“Twenty years ago…”

An Earth Pony digs at the ground. He swings his hoe and pulls the dirt. Above him, a pink flash streaks across the sky. It impacts a large cloud in the distance of the Earth Pony's sight. The streak hits the cloud with a bang.

“After his shock subsided the lonely Earth Pony goes to work…”

“But his work will be interrupted once again…”
A body falls from the sky. It lands near the Earth Pony. He gallops to it to find the body was of a Pegasus. Soon more bodies fall from the sky.

“Now…”

A rat roasts over a fire. Petty Kitty pulls the stick away from the fire and offers it to Honey Mead.

“No thanks I don't eat meat,” The Earth Pony turns to eat some little white flowers.

“This rat holds more energy in it then your weeds,” Petty Kitty smirks ripping some rat flesh in her teeth, “Your plants know that.”

“What do you mean?” Honey Mead raises and eye.

“This valley was once the grounds where a town of Pegasus fell from the sky,” Petty Kitty answers, “So many that the winged ones left them here. The plants you are eating feeds off their bones.”

Honey Mead’s chewing of the wild grasses slowed.

“From the sky… something new falls…”

A Bat Pony cuts through the air like a rock. There was a scar around her head held together with metal staples and a large metal wire antenna out the side. A pink hilted dagger was at her hip.

Before the dirty yellow pony hit the ground a blue Pegasus saves her. Perfect Image lands near Claymari, Zero and Knives. Her Bushwoolies run up to her.

“My goddess what happen to her?” Knives examines the Bat mare.

“Those staples remind me of something,” Zero remarks, “Franken Pony.”

“Let her breathe,” Philia came marching up with Winkz next to her.

The Unicorn examines the unconscious pony. “This gash across her head is bleeding.” She pulls the mane back from behind the Bat Pony's head. “It goes all away around.”

Petty Kitty came running up with Honey Mead behind her.

“We saw the catch,” Honey Mead huffed.

“I see is she dead?” Petty Kitty asks.

“No,” Philia answers, “Her head wound appears to be bleeding pretty badly. I’ll charm some bandages. But that metal have to go. Some sick bastard did a number on her.”

“Speaking of,” Winks speaks up, “Was she?”

Philia examines the Bat Pony’s hind with a quick once over noting the green orchid cutie mark. “She appears untouched. They only touched her head. Petty Kitty you have lock picking tools?”

“Yes,” Petty Kitty nods her head.

“Take those out as I get the magic ready,” Philia points at the staples and walks off.

“C-Can you show me?” Winkz asks fallowing the pink Unicorn. “I may know some flashy spells. But that’s my familiar magic. I need to learn the simple stuff.”

Philia replied with a gentle smile.

“This blade had never been sharpened,” Claymari remarks taking the Bat Pony’s knife. She looks at the hilt and then takes out her sword looking at it's hilt as well. “This looks like they have the same maker?”

“Is that odd?” Zero asks.

“This is not the first I seen other blades of this make,” Claymari answers, “Keep in mind of my story and that this mean they are magic. Nothing good fallows when I come across other blades like mine.”

“Did you say magic?” A strange female voice chirped over Petty Kitty’s Pipbuck. The Cat Pony was in the middle of popping staples out of the Bat Pony’s skull.

“Twilight?” Zero realized.

“Ah, Yes, Captain Zero Endless,” Twilight replied.

“About this magic?” Twilight asks.

“What happened to Applejack?” Zero interrupts.

“She gave me a Pipbuck so I could talk to you,” Twilight answers, “Although the crisis she told me about appears to be over. Now about the swords?”

“They are magical,” Claymari answers, “Mine has the ability to enhance my natural speed even if I don’t have it on me. Holding it I can perform what I could call Speed magic. Quick bursts of instant speed and even speed up the air around my blade to perform a sonic boom. I’ve seen one of these blades give a Pegasus super strength.”

“Umm, Magic swords of similar make,” Twilight says to herself, “I wonder if I can find anything about them.”

“If you want,” Claymari gotten a somber tone.

Petty Kitty popped the last staple off the Bat Pony’s head. Perfect Image stood next to her watching. A moment later the top of the Bat Pony’s skull flops off, Perfect Image fallowing it by turning her neck. The Pegasus gets wide eyed. It took Petty Kitty a moment to notice her look.

The brain of the Bat Pony was exposed. This made the Cat Pony jump back letting loose a squeak. Zero noticed Petty Kitty’s look. He leans around the small pony body and seeing the mare with no cap on her head, He screams. “Franken Pony!” This got Claymari’s attention and she looks up from examining the two swords.

The screaming awakes the Bat Mare. She sat up feeling like her head was throbbing, Rubs the eye crust away and smacks her mouth to get rid of the dryness. It took her a moment to notice the ponies around her. Once she did she jumps awake quickly getting to all for feet.

To her perplex, the Bat Pony realized the strange ponies looked afraid of her.

“Miss are you okay?” A cat ghoul asks.

It was then she noticed the blood trickling down her muzzle. This caused her to look up and she saw nothing. Witch was odd because at least her mane should been visible.

Something touched her back leg. The Bat Pony turns around to see something red and it had dark blue tuffs of hair, Her tail hung near it with the same tuffs of hair. She puts two and two together.

“You sick-o’s scalped me!” The Bat Pony her feet in a panic state trotted in place.

“Oh, it’s not what you think!” Petty Kitty shouted, “We-umm, More or less found you like that.”

The Bat Pony spots Claymari with the pink dagger.

“My mother’s dagger!” The mustard mare took a few steps forward.

“Miss stay still,” Petty Kitty held her paws out the concerned look in the Cat Pony’s eyes made the Bat Pony’s heart jump.

“H-how bad is it?” The Bat Pony stutters to ask.

“We aren’t sure how you are alive?” Zero answers.

“Your brains are showing,” Perfect Image adds.

The Bat Pony freezes sweat starts beading on her body. She starts speaking slowly to Claymari. “Could you give me my sword back? I think it’s keeping me alive.”

Claymari gives the blade a thoughtful look. “I can see that,” And hands the dagger to the Bat Pony.

The mare sighs in relief and she hugs the blade like an old friend.

“What the?” Philia says in shock as she walks up with Winkz. Then she glares at Petty Kitty.

“You told me to pull out the staples,” The Cat Pony shrugs.

“Ah yes, I suppose we should fix that,” Philia picks the skull cap up with her magic. This caused the Bat Pony to flinch uncomfortably.

“Are you in pain?” Philia asks.

“Of course, but your magic is causing this to itch,” The Bat Pony replied pointing at the antenna with her hoof but carful enough not to bump it. It wasn’t sensitive or anything, she was just afraid if she bumped it her brains would pop out.

“Let me look,” Philia examines the brain. She could see the blood pulsing through a membrane skin. The Unicorn didn’t know about this underskin and noted it in her mind’s archive for later. The antenna was still attached sticking into the side of the brain.

“What’s this piece of metal?” Philia asks, “It appears somepony attached into your brain.”

“I-I don’t know,” The Bat Pony replied unnerved, “There's nothing wrong with my memory that I know of. But I think I have some missing time since I don’t know how I got here. But I could if been drug and had to be tossed away for some reason.”

“Given that no one fallowed you here yet means that they don’t know or care,” Knives adds.

“What’s your name?” Philia asked.

“Ferngully,” The Bat Pony answers.

“I do not dare to mess with this metal thing,” Philia tells Ferngully, “I can put the top of your skull back on mend the flash could even mend the bone. But if I do some pony may have to cut your skull open again to remove that thing and other then the person who did that to you. I don’t know of anypony in the area that could pull such a task with out killing you.”

“Leave the skull unsealed,” Ferngully answers, “I know of a pony that can fix it.” The Bat Pony looks at the darkening sky. “But it will have to wait until the morn.”

Philia puts the skull cap back over the Bat Pony's head. “Petty give me the staples you just took out.”

The Cat Pony shows Philia the bent pieces of metal. The Unicorn takes up the pieces of metal. She straightens them and proceeds to put the staples one by one back into the Bat Pony’s skull. Each staple glowed red causing Ferngully to flinch.

When everything was done the Bat Pony felt the need to rub her hooves against her head like one would addjust a hat. Afterwards Philia puts a healing bandage on her head.

“This will help fuse the flesh,” The Unicorm told her.

“An hour passes and the temperatures drops… Claymari looks out over hilled grasslands lit by the moon…”

The orange mare exhales the steam of her breath appears in the night air.

“You look tense,” Knives remarks.

“I feel battle on the air,” Claymari answers.

“You put too much of a burden on yourself,” Knives tells the Earth mare.

Claymari turns and kisses Knives. The buck shivers and Claymari giggles at the stallion. “That was easy, I did expect to cold buck you.” The orange mare walks off.

Perfect Image and Zero Endless walks next to each other. The mare was eyeing the buck’s wing as they walked.

“What’s the matter?” Zero asks.

“I’m a little worry to leave you like this,” Perfect Image points at the wing.

“You don’t have to leave,” Zero answers.

“I don’t have a place in the world,” Perfect Image sighs, “That’s why I asked to go to this area. I could hide here. Take care of my Bushwoolies.”

The buck moves in for a kiss. Perfect Image kicked up and back her head away from them. Zero frowns, Look the mare in the eyes. Then he runs away.

He found Petty Kitty warming herself against the fire. Honey Mead was there too curled next to the flames. Winkz and Ferngully snuggled in their sleep taking each other’s heat.

“I want to talk to Applejack,” Zero demands to the Cat Pony taking her off aside.

“Um… I suppose,” Petty Kitty answers surprised by Zero's sudden abruptness. She puts the Pipbuck to her mouth. “Applejack are you there?”

“Errr? What is it Sugarcube?” Applejack said sleepily groan.

“Where you sleeping?” Zero asks with a slight apology.

“Yes, but it’s okay,” Applejack then yawns. “It’s not uncommon for me to be a woken in the middle of the night. I technically sleep for a few hours over the day. Rarely over one lump sum at night. Something happen Sweatpie?”

“How’s my wife?” Zero asks flatly.

“She knows, what happened to you. You where unconcerned until now,” Applejack remarks.

“What was her reaction?” Zero wondered.

“I told her you were dead,” Applejack said factly, “She of course cried in the chest of her boyfriend and I assume she made love with him that night to make her soul feel better. I didn’t tell her that we found out you were alive. She still cares for you like one does a close friend. But your situation is complex.”

“Sorry for bugging you, I just wanted to hear about her suddenly.” Zero sighs.

“You’re having an emotional crisis?” Applejack said with a smirk in her voice.

“Yeah, I suppose,” Zero answers, “With the brake up, and being flung into this strange place I’m feeling lonely.”

“A buck has needs,” Applejack replied, “Sorry, but I can’t do much about that from here. Even if I could I have my own buck at home.”

“You can go back to bed,” Zero said in a broken tone.

The Pipbuck went dead. Zero lowers his head. Petty Kitty kisses the male on the lips.

“Petty?” Zero takes a step back.

“The night we met I was offering myself to you,” Petty Kitty told the buck. “You can still take me.”

An image of Perfect Image’s body appears in Zero’s mind in away to make the Pegasus aroused. He personally didn’t find the Cat Pony attractive and her small size made things awkward.

“As the two ponies walked off… A spark came from the antenna of Ferngully…”

The Bat Pony open’s her eyes. The color of her eyes had changed. She stands up, Winkz opens her eyes and spots the Bat Pony’s flank. The orchid had changed from green to white.

“What are you?” Winkz answers disregarding her beaten slave tone and taken on her more confidant Dark One tone.

“What do you mean?” The pony that looked like Ferngully answers.

Winkz took a moment to cast a spell to send Honey Mead into a deeper sleep.

“You’re not faking it like I am,” The maroon pony tells the Bat Pony.

“I work for a strong master,” The Bat Pony answers unsheathing her dagger, “My name is Vanilla.”

A magic aura of white appears around the Bat Pony’s antenna and she cast the spell her magic channeling through the dagger and hitting the ground.

“The creatures that are coming aren’t meant to hurt you only to gain the trust of your companions,” Vanilla tells the Crystal Pony. “I believe you’re not going to interfere in away to ruin this plan.”

“No, as you guessed, I’m and observer,” Winkz answers.

“Good,” The Bat Pony closes her eyes and falls back. Winkz had to catch her.

“From deep within the earth… Skeletal figures dig their way up from the ground…”

A soft decayed pony hoof breaks out of the ground. A Bushwoolie walking by shrieks and runs away. The hoof pulls the upper body of a Pegasus skeleton out of the ground. As strips of muscle tissue wrapped around the frame of the skeleton. It pulls it’s self out the earth. Behind it more skeletons rise.

“What’s the matter sweetie,” Perfect Image says as the Bushwoolies rush over to her.

The skeleton Pegasus walked toward the winged mare. Knives fly through the air hitting the skeletons in the back of the necks. The heads fell off. Claymari comes in and smashes the frames.

Winkz awakens Honey Mead by disabling her spell. The skeleton was standing over the gold pony as she looks up at the blurry image with her groggy eyes.

Honey Mead rolls out of the way of the hooves. They hit the earth as Honey still on the ground grabs her spear and thrusts. The spear goes up under the skeleton’s skull.

Honey Mead takes out two more undead ponies. Winkz screams and bucks one breaking a leg. But for every skeleton they took out three more seemed to rise.

Philia fires stun beams from her horn. This slowed the approach of the skeletons enough to allow Winkz to put Ferngully’s unconscious body on Honey Mead’s back and run past them.

A cross the field, Petty Kitty hits a pair of skeletons with her Star Blaster. The boney creatures explode in flame. Zero stood behind her ready to buck anything that came into range.

“Sonic Sword Boom!” The force wave shatters the group of skeletons that approached that pony pair.

Claymari swings round to take out a skeleton that tried to flank her. Knives defending the mare’s hilt side.

“Luckily we spotted those fire balls,” Claymari told them.

“What was that?” Knives asks.

“Some bomb plants I found,” Claymari lies slipping the Star Blaster into the saddle bag.

The group of ponies battle their way to the camp fire where they meet up with the others. As they fought the skeletons kept coming.

Ferngully stirs and wakens. She quickly notices the undead ponies coming down on the party and starts lashing about.

“I see your part of the living,” Winkz remarks.

“Could you not kick about?” Honey Mead adds, “Last thing I want is for you to hit me in the back of the head and knock me out.”

“What’s going on!” Ferngully shouts.

“Th-they just started raising form the grave,” Winkz answers.

“I’m betting they want revenge for eating these things essence sucked up in the grass,” Petty Kitty points out.

“Don’t you be blaming this on me,” Honey Mead thrusts a creature with a spear. “Beside you eat whole flesh of creatures.”

“At least I make sure what I eat doesn’t have the flesh to allow them to walk,” Petty Kitty boasts.

“Honestly, I think some kind of healing magic is at play with these things,” Philia points out getting into the conversation. “After all they should have been nothing but bones or less years ago.”

Ferngully starts rubbing her head. “My head his buzzing.”

Suddenly the Bat Pony’s antenna sparks then a flash of magic knocking down some skeleton ponies.

“Oh my goddess they didn’t,” Philia mutters.

“Was that magic?” Ferngully sounded shocked.

“From the sky came a piercing howl… Above rains down a set of bat theme ghoul ponies…”

A Bat Pony land hard on the ground. From there she swiftly turns into a large hairy half Bat Pony half wolf creature with claws that slashed at the skeletons.

Another Bat Pony was a mare with a thick snake tall complete with a raddled for her lower half. She swings her great lower half taking out a hoard of undead.

The last technically wasn’t a Bat Pony but she had the same kind of eyes and ears. A dark blue gem was in her for head and the pony had a long tail with only a tiff of mane at the end.

She was a type of pony called an Elfen. They us magic like a Unicorn but instead of a horn they are born with a jewel in their forehead. Instead of having levitation as their default magic like Unicorns do, Their default were magic arrows.

This Elfen had a pink boa around her neck that turned into wings. She held a white orb in the bowl of her hoof.

The orb emits a stream of white mist. The mist stretches out. Philia watches the mist swirl around her head and reach Ferngully.

Ferngully’s antenna sparks white sparks. Her eyes and cutie mark changes colors. The Bat Pony takes her dagger form around her hip and slams the hilt against the ground with her antenna glowing white. Wave of magic shoots across the ground fallowed by the skeletons dropping dead.

“Sorry about that,” The lavender Elfen with the dark blue mane and red head gem spoke up. There was a red whip cutie mark on her flank. “I’m Lady Dominatrix, one of our number got away with an artifact and must have somehow activated it.”

“Mother, They are using some kind of mind controlling magic on Ferngully,” Philia tells Claymari.

Sword Mare points her blade at Lady Dominatrix. “Let Ferngully go from your spell and we can be civil.”

“Very well, Vanilla come here,” Lady Dominatrix holds up the orb and the mist sucks from Ferngully’s body returning the Bat Pony to her normal state.

“What happened?” Ferngally holds her head.

“Ferngully it’s me Doma,” Lady Dominatrix told the pony.

“Doma?” Ferngully looks past the Elfen. Then she starts crying. “I know the name but the person, my memories of you are gone.”

“How about me? It’s Ester Song?” The yellow Lamia Bat Pony with the purple mane and green snake half slithers up and asks.

“I know that name too but I don’t know you,” Ferngully answers.

“We should get her to the castle,” The orb spoke up.

“Can she fly?” Lady Dominatrix points out.

“I don’t know if I can,” Ferngully replied, “I fell out of the sky once already I don’t want to again.”

“She fell on Earth Pony land,” Knives spoke up. “As representative of the nation it’s my duty to escort her.”

“I’m with him I suppose,” Claymari adds with a smirk.

“Off the side… Petty Kitty talks to the Werewolf Bat Pony…”

“So you can change from a Wolf Ghoul to and Bat Ghoul?” Petty Kitty remarks to the Red winged pony now looking like a normal Bat Pony.

“Not sure Bat Pony’s count as Ghouls,” Zero points out, “In my time Bat Ponies are Luna’s guard, Of course most are spelled to look like Bat Ponies but some are real.”

“Oh, I see,” Petty Kitty reacts, “I wonder if other types of Ghouls are really pure breeds?”

“I’m half Bat Pony and half Wolf Ghoul,” The Wolf Bat replied, “The name is Fang Flame.”

“Petty Kitty,” The Cat Pony introduced herself, “I’m half Cat Pony and half Miniature. How do you change like that?”

Fang Flame shows the collar in her neck. A small talisman gem was imbedded into the leather. “It allows me to suppress my Ghoul aspects at will.”

“The party of Bat Ponies take the traveler to Mount Faust… On top of the mountain lies a set of towns… Half the city was built on the mountain and the other half was built on the clouds…”

“The name of the Towns were Hard Peak and Soft Peak…”

“The Bat Ponies put the travelers up at the Daphne Inn…”

“This area, Hard Peak is where our none cloud walking citizen’s live,” Lady Dominatrix told the travelers. “Our lord Beerstien lives at his castle in Soft Peak. The two Pegasus can travel with us to the cloud town.”

“I’m coming with,” Claymari orders.

“I don’t know the spell that will allow you to walk on the clouds,” Lady Dominatrix tells the Earth mare.

“Don’t worry I have a charm,” Claymari was sure she was lying about not knowing the cloud walking spell. With position she was in and manner of the two towns. A magic user not knowing that spell isn’t worth their salt.

“Very well,” Lady Dominatrix answers, “Fang Flame, you stay here.”

“Yes ma’am,” The red Bat Pony replied.

“The groups split… Soon Claymari’s group reaches the border of the Hard Peak township…”

Claymari stops at the line of cloud and earth. Ester Song just slithers past her.

“You're coming,” Ester gives a smirk to the Earth Pony.

“Yeah,” Claymari steps onto the cloud.

Ester’s smirk turned into a look of shock. “I guess you weren’t kidding about walking on clouds.

“But they always make me feel sick to my stomach,” Claymari remarks.

Ester pats the Earth Pony on the back, “I get that feeling too, I think it’s an Earth Pony thing. You know Lamia morphed or at least most morphed from an old settlement of Earth Ponies back when the Mist Bombs fell and mess with our genes.”

“The group of ponies advanced to a castle at the center of the town… A castle of stone…”

“Stone in the sky?” Zero points at the castle walls as they walked in.

“Old alchemist trick with something call slush powder,” Lady Dominatrix answers.

“In the audience chamber waited two Bat Ponies… Lord Bernstein and his wife Ale…”

“Ferngully!” Ale a light brown Bat Pony mare with a grayish blue mane rushes up to the young Bat Pony.

Ferngully steps away cautiously not recognizing the strange mare.

“Sweetie what’s wrong?” Ale asks.

“I-I…” The Ferngully starts tearing.

“She remembers old names but not faces,” Zero pats the crying Bat Pony on the back.

“Thank you, you are responsible for returning my daughter,” Lord Bernstein who was other than being large and with a goatee was the typical blue coloring found among Bat Ponies.

“You’re welcome,” Claymari asks stepping forward.

“An Earth Pony?” Beerstein raises and eye.

“I’m Claymari the Sword Mare,” Claymari announced, “The two with me at the moment are Ca-Zero Endless,” Claymari stopped herself as to not to give away confusing information. “And Perfect Image.” She points at the blue Pegasus.

“I’m currently looking for a home,” Perfect Image adds. I was just traveling with Claymari and her companions until then.”

“Well I could always use cloud walkers,” Beerstein answers, “And you helped my daughter.”

“I also have a group of animals that accompany me,” Perfect Image points out. “So I need to live on earthen ground.”

“The earth space maybe more complicated,” Ale remarks sadly, “We have plenty of cloud room but ground is tight.”

“I see,” Perfect Image sighs.

“Speaking of your daughter,” Claymari chimes in, “How that thing happened to her head?”

“She was one of twins,” Ale rubs her belly. “One was healthy, the other not. After a few years the weaker sister died”

“That would be me,” The white orb in Lady Dominatrix’s hoof remarks.

“My brother loved my child as if it was his own. He had away to bring our dead daughter to life. And acted on his own.” Beerstein told them. “He ended up butchering her.”

“And he kept me locked away,” Vanilla adds.

“We sent the fowl creature in our dungeon,” Ale spat.

“I see,” Claymari frowns.

“You do not approve?” Beerstein asks.

“All I can say, that’s not what I would have done,” Claymari pauses. “Maybe…”

“Back at Daphne Inn…”

Philia and Winkz sat at the table sipping on drink mugs. Out of the corner of her eye Winkz spots two ponies sitting across the room. They were bucks, one red and the other white.

“What is it?” Philia ask noticing the Crystal Pony’s look.

“Kool-Aid and Comet,” Winkz answers, “They are followers of Church of Bones.”

“I remember the red one now,” Philia smile getting up out of her seat.

“What are you doing?” Winkz says in a concerned hushed tone.

“I’m going to say high,” Philia smiles.

“Is that wise?” Winks asks.

“Wiser then ignoring the issue,” Philia answers and she says, “high,” to the two stallions.

“Your Claymari’s daughter?” Comet recognized the filly.

“Yep,” Philia answers, “Mind if I sit.”

“A little but you can,” Kool-Aid sighs as Philia and Winkz takes chairs.

“What brings you bucks here?” Philia asks.

“What’s it to you?” Kool-Aid snaps.

“The terms we left on,” Philia answers, “Don’t we have issue’s?”

Kool-Aid was about to say something when Comet stopped him. “We have no issue. We are relocating our settlement to New Laurenville”

Philia frowns, “Isn't that a little too close to Old Laurenville?”

“The mist has settled for years,” Comet sighs.

“Don’t you have a better settlement spot?” Philia asks, “Don’t your church have other places?”

“This is a placement of power,” Comet answers. “Reverend Bones wish to look up the old gods apparently.”

“I just hope things don’t get out of hand again,” Philia sighs.

“In the back rooms of the inn..”

Petty Kitty curled up on the bed. Fang Flame walks into the room.

“You want something?” Petty Kitty yawns.

Fang Flame turns off her talisman and she became her shaggy form.

“The two of us are Ghouls,” She smiles.

“Yeah so,” Petty Kitty snaps.

“There is a loneliness in you,” Fang Flame removes her talisman choker. “Come here.”

Petty Kitty with a cautious look on her face jumps off the bed. Fang Flame puts the choker around Petty Kitty’s neck.

“Look in the mirror,” The Wolf Pony smiles.

The Cat Pony looks into the mirror and she wasn’t a cat anymore. What was before her was a pink pony with a yellow and purple mane. She was still smaller then a normal mare. But what stood there was a pony.

Petty Kitty had to double take at the cutie mark on her flank to make sure that it was her own. A metal heart shaped thing with a keyhole. A cat claw picking the lock. It was a more complex cutie mark. She won a reward for it when she entered it into the fair at her home town.

“I’m pretty,” Petty Kitty said with tears streaming from her eyes.

“I’ll let you borrow it for the evening,” Fang Flame tells the pony. “I know I witch nearby that came make these things for a price.

“Thank you,” Petty Kitty leaves the room.

“Back at the Castle…”

“Doma,” Ale speaks up, “We have a group of ponies wishing to have and audience waiting for you at the Daphne Inn.” The Bat Pony pulls out a pair of talismans and tosses them to Lady Dominatrix. “Bring them here.”

“Cloud walking charm?” Claymari notes.

“We keep such things regulated,” Ale replied. “This helps keep the undesirable away.”

“I see,” Claymari answers, “That’s why the Elfen can’t cast the spell herself?”

“Can’t get much past you,” Lady Dominatrix smirks, “They pay me to keep an eye on me. To not use that magic on anypony.”

“I see if you are going back to the inn, I suppose I should come with.” Claymari shrugs. She turns back around. “Zero, Perfect?”

“If you find a place will you send somepony to contact me?” Perfect Image asks as she turns to walk away.”

“We will dear,” Ale replied with a smile.

Lady Dominatrix, Claymari, Zero, and Perfect Image leaves the hall.

“Ester, take the young Ferngully to her room.

“Yes sir,” Ester Song nods her head.

“Daphne Inn…”

Petty Kitty walk out onto the bar room floor. She noticed right away the bucks looking at her like they never looked at her before. One even approaches her.

“You’re a mare not a filly?” The buck asks nervously, “You’re the size of a filly but hips and face says mare.”

Petty Kitty blushed, Bucks outside her home town never guessed her age before and got it right. Not many could tell she was an adult because her cat features threw them off. They always assumed filly due to her size. Cause of this she always had to hit on stallions first.

“I’m a mare,” The pony mare replied with a smile. “The names… Petty Pony.”

The name rolled around in Petty Kitty's head and she giggles a little. She found having a name with the word “Pony” in it sounds kind of hot.

“Across the room Winkz sends a telepathic message to Philia…”

“Um…Philia,” Winkz’s voice was nervous in Philia’s mind.

“What is it?” Philia answers without moving her lips. The two ponies were trying to keep their glow to a minimum. Since they were so close that wasn’t hard.

“Is that Petty Kitty?” Winkz projected the image of a Miniature pink pony into Philia's mind. The sudden intrusion made Philia whence.

“Don’t do that,” Philia snaps as she turns around. She spots the pony. “Yeah a see her.” Philia looks at the cutie mark on the flank. “That's pretty distinct you have to be right.”

Philia turns around and puts some bits on the table. “Thanks for the conversation.” She tells the Church of Bones bucks as she and Winkz got up from the table.

They walked to the pink pony talking to a buck.

“Petty Kitty?” Philia spoke and watched the pony’s ear pop up.

“I’ll let you talk to your friends,” The buck walks away.

“That is you!” Philia smiles. She swiftly notices the chocker on the mare’s neck. “Is that Fang Flame's.”

“She’s letting me try it out,” Petty Kitty smiles.

“Why would she do that?” Winkz asks taking a mug from the bar tender and paying with a bit.

“She’s trying to get me to buy one of these from the witch at the bottom of the mountain.

Philia and Winkz’s ears twitch at this.

“You girls need to stop downing drinks or I’ll have to ask for another lone from the barox,” Knives remarks to the mare with Honey Mead behind him.

Honey Mead turned to Petty Kitty. “Is that you?”

“Soosh, Girl thing,” Petty Kitty smirks.

Knives sighs, “Unfortunately, This town appears privately ran so no income flow from the Earth.”

“We still have Granny Smith’s Fruit Pies,” Philia smirks.

The Unicorn had the urge to look around the room and she noted the Bat Pony guards pretending not to be watching them. A moment later Claymari with Zero and Perfect Image walks into the inn. Lady Dominatrix enters behind them and walks over to the table that has Kool-Aid and Comet.

“That’s not good,” Philia remarks.

Perfect Image walks back to see her Bushwoolies.

“Aren’t those guys from the Church of Bones,” Claymari notes. She was starting to feel off.

“Our old enemy and the lords of this area are talking we should leave,” Knives points out.

“I want to wait a day,” Claymari says cautiously.

“You’re worried about Ferngully,” Knives frowns.

“Zero?” Petty Kitty blushed stepping forward.

“Petty?” Zero said shocked. He looks the mare up and down.

“What do you think?” Petty Kitty boasts.

“What was wrong with your other form?” Zero remarks.

“You didn’t even know I was a mare until somepony told you,” Petty Kitty said coldly.

“I’m not arguing about this,” Zero walks off, “It’s late and I need rest.”

“We all should have rest,” Claymari tells her party.

“After her companions went to sleep… Winkz walk the halls of the inn…”

“She leaves the Daphne Inn… and crosses the border between Hard Peak and Soft Peak…”

“Ester Song leads Ferngully down the castle halls to her room…”

Ferngully flops down into her bed. Her antenna bounced and a throbbing pain.

“Are you okay miss?” Ester Song asks.

“Yes, I just need to rest,” Ferngully answers.

Ester Song nods her head and puts out the light of the candle with her tail.

Ferngully found herself tossing and turning in her bed. This was due to the antenna that forced her to turn her neck in a position she didn’t like.

A heavy sliding sound made Ferngully’s ears twitch. She turns around to see a secret stone passage way had opened up. The next thing she noticed was a strange buck was standing over her.

Ferngully let loose a quite "eep".

“Fern it’s me your father,” The bat buck told the bat mare.

Ferngully just replied with a confused look.

“Don’t you know me sweet heart?” The buck asks concerned.

A white spark came from Ferngully’s antenna. Her eyes changed color. “No she doesn’t.”

She strikes the buck with magic lighting.

“Winkz stands in audience with Lord Beerstein and Ale…”

“Is everypony going to be able to walk on clouds today?” Beerstein remarks.

“You must be the pony that Vanilla told us about?” Ale notes.

“I’m a Dark One from the Crystal Empire,” Winkz answers.

“Are you related to that Dark One who moved in at the base of the mountain?” Ale asks.

Winkz had to stop a moment to think. “No, but we have meant. Somethings happened in which I was somewhat involved but no. We have nothing to do with each other.”

“Why are you here?” Beerstein demands

“I have interests with my traveling companions I need to protect,” Winkz told the Bat Ponies, “I plea you not to intend them harm and allow us on your way.”

“I’m afraid it’s much to late for that,” Beerstein smiles.

“Daphne inn…”

“Zero,” Petty Kitty walks into Zero's room as he tries to lay down.

“Don’t talk to me like a girlfriend,” Zero snaps.

“You’re really mad at me,” Petty Kitty said sadly.

“I’m disappointed,” Zero sighs.

“I’ll forget about this pony thing if you do something for me,” Petty Kitty tells him.

“What?” Zero asks.

“Make love to me once like this,” Petty Kitty answers, “Like this I feel sexy, I mean physically down inside and out sexy. The sexiest I’m ever felt. I want to feel the per and emotion of a buck in me at my most sexual. After that, after we are done. You still want me to forget about this. You’d never see me in this body again as long as we are together.”

Zero stared at Petty Kitty. This caused the pony to blush.

“I suppose the most buckish thing I could say is you had me at make love to you,” Zero smirks kissing the mare on the lips.

The kiss with the added sensation of how sexual her pony body was making her feel. Petty Kitty let out a moan. Zero walks over and started sniffing around her rear.

“From somewhere in the shadows… Fang Flame touched a talisman with her hoof…”

“Errrrup!” Petty Kitty exclaimed.

“Did you just make a cat sound?” Zero pops his head around and asks.

“I did?” Petty Kitty replied confused.

“Your eyes turned back into slits and their big and round,” Zero notes.

“The better to see you with,” Petty Kitty jokes with a smile, “I guess these things wear out.” She was looking at her hoof now witch had turned back into a paw.

Zero from behind her watch the long mane like tail with a swoosh turn into a cat tail and the color of the Cat Pony’s coat.

“Petty,” Zero said in shock. He was looking at the back of Petty Kitty’s head. Her yellow bit of mane that was on top of her head had disappeared.

What turned around could not be called a pony in any sense. The large cat turned and hissed. It takes a swipe at Zero. He tries to dodge but there was little room to move. The claws cut deep in Zero’s shoulder. Blood starts spurting out and Zero lets out a scream.