What the Sun Can't See

by FFFX


Shadow Cries Wolf

What The Sun Cant See

--

Running. Always running.

His paws pounded the soaked earth, mud and loose grass caked between his toes as he drove his burning muscles and aching lungs towards the distant light that flickered between the heavy forest's branches. The rain blurred his vision and his sense of smell, drowning any lingering scents that could give him a clue to where in the world he was.

Vaulting over a small white fence, he pressed on, the trees he now ran through obviously cultivated and well cared for. The clean simple rows of apple trees gave him room to extend his lead on the monster that trailed in his wake, even the heavy downpour only slowing it by a few minutes.

Another leap carried him over the other side of the fence and towards the well lit home beyond, a simple house, two stories and well maintained, though the rain washed out any color as he stopped. His chest heaved for air as he rose up and placed his paws on the window ledge, catching a glimpse of the occupants within.

What. Horses. Horses? HORSES?! WHAT?! Within the warm confines of the house, four horses moved, a giant of a deep red, two others of orange and yellow, and the last an obviously aged slight green.

Shaking his head, he glanced back over his shoulder, his bottom lip being chewed for a moment by a vicious set of razor edged fangs. No time, no time! But I cant leave without giving them warning, or at least making them run from here! Its a damn lighthouse at this time and in this weather! Damn it all!

With a loud bang his shoulder rammed into the door, all noise within silenced by the impact, which he repeated twice more, both ears trained on the reply.

“I'm comin'. Don't go breaking down the door, ya hear?” Footsteps could be heard from the inside as the yellow haired one with the hat approached and unlocked the door.

Opening and unlocking the door? To a loud noise and in this weather? Must be a very trusting person. Or a very strong one... Best make this quick. Oh. Also, they can talk. What the hell?

The door swung open, the ponies face frowning for a moment, shock running up Applejacks features as she saw what was before her eyes. Memories surfaced, memories of when she and Mac were young, curled up under the blankets, jumping at every little noise after Granny smith had told one of her stories, the ones that always scared them far more than anything supernatural.

“TIMBERWOLF!” She screamed, slamming the door shut and ramming her shoulder into it to hold the beast out, shooting a glance over her shoulder to Mac. His eyes mirrored her own, filled with sudden dread. “Get a brace! Gotta keep him out!” She shouted, muscles twitching in fear as she braced for impact.

With a grunt he raced to the kitchen and gripped the stove with his jaw, muscles bulging along his frame as he tore it from its holdings. A garbled “Odda wawaa ag!” gave AJ time to dodge the improvised brace.

Applejack spun in place, ready to lash out with her hind legs at the first thing that moved funny, when she noticed that Granny was speaking in low tones to something outside the now opened window.

--

Granny Smith had been around for a long time. A long time indeed, and in those years had seen many things that most would consider to be...odd. So a creature who didn’t look like a timberwolf save in general shape tapping on the glass and giving her a wave? Didn’t even make her top ten in strangest sights.

That ain't a timberwolf at all. She narrowed her eyes. Not enough bark... got a mighty lookin' bite though.

A polite wave in return and she ambled over, giving the creature a good once over. Big beast, strong looking too. Big teeth, big claws, nice eyes though, real pretty green, and they glow in the dark to boot. It don’t look so mean, and it's standing out in the rain too, soaked to the bone. Might as well give the poor thing a chance to talk. Unclasping the latch, she raised the window and felt the icy water splash against her hooves and face. “Ello there, can I help ya with somethin'?”

Slightly taken aback, the wolf seemed to stumble for words, only to pause as its paw reached up to touch its jaw, eyes widening as it ground out a few words.

“H-hello, I'm-Wait, what?” It once again touched it's jaws, eyes still wide in disbelief. “Oh what the hell? Why can I talk in this form?!” Shaking it's head, it focused on Granny, eyes hard with dour intent. “Listen, sorry to be rude, but you and your family have got to get out of here, right now. In a few moments something extremely nasty is going to follow me, and when it finds this place it is going to kill all of you. You have got to go, right now.”

Granny's expression didn't change one bit, even as she seemed to be weighing it on some invisible scale. A heartbeat later she nodded, turning to see Applejack just now noticing her speaking with the dirty wolf. “Alright everyone, get on yer raincoats, we are headed into town.”

Needless to say, Big Mac and Applejack stared at her like she had just grown a second head.

“W-what? Granny, I know its late and yer tired, but ya know that there’s a timberwolf, right?”

Big Mac had already forced himself between Granny and the wolf, eyes narrowed as he quietly made his presence known. The wolf however, constantly glanced back over his shoulder at the dark, rain drenched forest behind him almost oblivious to the posturing.

“I know what I know, and this here beast ain't no timberwolf. Now get on yer coat, we don’t wanna be here for the thing following this here wolf. Now git!” Her voice snapped like a whip, the tone only mothers seem to know and use when they wanted complete obedience.

Cowed, at least for the moment, Applejack and Big Mac flung their coats over their backs, Big mac hoisting Granny onto his back and Applebloom onto Applejack's. With another tug the stove was removed, and the door opened to the downpour.

Tentative in the beasts presence without the comfort of thick walls between them, Applejack stared at the creature, eyes still wide, even with Granny's words ringing in her ears.

“Listen,” it spoke, the words sounding alien coming from the maw of a predator. “I want you to picture a place with lots of room, thick walls, and most importantly, away from here and with guards, okay?”

Confused, the foursome nodded as they stared at the wolf.

Opening its jaws, the fangs gleaming in the light from the doorway, Applejack nearly screamed at the sight.

Applebloom however gave a soft breath of wonder as emerald fire erupted in its open jaws, accompanied by a faint shimmer of multifaceted sparkles in a line perpendicular to its body, and its jaws clamped down on that flame, dispersing it before her very eyes.

What remained was a blade, like a unicorn's sword, nearly twelve hoof-lengths of gleaming tempered silver with a series of runes glowing the same green as its flames along its length, and without preamble it turned it's head and drove the blade's point into the ground.

Twin walls of that same green fire erupted from the earth before them, steam already filling the air as the drops tried in vain to douse it. Releasing the handle, but leaving it buried in the mud, the wolf spoke again. “Okay, follow the path, the flames will protect you from attacks, but go outside the flames and you wont get back in, got it? Good, now go! There's no time, it will have seen this by now! Go!”

Applejack turned to face it fully, angry words ready to skin the wolf alive for everything that had happened. Those words died a quiet death as a howl erupted from the forest, a horrible screeching moan that she had never heard before in her entire life, a sort of unearthly noise that sent a chill down her spine. Without another word she dashed into the walled corridor of flames, Mac and Granny right behind her, none of them noticing the blood flowing from the hole in the wolves side and washing away into the mud…

--

The ponies hooves tore into the soft earth as they raced down the flame enclosed path, the eerie green flames forming a canopy over the them that thankfully kept the rain out. The wolf’s eyes watched as Applejack spared only a glance to her grandmother, worry clear in her eyes as the elder pony hung from Mac's back, limbs trembling from the strain of the awkward angle and full gallop.

It was not a long trip to Ponyville, even in the poor weather and burdened by their youngest and eldest family members. Through the town they ran, not stopping for anyone as Applejack lead them towards the town hall. The group broke up at the main street to let Applebloom off Applejacks back, at which point she snapped out orders. “Stay with granny and Mac and don't go outside once yer at the hall, alright?”

Applebloom's shaky nod left her with enough reassurance to turn her attention to the matter at hand. Panting for breath she turned to the strange wolf. “Alright, you and I are gunna go get Twilight and get her to magic everyone to the town hall, right? Mac, you take them and get to it, I want it locked up nice an tight before we get back.”

Mac nodded and hurried off, giving Applebloom a soft nudge on the backside to get her moving when it looked like she was going to just sit there staring. Applejack locked eyes with the wolf, apple green meeting glowing emerald. “Follow me.”

It only took a few blocks for Applejack and the wolf to arrive at Twilight's residence, the wolf’s emerald eyes roving the strange sight. Okay, at any other time I would enjoy the tree being an actual house, but for the time being its going to be filed under 'Things Explained Later'.

---

Twilight was jerked awake by the pounding at the door, a drool stain on the paper she had been drafting. From below came Applejacks voice, harried and carrying an uncharacteristic urgency. “Twi! Wake up girl! I need yer help right now!” Twilight, in a shower of paper and quills dashed down the stairs, hooves pounding the floor as she wrenched the door open.

“Applejack, whats the big id-” Her voice stopped cold at the sight of the wolf towering over her, eyes going wide at its lethal visage. It was just a few hairs shorter than Big Mac, brown fur covered it’s body, only a splash of white across its muzzle. The features that caught her eyes however, were the brilliant glowing green eyes, and the fangs that filled it maw seemed far too large to fit in its skull. “W-w-WORULP?!”

Applejacks hoof firmly planted itself over Twilight's mouth, clamping it shut for a moment. “It's not a tim-wait a tick, what were ya gunna call him?” She asked, removing her hoof.

Twilight stared at the wolf, eyes round and wide as they were locked on the massive teeth. “Worg! A cousin of the more common dire wolf, only much stronger, and incredibly fast! I-I didn't know your race came out this far anymore, mister...?”

It paused for a moment, clearly working out a reply. “Howls-With-Laughter. Just call me Howls. And this is a...special situation.”

Applejack glanced at him, one eyebrow arched. “Howls? Really?”

Howls lifted a corner of his lips, exposing a set of gleaming fangs. “Yes. Problem with my name?”

Applejacks eyes snapped away. “Nope, no problems here.” Glancing at her friend, Twilight couldn't stop the admonishing thought. Okay AJ, don't tease the monster about the name. Big teeth, remember the big teeth. “Okay, but that aside, Twi, ta be honest I don't really know what he is, but somethin's comin', and I need yer help.”

The wolf spoke up then, sounding even more haggard than before. “Long story, but short version? Big skeletal horse with black wings and a big horn is chasing me, and there might be more things behind that considering the place that I escaped from. So we need to get everyone into the town hall and get some guards up and ready for action.”

Twilight shook her head even as he finished speaking. “No guards, only the palace has guards and that's several hours travel by foot from here. Ponyville isn't a-” She was cut off by an echoing screaming moan from outside, much closer than it had been when last heard. “What was that?!”

“That's the thing chasing me.” He replied, eyes narrowed at the window. “Okay, just get as many people up as you can and get them to the hall. Best defense you have right now. I'll try and lead it away, but if I can't...” He left the implications hanging in the air, the unknown dread spiking in her heart.

“How? There are almost three hundred ponies in this town, and we can't move that fast! Even Dash couldn't-Wait! Pinkies cannon! She's got enough boom in that thing to wake up everyone for a mile around!” Twilight nearly took off, getting three steps before slipping and hitting the floor to skid about a foot. “OW! What ha-Oh...Oh wow that's a lot of blood.”

Beneath the wolf was a puddle of crimson fluid that had pooled at his feet. “Don't worry, its not fatal.” He said, not seeming all that bothered by the six inch wide hole in his left side. “A few hours and it will be healed up, but right now we don't have time! Get to your friends and get the town up!” A deep snarl rumbled from his chest as he turned to the door, stopping suddenly. Spinning around, he stared at Spike, eyes wide in surprise.

“Twilight, what's going on? I heard shouting.” Spike asked, staring blearily at the giant wolf before him. “Hey, you a new friend of Twilight's? Applejack? You're here too? What did I miss?”

“Spike, there's no time to explain, but get a coat and get on, we're headed to the town hall, okay?” A quiver of fear in her voice betrayed her, try though she might to keep it hidden from him.

Confusion and apprehension clouded his face for a moment, especially at the sight of her fur coated bright red from her slip, but he obeyed, grabbing his coat and clambering aboard. As the group ran out into the rain, a shiver running down her spine as she felt it seep through her coat, a thought crossed Twilight’s mind. What are people?

--

On the hill overlooking Ponyville, a creature looked on as the Worg-like beast that had freed it from the bowels of Tarturus lead the orange and purple ponies out into the rain and vanish into the town streets. For a creature without flesh, the imposing figure still managed to give the impression of a malignant grin as it gazed upon its coming feast.

“Perhaps a simple approach... No, no that will not do. No need to put myself at risk, that is how I lost the first time.” Its ebony wings spread out, emaciated appendages flecked with tar colored feathers that drank in all light so that none would escape. Its figure grew more imposing as the shadow it cast grew far larger than the darkness and its size should permit.

A pitch black liquid dripped from its feathers and pooled into the blackness, making it grow ever darker. Rising from the pool as if a portal, umbral shades began to take shape, ponies... nay skeletal alicorns of pure blackness fashioned in the creatures own image with eyes that burned like hot coals. “Go forth... and bring me their shadows.”

A hundred pairs of wings snapped open in unison, and they took flight, a army of darkness right out of pony legend..

--

Racing through the streets as the rain pounded down around them, they were about halfway to Sugarcube Corner when Howls stopped dead in his tracks, the faint scent of old spirit matter carried on the wind raising his hackles. “Its here!” Turning the face the scents origin point, he tried to catch a glimpse of it through the rain, but to no avail. “Damn... I'm going to slow it down, you girls get to your friend!” With that he vanished into the sleeting rain, the mares only sparing him a single glance before continuing on their way.

As he raced down the streets, Howls lived up to his name, letting loose his own powerful roars, waking those he passed as he ran to meet the threat head on. Okay, its big and bony, so slashes and tears likely won't do much. Break the knees and wings, slow it down. Or at least hope that slows it down…

Arriving at the edge of town, he ground to a halt in a spray of mud and grass, jaws gaping at the sight before him, a small army of the thing he had encountered only an hour ago. “Oh are you kidding me?!” He shouted to the heavens, a snarl rolling up from his chest as he stared at the horde that was quickly descending upon him.

Glancing to both sides and behind him, a small grin slipped onto his lips as he realized no one would be able to see him in the rain without getting close. Lots of them, one of me. I need to keep mobile and can't afford to get surrounded or cornered. The buildings look sturdy enough for me to jump around on, and I can easily reach the ones that stay in the air if need be.

Howls came to a halt when the air in front of him bent and wavered like a heat haze. Howls' jaws snapped out to grasp the hilt of his blade once more. A familiar feeling tickled his spirit and a familiar presence grew in his mind, images and emotions wrapped in a tight cocoon of pure intellect that suffused his predators spirit. It was all Howls could do to comprehend it but also to filter the impression down to mere words, hollow semblance of their true intention that were, never the less, a more native form of thought. It would keep him sane at least.

“I have wisdom for you, Child of Fianna.”

His head drooped as he listened. “What is your advice, honored elder?”

“The abyss propagates in the shadows of all things. Try not to die.”

Howls' brow twitched slightly as he replied, trying to keep his voice from becoming caustic enough to melt steel. “Thank you for that incredible advice, honored elder. I will be sure to put it into effect.”

“Good. Survival is fury, remember that.”

Rolling his eyes hard enough that anyone watching might have thought they would roll right out of his head, Howls released the blade so it shattered into shards of glittering flame, and the wolf refocused on the incoming threat. In the space of a heartbeat he shifted his form, growing larger and larger until he would have stood above even Big Macintosh, his entire body pulsing with thick, powerful muscles and bones, his chest and skull over-sized even for his new body, giant teeth crowding for room in his maw as his fur matted into a thick protective coat. Rearing back, he let loose his own howl of battle, the reverberating roar reaching ears even over the lightning and thunder that crashed around the town, a challenge to the army before him.

--

The door to the Sugarcube was torn open by Twilight's magic, and Applejack's voice sounded in the aftermath of the bang. “Pinkie! Cakes! Wake up!” She slammed her hoof onto the floor several times, continuing to shout for the others to wake up.

In a few moments a trio of wide eyed ponies arrived, rubbing sleep from their eyes as Pinkie spoke up first. “Ooo! Is this a surprise party? Is it?! Is it?! If so, whose birthday? Its not anypony's birthday today that I know, Oooo! Unless it's mine and I forgot again! Or... OOOOOOOOO even better! Is there somepony new in town and its his or hers Welcome to Ponyville Party?!”

“Pinkie! Please listen!” Twilight replied, hurrying before the energetic pink pony could get another breath. “We need you to get your party cannon and fire off as many fireworks as you can, okay? We need to wake up everypony in town, and we need to do it as soon as possible!”

Mr. Cake looked at the three of them, confusion all over his features as he tried to get a word in edgewise. “Uh, Twilight, what's going on? Why do we need to go out, especially in this weather?”

Applejack spoke up in return as she faced the Cakes directly. “I know how this all sounds, but ya gotta trust us on this, somethin' real bad's hit the town an we need everypony safe. Get to the town hall and gather as many of the others as ya can along the way. My brothers already there, he'll keep ya'll safe. Please, just get goin', alright?”

The Cakes shared a long look, words passing silently between the two before Mrs. Cake said “Alright Applejack, we'll go. Just...be careful, all of you, okay?”

They simply nodded, though Pinkie's was several nods in the span of a few seconds and carried a wide grin. “Okie dokie! But my party cannon can't shoot fireworks, silly!” She vanished into the back room, emerging several seconds later with a cart laden with colorful streamers, poprockets, and enough tassels to make even the owner of a party supplies store cringe. “I do have fireworks on my welcome wagon though! Okay! All set!” Standing on two legs she shoved it out onto the street with her forehooves.

Twilight smashed her hoof into her face and groaned. Not important... Okay, I need to direct everypony as soon as Pinkie wakes them up. Perhaps if I shape my magic properly I'll be able to amplify my voice like a megaphone... yeah... and if I also make it resonate with the spell matrix…

Pinkie cut off the studious unicorn's train of thought as the pink pony grabbed a megaphone from her cart and shoved it before Twilight, grinning from ear to ear as she spoke. “Here you go Twilight! Lets make this the best Something Bad's Coming So Everypony Should Run Away Party ever!” Racing back over to the wagon, she turned to Twilight with her hoof on the button, waiting for the signal.

Megaphone... Twilight quirked an eyebrow as she considered it. What happens when you stack two megaphones together? And if one of them is made of magic? With a single nod to Pinkie, Twilight sucked in a deep breath, waiting for the shot to go off.

Pinkie depressed the button and covered her ears as the wagon roared, the explosion cracking the sky loud enough to drown out the thunder, and the distant howl of their wolf companion challenging the army before him. Windows slammed open as ponies looked out to see what all the commotion was, only to cover their ears as the loudest voice they had heard since Luna's visit rammed into their eardrums like a out of control cart. “RESIDENTS OF PONYVILLE! THIS IS TWILIGHT SPARKLE, AND I SPEAK WITH THE AUTHORITY OF THE PRINCESS! ALL PONIES ARE TO MAKE THEIR WAY TO THE TOWN HALL WITH AS MUCH HASTE AS POSSIBLE! WE ARE DEALING WITH A DANGEROUS SITUATION, AND WANT TO KEEP YOU SAFE. I REPEAT, PLEASE HURRY TO TOWN HALL!”

Releasing the magic, she rubbed her ears. She had not expected to nearly deafen herself with such volume. “OKAY.” She paused and cleared her throat, coughing out a wisp of amethyst sparkles. “Okay, lets hurry to the hall. I'll set up a barrier when we get there.” Already she could hear doors be slammed against walls as the winds snatched them from hooves, the clip-clop of running families racing to the town hall, several passing the trio as they ran, through the three soon joined the rush.

It was not long before the hall came into sight, Big Mac standing at the doors, ushering in the frightened ponies that clamored for explanations. He simply shook his head and pushed them inside with gruff replies of “The ladies will explain.”

“Applejack, help your brother get them all inside, I'll put up the barrier! Pinkie, make sure everypony is inside and tell me when you're sure.” She snapped out the orders as she moved through the milling crowd of ponies to reach the elevated dais, taking note of the Mayor already there, waving her arms up and down to try and calm the crowd.

“Everypony! Please calm down! I'm sure tha-Twilight Sparkle!” She gasped out, stepping down to grip Twilight's shoulder. “Please, whats going on?”

“I don't know for sure myself Mayor, but extenuating circumstances forced me to act to protect everypony in the town. Please, until we can clear up what's going on, keep the others calm. I'm going to make a barrier to protect everypony, but I need to concentrate on it. Just give me a little time, alright?”

Mayor stared at Twilight with a hard edge to her eyes for a moment before releasing her and gave a curt nod. “I'll deal with the ponies, you deal with whatever is threatening my town.” With that she turned back to the dais and resumed trying to calm the populace.

Evacuation to town hall, check. That's good. Now for that barrier... Just like Shining Armor taught me. I've done this before. Stop panicking Twilight! Her horn began to glow a pale purple, shimmering quintessence gathering as her thoughts gave it form and function, a bolt of power launching straight into the air before spreading, flowing over the building like a bubble, encasing it in a slightly transparent pale purple dome that shimmered like a polished stone. I'll leave a few openings at the bottom for ponies to get in, but other then that, it should be finished. Now lets just hope that the others can round up the rest, and that Howls is actually on our side... and safe.

--

His teeth crushed another false-alicorn's skull, but it did not shatter like bone, but rather popped with the consistency of gelatin. With ease, he flung the oozing body over his shoulder, following through with the throw to spin his back legs and slam another skeletal beast's ribcage, smashing it into droplets of liquid shadow.

The corpse joined a dozen melting shadows that were strewn about the field, though many more were still circling like vultures. They swooped down in droves, hooves flashing as they tried to cave in his skull before they flew up once more to escape his fangs.

As the lightning flashed and the thunder rolled, Howls leaped into the air, much higher then his frame would suggest he could, and clamped his maw around another undead's limb, hauling it back to the earth and splattering it to bits as he landed, ducking and rolling to the left as a trio of them dove and impacted where he had been only a second before. Moving with a speed that boggled the mind he drove his head into one of them, sending it flying back into a wall to paint it black.

As he ducked beneath a horn attempting to gore his side his jaws snapped at the neck and crushed it in a shower of gooey droplets that melted from between his teeth. The third assailant tried to bash his skull with a snapping hoof, only to have it torn off by a swipe of his massive paw and the two inch claws that adorned it.

He ran then, weaving between the homes as he tried to lead the army away from the town hall, stopping only as the flap of wings grew weaker in the distance, turning to see the army continue on their way, uncaring for his presence. “Son of a...” He muttered, chasing after the cloud of foes, a snarl escaping his lips as he realized that one of them had split off from the main group and was diving for something out of his sight.

--

Scootaloo's legs burned as she pushed them to the limit, struggling to keep up with her parents galloping gait, slowed even as it was to keep her in between them for protection. Her eyes kept on glancing at the skeletal horrors that flew above the rooftops, all converging on the town hall with a singular intent, save for one that peeled off and began moving towards them.

Her father increased his speed and moved ahead, then dropped back, placing himself between the monster and his family. “Keep going, no matter what!” He shouted, glaring at the creature as it grew larger and larger until it stood before them, wings spread. In that instant, as the shadow fell over them, Scootaloo felt the world drop out from under her as overwhelming nothingness subsumed her senses. It was wrong! Wrong wrong wrong wrong wrong wrong! She trembled in terror knowing that it would devour her everything, not just her body, but her very existence until she was less than nothing.

All three of them stood there, limbs locked as their minds struggled to comprehend the enormity of this thing that floated towards them, a macabre grinning mask sitting on its jaws. Her father's legs twitched slightly, the muscles standing in sharp relief against his brown fur as he tried to move, only to take a sharp hoof to the muzzle, sending him crashing to the soaking earth with blood leaking from his nose and jaw, legs weakly moving as he tried to stand through the haze of pain.

Scootlaoo's mother met a similar fate, the creatures flashing hooves cracking her twice across the face as she charged it in defense of her husband and daughter, laying her low. It leaned in low to put its face directly before Scootaloo's, the embers in its eye sockets staring into hers as its jaws opened, a mass of tendrils writhing within, each straining to reach her soft, warm, living flesh... no... the soul beneath it.

Out of the corner of her eye a brown and green blur came up behind the beast and pounced, striking it's wing with its massive front paws as its jaws arched around the mockery of an alicorn's skull, nearly engulfing the entire thing in its maw and crushed down, its fangs crushing the beast's skull like a grape mere inches from Scootaloo's face and showering her with the fragments of the dark thing's head, those pieces already melting away into oblivion.

A warmth ran down her legs, and her face flushed as she realized what had just happened, even as the wolf spoke, his voice a deep, thick guttural growl. “Town hall! Now!” Shivering in fear, shame, and the sobering chill of the rain she ran, her parents following behind, spurred on more by fear of the wolf trailing them then by the monsters flying above.

He followed them all the way to the hall and its protective dome, coming to a halt just outside it and turned to face the horde once again as Scootaloo and her family raced inside, passing Big Mac on the way. Pinkie stood just inside with a comically determined look of ferocity on her face as she muttered under her breath, speaking what sounded like Scootaloo's name, then nodding, as she gave the darkness beyond one last grin as she bounded into the crowd towards the purple glow emanating from the center of the room.

Still shaking, Scootaloo jerked as her mother's arm curled over her shoulders, leading her away from the entrance. Shivers ran up and down every bone in Scootaloo's body as her adrenaline wore off, her coat and hair soaked by the heavy rain and even her mothers touch could not shake the image of that predators teeth from her mind, her imagination giving all the details needed for thoughts of its fangs digging into her flesh to feel all too real.

So when two pairs of arms wrapped around her and jerked her from such thoughts, she yelped, high and tight with fear. It stopped as quickly as it came as she realized that it was Applebloom and Sweetie Belle that were gripping her, distant expressions of worry and relief at her safety sounding muffled to her.

“Scoots? Ya al'right?” Applebloom asked, poking her friends shoulder as Sweetie looked around, spotting Cheeriliee and the rest of the kids near the back. Their wide eyes focused on their teacher as she seemed to be reciting a bit of history to keep them all calm, though their attention was clearly on the whispers of the adults and the outside. Several pairs of eyes were locked on the rain choked grounds, straining to catch a glimpse of the monsters that ran amok this night.

Scootaloo nodded in reply, lips still locked tight as she edged towards the restroom, desperate to wash herself before the scent permeated her coat. Of course as she turned to the bathroom, Applebloom and Sweetie Belle followed after, and instantly realized what had happened.

“Scootaloo, did you...?” Sweetie Belle left the question hanging, her nose giving her the answer already. It was faint and the rain probably would have washed it away if only the adults had let her stand outside but a few moments longer. Scootloo's head nearly hit the floor, so low did it swing as her eyes welled up with barely restrained tears. Sweeping her neck over Scootaloo, Sweetie Belle met Appleblooms eyes, and they nodded to one another. Applebloom and Scootaloo entered the restroom to get her cleaned up, while Sweetie Belle stood guard.

Scoot entered a stall, the sound of paper rolling emerging a moment later, soon followed by choked back sobs as Scootaloo finally allowed her emotions a vent. Amid the quiet tears she heard Appleblooms voice, a welcome balm to her inner turmoil. “Scoots..If ya don't wanna talk, that's fine. But ah'm here, and ah'll listen if ya want.” Shuffling from side to side, anxiety eating at her gut, Applebloom did her best to be quiet and give her friend all the time she needed. Her patience was rewarded, as the sobs slowly turned into sniffles and blowing into tissues, Scootaloo opening the door to reveal her reddened eyes.

“Thanks 'Bloom, I needed that.” Scootaloo's eyes dropped down and to the left, her right front leg scratching the back of her left as her mouth opened and closed several times as she tried to put what happened into words. “I-I guess I should talk about it...” Taking a deep breath to steady her nerves, she continued. “My parents and I were running to Town Hall when-” Her breath hitched, the memory sharp in her mind, fear shooting up her spine. “Wh-when something really bad attacked. I... don't... I don't even remember what it looked like but is was going to eat us... like... all of us. It knocked mom and dad out so fast... it was so fast. It leaned in and looked like it was about to do something to me when...”

Her gaze snapped up to meet Applebloom, wide and shaking. “A giant monster, worse than the thing I can't remember appeared out of nowhere, and crushed the thing to nothing. Like it was cracking an eggs... no effort, just one bite and it was over. By Celestia, its teeth were so big... I've never been that scared before in my life 'Bloom! Never! You know the sort of stunts I do and I've never been scared! But that... that thing scared me!” Tremors shook her frame, face still flushed red in shame at her admission. “I... I can't be like Dash if I... Sh-she wouldn’t have been scared! She wouldn’t have-” Biting her lip, her backside slumped to the floor, her voice quiet as she finally voiced her shame. “She wouldn’t have peed herself just because of some monster.”

A arm encircled her shoulders as Applebloom hugged her, giving all the silent support she could. Scootaloo returned the hug after a few moments, wiping her eyes as a weak laugh escaped her lips. “Thanks again.”

“Anytime Scoots.” Applebloom replies, grinning as she lightly smacked her friend on the shoulder. “Come on, lets go see what's happening.”

They left the restroom and joined up with Sweetie Belle, the troublesome trio making their way to the windows on the second floor to watch the fight below.

--

Howls slammed his side, and the skeleton hanging onto said side with tendrils of liquid night, into the wall hard enough to send cracks running through its length. The wolf felt the creature's form break under the impact, spinning in place to send the now dissolving remains into the crowd surrounding him, ducking under a flashing hoof and riposting, his jaws snapping the ribcage and spine in half with one bite as his back leg shot out to crack a front knee, sending the creature tumbling to the ground as he jumped once again, escaping the circle of foes.

Landing on the rooftop he dashed across it and onto the next, keeping them occupied as he tried to figure out a plan. Okay, so I've killed about thirty of them, and more just keep showing up. They're not as tough or threatening as a Fomori, but there’s a lot of them for sure. For some reason they are only punching and kicking... they rarely use that horn for anything. Are they too stupid to use them? Not important now... focus! Don't question their tactics, exploit them!

He turned to face the monsters once more, a growl slipping up his throat as he prepared to strike. A heratbeat later he was nearly blown over by a sudden gust of wind as a blue streak shot through with red and yellow and green zipped by to impact the horde, their false bones popping like water balloons under the newcomers assault.

In moments the blue blur had completely destroyed the group following him, over twenty skeletons, all gone as the blur zipped up before him and stopped, revealing the pegasus pony gently hovering before him, chest out-thrust and a grin that looked like it might swallow her ears sitting on her lips. “Thanks for holding the fort for me, but I got it from here.” With a flap of her wings she was gone, a hole in the cloud cover the only sign of her passing.

“Myst?” Howls reached into the depths of his soul, touching briefly upon the bond with his sacred blade.

“Yes, child?”

“Are we on the other end of the 'have no fear, Howls-With-Laughter is here'? And by a pony version of the Flash?”

“Perhaps so...”

Shaking his head, Howls once more took to the fray, jaws and claws snapping and slashing as he kept an eye on the blur that zipped around the battlefield…

Rainbow Dash felt her hooves smash into the creatures bodies, shockwaves from the impacts running up her bones as her wings beat in tune with her heart, the foes more akin to umbral blurs that lashed out with too slow strikes and dodged like slugs. They might as well have been standing still. But still... Its not enough! I need more! These things may be slow, but by Luna are they tough! Like hitting a boulder with my hoof! Maybe... yeah! It'll be awesome!

With a tilt of her wings and a mischievous grin she sped up into the thunderclouds, eyes narrow to keep out the heavy rain. With a muffled 'thump' she entered it, hooves unfurling to grip a piece of the raging thunderhead. Gritting her teeth she hauled back, feeling the lightning within its depths growing as she fought to tear it from its larger self. Placing her back legs on the underside of the cloud she tugged with new leverage, finally ripping off a small section of the rumbling cloud for herself.

If possible she grinned even wider as she dove back into the fray towards the small group of remaining skeletons. The magic flowed like a cascade of quicksilver fire, lancing into the cloud, resonating... commanding it to obey her unobjectionable order. In the space between heartbeats the magic ricocheted across the black cloud's interior, filling the tuft of heaven with power, sparks trailed behind as it swelled ever larger, barely constrained by her will until it reached it was ready to do nothing but burst.

Dash licked her lips as she dove through the enemies center, leaving behind the cloud, overcharged... and without the restraint of her will.

Before they even had a chance to scatter it erupted, bolts of blue-white lightning blasting out into the skeletons, frying them on the spot and shattering their bodies to bits, the shadow-stuff that composed their very being was unable to withstand the full fury of heaven's fire at point blank range. Bones fell from the sky in a macabre shower until melting into wisps of emptiness. Rainbow Dash hovered in place, unmindful of the gale and rain as she stood triumphant.

For a moment anyway.

White hot pain smashed into her back, a single black hoof colliding with her shoulders like the hammer of god. The crack of her both her shoulder blades -her wings shoulder blades- snapping like dry tinder beneath the might of an angry titan filled her ears, drowning out the whistling wind as she plummeted to earth.

She couldn’t hear the scream that wretched itself from her throat seconds before she hit the dirt hard enough to leave a furrow in it, the bones in her chest, neck and skull creaking under the pressure, but held strong. Wha- What hit me..? Blurred eyes rolled in their sockets as a mind fogged with pain tried to see what had struck her, finally coming to rest on a single creature Its wings seemed to stretch from one horizon to the other as its shadow was cast as a monument to an eternal night over the town, so dark it dwarfed the midnight storm's umbral presence.

Everypony in the town felt the thing's presence as the dark alicorn-mocker hovered above the broken and bloody Rainbow Dash, as the darkness grew darker still, thicker, colder as it landed. Its hooves clopped with the sound of children whispering in terror as it waltzed across the stone pathway with an unhurried gait. The very air began to fill their mouths like a thick, icy stew as the heat was sapped from the world. Rainbow Dash suppressed a whimper as her heart pounded in nameless fear, primal dread took hold of her reason, and worse still... the sky was lost to her.

A flicker of motion from behind, and a whipcord thin tendril snapped out from behind its wings to catch Howls around the chest as he bounded on the shadow beast from the nearby rooftop. With a disinterested flick, the wolf was hurled through the air to slam into a building, a sharp snap exploding in his skull as he went through it, tumbling end over end as he smashed through a table and three chairs, through another wall and finally stopped in the bathtub, the water lines bursting and soaking him even further. For a moment he simply lay in the tub, feeling the lukewarm water soak into his fur, driving some of the chill from him as he felt his bones realign.

Groaning as he rolled onto his side, the wound on his side burning with renewed pain from the hit, he clambered to his feet just in time to catch another blow to the side of his skull, stars bursting before his eyes as a ringing filled his ears, the copper tang of blood flooding his mouth as he felt something snap under the strike. Flashes of shadow, bone, wall and earth spun before his eyes moments before pain screamed down his ribs, the wet, meaty cracks of his ribs snapping and impaling his lungs left him gasping for air in the mud as a hoof pressed down on his head, driving him deeper into the soft earth.

The alicorn-mocker studied the creature under its hoof, taking note of the injuries healing at a speed that outstripped even its own, the bones and organs resetting in seconds, only the wound on its flank remaining. Interesting. This creature is unlike the rest. Certainly this is no mere Worg... Still, it is of little consequence. I will simp-The sound of twin hooves slamming into its side, shattering bones as the sudden flight hurled him into and through a building, across the alleyway and into another building. All this and more went through its mind as the night creature rose, legs wobbling as it attempted to take stock of the stellar body that must have been responsible. Two strikes, and this body's entire left ribcage is destroyed, hips and shoulders fractured, spine broken in three places…

The breaks in its body flowed, mercury swift into a renewed form as he stepped out into the downpour once more, appraising of the giant red pony that had bucked him. Certainly it was no fallen star. The king of darkness tilted its head to the side as the empty sockets in its skull burned silently. “Interesting. I did not expect a colt to have that much power. Still, you are of no importance. All of your shadows are already as good as mine.”

Tendrils erupted from its wings, pitch black and as quick as vipers as they wrapped around Mac's throat and hauled him into the air. Then they curled and flicked, hurling the red stallion through the building that the alicorn himself had just sailed into, bashing Mac into the walls, pipes, appliances and beds, the entire building collapsing atop Mac's body. Moments later it rumbled as he was reeled from the wreckage by the tentacles to hang suspended before the alicorn-mocker's eyes.

Its jaws opened, thick tongues of slithering blackness writhing within as its neck craned towards Big Mac's chest…

In that instant it felt another set of hooves, much smaller and weaker, but directly at the backs of it's front legs, buckling them ever so slightly, which allowed the purple and white blur to slam into the top of it's skull and smash it to the ground. If it had lips they would have pulled back in a snarl as it glanced over it's shoulder at the trio of tiny mares, a triple set of eyes glaring at it, though shot through with a healthy dose of fear.

Scootaloo trembled suddenly. This was a bad idea.

“Let him go!” Applebloom and Sweetie Belle shouted as one, only to squeak in fright as more tentacles burst from the monster's back to flow towards them, a hunger growing in the monster's soul at the idea of such fresh young victims.

So eager was the beast that it did not hear the faint patter of paws on the soaked earth, turning only at the growl that rolled from the wolf's chest as it struck. Half turned and distracted, the alicorn-mocker's attempt to dodge came too late, far too late against the speeding bullet of fang and claw. It could only watch as the wolf's fangs sank into it's neck, teeth digging into steel-hard bone and the wolf's claws ripping long lines in its side, and for the first time in eons, That-Which-is-Darkness screamed.

The monster pony thing screamed as Howls wrenched his jaws from side to side as his front claws tore into its chest and sides, its tendrils releasing Mac and missing the three children as it strove to drive off the wolf that had its jaws clamped around the dark creature's neck. With a final, vicious tug, Howls tore off a chunk of the creatures spine and danced backwards, spitting out the hunk of melting spirit matter, its foul taste permeating his tongue as he snickered at the wailing monster.

“Ya like that asshole?!” Howls shouted, adrenaline coursing through his veins as Mac hustled the girls back to the hall before returning to Howls side, a slight nod all that passed between the two of them. Damn! I think I chipped a tooth... those grow back, right? But now I know I can hurt it. The words that summed up Howls' admittedly short life sprang to mind. Worth it.

“Be cautious, Child of Fiana, this specter holds great power. It will not perish from this world from any mortal claws and fangs. You must purify it... I will show you the way.”

That-Which-is-Darkness stumbled back, legs tangling and nearly sending its crippled form crashing to the ground as it struggled to keep its eyes locked on the monster that stood before its eyes, a demonic grin on its fanged jaws. Spirit-Maiming?! By the churning districts of Malfeas... I thought those defilers had long since died out in this equine world! How is one standing here before me?! Why is it so pitiful beyond its capacity for destruction?! I have to end this before it can strike again, and quickly!

Shadows surged out from its body, coiling and growing with each passing second, though the wounds given by the wolf stood out in stark relief against it's otherwise untouched body, it was able to move them to less crippling locations. The shadows ballooned out, engulfing Mac and Howls in an instant, tentacles sprang up from the earth to wind around limbs, torsos and necks to bind them to the dirt.

Within the circle, Howls struggled against the bonds. Gaia damn it all! I can't see a thing! I can’t hear... even the rain smells like I'm half a mile from the storm instead of in it... and my tongue tastes like dirt... Oh. That is dirt. Howls breathed deep and spat out a clump of mud, only to find he did not even hear his own projectile hit the ground. The whole damn worlds gone dark! Myst, is this part of the plan?!

“Calm yourself! It is unexpected but accounted for, as the shadows of all things are cowards before all else. It will make itself obvious. You struck fear into the dark, and such evil is the same as all. The shadow will gloat to feast upon your despair. Be ready.”

Snarling under his breath something about elders and their habit of always wanting to be cryptic, Howls continued his attempts to escape the cold black tendrils that entrapped his body. After what seemed like an eternity, the darkness peeled back to reveal That-Which-is-Darkness standing before him, apparently posing against the backdrop of lightning and sleeting rain.

“Hunter of Shadows.” It spoke, staring straight into Howls' eyes as it did so. “It has been many eons since I have felt the bite of one of your kind that I had given up counting. I admit, the feeling of actual pain -something I have not had since time immemorial- reminded me once again of my own capacity for fear.” A sneer at the self-admitted weakness. “I shall relish repaying that remembrance a thousandfold, after I devour your shadow, as well as all those within this paltry thing you ponies call a town.”

Laughter began to bubble up its form, hollow and dark, a mockery of what Pinkie Pie stood for. “Do you have any last words?”

“The time is nigh!” Myst roared out in Howls' mind, his body already flowing. His body shrunk, casting aside mass and muscle for a smaller, lighter frame. The tendrils that had gripped him now hung useless as he launched up between the strands and grew once more, twisting his shoulders to turn himself in line with That-Which-is-Darkness' front.

A emerald flame sparked between his jaws, a shower of sparkles flowing in its wake as he clamped down, the shining silver blade, the runes that ran its length burning with the same glow emerging once more. With a thrust of his hips and a surge across his shoulders and chest, Howls drove six feet of burning silver into That-Which-is-Darkness' chest, piercing it and driving forward, pushing through the dark creature's ribcage and out between its wings, pinning him on the blade. Two voices spoke from Howls maw, his own emerald eyes resonating with the flames as they uttered the command.

“BURN!”

The night erupted into light as the flames blazed up and out, consuming them both in its fiery embrace…

The flames slowly died down, the green glow softening as Howls tore the blade from Erebus's chest, widening the hole as he jumped back, still clutching the flaming sword in his maw.
That-Which-is-Darkness stood remarkably unburned beyond the obvious searing of the chest wound. Its mouth hung open, black drops of its essence dripping to the dirt from its jaws and vanishing into the soil. “Y-you... you harmed me! Again! You... I will drown you in the Sea That Marched Against the Flame so that you may know true agony and the depths of my ire!” It ground out, straightening its back and legs and rising to full glory even as its chest and mouth leaked black droplets. “I will-!”

EREBUS.” The single word erupted from the sky with the force of a thousand peals of thunder, and the clouds parted in terror to reveal the two creatures that floated above the battlefield. The larger of the two strode forward, her prismatic mane and tail shining like a glorious dawn-lit sky contrasting sharply with her pure white coat and golden adornments, the crest of the sun on her flank. In spite of the night and poor illumination her glory shone with radiance of a figure basking in the noon-day sun.

The other was smaller, a deep, rich blue that only served to highlight the stars that swirled in her mane and tail, the crest of the moon shining upon darkened skies adorned her flanks. The two of them stared at the creature so named Erebus, a shiver racing down Howls spine at the name, lessons on umbral realms coming to the fore.

Erebus on the other hand, stared at the two true alicorns in shock, eye sockets shrinking as it realized what was about to occur. No! Not them! I can't fight them as I am! My essence is disrupted and my body losing material form after- The beast froze in place, the wheels in its mind spinning fast and hard, thoughts and plans running, remembrance of eons being analyzed, discarded and accepted.

Panic was replaced by cold triumph, even as it watched the moon race to the horizon far faster than was natural. “Stay your hand Sun-Steed, or I will end all lives in this pittance you call a town. The wolf struck me with Spirit-Maiming magic... and in doing so he intended to slay me through violence.” It watched as Princess Celestia's eyes narrowed at the declaration, but she gazed upon it's wounded chest and knew it to be so. “He has violated the Edict of the Silver Sands and the Compact of the Sapphire Maiden, and by their breaking, I am free to return in kind.”

Both princesses stopped in mid-air, meeting each others gaze for a long moment before looking to the wolf below them, and the blade grasped in his jaws. Gently floating to the rain soaked earth and landing between the ponies and Erebus, Celestia spoke. “Wolf. I pray this a fabrication of the deceiver?”

Howls quirked his brow at her, the blade dispersing in a flash of flame as he replied. “Uh, sorry? I mean... yeah... I guess there's not exactly a non-lethal way to shove six feet of enchanted silver into someones chest.” He trailed off, hackles rising as the white ponies stare seemed to bore into him. “What? Do you honestly expect me to believe that that thing,” A paw pointed at Erebus. “Was going to-to what? Just eat their shadows and let them off? I saw it's copies beat the shit out of a family and barely managed to save the kid from being eaten by it!”

Celestia closed her eyes for several moments before looking to Erebus. “What do you want?” While polite, there was fire under the razor thin veil of civility, the heat radiating off Celestia's body was already drying out the earth around her in her thinly veiled ire.

Erebus spoke quickly. “Safe passage out of your lands, and the wolf's shadow in payment to satisfy the clause of retaliation.”

“Wait, wh-?”

“Then we have an accord.” The sun princess affirmed, glancing at Howls, her eyes softening ever so slightly. “I am sorry, but my little ponies mean more to me than a single Worg's soul.”

“What are yo-?” Howls collapsed to the ground in a boneless heap, his eyelids fluttering as he struggled to stay awake. Erebus launched into the sky, a four limbed shadow clutched in its teeth..