Elements of Chaos

by Incredible Blunderbolt


Act 1: Chapter 4

Elements of Chaos
Act 1
Chapter 4

Castle Hoofington stood at the southernmost corner of the city, silhouetted in the light of the fiery sunset. Like the rest of Hoofington, it was enormous. Even the shortest of its towers seemed to stretch as high as the sky itself. The structure’s incredible size certainly beat that of the Canterlot Castle. Twilight wasn’t exactly sure how she felt on that matter. At least this one wasn’t built by slaves... she sighed.

This was one of the oldest castles in existence. It was rumored to be even older than Equestria itself. It sat on top of a large hill on the other side of a long stone bridge that spanned a moat, which separated it from the rest of Hoofington. Stairs leading up to the entrance started at the end of the bridge where a pair of guards dressed in silver armor stood like living statues. Castle Hoofington had looked large from downtown, but standing here, just before the bridge, it looked like the biggest thing Twilight had ever laid eyes on.

“Wow...” Rainbow Dash said to nopony in particular. She landed on the bridge’s stone railing and stared up at the building in awe. “That is big...”

“Very castle-ly,” Twilight agreed with a smile.

Dash gave her a strange look. Her brow was furrowed in irritation, but something about her eyes said she was just feigning it. There was some sort of shine behind them that Twilight simply couldn’t place; a kind of... warmth and kindness? Whatever it was, it was the only crack in her mask. “Shut up,” the pegasus huffed, before turning away and hopping off the railing.

What the hay was that? Twilight wondered, watching Rainbow walk over next to Fluttershy. She hadn’t been expecting such a strong response. She had only meant to tease her friend. Such light-hearted humor was commonplace among good friends... right? The unicorn’s eyes widened in horror as an ice cold thought pierced her heart like a knife. I hope I didn’t offend her! She couldn’t stand the idea of insulting her friends- whether she’d meant to or not. The very prospect of it scared her more than the thought of facing Nightmare Moon by herself!

Applejack’s sudden breaking of the silence pulled Twilight out of her thoughts and back into the real world. “Are y’all sure they’ll let us in, Cutlass?” she asked. Twilight was surprised Applejack was even talking to the guardstallion, as she’d been regarding Cutlass very coldly for the past hour or so. “Ah don’t think they’re jus’ gonna let anypony in ‘cause we asked nicely.”

Cutlass looked off to the castle and nodded. “Guards around here may not like me, but I still outrank them. They’ll let us in.”

“Somethin’ tells me it ain’t just the guards.” Applejack snorted.

For the first time since they’d met, Cutlass looked turned around to look somepony in the eye when he spoke. He regarded the mare with a furious glare. Twilight was sure that- if it were indeed possible- smoke would have been billowing out of his ears. “How I manage my family is my own business.” he growled. “I won’t have some filly I’ve only known for a few days tell me how to handle my own brother! So how about I deal with my brother my way, and you deal with your brother your way?”

Applejack reeled back in shock. Her eyes watered and, for a moment, Twilight was sure she was going to start seeing tears, but the earth pony just walked off ahead with a huff. Cutlass looked over to Twilight, confusion evident on his face. “Something I said?”

Twilight cocked an eyebrow.

“I meant the tears. What’s with the tears?” he said impatiently.

“Long story,” she told him. “Let’s just say she’s very sensitive when it comes to her family.”

Cutlass just rolled his eyes and crossed the bridge.

Twilight remained towards the back of the group, admiring the sights as they closed the gap to the foot of the stairs. Far below the bridge, in a deep trench, ran the water of the moat. It gurgled and spluttered as it wound it’s way through the irrigation system. A few frogs sat on the lily pads that floated in the places where the current was inert.

High above them, inside the castle, guardponies were peering out of windows mounted with crossbows. The darkness of the shadows turned the guards nearly invisible, save the reflections of their armor. The crossbows seemed to follow the group as they neared the guards at the foot of the stairs. Twilight wondered what would happen if they were mistaken for a threat. Surely they wouldn’t fire upon them... right? There had to be a law somewhere about warning somepony before shooting at them...

Cutlass approached the twin guards at the stairs and regarded them curtly. “Commander Cutlass to see Lionheart.”

Without moving an inch, the guard on the left replied. “King Lionheart is not seeing anypony today.”

“Well isn’t that nice?” Cutlass said, his voice dripping with sarcasm. “Too bad for him.” He began to walk forward before being stopped by a sword.

“He’s seeing nopony.”

Cutlass turned his head ever so slightly to look at the guard. “Private,” he said slowly. “I’m going to give you thirty seconds to get that blade out of my face.”

“Or what?” The guard smirked through the pommel of his sword.

“You don’t even wanna go there.” Cutlass growled. “I’ve had a hay of a week, and I’m in the market for somepony to take it out on. You volunteering?”

Twilight was ready to step forward and calm the rising tempers, but before she had a chance to, the situation resolved itself. The guard hesitated, but dropped his blade from Cutlass’s neck. “I’m sorry sir,” he said. “But I have my orders. King Lionheart was very clear. Nopony disturbs him today.”

“I have my orders too, Private. Directly from Luna.”

In spite of herself, Twilight had to ask the question that had been burning inside of her since that morning. Kings? Princes? None of this was making sense to her in the slightest. “I’m sorry,” she said. “But what’s all this King stuff about? I always thought Lionheart was just Captain of the Guard...”

“Protocol.” Cutlass answered. “If both Princesses ever go missing, power goes to the next highest-ranked pony. We didn’t ever think we’d actually use it, but it’s just how it is.”

“And that means his word is law, sir.” The guardpony said. “I cannot do anything about it. I’m just doing my job.”

“I understand,” Cutlass sighed. “But I’ve got my own job to do. So I hope you’ll understand this!” His wing shot out and hit the guard’s sword. The earth pony stumbled back a few steps as his weapon flew into the air. Cutlass leapt into the air and grabbed the sword with his teeth. As he came back down to earth, he slammed the flat of the blade against the guard’s head. There was a loud cracking sound, and the first guard dropped like a rock to the ground.

Before the other guard could even register what he’d just seen, Cutlass mule-kicked him. He flew into the wall and collapsed in a heap.

“What are you doing?” Twilight shrieked in horror.

“Getting us in!” he shouted. There was another loud crack, but this time it hadn’t come from Cutlass. An arrow soared right passed Twilight’s head and impaled itself into the concrete behind her. Growling, Cutlass took to the sky. “Run!” he shouted, making for the windows.

“Oh, you did not just shoot at Twilight!” Rainbow Dash roared, tearing off to the castle in a rage. Another bolt stuck into the wall by the fallen guard.

“Let’s go!” Applejack shouted, grabbing a trembling Fluttershy and hoisting the pegasus onto her back. “Before anypony gets a new hole tuh breath out of!”

The remaining five ponies charged up the stairs to the castle entrance while the pegasi above conducted an aerial ballet. From window to window they flew, sometimes kicking the guards, sometimes the crossbows mounted on the windows. One guard actually managed to latch onto Rainbow Dash, but quickly regretted his decision when the pegasus took him for what could only be described as ‘the ride of his life.’

There were no more bolts being fired at the ponies on the ground, but that didn’t exactly fill Twilight with hope. The absence of fire simply meant that the guards were focusing on taking out Rainbow Dash and Cutlass. And, even though Cutlass’s decision was frustratingly doltish, she didn’t want to see any of her friends hurt.

When they were just ten feet from the castle, a guard jumped out of the door and roared, savagely swinging a sword as large as he was. Twilight screeched to a halt and panicked. “Woah, woah!” she screamed, frantically raising her forelegs into the air. The guard hesitated, only to catch Applejack’s back hooves with his face.

“No time tuh slow down, Twi!” she hollered, pulling at the castle doors.

As soon as the doors were open, two blurs dove through them from the sky, one white, the other polychromatic. The pegasi stood just beyond the entrance, panting savagely, as the rest of the group hurried inside and slammed the doors shut. Although out of breath, Cutlass still held his stolen sword firmly in his mouth. Rainbow had also pulled her dagger out, but it hung slackly out of her jaws.

The entrance hall of the castle was huge, well lit, and empty. A red carpet coated the floors and a series of hundreds of portraits and paintings hung from the walls. A staircase to the right led up to a balcony that surrounded the hall, where plaques and stands displayed even more items. Normally Twilight would have stopped to ogle some of the incredible works of art, but there were more pressing matters to attend to.

“Are you insane!” she whispered vexedly; there was no need to attract more guards with the true tone she wished to use on the indigo maned pegasus. “You just picked a fight with every guardspony in Equestria’s military capitol! If Lionheart didn’t want to see us before, he definitely won't now!”

Cutlass looked around, obviously checking for guards. When he saw none, he started walking farther into the castle. “We’ll cross that bridge when we get to it.”

Not wanting to be left behind, the rest of the group followed him. Twilight heard Rainbow still gasping for air while she walked beside her. “Are you okay, Rainbow Dash?”

One of the cyan pony’s gasps seemed to last just a little longer than the others before Dash gave her a cocky smile. “What? Yeah!” she managed between breaths. “I could... totally go... a... hundred rounds... with those guys!”

Ahead of them, a guardstallion jumped out from behind a door and was subsequently thrown out a window with a crash by one white pegasus. Twilight looked out of the shattered remains of the window to the murky water below, there was nopony to be seen there. She hoped that- for the guard’s sake- that meant he knew how to fly.

“Really Cutlass,” Rarity said pointedly as they continued through the castle. “I don’t see why that was necessary.”

“Why don’t you use that mouth of yours to carry a blade instead of questioning every move I make?” he responded irritatedly. Rarity huffed in offense, but did as she was told.

Cutlass led them through the halls, he seemed to know exactly where he wanted to go. His confidence was the only thing that kept Twilight from panicking. Here they were, just seven ponies, only three of them with weapons, against every trained guard in Hoofington. Luck seemed to be on their side though, as they hadn’t run into any more guards yet. Whatever Cutlass’s plan was, Twilight hoped it would work; because if it didn’t... Well, Twilight didn’t even want to think about the consequences.

The corridors of the castle were as decorated and well kept as the entrance hall was. It seemed everywhere they turned, a portrait of some old stallion stared back at them. Twilight recognized Silver Tongue, the earth pony who used to steal from the richest ponies in Equestria; there were legends and ballads of his incredible heists that once fed hundreds of the poorest ponies in the country during the economic collapse of the Ninth Age. On another wall, Twilight saw an incredible painting of the six founders of Equestria. Beside the artwork was a suit of shiny black armor.

The items on display seemed to get increasingly ornate with each step they took farther into the castle. With all the expensive trinkets on the walls, Twilight wondered why they hadn’t run into anypony since the entrance hall. This whole situation seemed to be a little to simple for her tastes. “Cutlass?” she spoke out. “Where are all the guards that are supposed to be attacking us?”

“It’s standard defense during an assault on a military headquarters,” he responded swiftly. “Find the VIP and prevent anypony from getting to him.”

Twilight’s heart nearly fell out of her chest as she realized what Cutlass’s plan was. “And that’s exactly where we’re going... isn’t it?”

“Mmm-hmm.”

“Great.”

They just had to get stuck with the sword happy guardspony on this trip, didn’t they? Couldn’t Luna have given them anything else? At this point, Twilight was sure that even a box full of kittens would be better protection than the stallion that had just dragged her and her friends into an assault on Castle Hoofington. Hay, at the very least, the kittens would be more genial to be around!

Their latest hall ended at a single, golden encrusted door that was flanked by a statue of Celestia on one side, and Luna on the other. Twilight had only seen a design like that once before, when her teacher had fallen ill and decided to give the day’s lesson at bedside. The Royal Chambers, Twilight thought.

Cutlass walked right up to the door and opened it. On the other side, a tall earth pony in golden armor stood at a desk near a window. The sections of his mane that hadn’t been turned silvery over time were a deep red, contrasting with his grayish-white coat. He hadn’t yet turned around to acknowledge the intruders, but the twenty or so armed guards that filled the rest of the room eyed the group angrily.

“Get them!” One of the guards yelled, charging at Cutlass. The pegasus side-stepped the spear that was thrusted at him and smacked his aggressor with the flat of his blade. The resounding crack caught the attention of the golden armored pony, who glanced up from his desk as his guard dropped like a sack of potatoes.

Gasping wildly, he turned his eyes to his guards. “What is this?” he growled. When nopony answered him, he continued. “You idiots drag me from my study, coop me up in here, convince me the horseapples have hit the fan, and this is what I find? I thought the very dogs of hell were after my hide! I thought the same ponies who’d gotten to the princesses were coming for me! And here I discover that I’m being defended from another guard? Your superior officer?”

Cutlass stepped aside and allowed the rest of the group admission to the room. After they’d all filed inside, he nonchalantly tossed his stolen blade to the floor, where it skittered to a halt at the hooves of the closest guard. “I’m sorry, sir.” he said. “But they refused us entry.”

Heavy hoofsteps echoed in the halls as another red maned stallion charged towards them. “Father!” he cried. “Father! I sent them!” He stopped at the doorway breathing heavily.

Twilight recognized the face of Cabal, the stallion who’d freed them from jail earlier that day. She looked from his face to King Lionheart’s. Even if Cabal hadn’t been screaming ‘Father’ his whole sprint, it wouldn’t have taken much work to figure out the two were related; they looked incredibly similar. The two stallions both had strong jaws, broad shoulders and flowing red manes. They even shared the same silvery eyes!

“I know, Cabal.” Lionheart responded. He turned to the guard that had attacked Cutlass, who was groaning in pain and trying to stand back up. “In fact, I know that Luna sent them before she vanished, Lieutenant.”

“Sir-” the guard responded weakly.

“Go.” The king said sternly. “I think you’ve been humiliated enough for today. Your performance was disgraceful! Had this been an actual assault you’d all be dead right now.” He studied the guards around the room gravely. “I think your men need some PT to pick up the slack, Lieutenant.” There was a collective groan from the guards in the room as the grumbling Lieutenant led them out the door.

Once they’d gone, Lionheart turned his attention to the eight ponies that remained in the room. “I’m terribly sorry for their behavior, Commander.” he said. “It’s true that I told them to leave me be, but I’d figured they would allow a superior officer access. I suppose I overestimated their intellectual capabilities.”

Cutlass nodded and began to speak back, but Twilight didn’t hear what he said because Rainbow Dash was busy tapping on her shoulder.

“What?” she asked, slightly annoyed.

With an awkward smile, Rainbow voiced her question. “Um, what’s an ‘intellectual capability’?” she whispered.

Twilight sighed at her friend’s query. She wasn’t sure if Rainbow was attempting an ironic joke or if she had really meant what she’d asked. An embarrassed laugh from the cyan pony proved that she was serious. Now Twilight didn’t know if she should be disappointed in the size her friend’s vocabulary, or proud of Rainbow Dash’s willingness to learn. Rolling her eyes, she responded. “It means he thought that his guards were smarter than they actually are.”

“Oh.” Rainbow responded, smiling sheepishly. “Thanks, Twi!”

“Please Cutlass,” Lionheart said warmly. “It’s nearly nightfall, do you expect me to let you charge off into the darkness? Stay the night, your mission can wait until tomorrow.”

“Sir, I mean no disrespect, but we’ve already wasted enough time.” Cutlass answered.

“Then you will have to waste some more. You serve no use to anypony if you are too tired to do anything. Cabal, show them to their quarters.”

The younger stallion nodded and led them out of the room. On the way out, Twilight saw two more stallions approaching the doors. One was a very large black pegasus with a mane that seemed unsure what shade of blue it wanted to be. The other was short, spare and emerald green with a long grimy mane the color of old rust. Both of them wore simple looking leather armor, but only the pegasus carried a weapon, a scimitar.

As they walked passed each other, Twilight caught a foul aroma in the air. Something smelled like rotting flesh, and it seemed to be coming from the other ponies. The green stallion caught Twilight’s gaze and grinned execrably, revealing a set of wickedly sharp teeth. The smell seemed to be coming from his mouth. Something about that revelation sent a chill down Twilight’s spine, and she hurried to catch up with her friends who’d continued down the hall without her.

Cabal led them down a sequence of halls and up a set of stairs. Twilight was beginning to wonder just how far these guest rooms were when he told the group to stop. Before them was a large corridor with a series of doors on both sides. Like the rest of the castle, the walls were coated in paintings and the carpet was a deep shade of red. The doors themselves didn’t look all that special, just standard oak doors with a set of numbers on them.

“Here we are,” Cabal said, gesturing to the hall. “Make yourselves at home and we’ll send somepony up when it’s time for dinner. I have only one favor to ask of you.”

“What do you need?” Cutlass asked warily.

“I would ask that you each share a room with somepony; we have other guests at the moment and I’m afraid we just don’t have enough space for everypony to have their own quarters.”

Twilight wondered if he was referring to the strange duo that had passed them on the way there. All the same, she wanted to be as far away from that creepy green pony as possible. Bunking with a friend sounded like a great alternative to her. “That sounds fair.” Twilight said. “Thank you for your hospitality.”

There was a chorus of thank-yous around the hall from everypony aside from Cutlass, who just nodded his head respectfully.

“Think nothing of it.” Cabal answered as he walked away.

“So,” Twilight said dramatically, turning around to look at her friends. “Who’s sharing with Pinkie Pie?”





Twilight held her hooves to her ears as the pink mare yet again leapt from her bed and onto Twilight’s, shrieking with joy. “WE-E-E!”

Twilight groaned audibly. Why did she have to get stuck with Pinkie Pie? She loved her friend, honest! But the earth pony’s antics were giving her a migraine, and each of her screams were only making it worse. She envied Cutlass, who- as the odd stallion out- had gotten his own room across the hallway. He didn’t have to put up with a Pinkie Pie who’d managed to consume thirty-seven cookies at the dinner King Lionheart had held for them.

“Pinkie.” she said, attempting to get her friend’s attention.

“WE-E-E!”

“Pinkie Pie.” Twilight tried once more.

“WE-E-E!”

“PINKIE!” Twilight bellowed, wincing at the pain her own voice added to her headache.

“Oh, Twilight!” Pinkie cheered, bouncing high off of her bed. “These beds are the most bounceriffic bouncy beds ever!” She landed and jumped back to Twilight’s bed. “C’mon, you gotta try it!” Twilight felt a huge tug on her hooves and found herself soaring through the air across the room.

“AHH-H-H-H!” Twilight crashed headfirst into the wall by the door, shaking the paintings in their frames. Her eyes blacked out as she hit the floor.

The next thing Twilight knew, her vision was filled with pink as her friend held her head in her hooves. “Oh-my-gosh-Twilight-I’m-so-sorry!”

The unicorn was in the midst of attempting a coherent thought, probably something along the lines of PINKIE-E-E-E-E! when she realized something; her migraine was gone! She studied her worried friend for a long moment. Either she’d gotten a concussion, or Pinkie had cured her of her headache. And since she found no other evidence of the former- aside from her still clearing vision- she had no choice but to conclude that somehow, Pinkie Pie had managed the get rid of her neuralgia by smashing her head against a wall.

“Are you okay, Twilight?” Pinkie asked fretfully. “Please-tell-me-you’re-alright!”

“Yes, Pinkie Pie, I’m alright.” Twilight struggled to get back to her hooves. “But please; try to calm down?”

“Okie-dokie-lokie, Twilight!” the pink mare responded, snapping back into her happy self. “But seriously, you should have seen the air you got when-” and off she goes again, prattling away about a million things at once.

Twilight sighed and tried to ignore her friend's constant chatter as she climbed back into bed. At least she’s stopped jumping around, she thought, breathing a half-contented sigh. She closed her eyes and attempted to relax herself by rehearsing Starswirl’s Periodic Table of Elemental Magic in her head.

Earth: Gems, Rocks, Minerals, Metals-

Pinkie Pie’s voice seemed to grow louder and louder until Twilight was sure she couldn’t take any more of it. A heavy weight sat upon her chest as she tried to calm down with a deep breath.

Magma. Air: Clouds, Currents, Moon-

“-and then I said ‘corn starch? That will never work!’” Pinkie’s voice pulled Twilight out of her stupor and back into Castle Hoofington. The unicorn looked up crossly and found that the weight on her chest was, in fact, Pinkie Pie. The earth pony lay across Twilight’s bed with her head propped up on a hoof.

Unfazed by this turn in developments, Twilight groaned. I’m never going to get to sleep tonight!

“Hey Twilight!” Pinkie Pie had made her way across the room and was now rifling through the unicorn’s saddlebags. The pink pony spun around with a bottle of blueish-gray liquid. “What’s this? Is it sarsaparilla?” Her face turned dark enough to unnerve Twilight a little. “Have you been hiding sarsaparilla from me?” she shrieked.

“What? No!” Twilight answered in exasperation. “That’s a lyrium potion, it has nothing to do with sugary drinks!”

“OO-ooh!” Pinkie said, swishing the contents of the bottle around. “What’s it do?”

Twilight blushed a little. “Well, um... It kind of... boosts a unicorn’s magical abilities for a short time?” she finished off with a squeak, worried about what her friend would say to her in return.

“Oh, silly!” Pinkie Pie caught on to Twilight’s anxiety unnaturally quickly. “Now why would you need something like that? You’re the most magicalist pony in the whole wide word! Well, except maybe the princesses, but I mean, come on!”

Twilight smiled at her friend’s encouragement. “Thank you Pinkie, but I’m far from the ‘most magicalist’ pony anywhere.” she said. “Besides, it’s really just a contingency plan.” That, and your spells haven’t exactly had a great track record lately... Twilight thought to herself. There was Applejack’s apple tree, and then there was that time she blew a hole in the library’s wall, and before that was the chaos at Winter Wrap-Up... Spike was right to make that potion for me, I can’t risk a slip-up like that on a mission this important!

A loud thud beat against the wall that separated their room from the room next door. A few moments later, a voice hollered out, “How dare you throw that at me!” Twilight sighed. Would it really have been that hard to put Rarity and Applejack in different rooms?

“Hey!” Rainbow Dash’s scratchy voice echoed from across the hall. “Settle down over there, some ponies are trying to sleep!”

“Ah’ll settle down when she stops hoggin’ all the blankets!” Applejack cried.

Wait, Twilight thought. That doesn’t make any sense... But before she could ask her question, Rainbow beat her to it.

“Don’t you have separate beds?”

Silence answered back, something Twilight was glad to hear. Even if she was still confused. Pinkie Pie looked over to Twilight, shrugged and tossed the potion bottle back into her friend’s saddlepack. She then dove into her own bed and instantly fell asleep.

For a moment, Twilight stared in awe, and wondered how her friend was able to do half the things she could do before rolling over and closing her own eyes. The darkness greeted her like an old friend, as she began to once more recite:

-Sky, Stars, Sun, Temperature, Weather...

[X] [X] [X] [X] [X] [X] [X]

Cutlass stared out the window of his room and watched the sun rise. He’d been awake for a few hours now. Much against his own wishes, a deadly combination of insomnia, those chaotic mares, and thirty years of military life had only allowed him to sleep fitfully for about an hour. So, after hearing the reveille sound for the guards of Hoofington, Cutlass had decided to give up on sleeping and just watch the world beyond the window.

The morning sky was alight with red, blue and dozens of shades of pink. The colors blended and shifted against the city, casting it in a beautiful glow. Cutlass used to enjoy the dawn. It meant that he’d once again managed to keep his mistress safe during her shift. Now the sun just laughed in his face. A sharp pain spasmed in his chest at the thought of Luna’s capture. You should have been there you fool! He berated himself for the hundredth time. That’s your job, not babysitting a bunch of fillies!

He wanted to go, to just leave the group behind and search for the princesses himself. That way, they’d still be safe at the castle, and Cutlass could do his real job. But try as he might to repress it, somehow they’d managed to grow on him. Even Rainbow Dash’s constant attempts to annoy him now felt normal. He couldn’t just abandon them here.

For years the only family he’d had were Swiftblade, Luna, and- to a somewhat lesser degree- Celestia, but now? Cutlass had only known those six fillies for a week, but for some reason he couldn’t quite place, he felt a connection to them. Perhaps it was because- now that Luna was gone- they were his new job: Celestia’s protege and her friends, the six Elements of Harmony.

Had he ever been a deep thinker, Cutlass may have analyzed his own feelings a bit more, but he wasn’t; so whatever had kept him awake could wait, as long as it didn’t affect his work. Instead, he went back to polishing his sword. The longsword he’d used against the castle guards was now back in the possession of Private Yellow Hoof. His own weapon, like his namesake, was a cutlass.

The pegasus removed the cloth from the steel and watched it shine in the morning light. From the assassination attempt on Prince Blueblood, to the Trottingham rebellions, this blade had seen more battle than Cutlass could care to recall, but it still shone like new. “Take care of your weapon!” he heard his old Drill Instructor’s words in his head. “Care for it like your life depends on it; because it does!”

A soft creak echoed in the corridor outside, Cutlass’s ears instinctively pricked up. That’s strange, he thought. It can’t be much past six o’clock... With nothing else really to do, he decided to check it out. Slipping his cutlass back into its scabbard, the stallion made his way to the door and opened it.

At first he saw nothing, but then Cutlass noticed an orange pony sitting by the window at the end of the hallway. She just stared out of it, much like Cutlass had been just moments ago. He was certain that it didn’t take empathic powers to see that there was something bothering her. With nopony else around to do the job for him, Cutlass sighed and walked over to her.

“You’re up awful early.” he said bluntly.

If Applejack was at all surprised to suddenly hear his voice, she didn’t show it. “Ah’ve lived on a farm all mah life.” she said quietly. “Round this time o’ mornin’s when we feed the chickens and get the baskets ready fer buckin’”

Cutlass nodded his understanding, but wished he had some idea of what to do. He’d never been any good at comforting other ponies. Hay, he’d never even been any good at comforting himself! Still, he had an inkling of what might be wrong, so he took a shot in the dark. “You miss your family?”

Applejack turned her head sharply and growled fiercely. Cutlass was sure he’d made a huge mistake in his approach when her expression suddenly softened. “What little there is left of it...” she grumbled to the floor.

“You seemed pretty upset yesterday by the moat,” Cutlass said carefully. “Is your brother-”

“No,” Applejack shook her head. “But mah parents are. An’ Granny Smith jus’ passed ‘round a week or so ago. It seems kinda silly tuh talk about, but before we left, mah brother had an accident with the barn. It more or less fell to pieces with him inside...”

Cutlass was about to attempt some lame phrase he’d once heard used, but it seemed the earth pony was on a roll now. “An’ Ah told him we shoulda brought it down with the other one. An’ afterwards, he jus’ sent me an’ mah sister off to a party like nothin’ had happened! Then Luna comes along an’ tells us we need tuh drop everythin’ and help her out!” she stamped a hoof on the floor. “An’ Big Macintosh wanted me tuh leave! He didn’t want mah help! He don’t care that Ah wanted tuh stay home until he was healed up!”

After her rant, Applejack stood stock still and panted heavily for a few moments. Releasing a deep sigh, she said, “Ah don’t even know why Ah’m sayin’ this tuh somepony who doesn’t even care enough about family tuh give his homeless brother money fer food.”

To be honest, Cutlass didn’t know either. Yet something about the statement rang in his ears. Had he taken the wrong approach with his brother? Should he be helping his brother instead of ignoring him? His thoughts were interrupted by another voice behind them.

“Ah!” an excited cheer echoed down the hall. “I see you’re already awake! How wonderful!” A short yellow unicorn dressed in red silk made his way to them. “Hello, my name is Butterscotch. King Lionheart sent me to fetch you all for your briefing!”

Cutlass looked over to Applejack and made a mental note to speak to her again later before answering the servant pony. “Yeah, the rest are in their rooms.” he told Butterscotch. The unicorn nodded and stepped over to the nearest door.

“Good morning!” he said happily, opening the door. Something shiny whizzed passed his head and crashed against the wall. Butterscotch shrieked and pulled the door shut again as something else slammed into it. “What was that?”

“Whoops.” Cutlass grimaced. “I forgot to warn you about that. The first time I woke Rainbow Dash before ten, I got kicked in the eye.” The unicorn raised an eyebrow. “Hard.” he added quickly.

The loud crashing and the hollers emanating from the room before them soon drew everypony else from their own rooms. Cutlass was just wondering how he could calm the situation down so they could get a move on, when the solution presented itself before his very eyes.

“What’s going on in there?” Pinkie Pie asked, before gasping. “Are Rainbow Dash and Fluttershy throwing a party?”

Cutlass grinned maniacally. “Yes, Pinkie Pie.” he told her in the most serious voice he could muster. He was about to kill two dragons with one sword stroke; a solution to their current problem, and some payback on Rainbow Dash.

“Rainbow Dash is throwing a party in there and nopony but her and Fluttershy are allowed!” he continued. “She won’t even come out here to say ‘Happy Birthday’ to King Lionheart!” Cutlass watched the pink pony’s eyes open wide and fill with rage. Screaming, she ripped open the door and jumped inside.

“I do hope you realize what you’ve just done, darling.” Rarity snickered behind a hoof.

Cutlass shrugged, but he couldn’t force his smile away.

There seemed to be twice as many crashes coming from the room than there were earlier, and the screams were definitely louder. Finally, Pinkie Pie emerged from the door holding Rainbow Dash by the ear.

“You are gonna march right down there and say your sorry to Mr. Lionheart, missy!” she chastised as she dragged the pegasus down the hall. “And then you’re gonna tell him ‘Happy Birthday!’”

Cutlass looked over to the servant pony, who shrugged and began to led them back the way they’d come in the evening.





“Why do I have to wear this?” King Lionheart asked in clear annoyance.

“Because it’s your birthday, silly!” Pinkie Pie cheered as she fastened the party hat onto the stallion’s head. “Now we just have to find a place to throw you a party in!”

The King’s brow furrowed in blatant confusion. “But it’s not-”

“Pinkie Pie,” Twillight said sternly. “Enough with the birthday thing!”

Pinkie gave her friend a sideways glance. “But Cutlass said-”

“I lied.” Cutlass rumbled in exasperation.

“WHAT!” Pinkie shrieked, her eyes alight with fury. “You lied?”

“Yeah, yeah,” Cutlass brushed her comment off. “King Lionheart-”

“You lying liar liar-pants! Apologize!”

Cutlass turned his head to see Pinkie still visibly steamed. “What?”

“Apologize!”

Cutlass just looked around the room. Pinkie’s friends all seemed to have smirks of varying degrees on their faces. “Jus’ apologize.” Applejack whispered in his ear. “When it comes tuh Pinkie Pie, it’s best tuh jus’ go along with whatever she says.”

“Argh!” Cutlass groaned. “We don’t have time for this stuff!”

“Hey,” Rainbow Dash grinned. “You started it.”

Cutlass gave the cyan mare a pointed look before turning to the livid earth pony. “Fine.” he said. “I’m sorry.”

“Sorry for what?” Pinkie Pie said dangerously, her eyes bulging out of her head as she pressed her face against Cutlass’s.

The stallion ignored the breach of his personal space and looked Pinkie in the eye. “I’m sorry for telling you that it was Lionheart’s birthday when it really isn’t.” he said tersely. “Happy now?”

Pinkie leapt into the air and stood beside her friends once more, a smile decorating her face. “Uh-huh!” she said happily.

Cutlass rolled his eyes. “Anyway,” he said, turning back to Lionheart, “We came here to do a job, so let’s hear what it is before these fillies drive me insane.”

“Excuse me?” Cutlass didn’t even bother to figure out to whom the outburst belonged.

“Right.” King Lionheart responded. Looking at the collection of ponies before him, he began to speak. “As you know, I was placed in charge of the investigation of Celestia’s disappearance. After Luna vanished, I took up her case as well. I sent a small team of guards to follow Luna’s last known steps, but we hadn’t found anything-”

“So what does that mean?” Rainbow interjected, a hint of frustration in her tone. “Do we just wait around her until somepony finds something?”

“-until the other day.” he finished with a glance at the polychromatic pony. “My stallions tracked Luna’s movements to a small cave on the outskirts of this very city.”

“What’s the catch?” Cutlass asked. “Obviously if you haven’t found her yet there’s something wrong.”

“Exactly.” the king nodded. “My guards were supposed to report back here two nights ago. I fear the worst.”

Twilight raised an eyebrow. “You didn’t send any more in?”

Lionheart shook his head. “Our resources are stretched too thinly. I have extended as many hooves as I can. This is where you come in.”

“You want us to investigate?” Cutlass guessed.

“Yes,” Lionheart confirmed. “I must know the fate of my guards. You have my solemn word I shall provide you with all of the information I know about the princesses’ location upon your return.”

“Hold on,” Rainbow growled. “You know where the princesses are? And you haven’t done anything yet?”

“Please, young filly!” Lionheart looked offended. “I have already told you; I have very little to work with, in terms of guards and information. I am lacking much of both! My hope is that your own investigation will shed some light on the situation.” He looked over to his son, who’d been quiet for the duration of the conversation. “Is everything ready for their departure?” he asked.

“Yes, father.” Cabal nodded.

Lionheart turned back to the group. “You’ll find the cave just a few miles north of the city. You are welcome to store your belongings here while you’re gone,” he told them as Cabal led them out of the room. “Do be careful!” he added with a large grin.

Something about the king’s expression made Cutlass uneasy. He was too happy, yet there seemed to be no warmth behind his smile. Turning slowly, he made his way out the door.





With the gates of Hoofington far behind them, the group made their way north of the city as the king had directed. The walk wasn’t troubling Cutlass at all; in fact, he was actually enjoying it. For the first time in perhaps an entire week, he felt a sense of actual progression. The majority of the group was walking ahead of him as he actually took time to relax for once.

Cutlass couldn’t wait to get to that cave; the sooner, the better. The quicker they got back, the faster they could get back on the trail of the princesses. Once they found the princesses, Cutlass would kill everypony associated with their kidnappings and then never let Luna leave his sight again. No matter what she said otherwise. However, there was nothing wrong with relaxing on the way there. After all, he’d only gotten an hour of sleep on the night prior.

The feel of the ground thudding solidly beneath his hooves and the coolness of the breeze gave him a peaceful feeling. He almost wished he could go back in time to last night. This time, he knew he’d be able to sustain his slumber. The gentle rustling the leaves added to the serenity of the scenery; it had been a long time since Cutlass had really sat back and enjoyed nature.

As they made their way through the forest, Cutlass found himself walking next to Applejack. The earth pony was staring at the ground, walking even slower than he was. He guessed that the same thing that had been bothering her that morning had returned. You should probably say something... he thought to himself. But what?

After a few minutes of serious contemplation, he got an idea. “You know,” he said. “When I was a young colt, I used to live in a small town just beyond Canterlot. My mother owned a farm there.”

“Huh?” Applejack looked up, unsure of whether she was being addressed or not. She took a look around and decided that there was nopony else that he could have been talking to. “Y’all were raised on a farm?”

Cutlass nodded. “Grew corn while our father stayed on as Celestia’s personal guard.” he said nonchalantly. “Personal guardsponyship runs in the family, you know. Right back to Captain Flail himself.”

“Who was he?” Applejack asked. She sounded genuinely curious.

“Not important.” he said, shaking his head.

“Then why are y’all tellin’ me this?”

“Clamp your beak and I’ll tell you.” He smiled back, despite her serious face. “Back when Swiftblade was just a foal, Broadsword and I used to get into all kinds of trouble. We’d put firecrackers outside the neighbor’s windows while they slept, set bags of cow manure on pony’s porches and ring the doorbells, there was even one time when we thought it’d be a good idea to replace all the candybars that the other kids had collected on Nightmare Night with that X-LAX chocolate stuff.”

Applejack cringed at that last one. “Don’t y’all think yeh went a little too far with that one?”

Cutlass nodded. “Yeah, we didn’t really think that one through all the way. Apparently, too much of that stuff is really not good for you.”

“Is there a point tuh any o’ this?”

“Yes,” the stallion answered. “One day, our father came home to help out around the house because our mother was sick. Broadsword showed us something that he’d been working on in the barn; a kind of wagon with no harness. He said it worked through momentum and it was steered with another wheel on the inside of it. Dad went nuts, he said it was a safety hazard and told him to take it apart.”

“Lemme guess,” Applejack snorted. “He didn’t?”

Cutlass shook his head. “Later on that night, our mother wanted somepony to go get cookies from the bakery in celebration of our father’s return. It was a bit of a tradition, Dad comes home safe: we eat cookies to celebrate. Our father asked us to run down to the bakery in town, which we did. On the way out the door, Broadsword suggested we test out his cart. It took some coercing, but somehow that foolish colt managed to talk me into getting in that crazy contraption.”

“Your dad find out?”

“Yup.” Cutlass smirked in nostalgia. “But not like you’d figure. I remember pushing that thing up the road, Celestia was it heavy. But we finally got to the top of the hill and climbed in. At first it was fun. But then Broadword realized one problem with his design; and it was a big one.”

“What was wrong with it?”

“There was no way to stop it... aside from crashing.”

Applejack grimaced at his words. “What’d y’all crash into?”

“The bakery.” Cutlass smiled at the memory. “Broke a hole right through to the kitchen, destroyed everything in our path, including the items for sale. When our dad found out what we’d done, we thought he’d go ballistic.”

“He didn’t?”

Cutlass sighed. “No, he just got real quiet and paid for the damages. Wouldn’t speak to us for days. We swore up and down we’d never do it again, even helped with the repairs; but he stayed quiet until the day he left. I swear, it would’ve been better if he’d just beat us and thrown us in our rooms. Before he headed out the door to go back to Canterlot, he asked us if we’d learned our lesson, and we promised him we had. He just smiled and flew away.”

The pair walked in silence for a few minutes while Applejack digested the older pony’s words. “So what’re you sayin’?”

Cutlass couldn’t help but allow a smirk to creep onto his face. “I’m saying sometimes the best love you can give is tough love. My brother is a drunk. Maybe someday he’ll try to fix himself, and when he does, I’ll be there. Until then, I won’t be. Not before he learns his lesson.”

“That mus’ be real hard on y’all...”

“It is.” Cutlass agreed. “I hate to see him so low, but he’s gotta pick himself up and dust himself off before I can help him.”

Applejack nodded and studied the ground. “Ah’m sorry Ah said those things to you... about your brother. Ah jus’ thought y’all didn’t care...”

“Some days it really does feel that way. Sometimes I wonder if I’m really doing the right thing, but I know it’ll pay off someday.”

“You think so?”

“You’ve gotta have faith in family, Applejack. That’s why your brother sent you out here despite his injury. Have faith that he’ll be fine without you.”

“Yeah,” Applejack mused. “Maybe you're right.”

Ahead of them, Rainbow Dash soared through the skies announcing their arrival at the cave, something that Fluttershy seemed less than thrilled about.

The cave would have been easy to miss, had they not been scouring the woods for it. Shrubbery and long grass surrounded the mouth, blocking it from the standard view. Had Rainbow not been flying, Cutlass was sure they would have walked right by. The group stood around the entrance in silence.

“Well, are we going in or not?” Rainbow Dash asked impatiently.

“Quiet!” Cutlass hissed. Something wasn’t right, all of his instincts were screaming for him to avoid this place.

“I don’t hear anything!” Dash groaned after a moment.

“Exactly.” Cutlass said. “Something smells rotten.”

“You mean like old bananas?” Pinkie inquired. “Or maybe moldy bread? Ooh! Moldy banana bread?”

“Um... Cutlass, sir?” Fluttershy stammered. “A-are you s-sure we should b-be going in th-there?”

“No.” Cutlass replied before stepping inside the cave. “But we’ve got a job to do.”





The darkness swallowed Cutlass whole. He couldn’t see a thing in front of himself; not even his own hoof. Great. he groaned inwardly. We get to stumble around blindly in a cave where a squad royal guards went missing. The realization hit him like a brick to the head. How big was this cave? Where there bandits hiding in here? Just what exactly could overpower a group of trained Hoofington guards?

He wouldn’t have to worry for long, because upon her own entry, Twilight began casting a faint glow with her horn. The interior of the cave lit up with a dim, purple hue. Much to Cutlass’s expectations, there wasn’t really anything to see. There were rocks, some patches of grass, more rocks, and a mine shaft, which was probably filled with rocks.

“Wow Twilight,” Fluttershy said softly, gazing around the area. “I didn’t know you could do that.”

The unicorn shrugged. “It’s a fairly simple spell. It should keep us from crashing into walls, at least.”

“Good.” Cutlass said, before making for the mine shaft. Peeking his head into the total darkness, he spoke again. “You can take point.”

“Huh?” Twilight raised an eyebrow. “I’m not very familiar with military jargon, Cutlass.”

“Just walk up front!” he groaned, shaking his head in exasperation.

With a nod, Twilight did as she was told and continued tentatively down the tunnel.

The tunnel itself wasn’t very wide, but cart tracks meant sending supplies back and forth seemed to run the entire length. Every dozen feet or so, a solid wooden frame outlined the walls and ceiling, protecting them against tunnel collapse. Burned out torches lined the walls, doing nothing to help the group's lighting situation.

“Wow...” Pinkie Pie murmured in wonder. “It’s kinda creepy down here!”

Cutlass looked back to see the pale face of Rainbow Dash, trembling wildly as she walked. She was doing her best to hide her chattering teeth, but her slicked back ears showed her anxiety clear as day. Cutlass waited a moment for the others to pass before confronting her with a whisper. “Claustrophobic?”

“What?” Rainbow seemed to panic. She attempted to throw up a hastily made look of bravado, but wound up looking nauseated instead. “No!”

“Relax, Dash.” Cutlass assured her. “I’m not going to mock you. No pegasus likes confined spaces, it’s instinct. We’re flyers, not diggers, but you’re just going to have to tough it out. You’ll get used to it.”

Rainbow gave Cutlass an irritated look. “You and Fluttershy don’t seem to care that there’s thousands of pounds of rocks over our heads...”

“I’ve had training.” Cutlass argued. “And Fluttershy is... different from any pegasus I’ve ever met.”

Dash smiled at that. “Heh, you can say that again.” Although she still looked uneasy, she’d stopped trembling and was taking normal size steps now. She looked over to Cutlass, a soft smile played on her lips. “Thanks. You know, once you get passed the jerkiness, you’re not a half bad pony to be around.”

Cutlass felt a wry smile grow on his own face. “Just don’t tell the others,” he said with a wink. “I’ve got a rep to keep up.”

“Ugh!” Rarity cried in disgust as a drop of condensation fell on her snout. “How anypony could work in such condition is beyond me!” she said. “This place is absolutely horrid.”

“Y’all think that anything s’not covered in flowers and scented with perfume is horrid, Rarity!” Applejack teased. “Honestly, I ain’t never heard of a pony gettin’ so worked up over a little dirt as you do.”

“Will both of you stop!” Twilight groaned. “You’re giving me a headache!”

Nopony dared speak after her outburst. They traveled down the tunnel and further into the cave. The tracks seemed to lead only one way, straight to the center of the mountain. Cutlass guessed that the atrium of the mine shafts would be there, for ease of access to other areas. He knew nothing of mines, but that layout made sense to him; if they’d just made a bunch of tunnels trailing off of this one, it would be easy to lose your way.

The further into the mountain they traveled, the more holes in the wall there appeared to be. It seemed that whatever had been mines here had been too abundant to avoid tunneling through. The shaft continued on and on for what felt like forever.

“O-o-oh,” Pinkie Pie gawked at the holes in the wall. “What do you think they used to mine here?”

“Considering this mountain’s proximity to Hoofington,” Twilight thought aloud. “Probably iron.”

Finally, after what Cutlass deemed to be a mile or so, he saw it. A small pinprick of light in the distance. There was somepony at the end of the tunnel! About time, he thought to himself. He’d been starting to think that the tunnel led straight through to the other side of the world.

“Who do you think that is?” Twilight asked.

“Probably the guards we’re here to find,” Cutlass answered. “But let’s not take any chances. Turn off that magic light you’ve got going.” Twilight nodded and soon the tunnels were drenched in darkness.

Silently, they made their way to the source of the light. As Cutlass had suspected, their tunnel led to an atrium in the center of the mountain. Six ponies stood in the center of the dome shaped room. A few lit torches aligned the walls and cast an eerie glow about the place. Separate mine shafts split off from the area.

Cutlass paused. Once again his instincts were screaming. Screaming like the night of Swiftblade’s murder, like the night Luna assigned him to this group, Lionheart’s smile and the tunnel entrance. Something wasn’t right about these ponies. He reached a foreleg out and stopped his charges. “Wait here.” he said to them. “Stay in the dark until I say it’s safe.”

“What?” Rainbow interjected haughtily. “No way-”

“Just do it!” Cutlass growled. “My job is to protect you! That’s kind of hard to do if we don’t look before we leap.” With a final look at them- or what little he could see of them in this lighting- he whispered; “Be ready to run.”

With a deep breath, Cutlass stepped into the light. “Ho, Guardstallions!”

The ponies seemed to jump a little. One of them took a step forward. “Who goes there?”

“'Tis I, Commander Cutlass.” Cutlass went through the standard exchange of words every guard was trained to say. “Lionheart sent me to check up on you. Did you know you’re classified as MIA? You were supposed to report back to the castle two days ago.”

“Lionheart sent you? Are you alone?” One of the guards asked hesitantly.

Cutlass frowned but stepped closer to them, and away from the hiding fillies. The question had seemed innocent enough, but something in the guard’s tone sent Cutlass’s instincts crazy. He decided to play it safe, for now at least. “Aye, I’ve come alone. Shall we head back to Hoofington?”

“Yeah,” one of them said. “Let’s head back to Hoofington.”

Cutlass was suddenly very aware that he was surrounded. He took a step backwards, placing his back against the wall of the cave. Gates he hadn’t noticed earlier dropped over the entrances of each tunnel, cutting off any escape routes. Cutlass had enough when he heard the sound of a blade slipping out of it’s sheath.

Quickly, he looked around for the source of the noise. Coming to the conclusion that it was the stallion next to him, Cutlass lashed out with a hoof. The guard stumbled backwards and into a few of his comrades, giving him just enough time to grab his cutlass out of its scabbard.

“What’s going on here?” he demanded.

“Get him!” somepony shouted. The guards rushed him with blades held high.

Cutlass spread his wings, ready to take to the skies when he remembered he was in a cave. Caves had ceilings. Ceilings meant no access to his element. Horseapples! he cursed inwardly. The sky was his greatest advantage. It was the ultimate escape route, the perfect vantage point and the highest ground possible. Without it, Cutlass’s skills were hindered greatly.

One of the guards lashed out at him. Cutlass stepped to the side of his swing and kicked him in the chest. His assailant landed on the ground and rolled away, groaning. Another guard stepped inside Cutlass’s guard and swiped at his hoof forcing him to retreat.

“Ha!” The howl of laughter behind him tipped Cutlass off and he spun around to block a guard’s sword with his own blade. Cutlass stepped in close, where the guard couldn’t swing even if Cutlass hadn’t been holding his sword off, and smashed his head against the other pony’s. The shock of the blow sent the guard back a few steps, but Cutlass realized his mistake too late; the guard had been wearing a helmet.

His head was ringing, his eyes out of focus. He stumbled backwards but managed to keep his balance. Two more guards attacked him from the sides and met his wings up close and personal.

Cutlass closed his eyes and concentrated, an old trick he’d learned years ago that would help to calm his screaming head. Unfortunately this trick had it’s drawbacks, namely blindness. But Cutlass had fought blind before, but this was his first time fighting blind while being outnumbered and grounded.

This week just gets better and better! he thought bitterly, jumping around the hoofsteps that had been charging at him. A heavy force crashed against his face, sending him sprawling into a wall. Giving up on his concentration, Cutlass opened his eyes and found that all of his attackers had made it back to their hooves. A glow emanated from one of their foreheads, a sign of unicorn magic. Why not?

Standing back up, Cutlass righted his blade in his jaws. A warm coppery taste that was most certainly not his sword invaded his mouth. “Whatever this is,” he rumbled. “You’re not gonna live to regret it!”

The guards charged him without a response. One swung his sword a little too high and Cutlass hoofed him in the throat. The attacker went down instantly, dropping his sword and gasping for air.

Cutlass swung his head around and met his blade with another guard’s. They stood there for a moment, their swords locked in a viscous power struggle. Cutlass thrusted his weapon up, breaking the other stallion’s guard and knocking him off balance. Shoving forward, he drove his cutlass into the guard’s neck. The stallion dropped like a bag of rocks.

The sight of the blood pouring out of their friend’s neck made the other guards hesitate. For a moment.

“Attack, you fools!” the unicorn shouted. A large burst of green light washed over the cave. Cutlass roared in pain as his armor melted against his skin. Something crashed into his face and he fell to the ground, getting a face full of the dead guard’s blood.

“Cutlass!” he heard somepony cry. The stallion looked over to the area he’d heard the voice coming from. Rainbow Dash stood against the gate at the entrance. There were tears in her eyes and her forelegs were shaking the barrier as hard as they could. “Cutlass get up!”

“There’s more of them!” a guard yelled.

“Go!” The unicorn ordered. “We’ll deal with Cutlass!”

“Don’t you dare!” Cutlass growled menacingly. He struggled back to his hooves, his vision fading in and out. There was a distinct smell of burning flesh Cutlass knew was probably coming from himself, but he didn’t care. He turned to Rainbow Dash. “Run! I’ll hold them off!”

“But-”

“GO!” Cutlass roared, kicking a guard who was charging at her in the face. “NOW!” There was some more shouting beyond the gate, but when Cutlass looked back, Rainbow was gone.

The guards surrounded him once more, their blades at the ready. As Cutlass formulated his battle plan, the unicorn caught his eye and grinned menacingly. "Get him."

Once again, hooves and swords were swinging wildly. Cutlass had to duck as a broadsword sliced through the air towards his neck. Lashing out with a wing, he swept the stallion aside and kicked the guard behind him. Cutlass dove to the ground and retrieved his weapon from the blood puddle.

A loud crash filled the room and Cutlass saw one of the guards on the other side of the gate, darting off into the darkness. He hoped that his friends were ready for a fight.

Friends; where had that word come from? For as long as Cutlass could remember, only Luna, Celestia and Swiftblade had paid him any heed at all. Yet even as he thought it, he knew it was true. Those fillies were his friends, and it was his job to protect them.

Cutlass gritted his teeth. It was time to do his duty. He certainly hadn’t thought it would end like this. In a fight? Maybe. But not deep in a cave, defending ponies he’d only known for a week. Still, they were his charges, and more than that; his friends. Let’s do this! he thought resolutely.

A guard jumped forword, swinging his blade crazily. Cutlass knocked his weapon aside and jumped around him; he had eyes for only one pony now. He bolted across the room like lightning and closed the gap between him and his target. The unicorn’s eyes seemed to grow a little larger when he noticed that the huge Commander was charging straight for him. His horn began to glow brightly.

Cutlass didn’t know what spell he’d been planning to use, frankly, he didn’t care. Roaring fiercely, he swung his cutlass in a wide arc. The unicorn howled in pain as the blade found his horn and cleaved it in two.

“Die,” Cutlass growled as the world lit up around them.

[X] [X] [X] [X] [X] [X] [X]

A huge explosion rocked the tunnel behind the sprinting fillies. Rainbow Dash could hardly even see where she was going. That idiot! she cried to herself. Why does he have to be so dang stubborn?

There was no way Cutlass had survived that explosion; it was too huge. The group had already traveled half the length of the tunnel and Dash had still felt the heat of the detonation. Cutlass was dead and it was all her fault. Stupid! Stupid! she cursed herself. Why did you have to go and bring attention to yourself! He would have been fine if you hadn’t started yelling like that!

There was a soft crack, and somepony stumbled into her. “Ouch!” Dash yelled, falling to the ground.

“Ow! Sorry, Rainbow Dash!” Pinkie Pie said fearfully. “I can’t see anything in here.”

“Twilight, honey,” Rarity asked breathily. “Could you be a dear and give us come light?”

Instead of answering, Twilight just let her purple light flood the mine shaft. The group resumed their sprint through the caves. They were much faster now that they could see properly. Nopony stopped, nopony asked for a break or even complained about the physical exertion until they rocketed out of the mine shaft and back into the cave entrance.

They stood there for a few minutes, panting heavily in the semi-darkness. They thought they were alone until they heard the hoofbeats coming from the mine shaft. Dash looked up hopefully.

“Is that...?” she didn’t dare finish her question, fearful of the answer.

Twilight nodded. “I hear it too.”

“Cutlass!” Pinkie cried out, hopping around excitedly. “Over here, silly!

The silhouette of a large stallion limped its way down the tunnel. His armor was burned and falling off in pieces, his sword hung loosely in his jaws. Step by step, the pony made his way up the tunnel and into the cavern.

Rainbow gasped. Half of his face was melted off and his mane was smoking. His fur was burned and his teeth chipped and shattered. Yet even behind all of his injuries, the cold eyes and sadistic smile shone through clearly.

“What?” the guard grinned cruelly. “Expecting somepony else?”

Fluttershy shrieked as he swiped at her, tearing off to the other side of the cave and disappearing amongst the rocks.

“Hey!” Rainbow bellowed indignantly, drawing her dagger. “NOPONY HURTS MY FRIENDS!” She charged forward with all the speed her body could handle and crashed right into the guard, sending them both tumbling into the tunnel. She lashed out wildly with her hoof in the darkness. She managed to find a piece of pony and kept pounding her hooves against it.

Before Rainbow could land more than a few stiff blows, she caught a hoof in her face and found herself flying across the cave. She hit the ground hard and momentum rolled her straight into a wall. “Rainbow!” she heard somepony cry out, though it was faint.

Rainbow looked up groggily. The whole world was blurry and out of focus; colors all blended together and sounds were like whispers against her ears. Her world suddenly filled with lavender and the indiscriminate screams of her own name. She felt herself being dragged, by whom, she knew not, but she didn’t like it.

Growling weakly, she lashed out at whoever was dragging her in a pathetic attempt to make them let go. The lavender color seemed to recoil a bit, but then returned when Rainbow missed it. Once again, Rainbow found herself being dragged.

The sounds of the world were starting to return to her. Slowly but surely, she started to gain the ability to distinguish words from the random rumbles and crashes. However, as soon as she was able to make out those words, she wished she was deaf again.

“To your left! No, your other left!”

“Git ‘im girl!”

“Oh, please don’t get hurt!”

The world suddenly appeared brighter, as if somepony had shoved a lantern into Rainbow’s face. She groaned in pain and tried to roll away from it, but she was still being dragged by the lavender mass. After a few more moments, the pulling stopped and Dash was allowed to roll over and hide from the light.

“Rainbow Dash!” the words beat against her skull. “It’s me, Twilight Sparkle! Are you okay? Speak to me!”

“Twi...” she groaned. She knew a Twilight Sparkle, they were good friends. Rainbow Dash liked her. Well... maybe like wasn’t a strong enough word for what she felt when Twilight was around, but that was beside the point. The point being that this big blob of purple couldn’t possibly be Twilight Sparkle. Twilight was a pony, not a... a... whatever big purple blobs are called.

“Oh, thank Celestia!” the purple blob that called itself Twilight shouted. “You took a nasty hit to the head back there; I was worried sick!”

‘Hit to the head’... why did that sound so familiar? Wait, she was starting to remember. She was fighting somepony. Yes, the memories were starting to pour back quicker now. There was Cutlass’s fight against those other ponies, and then the run through the tunnel. She got hit against a wall, but what about her friends? If Twilight was here, she was safe. But what about the rest of her friends? With a pang, she remembered the guard had attacked Fluttershy.

“Fluttershy...” she groaned.

“She’s fine,” The blob said. “Rarity’s more or less got the situation under control.”

Rainbow nodded, content to just lie in the grass and let the world’s colors form back into shapes. Slowly, the lavender blob transformed into her friend Twilight, the trees became more than large chutes of brown protruding from the earth, she could make out each leaf almost perfectly.

Although her head still pounded furiously, Rainbow sat up determinedly. She was ashamed of herself. How could she have just laid there while her friend fought that... whatever it was? He certainly wasn’t a pony anymore, not with those eyes. The guard had looked crazed, animalistic, predatory...

“Rainbow, I know you want to help, but you should probably stay here.” Twilight said quickly, placing a hoof on Dash’s shoulder and preventing her from sitting up fully.

“But-”

“Rainbow please, you’re hurt!” Twilight insisted. “Your head is bleeding!”

“Huh?” Dash placed a hoof on her head and brought it down to eye level. Sure enough, it had come back decorated in red. Rainbow was about to force her way up- it was just a little blood anyway- when she heard a sharp thud followed by a panicked scream.