Penumbra

by Deep Pond


Ticking Clock

Things were moving quickly.

Silver Gleam watched with interest as he trotted towards the center of Ponyville. The town was in chaos, but it was rapidly becoming an organized sort of chaos. Pegasus ponies flashed back and forth across the sky, carrying messages; off to the east a large group of them seemed to be practicing some sort of maneuvers under the direction of a blue mare with a rainbow mane and tail.

To the south, on a broad hillside, an enormous red pony in full armor was commanding what had to be several hundred other earth ponies. He seemed to be organizing them into units, but the ponies – farmers for the most part – were a far cry from the rigid ranks of the Royal Guard Silver had sometimes watched back in Canterlot.

Near the commander – Silver thought he'd heard him referred to as Captain Crimson – stood a small knot of ponies conferring, and a baby dragon writing frantically on three scrolls at once. Pegasi periodically flew down to the group, exchanged a few words, then flew off again.

The gray unicorn eyed the commanders – for so they clearly were – as he trotted closer. There were a handful of earth ponies – including an orange one wearing a large brown hat – and unicorns, forming a half-circle around another unicorn, purple and with striped pink-and-purple hair.

Silver stopped. It was Twilight Sparkle herself, the most famous student of his generation to come out of Princess Celestia's School for Gifted Unicorns. He felt a small chill at the prospect of actually meeting her, the author of Thoughts on the Ethical Ramifications of Omniomorphic Spells, the essay he had studied last year. He was considered an outstanding student of magic, but Twilight left him in the dust with her comprehension of the intricacies of arcana. And if half the things she was said to have done were true . . .

Gathering his nerve, flipping a hank of slatey-blue hair out of his eyes, Silver Gleam approached the little group. Twilight seemed to be carrying on two or three conversations at once, not counting the occasional brief orders to the pegasus ponies.

“It's no use Rarity,” Twilight was saying to a white unicorn with a luxurious purple mane and tail. “I know you'd do you best, but honestly you don't have either the temperament or knowledge of combat magic.”

“Well I hope you're not going to suggest that you take that on as well,” the white unicorn replied with a toss of her mane. “You're already organizing the entire defense; you can't possibly be expected to oversee the unicorn company as well. But in any case, Twilight dear, I insist on doing something to help. What do you need?”

Twilight groaned. “Oh, only everything. There are ponies to train; we need a tally of supplies; the outlying farms have to be warned; McIntosh wants some sort of fortifications built; I need somepony who knows combat magic; I need about a dozen ponies who can lead; the land between us and this enemy army has to be scouted; I need a decent map; I somepony to figure out what Pinkie Pie is up to; I need –”

“Armor,” said the big red pony, who had ambled over at some point. The others looked at him, and he returned their stares with heavy-lidded indifference.

“Armor?” Twilight blinked her big, purple eyes at the earth pony. “McIntosh, Rarity is a fashion designer, not a blacksmith.”

“Don't have to be metal,” explained Crimson. “Anything to protect against claws and such. Some ponies wear padded armor.”

“Padded?” Rarity blinked, considering the idea, then nodded. “Of course! Big McIntosh, you're a genius!”
“Eeyup.”

“Thank you so much! I'll get to work right away!” With an elegant toss of her curled mane, the unicorn turned and galloped away.

Twilight and the red pony turned to regard Silver Gleam curiously. The gray unicorn hesitated.

“Yes, can we help you?” Twilight said shortly.

“Actually, I was hoping I could help you,” Silver replied. He coughed softly, a nervous habit, and continued. “My name is Silver Gleam, and I . . . well, I want to help, of course, and I overheard you talking about the unicorns.”

He paused, suddenly unsure. Twilight seemed to be listening with one ear to a gray pegasus who had just arrived. The orange earth pony in the cowboy hat said “Yeah?”

For some reason, her frank green gaze unsettled him even more. “Well . . . I know you don't . . . that is . . .”

Twilight frowned at him, and the little dragon looked confused as he flexed his writing claw. The orange pony cut to the chase. “D'you mean you want to help lead the unicorns?”

“Yes!” Silver said, relieved. “That is, I want to offer my services. I recently graduated from Princess Celestia's School for Gifted Unicorns, and my central field of study was Applied Combat Magic.”

“You're a combat magician?” Twilight demanded, her expression suddenly intense. Silver actually took a step back as he replied.

“Not precisely. I have made a study of such thing, and scored extremely well in the combat simulations, but I'm afraid I . . . don't have any actual field experience, per se.” He gestured to his cutie mark, a four-pointed star. “I have a talent with magic, though”

“Close enough. You're promoted,” Twilight said. “You are now Lieutenant Silver Gleam, in charge of the unicorn ponies under Captain Crimson here.”

Silver stared from Twilight to the big red pony. “I . . . that is, I was anticipating something of a more . . . advisory position.”

“We don't need advisers,” the orange earth pony told him “We need leaders. And Twilight's next choice was gonna be Lyra, 'cause she's got a spell that makes really loud noises.” She extended a hoof and gave Silver's a brisk shake. “Welcome to the army, colt. Ah'm Lieutenant Applejack.”


The sounds of hammering, sawing, hooves on turf, and a high-pitched voice shouting orders drew Twilight Sparkle's attention. She had gotten away from the other leaders and organizers for a moment – even Spike – intending to check on something more personal, and to clear her head if only briefly. Her mind was awhirl with numbers and concepts, but she needed to check up on a certain friend.

Rounding Sugarcube Corner, Twilight stopped and stared. The large vacant lot next to the bakery was a hive of activity, with heaps of lumber, coils of rope, and various tools and bits of machinery lying scattered about. Several . . . structures dominated the area, confused-looking tangles of wood and rope, with moving parts and spinning wheels. Ponies were everywhere, mostly foals old enough to have their cutie marks, but too young for McIntosh to have accepted as soldiers. And in the center of the commotion, wielding a tool in each fore-hoof and talking a mile a minute, was Pinkie Pie.

Carefully, Twilight made her way through the hubbub, dodging ponies and stepping around . . . things. Pinkie seemed to be nailing boards together as several other ponies pulled on a rope, holding part of the structure in place. The pink pony shouted something incoherent, waving her hammer about dangerously to emphasize her point, and the rope-pulling ponies shifted slightly to one side. Satisfied, Pinkie drove in another nail and sighted down the rope.

“Pull it tighter!” she was saying as Twilight drew near. “A little more to the left . . . good, hold it . . . now bring the crosspiece over, that's it, up between those two boards . . . that's the way!” Still shouting advice and encouragement, Pinkie hammered vigorously.

“Pinkie Pie?” Twilight said curiously as she drew near. “What in Equestria are you doing?”

“Oh, hi Twilight!” Pinkie said, still working. “I wanted to help out so I tried to think of what I could do, and of course I thought of a victory party, because hey, it's a party, and I throw the best parties in Ponyville, right? I mean, everypony always says my parties are a blast, which is funny, because blasts aren't all that fun sometimes, unless there's confetti involved, because confetti is always fun, don'cha think? So I thought a victory party should be a big party, and that made me think of the Nightmare Night party because that was a really big one, and blasts made me thing about my party cannon, and then I thought about the pumpkin-flingers that we used to fling pumpkins – Luna was so good at that, wasn't she? – and I thought that I can't make more party cannon but maybe I could make some big pumpkin-flingers, and use them to throw other things than pumpkins, and – ”

“Pumpkin-flingers?” interrupted Twilight, staring at the contraption Pinkie was working on – was now climbing nimbly to fiddle with some wheels at the top.

“Yeah!” chirped the earth pony. “Only these babies can fling all kinds of things, so if we have to we can pile whatever stuff we have lying around in there” – she gestured towards a crude wooden bowl, large enough to hold a small pony, which several colts were busy sanding – “and twist that around a few times” – she pointed with another hoof towards a large, spoked wheel, currently leaning against a tree – “and wheee!” A third hoof described a long, graceful arc through the air, than ended when Pinkie lost her balance and toppled from her perch, hitting the ground with a thud.

Before Twilight could react, Pinkie had bounced to her hooves again. “Cupcakes!” she shouted, and a pudgy gray earth pony foal with a plate-and-fork cutie mark appeared, a plate of pastries balanced on his back. Pinkie grabbed cupcakes in each hoof and began stuffing them down her throat with single-minded focus. Within seconds, half the plate was empty, and the pink pony turned back to her work without pause.

Twilight watched with growing concern as Pinkie trotted to the bowl, seized it with her mouth, and dragged it over to a slender log which two fillies were busy breaking the twigs and branches off of. Eyes narrowed in concentration, Pinkie placed the bowl against one end of the log, checking the fit and muttering to herself. She's always a bit hyper, the unicorn thought, but not this . . . focused. Not this manic.

“Pinkie, I know you want to help, but . . . isn't this a little much?” Twilight said anxiously. “Maybe you should take it easy . . .”

“I can't,” Pinkie Pie replied with uncharacteristic sharpness.

“Oh, I'm sure you can –”

“No no no no no, Twilight, you don't understand.” Pinkie dropped her tools and gave Twilight an unnervingly direct stare. “I have to keep working, because I have to help, because I know I'm no good in a fight, but we have to fight, Twilight, because if we don't there won't be any more parties, there won't be any more friends to have parties with. And that means I have to help with the fighting, but I hate the idea of fighting, I hate hurting people, even if they're not very nice people, but if I don't they're going to hurt my friends, so I have to do something. And I thought, maybe this way I could help without actually fighting, but I have to pretend it's all a game, I have to focus on making my contraptions and not think too hard about what those contraptions are going to do, because if I start to think about that I don't know if I'll be able to help anypony.” Pinkie took a deep breath, her blue eyes very wet as they stared into Twilight's. “So that's why I have to work, and I have to stay working and not stop to think, and I know you're worried for me, Twilight, but I'll be fine, and you have a bigger job than I do, so you go ahead and do that, and help save everypony, and then we can have that victory party, okay?”

With that she was gone, busy tying rope to boards and haranguing her assistants with demands for more cupcakes. Twilight gazed after her, feeling strangely helpless.

“If you say so, Pinkie,” she whispered.


Oak Hoof had never seen anything like this. In the open area to the north of Ponyville, the earth ponies were assembling: hundreds of them. Organized and cooperative by nature, they formed themselves into neatly ordered ranks under the careful scrutiny of Big McIntosh – or rather, Captain Crimson.

Oak Hoof shook his head. He had been the head of the town watch for a lot of years, and thinking of solid, dependable McIntosh of the Apple family as a soldier – as a war hero – was going to take some getting used to.

Still, better McIntosh be in command than Oak Hoof himself. The brown earth pony had joined the town watch out of a desire to safeguard his community, as well as – he had to admit – the chance to impress the mares. Ponyville was a quiet town, and the watch mainly dealt with finding runaway foals, fighting fires, and arbitrating the occasional disagreement. Oak Hoof was confident in his ability to administrate the dozen or so watchponies under his command, but there was all the difference in the world between that, and leading hundreds of ponies into battle.

The others seemed to agree, he noted. As McIntosh spoke, they hung on the big red earth pony's words. McIntosh had a quiet strength, a sort of elemental solidity, about him. Whatever he told you, you could believe.

“Ah need leaders,” he was saying just then. “There's gonna be all kinds of chaos and craziness, and y'all ain't always goin' to be able to hear me or Miss Twilight. So we're gonna divide y'all up into companies, each with a Lieutenant in charge. Y'all will do whatever he or she says – whatever he or she says – unless you hear different from me or Miss Twilight. Understood?”

There was a general muttering of agreement, but McIntosh wasn't finished. “Ah need y'all to be clear on this,” he said, his voice – calm but loud – carrying throughout the field. “There ain't gonna be time to argue or consider. When orders come down, you have to act on 'em fast. And sometimes y'all are gonna hate those orders. They might be to kill, or advance under heavy fire, or pull out when it looks like we're winnin'. Y'all might have to see friends and neighbors die and not be able to do nothin' about it.”

The muttering died down into a sober silence. McIntosh regarded the crowd. “Ah'm pickin' the lieutenants,” he stated. “Ah need ponies Ah know and trust, who can take and give orders, and keep clear heads under stress. If any of y'all don't think you can be lieutenants, speak up fast, 'cause there ain't gonna be no second chances on this.”

He cleared his throat. “Applejack.”

No surprises there, Oak Hoof thought as McIntosh's sister stepped forward. The Apples worked well together, and Applejack herself was known and respected for her courage, integrity and tenacity.

“Steady Gait.”

A stallion in his early forties – dull orange, with a pine-green mane and tail – stepped up to stand beside Applejack. Oak Hoof knew him as a farmer, the head of another of Ponyville's numerous farms, and a solid and reliable member of the community.

“Oak Hoof.”

Although he had half-expected it, Oak started when his name was called. He hesitated only a second before advancing to stand beside Steady Gait. Guess we'll find out if I can do this or not.

“Ambrosia.”

A yellow mare with a white mane stepped forward. Oak vaguely recognized her: a construction worker, he thought. He didn't know her personally, but if McIntosh trusted her, that was more than enough for Oak.

McIntosh gazed at each of the four out of heavy-lidded green eyes. “If y'all don't think y'all can do this,” he said quietly, “speak up now.”

Silence.

McIntosh nodded once. “All right then,” he said. “You'll each be in charge of 'bout a hundred ponies, and –”

“Ahem,” broke in a cultured, male voice. “A word, Mr Apple?”

Oak and the others turned, to see a tan pony, his black mane streaked with gray, a crisp tie around his neck: Filthy Rich, the wealthiest stallion in Ponyville. What does he want? Oak wondered. He didn't entirely like Filthy; the businesspony's mannerisms grated on him, as though Filthy considered himself better than others just because he had plenty of bits.

“I understand you and Twilight Sparkle are organizing the defense,” Filthy Rich went on, ignoring everypony but McIntosh. “I wonder if I might speak to the ponies for a moment, in regards to the . . . current unpleasantness?”

McIntosh returned Filthy's gaze for a moment, then nodded.

Filthy turned to face the assembled earth ponies. “You all know me,” he said. “I'm Mr Rich, Ponyville's preeminent businesspony. I employ some of you, and I have a lot of assets in Ponyville.

“My house is large, and it's located in the center of town,” Filthy continued. “It's probably the safest place anypony will be able to find until this . . . business is over with.”

That's great, thought Oak Hoof sarcastically. Is he really gloating over how safe he'll be in his manor while the rest of us are off fighting?

“If any of you have foals or loved ones you're worried about, send them there.”

Oak glanced at Filthy in surprise, but the older stallion seemed completely serious. “My little Diamond Tiara is staying there, along with several other foals, and Miss Cheerilee and Miss Derpy Hooves will be there as well to help keep an eye on the little ones. My house can hold a lot of ponies.

“Also,” Filthy went on, “I understand that a number of local businessponies have volunteered their time and services for the common good. The Cakes are providing free food, and others are doing what they can. This could get expensive, and we have no way of knowing when, or if, a chance will come to recoup those losses.”

What, is he going to offer business loans?

“Keep track of those expenses,” Filthy said. “When this is all over with, bring them to me, and I'll cover fifty percent of any goods or services donated to the defense of Ponyville.”

Oak and Steady Gait exchanged startled glances as more muttering broke out among the earth ponies, but it was appreciative muttering. Did I hear right? Maybe I misjudged the old scoundrel after all.

“That's right neighborly of y'all, Mr Rich,” Applejack said with a nod, “and Ah'm sure we're all just as grateful as can be.”

“It's the least I can do,” Filthy replied. “You're setting forth to defend our town, and I find that my money and business acumen are suddenly rather worthless. I assure you, it's not a pleasant feeling.”

“Well, we're glad to have you on our side,” Applejack told him sincerely. McIntosh nodded.

“Eeyup.”

Filthy Rich nodded to the Apples and the other lieutenants. Then he stepped away and, to Oak Hoof's utter astonishment, took a place in line next to the rest of the earth ponies. His neighbor, a yellow mare with a strawberry mane, regarded him dubiously.

“Um . . . beggin' your pardon, Mr Rich,” Applejack said, “but . . . what are you doin'?”

“I'm going to fight,” was the calm reply.

“No offense,” the mare said, “but you just said how you're a businesspony, not a fighter. And, to be honest, you ain't young any more. Are you sure . . . ?”

“Miss Apple,” Filthy replied, “it's true. I'm not a fighter. I'm a banker. But I heard what you said, about the diamond dogs and the griffins. Others may doubt the scale of the threat, but the word of an Apple is all the proof I need, and these reavers won't care how much money I have or what kind of business plan I can devise.

“My little Diamond Tiara is in danger,” he continued, a tremor in his voice. “Don't ask me to stay behind and do nothing. I can't. I won't. Not while my daughter's at risk.”

Applejack glanced at her brother, but McIntosh regarded Filthy expressionlessly. After a moment, he spoke.

“Mah Granny always spoke well of you, Mr Rich,” he allowed. “Said you were a pony whose word was good. So tell me. Can you take orders as well as you give 'em? Can you follow commands even if you disagree with 'em? Can you obey the ponies Ah put in charge, regardless of whether or not you know or like 'em?”

Filthy Rich nodded silently.

“Can you march out there knowin' you might not march back?” McIntosh pressed. “Knowin' Ah might have to order you into a hopeless fight, to keep others safe?”

“Mr Apple,” Filthy said in a quiet tone, “my daughter is in danger. If you can keep her safe, you can send me down a dragon's throat and I won't say a word.”

McIntosh regarded the older pony for a long moment. Then he nodded.

“Glad to have you with us, Filthy.”


The unicorns, Silver Gleam soon found, consisted of nearly two hundred ponies, all equally determined to do their part to defend Ponyville but with no clear idea of how to go about it.

“Greetings, everypony,” he began. “I am Silver Gleam, Lieutenant of . . .”

He trailed off, realizing that the unicorn company had never been formally named. Four hundred eyes focused on him. Can't get nervous, Silver told himself. Twilight is counting on me.

“Lieutenant of – Violet Company,” he continued. “That's you. I'm going to teach you all how to use your magic to fight.” He paused, surveying the assembled ponies. “So. Let's begin.”

Working quickly, Silver ran them through a series simple tests to determine their raw magical power as well as skill and finesse. The results were about what he expected – most of the Ponyville unicorns were of average ability, with a few being significantly stronger. A couple of them were close to his league – without false modesty, Silver knew his magical strength was well above average. He suspected that many of his erstwhile students could improve markedly with time, but time was exactly what they didn't have.

“All right, enough of that,” he said after the initial assessment was done. “We'll form teams now. Try not to bicker with your teammates.”

After first calling the twenty strongest aside, Silver divided the unicorns into teams of nine each, based essentially on who was standing close together. Gathering the twenty strongest around him, he addressed them.

“You will be the Decanii – that's Old Tongue for 'leader of ten.' You'll each be in charge of one unit, and will be responsible for the actions of the unicorns in your unit. When orders come down, from myself or General Twilight Sparkle or Captain Crimson, it's your job to see that they're carried out as quickly as possible. Anypony who feels they can't handle this, speak up now.”

To Silver's pleasure, nopony dissented, though several bore apprehensive looks. The gray unicorn nodded briskly. “Excellent. On to combat spells.”

Silver instructed the Decanii in the few warlike spells he knew well enough to actually teach: a bolt of lightning that stuck down from above, and a burst of energy that was a variation on the basic telekinesis spell every unicorn could perform. Silver had never actually struck anything living with either spell, but he was confident that either one would give an attacker pause at the very least. The telekinetic burst, when he demonstrated it on some old barrels, blew them apart in a satisfactory manner.

The Decanii soon mastered the two new spells, and Silver delegated the task of teaching the others to them. He wandered among the various units, demonstrating here and clarifying there, until everypony had at least grasped the basics. The field in which they were assembled soon resembled a berserk thunderstorm, as lightning bolts crackled madly and bits of debris were blasted here and there by inexperienced telekinesis.

It would have to do, Silver Gleam decided, watching with a critical eye. It would have to, because they had no choice. He was no military commander, and they did not have the time to make a truly efficient fighting force. They would have to get by on courage and luck.


“Rarity, what's going on in here? Spike said you needed something from me.”

Twilight glanced around at the Carousel Boutique, having finally snatched a few minutes to check in on her friend. The place was a complete wreck, with bolts of fabric piled helter-skelter, ribbons scattered across the floor, and the modeling dummies piled in an untidy heap. Opalescence, Rarity's white cat, played idly with a button.

“Oh, Twilight, thank goodness you're here!” Rarity appeared from a far corner of the boutique, her mane frazzled, her work glasses balanced on her nose. Behind her, surrounded by the pale blue of her magic, floated an array of needles, thread, gems, scissors, and other tools of her trade. The white unicorn moved quickly to a modeling dummy, which was wrapped in a bulky-looking sleeveless coat of some sort, and began carefully stitching gems to the coat.

Further back in the shop, Twilight saw more activity. Cheerilee the schoolteacher was there, unrolling bolts of heavy fabric along with a couple of young schoolfoals Twilight didn't recognize. Applejack's little sister Applebloom, an unusually serious look on her face, wielded a pair of scissors in her nimble tail as she cut out what looked like vest patterns. As she snipped each one free the other two Cutie Mark Crusaders, Scootaloo and Sweetie Bell, tossed the patterns onto an untidy stack and snipped up the leftover bits of fabric, stuffing them into an overflowing basket.

“Twilight, dear, I know you're already overworked, but I need to ask you just one favor,” Rarity said, still focused on her work. “I need those brave warriors who are going out to fight that horrible Fallax Equa person to come by my boutique . . . preferably in small groups, say, ten at a time. Could you arrange that for me please?”

Finishing with the gems, Rarity levitated the . . . coat? . . . off the dummy and set it down atop what Twilight at first took to be a pile of discarded material. A closer look revealed it to be more coats . . . a lot more coats. They all had the same crude, bulky look about them, far different from Rarity's normal sleek and elegant designs, and all were studded with gems.

“Rarity . . . what are you doing?” Twilight demanded, confused. “All those coats . . . they look awfully, um, simple compared to your usual work.”

“Not coats, darling,” Rarity corrected, already laying a new pattern from the stack over the dummy. “Armor. Big McIntosh gave me the idea. Padded armor for those brave ponies who will be defending Ponyville.”

“Armor?” Twilight scrutinized the coats. They were thick and heavy, obviously stuffed with crumpled bits of fabric for padding. They might just help against claws or teeth . . .

Working quickly and with none of her usual eye for fine detail, Rarity laid a second pattern over the first and began sewing the edges together. As the magically-controlled needle flew, she levitated bits of material from the basket and began stuffing it between the layers.

Twilight gasped. “Rarity, is that your gold silk? I know how much that cost you, and now you're using it for padding?

“It's worthless for the covering,” Rarity remarked absently.

“But –” Twilight glanced around the shop, at the pile of crude vests, at the industrious Cheerilee and the foals, then back to Rarity. “Rarity, your shop! Your supplies!”

“I know.” Rarity paused in her work, looking at Twilight over her glasses. “I've spend the better part of six years stocking this shop. I know the value of every thread and ribbon in here, Twilight, down to the last bit. And if what I have here can keep one pony safe, if it can protect even one brave pony from death or injury, then I will give it all gladly and call it a bargain.”

She turned back to her stitching. “Now, do you think you could arrange for the earth ponies to come by for fittings? The fit won't be terribly good, of course, but at least I can make sure it doesn't chafe.”

Dumbly, Twilight could only nod.