the foals could react, the mouth suddenly heaved as the jaws opened wide, throwing them out into the clearing in a wet, slobbery pile.

“Owowow…” Scootaloo complained, rubbing her head as she sat up. “So where did big ugly drop us…” The question died in her throat as she got a look at the surrounding area, her jaw slowly dropping until her mouth hung agape.

The group had been dropped in the middle of a clearing, lined with large trees that covered and hid the surrounding landscape in enveloping shadows. Dozens upon dozens of timberwolves sat staring at the foals from within the clearing itself, and glittering yellow spots in the shadows gave hint to the presence of even more of the fearsome predators. They varied in size; from massive beasts that were slightly larger than the one that had carried them, to tiny cubs as small as the foals themselves.

One timberwolf in particular truly stood out. Despite lying down on its haunches, it dominated the clearing with its sheer size. It was absolutely enormous, and Scootaloo was ready to swear that it would be at least as tall as Ponyville City Hall when it stood up. Its wooden exterior was riddled with old scars and wounds, but its yellow eyes were as clear and piercing as a hawk’s.

Yet, despite the fact that she was standing before a creature almost half the size of a full-grown dragon, Scootaloo felt no fear. Maybe she had just gone into shock, but her mind felt strangely calm. It was like she had been dipped into a pond of cool, serene water, soothing her and washing all her worries away. Above her head, the timberwolf that had brought them barked a few times, and the giant timberwolf slowly brought its head close to the young ponies and still-snoozing baby dragon, as if it didn’t want to scare them. The giant timberwolf sniffed at them as the second timberwolf backed away, leaving the group alone in the center of the clearing, watched from all sides by a multitude of twinkling eyes.

The giant timberwolf coughed once, a harsh wheeze, before recoiling away from the foals. Its mouth cracked open, and it a voice like falling lumber washed over the foals as it began to speak. “I can smell it," it said. "I can smell her. The scent of the Lost. Is strong on you. The taint.” Its sentences were short and choppy, as if it had no real experience with the language.

“Impossible,” Apple Bloom muttered, falling back on her haunches. “Timberwolves can’t speak.”

The giant timberwolf turned its attention towards her, sniffing at her scent. “You are not the one. But I can smell a different. Scent on you. You live next to. The Corruptor’s Forest. Do you not?”

“Who are you?” Scootaloo asked, wonder filling her voice. “I’ve never seen a timberwolf as big as you are. This is so cool!”

The timberwolf sat back, rising to a sitting position. As it did, for an instant Scootaloo saw something glittering just underneath its chin, though she lost sight of it before she could make out what it was. “The Hooved Ones have changed. In the past thousand years,” the timberwolf said, sounding amused. “My predecessor always said. That the Hooved were afraid of us. Without exception.”

“Predeserssor?” Scootaloo asked, tilting her head in confusion at the word she didn’t know. Behind her back, Sweetie Belle and the others were eyeing her strangely.

The timberwolf smirked, its cold yellow eyes glittering in the evening light. “I am Fenrir. The alpha of this pack. I am the successor to Fenrir. Who inherited this pack from Fenrir.”

“Oh, nice to meet ya,” Scootaloo greeted with a friendly smile. “My name’s Scootaloo. These here are Sweetie Belle, Apple Bloom, Spike, and Pipsqueak.” She gestured at each of her friends in turn before turning back to the massive timberwolf. “How come you’re all called Fenrir? Couldn’t you think of any other names?”

“What is with this conversation?” Pipsqueak quietly whispered to Apple Bloom and Sweetie Belle beside him. The fillies only shrugged, equally confused at how normal the conversation seemed.

The giant timberwolf, Fenrir, barked out a hollow, wooden laugh. “Youth! Such a curious pup.”

“Hey!” Scootaloo said indignantly. “I ain’t no pup! I’m a filly!”

Fenrir laughed indulgently, his chuckle like the rumbling of the earth. “My mistake. To answer. Your question. Fenrir is the name passed down. By the pack leaders. So our Goddess decreed.”

“Goddess?” Scootaloo asked, cocking her head to the side. “What’s a Goddess?”

Fenrir’s eyes hardened, and he tore at the ground with claws the size of small trees. “The Traitor. The Consumer. The Lost. She who took everything we were. And warped it for her own gain.” Lifting his enormous head, he exposed the hollow of his throat to them, allowing Scootaloo to get a good look at the sparkling object she had noticed before.

It was a shimmering diadem, similar to the one Scootaloo had seen Princess Celestia wear on the few occasions she had seen the shepherd of the sun. Unlike the golden glow that had rested upon Celestia’s noble brow, this one shimmered with the darkest blackness imaginable. An enveloping, consuming darkness writhed across it, one that would smother everything that existed, all while giving nothing back. At its core sat a pure white crescent moon, its light somehow providing a perfect counterpart for the surrounding darkness without either being overwhelmed in the slightest.

Scootaloo felt herself taking a step back, overwhelmed by the pressure given off by the deceptively tiny trinket. Her legs shuddered uncontrollably, and looking at the crown filled her with a bone-chilling fear unlike anything she had ever felt before. Just looking at the thing made her mouth dry out and her throat seize. Her stomach heaved, and she felt the sour taste of bile upon her tongue. Whatever that thing was, it was pure evil.

Images crowded into her mind, appearing and disappearing so quickly she couldn’t make them out. They grabbed at her psyche, tickling it like hundreds of tiny ghostly fingers whispering across her brain. Within a second, she saw her parents die, her friends leave her, her idol Rainbow Dash brought low, and Ponyville disappear in a heaving sea of flames. She was cast out from the town, her wings were torn off, her tongue was cut off, and her eyes were gouged out. Rainbow Dash said she never wanted to see her again, her parents abandoned her, she never got a cutie mark, and died forgotten in a lonely cave.

The line between reality and nightmare blurred together, quickly fading out entirely. Faintly, at the edge of her hearing, she could hear what sounded like a high-pitched scream as her consciousness fell into a never-ending whirlpool of insanity. Empty eyes stared at her from faces that didn’t exist, swirling around her until they…

Fenrir dropped his head, cutting off her line of sight with the glittering trinket. Broken from its spell, she found herself lying on her side, clutching her head in her hooves. Her throat was torn and raw, and she realized that the blood-curdling scream that she had been hearing was coming from her own mouth. Cutting her shriek off with a hacking cough, she weakly turned her head to look up at the giant timberwolf. “Mister,” she said, her voice raw and harsh, “what was that thing?”

With a sad sigh, Fenrir averted his gaze away from her. “The last thing we have. From the war, it was. Passed down generation after generation. I did not think. It still had so much power.” Lifting a paw, he reached up for his throat where the crown lay hidden. “Perhaps that is just. Proof that she is. Active once again. Our Lady, who we swore to serve for eternity.” His voice lowered to a growl and his lips curled back, exposing his thorny teeth. “Our Lady, who betrayed and abandoned us! We, who were her soldiers when. She fought her own sister!”

Scootaloo hacked out another violent cough, her body shuddering in agony. “…Who?” she whispered out feebly.

Fenrir’s hackles rose as a rumbling snarl escaped his massive throat. From all around her, Scootaloo could hear the sounds of the other timberwolves surrounding the clearing adding their voices to his, until the forest seemed to reverberate from the very force of it. “Her scent fills my nose. I can smell her. The same disgusting scent. From this trinket. It fills the very air around you!” Gesturing with his paw, Fenrir pointed at a spot directly behind Scootaloo.

Turning her head to see what he was pointing at, Scootaloo's eye widened. Sweetie Belle and Apple Bloom had both reacted the same way as she had, and were both lying on the ground. Apple Bloom in particular had reacted especially badly, and looked like she was foaming from her mouth. But above them both Pipsqueak still stood tall, his youthful eyes glaring daggers up at the massive beast before them. Despite the massive paw being pointed directly at him, he refused to waver.

“I can smell her!” Fenrir proclaimed, throwing up his head and howling towards the sky. The surrounding timberwolves joined in the howl, their cry reaching to the very heavens. “Our former Mistress! Queen of the Night! The Weaver of Dreams! The Fallen Goddess, The Mare in the Moon, Nightmare Moon! You know where she is! Tell us! Now!”

“And… and if I tell you where she is?” Pipsqueak stuttered, backing away from the frothing beast. Scootaloo could tell that he wanted to cover his ears to protect them from the surrounding cacophony, but he chose to stand as strong as he could. “What’ll you do?”

Fenrir looked down at Pipsqueak, his howl cutting off. All the surrounding timberwolves cut off their howls at the same time, immediately throwing the area into an absolute, haunting silence. “We will see. With our own eyes. And if she has. Fallen once again.” Lifting one paw, he quickly slashed it across it own throat. “Then. We will do our duty. We will kill her.”