The Overworked Alicorn

by BreakDown


The Tower: Part 3

The Tower Part 3:

Evil Dead


"Did you really just say a dragon is in here?" Applejack asked for what felt like the hundredth time. Faust mentally sighed and turned to look at the orange apple mare.

"Yes," she replied honestly.

"How the buck is there a dragon in here?" the orange apple-mare all but demanded of the ivory alicorn. Faust merely rolled her eyes and shook her head. She knew that most ponies in the new age were terrified of dragons, but all this seemed like a bit much in her opinion.

"He lived here back when he was just a baby," the ancient alicorn explained.

"An' y'all didn' mention this ta us before because?" Applejack questioned with a frown. Faust glanced at the orange apple mare for a moment, then rolled her eyes.

"Because before now he has been sleeping," Faust replied simply.

"So why couldn' y'all maybe mention ya have a dragon in your home?" the orange apple-mare questioned tersely. Faust rolled her eyes and blew into her bangs.

"Maybe cause I didn't think it'd matter. He's been asleep for over a thousand years, why would I think he'd wake up now of all times," the ancient alabaster alicorn replied, then tapped her chin thoughtfully. "In fact, now I'm curious about what actually woke him up," Faust admitted mostly to herself. "I mean I tried everything from loud noises to tickling him but he never woke up," the ancient alicorn noted with a sigh.

"Uh, I get that y'all are happy bout seeing yer ol' friend again, but don' forget that mah friends are somewhere in here!" Applejack reminded the ancient alicorn with a glare. The ancient mare snorted and shot the significantly younger pony a dark look.

"Just cause he's a dragon doesn't mean he'll eat them," she grumbled out. However she then stopped and grimaced, "but on the other hoof, he might be hungry," she admitted with a shiver. The admission of course did little, if anything, to calm the orange apple-mares fears of her friends being devoured by a rampaging dragon.

"Then can we hurry up and get to 'em already?" Applejack demanded quite loudly. Faust sighed and shook her head, feeling more than a little annoyed with the young pony. While she honestly didn't mind being addressed so informally, it was actually a nice breath of fresh air, she wished Applejack wouldn't worry so much. As far as she knew, her Spike wouldn't really eat any pony. Burn them alive, maybe if he was significantly angered, but not eat them. Crush them, well, okay, he might crush them as that wasn't hard for him given his titanic size.

"Jackie, just calm down," Faust pleaded desperately. She also took to rubbing her forehead as she felt a headache coming on. "We'll find the girls and your friends, I swear that no pony is going to be eaten by the dragon, he's actually rather playful," the ancient alicorn tried to assure. However judging by how worried the orange apple-mare looked, her little speech had been pointless. 'Dear sun please give me strength,' Faust pleaded with an internal groan. She could really only hope that they found some pony soon.

If not, she had a feeling Applejack would become rather insufferable.

The ancient mare sighed as she and Applejack continued through the many halls of the tower. The sound of their hoof falls was all that filled the halls for a time. Applejack looking more and more worried for her friends safety the longer they went without seeing them. As for Faust, the ancient mare couldn't help but notice how they didn't seem to be making any ground. It was thus quite clear what was her tower was up to.

'It's purposely trying to lead us through every twist and turn, though I'm drawing a blank on why it would do that,' she thought with a frown. Even with the multitude of years she'd lived in her tower, Faust was the first to admit that she knew very little about it. The majority of the spell-work that went into its creation were engineered by Majesty, while she had mainly been in charge of designing the outside and interior. 'Where are we now?' the mare questioned while looking around. Her eyes widened and a grimace crossed her lips as they passed a room.

'The simulacrum chamber,' she noted with a frown. That particular chamber hadn't seen the light of day for quite some time. It'd been barred off while Celestia and Luna had lived with her, and she'd barely had any reason or time to mess with it afterwards. History wouldn't just record itself after all, some pony had to do it. 'Why would the tower lead us here?' the ivory alicorn wondered to herself with a frown. Another of the tower's unusual traits was that while it had a warped sense of humor, it often knew things and lead ponies to where they needed to be.

Why, well that was any ponies guess.

Regardless, it seemed as if the tower had something else in mind for her and Applejack. Had it wanted them to enter the simulacrum chamber, it wouldn't have had it at their side. 'Maybe it was trying to remind me that that chamber exists,' Faust considered. The sad truth was that that was a very distinct possibility. Not only because the tower led people where they needed to go, but also because as a whole, Alicorns forgot things. It was a natural part of living for as long as they did. Sometimes small facts or incidents would just slip away.

Celestia and Luna had likely noticed this problem by now, especially with her. True, Faust had raised them, however it was not so unusual for a pony to forget their 'early' childhood. For the Alicorns of balance, that just happened to be the time they spent with her. Faust also had this memory problem, however it seemed far worse as she sometimes forgot nearly everything. Such incidents caused her to become like a lifeless machine, doing her work without thought or effort. Sure, a spark would always 'awaken' her personality and she'd return to her senses, but it could take decades for it to occur.

"Where are we?" Applejack suddenly questioned. It broke the ancient alicorn from her internal reverie and back to the world outside her mind. Faust looked at her companion for a moment, then glanced all around. She idly noticed that they were heading towards the 'Hall of Echoes', and felt a grimace cross her face. 'I really have to wonder why Majesty made all these weird chambers and rooms,' the ivory alicorn thought to herself with a frown.

"Looks like we're heading through the hall of echoes," the ancient alicorn replied to the orange apple mare. Applejack looked to older mare with a frown, then turned to the door in question.

"So what's through here?" the orange mare questioned curiously. Faust smirked slightly as she opened the doorway to the hall of echoes.

"It is one of the many rooms within my tower that I honestly have no explanation for," Faust admitted. "That's mainly for the fact that it was Majesty who built it, not me," the ancient alicorn continued, then tapped her chin thoughtfully. "In fact, she never really tried to explain what this room is for," Faust admitted with a frown. She didn't like to admit it, but she had been hurt that Majesty kept it from her. Whatever she had done to the chamber was a magic far beyond any Faust had ever managed to accomplish on her own.

While it was true that Majesty was 'just a unicorn' when compared to her status as an Alicorn. While it was also true that she had only lived for a few centuries, when compared to the millenia Faust had lived. Majesty was still no pony to sneeze at as her special talent in magic had not been for show. Even now, her spell-work was literally the stuff of legends.

"Uh okay, but what's it do?" Applejack questioned as she gazed into the hall with a frown. Faust chuckled nervously and rubbed the back of her mane. Truth be told, she had no idea what exactly the hall of echoes did. She had once assumed it was some kind of 'memory receptacle', thus held the memories of the ponies of the world. However she had decided that this wasn't the case when she found several 'future' memories within it. Her second theory was that it was a sort of 'time nexus' allowing past, present, and future, to exist in the same space. However that seemed even less likely.

Then again, Clockwork could confirm if it was or not, same with Time-turner... she really needed to get one of them to look at that room.

"I'm actually not sure," the ivory mare admitted sheepishly.

"How can ya not be sure?" Applejack questioned of the older pony. Faust sighed and shot the orange apple mare a look.

"Maybe because I didn't make it," the ancient alicorn replied flatly. Applejack frowned at the answer, then glanced all around as voices started to come out of nowhere. The orange apple mare looked all over, her eyes wide as several familiar voices echoed in her ears. The glowing doorways didn't help a growing feeling of unease welling within the apple mare.

"What in tarnation?" she mumbled under her breath. The voices didn't stop, some of them were her friends and even the ponies she knew. But also among those familiar voices were voices that were different, those of ponies she had never met in all her life.

"This room seems to hold 'echoes' of ponies from all over," the alicorn began, "I've heard the voices of Celestia and Luna, Discord, and even my friends in here, none of them from the same times. In fact, sometimes I hear them before they've ever said what I hear," the ancient alicorn explained. Applejack looked to the ancient mare with no small amount of surprise before looking around once more. Her eyes locked on a door and a frown crossed her lips.

"So what 'bout them doors?" the apple mare questioned curiously. Faust actually bit her lip as she glanced at the odd glowing doors, then sighed tiredly. Truth be told, she was also rather curious about the glowing doors in the hall. However it was the fact that she knew nothing about them that kept her away. There was a rather high chance that the doorways were some kind of temporal gates, or something similar. There was an equal possibility that they were some kind of 'viewing stations' attuned to specific times. If they were, then she'd likely spend eternity reliving her memories of her friends...

"To be honest, I have no idea what they are," the ivory mare admitted as they continued through the hall.

"Now how in the hay do ya' not know what these things are?" Applejack all but demanded of the mare incredulously. The ancient alicorn in question merely sighed and shot the young mare a look.

"Maybe because unlike some ponies I don't like poking my nose where it doesn't belong," Faust growled at the orange apple mare hotly. Applejack winced and looked away from the older mare. She had forgotten for a moment that Faust wasn't a normal pony. She was a timeless mare who had probably seen and done more than most ponies could imagine. If she didn't want to poke around with something she didn't understand, she should respect that.

"Sorry 'bout that, jus' seems strange is all," the apple mare mumbled quietly. Faust sighed and blew a breath into her bangs. She wasn't really angry at Applejack, it was mostly how things had been going thus far. Not only had she been dragged from her vacation, but Discord, Celestia, and Luna had apparently invaded her tower. Oh, and did she mention how the elements of harmony had decided to get lost in her tower as well? She brought a hoof to her face and groaned tiredly. She dragged her hoof down her face and then huffed out a breath.

Today was just not her day.

"No, I'm sorry Jackie, I'm just under a lot of stress right now," Faust admitted tiredly. "Anyways, this hall was also some of Majesty's later work," the ancient alicorn began with a sigh, "so in all honestly those doors could lead anywhere. I've never tried to go through any of them because I have no idea where they might dump me or if I could even get back," the ancient alicorn admitted. She held back a 'or if I would even want to get back' as she didn't need the younger mare worrying about her. Applejack chuckled nervously and rubbed the side of her face with a hoof.

"Oh well, I suppose that does sound mighty reasonable, guess I've just been hanging 'round Dash a bit too much," the orange apple mare decided. Faust chuckled lightly and smiled at the element of honesty. A second later the two heard yet another roar from deep in the tower. However this time it sounded much closer, and caused Applejack to shift behind Faust. While she'd 'engaged' a dragon before, she was not keen on tangling with one again. It also didn't hurt that she had an alicorn with her that was no stranger to war.

"Sounds like your friend is a might angry bout somethin'," the orange apple-mare noted warily. However Faust narrowed her eyes and swiveled her ears around to listen for the roar again. While it was true that she wasn't really an expert on dragons, she knew the difference between a pained roar and an angry roar. That last one had been pained, not exactly angry...

It was for that reason that Faust picked up her pace into a gallop. Applejack tried to keep pace with the older mare, however her smaller size, not to mention shorter legs, made that difficult to say the least. Regardless, the two quickly came out of the hall of echoes and into the entryway of the tower. Faust frowned and slid to a halt and turned to the tower doors. Applejack bounded into the room then stopped to catch her breath, a hoof raised to her chest.

"Now I know y'all are worried bout the princesses, but could ya please warn me 'fore you gallop like 'at," the orange apple mare pleaded though labored breaths. Faust glanced to the young mare for only a moment before she turned to the front doors as a loud bang echoed forth. "What the," Applejack questioned with a frown. Faust however focused her crimson magic and grasped two heavy chains around the rooms. A moment later she began to pull upon them, pulling open the doors of her tower for the first time in ages.

Soon enough, a tall slender creature stood within the threshold of the doorway. It was silhouetted by the backdrop of a dark and dreary forest. Applejack felt her eyes widen as she saw it in more detail. Dressed in ancient steel armor and pale as the moon, it slowly entered the tower. It's jerking uneven motions so inequine that it left the mare trembling. Its face was empty of expression, for it had no face, only a smooth wooden head. If that weren't bad enough, it towered over her as well. The six blackened branches which twisted out of its back to act as long spider like legs certainly didn't help.

"Tree Mane," Faust noted calmly as the creature approached her. All color instantly drained from Applejack's features at that bit of news.

"W-wait, T-tree-Mane, from the story, t-that thing is r-real?" the now thoroughly alarmed mare all but demanded. The sound of her voice instantly drew Tree-Mane's attention to her. The orange apple-mare slowly backed away as its head turned to regard her. The motion was more like a jerking twisting parody of actual movement. The eyeless creature stared at her as a lowly drone, a quiet groan echoed within the tower halls. The young mare felt her fur stand on end and her body quiver beneath the intense gaze of the slender pony.

As she stared at the creature, it felt almost as if time slowed as she watched it began to grow. The six blackened branches from its back stretched it further over her. The shadows stretched from it and reached out for her, as the creature stared and she stared back. Its head twisted and jerked on its neck as it slowly began to approach her. Its blackened branches thundered against the floor, and against her mind. She shivered and lowered down as the thing stretched and towered further over her. Then two of its blackened branches slowly began twisting up and then began reaching for her...

However a sharp clop from Faust's hoof brought its attention back to the older of the two mares. Applejack let out a sudden breath she didn't know she'd been holding in. The Tree-Mane was no longer so large, the shadows receded, its branches returned, and all was well. The inequine creature, Tree-Mane, turned its attention back to Faust. Meanwhile Applejack tried to regain some semblance of calm. She had felt like she was a filly again. A filly that was terrified of the creatures hidden within the dark. But in this case their had been no hiding, because this creature was the dark.

Applejack wisely remained silent so as not to draw the attention of the slender pony again. The inequine creature instead approached Faust, then stood before her silently. Even as the tallest pony she'd ever seen before, Faust was dwarfed in size by Tree-Mane and its long branch like limbs. Although just as slender and skinny, she simply did not have the height of this strange inequine creature. Although in the scheme of things, that mattered very little. For the Tree-Mane then lowered down onto its hooves.

Its blackened branches raised and then wrapped around its sides in a parody of wings. Now Faust and Tree-Mane were equal, not only in size but in how slender they were. Had it not been for a few obvious differences, one might mistake the two for one another. But then it did something that terrified Applejack once more. It knelled down before Faust with one leg swept into a grand bow. The Tree-Mane then looked up, its motions jerking and twisting as always. The ancient alicorn frowned for only a moment. She regarded Tree-Mane then sat down and raised a hoof to order it back to its hooves.

"What do you need Tree-Mane?" Faust questioned sternly. Instantly, Tree-Mane jerked a wooden hoof back to the door. Both Faust and Applejack followed the hoof to find another pony outside. This one dressed in a long tattered cloak and ancient armor, a single glowing eye visible within his helmet. "So what brings Light-Bringer the Spell-Sword to my humble home?" the ancient alicorn questioned of the newcomer with a frown. Applejack remained silent as this new pony entered into the tower, his hooves trailed by icy hoof-prints.

This new pony ignored Applejack entirely, for which she was thankful, instead he speedily approached and bowed to Faust. The ancient alicorn sighed and motioned the armored pony up as she had for Tree-Mane before him. The armored pony, which AJ noted was clearly a stallion, then threw his cloak back to show a saddlebag. However he also showed his armor, and what looked like clearly rotted flesh. Applejack widened her eyes and was unsure of what to feel. She of course remembered Faust had said that undead ponies were real, but to actually see one was a bit different.

"Milady," a dark inequine voice thundered in Applejack's head, "I bring to you something of great import," the undead stallion stated. Faust raised a brow, however her eyes widened as Light-Bringer opened his saddlebags. Within were what looked like glowing green stones, to Applejack at least. Faust however widened her eyes and examined the stones far more closely.

"Where did you find these?" the ivory mare questioned softly. To Applejack it looked almost like she was trying hard not to smile, or cry. The icy undead stallion let out a chilling breath, an eerie vapor following it as he responded to the mares question.

"Within the ancient tunnels beneath shock valley, where the creatures roam," he began then tapped his chin, "I'm not certain but more could've been down there, but I know that most are long dead or dying," he admitted with a bow of his dead.

"I see," Faust whispered quietly, then turned to Tree-Mane. "I need you to go to the tunnels and retrieve any more down there," she ordered and the Tree-Mane jerked one hoof up in salute. "Then go, every lost minute could be the end of them," Faust ordered swiftly. Instantly the Tree-Mane's blackened branches exploded out and lifted it back up, however Faust held a hoof up to stall its departure. "Let none of the creatures stand in your way, and remember I'll close the door behind you," the ancient alicorn stated and Tree-Mane nodded its head.

Instantly, Tree-Mane shot out of the tower. The impressive amount of speed it had surprised Applejack into stunned silence. Meanwhile Faust pulled two new chains in order to close the doors behind it. As the massive doors closed, the ancient alicorn let out a sigh and looked back to Light-Bringer. "Now then, as for you, you're going to follow us as we try to find my daughters, while protecting those with your un-life," the ancient alicorn ordered with a scowl. Light-Bringer closed his cloak and gave a single stiff nod of his head. That done, Faust turned to Applejack and motioned for her to follow.

"C'mon Jackie, lets find Celestia and Luna before something else happens," the ivory mare ordered and cantered over to a hallway. Applejack watched her go then looked to Light-Bringer. The orange apple-mare gave a nervous grin and a chuckle before quickly rushing to follow the ancient alicorn. Light-Bringer himself merely rolled his eyes and followed both mares at a much more sedated pace. Not only because he didn't think he needed to rush, but also so he wouldn't damage the eggs in his saddlebags...


Umbra moved back into Faust's tower with a mental scowl. The words of Grogar echoed in his head and left the undead unicorn annoyed. He wanted to be back to normal, the foolish goat was going to pay for his stupidity later, but for now he'd play his game. Admittedly, Grogar's presence was intense and frightening, but he was certain that was the only real power he held in his advanced age.

He knew he was being foolish in his assumption. However, it was the only thing that kept him from further fear of that deranged goat. The Ram's of his age had lost any and all magic Grogar had access too. Whether or not more had similar power worried him greatly. 'It would certainly explain why Faust never challenged them,' he admitted to himself. It also didn't hurt that Ram's were the single most war-like society he knew of. Their metal-work alone was legendary, their skill and tenacity in battle was far more worrisome.

Regardless, Umbra had a mission to complete.

His shadowy, ethereal form flowed through the halls of the tower. He twisted and turned down the halls while trying to remember where the Smooze was held. He knew it was in the deepest, darkest part of the tower, he just didn't know how to get there. Faust was of course paranoid and cautious of the Smooze escaping. Few could blame her as the beast had all but totally devoured her kingdom once. It certainly didn't make things any easier for him.

However that also brought a point to mind. Umbra might be able to find and free the Smooze, but it was likely that Faust had an alarm of some kind near it. A scowl made its way to the undead stallions features as he considered this likelihood. He couldn't just slip into the Smooze's prison and release it. Not without Faust finding him and unleashing her magic onto him. He had seen what happened to the other sinisteeds she'd faced, he did not wish to end up like they had. Which meant that he would have to find a distraction.

However, few creatures in the tower would be viable as a distraction. Arabus would devour him, and likely do so to stop him from freeing the Smooze. Crunch was little better than a puppy at the moment due to Faust and her friends casting a spell upon him in ages passed. Lavan was dead to the world now, his spirit lost within the crystals his body had once become. Squirk was held by the Sea-Ponies and would be nigh impossible to retrieve without alerting them to his presence. Grogar obviously wouldn't help him.

Even Nightmare Moon and War-Helm, while distracting, would likely destroy him rather than allow the Smooze to be freed.

A scowl worked it's way across his face, the ancient dragons roars echoing through the tower. That also wouldn't be a distraction for long. While the dragon king was powerful, he and the ponies of dream valley had an accord. Faust could speak to him to get him to stop fighting. While the other beast would require far less effort given he was known to be her 'friend' of some kind. The scowl on Umbra's face deepened as he realized his predicament was more and more dire.

However it was then he remembered another he could call for aide.

A grin formed across his shadowy visage and he shot down the halls of Faust's home. His body moved like a wraith through the depths of the tower before he entered the library. His eerie grin grew as he shot down through the halls and neared a familiar glass case. His grin did not leave as the lock upon it growled at him darkly. Instead he merely shot forward, no body for the lock to bite. He then expanded and destroyed the lock from within. The lock fell as so much discarded waste as the shadowy wraith of a pony opened the case.

The shadowy pony then opened the book, the dreaded 'Necronomicon ex-mortis' and grinned as he found a particular passage. "That is not dead which can eternal lie, and with strange aeons even death may die." The undead stallion spoke aloud in an ancient tongue. Instantly the eye upon the Necronomicon came alive, it gazed out at him and then swiveled all around erratically. The pages of the book began to turn and flip themselves rapidly, Umbra letting an insidious chuckle. Shadowy tendrils began to form from it and spread outwards.

Umbra chuckled darkly as he then twisted into the shape of a ball and shot off into the halls of the tower once more.

Meanwhile the Necronomicon began to rise of its own accord. It hovered over the ground, its pages turning incessantly and shadows twisting from it like a living thing. When finally the pages ceased their turning the book turned upside down it's pages pointed to the ground. Shadows twisted and turned digging into the ground as eerie portals began to open up around the library. From the portals moans and groans began to rise soon followed by a rotted grey hoof...


Fluttershy and Rarity made their way through the tower. The marshmallow mare idly looking for any sign of Faust or their other friends. She also kept an eye open for either princess of course. However, she was almost entirely certain that if they didn't find Faust, they'd be wandering around aimlessly for years. 'I know this place is alive, but does it really have to keep leading us to no where?' Rarity wondered with a frown.

"Who's a good boy? Who's a good boy?" Fluttershy questioned as she played with the 'rock dog' they'd located. Rarity felt her brow twitch as she glanced back at the butter yellow mare. She was much less nervous now, however she wouldn't stop playing with the rock-puppy. Currently she had it on it's back as she rubbed it's belly, its tail wagging happily.

"Really now Fluttershy, don't you think it a tad unwise to bring that with us?" Rarity questioned with a frown. She had nothing against dogs. Really she didn't. It was honestly just a bit worrying that Fluttershy was playing with a potentially dangerous creature. They knew next to nothing about this 'Crunch' creature, and what little they did know was merely from what they had seen of it.

"Oh I'm sure it's fine Rarity," Fluttershy assured as she hugged the rock-dog happily. Rarity mentally groaned and let out a breath of frustration. She understood that her friend loved animals, however bunnies and this creature were decidedly not the same thing. In fact, Rarity had a strange feeling this particular creature was not to be underestimated, nor cuddled as Fluttershy was doing.

"In any case dear, we should keep searching for the others," Rarity reminded as she turned and continued through the halls of the tower. Fluttershy was quick to follow, Crunch bounding after her and still happily wagging his tail. The three made their way through the expanded halls of the tower. However soon enough a familiar roar echoed into them. Fluttershy instantly yelped and lunged behind Rarity with a frightened squeak. Crunch tilted his head to one side, his rocky tongue hanging from his mouth.

"Dr-dra-dragon," the timid pegasus squeaked from behind her friend. Rarity shivered as the roar had in fact sounded quite like the beast in question. Though for the life of her, she couldn't think of why Faust would keep a dragon in her home of all places. 'Then again, I can't think of any other place that would need a dragon to guard it,' the marshmallow unicorn admitted to herself. She then turned to the butter yellow pegasus and put on her least frightened smile.

"Darling I'm sure it's alright," Rarity tried to assure, only to halt and shiver violently. A sudden chill seemed to completely envelop the tower. She was no expert on such things however even she could tell it was some kind of surge in magic. It wasn't a good surge either, it was dark and cold and left her quaking in fear. She had to force herself to remain calm for Fluttershy. As a pegasus the butter yellow mare should have been immune, however the surge was so powerful that even she had felt it and was now whimpering.

'That's worrying, very worrying,' Rarity noted to herself. A magical surge was typically only able to affect unicorns in a certain range. However, the fact one was so strong it could affect a pegasus was extremely worrying. It meant that whatever caused it had more power than even the most powerful of the typical unicorn could muster.

"W-what was th-that?" Fluttershy questioned worriedly. Rarity bit her lip, not wanting to upset the little mare further with the truth. Oddly though, Rarity noticed Crunch was completely unaffected by the surge. Most animals were highly attuned to their surroundings and could feel such things. However Crunch, for whatever reason, was completely fine. 'That bares looking into,' Rarity thought with a frown before looking back to Fluttershy. However before she could try to comfort the frightened mare, a boisterous voice decided to interrupt her.

"Look Dashy, I told you I could find the others!" the voice of Pinkie-pie declared from the other end of the hall. Rarity turned around to see the pink mare with a frown, the presence of Rainbow-Dash not even surprising.

"Flutters! Rares! Where were you girls?" Rainbow demanded as she shot over to them. She then moved to her oldest friend's side and placed a wing around her comfortingly. "Geez, what's got Flutters so scared?" the prismatic pegasus asked with a frown, then glanced at Crunch, "and where did you find that thing?"

"He's not a thing," Fluttershy suddenly snapped, "his name is Crunch," she stated with a nod of her head. Rainbow-Dash rolled her eyes and looked to Rarity.

"Alright, where did you find 'Crunch' then," the cyan mare asked flatly.

"We found him in an arboretum of some kind," Rarity replied with a dismissive wave of her hoof. Pinkie however had fixed Crunch with a strangely intense gaze. "As for where we were, Fluttershy was terrified so I went to comfort her, the next thing we knew the rest of you were gone," Rarity explained honestly. Rainbow frowned and rubbed her chin thoughtfully. It sounded almost too similar to how she and Pinkie had gotten lost. Almost like the tower had meant to separate them for one reason or another...

But why, and for what purpose?

"Okay, then what has Flutters shaking like a life during the running of the leaves?" the prismatic pegasus questioned. However before Rarity could answer, and almost as if in response to her query another loud roar echoed out within the halls of the tower.

"Dragon!" Fluttershy cried and tried to hide behind Rainbow-Dash. The prismatic pegasus in question widened her eyes then shivered violently.

"Oh great not only are we lost, searching for the princesses, and trying not to mess with any ancient artifacts, but now we have to deal with a dragon too?" the cyan mare grumbled while rubbing her head tiredly. It was starting to look like things would only go from 'bad' to 'worse' the longer they were inside the tower.

"Yes, it appears that way," Rarity replied uneasily.

"Ugh, what's next, a legion of the undead?" Rainbow exclaimed with her hooves thrown into the air. Pinkie at her question suddenly stopped and did an odd back-flip followed by landing on her head, her body then began to spin around like a tornado before she suddenly fell forward and shook, her then hooves started to thunder against the ground rapidly as if trying to gallop away. The other ponies were silent as this happened, though Rarity shivered as another surge suddenly passed through her.

"Oh please tell me that's something good," the cyan mare pleaded desperately. However Pinkie shrugged with wide eyes, having never felt anything like that before in her life. Even the doozy hadn't really felt like that. Rarity bit her lip and fidgeted on her hooves, her mind ill at ease with so many things happening at once. The fact those surges of dark magic were still coming further frightening the fashionista.

"Perhaps we should make haste to locate Faust and the princesses, I for one know I shall feel much safer with them nearby," the marshmallow unicorn urged. Rainbow frowned however conceded the fashionista's point. It would be better to have heavy hitters nearby for the dragon alone. Whatever Pinkie had just sensed was likely a 'super-doozy' of some kind and she did not want to meet it without at least Twilight nearby. Pinkie and Fluttershy just wanted to find the alicorns for the sake of safety. Each of them could feel something wasn't right within the tower, something dark and cold was loose...

"Yeah," Rainbow mumbled as she glanced around for a moment, "lets get out of here."

"Right with you Dashie," Pinkie declared shakily. The party pony quickly hopped back to her shaky hooves and galloped after the pegasus. She was followed by a frantic Fluttershy, with Crunch happily racing after all of them. Rarity took a moment to look around, then galloped after her friends as well. An eerie fog and mist began to form where they had been, portals of dark magic forming as eerie moans and groans echoed out of them followed by rotted grey beings...


Twilight raced to keep pace with Celestia and Luna. The two alicorns were galloping through the halls of the tower at a brisk speed. Given their diminished size it was not much hassle for Twilight to keep up with them. However it seemed that the two oldest princesses of Equestria were in much better shape than she was. 'I've really got to get out more,' the little lavender mare thought as she panted softly. Then stopped to shiver violently as a surge of magic passed through her. The two alicorns were not far behind her as they both halted long enough to shiver.

"W-what was that?" Twilight all but demanded. She'd felt surges before, but none of them had ever caused a reaction like that. It had felt so cold and hollow that it had left her physically rooted to the ground and shivering as if knee deep in solid ice. The princesses seemed to have an inkling of an idea. However both looked more worried and frightened than the little lavender mare had ever seen before.

"Sister, could that have been," Luna began, only for Celestia to interrupt her.

"I know not Luna, it was similar to his magic, but far darker," the older mare replied tersely. Neither princess looked at all composed anymore. Each was worried and frightened, however a groan from Daring drew their attention. The mare looked worse than ever, the dark bags around her eyes deeper than ever. Her colors were now completely gone save for the golden horseshoes she was wearing. Her cutie-mark had also vanished completely by this point, and along with it she also seemed to have lost her strength and vitality.

"D-don't wann'a be a burden... but I's feeling sort of weak," Daring whispered in what could only be called a ghostly voice. It sounded like her, true, but it was almost as if she wasn't all there anymore. 'Faded' seemed like an apt way to describe the voice of the explorer pony at this point. Celestia and Luna looked to one another worriedly, then to a wide eyed Twilight.

"Whatever that surge was can wait, Daring's health is far more important," the solar diarch decided. Both her sister and student nodded in full agreement with her. For the moment, it would have to wait, a life was potentially at stake. The three as such broke out into full gallop and made their way down the many halls and corridors of the tower. The halls seemed to lesson as they did and soon the three had to slide to a halt. Before them sat the Golden Door, however before that were two dragons, one massive, one somewhat 'small', and both fighting the other.

"Oh dear, it seems that our scaly friend from before found something else to play with," Celestia remarked with wide eyes. Twilight looking to her with an incredulous expression.

"You mean to tell me that Faust has Dragons living in her tower?" the little lavender mare exclaimed with an incredulous expression. Unfortunately, the little lavender mare's shout drew the attention of both dragons. The smaller dragon was wrapped around the neck of its much larger opponent, however both turned to look at the ponies. Celestia and Luna looked to a sheepish Twilight as both beasts narrowed their eyes on them. "Uhh, oops," Twilight offered sheepishly, at the stern looks of the two alicorns.

The dragons stared at the three ponies for a moment. Their eyes trailed back to each other a second later into a fierce glare. However a second later they looked back to the three interlopers darkly. They weren't really sure how they should react to this situation. They were in the middle of trying to prove their superiority to the other dragon, and now they had ponies watching them.

The Dragon King wanted to shout at them to go away so he could continue with his match against the behemoth. Meanwhile said massive Dragon wanted to stomp on them for invading the home of his ancient friend. The only thing keeping them from doing either was the fact they didn't want to chance their opponent attacking them. Thankfully, another distraction presented itself as both began to untangle themselves.

"Twilight!" The voice of Rarity cried as four of the other elements ran from a nearby hall and grasped the purple mare into a hug. "Oh darling we were so worried we would," the marshmallow mare started to say, only to turn and widen her eyes upon seeing the two nearby dragons. Both were glaring down at them, each highly irritated from the looks on their faces. "Umm, darling I see you've found the princesses, but who might your other friends be?" Rarity questioned, which drew the attention of the other mares to their massive 'guests'. "At least, I hope their friends of yours," the fashionista murmured quietly.

"Dragons!" Fluttershy shrieked. The butter yellow mare then shot behind Celestia and Luna and began shaking like a leaf. The others reactions were much more reserved, Rainbow gulping and paling as she looked at the big dragon. Pinkie chuckling nervously as she tried to shrink down to escape their gaze. Crunch however, the rock puppy merely yipped happily, which caused the big dragon to growl.

"Crunch," his voice rumbled out like an earthquake. The deep monstrous voice actually caused the floors to shake and the very little ponies to shiver.

"It... he can talk?" Luna questioned quietly.

"Well most dragons can Luna, it shouldn't be that surprising," Celestia whispered to her sister. However both princesses then backed up as the massive dragon leaned down towards them.

"I hope you know, these big things at the sides of my head," the dragon began while pointing to his pointed ears, "they do more than just frame face," the dragon rumbled darkly. The two chuckled nervously while backing away, eyes wide as the dragon scowled down at them. The other dragon blew out a bit of fire from his mouth before approaching as well, then reached out to pick up Daring by the back of her shirt.

"Here's a question, why do you have one of my subjects on your back?" the dragon king questioned with a frown. Rainbow's eyes widened when she saw the mare.

"Holy buck! That's Daring Do!" the prismatic pegasus exclaimed. The two dragons ignored the cyan mare, instead the big one narrowed his eyes on the weakened Daring.

"That's the pony who made off with Majesty's horseshoes," he growled out through a deep scowl.

"Ah, I thought you looked familiar, your Majesty's pet whelp," the dragon king noted mockingly, the large dragon's eyes flaring dangerously.

"Who are you calling a whelp worm," the massive dragon demanded with a snarl. The dragon king glared at the larger beast, both ignoring the ponies who had interrupted their earlier brawl. Celestia let out a sigh and approached both dragons cautiously. While it seemed that they were intelligent and likely wouldn't eat her, she still felt it would be smart to err on the side of caution.

"Pardon me," the pale pink princess began, gaining the attention of both dragons. "But what did you mean Daring is one of your subjects?" the solar alicorn asked curiously. The Dragon King snorted a bit of smoke and then nodded back to where the Golden Door rested.

"I rule the Realm of Legends within the Golden Door, she is one of my subjects because she came out of my kingdom," the dragon king replied curtly. Celestia blinked and then nodded in understanding, before a worried frown crossed her face.

"Then, might I ask why she looks as she does?" the solar alicorn questioned and yet it was the massive dragon who answered her query.

"Those who are but legends only truly exist within the Golden Door, if they leave it for too long their body withers and eventually dies," the massive dragon explained with a scowl. After all, he had rather intimate knowledge on such things. "Not only that, but if she dies here, her 'stories' books and whatnot will fade away until their is no trace left of her anywhere," the massive dragon added with a shrug. It was clear by the shocked looks on the ponies faces that they weren't sure what to think of that tidbit.

"Exactly right," Faust noted as she came from yet another hall, Light-Bringer and Applejack close behind her.

"Mother!" Luna declared before bounding over to the ancient alicorn. She rubbed into the ivory mare's side happily, Faust rolling her eyes and bringing a wing over the smaller pony.

"Hello Luna, you're looking well," Faust noted cheerfully, then looked to Celestia with a frown. "Celestia we really must have a talk about entering places your not supposed too," the ancient alicorn noted flatly. Celestia brought her ears flat against her head and looked anywhere but at the disappointed expression on the mares face. Sighing tiredly, Faust then began looking around before spotting Daring, and more importantly, the golden horseshoes. "Hey, I've been looking everywhere for those," she noted honestly and trotted over to the mare in the dragon kings grip.

"Faust," the dragon king stated with a nod.

"Drake," the ivory mare acknowledged in kind. The green dragon then lowered Daring down, Faust quickly removing the golden horseshoes from her before putting them on herself. The shoes instantly resizing for her much larger size while the dragon king held daring in one claw.

"So then," the massive dragon began with an amused grin, "Mother eh? so who's the lucky stallion I need to kill?" the massive dragon suddenly snickered out in question. Faust shot the dragon an annoyed look before shaking her head with a sigh.

"They're technically adopted," the ancient alicorn explained.

"Ah," the massive dragon noted with a nod, then actually smiled and lowered his head to meet her at eye level. Faust instantly hopped onto the bridge of the dragon's nose and grinned towards him. "I have to say Faust, you're certainly looking pretty good for an old nag," the dragon noted playfully. The said 'old nag' frowned and narrowed her eyes on the enormous drake.

"You too, although I think your ego is getting too large for your head," Faust responded with a smug smirk.

"Oh you cut me to the quick Faust," the massive dragon mocked dramatically, a claw brought to his chest. However the wide grin on its face did little to portray any kind of hurt. It was by this point that the elements, and even the princesses found themselves looking at Faust in confusion.

"Umm... what's going on here?" Rainbow questioned. Faust glanced back at the rainbow mare and the other equally confused mares and grinned widely. The ivory mare then cleared her throat, hopped from the dragons nose and landed with a flourish.

"Fillies and... gentle drakes," Faust began with slight snicker towards the dragon king. "May I present to you all my old assistant, Majesty's 'pet' dragon, Spike!" Faust declared while motioning to the massive magenta mountain of a dragon. Said beast smirked and waved a massive claw at the shocked speechless expressions on the mares faces.

"Charmed," he stated simply. The ponies were left speechless for far longer than Faust had imagined, Twilight finally coming out of it and looking at the dragon with wide eyes.

"S-so your n-name is, Spike?" she questioned shakily. The enormous drake raised a brow and glanced to Faust who snickered into one hoof. She then breathed out a breath and looked up at the massive dragon with a smirk.

"She has a little baby dragon named Spike as her 'number one assistant'," Faust explained with a grin. The large dragon grinned back at the ancient alicorn and laughed with a shake of his head.

"Aye my little pony, my name is Spike," the enormous drake replied. Twilight slowly nodded her head, then took a step back and stared at the massive dragon silently.

"Anyways, we should return to more pressing matters," Drake, the dragon king, noted sternly. Faust nodded in agreement as she schooled her features into a neutral expression.

"Exactly what do you want Drake?" the ancient alicorn questioned and the green dragon rolled his eyes.

"The same things I always want, a challenging battle," the dragon began then looked to daring worriedly, "and the continued safety and survival of my subjects," he stated with a nod. Faust smiled and rolled her eyes, before looking around, idly noting a shadow out of place but decided to act on it later.

"Then feel free to take her back to your realm, I won't stop you or let harm come to any of your subjects as always," the ancient alicorn stated and Drake nodded his head, then glared at Spike. The massive magenta dragon quickly returning the sentiment with equal ferocity.

"I also wish to note I will be coming back for a rematch with your pet," the dragon king stated mockingly. Spike's eyes narrowed dangerously but he was ignored as Drake retreated to the Golden Door with Daring. "Till next we meet Faust, take care," the dragon king stated and passed through the threshold of the golden door and into the realm of legends.

"I seriously don't like that guy," Spike growled out and Faust shot him a look.

"Oh quiet you, your no better than he is," the ancient alicorn admonished. The massive drake merely harrumphed and crossed his arms over his chest. "Now then," Faust began and turned back to the other ponies, only to stop when she saw Crunch. "Who the buck let Crunch out?!" She demanded with wide eyes. Fluttershy heard the alarm and fell into herself while Rarity quickly tried to defuse the situation.

"Um miss Faust, perhaps anger is not the best way to," she began only for Faust to shoot her a look.

"Quiet Rarity, that Rock Dog there is nothing but bad news, not only did he turn several of my friends into stone, he also tried to force a volcano to erupt and destroy all of Dream Valley!" Faust stated while glaring at the rock-puppy. Currently he was panting happily, his tongue lolling out of his mouth.

"What the buck? How does a puppy do all that?" Rainbow demanded in alarm. She'd assumed the rock puppy was harmless. After all, it'd done nothing but act like an ordinary puppy as far as she could see.

"He wasn't a puppy at the time," Spike replied with a frown, "Faust and the others actually used a spell to trap him in the body and mind of a puppy, rather than outright destroy him," the massive dragon finished with a shrug of his shoulders. That got the other ponies looking at the puppy with no small amount of surprise, until Fluttershy decided to speak up for the puppy.

"B-but he's so sweet and cute," the shy pony began then turned back to the ancient alicorn, "couldn't you j-just give him a good puppy-hood so he'd be nice when he's grown up," she pleaded desperately. Faust snorted and looked to an equally unamused Spike. The two then looked back to the butter yellow mare with deep frowns.

"Trust me, Fluttershy, without that spell he's actually very similar to a diamond dog," Faust stated, much to the shock of the other mares, "and there's also no rehabilitating a stubborn old rock-dog out of his ways," the ancient alicorn noted with a nod of her head. She then stopped, all of the unicorns and alicorns shuddering as a familiar surge of dark magic passed through each of them. "Alright, who the buck let out one of the ancient evils?" Faust questioned and the ponies shook their heads, denying any such action. However Spike then sniffed at the air and groaned while covering his noise with one claw.

"Does anyone else smell that stink?" the massive drake inquired curiously.

"I'm more worried about the feeling of necrotic magic in the air," Light-Bringer suddenly stated. It was the stallion finally speaking which drew the attention of the mares in the hall. Each had noticed him walking with Faust and Applejack but never really paid him much mind.

"Hey, who's this guy?" Rainbow questioned bluntly. Instantly Pinkie zipped over to the stallion and sniffed the air before waving a hoof in front of her face.

"He smells like a zompony," she noted, which made every pony else wonder how she knew what a zompony smelled. The pink mare then moved around the undead stallion and gagged, "a really old zompony too," Pinkie added with a nod. Luna and Celestia both glanced to one another and frowned. They could feel the necrotic magic coming off of the undead stallion quite easily. Though they both had to wonder how Pinkie could possibly identify an undead pony so easily.

"Er yes, well that aside perhaps we should allow the gentle colt to introduce himself," Rarity offered with a winning smile. The undead stallion gave a curt bow in marshmallow unicorn's direction. He then swept a hoof up and bowed his head in greeting to the other mares.

"My name was once Light-Bringer the Spell-Sword, I was once the protector of Mortis the Black," the undead stallion began, ignoring a wince from Pinkie. The party pony had heard about the four generals from Mort before. However she had hoped that all of them had found peace by now. Clearly, at least one of the generals was still alive, or 'undead' as the case truly was.

"Okay you've all met Light-Bringer," Faust suddenly interrupted and rubbed the side of her head with one hoof. "Now can we please focus on the fact that some ancient evil has been unleashed in my tower?" the ancient alicorn grumbled out, only to shoot back as a swirling vortex opened up from the ground. Faust carefully approached the portal with a frown, then looked inside. However the instant she did she swore and leaped up onto Spike's nose. "If you value your skin get up here now!" the mare screamed at the others frantically.

"But, what is it?" Twilight questioned, only to widen her eyes as a rotted grey hoof rose out of the portal. The moment she saw the hoof, Pinkie widened her eyes and rushed to grab Fluttershy and practically flew up and onto Spike's head. The pink party pony instantly started to hug Fluttershy for dear life with wide frightened eyes. Said magenta scaled beast raised a brow before glancing to Faust with his eyes.

"How did she just do that?" The massive drake questioned with a raised brow.

"You remember how you were never supposed to question the things Surprise did?" Faust asked the dragon flatly. He winced slightly but nodded his head with a somber expression. Truth be told he had had a crush on the white party pony back in his youth, her saving his life having played a part in it. "Well Pinkie is the same way," Faust explained with a frown. Spike looked like he wanted to know more, however a low moan sounded from the portal instead. A moment later the first 'thing' pulled its way free of the portal.

Its body was a blue grey in color, rotted and with dozens of gashes and open wounds discolored a sickly green. Its eyes were milky white with blindness, and its fur missing in patchy clumps. Its hooves, oddly enough, had holes in them which caused them to crack and break as it lumbered towards them slowly.

"Holy sweet mother of Celestia!" Rainbow exclaimed with wide eyes. "That's a bucking Zompony!" the mare declared while practically shaking in fear as more of the creatures slowly lumbered out of the portal. Light-Bringer widened his eyes as he saw more and more portals begin to open up all around them. He then narrowed his eyes, knowing that with his current cargo he couldn't risk attempting to confront such impossible odds.

"I suggest we follow the pink pony's example and leave the floor, the dragon's hide would be far too thick for them to chew or claw through, even in amassed numbers," Light-Bringer stated as he rushed over to Rarity, then 'winked' them both onto Spike's head. Luna and Celestia nodded before grabbing Rainbow and Applejack and followed the undead stallions lead. Twilight needed no further coaxing than the knowledge that her friends were all safe before she 'winked' onto the massive dragon's head as well.

Faust took only a moment to take a head count and ensure she had every pony. She idly noticed a certain black mare was attempting to hide in the junction of Spike's wings and shoulders, however had far more important things to worry about. "Alright Spike, get us the buck out of here!" Faust ordered urgently. The dragon needed no coaxing in this case as he then lunged out of the hall, the dozens of portals now spilling out hundreds of zomponies into the tower.

"M-mother, what is happening? Where are these things coming from?" Luna questioned as she saw more and more undead fill the tower. Celestia remained silent however was also curious as to what was happening. She was almost entirely certain that neither she nor Luna had touched anything which could cause something like this! Faust however glanced at her 'daughter' for only a moment before she bit her lip, a worried expression crossing her features.

"Only one thing could cause something like this," she admitted and began to nervously scratch her hoof into Spike's scales, "Some pony has let the Necronomicon out of its cage," the ivory mare stated flatly, the princesses widening their eyes at the decidedly disturbing bit of news. After all who would be fool enough to release the dreaded Necronomicon Ex-Mortis. It was a legend unto itself, and was also well known for it's own individual desires. Namely, a singular, and all encompassing desire to end all life without discrimination.


TBC...