Chapter 1

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The Everfree Forest was never a welcoming place for the ponies of Equestria. Those who lived nearest its borders knew to expect the unexpected if they ventured in.

Yet, something was distinctly off nonetheless. The forest grew silent, the residents sensing it as well, just before the earth trembled and startled flocks of birds roosting in the mist-shrouded trees took off in feathered flurries of panic. The quake, while not strong, still had more than enough power to draw the attention of anyone nearby.

Dawn was coming. Purple and red kissed the horizon, but the brighter stars had not yet faded. Here, as one ruler of this land made way for the other, two ponies traveled the old mountain path from Stalliongrad.

"You feel that?" the stallion said, an earth-pony with a mint-green coat, his mane and tail white and touched with blue.

"Yes," replied the other: a unicorn mare a shade of faint violet and blood-red hair tipped orange. “Do you think it was a landslide?"

He shrugged, eyes scanning his surroundings. "Could've been anything in this place. I'm never exactly thrilled when it comes to these trips."

Few traveled the old path between Stalliongrad and Ponyville these days. The creatures were no less dangerous in the old times than now, but the alternate roads had improved since then. They were longer routes, circumventing the forest altogether. Still the old path was quicker, and the young mare wasn't much for patience, nor her stallion friend for winning arguments.

"But I thought you liked my cousin?" she whimpered, having scarcely glanced at her surroundings since the quake.

"Well, generally if I could choose between missing a visit and skirting through these woods, I'd opt-out, Plume’."

"I thought we agreed not to use that nickname,” she growled. “Am I made of smoke, Peppermint?"

"Alright Plumeria. Though you know, brevity is the soul of wit."

"Well, go make friends with her then," she chuckled with a wry grin.

He rolled his eyes with a scoff, before cantering in front of her. “But honestly." He rounded on the gnarled trees below. "Who would build a village that bordered this, let alone earth ponies? Earth ponies who, y'know, can't fly away, or conjure defenses, or fight off half the things living in here. Unlike crazy unicorn mares who apparently think it's no big deal."

Plumeria smirked, but did not argue.

"These trees'll hide anything,” he continued. “Way I hear it, Ponyville went through a plague of parasprites and a rampaging Ursa-Minor, in the same Celestia-forsaken summer!"

"Well, maybe some ponies like a little excitement, Pep? You have no idea how sick I am of stagnant ol' Stalliongrad: Biggest mine, biggest forge, biggest chunk of concentrated boring this side of the Canterhorn."

"Hey, watch it!" Peppermint shouted, his hoof shooting out to stop Plumeria whose head was still locked in his direction, heedless to the earth beneath her hooves.

"What?"

Plumeria looked over the sudden and distinct lack of road. It looked like a great chunk of cliff had broken loose and smashed into the forest below, taking their path with it.

"Oh," she intoned.

"I guess we know where that landslide happened," she said, gawking at the mess with eyes like saucers.

"Well, that's just great," Peppermint fumed, kicking a few offending stones into the chasm. "No way we're crossing that."

"Maybe there's a way down?”

"Down?" Peppermint retreated a few paces as if she'd threatened to push him off. "Oh no, no deal. I'm not trudging through these woods off the path. The path is freaky enough."

"We won't strike out at random,” she said, leaning over to look for an easy grade or series of hoof-holds, “we'll follow the cliff. The path drops back down to the woods anyway. Maybe we can—"

A sudden, rocky “crack” shot out into the morning air. The bit of path they'd been standing on gave under their weight. Both shouted in surprise and fear as they slid down atop their modest chunk of mountain at an alarming rate.

Plumeria’s horn glowed red, magic shrouding the rock they were sliding on. Over a good fifty feet they slowed, yet the rock still shattered upon hitting bottom and sent the pair tumbling over hard earth, a few smaller rocks tumbling after them.

"Ulgh, what a ride," she groaned, getting back on her hooves. The fall had fazed her, it was true, though not nearly to the extent of her friend.

"Ah, no! No no no," Peppermint said as he gazed around, finding no immediate return to the safety of the path. "Hope you're happy you got your wish: now we both get to run screaming from whatever's in there."

But Plumeria —having only partially heard him— emitted a small gasp, looking past Peppermint to the cliffside.

He whipped his head around, seeing nothing. His widened eyes attempted a frown, but couldn’t seem to make up their mind. "What, what is it?! I- I don't see anything! Don't just do that! I'm already freaking out over here!"

"There was something there,” she said, “something in the cliff with a little yellow eye!” She cantered over to inspect the mound of loose rocks, lifting some with magic and casting them aside.

"Hey, we already caused one pygmy-landslide by foaling around,” Peppermint said, “we don't need to bury ourselves..."

He stopped talking as he stared at her work. "...too," he finished.

It was narrow, but a negotiable space nonetheless, a faint blue light gleaming within what ought to have been utter blackness.

"Oh wow!" Plumeria cried. "That landslide must've unearthed some old cave! We've gotta check this out!"

Peppermint glared at her. "We're already knee-deep in problems! I want to get back on the path, now!"

"Fine,” she huffed, “go scout us a way back. I, however, am checking this out."

With that, she trotted inside, Peppermint giving the Everfree Forest one long look. With a groan, he too darted in.

Both soon realized that the cave wasn't natural. Rough rocks hewn straight from the mountain bore white marks from whatever had gouged them out. Less than a minute of walking into the bowels of the cliff and they came upon a flat wall of grey metal, a large blue bulb glowing near the top.

"It's so pretty. I've heard of stuff like this: bioluminescence, I think," the unicorn mused, extending a hoof.

"No no no, don't touch it!" he cried, attempting to stop her, but too late.

The light blared white at her touch, as six pill-shaped lights below flashed before lighting in a sequence. From the left, the second light lit, before the fourth. It continued this pattern, all the lights flashing between each cycle.

"Whatever it is, it's not moss, and we sure aren't at the bottom of the ocean," Peppermint said, realizing the surface was hard and glassy.

Plumeria’s eyes narrowed as a thought struck her, and hit the sixth light when the lights all flashed. She was rewarded with a "beep" that rang with encouragement.

"It's a test!” she cried. “Maybe it's some sort of vault?"

This time the lights ran one, then two, then three, and then all flashed again, as if in question.

"Four?" Peppermint offered, barely breathing as he watched..

Plumeria shook her head. "No, too easy. Any school-filly would get that. I wonder though."

The only thing she noticed about all the lit numbers was their prime value. She pressed the light that would be next, if she were right: light number five.

All light suddenly extinguished with a deep click, thrusting them into total darkness before odd mechanical noises emanated from somewhere deep within the mountain. A moment later and the wall sank into the floor with another positive tone from the machine, light from within granting them sight as both ponies stared transfixed upon the new space they had revealed.

It had been nearly a year since Twilight Sparkle first arrived in Ponyville; Spring was in full bloom, and the day of the Vernal Equinox had arrived. Twilight and her friends had been specially invited by Princess Celestia to attend a ceremonial celebration in Canterlot. Nearly a year since the defeat of Nightmare Moon, Princess Luna was to join her sister in celebrating their reclaimed unity.

The six mares —and one pint-sized dragon— wore their stunning clothes from last year's disastrous Gala, patched up to their former glory after the abuse they'd undergone. The walk towards the palace was long, but it offered ample time for conversation.

"Oh, I promise I'll never tire of those marvelous towers," Rarity cooed, entranced by the ornate spires of the grandest Equestrian city. Set into the side of a towering mountain, it practically defied gravity.

"I quiver every time I imagine visiting Canterlot,” Rarity said, “I'll always envy your childhood, Twilight Sparkle."

"It was a nice place to grow up," Twilight agreed with a smile. "Bit formal though."

"So, still running on 'confused' here," Spike said. "Didn't we honor Luna's return the day she got back?"

"Yeah, I don't get it either," Rainbow Dash said, hovering restlessly. "Spring Equinox, no Equinox. What's the point?"

"It's meant to be more meaningful that way," Twilight began. "The Equinox marks the exact middle-point between the longest and shortest days of the year: the Summer Sun Celebration and the Winter Moon Celebration. A point where night and day are equal.

“Oh, and it's 'Vernal' Equinox,” she said, “not 'Spring' Equinox."

"But I thought there was one in the fall too,” Dash said “Why didn't they do it then?"

"Easy-peazy, play Parcheesi!" cried the high, excited tones of Pinkie Pie, bounding up behind them. "Who wants to celebrate new stuff when all the old stuff is withering away?"

"And,” Fluttershy added, also advancing to the head of the ranks, “it's also when all the animals need to find shelter, migrate or hibernate to escape the cold."

"Actually," Twilight said, beaming at Fluttershy, "that's pretty much it. The latter seasons of the year are representative of endings. Not the best tone to set. But Spring is about—"

"Birds singing, and flowers growing, and bells ringing and the sun a' glowing!" Pinkie Pie sang.

"Uh, yeah," Twilight agreed with a smirk. "New beginnings and new life. And besides, our celebration in Ponyville was informal. This will celebrate the partnership of the princesses with all of Equestria!"

They walked seven abroad up the well-kept path to the palace whose brilliant emerald lawn teemed with excited ponies from every corner of Equestria, but only the esteemed guests would have access to the palace itself.

Once at the gates, Twilight approached the doorpony, a unicorn.

"Your party, miss?" the doorpony inquired.

"Twilight Sparkle, seven?" Twilight leaned towards him.

"Twa... twi... Ah yes. Welcome!" he said, checking a name off his list. His magic unlatched the velvet rope as he ushered them inside.

Grinning ear-to-ear, Twilight led them to a tall tower not far from the entrance, after Rainbow Dash spotted some of the Wonderbolts on their way in the opposite direction, quietly geeking out once they'd passed.

They ascended a flight of outdoor stairs to a door Twilight was all too familiar with. The door surrounded itself with her magic and opened.

"I present to you." She paused theatrically. "The Royal Archives!"

Within was a room of white and blue marble, crammed with bookshelves stretching to the ceiling. Ornate furnishings and a magnificent hourglass adorned the cavernous space. A great multi-pane window in place of a wall allowed natural light to fill all but the darkest corners. Through a door set into this window was a balcony, a perfect viewing spot for later.

"Whoo-wee! Ain't that a heap a' readin'!" Applejack exclaimed, marveling in spite of herself.

"This'd keep anypony busy for—" Rainbow Dash paused, leering at Twilight.

"Pretty much my entire life,” Twilight confirmed. “Actually, I still haven't read everything here. Oh, this place was home away from home when I was a filly. I worked as the Librarian of the Archives as my first real job."

She beamed into the ether, reminiscing as her friends casually looked over the spines of so many works.

"Till to Chill: A Beginners Guide to Agriculture'?" Applejack read, her eyes narrowing with every word. "Now what kinda’' pony'd think she'd learn farmin' by readin' some dust-ridden old book? Might as well give foals written instructions on how blinkin's done."

"Oh, you mean like that one chapter from 'Coltrane's Optometry', about maintaining an even frequency to maintain lustrous, sparkling eyes?" Twilight gushed, receiving a blank stare from Applejack as her question answered itself.

"So," Spike said, "what are we meant to be seeing here? I know it's a big to-do, but are the princesses just gonna be passing each other some sacred items or something?

“Sure it's important and all, but I kinda' hoped there'd be more to this than symbolism," he finished, making some of them grimace.

"Oh, you'll see Spike,” Twilight giggled. “I received a hint from the Princess in our invitation. See, there's a more 'practical' reason they waited this long. I take it you've noticed how the moon's been moving over the past year?"

Spike looked out the window. Indeed, the moon had been imposing on daylight more and more each day through the months. At present, it was side-by-side with the sun, though effectively invisible with the sun's shadow overtaking it, save for the finest sliver on its far side.

"Yeah," Spike whispered, staring intently at the satellite. "What's up with that?"

Her grin only widened. "Let's just say I don't think you'll be disappointed."

"Aww, Twilight,” Spike whined, “don't tie me up in suspense like that!"

Even through the windows, fanfare erupting from below got the attention of every foal, filly and stallion. A few of the friends gasped before cantering swiftly out onto the balcony.

They stared down at the walkway beneath them, where a stallion in a black vest spoke into the mouth of a horn that was spread like a great brass vine to the tops of several towers.

"Fillies and Gentlecolts," he boomed. "On this, the day of the Vernal Equinox, we celebrate the reunification of our most esteemed rulers.

“Having returned from her place of exile many months ago, Princess Luna, Keeper of The Night, has since reclaimed her place alongside our beloved Princess Celestia, restoring the cycle of night and day to its former harmony."

His pause was filled by cheers of approval, with a sound like waves crashing onto shore.

"Now, residents of Equestria,” he said at last, “I present your Princesses of the sun, and moon!" He gestured with a flourish, towards the tallest of Canterlot's towers as the blue streaks and smoky trails of the Wonderbolts soared towards it. Rainbow Dash's went taught with a smile she only reserved for the elite team.

The figures of Celestia and the notably smaller Luna stood upon the tower, lights from their horns glowing like beacons for all to see. Suddenly, the sky itself glowed, as several ponies pointed overhead to a glorious crescent sliver that began approaching its celestial counterpart.
A white noise of excited mumbling broke out as the ever-thinning crescent shrank into the moon's shadow.

"They're gonna crash!" Spike shouted, his extending claw gently pushed down by Twilight.

"Shhh, no they're not,” she whispered, not taking her eyes off the spectacle. “Watch."

Finally, moon and sun met, the lunar shadow consuming it entirely so it became pitch black against the brilliance of the other. As it slowly blocked out the sun, the surrounding sky turned blackish-red as though the heavens themselves were on fire.

A great flash erupted from the sun's edges as the moon overtook it entirely, great tendrils of stellar flame dancing outward along its borders. The stars could be easily seen in the sky as a brilliant aurora of every color danced overhead.

The ponies watching underneath oohed, aahed and cheered until the moon relinquished its place with the sun and came to a rest on the other side, the spell of the eclipse breaking as the sky returned to a brilliant blue.

"An eclipse!” Pinkie Pie squealed, bouncing up and down as they made their way back down the stairway, talking rapid-fire. “A real solar eclipse!

"Oh my gosh, it was so amazing! I never thought I'd see a real eclipse! Well, I never thought I'd see a real sonic rainboom, or an evil mare of darkness, or Twilight single-handedly fend off a super-colossa-gantic-stellar-baby-bear, but I really never thought I'd see a solar eclipse! There hasn't been one a' those in—"

Pinkie tripped herself up and landed on her chin, back legs paddling the air as though she were swimming.

"Over a thousand years," Twilight finished for her. "Wow Pinkie, no twitchy-tail on that one?"

Pinkie smiled, but otherwise neglected to move and inch. "Nah, I can't Pinkie-Sense myself, silly! What sense would that make?"

Twilight only smirked, rolling her eyes.

"I've only heard of eclipses in stories," Fluttershy added brightly, abandoning her timidity.

"And about five-hundred astronomy books," Spike muttered.

"But I'm rather puzzled, dears." Rarity quirked an eyebrow towards the group at large. "Why has it been so long?"

"A fair question, Rarity," was the reply of an authoritative, yet gentle voice.

They turned toward Princess Celestia, who stood at the bottom steps, multicolored hair drifting as always in an absent breeze. Princess Luna beamed a few steps behind her elder sister, like a shadow, her starry mane likewise adrift.

"Princess- er, Princesses." Twilight knelt before them, her friends following suit.

Celestia smiled and bowed her head. "It once was that eclipses were occasional events. In times of great hardship or great prosperity, Luna and I would adjoin the sun and moon, offering our best wishes or our solace.

“But after the day my hooves were forced by Nightmare Moon." Celestia barely paused as her sister shifted uncomfortably. "Though I had the power, I couldn't bear to take this last thing. Not while my dear Luna was alive and well, even if she was trapped where I might have never seen her again."

The center of Luna’s brows rose toward her horn, as she smiled up at Celestia.

"Though I assumed command of the moon as well as the sun,” she continued, “I did so with a heavy heart. I did not for a moment let myself revel in or enjoy the control I was forced to assume."

"Oh, sister!" Luna cried, her face full of affection as she trotted next to Celestia, nuzzling against her.

Luna turned to the group. "Our sincerest gratitude for attending! It means much, given the trouble we caused as the Nightmare."

"Aw, don't sweat it," Rainbow Dash said. "That was some of the best excitement ever."

"And besides," said Applejack, "you were hardly yourself now, were yeh'?"

Luna shrugged and fidgeted. "Well, yes, water under the bridge."

"We're glad you came,” Celestia said, “but I had actually hoped to speak to you in person, Twilight."

"Oh." Twilight winced, not quite meeting her mentor's eyes. "I really don't have anything to report right now."

Celestia waved her down. "Oh no, no, that's fine. Actually, I wanted to extend to you an invitation, to take a private course in some more advanced magic here in Canterlot.”

There were a few short gasps as Twilight's face went blank.

"A-a private course? As in, one-to-one, face to face, no other students? U-under you?" She gawked as Celestia politely nodded.

"Princess, I- I don't know what to say!” she blurted, “It would be an honor, but—"

" 'But?' “ Rarity exclaimed. “Twilight Sparkle, surely you're not declining such an opportunity for our benefit?"

"I'm not, it's just—" Twilight spluttered.

Once more she found herself interrupted, by Fluttershy. "We would never dream of holding you back, Twilight. You should really do this for yourself."

Fluttershy recoiled the instant attention turned to her, mumbling, "I mean, if you want to."

"It wouldn't be forever, Twilight,” Celestia said. “Only a few months, really. And I wouldn't ask you to cut yourself off from your friends. I'm sure it would be fine if any of them wanted to come along."

Twilight steadied visibly. She turned to her friends, who didn't need words to know what she was asking.

"Aw, sorry Twi',” Applejack said, “Granny n' Macintosh are gonna need me on hand this early in the season. And besides, I’m not sure I’d last a week here before these high-falutin' folk wore down my last apple-buckin' nerve— No offense, yer' Highness."

"And you, Rarity?" Twilight asked.

"Oh, it's always been such a dream. but what about the shop?" Rarity began, entering into an argument with herself. "Well, I suppose I could run a small operation here- oh how exciting!

"But what about Sweetie Belle?" her sensible side asked. "Mother and Father went vacationing in Manehattan and left her with me for the month! I couldn't just uproot her from her friends, after all; it was the very reason she declined to join them."

"Well heck, Rare',” Applejack said, “we can look after yer' sis' if you want. I bet Apple Bloom'd be pleased as punch! It'd be like havin' a sleepover, every—"

Applejack's smile vanished entirely. A moment's pause and it returned, fake as zirconium. "Every night."

"OH, thankyouthankyouthankyou-so-much, Applejack!" Rarity gasped, hugging her so tightly she might have been fitting her for a corset.

She released Applejack from her iron grip before putting a hoof to her mouth and giving a dignified cough. Still, she whispered to herself. "Easy, Rarity old girl. Oh be still, heart of mine."

"Well I can come!" Pinkie Pie exclaimed, instantly beside Twilight. "I’m sure Mr. and Mrs. Cake will understand."

"I'd come too, but,” Fluttershy said, lightly kicking a crack in the tiling. “Oh, I just can't leave my animal friends behind. They depend on me, y'know."

Twilight nodded. "Yeah, I know what you mean,” she said, “but at least my little reptilian dependent is house-trained, for the most part."

Spike had been at Twilight's side, wearing a smile nearly as false as Applejack's, the center of his brows rising as the conversation went on. Upon hearing this last sentence however, his face went blank and he remained silent.

"Uh, I guess I could transfer here for a while,” Rainbow Dash said, the slightest smugness coating her voice as usual. “I bet the weather patrol could benefit from my expert touch."

"Well," Twilight said, "I guess that settles it! I accept."

Celestia nodded in approval, while Spike's face darkened to the notice of no one.

"Very well, my faithful student. You'll have until tomorrow night to be ready, and by sundown an escort will arrive for you."

Twilight almost busted down her front door.

"Ooh, Spike! Can you believe this! I'm going to be taught advanced magic, one-on-one, by the Princess herself!" she paused as her brain churned, her smile not leaving her face. "Oh, I need to let Owlowiscious know. Spike, have you seen him anywhere?"

"No," Spike bristled. "But I guess it's cool that 'mistress' Twilight Sparkle remembers I can talk."

It was as though Spike had thrown a bucket of ice water over her head. She turned, the slightest crease in her eyebrows. "Wh- what are you talking about, Spike? Is something wrong; are you feeling okay?"

"I'm not going," was his curt reply.

Twilight's eyebrows rose as she tilted her head unconsciously. "Not going?"

"Back to Canterlot," he elaborated. "I'm gonna stay here in Ponyville."

Twilight's tongue clucked as she frowned, levitating luggage from upstairs down near the horse-head bust. "Don't be ridiculous Spike, I already accepted the Princess' offer."

"Yeah, accepted it without sayin' a word to me," he muttered.

"Excuse me?"

"I like Ponyville, Twilight," he answered, his face the keenest impression of a sad puppy-dog. "I've got real friends here, it's tons better than stuffy old Canterlot was! And you asked everypony else what they wanted, and then completely forgot I was there...

"At least Rarity remembered she had a little sister she didn't want to uproot. I got compared to one of Fluttershy's helpless woodland critters! And what do you mean 'almost' house-trained? I haven't flamed the bed since before you graduated, thanks!"

Twilight blushed and averted her eyes from his. Another moment later and inspiration struck.

"Oh, well it's too bad you're not coming, seeing as Rarity is coming too. I'm sure we'd have all kinds of time together."

"Uh." His expression softened momentarily, until he shook his head like a dog ridding its ears of water. "That's not gonna work on me, Twilight! You might've made your bed in Canterlot, but I'm stayin' right here!"

Twilight groaned, massaging her forehead before turning back to him. "Spike, I'm sorry I didn't involve you with the decision, but you've gotta understand. I didn't call you my 'dependent' because I think you're a pet. I did because I'm responsible for you. You do depend on me, you're still only a baby."

"I'm also a DRAGON, Twilight,” Spike said. “Remember? Don't tell me you've never read about dragons! We stay 'babies' for decades. You were just a filly when I was born, and now you're a full-grown mare! I'd be a teenager if I was a pony!

“Yeah, I'm a baby, but not like you're used to,” he continued, “and whatever you think you are to me, you're NOT my mom!"

"I—" Twilight balked. "I don't think I'm like your— well... maybe I should! Who else do you have?!"

The second she'd said it, Twilight recoiled with a gasp, her ears turning sharply downward. Meanwhile, Spike's eyes turned wide as saucers and began to glimmer as he stared at her.

"Spike, I— I didn't mean—"

Spike cut her off, his voice wobbling in his throat. "No, y-you're right Twilight. Who else do I have?

"N-nopony knows what happened to my mom or my dad. But y'know what? M-maybe I don't need one at all! Maybe I don't need anypony!"

Twilight's own eyes burned as she watched him. "Spike, I didn't mean that, I'm so sorry!"

"Just go away!" he cried, rounding on her as only a true reptile could. "I don't need you! I can take care of the library just like I always have! I'm not coming with you, a-and I don't want you here!"

Twilight approached Spike slowly. He'd turned his back on her. "Alright Spike. I know you can make your own decisions. And I— I'm sorry, I—" Twilight sped to her room, barely making it inside as the tears started to fall.

Pinkie, Rarity and Rainbow Dash arranged to meet in front of Twilight's house the following day. Each of them were packed for the long haul. Twilight had moved slowly as she packed and was so distracted that she barely realized she'd been trying to stuff her telescope into a full bag. She finally made it downstairs. She'd been dreading this all day. Spike was sitting at the dining room table. He'd barely moved. Staying angry overnight didn't seem easy, for Spike had long since downgraded to a sulk.

"Well,” Twilight broached, slowly, “they're waiting for me outside."

"Alright,” Spike said flatly. “Cool."

The response wasn't angry, but it was no less disheartening. "I've asked Applejack to visit now and then, to see if you need anything. If you need to, you know how to reach me."

"Right," he said.

Twilight took a step or two towards the door, but stopped herself and walked right up to him from behind, taking one hoof and wrapping Spike in a small, fierce hug.

"I love you, Spike. And if you're not here when I'm back, I'll still love you. You'll always have a home with me. Just please, take care of yourself."

Spike barely moved. Twilight felt herself on the verge of tears again as she finally made her way out the door. She took a few deep breaths to calm herself before meeting the others outside.

Try as she might, she couldn't hide her feelings from the others, especially Pinkie Pie. It was a short tale to tell, but by the time Canterlot was close enough to see individual windows, Rarity was still consoling her.

"Oh, don't you worry dear. Spike will come around. He may be rather peeved, but really he's a sweetheart."

"He wouldn't even look at me when I left," Twilight muttered, head and shoulders drooping.

"Aw, Rarity's right Twilight. He just got his iddy-biddy-baby dragon feelings hurt. He's only pretending he doesn't want anything to do with you," Pinkie Pie said.

"Spike just needs time to cool off," Rainbow Dash offered, fidgeting and feeling distinctly weird about being airborne without using her wings. "I'm betting you'll get a letter from him in no time, and you two will be back to being buds."

Twilight did her best to force a smile. "I guess."

Things went more or less swimmingly upon their arrival. Celestia had fixed things so that the group shared a space near the palace walls. It was a cozy little duplex, two floors separating a work-space from a living space upstairs. Celestia had evidently been listening to Rarity when she mentioned running her business here, for the seamstress positively gushed at the layout.

"And just when I'd have been satisfied with stitching in a living room!” Rarity gushed, her front hooves together as though in prayer. “Oh Twilight, it's simply darling!"

Rarity had unpacked faster than any of them, even the infinitely organized Twilight, and set about touring their little slice of paradise. Fully furnished in typical Canterlot fashion, their stay looked to be a comfortable one.

It was all courtesy of the kingdom. However...

"You're going to need a job Pinkie," Twilight said.

Pinkie Pie tilted her head in surprise. "I am? But you don't have one."

"I'm listed as a full-time student,” Twilight explained, “so my expenses are covered. Everypony else is gonna need to pull their weight though, if we're planning on eating while we're here that is."

A gurgling sounded deep within Pinkie, allowing Twilight a much needed opportunity to smile.

"Oh, well. What are Rarity and Rainbow Dash doing for work?" Pinkie asked.

"Well, if you recall, Rarity is running her shop downstairs, and Rainbow just asked for a transfer to Canterlot's weather-team."

"Oh, hey! You think maybe Rarity needs any help?”

"No, Rarity does not," answered the fashionista herself as she made her way upstairs. "Besides, dear, do you expect me to pay you with my earnings? Private trade is not an unlimited wellspring of funds, darling, and I'll hardly be as effective here as at my Boutique."

"Actually Pinkie," Twilight said, "I shot a recommendation to Pony-Joe's Donut Shop. Joe said he'd love to have you on!"

Pinkie Pie's eyes lit-up. "Oh, that just sounds so completely splenderific, Twilight!" Pinkie cried, hooves shooting out of nowhere to wrap her friend in a vice-grip embrace.

"I thought you might like that," Twilight wheezed, patting Pinkie on the back in hopes that she'd be released.

The next day, Twilight decided to walk Pinkie to her first day at work, not expecting the distractible girl to indelibly recall her only visit to the little shop.

"Thanks again for walking to work with me, Twilight. You're really considerate!"

"Well, off and on," Twilight admitted, ears flattening.

"Aww, you're still broken up about Spike, aren't you?" Pinkie eyed Twilight with a pout.

"How do you do it, Pinkie?" Twilight asked. "You're always so... spirited and agreeable. It's not like you've ever really hurt anypony's feelings."

"Oh, that's not true.” Pinkie shook her head. “Just ask Fluttershy sometime! Believe it or not, I wasn't always the master prankstress you see today. I learned the hard way that she doesn't respond well to a practical joke."

"But it's not like she shut herself in her house and refused to speak to anypony for days and—" Twilight stopped mid-sentence as Pinkie stopped walking and actively avoided eye-contact with her.

Twilight gaped. "You're kidding."

"Nopey-dopey-lopey." Pinkie shook her head again, with less enthusiasm. "Turns out, she's real sensitive. Boy was I in the doghouse!"

"Well, what did you do?" Twilight asked, leaning towards her.

"Oh, lots of things! I tried baking a cake, sent her apology cards. I even wrote a song for her! Though to be fair, 'Tarred and Feathered in Ponyville' wasn't my best effort."

"Oh my gosh," Twilight said, gawking as she tried her best to hide an unwanted giggle with her hoof. "That's terrible!"

The image of Fluttershy she'd just conjured was too funny to ignore, yet too awful to be allowed.

"I know, right? Fluttershy thought so anyway. But it turned out that the more I tried to fix things, the worse they got! Believe it or not, after I left her alone, she came out and forgave me a few days later!"

"So," Twilight said, staring at the floor momentarily, "I just need to give Spike space?"

"Well, duh!" Pinkie frowned at her. "That's what we told you in the first place!"

"Well, yeah, fair enough," Twilight admitted. "I just didn't know it worked!"

"Well of course it worked!” Pinkie sighed. “Would your pal Pinkie Pie give advice that didn't work? Yeesh Twilight, between that, my Pinkie-Sense and the Parasprites, you'd think you didn't trust my judgment!"

This time it was Twilight's turn to avoid Pinkie's gaze, forcing her to heed their surroundings a bit more. This led Twilight to stop dead as she noticed—

"Hey!” she cried. “Where's the—?"

"The Donut Shop?" Pinkie said, pointing behind them. "We passed it two blocks ago."

"Two blocks a—? Pinkie, why didn't you say anything?" Twilight asked, the slightest crease in her wide-eyes.

"Well, y'seemed like you really needed to talk,” Pinkie said, “but that'll have to do it for now. I've got donuts to make! See ya' later, navigator!"

And with that, Twilight was only left to watch as she bounced off into the distance.

Twilight's new studies proved challenging and exhilarating. Within the first few lessons, she had added a few more spells to her repertoire. It was basic, but she was able to produce a spell to ignite targets now (though given her limited practice, she'd only achieved the level of a lit torch) and was capable of cutting through objects in a focused ray of magical power. Twilight was surprised the princess trusted her with such dangerous spells. Of course, she was an adult now, but Celestia had been her fillyhood teacher, and for a moment she was strangely aware that at some point she had grown up without really noticing. Poor Spike...

Back in Ponyville, Spike returned to the Library after a long walk. Night had fallen, and Spike saw a small, rather adorable owl perched on the windowsill.

"Oh, hey Owlowiscious," Spike greeted the owl, his eyelids drooping with the rest of him. "I've just been... thinking.

“I know Twilight was inconsiderate and that she can turn a little bossy, but am I being too hard on her?"

"Hoo?"

"Twilight. Oh wait, right. But I mean, she did say she was sorry," Spike muttered under his breath.

"Hoo-Hoo."

"Yeah, and she did really seem like she meant it."

"Hoo!"

"I made her cry," Spike said, finally, before he slumped where he stood. "Oh. I really did blow this out of proportion, didn't I?"

"Hoo..."

Spike smiled at the little featherball. "Heh. I know you're not really saying anything, but still, it helps me think.

"Y'know what I'm gonna do? I'm gonna hitch a ride straight to Canterlot! And—" Spike opened the front door, only to see something he certainly wasn't expecting.

"Uh. H-hello?" Spike said to the figures shrouded in darkness outside, who stood a foot taller than the door.

One of them spoke in a smooth male voice. "Is this the home of the unicorn, Twilight Sparkle?"

In the middle of a grassy courtyard of Canterlot, Twilight Sparkle was in the midst of learning a shield spell. Twilight was already versed in a defensive force field spell, but this was a quick-cast spell for more personal and immediate dangers. As her horn glowed with power, a fluorescing purple mass spread out in front of her.

"Excellent, Twilight." Celestia beamed "But try not to strain more than your magical reserves. You seem tense."

Twilight followed her advice, trying to maintain the shield without flexing from the effort. But in that moment, something whirled in emerald sparks from above Celestia's horn, falling to the floor with a smash. It was a vase, still slightly smoking.

"Spike?" Twilight whispered.

As if in answer, more items emerged. A singed book. A table. A red-hot metal joint attached to a slender pipe— which emitted numerous, loud bursts of light from the open end.

Twilight could have sworn she felt the noise in her chest. At first only startling the two, they soon realized that anywhere the loud, spastic thing pointed was struck by something thin, fast and apparently invisible, cracking some sections of the opposite wall.

Celestia managed to grab the curious object with her magic before it could flail towards her student. Eventually though, the noise and flashing stopped, replaced by a series of loud clicks, the open-end of the pipe smoking. In a few moments even this ceased, and the silence was deafening.

"Princess," Twilight asked after a while, "what is that?"

Celestia wore an expression Twilight hadn't seen since the night of the Gala, when they both stumbled upon chaos that had consumed the ballroom.

"I don't know. Guards!" she commanded, and a pair of golden-armored pegasi entered.

"Princess," they muttered, bowing.

"I need you to assemble a squad,” Celestia ordered, “and make your way to the Ponyville Library with all haste. Search for anything out of the ordinary, anything out of place. And find the young dragon who answers to the name 'Spike'. Bring him here if you find him. Go now!"

Twilight's rocked back and forth on her hooves, not breaking her gaze upon Celestia until at last she could remain silent no longer.

"Princess, what do you mean 'if they find him'? What's happening, is Spike in trouble?" Twilight's eyes pleaded with her mentor, who stared for a moment in contemplation.

"I haven't been entirely honest with you Twilight,” Celestia said. “When Luna and I cause an eclipse, the energies coursing between us have occasionally opened our eyes to glimpses of events that haven't happened yet. The last time, I saw Nightmare Moon. I never guessed it would be my own sister."

Twilight's pupils constricted as she considered this. It felt to her like time had sped up around them.

"This time," Celestia continued "I saw you, in a dark cage. I saw you suffering, subjugated by something in the shadows.

"I wanted you safe Twilight, so I asked you to stay here, where it would be harder for somepony, —or something— to harm you."

Twilight felt her fears confirmed rather than alleviated. "But, why didn't you just tell me this from the start?" she asked.

"The future is always changing. There was no certainty in the threat, and I didn't want to frighten you if I didn't have to."

"But if it doesn't know I'm here, then it would start looking for me at home!” Twilight cried, before she gasped. “Oh please, no! It's my fault he's still there! I can't let this happen!" Twilight began racing from the yard.

"Twilight, NO!"

Twilight stopped at the seriousness in Celestia’s voice, as though she were about to leap off the highest tower in Canterlot.

"This will all have been in vain,” Celestia told her hoarsely, “and any danger Spike is in will only double if whatever responsible is still there waiting for you!"

Twilight stared at Celestia. She had never been so uncertain in her entire life, and yet, only one thing could quell the terror. Her horn began to glow.

"I'm sorry Princess."

"Twilight Sparkle!" Celestia cried, as her student vanished in a great flash.

Twilight rematerialized just outside the gates of the palace. Despite her efforts, her jumps were constrained by distance, and she had to know where she was going. On the main road, she could only transport herself a modest distance. Already worn from the lesson, it cost more and more effort to make each jump.

Finally, she found herself on the outskirts of Ponyville. She looked around wildly, steeling herself for whatever threat might arise. But it wasn't enough.

Her tense vigilance turned instantly to gut-wrenching horror as she looked towards the village. A fierce orange glow was coming from the place she called home: the library was on fire.

"No," She breathed, before galloping as fast as her legs could carry her, past shops and homes. Past the ajar doors of concerned pony-folk who watched on.

Twilight wondered why they weren't helping, before she realized the Ponyville Volunteer Fire Brigade was on the scene. Great hoses led by earth ponies fought a losing battle against the massive, flaming hollow tree, which by this point had lost nearly all of its leaves to the blaze. Embers from burnt paper soared through the windows as unicorn ponies combined their power to create a giant version of Twilight's same shield spell, preventing other buildings from catching fire. Twilight heard shouts confirming that the town pegasi were on their way as well, presumably to hit the Library with a rainstorm.

"Whoa, Ma'am!” a stallion firefighter shouted over the roar of the inferno. “I'm sorry, but this is an emergency situation! We can't have anypony too close to the building!"

"Have you seen a baby dragon anywhere? Did he come out of the library?" Twilight asked, hoping against hope, the loss of her home and her books meaningless in light of the situation.

The stallion merely shook his head. "Nothing's come out and nothing's gone in; too dangerous in there. Paramedics are en-route, but we haven't heard a thing about anypony inside—

“HEY! Where are you going?!" he bellowed, as Twilight shot past him, magically forcing the front door open like a cannon in spite of her exhaustion. It fell off its hinges, having barely held on in the first place from previous trauma.

Scorch marks littered the room, the surface of the floor not merely burnt, but damaged by what must have been impressive force. Even built into the wall, shelves had collapsed and dumped their payloads onto the floor to smolder.

"Spike!" she shouted, smoke stinging her eyes. "Where are you?" Twilight could barely hear her own voice above the terrifying sound. If Spike were in here, he'd never hear her.

She threw objects off the floor and to the side as she looked. Cracking noises from the tree added to the already cruel sense of urgency as she rifled through rubble.

"Please Spike," she said to herself, spirit falling with every bit of furniture that did not yield the diminutive dragon. "Please be okay."

"Twilight!" croaked a weak voice that terrified her. It barely carried above the sound of the rushing flames, but it was too loud to be her imagination.

She found the source of the noise, beneath a stack of shelves and proceeded to lift them off. "Don't worry Spike,” Twilight told him. “I'm here, I'm coming to get you!"

Finally, she saw his face, and with one final heave he was free. "Never again, Spike," Twilight said , hugging him between her cheek and fore-hoof. "I won't leave you like that ever again, I swear."

Twilight traded one fear for another, as she realized Spike was having trouble moving on his own, his reactions tepid given the situation. She got him onto her back with difficulty, and used her remaining power to transport them both away from the blaze.

"Twilight,” Spike murmured, “you came back."

They had appeared in the middle of a road in the center of town. Twilight knew the hospital was three blocks from where they stood, but she was worn down. She'd exhausted her magic, and could only trot down the road at a steady pace.

"Of course I came back for you!" Twilight said, deeply unsettled that he appeared so weak. She kept up her pace. "I'm getting you to a doctor, just hold on tight!"

"You shouldn't have. They were looking for you. I tried to stop them."

"Who was looking for me?" she asked, anxious both for an answer, and to keep hearing Spike's voice. She felt she had almost been less frightened in the burning library.

Spike sounded more lucid as he concentrated. "Tall, really tall. Most were metal, but one had skin. I only saw his face."

"Twilight,” he said, growing increasingly quieter, “I'm so tired."

Twilight felt Spike's weight lift from her back as his grip slackened and he slipped off onto the hard, cold earth.

"Spike!" she cried, turning around to find her friend lying on his back in the dirt. She could see he was still breathing, but it was labored.

She laid on the ground next to him. "Spike, come on, we need to move! I need you to grab hold, I can't lift you with magic this time, and you're too big any other way," Twilight finished, feeling powerless.

Spike's hand reached for her withers, but he couldn't quite haul himself on. He soon gave up, lying on his back again.

"Twilight, I'm sorry I—"

"No, I'm sorry!” Twilight shouted. “It's my fault you were still here! If I hadn't been so selfish, we wouldn't have fought, but I still never should have left you!" She called out to the darkness in desperation. "HELP! PLEASE, MY FRIEND IS HURT! SOMEPONY, HELP!"

"Twilight, tell Rarity—"

Twilight cut him off again. "Don't you dare start saying goodbyes!" she bawled. "Don't you start giving up! You're a dragon, you're FIREPROOF!

“Why would the bravest, toughest little dragon I ever knew be beaten by a fire?" she choked, her eyes watering.

It was true. Spike was bruised in a number of places, but he was not bleeding. It only amplified how helpless Twilight felt that she couldn't understand what was wrong.

"He did something,” Spike said, “all these can things all over the floor. Something flashed, a-and it felt like something was hitting me harder than I—" Spike stopped as something flew onto the roof of a building near them.

Twilight called to it. "Owlowiscious! Spike's hurt bad, please, get help!"

"Hoo!" And with that, the bird set off once more into the night.

"Twilight, I'm scared."

Tears streamed from Twilight's quivering eyes as she nuzzled him. "I'm right here, I won't let anything happen to you."

"C-could we have stayed with the fire? The wind...” He shivered. “It's just blowing through me."

Twilight betrayed a sob. All she could do was hold him tighter. She couldn't let him go. The world would end if she ever let him go.

"Twilight,” he said, “I know you're not my mother, but I wouldn't have minded."

Every muscle of Twilight's face scrunched up. "Neither would I. You're my best friend, Spike. I love you so much!" She buried her head into his shoulder, beginning at long last to lose control as Spike's eyes slowly shut.

"Spike?!” she cried, her pupils turning to pinpoints. “NO! You need to stay awake! You've GOT TO fight!"

Twilight shuddered as sobs wracked her body. "Please,” she wept, “don't leave me."

"Twi... light..." The last syllable was but a breath, as two sets of eyelids met, and Twilight felt her best friend's body slacken.

And Spike was gone.

Twilight Sparkle let out a scream that shot out through the dark streets of Ponyville, and in that moment, something in her broke. She felt numbed to the world around her. Rain from the village pegasi streamed down from above, as the orange glow of the Library dimmed slowly. She felt none of it.

Applejack and Fluttershy arrived, but their voices sounded like they were underwater. It was as though the world had slowed down. For a long while, nothing happened, as Applejack kept her distance and bowed her head, putting a hoof around Fluttershy who was instantly a mess of tears.

Nobody was capable of saying a word upon seeing Spike lying still on the ground. Twilight, covered in mud and her coat stained from ash in the fire, tenderly curled up next to him.

And for what felt like an eternity, that was how it stayed.

Chapter 2

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Someone was calling Twilight's name. It didn't matter though. None of it mattered. She'd long since phased it all out.

"Twilight?"

The obscured shapes in her blurred vision, didn't matter. The mud, the muck and the cold didn't matter.

"Twilight."

None of those things existed. All that existed was the soft warmth against her body. Warmth she was all too aware was fading away.

"Twilight, please,” Applejack repeated, whose voice sounded as if it were miles away. "You'll catch yer' dea—" She paused before backpedaling, "You'll catch a mite a' cold, lyin' here in the rain."

Twilight only continued to nuzzle the form next to her, like a newborn foal.

Suddenly, she felt a comforting warmth across her cheek and withers as Applejack hugged her tightly. "Yeh've done all you could for him, sugarcube," her strong voice told Twilight, before faltering. "Ain't nothing gonna hurt him now. He's back with his family. He's back with you."

Twilight Sparkle felt the cold for the first time that night, but only because Applejack was so much warmer. She hugged back fiercely, tears spilling fresh and hot again. Twilight's affection for Applejack only increased at the sight of tears in her own gleaming green eyes.

After a short while, Twilight took notice of her surroundings. She hadn't noticed they'd been joined by medical ponies, but apart from testing the young dragon's absent pulse, they were only on-hand to make post-mortem notes. A unicorn stallion walked up to them, excusing himself before lifting Spike's slight form off of the ground. Twilight's reaction was not unexpected.

"Wh-where are they taking him? What are they doing?!" Twilight shot to her hooves, barely able to keep still. Applejack stepped in front of the her as the body was lowered into a white bag and sealed in by a zipper.

"I expect it'll be the,” Applejack said, unable to meet Twilight’s gaze. “The morgue."

Applejack began watching Twilight unblinkingly out the corner of her eye. It was worse than the freak-out she had expected: instead, Twilight sagged, head hanging near to the floor.

"Please,” Twilight murmured, “don't take him away from me."

Her sobs were silent, but she shuddered at each one. Finally, once Spike had been carted away, Twilight was wide-awake.

"He's gone,” she said. “Spike’s... dead."

All were spared the burden of a response as they heard the great cracking and smashing that signified the final collapse of the east wing of the library roof, far too weakened to support its own weight despite cooling down into coals. Sparks took off into the night sky like a swarm of fireflies.

It had been a slow walk to Applejack's orchard home. Twilight lacked the desire to do much of anything, but neither of her friends left her side until they were safely indoors. Applejack sent Twilight upstairs for a warm bath and set aside her guest room, before stopping Fluttershy as she was halfway out the door.

"Twilight's got no home now, but I reckon it ain't safe for y'all neither Fluttershy," she said gravely.

"Pardon?"

"Whatever can do-in an iron-hide, fire breathin', diamond-downin' dragon, burn a library down, then up n' vanish with only one witness...” Applejack leered over her shoulder at the night. “Let's just say I don't feel good about you, alone, in your cottage, a stone's throw away from the EverFree Forest. You'd best bunk here t'night."

Fluttershy seemed to understand perfectly, but her body-language implied a desperate desire to leave. "Oh no! What about my animal friends? Oh, I'd feel just awful if any of them got hurt!"

Applejack moved between Fluttershy and the door, only keeping a hoof against her chest as she tried walking out. "Settle down now, would ya'? I strongly doubt anything wants to hurt them critters."

Fluttershy palpably relaxed. She'd at least stopped walking.

"I asked Twilight as much as she'd bear to say, and from what she told me, the thing that did this to Spike was there for her."

Fluttershy registered polite confusion. "But why would anypony want to hurt Twilight? She didn't do anything."

"Yeah!" Burst a rough female voice from the other side of the room. "Who's fixing to hurt our gal?"

Rainbow Dash, huffing with exhaustion, flew in through a window. It was easily one of her better entrances.

"Rainbow?!" a surprised Applejack cried, ignoring the question entirely. "I thought you were still in Canterlot! How'd y'all get here so jackrabbit fast?"

"They don't call me ‘Dash’ for giggles, AJ. Rarity and Pinkie Pie are on their way too. Princess Celestia sent us a messenger-pony, and she said that Twilight rushed over here to help Spike, and that she needed our help. Kinda' impressed she made it back this fast," Dash added with the ghost of a smirk, before continuing.

"I saw what happened to the Library. The weather-ponies told me Twilight was brought here."

Applejack and Fluttershy moved further indoors as Dash looked to them with worry.

"Yes, Twilight's upstairs,” Fluttershy confirmed. “Applejack asked her about what happened, but she's really not in the mood to talk. Not after..." Fluttershy's eyes glistened with tears.

"Well, Spike was there too, wasn't he? Where is he?" Rainbow asked, looking around, as though expecting to see the young dragon napping on a sofa. Suddenly she gasped before stomping the ground, wings spreading to their full length.

"Those no-good,” Dash cried, her teeth only grinding further as she wracked her brain. “whatevers' didn't kidnap him, did they?"

"No. No they- they didn't take him," Applejack said, breathing deeply.

"Well then where is he?"

Applejack's face slackened, clearly unwilling and unprepared to relay this news. "Rainbow. Poor little Spike. they put a real hurt on him, and—"

"They hurt him?" Rainbow Dash snorted flapping her wings. It looked very likely that she might break something. "So, they put him in the HOSPITAL?"

"No, not the hospital, Dash. What I'm tryin' to tell ya' is—"

"Then where?"

"Dash,” Applejack said, “Spike's gone."

Rainbow Dash's panting slowed, her expression softening.

" ‘Gone?’ ‘Gone?’ Whadya' mean ‘gone?’ "

"Aw, Dash, why're you making me say this?” Applejack moaned, her eyes wincing shut as she shook her head. “Those things, that burned down the Library. Th-they killed him. Spike's- Spike's dead."

Rainbow Dash's previously tense, frowning face was like a deflating balloon. Even her wings sagged until they nearly touched the floor.

"N-no," her voice came out in a low crack as she stared at the floor, lowering her rump there as well. "Spike, little old Spike? Gone? M-murdered?

"Oh Twilight, that poor girl."

For a minute, none of them said a word. Finally, Fluttershy was the one to wrap a foreleg around Dash. Applejack got to her hooves and spoke, a fire in her eyes.

"Don't none of ya'll worry; we'll get whatever did this to him. Maybe we won't pay 'em back in kind, but if we have to, we'll show every whosit and whatsit in the EverFree Forest that nopony hurts our friends!"

"Now, what a thing to say! There's a time and place for your little jokes, Rainbow Dash, but this is simply tasteless!"

Rarity and Pinkie Pie arrived by morning, neither having the means to return to Ponyville as fast as Twilight or Rainbow Dash. Twilight had yet to come out of the guest room upstairs. Rainbow Dash was delegated the task of breaking the news to their last two friends. Pinkie Pie's hair fell from its bouncy tangle to a flatness they'd seen only when she felt her worst. Rarity wasn't as quick to believe.

"I wish it were as simple as all that, Rare'," said Applejack, busy preparing apple-pancakes for the group as the towering deep-red of her brother Macintosh moseyed through the kitchen, sniffing the air in interest.

"But it's the truth,” she continued. “Dash wasn't there when it happened, but I saw it for myself, along with Fluttershy."

With every word, Rarity’s denial melted like ice on hot pavement, until her very eyes were dripping. "No, it simply can't be! I refuse to believe it!" she cried dramatically, drawing a handkerchief from her saddlebag and resorting to a weak whisper. "Not Spike! Not my sweet little squire!"

"Who would do such a thing to anypony? Let alone cuddly-wuddly widdle Spikey?" Pinkie Pie sobbed, dissolving into noisy tears. Applejack frowned at this, but tried to remain silent.

Tried.

"Pinkie, I know your sad, we all are. But could ya' try tonin' it down? You're gonna wake Granny."

Rarity slammed a hoof on the table. "I'd venture a guess at those rapscallion Diamond Dogs!” she cried, nostrils flaring. “Those brutes might like nothing better than to cause us harm after besting them last time! Spike mentioned the assailants were tall?"

Applejack nodded. "Yeah, that's what Twilight said. But if it was Diamond Dogs what did it, why wouldn't Spike just say so? He's met 'em, even held his own against 'em. I don't see them managing somethin' like this neither, not without getting caught."

A pancake blackened behind her, the acrid smell of burnt batter creeping into their senses.

"Jack, y'need some help with those?" Macintosh offered, after setting the table, unprompted. "I reckon you're a mite preoccupied."

"I'm just fine," Applejack fired back. None of them had gotten much sleep, but she was always stubborn about these things.

"No you're not, look at you,” Macintosh said, pointing a hoof. “You've been up all night with this business. Let a pony who's had a good long rest mind those."

Applejack stepped away as her big brother took over. She smiled kindly as he busied himself with the batter, before a loud knocking emanated from the front door.

"Aw, what's this now? Will the surprises never end today?" Applejack asked under her breath. She opened the door unceremoniously, but ceremony might well have been called for.

"Uh.” Applejack stared. “I'll call that a 'maybe.' "

Twilight Sparkle had always heard of some ponies becoming so morose that they cried themselves to sleep. She never understood how that worked, until now. She had woken up in silence, only staring at the window where the Sun was beginning to rise, harsh yellow light striking the opposite wall near the ceiling, spilling light throughout the room behind her like iridescent paint. For a long while, she couldn't bring herself to move. As always, however, lack of bodily motion meant her brain was able to work double-time. In this situation, it wasn't such a nice thing. In every sense, she felt Spike's death would have been easily preventable, if only one or two things had happened differently.

She couldn't stand it anymore. Lying there was eating at her from within. She paced about the room a while, but this only made it worse. She'd never imagined a moment where not-thinking would help her. She had to get her feelings out, or it was going to drive her insane. Finally, she found a scroll and quill. Writing would bring her a modicum of catharsis.

'Dear Princess Celestia,' she began. 'I've learned something, but too late, concerning the magic of friendship:

Arguments come and go, but real friendships survive it all...' Suddenly, Twilight’s brow furrowed. The quill dug harder into the paper.

'But if you're selfish, and leave your friends to fend for themselves, and aren't there for them when they need it,' The scratching became feverish as breath quickened.

'and ponies aren't honest with you, and make you blind to dangers that are swarming in around you—'

The quill snapped. Twilight roared in a torment that sprouted from so many different places. Her horn shot a magical ray that incinerated the scroll before she shunted the resulting ashes out the window. She hurled the quill at the wall as well, which embedded itself in the opposite wall, in spite of the break. Twilight slumped onto the floor, shuddering from fresh sobs.

"Why?" she whispered. "Why didn't you tell me?"

"Because," said a soft, older voice. "I didn't want to resign you to a life of fear."

Twilight whirled around. Celestia herself had entered the room, towering over most of the furniture designed around the typical Equestria ponies.

"I was afraid that if I told you, and there was no real danger, you might live your life in wait of an attacker that would never come. I didn't want to risk isolating you from your friends; not when you seemed so happy with them in your life."

Twilight didn't know what to say. Tears still stained her face, and her breathing was still irregular. Truth be told, Celestia had found her in a very compromising position. If there could be any consolation for her, it was that Celestia looked crestfallen to her. Vulnerable, even.

"Oh, if only I knew then what I know now Twilight.” Celestia said. “If I had heard any sooner of the number of missing ponies from villages near the forest, and made the connection. I was a fool. I never suspected that the attackers had targets beyond you. The visions never give the full story, and I should have prepared for that. I've already failed our dear friend Spike. how many other ponies are suffering for my mistakes?"

A tear streamed down her face, and Twilight's surprise overcame whatever anger remained. She'd never seen Celestia cry before.

"No. No, I left. I should never have left Spike alone. If only I'd been there, then maybe—"

"Oh, Twilight Sparkle. How can anypony know what might have been? You may well have suffered the same fate."

Celestia approached Twilight, wrapping one of her great wings around her.

"But,” Twilight sniffed, “at least I wouldn't have to lose him. At least, I wouldn't have to feel like this!" She hid her face, burying it into her mentor's wing. "It hurts, it hurts so much! I don't know what to do anymore. I'm supposed to be studying Friendship. I'm supposed to represent an Element of Friendship!"

She revealed her face again, but her eyes were firmly shut.

"And I'm responsible for my best friend in the world,” she said, her eyes opening once more, “dying." Twilight slipped into loud, shuddering sobs, hiding her face again.

"I-I just want it over,” she said, “all of it! How can I possibly go on if I have to keep feeling like this?!"

At this, Celestia sat on the floor, her winged embrace becoming firmer. "Twilight, what a thing to say!” she gasped. “What would Spike have wanted? Would he have wanted you to die alongside him? If the choice were yours, would you have taken his place?"

Twilight nodded. "I loved him. I still love him."

"And you would have left him alive,” Celestia asked, “to mourn you with the same pain you feel now? Resigned him to bear your burden?"

Twilight looked into her deep, ancient eyes, processing her argument. "No," she finally answered. "Nopony should ever have to feel like this."

"So," Celestia said slowly, "bleak though it may be, you can consider that you already suffer in your friend's place. That you must keep living, though hurt, so his pain could end. I suggest that you not pity him, only yourself, for you are the one who has suffered a loss."

Twilight sniffed again. "He had so much ahead of him. So much he could have seen or done or been! How can I say he didn't lose out when the rest of his life was robbed from him so early?"

Celestia offered the faintest smile. "But in his very few years, Spike knew real happiness, Twilight. Dragons live such isolated lives, it's rare that they ever form attachments, even in all those eons. And yet, he had you. And he got to see you one last time, safe and sound. The best of friends still forget themselves, they still quarrel, and love remains beneath it all. Spike fought for you, because he loved you, like so few of his kind ever get to feel. In the end, you both knew you cared. Many would hope to be so fortunate. But deeper still are those who would lay down their lives for the sake of another; truly they are the fiercest friends."

Twilight always felt like a foal in the presence of the Princess, but it was rarely to this extent.

"W- will this pain ever go away?" she asked.

Celestia stared into the distance, at something Twilight couldn't hope to see. "I've lived longer than a hundred pony lifetimes, and made good friends through each. It's been so long, but I still miss so many of them. Luna and I, the alicorn borne, are cursed as evenly as we are blessed. Stewards to the two great forces of the world. Servants, doomed to live so unbearably long, and outlive so many who we come to love. Even if we're afforded the joys of seeing great ponies vindicated and celebrated after their time. The pain lessens after a while, but the longing never vanishes, not if you really loved them. But in the end, what really matters is that you remember them."

Twilight had no real response, but the silence was a notable improvement.

"You must not blame yourself, Twilight. It is, alone, the fault of whomever chose the path of murder."

Celestia sighed. "And in knowing this, I fear for you Twilight."

Twilight stared at her, the slightest frown growing on her face.

"The moment I saw you run from me,” Celestia explained, “I knew you would stop at nothing. Your face said everything. Nothing I said or did would have stopped you, just as I know nothing will stop you from going after the assailants who caused Spike's death. So I'm not going to stop you."

Twilight only continued to stare. "You're not?"

"No," Celestia replied. "I realize that you have to confront it, if you're ever to put all this behind you. I've sent soldiers into the Everfree Forest, where ponies keep disappearing, but I have instructed them to provide you with whatever help you require, should they come across you."

"Princess," Twilight said, her eyes wide. "I don't know what to—"

Celestia ducked her head down, seeing Twilight eye to eye. “Just please. I beg of you, do not take the bitter path of revenge. This killer must be stopped, but please, don't blind yourself by making it personal. Don't let it pervert you into being as bad as it is. Don't become something other than the wise, brave, loyal and loving young mare I've come to call one of my dearest friends."

"I," Twilight peeped, scarcely able to find the words. "I won't, Princess. I promise."

Celestia left the Apple Residence with a brief farewell, leaving the ponies downstairs mystified. Twilight came down shortly after, a determined look on her face. Breakfast was well underway. Despite her still flattened hair, Pinkie Pie was no less enthusiastic about her portion, prompting an occasionally annoyed glare from Rarity.

"Morning everypony," she turned to the late arrivals, forcing a smile. "Thanks for coming, you guys. It means a lot. But I've got to go."

"Go?" Pinkie Pie managed, her mouth full of pancake.

"But, go where, dear?" Rarity inquired, leering further at Pinkie.

"I have to find whatever did this to Spike,” Twilight said, eyes steely. “I need to confront it, if I can ever be at peace with what's happened."

"Alright!" Rainbow Dash cried. "Count me in!"

Twilight frowned at her. "Alone!"

"Alone?!" the group cried at once, Pinkie later than the others.

"Nuh uh! Nothin' doin'!" Applejack cried, forcefully shaking her head. "We're not lettin' our friend face something like this on her own."

"Yeah!" Rainbow Dash agreed.

"We'd never leave ya' hanging, Twilight!" Pinkie Pie cried.

"No!" Twilight shouted. "I have to do this myself. Nopony else is going to get hurt because of me."

"We can take care of ourselves just fine, Twilight Sparkle." Rarity smiled as she stuck her chest out. "We all represent the Elements of Harmony, do we not? Are you really saying that some cowardly rapscallion stands a chance against us together?"

Twilight groaned before glaring as fiercely as she could muster. "This isn't your fight! I'm going to face this alone, or die trying!"

"Now look here, Twi'," Applejack said. "Yer' not the only pony in this room who lost a good friend last night. We all had a spot in our hearts fer' that scaly little scamp, and we're all itchin' to help ya' find answers."

"Please," Fluttershy said, at last. Everyone turned towards her. She hadn't spoken in a long time, and her voice sounded more solid than usual. "Twilight, Spike gave his life to protect you. Would you really take that away from him?"

"I," Twilight spluttered, not having considered this line of reasoning, nor expecting to hear it from Fluttershy. "You're right,” she sighed.” But I still have to do this, with or without you."

Pinkie Pie's hair bounced quickly to its usual poofy self as she bounded over to Twilight, crushing her in a one-legged hug. "We're with ya' to the ends of Equestria! But after that I might need to check on Gummy."

"Alright!" Twilight cried, suddenly energized and overcome. "Let's go!"

She took a step towards the door before Applejack held her back. "Whoa, nelly! Where are we even goin'? You're not just plannin' on combing the whole Everfree Forest, are ya'?"

"Uh," Twilight muttered, her face reddening, for this had been exactly her first instinct. "Well then. Maybe we should have a look at the Library?"

"Good point," Rainbow Dash agreed, bringing a hoof to her chin. "They might've left some sort of clues behind."

"Well, let's get going then!” Rarity said. “We've not a moment to spare till the trail goes cold!"

And with that, they cantered out the door.

"Hey, AJ," said Pinkie Pie, who bounded along behind them. "Y'know how you make those super-licious-red-delicious pancakes, and some ponies call pancakes flapjacks?"

"Uh, yeah?"

"Well, maybe you should call those pancakes APPLE-JACKS!" Pinkie cried, laughing at her own wit.

"Oh, hardy harr," Applejack groaned, as Rainbow Dash allowed herself a chuckle.

The friends made their way to the blackened remains of the Library. The wood was shiny and onyx-colored. The tree was clearly dead now, leaves incinerated, leaving it to look spooky and forbidding amongst the warm, happy buildings surrounding it. They stepped on ashes that blackened their hooves as they entered the front door.

Twilight felt a chill, remembering how deafening it had been in contrast to this eerie silence. The sun shone in from the windows, the morning light scarcely helping against the black covering every wall, preventing the warm light from bouncing and filling the structure. It was the same library, but it now looked distinctly alien. The horse bust in the center of the foyer was disfigured, and an unwelcome sight as they passed by.

"Oh no. Twilight, your home!" Pinkie Pie whimpered.

"Well." Twilight shrugged. "Home is where the heart is."

"Let's spread out," Rainbow Dash said. "Look for anything here that that wasn't here before."

"Be careful, y'all," Applejack said, as they began walking. "I reckon this trunk ain't solid as it were yesterday."

They made their way carefully through the wreckage. Now and then, golden lettering on the spine of a book glinted back at them, not quite burnt. All else was the bitter scent of smoke, and a dreary bleakness.

"Ugh!" Rarity cried, examining a hoof. "This ash is going to stain my coat!"

She then shrieked as Pinkie Pie, black as a miner save for her brilliant blue eyes, burst out from a pile of soot and debris she had been sifting through.

"No time to be a fussy-McFusserson, Rarity!” Pinkie said. “We've got clues to uncover, mysteries to solve! Leave no desk upturned, no chimney un-swept!"

Twilight gingerly ascended the steps to her room. She walked along the edges closest to the walls, wary of the weakened wood. Opening the door to her room and study, she finally felt a pang in her heart as she imagined what it had looked like before, compared to what it was now. The ceiling had collapsed, the upper-story window breaking as an entire branch had smashed inside, not stopping before it broke through the floor and embedded itself there. She closed the door. If there was anything in there, drinking in this carnage wasn't worth it.

"Hey!" Rainbow Dash shouted. "Check this out, guys!"

Twilight made her way back as quickly as caution allowed. The others were gathered around the open doorway to the Library's basement. It was dark inside, but from what they could tell—

"The fire barely touched anything down there!" Dash reported.

Twilight edged through the door. "This door was open when you found it?" she asked. Rainbow Dash nodded in reply.

"Then whatever happened involved the basement. Spike had no reason to go down here, and I always keep this door shut. I'll get the light."

Her horn lit up like a searchlight as she ventured in, followed by the others. Indeed, while the fire had certainly spread down here, it had only gone so far. The tree's roots had been singed, but remained, casting sinister-looking shadows upon the walls as Twilight waved the light towards areas of interest. Finally, she gasped as she reached the bottom, and found a large, reflective mass on the floor. On closer inspection, it appeared to be metallic, gleaming dark grey, silver, or purest white, depending on the placement. It was big, nearly twice the size of a pony. On first glance, it was a crumpled pile of pipes, panels and wires.

"Land sakes. What in Equestria is that freaky contraption?" Applejack whispered.

Twilight took a deep breath as she stared at the thing. "Let's find out.”

Her horn's magical aura spread as she attempted to move the thing, but it barely moved before her magical grip died. Taking a moment to ponder this, she tried a second time, to even less effect.

"It's...” She leered at the object. “It’s enchanted, somehow. It's not responding to my magic!"

Rainbow Dash crept passed her. "Well, looks like it's down to some elbow-grease!" she said, grabbing a loose-end in her teeth and pulling it. The object moved with her, untangling itself and suddenly looking far more ordered from this new angle and orientation.

"It looks almost like a creature of some sort," Rarity said. "Yet it's clearly some sort of machine."

They looked on in silence. Indeed, the thing clearly had three bottom limbs that must have been legs of some kind, stubby-ends passing for hooves. An abdomen and chest were clearly defined, if slender. Two arms joined the chest, with what could only be a head sitting atop it, a glassy black mask covering it, betraying nothing in the way of facial features. Not even ears. It reminded Twilight forcibly of the mannequins of Rarity's boutique. On its right forelimb, in place of a hoof was a hand, a feature Twilight only knew from reptiles or primates.

"Spike said there were three of them," Twilight told them. "One had skin, but the other two were metallic. I didn't understand what he meant. I thought maybe they were some sort of masks or armor. But this?"

"Yeah." Rainbow Dash nodded. "This thing is like armor that moves by itself. But if it's got some spell on it making it immune to magic, then I don't get how it could do that."

"Well," Rarity huffed. "This at least leaves only two of the scoundrels to find."

"Hoo-wee," Applejack exclaimed. "Spike did a number on this one. Be proud, Twi'; he took this one with him."

Twilight surveyed the damage. She understood almost nothing about this metal puppet, but she knew the jagged puncture in its chest was unlikely to be a choice of the designer. She also noted the stump of its left arm; the one facing away from them. It seemed to have been snapped off, and she remembered the loud flashing object that Spike had accidentally sent to Celestia the night before —had it only been last night?— which she long concluded must have been some sort of weapon.

"Wait a minute," Twilight said. "That makes no sense. When Spike was fighting this thing, he clearly sent part of this thing's limb to the Princess. She was able to grab onto it just fine with magic."

Rarity shrugged. "Well, it is the Princess after all. Maybe the enchantment weakened for such a small object, or wasn't strong enough to stop her in the first place?"

"Hey!" Pinkie Pie cried, pointing. "It's got letters on its face!"

Twilight aimed her light onto the black mask, revealing what Pinkie Pie was referring to. Rather than drawn on, the harsh relief from the light showed they were molded into the shape.

"M... A..." Pinkie Pie read. "Anypony know what that's for?"

"Martial Arts?" Rainbow Dash said.

"Mechanical Advantage, the mechanical multiplier of input force?" Twilight offered.

"M-mature Audiences'?" Fluttershy squeeked.

"I'll bet it's a name," Rarity said. "In either case, two letters is hardly anything to go by."

Applejack sighed. "At least we have a better idea a' what we're up 'gainst."

"Let's get out of here," Twilight said. "I think we've learned all this can tell us without using the lab. And I don't want to be here if this place collapses on us."

All were agreed, making their way back out. Fluttershy seemed most eager to escape the darkness of this place. Before Twilight left though, she noticed some of her equipment was missing from the basement. She made a mental note of it, but couldn't imagine what use the measuring devices might be to their foes.

"So, " Twilight asked. "What do we know so far?"

The friends were gathered around a fountain in the village square. Thus far, it seemed they'd already hit a dead-end.

"Whoever they are,” Applejack said, “they've got some real fancy tools, and don't give a lick if they have to murder to get what they want."

"I- I still don't understand," Fluttershy sighed. "Monsters try to eat ponies and other animals, but they're not very smart, and it's not their fault. But whoever did all this, they had to be smart. How can somepony not know better? I've never heard of that happening before."

"Well, we know they're not ponies.” Rainbow Dash suggested. “Maybe they're some smart things that are born crazy or something? I've heard of ponies who crack and do stuff like this."

Fluttershy gasped. "No!"

Dash only nodded, wide-eyed. "Yeah! Some ponies lose it, and'll take you in the night! Poof! Without a trace! Nopony knows what happens to 'em."

"Rainbow Dash!" Rarity scolded. "Stop it! You're scaring the poor girl!"

"Well, the truth can be scary, Rar'.”

"Hey! Twilight!" cried a voice from the other side of the square. They turned their heads to see a hot-pink pony with a short blond mane gallop over to them.

"Lily?" Pinkie said, which hardly surprised Twilight. She did know every pony in Ponyville after all.

Eyes like saucers, Lily —one of the town florists— stopped in front of them, unable to stand still. "Twilight, you really need to come with me!"

"Where? What's the rush?" she asked.

"To the zebra, Zecora's house!"

Murmers and frowns sprang up between them before Lily continued. "You see, I was expecting my cousin Plumeria days ago for a visit. She's from Stalliongrad, and had to take the old path through the Everfree Forest! Zecora found her staggering through the woods, babbling some nonsense. She's been unconscious for days, and Zecora found me after she woke up last night! She wants to speak to somepony who can help her; she says something took her friend on the way here and attacked her! I—"

The rant had been top-speed, each new piece of information leaving the six girls wide-eyed.

Twilight spoke first. "Why tell me this? I'm interested, but wouldn't you tell the guardponies first?"

"Well," Lily began. "I heard about what happened last night. I saw the fire myself. All kinds of rumors have been coming in that ponies have been disappearing in the forest the last few days. Some of the folks around town are saying they saw a few tall strangers run off into the woods around the time the fire started. I wondered if the ones who did this to my cousin, her friend and those other ponies had anything to do with it. I thought maybe you had a right to know first."

"That forest is full a' things that mighta' done somethin' like this, but if they're in the business of takin' ponies, well," Applejack said.

"You're right," Twilight agreed. "The ones who set the fire were after me. Me specifically."

"That's pretty deep into Ponyville for pony-nappers." Dash hovered, crossing her forelegs in contemplation. "If it's been so easy getting ponies in the forest, why come out in the open? And why Twilight?"

"Well, if rumor has truly spread about abductions in the forest, then perhaps it's gotten harder to find anypony there?" Rarity suggested.

Twilight looked back at the others, who seemed to share her attitude. It wasn't a lot, but it was a better lead than they were following. Namely none.

"Alright, Lily. Lead the way."

With that, Lily went into a gallop, the others right behind her as they took to Zecora's forest dwelling.

Even given past experience, the group felt especially wary of the dense forest as they approached the zebra's home. The gnarled branches of the tree she'd made her home would have reinforced their fears once, but now it was a perfectly welcome sight. Lily called out as they approached.

"Zecora! I brought Twilight!"

A deep voice issued from within as the door opened.

"Be quick and come in; don't linger long! In the forest, these days, much can go wrong."

They filed inside, to see Zecora waiting for them. Twilight spoke first.

"Zecora, I came as soon as I could. What's she been saying?"

Zecora's face was like stone, as she motioned towards a door and room Twilight had not entered before.

"Fits of fear and tales of doom,” Zecora said. “She waits for you, within this room."

"You should go in alone with me, Twilight," Lily suggested. "It might be better if she's not crowded."

They entered a small bedroom with a modest cot. Sitting at the foot of the bed was the red-haired unicorn, covered in scrapes and bruises. She had been rapt in a thousand-yard stare before they entered the room. She eyed Twilight, unblinkingly.

"Who are you?" Plumeria asked, tone rife with mistrust.

"My name is Twilight Sparkle,” she replied, keeping her voice as soft as possible. ”I'm— I was the Ponyville librarian. I'm here with my friends."

Plumeria only nodded at her, before turning to Lily. "Where are the town guards? I need to speak to somepony who can help, not a librarian."

Twilight lightly recoiled at this dismissal, but bit back the hasty and counterproductive retort she was considering. Instead, Lily came to her defense.

"Twilight and her friends have done a lot for the town in the past, Plumy." Lily said, as Plumeria winced at the nickname. "They're the ones who stopped the Mare in the Moon last year."

"Plumeria," Twilight began. "We need to know about what happened to you in the forest, and where. I know your friend was taken. I had a friend 'taken' as well."

This seemed to grab her attention.

"His name is Peppermint. He never even wanted to come along."

"It's not your fault," Twilight cooed, hardly able to sympathize more with her.

"Yes it is!" she snapped. "I led us right into that cave."

"Cave?"

Plumeria shuddered. "The path skirts the mountains at some points,” she said. “There was some kind of rumbling while we were crossing it. We found a place where the path was taken out in a rockslide, and both of us fell down too. It was recent. I think the rumbling caused it. I saw something move in the rocks and went to investigate. There was a cave."

Her breathing became short and ragged as she recounted the terrors with a dead gleam in her eyes. "Pep' didn't want to go in, but he followed me anyway. There was a big metal wall with strange lights on it, and they blinked in patterns. We figured out it was some kind of test. When we got it right, the wall fell into the ground, and inside everything was made of dark metal walls, glass and lights. It was so dead and clean and unnatural!"

"And then what?" Twilightasked, feeling instantly justified in coming here. An abundance of metal and glass sounded too similar to their own findings at the Library.

Little tremors in her hooves told her horror as Plumeria continued. "And then, there was a voice. A friendly voice like a stallion coming from the walls. It welcomed us, but it sounded so wrong. Something about it sounded like it didnt understand what it was saying, I don't really know how to explain it. It congratulated us for beating the test and said we were smart and- and then the wall behind us closed. We were trapped! And- and it went quiet for so long."

"You said it welcomed you. Did it say anything about who ran it? Any names?"

"All I remember was one name.” Plumeria answered. “I didn't catch all of it. It was like 'Anvil', or something. It didn't sound like a pony's name at all."

Lily looked to Twilight, as if she would understand the name any better, but was only met with Twilight shaking her head.

"So, you were trapped. For how long?"

"Only a few minutes," Plumeria said, the answer making her audience jerk their heads up as they stared. "And then."

Plumeria recoiled and whimpered at the memory. "Th-the tiles opened up. Peppermint. He got dragged back through with them! I used my magic and forced them away, but I sprained my ankle making one let go. And then I forced the wall open behind me and ran. And that's all I know."

Plumeria curled up on the cot. Lily went to her side and rubbed her back affectionately.

"Thank you," Twilight said as kindly as she could. "Plumeria, I'm going to do everything I can to find your friend, and anypony else they might have taken."

Twilight made to step back out, before hearing Plumeria deliver one last warning.

"Please, be careful," she whispered. "Whatever they are, they're nothing like ponies. Nothing like animals. Never drop your guard."

They agreed to meet by the fountain at noon, once they were ready for the journey ahead. Twilight had already acquired the maps she needed from the Town Hall. Normally, maps were plentiful in the Library, but given the circumstances, it was the only way. Ahead of schedule, Twilight decided she'd help Rarity if she could.

Carousel Boutique was still sporting a ‘closed’ sign, but the door was unlocked. Upon entry, she heard the spin of a drill and Rarity calling out.

"I'm afraid we're still closed, dear!" Rarity said, peeking around a corner, wearing, of all things, a welder's mask. "Oh, Twilight!"

"Um," Twilight stared in surprise as Rarity lifted the mask.

"You're just in time!"

"For what?" Twilight asked.

"Well, in realizing just what we're up against, I thought we might need to give ourselves a teensy bit of an edge."

Rarity led Twilight to a table where the power-drill lay, next to a vast series of glassy horseshoes.

"Glass horseshoes?"

Rarity sputtered in indignation. "Glass?" she scoffed. "These, dear, are diamond. Hardest thing you'll find, outside of this dragon-tooth drill-bit of course. Exceptionally rare, those bits, but necessary when you work with gems as often as I do."

"They're beautiful, but how will these help us?"

"As much as I detest brutish shows of force, our nemeses evidently feel differently. Should it come to hoofticuffs, we're going to need a little more 'kick', and these should deliver precisely that. These were originally made to fill an order before we left for Canterlot, but that fell through."

"I see. But why are you drilling holes into them?" Twilight inquired, puzzled.

"To put these rubber grips into the soles." Rarity indicated a number of rubber nubs on the same table. "They're not terribly stylish, but they're practical. One wouldn't do to slip in a dangerous situation after all."

"Wow Rarity, I'm impressed!"

"Oh, only a trifle dear. Just something I could whip up in a single morning. Now, just to hide these so Spike doesn't-"

She stopped, midway through lifting the horseshoes, which clattered back onto the table. An "oh!" escaped her lips as she pressed a hoof against her face and leaned heavily into Twilight’s shoulder.

"Rarity?" Twilight asked, as Rarity sniffed delicately.

"It only just struck me. He's really gone."

Twilight led her to a nearby divan, where Rarity collapsed into the cushion, doing her best to hide her eyes.

"I- I really never knew you cared so much. I know he'd have been happy that you care," Twilight said, feeling strange as the one doing the consoling.

"You know," she continued. "When- when he was- going. When he knew he wasn't gonna make it. He tried asking me to tell you something. I interrupted him. I refused to accept it, but I know he wanted me to tell you that- that he cared a lot for you. Maybe even loved you."

"Oh," Rarity sniffed, as Twilight tried to cushion the blow.

"I'm sorry, it's probably cruel for me to say that, but I know he wanted me to say it—"

"Dear Twilight, you wonderful girl," she giggled, revealing her face and dabbing at her eyes with a handkerchief whose origin was a mystery to Twilight. "I knew. Of course I knew! But a lady never tells, darling. I mean. He was terribly obvious about it, though sincere."

Twilight merely stared, surprised and curious. "Well, then were you not interested, or—"

"Oh, it wasn't a matter of that, Twilight.” Rarity rose to her feet again, glancing around and levitating various items into her saddlebag. “Spike was... Well, I could see him groomed into a proper gentlecolt, one day. But as he was, so young, how would I know it wasn't mere colthood infatuation? I would have given him the chance, one day, were he a bit older and no less afflicted with that bothersome bug we call attraction."

Rarity levitated a gleaming ruby from her gem box, idly scrutinizing it.

"I am sorry though: that we can never know what might have been."

The gem merely rotated in silence a moment, before she recoiled from a number of scratches on the other side.

"Opal," she grumbled, perplexing Twilight.

"Weird, I thought it was a ruby."

"What?" Rarity asked, instantly thrown from her reverie. "Oh no no dear, my cat, Opalescence. Ooh, if this is what she does with her weekly pedicure...”

Twilight blinked. “Wait. You’re saying your cat scratched it up?”

“Yes...” Rarity said, her face expressionless.

“A ruby. A material rating a ‘nine’ on the Mohs hardness scale, just below diamond. Your cat’s keratin claws scratched that?”

Rarity shook her head. “Twilight, never underestimate the effects of a good pedi.”

Twilight only stared between her and the still-floating ruby. Rarity seemed to notice this, and stared at the stone herself a moment.

“Well, here Twilight, you're a resourceful mare."

She offered the blemished gem to Twilight, who accepted it in surprise.

"I'm sure you can find some use for it. I'd have simply thrown it out."

"Uh, thanks," Twilight said, dropping the stone into her saddlebag. "Well it's good to see something is going smoothly through all this. I'm going to see if anypony's at the fountain yet."

Rarity's magic levitated the shoes into a wooden case, before sauntering after Twilight. "I'll come with you. I'm all wrapped up here anyway."

Pinkie Pie, Rainbow Dash and Fluttershy were all at the fountain once they arrived, much to Twilight's surprise.

"Wow, you guys are all set?"

Indeed, Pinkie Pie was the only one among them with a saddlebag, filled to the brim, no doubt, with party favors and other such bric-a-brac. Twilight might have been upset at her for not taking this seriously, but she could foresee that a ready-made diversion might exist with her contribution. Who knew: it might save their hides.

Rainbow Dash was first to respond. "I thought maybe I could take that one dress Rarity made me and use it like armor, but it's way too heavy."

Twilight blinked, as Rarity made a scandalized noise.

"Yeah. Armor tends to be that way," Twilight deadpanned.

"I thought I destroyed those abominable... THINGS!” Rarity seethed. “Where did you even— Actually, nix that; I do not want to know."

"Ah, well. Saddlebags and armor and stuff just slow me down anyway, and I'm most valuable when I'm quick on my hooves."

"I'm sorry, Twilight,” Fluttershy muttered, pawing at the ground. “I looked throughout my cottage for something useful, but... I couldn't find anything."

"I wouldn't worry too much," Twilight said. "Both of your talents are worth more than anything we could fit into a saddlebag. Now we just have to wait for—"

"Applejaaaaack!" a young girlish voice whined with a familiar twang. The five ponies turned in the direction of the sound, to see Applejack facing two fillies. The one who had been 'speaking' was an earth pony, yellow with a fluffy rose-colored mane and tail. The other —a unicorn— was white as Rarity, with a curly mane of pale pink and violet. Both gave occasional sniffs and had old tear streaks under their eyes.

"The answer is no, Apple Bloom! This could be more than just a mite dangerous, and it's no place for fillies. Besides, Big Mac and Granny'll need you around to help pick up the slack."

"It aint fair! Spike was m-mah' friend too! I wanna help get back at 'em for takin' 'im away!"

Twilight fought back against watering eyes for a moment as a sudden surge of affection for the two Crusaders overtook her.

"Rarity!" hollered the white filly, rushing over. "It's not true! It can't be true about Spike, can it?!"

"Oh Sweetie Bell, I'm sorry," Rarity said, before her sister wept fresh tears.

"No! Noooooo!" Sweetie Belle bawled, her face pressed into Rarity's chest, who didn't seem to mind that her coat was becoming filthy with tears.

"Sweetie. Shhh. Hush now, it'll be quite alright. We're going after the ones responsible, and I promise they'll not get away with it. We're hot on their trail, as it were."

Rather than comforting her, Sweetie Bell grew further concerned as she tugged on one of Rarity's front legs. "Sis' don't go!” she cried. “What if they take you away from me too?! I can't lose anypony else, I don't wanna be alone I don't wanna be alone!"

"Sweetie Bell, I promise you that I'm coming back," Rarity told her, as she performed a few customary gestures. "Cross my heart and hope to fly; stick a cupcake in my eye."

When this had little effect on the filly, Rainbow Dash stepped in. "Don't you worry kid. We'll be back with your sis', plus whoever caused all this trouble."

"Alright, everypony," Applejack said. "We best be movin' out if we wanna get to this place before dark. Apple Bloom, if I as much as suspect you're followin' us, you're gonna spend this summer de-weedin’ every inch a’ Sweet Apple Acres. You stay at home and don't go nowhere without Big Macintosh sayin' so. That goes double for after dark!"

Apple Bloom sulked, her eyes narrowing as she muttered an "Okay Applejack."

As the group made for the forest. Twilight caught up to Rarity, glancing back at the three fillies. "I had no idea Sweetie Bell was that close with Spike. I'm sorry it's hurting her too."

"Well of course,” Rarity said, her eyes widening slightly, “certainly you saw how often Spike would volunteer himself to help with the Boutique?

“He was such a sincere little star.” She smiled softly. “I didn't always have proper work for him however, so often I'd ask him to entertain Sweetie Bell. She too likes to be —er— 'helpful'. But I fear she didn't inherit our grandmother's poise as I did. Inherited her looks, but otherwise takes after our mother, bless her little heart."

"Oh, what's wrong with me?" Twilight asked of the sky.

"Twilight dear?" Rarity tilted her head slightly.

"Rarity, tell me,” Twilight said, “Is it really really wrong that I feel better knowing I'M not the only one hurting from Spike? I mean, I don't want other ponies hurt by what happened, but it's like it numbs the pain, or something. And it makes me feel really guilty that I feel that way."

"Well, if you're thinking it's some kind of 'schadenfreude', I sincerely doubt that. Probably you're just glad you're not alone.

“I remember when Grandmother Limelight passed so long ago. Oh, she was one of my dearest relatives as a filly. When we lost her, I remember feeling like I was in a world of ponies I didn't belong with, like some great bubble kept us apart. Nopony else knew or cared that my grandmother was gone. Just a snippet in the papers, written by somepony who knew her by the town she lived in, her age, and the fact that she succumbed to natural causes. It’s impossible to imagine there are still ponies playing or laughing when you feel so hurt. But my family seemed to feel the same as I, and that cramped little bubble expanded. Small comfort, yes, but knowing I wasn't alone in that longing made things bearable, until one day that little bubble burst."

"Hey, uh," Rainbow Dash began, sidling up beside them. "Hate to burst your bubble, but does anypony know where we're going?"

"Oh!" Twilight cried, levitating a map from her bag. "Right, let's see here."

The path began close to Zecora's home, but wound deeper into the heart of the forest than any of them had ventured. Not even their first expedition to the temple of The Ancient Pony Sisters had brought them here. Yet, they encountered little danger as the path wound its way towards a series of mountains jutting up within the forest's northern edge.

"Oh," Rainbow Dash grumbled. "My Diamond-Dogs are howling."

"What's a' matter, Dash?" Applejack prodded. "Those clodhoppers spend too much time cloudhoppin' these days?"

Rainbow opened her mouth to crack a reply, but an inspired "Ah!" silenced her as synapses exploded in Rarity's mind.

"Well, Rainbow Dash, perhaps those, er... 'dogs', could in fact do with some diamonds." She levitated two pairs of her specially made horseshoes as Twilight groaned.

"Okay, girls,” Twilight said, “the puns have really gotta stop."

"Hey, I'm no tenderhoof. I'm not gonna be the first and only one wearing Rarity's prescription shoes," Dash declined, holding herself high as Rarity recoiled with a dramatic gasp.

Before either could bicker, a soft squeak came from the back. "Um, actually, I think I'd like to try those shoes. If nopony minds."

Rarity's expression lit up like a light bulb as she levitated the shoes towards Fluttershy. "Why of course dear! Nice to see somepony can see past her pride and not look a gift-horse in the mouth."

Dash stared daggers as Twilight frowned, eyes turned skyward in contemplation.

"I never understood that expression. I mean, what's a 'gift-horse'? It almost sounds like somepony is giving somepony to somepony else. Wouldn't that be slavery? I don't remember slave ownership anywhere in Equestrian history."

"Oh, I know that one!" Pinkie Pie blurted. "It's about the Legend of the Stink-Mouth-Stallion! They say he comes bringing gifts to all the good little colts and fillies who keep their teeth white and minty-fresh, because all his teeth rotted away! But if you ever look at his rancid smelly gums, he'll PLUCK ALL YOUR TEETH OUT, and add them to his collection of pilfered pearly-whites! So whatever you do, you never EVER look a gift-horse in the mouth!"

They all smirked and sighed at this. Still as Pinkie Pie as usual. Though the expression could certainly have arisen from this pony-tale, provided it was as well known as Pinkie seemed to believe. Once Fluttershy had her shoes on, the others followed suit.

"Wow!" Twilight exclaimed, moving about in the glistening hoofware. "I gotta hand it to you Rarity, I wasn't expecting something hard and glassy to be this comfortable."

"Well," Rarity chuckled, tone reeking with pride, "there is a reason I have these gems on my flank, dear."

"I could do this all day!" Applejack added, testing hers out by bucking a nearby tree, numerous leaves parting from its branches, as well as a snake, which flopped onto Twilight's unsuspecting back.

"What's that?!" Twilight demanded, turning around and freezing, shivering as the serpent raised its head to meet her gaze, forked tongue tasting the air inquisitively.

"Snake! SNAKE! Help me!!" Twilight pleaded, voice reduced to a hoarse stage-whisper. Fluttershy alone approached.

"Stay perfectly still Twilight, it's just a harmless little garter snake," Fluttershy assured, extending her hoof to a spot near the snake's head. The sleek reptile backed up in response, uncertain.

"There there," she sighed. "Nopony's gonna hurt you. I'm sorry we startled you like we did. Come on."

The snake yielded to the master-charmer, coiling around her hoof and leaving Twilight to scamper away as quickly as she dared.

"That's a good boy," Fluttershy said, daintily taking wing and allowing the serpent to slither onto a high branch.

"Thank you Fluttershy! I'm so glad you're here!" Twilight gushed as the beastmaster landed.

"Boy, I'm sorry for coming apart like that, over some snake that isn't even poisonous," she giggled fakely, still shaking subtly.

"Oh, garter snakes are a little poisonous, but nowhere near enough to hurt a pony," Fluttershy said, reducing Twilight's eyes to pinpoints.

"So, Fluttershy," Rainbow Dash asked as Twilight composed herself. "You're the one who's great with animals, but ya' think your charm'll work on whatever it is we're after?"

Fluttershy’s brows knitted as she considered. "Don't know! I've never even seen a living machine before, let alone calmed one down."

"But one of 'em was supposedly flesh n' bone," Applejack said. "An' if those things were just puppets, and the other one was the puppet master, we might just clear two trees with one buck."

Fluttershy beamed. "That sounds like a good idea! Oh, but... um."

"What's wrong?" Pinkie Pie asked.

"Well, it doesn't always work on the really mean ones. I appeal to an animal's better nature, but sometimes the bad ones really mean to be mean."

"What about 'The Stare' though?" Twilight asked, who had experience in this field. "You brought a fire-breathing dragon to tears, and out-stared a cockatrice that was busy turning you to stone! I don't know what stands a chance against that."

"Well, The Stare just sorta' happens. And it seems to happen whenever I get really teed-off."

Rainbow Dash grinned. "Yeah, don't mess with Fluttershy when she's angry! Remember that entrance she made in the ballroom at the Gala?"

Rainbow spread her wings in a threat display, and heightened her voice in a patchy impression of Fluttershy.

"You are gonna LOVE ME!" she growled, before giggling at herself as the others joined in.

"Oh, please girls," Fluttershy said, blushing. "I was in a really dark place that night. It's not a chapter I like talking about."

"Yeah, I remember just b'fore that," Applejack added, mirthful with memory. "There was this great rumblin'-"

For a moment, Applejack might have believed her memory had turned vivid as reality, until she realized the others were experiencing the same trembling in the earth. They sat silent as flat pebbles beneath them clattered aimlessly on the ground.

"EARTHQUAKE!" Fluttershy shrieked, lying on the ground with her hooves over her head.

"Everypony, away from the trees!" Twilight shouted above the din.

As the rumbling continued a while longer, Pinkie noticed her bouncy tail spasm, independent of the ground. Voice vibrating, she sounded the alarm.

"T~w~i~t~c~h~y~~t~a~i~l, T~W~I~T~C~H~Y~~T~A~I~L!"

"Aw, cider!" Applejack cursed. "Heads-up everypony!"

Moments later, Pinkie's prophecy came to pass, as distant boulders on the mountain ahead dislodged and tumbled wildly into the forest, adding the sound of splintering wood to the cacophony. Slowly the rumbling came to a stop, the ambient forest noises loud and livid, like a beehive hit with a bat.

"Everypony okay?" Twilight asked.

"All fine here! Although my mane is a bit ruffled," Rarity said, idly pulling out a brush and hand-mirror.

"Hey, where's Rainbow Dash?" Pinkie asked.

"Up here!" Rainbow cried, hovering over the trees.

Applejack frowned up at her. "Now there's the thing ta' do: fly a dozen yards into the air durin' a twitchy-tail alert! There's a short road to an ol' fashioned concussion."

"Oh,” Rainbow cried, “and I guess your hat was gonna block a tree-branch shipped first-class to your head?"

"You leave my hat outta' this, missy!" Applejack said, pushing her stetson forward as the creases in her eyebrows deepened.

As the two bickered —Twilight playing peacemaker— Fluttershy had scarcely moved from her low point on the ground. And as such, she was the first to notice the stones before her vibrating again.

"AFTERSHOCK!" she bellowed, ending the argument in an instant as a lighter rumbling made itself known.

So positioned, Rainbow Dash was able to see dust approaching from the horizon, and determined the true culprit.

"No! STAMPEDE!"

Moments before branches snapped and splintered across the path in front of them, an entire herd of massive, black, cow-like beasts retreated from the mountainside and into the dense wood.

The girls yelped and shrieked in surprise at the towering throng, standing barely under the highest bows. Twilight knew these creatures. Walking upright on two hooves, with the torso and powerful arms of a gorilla, the minotaur paid them no notice as the last of the stragglers vanished into the forest, hoof-falls fading into the sound of the agitated forest, still alive with buzzing and the calls of animals. When it seemed they'd paid their due for surprises, the six ponies discussed.

"The entire forest sounds so...” Fluttershy considered. “Scared."

"Well it was an earthquake," Rainbow Dash said. "I don't figure that happens too often."

"Exactly," Twilight said, understanding dawning upon her as she gazed at the mountains ahead of them.

"Sugarcube?"

"Rainbow's right,” Twilight said. “Earthquakes don't happen often in this region. I know a thing or two about the geography of Equestria, and there are no real fault lines anywhere near the forest."

She paused, which drove some of them crazy.

"Twilight, dear,” Rarity chuckled, her eyes darting around the forest, “don't keep us in suspense after saying something like that."

"Plumeria mentioned a rumbling, before they came upon that cave. Said she thought it caused the rockslide."

"So, yeh' mean—" Applejack began.

"Yes. Two quakes within a few days, in a place without the means to produce earthquakes? This isn't natural. Something, is causing this."

"Those minotaur," Rainbow Dash said, sensing her own brainwave. "They looked pretty determined to get away from those mountains."

They stared in the direction of the mountains where the boulders had fallen. They were flat-topped, like mesas, with spires of rock dotting the short range, dust still floating on the wind from the boulders.

"That's got to be it,” Twilight said. “We're close. Now we just have to be careful."

Eventually, the path came up along the mountains, rising up natural cliffs that had been tamed by pony trail blazers long ago. Nearly the entire ridge went by, and they saw no evidence of the trail vanishing as Plumeria had said. That was, until Rainbow Dash called to them after taking a minute to stretch her wings and glide on the natural mountain updraft.

"Hey! Wait a second!" Rainbow shouted as she landed.

"What?" Twilight asked.

"We're here," Rainbow stated, to the blank stares of everyone. "You can't see it from the ground, but this path was rebuilt. The dirt's looser-looking. And look down at the trees."

They did, and saw what she was talking about.

"Well button my lip,” Applejack exclaimed, “those trees are covered in dirt!"

"Wait." Twilight frowned at the scene. "So they fixed a landslide?"

"One way to find out," Rainbow Dash said, as she stomped a hoof into the ground. As she hoped, it sunk far further into solid ground than it ought to have.

"Alright ladies, Dash marks the spot!"

They began excavating, —aside from Rarity, who "supervised"— and it became apparent that they were getting somewhere. A mere ten minutes and they had made a pit five feet deep. At long last, Pinkie Pie's horseshoes made a clanging sound as they struck something hard.

"Hey! I hit something!"

"Let's clear this off," Twilight suggested. They revealed a dark grey series of metallic tiles. Rather than a seamless wall, the tiles seemed independent of each other, straining against the weight of the dirt.

Rainbow grinned victoriously. "That's what happened! They couldn't bury it all, so they built this and just tossed dirt over it."

Fluttershy gawked. "In a few days?"

"Well they didn't do a great job," Twilight said. "This looks flimsy. Let's see if we can't get in."

Twilight used her magic on a tile. It resisted her attempts to lift it, actively, as though being pulled by someone on the other side. Inevitably, it yielded, revealing an underside held by a struggling metallic limb. The limb was mounted to a small machine, onto a tile ten times the size of the tile she'd forced open.

"What in tarnation?!" Applejack cried, eyeing the spectacle with fascination and fear.

Twilight frowned in thought and arcane concentration as her magic grappled with the thing. "I'd say this leg-thing, whatever it is, runs the same way that machine at the Library did. There's enough space underneath; let's go!"

They hopped under the tile into the superstructure of this living wall, the tile Twilight had been holding righting itself once she'd released it, sealing into place amongst the others. They found the entire wall was made of these tiles, as similar machines let off small amounts of orange light from bulbs. The larger tiles underneath had larger versions of the mechanical limbs, instead mounting the devices tile to tile. In the dull orange light, things seemed alien. Twilight noted that she felt less sure of herself in these surroundings, than out where the Sun and sky were visible.

"I hate to ask, but...” Rarity shuffled her hooves, glancing at them all in turn, “Now what?"

Twilight sputtered in response, before Pinkie Pie let out an "Ooh!" while gazing at one of the larger arms, and a green hoof-sized cylinder set into it like a jewel.

"Button button, who's got the button? I think Pinkie Pie does!" she cried, making to push it.

"Pinkie Pie, wait!" Rainbow Dash shouted, but too late. The large tile beneath them tipped with a hissing sound as it opened further into the structure. There was much shouting as they were effectively dumped into total darkness, hitting the cold floor in a heap after a short fall. After a moment, they heard the tile above them sink back in place with the rest of a ceiling they couldn't see. A moment more of silence, and suddenly Twilight was blinded by bright lights that came on with a deep clicking noise that echoed through the room. She rubbed her eyes as she adjusted to the light, before a warm, enthusiastic and fake male voice issued from the walls.

"Hello visitors, and welcome to the 'Mandeville Arms' Research and Development 'All-In-One' Headquarters."

Chapter 3

View Online

From the walls came a voice that would have sounded like an older stallion, were it not for the odd mechanical gargle whenever it went an octave too low. As a result, this friendly voice sounded sincere, yet subtly artificial. "Hello visitors, and welcome to the 'Mandeville Arms' Research and Development 'All-In-One' Headquarters," the soft voice greeted.

The six struggled to disentangle the equine knot they had become.

Fluttershy freed herself from the tangle and let her eyes wander about the room. "Um, Wh-. who's there?" she asked, careful to keep her distance from the talking walls.

"I am CAIRO," the walls answered, the steely tiles producing a mild reverb. "The Central Artificial Intelligence and Robotics Overseer, and I will be assisting you for the duration of your stay."

Pinkie Pie sprang out of the pile, and the last four cautiously stood up on the cold grey metal. The room was much as Plumeria had described: the size of a standard living-room, and every surface consisted of the same tiles they'd seen. With the exceptions of the floor, certain tiles served as large square light fixtures on every wall. The pure white light was unlike the sun they had left behind: cold, bleached and artificial.

Twilight steeled herself and spoke to the voice. "Wait, the central—" she asked.

"Central Artificial Intelligence and Robotics Overseer,” CAIRO repeated. “I am mandated with the maintenance of this facility's functions. This includes design optimization, manufacturing, drone deployment and drone tactics, according to the needs of Mandeville Arms."

Twilight engaged the voice, however much she wanted to demand answers. The situation was not to their advantage, and she knew it. The walls hid something, and provoking the ownerless voice would not be wise. Best play along.

"Sounds like a taxing job."

"For a naturally evolved biological intelligence, yes,” he said. “I, however, am authorized to modify my central core according to my own processing needs. By way of adding or modifying processing cores and random access memory modules, I can in fact improve myself. Evenly distributed at my highest experienced load, my processing cores maintain a comfortable 34 degrees Celsius while immersed in a liquid-cooled environment."

Applejack tilted her head, eyes glazing over. “Huh?”

"So, you're... you're not really," Twilight began, her eyes widening.

"You're some sort of machine!" Rarity blurted, finishing Twilight’s thoughts.

"Structurally, I am a computer,” CAIRO said. “A programmable machine designed to sequentially and automatically carry out dynamic sequences of arithmetic or logical operations. The CAIRO system software allows me to process input data, such as your questions, in the context required by my operator."

Only Twilight in her utter bookishness made anything of this answer. She paused, shaking her head before she pressed on.

"Well, if you're here to assist us, could you answer a few questions? Princess Celestia of Equestria has sent us to investigate trespasses made against the-"

He cut her off, no less friendly in tone as he did. "All further questions, concerns, police warrants and governmental inquiries will be summarily dealt with, after the requisite touring program has concluded."

"Touring program?" Rainbow Dash asked, eyes narrowed. "We never asked for some lousy tou—"

In a single fluid motion, Applejack stuffed Dash's mouth with an apple.

"I reckon it'd be a mite bit prudent to see what we might be in for, sugarcube."

"Very well then," Rarity said. "Might you be so good as to begin this tour, CAIRO?"

"Request acknowledged. Touring will begin in 3... 2... 1..."

Music blared from the walls, making them jump in spite of the countdown. A short jingle from what sounded like a trumpet and a series of rippling electronic tones shot through the room, like an orchestra had surrounded it from outside.

"You are about to tour one of the most advanced facilities ever constructed!" CAIRO gushed in an oddly rehearsed manner. "During our tour, you are likely to encounter strobing lights, loud noises and various exposures to anomalous material. If you have a heart-related condition, are pregnant, epileptic, or have previously sustained the maximum legal dosage for radiation work, please let us know now, and we will divert you from the tour on an alternative route to the visitor's center."

There was a momentary pause, before CAIRO rapidly belted out words in a language none of the ponies understood.

“¡Usted está a punto de recorrer una de las instalaciones más avanzadas alguna vez construidas! Durante nuestro viaje, usted probablemente encontrará luces strobing, ruidos fuertes y varias exposiciones al material anómalo.”

However, suspiciously similar-sounding words to their native Equish caught their attention now and then.

“Si usted tiene una condición relacionada con el corazón, está embarazado, epiléptico, o ha sostenido antes la dosis legal máxima para el trabajo de radiación, por favor avísenos ahora, y le divertiremos del viaje en un itinerario alternativo al centro del invitado.”

Finally, CAIRO went silent again.

"What the hay was THAT?" Pinkie Pie said, the least bewildered of the wide-eyed mares.

Another moment of silence and the lights dimmed halfway to darkness. The ponies’ vibrant colors muted as a large series of tiles on the front wall sank into itself. Like a revolving bookcase, it spun around to reveal a replacement section covered with black, glassy tiles. Once aligned, the tiles sunk back seamlessly into the wall.

"And that!" Pinkie added.

Then they heard a slow, soft violin note from the walls, followed by a pair of flutes in a short melody.

"Music?" Rainbow Dash asked, before they heard CAIRO's voice again.

"Our world is an uncertain, dangerous place. Our fate rests upon our security."

The lone instruments were joined by an orchestra that slowly swelled, remaining quiet in the background.

"But who can provide this security?"

The music in the background began to build in palpable anticipation.

"One man, one name, offers safety to the world. That name, is Mandeville."

On queue, the orchestra exploded into a triumphant blare of drums, tubas and trumpets. The black glass lit up with something no pony had ever seen before: color motion pictures. Upon the screen shone a symbol of a grey and white "M" in a circle, with a few odd red shapes behind it. The image then changed to a bright afternoon sky over a vast expanse of ocean, as a fleet of sleek metallic vessels cut quickly through water. A tiny figure stood atop one of the vessels as the camera approached it, clutching a railing. The girls quickly realized it was nothing they were familiar with. The figure filled the frame, beaming at them as the music quieted to a piano and violin performing a soaring, friendly melody.

The creature was tall and thin, cream-colored in its lack of coat. It reminded Twilight of those poor hairless desert cats she'd once read about. Its mane was short and blonde, covering the top of its head and two narrow patches above emerald-green eyes. Stubby ears and the lines around its nose and mouth offered features far different from ponies, as did the hands gripping the railing. Its body appeared black, but only because of the fine suit it wore. The suit hid whatever features could be made out beyond the erect posture and long legs. It looked male to Twilight, but that might only be a result of her own preconception. Like the mistaken idea that panting dogs are smiling. This creature might not even have male or female distinctions.

“Is that some kind of spindly chimp?” Twilight wondered aloud.

"A spindly suit-chimp?" Pinkie elaborated.

"Suit chimp?" Fluttershy parroted. "Well, it's definitely a smaller kind of ape."

"Hi!" the suit-chimp said in a high voice with a quality like silk. "I'm Adrian Mandeville, founder and owner of Mandeville Arms! I created this company with a single goal in mind: to stay ahead of the curve with security that's second to none. Mandeville Arms provides world-class defensive equipment, from home defense to anti-ICBM protection! Don't believe me? Each of these submarines are equipped with one tactical nuclear missile, and all but one are aimed directly at my facility. The very same facility you're touring!"

Applejack frowned. "I ain't exactly certain what he just said, but it didn't sound any good. Y' reckon we should skedaddle?"

"Don’t be silly Applejack," Rarity scoffed. "This is a recording, obviously. This has the clear markings of something doctored and babied until it's just right."

The camera drifted to the right, revealing an island in the distance, a lustrous, gray, cubic monolith jutting out of the ground and into the afternoon sky.

"Our 'Missile Interception Security System." Mandeville donned a pair of sunglasses. “Or 'MISS,' will either protect my facility from the bombardment, or very quickly run me out of business."

"Aha! Did you hear that?" Rarity exclaimed. "A pony's business is her castle. He wouldn't knowingly risk it if it weren't safe. He's clearly trying to build a solid reputation amongst his peers."

"Yeah yeah, yer' real clever," Applejack groaned.

Behind him, one of the vessels unleashed a deafening, crackling roar. Blinding light burst from a compartment in the hull and a sleek white rocket sped off toward the horizon on a pillar of fire.

"Whoa!" Rainbow shouted at the sudden spectacle.

"And yes," Mandeville shouted over the noise. "They're real!"

The rocket peaked and visibly sank towards the ocean, only a lens-flare against the afternoon sun. In a flash, everything else in the image turned dark as the exposure adjusted. A blinding light radiated from where the rocket had been not seconds ago. The sun itself might have entered the atmosphere. After a few moments the light dimmed, revealing a massive roiling fireball: the darker flames nearest the top rolling over the disc-shaped ‘head’ before being sucked back into the glowing center below, feeding back into what Twilight knew was a classic convection current, but on a enormous scale. Another moment later and the terrifying sound of the blast caught up. A howling wind ruffled Mandeville's suit as the raging, bestial noise dominated the unseen speakers.

"Well," Rarity gasped, watching the fireball in awe. "I must say that —as fireworks go— this was more than a touch ostentatious."

"I knew it!" Pinkie Pie shouted, slamming a hoof into the floor and making them all glanced her way. "It makes giant mushrooms! Diabolical! I knew mushrooms were evil!"

"No," Twilight said, her voice hushed. "It's an explosion. A massive, city-sized explosion!"

Rainbow Dash sneered. "So? I can do that too."

"That is a fireball," Twilight told her. "It's not the same as somepony slamming into the ground like a meteor... more like an asteroid. It's like nothing I've ever seen!"

"Alright then!" Mandeville cried excitedly, camera panning right towards the island as the fireball drifted on the wind. "Moment of truth! Launch!"

In rapid-succession, all of the vessels deployed their rockets in a cacophony of roaring flames as the image turned to the island. In moments they closed in, before bright red streaks erupted into the sky from various points on the surface of the great structure. Back in the room with the six ponies, the flashes of light bounced off of every surface in a chaotic display.

Numerous popping sounds were audible over the water as the rockets disappeared in puffs of dirty-looking brown smoke. Silence fell at last, leaving the structure stalwart and proud as smoke drifted lazily away.

"Is it over?" Fluttershy whimpered from beneath her hooves.

"Lasers! Is there anything cooler?" Mandeville asked, like a child showing off his newest toy.

"Let me answer my own question, " he said. "Unpaid endorsements!"

The image changed to that of another of the creatures standing in front of a grand, palatial gated house. This one too wore a suit, but this one was white, much to Rarity’s approval. The creature itself had a short brown mane and maintained an air of self-satisfaction.

"I trust only Mandeville Arms for the security of my estate. From firearms for the guards to the built-in anti-theft countermeasures, I couldn't be in safer hands."

The scene changed again to a more modest home. A family of creatures stood before it. The gender distinction was now more obvious to Twilight, seeing the ‘stallion’, the ‘mare’, and two rather adorable ‘foals’ standing beside them, holding their mother's hands. In the background, other creatures clad in black uniforms drug a disheveled creature towards a very strange contraption. A sleek, black and white steel carriage with a bar of flashing red and blue lights on top of it overwhelmed some of the scene.

"Because I bought Mandeville Arms brand 'riot-buster' rounds for my nine millimeter,” the husband said, “I kept my family safe... without taking the life of another human being."

" 'Human bean?' " Applejack echoed, tilting her head. "Did I just miss somethin'?"

"I think he said 'being'." Twilight said.

Pinkie idly munched on popcorn from her bag. "Hey, what's a nine milli-meer?"

"Shhh!" Rarity hissed. "We're missing valuable information!"

"I dunno much 'bout this Mandyville feller'," the slack-jawed human drawled, coarse-looking blue pants with straps gripping his shoulders while lazily eying the ponies from the porch of his rickety shack.

“Where’d this guy come from all the sudden?” Rainbow said.

"But I buy his buckshot,” the human said, “an' I done killed more a' them damn possums than I ever did wivout 'em!"

"K-k-killed? Possums?" Fluttershy whimpered, her lower eyelids suddenly thick with tears. "Why would anypony hurt possums? Sure, they're a bit rowdier than other animals, but that doesn't make it okay t- to...”

“He looks pretty sunburned,” Twilight noted. “No doubt they’d be particularly sensitive without a natural coat of their own.”

"I was recommended Mandeville Arms' SHADE drones for dangerous air-support operations," the next human on screen said.

This time it was a rough-looking older male with thick eyebrows and yet another suit. He stood in front of a vast, flat, grey road with numerous lines painted on it. The background was dominated by huge hollow steel structures containing a number of large, sleek objects on tiny wheels with narrow pointed ‘noses.’ Dark square shafts were built into the body below their two bladelike... well, Twilight couldn't really describe them properly. She smirked as the word "wingspan" entered her mind—

Twilight paused, and scrutinized the objects in a different light. They looked a lot more like gigantic metal birds. And if that were true, then it only made sense that they were designed to... Twilight stopped herself, shaking her head. "Of course not, silly idea," Twilight muttered to herself as the human plowed on, heedless to their attentions, or lack thereof.

"—that not only did they complete their tasks with the utmost efficiency,” the human plowed on, “but they safely returned to base! I'll be honest: I wouldn't have believed anything could survive such suicidal conditions before that day. All a credit to Mandeville Arms."

The image changed to a strange armored machine, rolling along a hillside using a series of gears moving a huge, segmented belt of some kind. The top of it pivoted from side to side, pointing its comically large pipe in different directions. Suddenly, the whole thing shook with an incredible noise as a flash of fire erupted from the mouth of the pipe. Twilight recognized this as a bigger, tougher and meaner looking version of the "tanks" made years ago for the Equestrian military: A war machine designed by a neighboring nation for use against non-magical targets. They were of limited production and mainly just for show, but they were still rather famous for their unique shape, intense durability, and their ability to travel the roughest, most impossible terrain. Rainbow Dash even named her pet tortoise after them.

Soon after there was a screeching noise in the distance, and the tank vanished in a fiery blast, the room beyond the screen painted deep orange from the light. The ponies shrieked in surprise as flaming metal fragments soared in all directions, while the camera panned skyward to see what had caused it—

"No way!" cried Twilight, as she realized the things from before were in fact, flying machines.

Twilight stared as the thing hovered in place. Confusing in itself, given its great wings were doing nothing apparent to help it stay airborne.

"What's wrong?" Rainbow asked her.

"What's wrong? That thing is flying!"

"So?” Pinkie Pie said. “My Pinkie-copter does the same thing."

"But that's all pony-powered, and it's small, and it’s light. How does that big metal... thing even get off the ground?"

But the situation only confounded her further as something within the machine revved up and spurted a jet of flame out two pipes behind it. It sped forward, ceasing to hover and switching to full forward flight. Cutting through the air in an impressive sounding roar, it made all speed for the horizon.

"I don't care how it does it,” Dash cried, “that thing is awesome! Did you see how it just shredded that tank?"

CAIRO's narration cut-in again. "Our governments. Our businesses. Our homes. Mandeville Arms can and —will— protect them all. Now, and always."

The music began to wind down as the image showed a little red human stick-figure frolicking to and fro, while a black targeting reticule tracked it. The figure seemed to notice the reticule and threw its little ball hands into the air in surrender. The image froze and turned upside down, revealing itself as the "M" in the Mandeville Arms logo. The other letters appeared in sequence next to it as it shrank to the appropriate size.

The lights returned to full strength as CAIRO addressed them, now sounding far less theatrical.

"Touring will begin momentarily. Be advised that this module will be moving through the facility. Due to recent geological complications beyond our control, certain sections of the tour are unavailable due to repairs, and others have been recently repurposed. Due to the potential obstacles, this module will likely take routes with significantly small clearances, and therefore, we ask that you please keep your arms, head and legs within the module at all times."

"Wait," Rarity said. "Did you say this room is going to be mov—"

The room gave a sudden lurch that forced them all to reacquire their balance.

"That answer yer' question?" said Applejack, surprised as any of them.

They heard a steady ‘clickety-clack’ above and below them, and vibrations in the floor told them they were indeed moving deeper into this Mandeville mystery.

"Thank you for your cooperation," CAIRO said, warmly. "The first phase of this tour will be in demonstration of the Mandeville Arms 'Dynamic Tiling System', or 'DTS' for short. In its humble beginnings, Adrian Mandeville and I both decided the options for research and development were too constrained under a static environment. Fabrication of structures built for specific purposes was costly, and as methods of manufacture and spatial needs constantly evolved, it was decided that a better solution would be for the facility to be one-hundred-percent dynamic. Thus, the installation was designed around a three-dimensional gridwork of steel girders with built-in tracks, with which to support modules of any conceivable size, comprised of multi-purpose interlocking tiles on fully-poseable hydraulic arms."

"Sounds familiar," Rainbow growled, gazing up at the same ceiling tiles that had spat them into this chamber of humans and headaches.

"Later however,” CAIRO continued, “the steel girders were replaced with smaller ones which could interlock end-to-end. This made routine maintenance and accidental damage easier to manage, as well as making the facility itself more tolerant to listing in the event of earthquakes, tsunamis, or hurricanes, given our island placement."

"That's starting to bug me," said Twilight, shaking her head. "In that presentation —and just now— it showed this place on an island. The Everfree Forest is not an island, and I've never read anything about tall, hairless chimpanzees with this kind of technology."

"What're ya' thinkin'?" Applejack asked.

Twilight raised an eyebrow. "What makes you think I know? It's like this place just dropped out of the sky!"

"Thank you for your patience," CAIRO said. "In a moment we'll lift the mid-section tiles, allowing you to see the facility in full. In safeguarding trade-secrets and preventing the possible mapping of this facility by those in the business of industrial espionage, we've purposely kept them closed and brought this module away from view of its point of entry. In the event of an emergency however, this module will stop and await the docking of another module. Failing that, the DTS will provide a temporary catwalk, and lead your party to the closest exit."

"Well I don't see what good modeling our outfits will do us in an emergency situation, apart from the obvious," Rarity commented.

"Different kind of catwalk," Dash whispered, before the rest of the statement hit her. "Wait, what obvious part?"

"Oh Rainbow," Rarity sighed, patting her blue head, "a pony like you wouldn't understand."

Immediately after, the middle tiles of every wall —save for the corners— sank in and tilted upward to line up with the ceiling like an awning, and the ponies within could now see what had only before been described to them.

"Holy macaroni!" Pinkie cried. "That's big!"

"What in the name a' Celestia!" Applejack whispered, eyes wide.

Outside of the mobile room was a cavernous space. The ceiling was over a hundred feet above them, all comprised of tiles, but the very bottom couldn't be seen at all. A grid of segmented girders obscured their vision, like the skeletons of buildings seen under construction in cities like Manehattan. The vertical beams were thicker than tree trunks, connected and stabilized by smaller horizontal ones. The largest were spaced a hundred feet apart, but still smaller girders rolled between on tracks set into the larger ones. Equipment and tiles transported to and fro along the grid in a hypnotizing show of efficiency. The complexity was such that Twilight forced herself to stop analyzing it.

Twilight eyes and mouth gaped. "It must've been an abandoned Ursa cave. I can't imagine any other way for there to be this much open space in a mountain."

"I hope it was abandoned!" Fluttershy said. "Ursa's have such a hard time finding homes to begin with."

"I'd like to see the builders of this place force an Ursa Major from its cave," Rarity giggled .

Their room was supported by four of the smaller kind of girders; two on top, two on bottom. Every time they reached the end of one set, another set would arrive to carry them further on, horizontal, vertical, at times both at once. It was all one massive chamber bathed in floodlights at every juncture. An illusion of division came from some of the larger structures, many of which dwarfed the town hall in Ponyville. Some were comprised of tiles, the hydraulic arms standing naked before their eyes, holding them in their proper places. Other structures were more complex, suspended by the gridwork of girders, but wore no tiles. Most of these fed pipes of various sizes that led into the nearest vertical support, taking the least obstructive path possible, naturally to prevent collisions and economize space. Something that, given the size of the place, seemed laughable.

Eventually, they came upon beams that were bent out of shape or outright torn apart. Some structures were broken, tiles hanging off, resembling weathered Ponyville roofing tiles. One of the exposed structures was lopsided, pipes busted and dripping some unidentifiable fluid into the abyss below.

"Wh-what happened here?" Fluttershy asked, cowering behind Applejack from the immensity of the alien space.

"That might have something to do with it." Rainbow pointed, noticing a lone alien in this world of mechanical order: a pillar of rock broken at the top. Its loose-end lying smashed into the side of one of the tiled structures, having left dusty, white streaks in the dark metal.

"Hey! Land-ahoy!" Pinkie declared, pointing even further ahead. Indeed, they could see a great dune of broken rocks, dirt and dust below. It might have been the bottom, except it had clearly buried other structures. This area buzzed with yellow and black machines on oversized rubber wheels, shunting and lifting the obtrusive rocks —in buckets at the end of long, metallic arms— like so many massive worker ants. Even tiles on mobile girders moved in force to shove the offending refuse into the lower levels like big metallic brooms.

CAIRO’s voice filled the room once more. "Below, you will see excavation drones busily clearing fallen debris from a recent recently damaged sector of the facility. We at Mandeville Arms would like to remind you that the odds of such an incident occurring twice are considerably slimmer than they were the first time."

"Oh, that inspires confidence," Twilight muttered.

"We thank you for your patience during this brief detour. The proper touring course starts up ahead. If I could divert your attention to the left."

Three of the tile-awnings, front, right and back, slid back into place, drawing their eyes leftward as the room negotiated a narrow path into one of the nearer structures.

"Here we have one of our many firing ranges,” CAIRO said, “where we test all Mandeville Arms brand firearms and ammunition."

The room they had entered was the size of a gymnasium. Every surface was made up of grey and white tiles, bare and empty aside from the far end where bull's-eyes on tall pads were placed at varying distances.

" 'Fire-arms'? 'Ammunition'?” Dash ruffled her wings restlessly. “Would you just speak Equish already?"

"Query relevant,” was CAIRO’s response. “The term 'firearm' describes any weaponry that uses the deflagration of a combustive material like gunpowder to launch a projectile, usually metallic, at high speeds into a desired target. The more casual term, 'gun' applies to most handheld weaponry, while larger mounted firearms are often called 'cannons'."

"Oh, I get it!" Twilight cried . "We know what a cannon is. But you've gone and made really small ones?"

"Correction," CAIRO began. "Not smaller. Simply more efficient. All calibers have prospective uses in combat situations. For example, other subsets of handheld firearms include pistols, shotguns, rifles and machine guns, with specific calibers and varieties of projectile. The projectiles loaded into a firearm are known as 'ammunition', or 'ammo'. Observe."

A tile in the floor of the room outside sank out of sight, replaced by one of those all too familiar swiveling pipes. This one, however, had several pipes of different sizes, which whirled slowly around with a deep humming sound. It pointed sideways to provide them with a better view. A chamber in the mechanism behind the pipes opened to reveal a number of silvery spikes mounted into some kind of belt, smoothed and curved in a very sleek and precise form.

"This form of ammunition is commonly known as a 'bullet'. Gunpowder in the flat-base of the bullet is triggered by firearms, which sends the projectile on its way down and out of the barrel. The aerodynamic design allows for fast and accurate flight, compounded further by rifling in the barrel, which provides the bullet with a spin, preserving a stable flight path."

The cannon swung to face the targets. It chose a "barrel" to fire from, and as the end flashed and the nearest target bore a new pockmark in the very center, Twilight ears and chest were filled with that deafening sound, like before. The ears of all six ponies reflexively recoiled at the piercing noise. From a side compartment, they barely noticed the small brass cylinder fly out and clatter softly onto the floor, almost in mockery of the ear-splitting sound that preceded it.

"That was so neatarrific! First it was all like, 'POWIE'! Then we were all like 'WOWIE!' An' then were were all like, 'owie...'" Pinkie groaned, massaging her ears.

"Yeah, I wouldn't want to be on the wrong end a' that," Dash muttered. "You see that hole it made? I didn't even see anything come out."

"Of course, Mandeville Arms produces all manner of ammo types, including rubber riot rounds, medicating darts, full metal jacket, hollow point, buckshot, solid slug, flechette, bola, tracer, incendiary and explosive. From stun to kill, we fit the bill!"

The room began moving again, and the testing range slid out of sight. Promptly, it slowed to a stop again, in front of a much smaller room, containing-

There was a collective gasp as they saw it. Standing on three hooves, a head taller than a pony. Blank, masked mannequin face pointed ahead, still as a statue.

Twilight too found herself immobile, heartbeat pounding in her ears as her breath went ragged.

"One of those puppets, like from the Library!" Rarity breathed.

"Early on, Mandeville Arms' goal toward self-sustaining automation naturally branched to the need for combat drones. While weapons were useful, the need for a human operator undercut their potential for overall effectiveness. In short, human error could decide a battle regardless of technical superiority. This, combined with the risk of human life, prompted the creation of the first, and best, robotic soldier."

On cue, the puppet gave a spasm of movement and adjusted its three legs closer to its center. It’s fingers curled and spine rolled, giving the impression that it was waking from a long sleep.

"Meet CID: the Central Infantry Drone! CID can quickly navigate even the harshest terrain with its tripedal motion system, based in part off the revolutionary technologies of Boston Dynamics. This robotic supersoldier is fitted by default with a 32 caliber rifle for pinpoint accuracy and devastating stopping power."

Immediately, the CID began to convulse and turned up to face the ponies.

"Uh oh!" CAIRO warned theatrically. "I think this unit is going rogue! Deploying bullet-proof panels."

A few whirring sounds filled their ears as sheets of thick glass rose up in front of them. No sooner had this been done than the girls shrieked one at a time. The CID had rapidly whipped its gun in their direction, splattering the glass in front of each of their faces with something red and pasty. It had only taken less than a few seconds.

"Just kidding folks!" CAIRO mechanically chuckled. "Only paintballs in this unit. CID have very limited AI and can only be controlled remotely. Each unit acts under a hive mind. In this case, they are in fact controlled by me. Each CID is equipped with an array of visual, motion and infrared sensors. These sensors are limited in resolution, but a platoon of these drones can collectively map-out a topological battlefield to make strategy and mobility more effective. The CID can then share other forms of battlefield intelligence —such as enemy placement— and act as a whole with only one drone having sighted the target in question."

Twilight had been stunned and immobilized at the sight of the CID, up until she was shaken awake by the paint splatter. She had scarcely heard a word CAIRO said. But now, woken from her reverie, she was filled with something that felt foreign to her.

She hated it.

Yes, she'd seen the one at the Library. But it had been lifeless, just a broken tool. This thing was alive and, as far as Twilight was concerned, it was guilty. It had been easy to blame herself before, when her foe had been unknown and elusive. The cause of her pain, the murderer of her friend, it began and ended with this... thing. And it was waving at them, wrist jerking jovially left and right.

Even Twilight was surprised to see the CID's head erupt into flame as her cutting beam melted through the glass. It hadn't lasted long, but the power of the beam had clearly been enough to erase the featureless face and much of the machinery behind it. Instead of crumpling, it remained comically locked in its waving position, as though taken instantly by rigor mortis.

CAIRO’s jovial tone had quite vanished. “Anomaly detected in tour-module. Analyzing...”

After a moment, CAIRO spoke up again, the warmth in his voice returned. “We apologize for a brief recess from the tour; a conflict was detected in 'tour_route_A', 'exhibit_2'. Error type: entity 'cid_demo' does not exist. Troubleshooting the problem may take a few minutes."

"Twilight!" Applejack cried. "What the living hay was that about?"

"That," Twilight huffed, only now aware that she was short of breath, both from the potency of the spell and from the strength of her own anger, "was for Spike."

"For Spike, or for you?" Applejack probed. "Listen, I understand. I'd like nothin' better than to buck that thing to bits, but we're neck-deep in this place, we don't know the way out, n' so far the only thing tryin' to attack us did it with balls of paint and a neighborly wave. Not keen to change that too soon, y'know?"

At that moment, the awning tiles retracted, blocking their view of the outside, the ominous action accentuated by the lights clicking off, submerging them in total darkness.

"Aw, consarn it!" Applejack moaned.

"Oh, this'll be good," Rainbow Dash said.

Rarity shrieked. "Ah! Somepony touched me!"

"It's just Pinkie! Ooh, we could play 'Mareco Pollo' real easy like this!

“Mareco!" she called.

"Pinkie, now's not the time, this is serio— Oof!" Twilight wheezed as she was tackled by Pinkie, who giggled.

"Silly, you're just supposed to say 'Pollo'! But I guess a 'Pinkie's' as good as a 'Pollo' to a blind pony!"

"Analysis complete,” CAIRO said at last. “ 'Force-Five' disturbance confirmed. Type: electromagnetic. Visitors in Touring Module identified as two, Equus sapiens normalis. Two, Equus sapiens unicornus. Two, Equus sapiens pennatus. Please stand-by for immediate rerouting."

"Force Fi-? Equu-? Rerouti- What's going on already?!" Rainbow shouted.

The lights returned and the room began moving again, evidently in a different direction.

"No, CAIRO, I'm busy," a high, smooth, vaguely familiar voice said from the walls.

"What?" he asked of thin air. "Now? Well, it took long enough, I suppose. Let's have a look then."

With that, a ceiling tile in front of the screen retreated, before a little mechanical yellow eye snaked in, surveying them and illuminating the room like a searchlight. A moment later, the screen came to life again. This time it showed a tile-less room, like a bunker, but more lavish in design. But for that was a neglected mess. Boxes, bags and cartons littered several surfaces. Looking back at them, stubble on his chin, hair mussed and wearing a far more modest and wrinkled white shirt than the black suit they'd last seen him in, was—

"Adrian Mandeville!" Twilight cried.

The human's eyes similarly widened, before smirking and holding his arms behind his head. "Ah, my reputation precedes me.”

"Well, your tour...” Twilight searched for the right word, “thing preceded you, really, but—"

"Tour?" Mandeville cocked an eyebrow before frowning up at the ceiling. "CAIRO, I told you before: if anyone enters the module, forget the touring program and tell me."

"Incorrect," CAIRO replied. "What you said was—"

Mandeville's disembodied voice filled the room.

"You don't have to do the old touring program. Just tell me and I'll handle it."

"So wait," the real Mandeville said. "Are you saying you wanted to run the tour?"

There was a brief silence before CAIRO answered.

"We so rarely have guests."

"Oh boy," Mandeville sighed. "Since when did you grow a personality?"

He considered a moment.

"Rhetorical question, CAIRO."

"I wasn't going to say anything."

Rarity coughed. Mandeville's attention was drawn to her, amused and intrigued by the interruption. "Pardon me, sirs, but might I observe that it's hardly proper etiquette to ignore a guest? Particularly if those guests are ladies?"

"Ah!" Mandeville cried, hand clapping to his forehead. "Where are my manners! What, my dear, brings you to my humble, massive weapons facility in the middle of nowhere?"

"Well, there were certain, er- how did you put it, Twilight?" Rarity asked, losing steam. "Something about a tress?"

"Trespasses. Mister Mandeville, on behalf of Princess Celestia, co-ruler of Equestria, we are here to investigate trespasses made against the kingdom, we believe, by somepony involved in your organization."

"Oh?" he said, raising a blonde eyebrow. "Well, those are some pretty serious accusations, aren't they Miss...?"

"Spar—" Twilight said, but was kicked behind a foreleg by Applejack. "Er— Twinkle."

She could scarcely believe she’d nearly let slip her name. Possibly to the very being who burnt down a library and killed an innocent baby dragon to get to her.

Mandeville's eyes pierced through the screen at them with the subtlest rise of his other eyebrow to add to that million-bit smile. Not physically present in the room, the screen gave the illusion that he was looking at all of them at once. Like a portrait. It was enough to be unnerving.

"Well, Miss Twinkle,” Mandeville said, “have you got any proof that we had something to do with, er... whatever it is you're accusing us of? I do sorta' get the feeling, maybe, that you didn't even know we existed until a fair few minutes ago?"

His tone sounded distinctly non-threatening to Twilight, at least in this burst; like someone fudging their way through a poorly-researched science project. It was quite a shift from the calculating stare mere sentences ago.

"Come to think." Mandeville’s eyes drifted to the ceiling. "How'd you get here anyway? I think you've noticed we're underground. And I get the feeling folks don't typically come this way."

"A unicorn called Plumeria claimed to have taken the old Stalliongrad path with a friend of hers. She said there was some kind of landslide on the path, and they entered a cave unearthed by it. According to her, they passed some kind of test, and... well, she said a voice told her they were 'smart'."

"Intelligent," CAIRO corrected.

"Beg pardon?" Twilight asked.

"Given the nature of Mandeville Arms' business dealings, the possibility of infiltration and subsequent gravitational displacement, was too high to ignore the need for a contingency plan."

"Huh? Wait, what does any of that have to do with a test in a cave?" Rainbow asked, sighing as she massaged her temple with a hoof.

"The test was designed to evaluate whether any extraterrestrial beings who might find this facility were intelligent enough to be reasoned with, or provide aid. It required an exact sequence of correct completions to simple, purely mathematic patterns."

"You were looking for aliens?" Twilight asked. "Why did you expect to find aliens?"

"I'll take this one, CAIRO," Mandeville said. "We expected aliens, because we figured that was our only hope of rescue. Ever heard of wormholes?"

Hardly surprising the other five ponies, Twilight nodded. "They're theoretical passages between two spaces, created by incredibly powerful gravity-wells that fold space-time onto itself. We've never see them occur, naturally or otherwise. Are you trying to tell me that you—?"

"Yes. I take it you've realized just how out-of-place all this is to your world, especially something like me?"

"B-but," she spluttered. "How did you end up in a massive gravity-well? Why didn't it tear your facility apart? That kind of gravity would tear planets apart!"

"Yes, until a fair number of years ago, it was apparently impossible. The energy required for such a thing was more than our race had ever produced. Then, we found the Higgs Boson."

Pinkie frowned. "Pig's what?"

"Higgs Boson," Mandeville repeated. "The particle that gives all matter mass. The particle itself was just another confirmed piece of a well-studied puzzle, but our understanding of the physical world improved by an order of magnitude. Our margin of error in physical calculations shrank as a result. Within a decade or so, we were able to punch holes in space-time, while stabilizing the gravity-well as to make interaction with wormholes relatively harmless."

"That's incredible!" Twilight gushed, nearly forgetting herself. "With that kind of technology, you could go anywhere in the Universe!"

"Yes, well. We're still getting a handle on that," Mandeville muttered bitterly. "Problem is, we know how to open them, but we don't know how to control where they open to.”

“And if it’s random,” Twilight puzzled, “it's not likely to be somewhere close, either; nor likely to be safe for something living.”

Mandeville nodded. “It became little more than a weapon. Banned everywhere of course, save for research purposes. Sucking people off the planet —probably into the icy vacuum of space, bathed in radiation— so far beyond the observable Universe you'd never even know the general direction of home. 'Cruel and unusual' doesn't quite describe it."

"So," Twilight said, "you got sucked through?"

"Me,” Mandeville sighed, “my facility. Apparently, someone really didn't like me, so they set one of those things off from the inside. We planned for something like that though."

CAIRO leapt into the conversation.

"Yes. In such an event, Adrian is immediately placed in a state of suspended animation, and the facility is put into a low-power standby-mode. Several of the extraterrestrial intelligence tests are placed in intervals along the outer walls of the facility, in hopes that while hurtling through space, an intelligent aliens species will discover it and be able to provide assistance. This process did not go quite as planned."

Mandeville scoffed. "Obviously. Thing is, we never got back any data from probes we sent into wormholes. Even tethered and retrieved, the curiosities that affect electromagnetism between openings prevented recording anything but static or blackness. It didn't help that they probably opened light-years away either, but it looks like we never knew where wormholes opened to at all."

"Where ya' reckon now?" Applejack asked, mystified, but keen to follow Twilight’s lead and keep Mandeville talking. One way or another, the more they knew, the better off they were.

Mandeville —who hadn't heard Applejack speak before— paused and stared a moment and smiled before answering. "Well, there have been several theories on the nature of how Universes form, but no evidence has been compelling either way. We always expected wormholes to take us to other points in the same Universe, but now it looks like we're actually punching holes into neighboring ones."

"So you're not just an alien," Rarity deduced. "You're from an entirely different dimension!"

"Dimensions are not the same as Universes," Twilight and Mandeville both blurted, simultaneously. Twilight couldn’t help appreciating what Mandeville knew. Be it common knowledge on his world or revelations he personally discovered, he held answers to a lot of questions.

"Well," Mandeville said. " 'Entirely' might be a bit much. And 'alien', only in a few senses. Based on the research I've done so far, I think it fair to say I'm still on planet Earth. And that we can narrow quantum theory down to the 'many worlds' interpretation and rule out Copenhagen. Not that it benefits anyone where I come from, being stuck here."

"Wait, this is Earth," Rainbow pointed out. "If you're from Earth, but not from here, then what are you even saying— Gah! All this makes my brain hurt!"

"This is, I believe, another Earth,” Mandeville explained. “An alternate Earth. From what I can theorize, Universes that neighbor each other are Universes that have branched off from various places. According to the infinite realm of possibility, a new Universe seems to split off for every event that goes a different way. If you flipped a coin and it turned heads, there's probably a 'tails' Universe floating around there somewhere. This, as far as I can tell, is Earth, but with a lot of fundamental differences. This explains why we landed inside a mountain on a planet, upright, and not in the center of a star.

“The biggest of these differences is the discovery of Force Five."

"What is 'Force Five?’ " Fluttershy asked, recalling CAIRO's reaction a while back.

"Well, in physics where I come from, there are four basic forces: The strong nuclear force, the weak nuclear force, the electromagnetic force and the gravitational force. When we first arrived, we quickly began to realize the presence of what you locals call ‘magic’. We're still barely understanding it. Very deep stuff. But while we always theorized the presence of a fifth force, we've got nothing like this."

"You don't have magic where you come from? Wow. How sad," Twilight said, feeling sorrier and sorrier for this alien. Who was not an alien.

"Yes, miserable I'm sure," Mandeville muttered, frowning.

Twilight's mind swam at all this information. To think, this was first formal contact with an alien species! They could learn so much from each other; the realm of possibility was endless! But something bothered her, in the back of her mind. She was forgetting somethi—

Twilight leered. "Hold on. This is fascinating, really. But we're forgetting the issue at hand. Plumeria came to Ponyville with a limp; she was terrified when she described whatever happened after passing the test. She came back alone, claiming her friend, an Earth pony named Peppermint, was taken. I don't suppose you know anything about this?"

"Oh, naturally." Mandeville hadn’t so much as flinched. "I'm afraid CAIRO was a bit... er... overzealous when I asked that he invite them in. Not his finest hour, I assure you. You see, we needed to ascertain the workings of this world very quickly, in case the worst should happen. The lay of the land, the ruling bodies, the laws, the dominant species and their degree of civilization. Dear Peppermint has been busy helping me with such things."

Applejack raised an eyebrow. "And the ponies that've gone missin' in the forest?"

"I've learned a lot about the Everfree Forest since I got here," Mandeville said. "Who's to say they didn't just lose their way, or run afoul of some creature?"

Applejack nodded. “That happens, now n' then. But not enough for Celestia herself to hear about a pattern a' disappearances. Somethin' new has to've come to this forest. It only started a few days ago, and from what you've said, you and your big fancy machine-fortress only got here a few days ago."

"That might sway a very lacking jury," Mandeville replied, his eyes narrowing as he glared at her. "Miss...?"

"Applejack," she simmered.

"Yes, well, Miss Jack—"

"Ain't two words like 'Twilight Sparkle', partner, it's just 'Applejack'."

Mandeville's face lit up, mouth pursed into a small, smiling "o" as he tilted his head back and watched her realize her mistake.

"Aw, shoot," Applejack moaned, ears flat against her head.

Mandeville’s reaction to her name didn’t go unnoticed by Twilight. ”Does that name mean something to you, Mister Mandeville?” she said, leering at him.

“Not really, just another silly-sounding pony name.”

“Says the guy named ‘Adrian Mandeville’,” Rainbow Dash fired back, “Like that means anything.”

“Mind your tone, missy!” Mandeville snarled. “You’re in my house!”

“Please,” Rarity cried, “enough of this nonsense! Please Twilight dear, continue.”

Twilight took a quiet breath. "Last night, the Ponyville Library burned to the ground.

"The cause of the fire so far is unknown, but witnesses tell of two figures fleeing the scene and into the woods."

"I guess now you'll accuse me because my base happens to be within the borders of the forest.” Mandeville rolled his eyes. “Please."

"No,” Twilight said, “I'd accuse your organization because of the disabled 'CID,' found in the basement."

Twilight had struck gold this time. Mandeville only stared, that calculating look on his face again.

"And don't try telling me they acted on their own. I saw the tour, I know they can't do that. But it could have been another human giving them orders though. An eyewitness said that one of the perpetrators was flesh and bone. Maybe somepony else working for you?"

"Wha—" Mandeville sighed, a deep crease growing in his eyebrows. "Who could've— I mean, surely they wouldn't have shown themselves in the open?"

"They didn't. They were seen by a..." Twilight’s face softened. "A victim of the perpetrators.

“Somepony in the Library when it was broken into, who fought them off, but...” she stammered, “b-but died later, after giving his account."

"Bullshit!" Mandeville barked, provoking frowns and tilted heads throughout the room.

"Bull what?" Fluttershy asked, shrinking away at the outburst.

"Bull. Fucking.Shit!” he repeated. “As in, there's is no way that rabid, saurian nightmare lived through that, even for a little while. Nothing, survives that launcher!"

"Oh Celestia," Twilight breathed. She thought she was ready to confront the one responsible, but she could never have anticipated everything she was feeling now. "It was you. You're the one who killed Spike."

"Spike?” Mandeville grumbled, “Was that the little bastard's name?"

"You killed Spike!" Twilight shouted, hate filling her heart again. "You killed him!"

Twilight charged the screen and bucked it with all her might.

One of the tiles of the screen cracked as Mandeville merely watched, creased eyebrows tempered by an amused smile below them. "It's called a monitor, kid. I'm not actually in the room with you. And you'll never find me in this place, either."

"Why?" Twilight screeched, tearing up as grief began to mix with rage. Her friends watched, staring at Mandeville with parted lips and flattened brows. "Why did you do it? He was my best friend, he was as much family as anypony!"

Rainbow Dash and Applejack were by Twilight's side in a moment, forelegs across her neck in a hug as they glared at the human on the screen.

"He was only a baby dragon, he never harmed anypony in his life!" Fluttershy sniffed, finding courage in her outrage. Suddenly, her watering eyes turned stern and huge.

"So much he'll never know,” Fluttershy cried, not blinking, “so much he'll never see, all because you took it from him!"

Mandeville frowned curiously at Fluttershy, barely hearing her words. "Why does it look like you're trying to kill me with your gaze? That's freaking me out."

Fluttershy's eyes softened and shrank. "Y-you mean, you don't feel sorry at all?"

"What?" Mandeville asked, pursing his lips as one eyebrow rose higher than the other. "Was that your 'Lariet of Guilt' or something?"

"I just," Twilight choked, "want to know why."

"I'm sorry the kid got in the way, sure,” Mandeville said, “but he had his chance. Got himself too involved. I hadn't intended to kill him, you know. I was actually just going to sedate and capture him, same as you, Miss Sparkle. But I'll be the first to admit we'd made our move with a certain lapse in intelligence."

"You'd better believe it!" Applejack shouted.

"Not that kind of intelligence, 'Calamity Inane',” Mandeville said. “The military sort. We couldn't exactly have witnesses this early in the game."

"A game?” Rarity snapped, voice boiling in her high-class manner. “What kind of sick way is that of describing your actions, you tasteless, unkempt lout?!"

"Only bullies play games where somepony gets hurt!" Pinkie Pie shouted. "They're all the same; they tell you they want to play 'pin the tail on the pony', and the next thing you know, you've got two tails and a real pain in your rump!"

"Life is a game. Everyone is a player," Mandeville said. "I used to play a very reserved game, for my means. When the board changed, I found myself in... a surprisingly advantageous situation. Originally I was going to play it safe, but... I've changed my mind since then."

There was scarcely a reaction to his words, aside from the constant glare.

“My friend is dead,” Twilight said, eyes closed and voice shaking. “And you don’t really care, do you?!”

Before Mandeville could say anything, Twilight shrieked at the top of her lungs.

“YOU DON’T EVEN CARE!!!”

With the last word, her eyes finally opened. Even Mandeville’s face went blank, eyelids retreating into his skull at the sight of the glowing orbs. Burning white, yet devoid of any measure of warmth.

Twilight's magical aura swelled to engulf everything they could see in seconds. Twilight grunted as the metal around them creaked ominously. She was trying to move something in the room, likely segments of the walls, given the noise. But they refused to budge. As her exertion of power reached its peak, the monitors fizzled before the watching eye above them crumpled in upon itself like a paper cup, sparking and ruined. The ominous creaks had the other five ponies keeping their distance from the walls, as though they might explode. For a moment it seemed nothing would happen, and then Mandeville's wide-eyed face was split by the growing crack in the glass screen, the same crack Twilight’s hooves had made earlier.

"What's going on down there?" Mandeville asked, blind to them because of the destroyed mechanical eye.

The entire screen splintered into tiny shards, Mandeville’s image gone as the glass, the monitor and indeed most of the wall it occupied blasted into the depths of the facility beyond. An alarm sounded as the previously pure white wall-lights flashed red, and the room came to a stop.

"Structural integrity of touring module compromised," CAIRO said, "Deploying emergency catwalk."

"What?!" They heard Mandeville cry over the same speakers as a fleet of tiles suddenly made their way from all directions of this forest of gantry-like girders. They arranged themselves into a precarious, yet stable surface beyond the gaping hole in the wall. Other tiles lined up in sequence next to each other to form a pathway.

"This is our only chance ladies, let's skedaddle!" Applejack ordered, leaping out onto the tiles and galloping down the catwalk, Twilight right behind her and Fluttershy hesitantly following, eyeing the straight drop with apprehension and taking measured steps.

"Fluttershy, come on, you're a Pegasus!" Rainbow Dash begged her, taking wing and pushing Fluttershy forward.

"But it-it's... so high." Fluttershy breathed.

"You can fly! You're not gonna fall!" Dash said, before Fluttershy let out a shriek and Rainbow found herself falling flat on the tile.

Bathed in a violet aura, Fluttershy hovered before Twilight, whose horn glowed. "I've got her, now let's go!" Twilight shouted, "We've got to get moving before Mandeville—"

At that moment, the tiles supporting Twilight, Fluttershy and Applejack separated from the others, splitting the group in half as they sped away.

"Girls!" Pinkie cried, followed by a "What the—" from Rainbow Dash.

"We'll be okay, just get out of here!" Twilight shouted back. "It's me he's after!"

"But—! Ah, you heard her, guys." Rainbow linked her front-hooves with Rarity and Pinkie's. "We're going for reinforcements!"

"Rainbow Dash, don't you dare!" Rarity growled as Rainbow spread her wings.

"Do you dare!" Pinkie encouraged as Rainbow leapt off into the void, before shouting "Arapaho!" over the dismayed shrieks of the distressed designer.

"Afraid no one is leaving today, Sparkle," Mandeville's voice issued from the tiles below the feet of the other three. "CAIRO's automated responses notwithstanding, I directly control this entire place. There's nowhere to run or hide."

Twilight glanced around at the structures of the facility. She just needed to see one good spot.

“Try and keep up then!” she yelled, before her horn glowed and the three ponies vanished in a flash of light.

“Wha—” Mandeville cried to empty space. “She can fucking teleport?!”

Chapter 4

View Online

Twilight, Applejack and Fluttershy popped into existence on a structure Twilight had seen below them. Big, mostly flat and with plenty of places to hide.

“I don’t think I’m ever gonna get used to that tinglin’ in the tips of my hooves,” Applejack said, “But I’m always mighty glad when I remember you can do that.”

“Thank me later. I didn’t jump us far: we need to get out of sight, quick!”

They ran over the roof of one of the more bare structures, past all manner of vents and short sets of stairs far steeper in construction than a pony might be comfortable with.

“If ya’ don’t mind me askin’, why didn't’ ya’ just zap us right on outta’ this place?”

“You mean, like, back in the forest?” Twilight asked.

“Yeah! We already got ourselves a confession; I say we put this place to our flanks and get the Princess’ help!”

“It’s not that simple,” Twilight said, “I need to know two things to pull it off: where I’m going, and where I am. And right now, that second part is getting really fuzzy! That was why Cadance and I had to take the long way through those caverns.

“Besides,” she continued, “Something about that room wasn’t responding well to my magic. If I try to teleport outside and something is interfering, there have been some nasty accidents involving this branch of magic.”

Applejack flinched. “Fair enough.

“Hey, that looks pretty good!”

Twilight and Fluttershy whipped around to find what Applejack had pointed towards. It was a door leading into the building below them, an orange glow from below creeping out onto the rooftop.

“Are you sure?” Fluttershy asked, unconsciously taking a few steps backwards.

“It’s gotta be better than standing in the open,” Twilight said, putting a hoof around Fluttershy’s neck and directing her inside.

A smoky smell drifted up at them as they descended into the structure, the glow becoming brighter as they went. Past two turns down the steps, they found themselves on a catwalk, facing a grand space that radiated ordered chaos.

“Eep!” Fluttershy exclaimed, cowering behind Twilight.

“Boy howdy.” Applejack shook her head. “What’s going on here?”

Twilight began stepping along the catwalk in hopes of answering this herself. At their end, ceramic buckets of glowing white-yellow liquid ran along tracks in the ceiling, pouring into funnels atop large churning machines. A constant hiss and pounding emitted from the machines as pistons along the tops rose and fell. A tray at the end of these machines spat rectangles of red-hot metal onto a conveyor belt which ran past sets of mechanical arms, busy as bees. The arms ran back and forth on tracks, keeping pace with the belt while they locked onto the hot metal. Beams of red light shot from the arms, cutting distinct shapes out of the metal before retreating to perform their task on the next block.

“It’s a factory,” Twilight said, not taking her eyes from the process. “But it’s entirely automated!”

Applejack blinked. “Auto-what?”

“It’s just machines... making other machines! I’m not even sure anypony but Mandeville works here anymore.”

“Well, they must’ve before,” Applejack said, “Elsewise I don’t know why they’d bother with stairs n’ a walkway.”

Beyond the cutting arms, Twilight saw the final stage of this room: the belt fed into a press, which stamped onto the metal, steam hissing from the edges. The press lifted, revealing a shaped metal stencil that now longer glowed with heat. In the stencil Twilight recognized a cold, featureless face. Not yet painted white, and lacking its black visor, it stared without seeing.

Twilight’s eyes narrowed. “This is where they make those ‘CID’ things.”

“Well, then maybe there’s a way to shut this place down!”

Applejack ran along the catwalk towards a door leading to some kind of office. Twilight followed, herself, tailed reluctantly by Fluttershy. Fluttershy’s gait was awkward, torn between running straight to the safety of her friends and creeping sideways from the hellish sights and sounds of the production line.

It was, indeed, an office, though designed rather larger than would be necessary for most ponies. There were two desks and one huge control panel with a large monitor bearing the Mandeville Arms logo. Before the desks were a couple seats on wheels.

“How do they sit like this?” Applejack grumbled, trying one of the seats out, her behind nearly sliding off while her front hooves pushed against the armrests. She eventually gave up, hopping off and kicking the offending furniture with a single bucking leg, sending it rolling and crashing into the far wall.

“Unnatural’s what it is.”

Twilight opened a number of filing cabinets and rifled through the contents, skimming for anything useful.

“Productivity timelines,” Twilight read. “Daily quota, feedstock maintenance. Wow, they even use the same names for their days of the week! Odd years though. Twenty-twenty-four, C.E. That’s over two-thousand years on record! I wonder what ‘C.E.’ stands for.”

“ ‘C.E.’,” CAIRO’s voice spoke from the control panel, “An acronym for ‘Common Era’.”

Twilight shrieked and threw the files haphazardly towards the voice.

“Please CAIRO,” Fluttershy asked, “be a nice machine and leave us alone!”

“Are you referring to me?” the voice asked.

Applejack glared at the monitors. “Who else would she be ‘referrin’ to?”

“My name is not CAIRO,” the voice said, “CAIRO is the master system of the Mandeville Arms facility. This terminal was overseen by the Light Arms and Robotics Server Three, or ‘LARS 3’.”

“So you’re not CAIRO?” Twilight asked “And what do you mean ‘was overseen’. It isn’t still?”

“No. This unit was disconnected from the rest of the system when human operators were dismissed two years, five months, three days, nine hours and thirty-seven minutes ago. This terminal’s purpose was to allow human operators to access and interact with the CAIRO master system. When such interaction was no longer necessary, this unit was retired.”

“So,” Applejack said, “You can’t talk to CAIRO at all?”

“Correct. This unit’s functions are severely limited. I am, however, ready to comply with any instructions delegated by a human operator.”

“Do we look like humans to you?” Fluttershy asked.

“This unit lacks the capacity to visualize its human operators,” LARS 3 replied, “however, detected operators appear to understand the English language and perform intelligent inquiry. The requirements of a human operator have been met.”

Twilight grinned mischievously at Applejack, who also grinned and nodded before asking the machine. “So, what sorts a’ things can ya’ do for us CAI— Uh. I mean, LARS? Can ya’ shut down this here factory?”

“Unable to comply,” LARS 3 said. “Factory production is currently under full control of the CAIRO master system. And if it were otherwise, I would require an authorization code.”

“Shoot,” Twilight exclaimed. “Was worth a try. Well, what can you do?”

“This unit is still connected to the CID battlefield recording archives. It is possible to access footage from recent CID activity.”

“Okay,” said Applejack, “How ‘bout the most recent one?”

"Processing Request. Playback: ID CID_0001426, commencing."

The Mandeville Arms logo faded to black, before they saw the Ponyville Library, intact and untouched beneath the clear night sky. Odd motor-like sounds filled the background alongside the chirping crickets as the image bobbed, closer and closer to the Library door.

“Oh no,” Applejack said, as she saw what this footage was from.

"Double-checking, CAIRO," Mandeville's voice entered from the speakers, prompting the CID to glance right.

Mandeville walked beside them, under a hooded jacket wearing black pants. Another CID walked to his right. Something heavy hung and jangled from Mandeville's right leg, but it was impossible to make out. "The CID do nothing until I say so. Non-hostile, and if there is an attack, non-lethal. The tranq rounds will do fine."

"Confirmed," CAIRO said, speaking through one of the CID.

"Hold it," Mandeville ordered as they approached the door, holding up his hand in a stopping gesture. "Hear that?"

At that moment, while the ponies struggled to hear what he did, they found their attempts rendered quite unnecessary. Suddenly every noise was louder. An odd buzzing, humming and a sound much like crashing ocean waves was present as they hadn't noticed before. Every rustle was loud and distorted, but amid that they heard the mumbling noise of someone talking. Holding what was evidently a one-sided conversation.

As they drew closer, the voice became more distinct.

"Oh my gosh!" Twilight whimpered, eyes burning again as she whispered. "It's Spike!"

Twilight had never expected she'd hear his voice again. They'd never put anything on a record with their voices on them, so she had only memory. But Mandeville had.

Guilt filled her again as she realized that Mandeville, Spike's murderer, had more lasting records of his voice than she did. She, sister, mother and best friend, only had a number of photographs, likely destroyed in the fire. Her parents might still have a few from their old lives in Canterlot, but she didn't know for certain.

The volume of the audio decreased to normal levels as CAIRO reported what he'd heard. "Patterns suggest a voice. Young male, or older female. Only one voice detected, yet speech intonations indicate a conversation."

"Weird," Mandeville puzzled. "Pretty sure they don't have phones. Check for anyone else once we're in."

With that, they approached the door. Before Mandeville could knock however, Spike's voice became stronger and clearer, before pinkish light spilled upon them as the door opened.

"Uh. H-hello?" Spike said to the figures shrouded in darkness outside.

Mandeville paused, considering the small, scaly purple lizard before him. "Is this the home of the unicorn, Twilight Sparkle?" he asked.

"Yeah, but. Uh," Spike's catlike green eyes shifted between Mandeville and the two machine figures surrounding him.

"Dude, just what are you guys?" Spike asked.

"That's none of your concern," Mandeville said. "Is Miss Sparkle in? I'd like to speak with her."

"Well, sorry, no. She's studying in Canterlot. I was going to go see her myself actually, if you guys wanna' come with— Hey!"

Spike had been walking past them to the street when the two CID blocked his path and marched towards the inside.

"I gotta tell ya', kid," Mandeville sighed as he stepped inside, ducking his head beneath the doorframe. He glanced around. "I don't like being lied to."

"What's your problem?” Spike shouted as he was corralled in by the mechanical soldiers. Mandeville took this opportunity to close the door. “I'm not lying! I don't even know you guys!"

"We heard you talking in here," Mandeville said, not letting his smooth voice venture into anger. “Must've been talking to somebody."

" ‘Some-buddy’ ? Boy you guys are weird," Spike said, not the least bit visibly scared. "I was talking to Owlowiscious."

"And 'Owlowiscious' is—" Spike pointed up at the horse bust on which the owl was perched, offering a "Hoo!" in acknowledgement.

Mandeville stared at the bird as his eyelids sank to half-mast. "Yeah, sure, that's cute. He doesn't much sound in the mood for talking though."

"Oh, come on!" Spike growled. "I know he can't talk! I was bouncing feelings off him, talking to myself."

"Man, she wasn't kidding when she said 'Library'." Mandeville picked a book off a shelf at random. "Thirty-Nine Steps to Mastery: The Young Unicorn's Guide to Spellcasting. Ooh, this could be useful."

"The Library's closed, put it back," Spike growled, a vein in his scaly temple throbbing dangerously.

Mandeville only smiled. "Seriously kid, where's Sparkle? And what made her think she needed to hide?"

"I told you, she's in Canterlot!" Spike yelled. "I was going to take you with me; what the hay's so important you think I wouldn't tell you?! Unless."

Spike's eyes squinted as he backed-up. "You think she'd be hiding because she should hide from you. Because. Maybe you don't want to see her, maybe you want to do something to her!"

Mandeville sighed. "Enough's enough. Tranq him."

The CID providing the image on the monitor lifted its barrel into view, pointing it in Spike's direction and giving a single shuddering “thunk” as Twilight shrieked.

"Hey!" Spike shouted, as a smoothed syringe embedded partially in his side. The needle bent out of shape on impact.

"With that pony-sized dosage he'll be out shortly,” Mandeville said. “Grab some books that look useful and be ready to take our friend back with us."

Mandeville motioned for their CID to come with him into the basement, leaving the other one to examine and collect books while Spike watched, wholly ignored.

"Let's make sure she's not hiding down here. He seems to believe she's in Canterlot, but I want to be certain before I give up on this. We've risked too much to come this deep without something. The books are a good start, but—"

Mandeville paused at the bottom of the stairs, noticing the odd measuring machines. Twilight recognized them as machines she'd once used to try measuring and explaining Pinkie Pie's special 'Pinke-Sense'. It checked for brain activity, but was also tuned to pick up the presence of
magic.

"Hello,” Mandeville crooned, “what's this?"

"Visualizing," CAIRO responded, the CID staring intently at the machinery. "Simulating."

After a moment or two, the CID looked to Mandeville. "Devices resemble a polygraph test machine, though emphasizes neural activity in a far greater capacity."

"Worth checking out?" Mandeville asked.

"Investigation is advised.”

"Alright then.” Mandeville grabbed the chintzy cranial dome as the CID picked up one of the other two machines in its single right arm. "Bring the other one down here for the last piece."

Without any further prompting, the other CID made its way down as theirs passed it hauling the machinery upstairs to the front door.

On the return trip, the CID hurried as they heard Spike's voice in the basement. "Come on, that little needle wasn't getting through a dragon's skin! Who do you think you're dealing with?"

Twilight felt a jolt in her stomach that rolled up her spine like fire. Spike was on the stairs, looking down at Mandeville and the other CID.

"Oh Spike, no!" Twilight whispered, urging the image pointlessly. "Run! Please Spike, just run!"

"There's no time for this,” Mandeville growled. “Out of the way, Dino, while I'm in a decent mood."

"No!" Spike shouted, standing as firm and valiantly as he knew how. "I'm not letting you and your big thugs hurt Twilight, or anypony!"

Mandeville crossed his arms. "That a fact?"

"Well, yeah! That's how it is!" Spike answered somewhat lamely.

"Fine," Mandeville growled. "Live-ammo, hollow-points, fire."

The other CID aimed and fired at Spike, who was almost knocked off-balance.

"OW!" Spike howled. "Knock that OFF!"

Mandeville's eyebrows vanished into his straw-colored hair as Spike brushed the remains of the bullet off his chest.

"The fuck?!" Mandeville wheezed. "Full auto, drop him damnit!"

The CID responded with a hail of loud gunfire, but Spike had been ready. With a war cry, his slight form leapt at Mandeville, who ducked.

"Run!" Mandeville made his way to the living room. Their CID positioned itself near the front door as Mandeville and the other CID reached near the top.

With catlike agility, Spike reached the top and leapt between them all. The CID both fired at Spike in an endless cacophony, but he barely reacted upon being struck. These pellets of metal were nothing to the armor of his kind.

Spike rounded on Mandeville, who desperately hurled a book at him. The book vanished in mid-air as green flames engulfed it. Scrambling to put something between himself and the young dragon with fire in his eyes, Mandeville overturned a table and used it as a shield. This time, Mandeville felt heat all around as Spike spouted enough flame from his gullet to reach around the table, which soon after vanished as well.

"Do something!" he shouted, between rapid, gasping breaths. The other CID got between Spike and Mandeville, still firing endlessly. It soon became evident why the other CID was the other CID.

Spike leapt and grabbed the CID's left limb, the one holding the gun. With teeth hard enough to chew diamonds, he bit the arm almost clean off before breathing more green flame to finish the job, the noisy weapon vanishing in midair.

The CID stood foolishly, its combat effectiveness vanishing as suddenly as everything else caught in Spike's flames. Mandeville used this opportunity to break for the door. Spike followed as the disabled CID followed behind, now brandishing its right hand pathetically in a fist.

As it crossed between Spike and the basement door, Spike leapt once more onto the CID, hitting its chest tail-first, like a spear. The armored tail busted right through, and as Spike shoved off, it lifelessly clattered down the stairs, the hole in its chest crackling with electricity.

"Whoa, Nelly!" Applejack shouted. “I never knew the kid had it in him. He’s a bona fide dragon if I ever did see one!”

"Grab the lightest device and let's go!" Mandeville told the remaining CID, as Spike rounded on them.

The CID grabbed one of the sturdy machines just before Spike leapt at it. But this time, the CID was ready. Picking the device up, it shoved the broad end at the midair dragon, who took the blunt force as well as one might expect. Spike flew backwards into a bookcase, falling to the ground, where he groaned, slowly trying to get back up.

"Better stay there, you little shit!" Mandeville shouted, as he opened the door and both made their way outside.

"I," Spike groaned, shaking his head as he got to his feet. "I'm not letting you hurt Twilight!"

"No no, Spike," Twilight moaned. With every other piece of their puzzle in place, Twilight knew only one more thing had to happen to complete the picture.

"Stop it!" she pleaded, trying not to watch the monitor. "I don't want to see this."

Mandeville un-holstered the white, pill-shaped thing he carried on his right side. It unfolded into a handle and barrel, and the barrel then fanned out into several barrels, none of which seemed to rotate as the cannon had before. They locked together, the unassuming device now clearly a weapon. Mandeville right arm shook as he pointed it slightly over Spike's head.

"I wouldn't worry about Sparkle right now, if I was you."

"LARS, turn that doggone thing off!" Applejack shouted. "Look at her, it's breaking her heart all over again!"

“Playback controls are on the right side of the terminal,” LARS 3 replied.

“Controls?” Applejack said, trotting to the panel and perusing what must have been hundreds of buttons. Some like a typical typewriter, others a slew of symbols and abbreviated terms she could make nothing of. “I’m not gonna figure this out in time, just shut it off!”

"Nothing personal kid, but no witnesses," Mandeville said, as he pulled the trigger.

Instead of something instant and small, a flurry of little grey canisters flew out and hit the back of the room where Spike stood. Spike watched, frowning as they clattered onto the floor, rolling around him. Mandeville chuckled at Spike's confusion, before the entire Library inside erupted in a flash. The glass on all the windows shattered outward as the explosion engulfed the interior. They could barely hear a surprised and anguished scream amid the sound of the blast.

Fluttershy screamed in surprise while Applejack turned, wincing as she bowed her head. Twilight's head sank near to the floor, her eyes shut tight.

"Not for me," she pled in a whisper. "Oh please, Celestia, not for me."

Mandeville folded and reholstered his weapon, sighing. "Was that it?"

"Pressure-waves alone would be lethal,” CAIRO said, as though this was just another question. “If he's not dead now, concussive damage will ensure he is soon."

"Good. Let's get back to the transport. This is going to make waves, and I don't want to be here while that particular wind blows."

The screen went black and silent again. Crushingly, unbearably silent.

Twilight sat like a statue, hanging her head. Applejack watched her, waiting for someone to breach this aural "no-man's land." And like a striking cobra, Twilight finally did.

"THAT MONSTER!" she screamed, eyes pressed closed. "THAT MURDERING MONSTER!"

Applejack retreated out the door as Twilight’s horn lit up violently magenta. Fluttershy ducked beneath a desk, covering her head with her hooves as Twilight kicked and hurled everything she could see or reach. If it had been for anything less than helplessly watching the death of her oldest friend, Applejack might have called it a tantrum. As it was, she didn’t blame Twilight for a single mug she smashed, or window she broke. Not even for putting poor LARS 3’s terminal out of its obsolete misery, the stainless steel frame buckling as her magic crushed it against the wall like an aluminum can.

She might have blamed her for snapping poor, unsuspecting Fluttershy in half like a twig. But after seeing what she’d snagged from under the desk with her magic, Twilight stared into Fluttershy’s quivering eyes and unconsciously lowered her down. Not a moment after, Twilight pulled Fluttershy towards her with magic and wrapped the Pegasus into a firm hug, sobbing openly into her shoulder.

“He could’ve run,” Twilight moaned. “Why? Why didn’t he... j-just run!”

“It mighta’ occured to him,” Applejack said, making her way over and joining the hug. “But I don’t reckon he was thinkin’ with his head, sugarcube.”

“He died,” Twilight choked, “t-t-trying to protect me! After everything that happened. He was gonna come to Canterlot! He was halfway out the door, he almost missed Mandeville entirely!”

“You can’t change the past Twilight,” Fluttershy said, soft as a breeze, “but we can do something now. We can stop him from hurting anypony else!”

Twilight dug further into Fluttershy’s shoulder, but she was visibly calming.

“Spike wouldn’t’ve wanted you to be like this over him Twi’. All blamin’ yourself, when the real reason he’s gone probably ain't too far off.

“Now c’mon,” Applejack asked as kindly as possible, “we need to get movin’ again. This whole place has been one big dead—”

She paused as a loud, threatening ‘click’ sounded by the doorway. “End,” she finished, finding a free-roaming CID standing just outside the office. A tall, dark figure against a fiery orange glow, its gun pointed at them.

“Stay where you are, and you will not be harmed,” CAIRO’s voice spoke from the CID.

Twilight didn’t hesitate as her horn began to glow. Before the CID could realize what she was doing, the three ponies were back on the rooftop of the structure, the only place she could travel under the circumstances.

And Mandeville knew it.

No sooner had they landed and broken into a run than a room-sized box constructed of tiles slid at them from behind, scooping them up, almost like catching spiders with a water glass and paper.

“Three down,” Mandeville said through the tiles, “and three to go.”

“Mandeville!” Twilight shrieked through bared-teeth, fighting her way to her feet in spite of the situation.

The three of them were jammed in a small pile in a corner of the tilted tile-box, which slowly righted itself as it moved with great purpose.

“Y’know, you guys suck at stealth. Between accessing data archives in a disabled terminal and unleashing a spike of force-five disturbance we could have detected from space, yeah. Might as well have been calling out my name.”

"Why are y'all doing this?!" Applejack shouted back as they sped along. "What's it get ya'?!"

"It's not personal," Mandeville answered, "but it's not your business either. Bother CAIRO if you must. Meanwhile, I have business to take care of. We'll talk more once you've been reunited with your friends."

The box came to a stop over a larger structure, whose roof opened like a skylight.

"Ha!" Twilight scoffed. "You'll never catch Rainbow Dash if she doesn't want to be caught. She's the fastest thing I've ever seen!"

"Well, I hope she's fast enough to smash through solid metal then. Either way, afraid I'll be dropping this call now. Goodbye."

And with that, the box rotated like a large squared bucket over a kitchen sink, and the three ponies screamed as they were dumped through the skylight and into the waiting room below. All braced for impact, only to be engulfed by warm liquid as they splashed down. The three fought their way to the surface, choking and sputtering.

"He just has a room with a pool of water in it on standby?" Twilight coughed. "Why would he ever need that?"

"I just hope this is water," Fluttershy said, prompting Applejack and Twilight to scramble out onto the same steely tiles.

"As mentioned, the Dynamic Tiling System is setup for fast and infinite configurability," CAIRO answered, startling them. "Rooms of varying purposes can be designed and constructed in minutes or even seconds."

"So you made this room just to catch us and filled it with..." Twilight eyed the clear fluid uncertainly.

"Water," CAIRO confirmed.

"Water." Twilight released a breath she had held. "To cushion our fall?"

"Correct. Further chambers are also being configured for standard equine testing."

"T-testing?" Fluttershy asked.

Applejack stared at the floor. "I aint studied for nothin' since I was a schoolfilly."

"What kind of tests are these?" Twilight inquired. "Academic, practical, blood?"

"B-blood test?" Fluttershy asked, as some of it drained from her face.

"When possible, future Mandeville Arms employees are screened via a rigorous series of trials in order to create a detailed and accurate employee profile."

"Employee profile?" Twilight snapped. "So you think we're going to work for you?"

"I ain't lifting a little bitty hoof,” Applejack said with a stomp, standing as tall as she could on four hooves, ”to help the kind a' folk who hurt my friends, mister!"

"What exactly would we be doing?" Twilight asked. "What does Mandeville need ponies for? Why did he want me in the first place?"

"Our testing criteria will be explained once trials are complete. Revealing them prior to testing might lead to unreliable results, and therefore an inaccurate profile. An accurate profile allows us to properly pace employees and assign them tasks worthy of their skills."

"Okay, that does it, we're leaving girls!" Twilight declared before her horn lit up with magic and began searching the walls for weaknesses. After nearly a full minute of straining and the sound of creaking metal, she fell to the floor, breathing heavily.

Fluttershy hastened to her friend's side. "Oh Twilight, I think you overdid it!"

"Anti-magic enchantments," Twilight panted, "on everything! I thought humans couldn't do magic! How could he—"

Instantly, Twilight's eyes shot open as understanding hit her like an oncoming train. "That's why!" she cried.

"Twi?" Applejack asked.

"That's why he wanted me! I'm a unicorn, I can do magic! That's why ponies are disappearing! He's using them to enchant things for him! Isn't he?"

"I am not at liberty to say at this time," CAIRO answered.

"Aha!" Twilight shouted, pouncing on his words. "You wouldn't be hiding that from me if it weren't true, would you?"

"Not necessarily. I could be leaving such a possibility open to your mind, so as not to influence your test results."

"But yer' not." Applejack smirked. "No other way you'd be getting all yer' gadgets magicked-up anyway. Something else has put a burr in my horseshoes though."

"What's that?" Fluttershy asked.

"Well," Applejack sighed, "this place is all set-up to make weapons, ain't it?"

"Mandeville Arms is paramount in the areas of defense, security—"

"Yes, we get it," Twilight snapped. "Go on Applejack."

"So, he coulda' easily made a bundle with us pony folk by selling the secrets to this place, n' paid unicorns to work for him the ol' fashioned way. But he's kept this place a secret and not actin' too afraid of ending relations with Equestria before they even started. It just sounds like he's got some big plans, and with what his stuff can do..."

"Maybe he's just afraid?" Fluttershy offered. "Trapped alone in the Everfree Forest, in a world he doesn't know. Maybe he's just defending himself?"

"Like he defended himself against Spike?" Twilight asked, making Fluttershy shrink away.

“Oh! No, I didn’t mean that Twilight, I’m sorry!”

"But you're right Fluttershy,” Twilight said. “Mandeville is afraid. He's afraid of magic. They don't have it where he comes from, so how could he defend against it? If everything in this room didn't have an anti-magic enchantment, I could rip this room apart, or turn that wall into balsa wood. I could brush off those CID things and hold back everything they shot at me with a simple shielding spell. Mandeville is protecting all his weapons from magic to tip the scale, so he has the advantage."

"Maybe it was just a misunderstanding?" Fluttershy said, cautiously playing devil's advocate. "Or maybe he's so used to wars where he comes from that he just thinks everypony would come after him if they found him out?"

Applejack shook her head. "If he's got enough unicorns to do everything he's already done with 'em, I think he'd know by now that he wouldn't a' just been cast out."

"What does Mandeville want with Equestria?" Twilight asked of the ceiling. "What's the point?"

"I'm not at liberty to say," CAIRO said again.

Applejack frowned. "See? Not even outright denying he's got designs on Equestria. I've got a bad feelin' about this one Twi'."

"Rainbow Dash, I appreciate that your grip is firm as a corset," Rarity said, still dangling from Rainbow Dash, and quite airborne. "But I was under the impression that you were fast? My leg is starting to chafe."

"Hey!" Rainbow snapped, "I'm doing the best I can with two sacks of dead-weight tied to me, alright? Maybe if somepony laid off the cupcakes."

"Are you calling me fat?" Pinkie demanded, pouting.

Rainbow groaned. "No, not fat, just heavy."

"That's only a little teeny-weeny bit better than 'fat,' " Pinkie whined.

"I'm sorry, okay! I'm just a little bit on edge, especially since I can't find a way out!"

Indeed, supporting her two friends the whole way, Rainbow Dash had found one of the external walls, an impenetrable monolith of dark metal tiles. They'd flown a few minutes along it, looking for any sign of daylight.

"There's got to be some way through!" Rarity said. "We can't have come this close to sweet freedom to fail now!"

"Or sweet, fresh, lightly buttered crepes!" Pinkie added, stomach rumbling with want.

"Guys, I gotta put down for a minute, my front legs are killing me." Rainbow drifted down to the roof of a nearby structure and setting her friends back down on their hooves.

"I gotta admit you guys," Rainbow panted, "I got nothin'. "

"Well surely you could... smash through?"

"What, slam my head into solid metal and hope it comes out better?" Rainbow deadpanned, an eyebrow rising .

"Well, no,” Rarity chuckled, “of course not, silly idea—"

"Right, no good risking the good looks," Rainbow agreed, suddenly energized. "Time to test your shoes, Rarity!"

And with that, she leap into the air, soaring far off into the distant depths of the facility.

"Uh, Dashie!" Pinkie shouted, "The wall's over here!"

The only answer was a building sound of splitting air as a multicolored streak approached like a freight train.

"Pinkie Pie, I wouldn't normally suggest this, but HIT THE DIRT!" Rarity screamed as she pulled Pinkie down against the cool roof tiles, just before hearing the feral war-cry of Rainbow Dash as she sped hooves-first into the wall.

The sound and vibrations weren't to be believed, a simultaneous flash of light and sparks coupled with the cloud of omni-chromatic dust exploding into the facility. Shreds of metal turned into shrapnel, and the screech of protesting steel reached deafening levels as the massive wall literally rippled from the impact. The pair on the rooftop turned to watch the spectacle, which petered out into the diffusion of dust and the occasional tile rending free and falling into the abyss, the sound of its crash echoing back eerily. But the one sign they sought amidst the destruction —the kiss of sweet daylight— was dishearteningly absent.

Rarity called after her. "Rainbow Dash! Darling? Are you alright over there?"

A swooning, raspy chuckle responded, before giving a light cough. "Never better Rarity," Rainbow told her, finally visible through the dust, lying upside-down on her back within a crater smashed out of solid rock. "Yeah, turns out I mighta' flown us to the wall up against the mountain.

"Shoes held up though." She waved four hooves.

"Breach detected in outer-wall," CAIRO's voice echoed, somewhat garbled and distorted from the tiles that were damaged in Rainbow's kamikaze dive. "Spotter drones reassigned for further investigation."

"Spotted what-now?" Pinkie asked as Rainbow extricated herself from the rubble in a hurry.

"I think it means we're gonna have company!" Rainbow said, landing on their rooftop and linking legs with Rarity and Pinkie Pie like before.

"Ooh, the good kind of company, where we get to throw a total 'welcome' bash, or the bad kind where we run for our lives from officers of the fun-police?" Pinkie asked, only to receive a pair of flat frowns.

"Yeah, I know." Pinkie’s ears drooped. "But I can hope!"

The tremendous sound, and even a little vibration reached the room where Twilight, Fluttershy and Applejack were now held captive.
All three ponies turned to face the noise in wonder, before Applejack smiled widely, holding her nose skyward. “If I know RD, that'll be her big, showy exit outta this place. That mare never was big on stealth even when she bothered with it."

"I just hope they give Princess Celestia a good enough picture of what we're dealing with," Twilight said, "It'll be no good just to send a few members of the Royal Guard. I hate to say it, but the Princesses themselves might need to get involved."

"But that could all take a while!" Fluttershy said. "What are we supposed to do until then?"

"Whatever we can, so long as it means keepin' safe and together,"

"Speaking of that," Twilight started, turning her gaze to the floor, "you won't like it, but... I think we'll need to go ahead with these tests."

The two ponies stared at her silently, with eyes that may well have been screaming.

"Yer' right Twilight, I don't like it! These fellers killed our friend! They took somethin' from us we can't get back, and I ain't heard a single good reason for none of it! I ain't gonna be their slave-girl on top of it all."

"Applejack, do you think I of all ponies don't know that?" Twilight asked, wincing. "I can't tell you how much this hurts inside. I hate this place! I hate everything about it, but we're stuck here, and we're not the only ones!"

Applejack's face softened as Fluttershy’s brightened. "Oh! The other unicorns!"

Twilight nodded. "Don't forget, we're not the only ones in need of a rescue. If we all stick together, we'll be alright. We just have to hold out."

Twilight stepped forward, staring at the ceiling. "Alright, I'm ready for your test. I've got one question though."

"Acknowledged," CAIRO said. "Proceed."

"I know you're only after unicorns, so what will you do with my friends Fluttershy and Applejack? They're not unicorns. Applejack is an Earth pony and Fluttershy is a Pegasus. So I want to know right now what you're going to do with them."

"Employment is not limited to the unicornus sub-species. All Equus Sapiens are accepted under the current policy,"

"But, um. What will we be doing?" Fluttershy asked.

"Details of employment will be revealed upon the conclusion of the test," CAIRO said in dismissal.

Applejack’s eyebrows and ears flattened. "Well just hear that! You could be lyin' right to our faces, couldn' ya'? Whaddya' bet Earth Pony 'employment' just means he'll be 'employing' my ashes to feed Mandeville's begonias?"

"Applejack's... ashes?" Fluttershy breathed, shaking from head to hoof.

"Applejack, jeez-Louise!" Twilight cried, trotting over to comfort Fluttershy, whose pupils were pinpricks. "You're scaring her half to death! Where did that come from?"

Applejack sighed. "Twilight, think about it. If Mandeville's got no use for us, what good are we alive? Would you put it past him?"

Twilight stared into space. "No."

"You're right," Applejack said, every feature of her face drooping, "we can't stick around here forever, n' we need to meet up with the rest of the ponies here. I trust you Twilight, and if this is mah' last rodeo, so be it."

"I'm not losing anypony else! I'm not!" Twilight clung to Fluttershy in another massive hug, her eyes welling up.

"I love you too much," Twilight whispered, her voice catching.

"I love you too, Twilight," Fluttershy replied, patting her on the back before elaborating, "um. As a friend."

"Huh?" Twilight asked, looking up.

Fluttershy blushed. "N-nevermind. But, um. CAIRO?"

"Yes?"

"If we decide we don't like the jobs you give us, and we don't work... w-wh-what will you do?"

"Refusal of duties will be met with indefinite solitary confinement. Until such time as the offender acquiesces to employee rules and regulations."

"So,” Twilight asked, making certain of what she was hearing, “it's just a big, glorified time-out?"

"Ha, see there Twi'," Applejack said, disguising a sigh of relief, "nothing to worry about after all. Let's get this show on the road."

Pinkie Pie wasn't the type to get— well, stay afraid of the dark, but the place Rainbow had chosen as a hiding place was a doozy.

"What do you suppose they use this room for?" Rarity wondered aloud, staring into the inky blackness beyond the lit patch they stood on.

"I dunno, all these buildings look the same. Look, I saw an opening and I went for it. If we're lucky, they won't find us here."

The room was cavernous, and the relative sliver of space they used as an entrance barely allowed for any light to get in.

Memories of similarly darkened rooms with ponies standing backlit at the door flooded Pinkie's mind. "Ooh!" Pinkie exclaimed. "Maybe it's the room they throw surprise parties in!" Sure, they were in a fix, but nopony ever made a law saying you had to be moody and sad every time that happened.

"Well," Rarity tittered, "I rather doubt Mr. Mandeville is much amused by frivolities dear."

"I don't think I'd want any part in being surprised by that guy."

"Quite," Rarity’s horn glowed brighter and brighter, illuminating the room.

"Hey, won't they see that?!" Rainbow cried, shooting a glance back at the entrance.

"Just taking a teensy peek darling," Rarity said, as the features of the room became clear.

Ceiling, walls and floor were made of black and glassy tiles, unlike the usual grey metallic ones that made up most everything else. Aside from that, the space was almost entirely vacant, save for five tiles that were mounted with pivoting lights of some sort, which obviously weren't on at the moment.

"Okay, that's good!" Rainbow blurted. "Now turn it off!"

Rarity gave a sigh as the light faded back into blackness. "Well, I've no idea what this room is used for, but it seems perfectly safe. I don't suppose you have any better ideas on escaping?"

"Maybe we could try that dive-bomb thingie on the ceiling!" Pinkie said. "I mean, we're underground, so it'd make more sense to head up than sideways."

Rainbow winced. "Uh, I don't think I've got another one of those in me right now Pinkie."

"And besides," Rarity added, "this entire place is in a ghastly state. Why, if we caused a cave-in, whose to know what might happen? It could lead us out I suppose, but if there's more mountain above us than fresh air we'd be in no state to—"

The three ponies cried out the as the room was suddenly bathed in a light glow. The black, glassy tiles that made up the room were still dark, but not black. On the four walls, the tiles began flashing a series of fractured words and numbers at unreadable speed in green text, before the top left corner began flashing a single phrase of nonsense:

"{Sim.Init - [CLot_grnd, sqd_asslt: Iter 216] ;}"

"What's a 'Clot'?" Pinkie asked.

“Something you get if you don’t chew your food properly,” Rarity said, “But I doubt if this is anything to do with that.”

"Is that even Equish?" Rainbow Dash frowned, before the walls went pure black and started drawing a landscape of rough, flat-green shapes.

"Ooh!" Pinkie exclaimed at the hypnotizing sight. Purple mountains began drawing themselves into existence on what was fast becoming a panoramic landscape of increasing detail. "It's starting to look just like Equestria!"

"And not just anywhere in Equestria," Rarity said, "look what it's drawing now!"

Up on one of the more prominent peaks, the rough shapes of buildings began to form into the cliffs, elegant and unique even as an approximation.

Rainbow eyed it with a frown. "Hey, that's Canterlot!"

"Wait, not 'Clot' “, Pinkie exclaimed, bouncing in place and beaming at her own cleverness. “C-Lot! Canterlot!"

"Now why does Mandeville have a... map of Canterlot?" Rarity asked of the ether, before select tiles on the floor sank out of sight.

"Now what?!" Rainbow cried, before they collectively gasped at what rose from below.

"Oh no!" Pinkie yelped as a platoon of CID stepped forward, arranging themselves in a formation, black visors staring towards the representation of Canterlot.

The three ponies scrambled to the back of the room, not having been seen as the machines waited, now still as statues.

"Let's get out of here!" Rarity whispered.

Rainbow Dash held up a hoof in silence. "I don't think they're here for us. I want to know what this is about."

And then the floor began moving.

"Ah!" Rarity cried in surprise as the wall behind her began sliding upward, tile for tile as the floor crawled backwards.

The floor tiles rolled back up the wall, and the wall tiles rolled onto the ceiling. The entire room had become like the inside of a great glass tire, or a set of tank treads.

Rainbow took to the air, while Rarity and Pinkie Pie walked forward to remain in place with the room. At the center of it all were the CID, marching forward in place as the image of Canterlot remained upright while the room shifted.

Rainbow noticed, however, that as the room moved forward, the image of Canterlot and the rolling hills surrounding it moved with it. It was as though they were actually marching on Canterlot.

"Marching on Canterlot?" Rainbow whispered to herself, the idea taking root in her mind.

"Can we get out of here now?!" Rarity asked, trying her best not to be run into the back wall.

"Aww!" Pinkie moaned as she bounced forward. "But this is finally getting fun!"

"Hey!" Rainbow exclaimed, pointing forward. "What in the name of Celestia is that?!"

On the screen, looking eerily dead-eyed, were images of what clearly represented ponies standing between the CID and the fake Canterlot. They were as fake and dead as the CID themselves were, taking positions in front of the tripedal soldiers who came to a halt, the room stopping with them.

"Move along," the CID demanded of the fakes through multiple speakers, in a single voice. CAIRO's voice, "or surrender."

The fake ponies only responded by charging, galloping in an odd, unnatural gait but at expected speeds. On closer inspection, some of the ponies were unicorns, whose horns glowed threateningly.

One of the CID aimed its weapon skyward, and a red beam of light shot out for a split second. "Final warning," the CID threatened, before the ponies were close enough to appear merely outside a window.

And then they galloped into the room.

The three real ponies shrieked in as the fake ponies vanished from the screen, only to appear in the room like ghostly apparitions. They charged the CID, who took aim at the assailants and fired the same beams of red light. The beams passed through several of the fakes who then fell over, flashing oddly as they faded away.

"What the hay is going on?!" Rainbow said, her eyelids retreated so far into her head they might have been invisible.

"Ghost ponies," Pinkie shrieked, "ghost ponies! Everypony for herself!"

Rarity merely watched as the fake ponies set upon the CID, which reacted fast and never hesitated. One of the fakes made it through and reared up, half-heartedly wagging its front hooves toward a CID, which stopped moving and crouched low to the ground as if to play dead.

It reminded her of children playing tag, except that no sooner had the CID been felled than its fellows fired upon the offending fake. Rarity noticed how many fake ponies it had taken to defeat a single CID, and how many of them fell. This was all pretend, this was a test, a firing range. And yet, Mandeville or CAIRO had gone to special lengths to bring it as close to reality as possible. She could imagine those fakes replaced with the real Canterlot Guard. So many would have died.

Her musing was interrupted, however, as one of the fakes tried to flank the CID, running right in front of Rarity, who jumped as a CID followed its progress. It fired its red beam at it and then turned its sights on Rarity.

"Rarity!" Pinkie and Rainbow cried, as the CID fired squarely into her chest. It was harmless however, as a dot of red light merely flashed on Rarity’s perfectly white coat. The CID remained transfixed, attempting again and again to fire the beam, until suddenly everything from the walls to the CID to the ghostly fakes froze in place.

"Simulation suspended," CAIRO's voice reverberated. "Unrecognized infrared signature detected in Infantry Combat Simulation Module. Spotter drones reassigned for further investigation."

"Okay Rarity, now we're getting out of here!" Rainbow cried, making for the crack in the corner they'd entered from.

"Wait for us!" Pinkie said, running after her with Rarity, just before they heard Rainbow cry out in surprise and pain. A body hit the floor with a thud.

"Rainbow Dash?!" Rarity asked, her mouth agape, galloping out to help, only to be met with a sight that stopped her in her tracks.

Rainbow Dash was lying on her side, barely moving, a silvery dart sticking out of her back behind the wing. She groaned, feebly trying to wiggle her limbs.

"I-I can't move," she told them. "Get out of here, you've gotta—"

"Please remain calm. Further resistance will be similarly met with disablement," CAIRO's voice issued from a point in the sky. Searching for the source, Pinkie and Rarity set their eyes upon a small, strange contraption hovering over the scene, staring back at them with a cold mechanical eye mounted into a four-pronged chassis.

Like a bicycle wheel, the four "spokes" ran out from a single hub, from which hung a steely gun barrel pointing at the ponies in turn. At the tip of each spoke, a vertical propeller spun rapidly to keep it airborne. The contraption, which they assumed must be one of the forewarned "Spotter Drones" was barely the size of a pony's body, and yet it remained out of their reach, threatening them all with its barrel's promise of pain.

"GRaagh!" the Manticore roared, swiping its massive paws towards Fluttershy, who eyed the luminescent beast like an animal caught in a rose bush.

"I don't understand, I've tried everything.” The center of her eyebrows rose. "E-even if you're a ghost, you must be able to understand me."

"Fluttershy,” Applejack shouted from across the room, “just leave that thing alone and come over here. It ain't even real."

The three had begun CAIRO's tests, which started out unconventional, to say the very least. They had entered this room and were tasked with simply running to the other side, but no sooner had they gone into a brisk gallop than the rubbery floor turned into a treadmill, slowing their progress to a crawl. And as if that hadn't been enough, this see-through Manticore had appeared behind them, frightening Twilight and Applejack into racing their hardest for the far wall.

Fluttershy however, instead turned to charm the beast. And while it wasn't going well, she'd proved the thing couldn't do them any real harm. Sighing, Fluttershy abandoned the beast and trotted over, the treadmill having evidently given up.

"I don't even get it," Applejack told Twilight. "What the hay was that all about?"

"I've been watching the room a little," Twilight said. "See those things that look like spotlights?"

She pointed to a few walls, in which little white cylinders pivoted towards the Manticore.

Applejack squinted. "Yeah. They're lit, but I don't see anything lightin' up."

"Well, I've heard it suggested that if you could project an image from at least three places into the same space, you could, in theory, project a three dimensional image, or what they call a 'hologram'. Isn't that right CAIRO?"

"In concept, yes. Our holography focuses lasers to induce plasma excitation from the oxygen and nitrogen in the air, producing images without the use of a screen."

"And the reason for siccing your little friend on us was?" Applejack said.

"Full physical performance is reliably peaked when inducing a fear response. Far more accurate to measure top speed than through mere instruction."

"So you scared us so we'd run faster," Twilight summarized flatly. "Well, I'm pretty sure that backfired." She turned to Fluttershy who had just arrived at a calm pace.

"Unexpected test data is often even more valuable than expected test data," CAIRO stated simply.

"Ugh," Twilight groaned. "How does a machine get philosophical?"

Rather than answering, the tiles in the wall opened to another room, which the three stepped into cautiously. The room was as neat as the others, but contained a glass case on the far wall from ceiling to floor, barely as long or wide as a king-sized bed. The case was riddled every few feet with small holes, and contained—

"No!" Twilight cried, racing over to her three recaptured friends along with the others.

"Hello again, dears," Rarity greeted in monotone, helping Pinkie Pie to support Rainbow Dash who wobbled like a drunkard.

"I thought y'all 'd escaped!" Applejack said, looking at Rainbow's condition before asking, "And what happened to you?"

"I. Hate. Needles," Rainbow Dash moaned.

"We flew all along the far walls," Rarity explained, "but we couldn't find a way out before one of those flying machines hit her with some kind of dart. We were stuck on a building, without the aid of her wings."

"She's been all loose and woozy-oozy!" Pinkie said.

Rainbow avoided their eyes. "I'm sorry guys."

"Shh... Oh no no, it's fine," Fluttershy said. "You just focus on getting that bad medicine out of your system. We'll be okay if we're all together."

"Reunion complete," CAIRO reported as they heard machinery working above them. "In this test, equus sapiens unicornus will be required to lift a solid weight as high as possible for as long as possible. Weight will be deployed in three... two... one..."

To the horror of all, the tiles above the glass case opened, and what looked like a solid block of metal the size of the case itself began to lower itself in.

"Oh Celestia, no!" Twilight cried. The case was immune to her magic, but she could reach the block itself and hold it stationary.

"Help me get 'em outta there!" Applejack told Fluttershy as she prepared to buck the glass. "Now everypony stand back!"

Rarity and Pinkie Pie moved away from the glass as Applejack kicked it with all her might. Rarity offered her own magic to aid Twilight in keeping the block at bay, as Fluttershy joined Applejack in bucking against the glass, putting out a fair amount of force in spite of herself.

"Why! Won't! This! Budge?!" Applejack remarked, punctuating each word with a fiercer buck than the last. Suddenly, more noise issued from above the block, and Twilight found herself gasping as the block jerked downward nearly a foot before she regained her grip and lifted it back up.

The others stared momentarily after the block's movement before looking to Twilight for an answer. "It's... heavier! It's almost double what it was before! I think CAIRO put another block on top of it!"

"You can handle it though, right?" Pinkie asked.

"Of course, but if he keeps—" And then the weight doubled again.

"What?" Rainbow asked, noticing the pause. "What happened?"

“Rarity, do you know any spells that can change the block? I can hold it, but I need a clear shot to cast something onto it. These little holes are too small!”

“I’m sorry dear! Even if I did, I’d never be able to transfigure something of that size!”

"CAIRO!" Applejack cried, having grasped the full situation. "Stop it! Twilight can only take so much on her own, you're gonna hurt 'em! Stop it or let them out!"

Only silence answered her.

At regular intervals now, the weight seemed to be doubling. Exponential growth. Twilight had handled this and more before. She'd carried an Ursa Minor bigger than a building from Ponyville to a cave in the forest, all while performing other complex spells. She'd re-sealed a burst dam. But even Twilight Sparkle had limits, and if CAIRO kept doubling the weight, three more of her best friends were going to—

"CAIRO, stop it, please!" Twilight bawled, tears streaming down her face as she felt yet another doubling of the weight. "I'll do anything you want, I'll work for you, I'll stay here for the rest of my life, just don't hurt my friends, PLEASE!"

There was no answer but another doubling of weight as the block dropped nearly two feet, eliciting a gasp from Pinkie, who had begun hyperventilating.

"CAIRO this isn't funny, you big old meanie-machinie!" Pinkie shouted "Let us OUT!"

"Pinkie," Rainbow groaned, "He's not gonna answer."

Pinkie found Rainbow Dash's rose-colored eyes, and the solemn sadness in them.

"I," Pinkie sniffed, "I don't want it over! I'm not ready, it's not fair..."

“I promised Sweetie Bell I’d come back,” Rarity squeaked, the fight slowly leaving her. “She’s going to feel so betrayed and heartbroken when I don’t.”

"Yeah," Rainbow said. "It really sucks. Never thought I'd go out like this."

"Y'all talkin' nonsense!" Applejack shot back, but Rainbow only turned to Twilight and Fluttershy.

"Twilight, when it gets too much, just drop it," she said, making Twilight gasp. "I don't want this drawn out, please... just have it over quickly. Fluttershy, please don't watch. And cover your ears."

"No!" Fluttershy shouted. Eyes alight, she faced them all, wings spread. "You two listen, and listen good! You're not giving up, and you're not getting crushed by a dumb block! Applejack!"

Applejack’s eyes went wide at Fluttershy's attitude. "Ma'am?"

"Yank a hair out of my tail.”

"Pardon?"

"You heard me!" Fluttershy said, upon which Applejack obediently snagged a pink follicle and pulled. Instantly, Fluttershy's frowning eyes watered and widened, and she let out of painfully high-pitched shriek. The sound lasted a few seconds as the glass vibrated violently, before all at once spider-web cracks obscured the ponies view of each other.

"Fluttershy, you're a genius!" Twilight cried, as Applejack took this opportunity to give the glass one last buck, and finally the sheet shattered.

"Go go go go gogidee go go GO!" Pinkie shouted, as she scrambled to safety, while Rainbow awkwardly shuffled out. Rarity exited last, still trying to help Twilight hold the block at bay. Once out, she released the block, as did Twilight.

The block came down with a loud crash, shaking the room as the mares ran to each other in a flurry of hugs and grateful words. However, the spell of this victory broke when Twilight looked over the shoulder of a catatonic Pinkie Pie to see the dreaded block.

"WHAT?!" Twilight barked, drawing the eyes of the five.

"What what?" Pinkie Pie asked in a daze.

"Oh, for the love a'—!" Applejack growled as she too noticed.

The block, it transpired, was not resting at ground-level, but on a lip in the case a few feet above it. It was no lucky accident: it had been designed that way.

"So," Fluttershy began, perplexed, "there was never any danger after all?"

"CAIRO!" Twilight bellowed. "There'd better be a good explanation for this!"

"Of course," CAIRO finally said. "Full physical performance is reliably peaked when inducing a fear response. Far more accurate to measure—"

"HOW DARE YOU?!" Twilight screamed, "HOW DARE YOU TOY WITH ME AND MY FRIENDS LIKE THAT?!" Twilight continued, every muscle of her face flexing.

"I'm done with these stupid tests, I want to talk to Mandeville, RIGHT NOW!"

For a solid ten seconds, there was only silence. Twilight's fury slowly built on itself. She didn't much appreciate being ignored.

"ANSWER M—" Twilight shrieked, before hearing a loud series of mechanical grinds and clicks approach, and after another second without answer, a wall opened into—

"Oh come on!" Rainbow Dash groaned. "I'm already sick of this!"

Within was a room that resembled their touring module to a ‘T’. Twilight might have never blown a hole through it at all.

And staring at them, once more, was the image of Mandeville, who had at least taken the time to style his hair a little and rid himself of his stubble. "Well it's not for much longer. I have to say, I wasn't expecting to hear from you again for a while longer, but CAIRO seemed to think you weren't going to cooperate anymore."

"You pretended you were going to crush us under a solid block of iron!" Rarity shouted. "That hardly encourages our cooperation, sir!"

"No way!" Mandeville laughed, covering his mouth. "Did you really, CAIRO?"

"Y’mean,” Applejack exclaimed to thin air, “a machine dreamt-up that nightmare?!"

"There was never a high risk of injury," CAIRO said.

"Don't laugh about it!" Pinkie said, pouting. "I really thought it was over! Done with! I'd baked my last cupcake! I like a good prank every now and then too: I know funny mister! And that wasn't even a little-widdle gnat's-size bit funny!"

"I respectfully disagree," Mandeville chuckled. "But CAIRO, that was probably a bit much. Not telling you how to do your job—"

"Wait." Mandeville frowned for a moment. "Yes I am. But anyway, be a little nicer with the fear-factor."

"Acknowledged.”

"And by the way Sparkle." Mandeville turned to the still sour-looking Twilight. "Don't think that whole 'blowing the wall open' deal is going to work twice. This room was triple checked for holes in the Anti-Five shielding."

"That's it, isn't it?" Twilight stomped forward. "It's why you wanted me. It's why ponies have been vanishing, isn't it? You can't do magic yourself, so you need to make unicorns do it for you!"

"Well, I see you don't surround yourself with books for nothing," Mandeville said, eyebrows raised with the faintest smile. "Yes, Force Five was a wild-card. We tried detaining the first of your kind we saw, in case they were hostile or dangerous. It seemed all too easy, until we saw that unicorn escape us, brushing aside the machines that ought to have subdued her with ease. What use was a gun, a combat robot or even a tank, if it could be taken apart piece by piece, or transformed into a harmless rock? But thankfully, we got the drop on a few of them, and once we... 'encouraged' them to protect our materials against the influence of magic, things just kept getting easier.

"I still only have a modest handful, however," Mandeville continued. "Not to mention an army of existing drones in need of shielding. I decided quality trumped quantity, and sought powerful unicorns instead. I see my first real draft choice was a good pick, based on the results of that last test."

"Hey, wait a sec!" Pinkie cried. "Sure, we all knew Twilight's the most magicalest unicorn, like, EVER, but how'd you figure that out?"

"Yes, fair point!" Rarity said. "Twilight is easily one of the most powerful unicorns I've had the pleasure to witness, but barring a few of our escapades, she's hardly famed for it outside of Ponyville. Just where did you hear of her?"

"A-and," Fluttershy said. "Ponies would've noticed, i-if really famously powerful unicorns were disappearing."

"Well, I had a bit of a tip-off. One of the more powerful unicorns in my little club has been pining to be released, bouncing deals off CAIRO in hopes that I'd let her go. Impossible to ignore, entirely unbearable. Eventually, we managed an arrangement! She leads me to someone who can replace her, and do her job better, and she gets her freedom. Oh, she had a name out of her mouth before I'd even asked. I think she really must hate you, Sparkle, and you ponies aren't usually a hateful bunch."

The room shook, and deep mechanical noises filled the air.

"Ah, finally docked!" Mandeville said. Twilight hadn't even realized the room was moving until now. "Oh, and just in time to meet my little informant! She should be right outside."

The right wall turned once more into an awning, and the protective glass lifted into place, preventing them access to the hallway outside, where a unicorn stood, staring at them. She was blue, but a deeper, more saturated sort of blue than Rainbow Dash, with purple eyes and a blue-white mane.

"Trixie?" several of them shouted.

Indeed, though she was missing her starry cloak and magician's cap, there could be no mistaking the showboating unicorn. Trixie stood transfixed, as if she didn't dare believe her eyes. Atop her horn was a steely cap, connecting behind her ears to a brace around her neck. "You found her!" Trixie gasped. "But you said she was in Canterlot! How could you have taken her there?"

"Oh, I think fortune must favor you, Trix.' She waltzed right in of her own accord."

"What?" Trixie exclaimed, whipping her head towards the screen. "I— Trixie doesn't understand! Why, having so nearly escaped, would you do something so foolish?"

Twilight stared, her face blank. "You did this. You sent him after me. Why?"

"Hmph!" Trixie turned her nose up. "I could think of nopony better to take my place, than the one who usurped my deeds! Than the one who ruined my career! Do you even know what you did to me, Sparkle?"

Twilight's body stiffened as she felt herself go numb. "Do I know what I did to you?! I stopped an Ursa Minor from destroying our town, after you failed to! After you got called out on your boasting!"

"You ruined my life!" Trixie shouted back, "Trixie lost everything after that night! The rumors followed her everywhere she went! Nopony took Trixie seriously, unless it was to throw her out in case she brought a rampaging beast into their towns! Do you know what it's like, for a pony's special talent to become worthless to them?"

"I felt that once, for a little bitty bit," Pinkie said. "That was awful."

"I did too, at the Gala," Fluttershy said. "I'd never seen animals run from me before. I don't think I handled that very well."

"Overnight, Trixie was no longer great, nor powerful," she said, quietly. "Trixie had no place in Equestria, so she came here, to live in this forest, sneaking into Stalliongrad now and then to scrounge like some vagrant! Until a few days ago, when she was taken to this place, and forced to cast spells for Sir Mandeville every day for hours until she collapsed from exhaustion."

"Oh, don't be so dramatic," Mandeville grumbled. "I keep you all fit and healthy, don't I?"

"Trixie, I'm sorry all this happened to you. I was only protecting the ponies I love," Twilight whispered. "But that doesn't excuse what you did. You sent him after innocents, you put ponies in harm's way! And now... now I've lost my very best friend."

"Wha- I," Trixie spluttered, her spite vanishing, turning to Mandeville's image. "B-but, you promised that nopony would get hurt! You swore you wouldn't!"

"Regret doesn't suit you, Trix'," he opined. "I tried my best to be careful; sedate and capture witnesses. But the witness in question was impossible to stop. Had to be brought down before he exposed us. No oath, even to someone I'm rather fond of, is worth risking everything I've worked towards. There's hardly any going back now."

"What are you talking about?" Twilight’s breaths intensified. "Going back from what? What's the point of all this?!

“Why are you taking ponies? Why are you hurting them? If you needed help, the ponies of Equestria would have helped you! We would have welcomed you with open hooves! But now it's too late for that! You've taken ponies against their will, you've forced them into slave labor, you've murdered others! Why? Why would you ruin this? Whatever happened back where you're from, you could've left it all behind, made a fresh start, wiped the slate clean! Why would you throw that away so quickly?"

Mandeville frowned, considering her as her tirade wound-down.

"I just." She shook her head. "I don't understand you."

"Rest assured, I have my reasons,” Mandeville said, “not that I've any interest sharing them with you."

"Oh yeah?" Rainbow, mostly recovered from the drugs, stood up and stepped forward to confront Mandeville's image. "How about you tell everypony here about planning a takeover of Equestria?!"

"Takeover Equestria?" Applejack said. "What're you talkin' about Rainbow?"

"We found this weird room, where those three-legged CID things were doing some kinda' target practice on a bunch of fake ponies while marching on fake Canterlot!"

"Fake Canterlot?" Fluttershy asked, turning to the others.

"Ah," Mandeville exclaimed, his eyes half shut. "You found a combat sim module. Too bad it wasn't a live-fire course. Nosy pastel horse-things...

"Yes, I'm planning a change in management. Yes, I intend to do some rather awful things. But it'll end up alright, I think. No reason we can't be friends someday. Granted, I imagine that day is a long time from now."

"But, why?!" Fluttershy asked. "We could have been friends without all this!"

"I wish it were as simple as that kid," Mandeville said, his tone shifting dramatically from the standoffish one he had been using till now. "But it's not. And I'm not much in the mood to explain why right now.

"That said, I'm a lot closer to being friends with Trixie here, muse that she is. Driven to such lengths that she'd sell out her own kind. Not to say I approve of that, but..."

"Yeah, he's right Trixie," Twilight growled, turning on her. "Whether you knew this or not, you're an accomplice to murder! At best!"

Trixie opened her mouth to speak, but no words came out.

"At worst, it's treason against the crown."

Trixie began to sweat.

Trixie sobbed. I never meant for any of this to happen! Nopony was supposed to get hurt! I thought since you put me in here, it'd only be right for you to get me out—"

"Oh, that tears it!" Applejack shouted. "Trixie, if Twilight had done nothing, you'd probably've been Ursa-chow, and Ponyville woulda' been flattened, with you and your showin'-off and yer' lies to blame for it!

“Y'need to take responsibility for what you did to yourself, n' stop blaming other ponies! Puttin' Twilight in here so you can run free? I hope you can live with yourself out there, Trix': first yeh' took her friend and now yer' taking her freedom in the same darn day."

Trixie sat there, head hung in silence. Even Applejack, who had said it all, had to pity her. Having dealt with Mandeville so far, she was growing accustomed to an opponent who seemed to feel nothing. Having known Trixie, she hadn't expected her to look ashamed of herself. Yet there she was, looking truly sorry.

"Hey, what's that doohickey on your neck n' horn?" Applejack indicated the brace, overcome by a sudden, irrational urge to comfort Trixie.

"Oh, this? All the unicorns are made to wear them. They keep us from using magic when we're outside the work chambers."

"So clunky and bland," Rarity said. "And what it must feel like on one's horn. I don't suppose it's padded?"

"It's stifling and uncomfortable, but it's nothing compared to what the Pegasus ponies wear," Trixie said. "They're kept from flying."

"Pegasus?!" Dash exclaimed. "I thought you just wanted unicorns! What're you using Pegasi for?"

"My machines do so well on our thorium reactors,” Mandeville said, “but all that's happened has thinned my power budget. When we arrived here, this was mostly one massive cave, but even our considerable luck didn't make the cave exactly our size.

"We've uncovered and repaired much. But it all costs precious energy. Energy that a Pegasus has easy access to."

"Lightning." Rainbow scowled. "You're harvesting lightning."

"Why not? It's perfect!" Mandeville cried, suddenly smiling. "Any given bolt can produce a million kilowatts of power! So unpredictable where I come from, unfit and unreliable. But summoned at will? My reactors are having a difficult time competing, and they're marvelously efficient!"

"What about earth ponies?" Pinkie Pie asked.

"Oh, the normals?" Mandeville interpreted the term. "They also have their uses. Bit less direct though. I try to involve them less, given I rather respect their kind, but some things need doing and I can scarcely spare unicorns or Pegasi."

"You don't want to know," Trixie whispered. She stared at the floor, at the vague and blurry outline that made up her reflection in the tiles.

"Let them go," Trixie said. "I'll stay here. The deal's off."

"Well, I think it's a bit late for that!" Mandeville exclaimed. "Sorry Trix', your account is closed. No refunds."

"No! Please, you can't do this!" Trixie shouted as Mandeville scoffed.

"The Hell I can't! What position are you bargaining from?"

"The deal was for Sparkle, not her friends! The deal said you couldn't hurt anypony!"

"Look,” Mandeville sighed, "their coming here was incidental, and the death unavoidable. You’re asking me to gamble everything on the basis of honor, and that I simply will not do.”

"Then at least let the earth ponies go! They won't say anything, will you?" Trixie asked, directing the last of her words to Pinkie and Applejack.

"Based on what I've seen," Mandeville said before either could answer, "the cowgirl would go for help without a second thought. A case can be made for Derpy over here, though."

"Derpy?" Pinkie asked, suddenly frowning. "I'm not Derpy, silly! I'm Pinkie Pie! Derpy's back in Ponyville; she delivers the mail! I don't know how you could think I was Derpy, because everypony knows Derpy is Derpy because Derpy's eyes are all mixed-up for some reason! But nopony really talks about it in case they hurt her feelings. And, she's a Pegasus pony! And I'm clearly not a Pegasus pony! Though there was that one time Twilight did this spell so we could walk on clouds too, and—"

"Wait, wait wait wait wait!" Mandeville barked over Pinkie's meandering monologue, which plowed on in spite of his protests. "Jesus, can she be turned off, or do we need the tranqs already?"

"Nopey-lopey-dopey! I'm done.”

"So there's a pony —someone you know— named Derpy?" Mandeville asked, as Pinkie nodded in response. "I'm gonna need a stiff drink after this. Actually, fuck it."

"Fucket?" Pinkie asked, as Mandeville grabbed a flask off a surface they couldn't see, tilted his head back and took a hearty gulp.

"Sorry Trixie, not in a risk-taking mood at the moment," Mandeville finally concluded. "Loose-ends just make me itch, even if this one looks like the sort nobody would believe."

"Hey!" Pinkie cried. "Lots of ponies believe what I have to say! Everypony knows they can trust Pinkamena Diane Pie!"

"All the more reason for me not to let you leave," Mandeville laughed, giving Pinkie a thumbs-up. "Nice work."

"Pinkie!" Rarity hissed.

"Now, if you would all excuse us," Mandeville said, "I've got to help Trixie. CAIRO?"

"Now?"

"Now.”

Slowly, the room began to lower, inching along a shaft beneath them.

"Hey!" Applejack shouted, glancing wildly around the room. "Where're ya' takin' us?!"

"This module will first deposit workers in the worker-preparation area, where they will be taken to the worker quarters."

"We're not going anywhere!" Rainbow Dash shouted, as she took to the air, swooping and bucking against the glass, which held despite her diamond horseshoes. "Girls, help me!"

Mandeville's screen switched off as Applejack, Rarity, Pinkie Pie and Fluttershy all tried to find weaknesses in the room that had become a cage.

Twilight, however, now turned to stare frigidly at Trixie, who watched on, helpless. "Is this what you wanted?" Twilight asked, as the floor Trixie stood on reached Twilight's knees as the room lowered. "Does it serve me right to take your place?"

"I'm sorry!" Trixie moaned. "I'd take it back if I could, I'm so, so sorry! I never wanted this! I never should have trusted him—"

"It's too late now, Trixie."

Twilight's words were as cold and uncaring as the metal she stood upon.

"Because 'sorry' won't bring my friend back. It won't set us free."

The floor reached Twilight's hips, and Trixie had to lie on the floor to stay level.

"I never hated anypony before today, Trixie. It wasn't in me. Is this what you felt for me? This awful feeling?"

Trixie only choked.

"I felt it for the ones responsible for Spike's murder. Not just because I lost him, but because I can't stand feeling this way for anypony, even somepony as awful as Mandeville!

"But I'm making one exception, Trixie," Twilight continued, the floor up to her neck. "I hate hating. And you're the one who caused me to feel this way. Trixie—"

"No, please,” Trixie bawled. “I'm sorry!"

"I hate you,” Twilight spat, closing her eyes. “And I want you to carry that knowledge with you, since we'll never see each other again."

"No, Twilight, I want to help you! Please, I'm so sorry, I'll do anything—"

"Just go. No matter how sorry you say your are, I'll never forgive you for what you did to us. I never want to see you again."

She'd said it all as though delivering a death sentence, and it may very well have been, given how Trixie reacted. She only stared, tears falling silently as Twilight turned her back on her. The room's ceiling met the hallway floor, and continued on deeper into the facility as tiles rotated up to cover the shaft opening, leaving a seamless floor.

As far as Trixie knew, she would never see those ponies again. Twilight would get her wish.

Trixie sniffed as she followed the hall in the Mandeville Arms facility. It all looked the same, no variation in the color of the tiles, no art to it, not even a bench's worth of furniture. But she saw the end of the hall ahead, where she'd meet her own module to reach the exit.

The hall ended abruptly, with a platform that looked out upon the great expanse of the facility and the gridwork. But there was—

"No module." Trixie breathed to herself. "Where's the module?"

She looked everywhere, but saw nothing. Not approaching, not in the distance.

"Oh, Trix'," the voice of Adrian Mandeville echoed from the walls. Above her she saw another yellow eye watching her. "You look so down! Why should you be? You get to be free, after all! If you want."

"If I want?" she asked. "Why would I go back?"

"Well, freedom always has a price. I'm just taking stock that you might not want to pay it."

"I can't go back, not after what I did to them," she sobbed. "Where's the module that takes me out?"

"Ah, see, gosh. Here's the thing," Mandeville said, hissing in a fake ‘how do I break this to you?’ fashion. "I was gonna let you just leave, but all that back there? You seem so broken up about it. Like people who feel they don't care whether they're alive or dead. I was counting on you keeping quiet because, well... you're an outcast, a known liar, and would have to admit to helping with a murder/kidnapping, and out and out betrayal of your nation.

"You're a survivor though! It's why I like you so much." Mandeville's tone sounded much like a mentor talking to his student: warm, but critical.

"The problem is, the nice-guy in me still was leaning towards letting you go. But now..."

"Now?" Trixie asked, sweating again.

"Yes, now. You seem in a really self-sacrificial mood right now. Maybe I shouldn't have let you meet those girls. I just figured you'd want a chance to see your nemesis get her's.

"But no, you seem like you're really tore-up about what you did. Let me speak objectively here: I've got this niggly feeling that if I let you go, you'll turn yourself in and rat me out in some half-baked show of redemption. I can't have that. But I did promise you freedom, so I'm offering the next best thing. Watch your step and look below you."

Trixie peered over the edge to see something that chilled her to the bone, as she scrambled back, further and further from the ledge.

"Looks a bit like a Hell-mouth, doesn't it? That's my handy little mobile incinerator unit," he told her. "Full of lead mostly, and whatever else I put in there. Always used it for scraps, evidence of misdeeds. Nosy Greenpeace snoops that tripped the turrets, and I really didn't feel like dealing with the paperwork that day. Melts it all down to around ten thousand degrees and lets stuff settle so I can reuse the materials. But if you want freedom bad enough —if you want out of here bad enough— It’s about as close to the ol’ sacrificial volcano as I can give you. Hope you don't use it though, let's be clear."

"Please, that's not fair!" Trixie whimpered, curling up. "I-I just want to go home! Please, just let me go home!

"Oh, come now, none of that," he said in a fatherly manner. "This can be your home now. Or, y'know, it'd be over real quick if you'd rather not. But I'd miss you."

Trixie crept up to the edge on her knees and gazed down, transfixed. Her tears fell towards the abyss, towards the great churning bin of yellow, orange and red, glowing beneath her. Down there was the only freedom she was ever going to get from Mandeville.

"Look, It's not that I don't trust you; it's just that I can't trust you. Big difference, trust me."

She couldn't go back. She couldn't face Twilight. She was trapped, and she couldn't stay there forever. Slowly, ever so slowly, she felt herself let more and more of her front dangle over the edge. The tears wouldn't stop, as she thought to reflect over her life, every decision that had led her to this. She closed her eyes.

"Trix?" Mandeville asked, worry in his voice. "Kid, I wasn't serious, it doesn't have to end now!"

"I'm sorry Twilight. Maybe now, you can forgive me."

"Trixie, listen, it's molten... metal!" Mandeville shouted as clearly and seriously as he could. "It's not a quick death! Kid, don't!"

Trixie inched herself just past the point of no return, where she knew her hooves couldn't save her if she decided to back out. As her back legs flipped up into the air, she realized, wide-awake, what was about to happen... and she screamed.

Mandeville watched in awe as Trixie vanished from sight over the ledge. The last vanishing act of her career.

"Well. Damnit!" he exclaimed throwing a coffee mug from his work station with a smash. "I didn't think she'd actually do it!

"Seriously, I liked her!"

Confused and dismayed, Mandeville shut off his monitor and searched for something to distract himself with.

Art Page 1

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Heya' folks!

This is J-Dude, and I'm submitting the first Art Page for Black Equinox. Basically a compilation of whatever has been "officially" done for the story, including chapter art, concept art, and renderings.

Rest assured, I've been hard at work on Black Equinox. I actually have more than two chapters written ahead of Chapter 4 right now. But since I really want to do this story right, I've been trying to get reviews from certain sources, to make sure I'm not making any dumb or rookie mistakes.

This is why getting the last two chapters to you guys took from about August to April. Well... that, college and other projects or pursuits of mine.

Anyway, I hope this is a worthy blip on the ol' EKG. And I hope you guys understand that I delay only because I want to give you something I'm not ashamed of. I could dump at least two chapters here right now, but I want to build this sucker to code, so to speak.

This image portrays the beginning of Black Equinox, when the hapless Plumeria and Peppermint stumble upon the Mandeville Arms facility, mere minutes after its arrival in Equestria. Artwork for Chapter 1, obviously.
This was 100% made by me in Photoshop, and took days of work. Lots of rockin' the pen tool and using gradients and stuff.
The two ponies in the image are actually 3D renderings of pony models I made. I'm not sure how well it came out, but you might notice I made their manes in Photoshop after the fact. I find they look more awkward than anything. And since I don't believe I rigged these ponies all that well, I'll probably just rip the GMod pony models if I do something like this again.

Chapter 2 art of the Library ablaze. This I can not take full credit for, as much of this image is taken right from the show and edited. It was originally from a day-shot, but I worked it to night, adding the flames, rain and fiery glow.
Ideally —because I'm sort-of a bastard— I would have added an image or silhouette of Twilight cradling Spike into the bottom of this image. But at the time no model of Spike existed, I lost confidence in my own pony models after Chapter 1, and while I can Photoshop non-characters pretty well, I am no character artist in any capacity.
Overall, I really liked how this one turned-out

As you might have guessed from the last two chapters, I more or less gave-up on making the full-sized sprawling chapter art pieces and am now taking a more minimalist approach.
Originally, Chapters 3 and 4 were one chapter, but it got overly long and I split them. I'd intended to render a concept image of the massive Mandeville Arms facility, but I just found it was taking longer to do so than it was taking to write the story itself. I settled on this imagery, showing an idea of the facility through the scene were the Mane Six are watching the tour video. Smaller, simpler.

The Mandeville Arms logo: an upside-down image of an AK47 iron-sight honed-in a little surrendering stick-figure. Upside-down because that way it looks like an "M." Probably not going to be inducted into a career in advertising for this, but I like it well enough.

A display-page for my model of the CID drones, the backbone of the Mandeville Arms infantry units. I originally sketched the design for this out on some scratch paper while I was at work one day, but followed the design in 3D nonetheless. I justified the time sunk into this thing by using it as a class assignment. I love combining work and play.
And if you're wondering about the odd blue highlights and reflections, I originally rendered this in an environment with a blue sky.

The Dynamic Tiling System, one of the staples of the Mandeville Arms facility in how it makes the structure infinitely configurable. This was a pain to get working, too. Unlike the CID model, the tiles themselves are rigged for movement, which was awkward and a royal pain.

This render is a far closer idea of what the facility looks like, but of course it doesn't have natural lighting or nearly as much empty space as this image suggests. Mostly it's 3D concept art.

Chapter art for Chapter 4, depicting Adrian Mandeville staring after the explosion that ultimately cost Twilight her home and Spike his life. The character art for Mandeville was done by well-known MLP artist Kloudmutt as a commission. Not a lot to say for this one. Like I said, I'm trying for minimalism in the chapter art now.

That's all for now, but thanks for dropping by! Chapter 5 coming soon.

Chapter 5

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She had never felt so helpless. Well, that wasn't true. When Spike lay dying in her hooves, she recalled cursing herself for not learning any healing spells that would work on a wound she couldn't see. Incapable of anything but clutching him as he slipped away, that had truly been the worst.

This was a close second though.

She struggled fruitlessly against the manacles that held her hind-legs —and the legs of her friends— in place. Their forelegs were free, for what it was worth. But Mandeville or CAIRO had evidently understood that a pony could do little with them while stuck facing one direction.

After Trixie vanished from their sight, their room sank a few levels before stopping. It changed shape, tiles moving this way and that, as ultimately two of the walls closed in on them.

For one pulse-pounding moment, Twilight actually believed the walls weren't going to stop, and that Mandeville had actually meant to have them all crushed to death. It couldn't have been healthy for Pinkie, Rainbow or Rarity to experience that fear again so soon.

One tile width apart though, and they stopped. The walls came alive with metallic limbs grabbing them and lifting them high as the floor fell out, to be replaced by tiles with the thick manacles. They fought, but it proved no use. Twilight's magic barely made them shudder and Rarity's couldn't even achieve that. Rainbow tried using her wings to wriggle out of their grasp, but quickly found those seized by the limbs too.

CAIRO then announced that their belongings were to be stored safely until further notice, upon which more limbs still parted them of their saddle-bags and horseshoes. And to Applejack's protests, her hat.

As it all settled, Twilight's previous anger gave way to guilt, yet again. "Guys," Twilight groaned. "I'm sorry."

"What're you on about?" Applejack grunted, still unconvinced that any steel could hold her world-class bucking legs. "Sure, yeh' lost yer' temper, but we sure found out a lot more than we woulda'."

"No," Twilight said. "I just led us all in here, with no escape plan! We should've gotten in touch with the Princesses, at least let them know where we were! But now...

She stared at the room. It was so alien, and they were so deep in the middle of this labyrinth. "Nopony even knows we're here."

"Please stand-by for standard-issue pennatus and unicornus casual-wear fitting," CAIRO's voice boomed in the small space.

"Well that doesn't sound so bad," Rarity said.

"No!" Twilight cried. "He means those restrai— Ack!"

Twilight was surprised when the limbs holding her forced her head straight as still more limbs snapped the steely collar onto her neck. The upper cap swung into place, causing her discomfort as it only barely cleared the tip of her horn. She heard a whirring around her ears and slight vibrations before realizing the cap was now firmly in place. 'Stifling' was putting it mildly: they might as well have fixed a clothespin onto her nose.

"No, get away from me!" Rarity growled. "I'll not wear something so plain, you can't make me!"

But they could. Rarity whimpered and whined as she too was restrained.

"At least you kept most of my mane out of the way."

Meanwhile, Rainbow Dash and Fluttershy had their own problems. A pair of light, fully-body covers lowered to pin their wings.

Fluttershy was easy, given her wings were already retracted in fear. A top mount sat on her back as the covers fell over her sides, keeping her wings from spreading or exposing them to the outside air if they could. Straps on the bottom swung under her belly to lock the wing-covers together.

Rainbow Dash, however, wasn't giving up her wings without a fight. While the limbs holding her wings tried to make her retract them, she wasn't having any of it. "Get away from me! You're not clippin' this bird's wings! I'm not closing 'em, and you can't make me—eeeeeee!"

One of the limbs turned into some kind of cattle prod and lightly tapped her right under the joint of one of her wings. The reflex motion caused her wings to retract, and she too was subjugated.

"No!" she whined, almost in tears. "That's not fair! Y-you can't just..."

"All standard gear successfully issued," CAIRO said, his tone jovial. "Welcome, new 'Mandeville Arms' employees! Before being released to the worker's quarters, all workers must receive equine-employee status markers. Please hold still."

"Ow!"

They all tried turning to see what caused Applejack to cry out, made difficult by the manacles.

"What'd it do?" Pinkie asked.

"It... stuck me!" Applejack told her, one of her eyes half-shut. "Stuck me right on mah' backside! Now it's... it's feelin' all numb."

"Applejack!" Fluttershy cried. "Watch out, on your right!"

She turned to see something most unwelcome. It was another of the metallic limbs, but this one held a metal shape much like a cookie-cutter, in the shape of the Mandeville Arms 'M' logo. It wouldn't have been a sinister sight, had its closest edges not been glowing red.

"What're ya' doin' t'me?" she asked it, trembling. Its only answer was to move slowly in towards her flank, and her—

"NO!" she screamed, trying her best to worm away from it. "Please, not that! Anythin' but that! YEH' CAN'T DO THIS TO M— Uh— Ahhh!"

"Applejack!" they all cried, as the implement met and pressed firmly into her flank.

A flame shortly shot up from the spot and the acrid smell of burnt hair filled the space. After what felt like an incredible length of time, it pulled back, leaving her to whimper with her head slack. The numbing agent had beaten-back a great deal of the pain she would have experienced, but not all of it.

Applejack finally dared to turn, knowing full well what must have happened. "No. No no no no no no no," she sobbed.

"M-mah' hat, mah' Cutie Mark. What else'r you gonna take from me?"

"Your Cutie Mark?!" they gasped.

Her right Cutie Mark was a ruin: the 'Mandeville Arms' logo burned into her, leaving an ugly, angry mix of red, black and her orange coat. She could still, somewhat make out the three little apples she was so proud of behind this graffiti, but barely.

"No! NO!" Rainbow Dash cried, as she too was delivered the numbing shot. "I'LL DO ANYTHING! JUST DON'T BURN ME! DON'T BURN ME! NOOOOOOOOO!"

She howled, tears welling as she grit her teeth, while the brand did its work.

Fluttershy watched on, trembling and hyperventilating as she realized she was next in line.

"F-Fluttershy, it's going to be okay!" Dash said. "It's not so bad, just think of something else! Think of home! None of this is real, it's just a nightmare!"

"I... I can't!" Fluttershy squeaked, as she too received her shot.

Dash shouted, offering her left foreleg. "Fluttershy! Bite down!"

"W-what?"

"Bite down, as hard as you can! It's going to hurt, but it'll help, I promise it'll help!"

Fluttershy merely trembled, eyes wide as the brand approached her. Eyes streaming, she bit down onto Rainbow's leg just as fire met flesh. She wasn't much of a biter, but Dash could tell it was better than nothing, as she whimpered pitifully.

Twilight realized she was now next, and after what she'd seen, she wanted to be anywhere else. She couldn't take it. All of this was too much. She felt the sting of the injection, felt a moment of pure, blinding panic, and then fell into blackness.

Twilight awoke feeling warm and cozy. She hadn't opened her eyes yet. The sun must be up; her eyelids looked blood-red underneath, unlike the usual blackness.

She wasn't in her bed. She detected the feel and scent of hay beneath her. Perhaps she'd slept over at Applejack's after one of Pinkie's barn parties? That was too bad: she'd quite have liked some of those waffles Spike made—

Twilight's eyes jerked open, and she was awake at once. In an instant, a thousand little recent memories began trickling back in.

She was indeed lying in hay, but the hay was piled on metal tiles. She knew where she was now.

Rainbow's tones met her ears, a bit more bitterly than usual, but mostly friendly. "Oh, Twilight, you're up."

"H-how long was I—"

"A few hours. You fainted."

"I fainted?" Twilight said. "But... even Fluttershy didn't faint."

"Well, you've been through a lot. More than the rest of us anyway. It'd figure if a straw could break a pony's back, it'd be yours. I'm kinda' jealous, actually: wish I hadn't been awake for it."

"I just remember— Oh no!" Twilight stood up quickly from the hay and whipped her head around.

It was as she knew it would be. Her right Cutie Mark, ruined, marked now by the symbol of their captor. It still ached a little, now she was waking up. She sat back down, staring at it in silence.

"It's just... so wrong," Rainbow growled, staring at her own. Twilight could hear her wings fluttering about under the restraints she now wore, agitated. "I had such an... awesome Cutie Mark! And now it's wrecked!

"I remember when I got it. Everypony has that memory. What kind of monster does that to somepony? This Mandeville guy, how does he look at all of us, look at Equestria, and just decide he doesn't care? I bet they're all like that. Humans."

"I want to say he's just a bad apple, but I don't know," Twilight pondered. "Just look at this place, look at all the things he makes here. He sells this stuff to his own kind, stuff designed to kill.

"I'm not naive, I know some other cultures in the world are warring, but I just keep remembering that explosion at sea. Something like that, it's not built to protect anypony, it just destroys. Whole towns, indiscriminately! I just don't know. But maybe some of them aren't so bad?"

"Feh!" Rainbow Dash spat. "I'll believe it when I see it."

Twilight took a look at her surroundings. They were in a loosely defined room, separated by tiles behaving more like fences than walls. There was something of a roof, but it was more of an overhang, as outside the room was the true ceiling of a much bigger room, though not the massiveness that was the facility. What she'd taken for daylight before had been more tile-lights. Incredibly bright, leaving the enclosed room completely illuminated. The ceiling was a few stories high, two-hundred feet long and fifty feet wide, give or take. All comprised of those same tiles. The difference was that the space was fuller, both in terms of occupants and in decoration.

Most of the room was a high-tech stable, she realized. Stalls like their own placed length-wise before reaching a large, open space where the few dozen or so ponies were mingling.

In this mingling area, a large screen stuck out of the wall, for Mandeville to address them directly, no doubt. Those watching, mechanical yellow eyes stuck out at intervals, not moving. The stable itself had no door, which meant the ponies could move about freely, such as it was. At the wall-end of their stable, Twilight saw a machine that could only be a hay dispenser, given the bales in the long tray at its mouth. There was a trough filled with water as well. Twilight couldn't help crediting Mandeville on his word. It wasn't like he was making them sleep on the cold steel.

"Uh, Twilight?" Dash said, not wanting to break her concentration.

"Yeah?"

"Look, I hate asking when you just woke up again, but, about our Cutie Marks. Can you—"

"Fix them?”

"Yes.” Dash looked to be sweating. This was almost certainly why Dash had stayed here, if not only to make sure she didn't wake up in an unfamiliar place with no friends in sight.

"I don't know. Cutie Marks are pretty resilient. It takes a lot to obscure them, but I think we all know the heat did that. It might be possible to undo the scarring and bring it back good as new, but even if it was possible..."

Smiling humorlessly, Twilight tapped a hoof on the cap over her horn. Dash sagged, evidently not helped by this information.

"I'm sorry Dash. For all of this."

"No, stop it," Rainbow said firmly, "you keep blaming yourself for these things. It's not your fault that Spike's gone, it's not your fault you got angry, and it's not your fault that you wanted answers. Nopony made me jump underground. I'da' gone in after Mandeville whether you wanted me to or not. This guy, he's just bad news! And if he's after all of Equestria, I don't want to be anywhere else. I want to be right here to kick that no-good jerk right off his high horse!"

"Not so loud please, or we all might regret it," an older female voice cautioned. Dash and Twilight looked outside the stable to see a Pegasus mare, long pink and purple hair flowing back over a powder-blue coat. Her purple eyes gazed kindly at them in a way that reminded Twilight roughly of Celestia, but rough was still the word.

"Sorry Ivy.”

"Don't be sorry for wanting a little justice, kid. Just keep it low, or CAIRO might hear, and then there'll be trouble.

"You up-n'-at-'em then?" Ivy directed at Twilight. "Your friends were worried about the two of you."

"Two of us?" Twilight repeated dumbly, wondering if she only meant herself and Rainbow Dash.

A look behind her brought the silent, sleeping form of Fluttershy into view, sweetly bundled-up in her own haystack. It was enough to bring a smile to her face.

"Name's Ivy. I hail from De-trot. Oldest celery stalk in this icebox. Ponies around here sorta' made me their leader."

She offered a hoof.

"Twilight Sparkle," she said, taking it. "Originally of Canterlot, now of Ponyville."

"Sparkle? Oh no." Ivy suddenly winced. "Not Trixie's Sparkle?"

Twilight's face turned stony upon hearing the name. "The one and only," she muttered.

"Oh Trixie, I don't believe it." Ivy looked away. "She always talked about it, at first. That deal, I mean. She came in here all mussed-up and proud of herself. Said she was some famous unicorn, but I'd never heard of her. All that boasting, it didn't take long for her to rub folks the wrong way.

"Sure enough though, she was the best around here, as if that counts for anything. But after a few days she stopped talking about you and sorta' fell into line. This place'll do that to you. Hard to feel too proud with a slave collar around your neck. Didn't know what it meant that she got called up today."

"Called up?" Twilight glanced around. "Called where?"

"To 'see the boss', usually," Ivy said, contempt in her voice.

"See? But doesn't he just talk through that?" Twilight pointed at the massive screen.

"Not when he wants something in private.”

"So you see him, where he actually is?" Twilight asked. Why would Mandeville ever risk being in the same room?

"I know what you're thinking, and trust me, he's not that stupid. He makes sure that there's no hurting him. I can't say the same for the ponies that go in there though."

"He hurts them?" Twilight demanded.

"Not always, but it’s never been good," Ivy said, glancing out the corner of her eye. "It's better not to say, kid, there's enough nightmares to be had in this place."

"Trixie said that too, about the Earth ponies. What is Mandeville doing with the Earth ponies?"

"She did?" Ivy asked, turning away while not quite breaking eye-contact.

"Yes, she wanted him to let my friends Applejack and Pinkie Pie go. She even tried calling the whole thing off, but that didn’t work out too well, obviously."

"She said that?" Ivy asked, a smile growing on her face. "That's big of her, a lot bigger than I'd have expected."

"I don't care. She's the reason I lost my best friend."

Ivy gasped. "No!"

Twilight nodded. "Mandeville came after me, and found him instead. And now... now he's gone."

"You poor kid. I'm so sorry." Ivy brushed Twilight's bangs back and let them fall before wrapping her in a hug.

"Thank you," Twilight sighed, Rainbow Dash avoiding her gaze.

“So. The Earth ponies?" Twilight said, after a while.

"Hmm? Oh right." Ivy released her, clearing her throat. "Boss doesn't have a lot of use for them. He catches them now and then, but they can't make lightning or enchant metal, so he puts them to work the best way his creepy little mind can figure."

"Which is?" Twilight asked, a little annoyed at this runaround.

"Well, he doesn't know much about ponies in the physical sense, so he uses them for... tests."

"Tests? Y'mean like the fitness exams we went through?"

"No, that stuff is actually pretty harmless. These are more... well, experiments really. The way I hear, it's pretty random but... sometimes random is bad."

"What kind of things does he test for?" Twilight asked.

"Our tolerances, to certain gases, certain foods, certain poisons—"

"Poisons?!" Twilight shouted, drawing the attention of a few ponies.

Ivy nodded slowly. "Yeah."

Twilight recoiled. "That's sick! That's... twisted! How do they survive?"

Ivy sighed. "That's just it honey, sometimes they don't."

Twilight stepped back, her brows flat, yet her eyes growing wide. She searched the crowd: Applejack was drinking and Pinkie Pie was chatting with some seriously jaded-looking mares.

"No," she said simply. "I can't lose anypony else.

"Ivy, tell me that some of you are coming up with an escape plan?"

"I'm not, Twilight," Ivy told her, "I can't. The Boss knows who I am to these ponies. If I get caught, life gets worse for everypony here. He'll punish all of us."

"Ivy, you can't tell me nopony is doing anything—" Twilight began.

"Hold your horses, kid; I never said that.

"Some folks around here have been trying to crack this place. I dunno who, exactly. Less I know, the better, in case the Boss tries to wring it out of me one day. But ask around, you'll find 'em. It's a small cage."

"Comin' through!" Applejack cried, rushing their general direction, stopping upon spotting Ivy.

She stepped uncomfortably, like she was walking on hot coals. "Oh, Ivy! Hey, uh, could you direct me to the, y'know? ‘Facilities?’ "

"Oh." Ivy giggled. “Right over there." She pointed to a tile in the hall, set in the center.

"Where?" Applejack asked, looking around and seeing the tile. It was little more than a big oval drain set into the floor. Applejack turned a distinct shade of red. "Ooooh no, no way, sister! I might make do with the bushes when nature's callin', but no way am I lettin' loose in plain view of everypony!"

"We all have to do it, Applejack," Ivy said soothingly. "Nopony's going to look."

"No!" Applejack fired back, before bellowing to the sky. "CAIRO!"

"Oh boy," Ivy sighed. "She's just gonna make a scene."

"How might I be of assistance?" CAIRO answered, his voice contained to the nearby tiles. Evidently, the tiles all had individual speakers, granting his voice a sort of omnipresence.

"What made ya' think you could put a latrine in this place with no walls or doors to keep out pryin' eyes?" Applejack demanded.

"Why would this matter to an Equus sapien?" CAIRO asked with legitimate interest in his voice.

"Don't go answering mah' question with a question, bucko!" Applejack bristled. "It 'matters to the Eek-wuss sapian' cause' we don't like doin' our private business for everypony to see!"

"Interesting. And yet Equus sapiens do not betray any desire to cover-up their secondary sexual characteristics."

"Well, we've got our natural coats and all.”

"Please forgive this misunderstanding. It was assumed by your species' tendencies towards nudity that you had no concept of shame."

"Yeah, well." Applejack growled at the sentiment. "Now yeh' know better, what're you gonna do about it?"

With surprising immediacy, the tiles around the latrines throughout the stables retracted and rearranged, until steel walls rose from beneath and hid them from immediate view.

"That's more like it! But, um. Could yeh' give it a cielin' too?" she asked.

This time the ceiling opened and offered a small, square metal cap to sit atop the four walls.

"It will take time to design a proper locking mechanism compatible with hooves, but we hope this swinging door will do for now.”

"Well thank you much, CAIRO!" Applejack replied, gratefully, stepping inside the now proper lavatory.

"Oh, mercy," she sighed to herself.

"Now deploying soothing lounge music," CAIRO added, evidently hoping to impress.

Indeed, the walls issued with a soft, quiet melody.

"Now yer' just being ridiculous."

A while later, Rarity made her way over to check in. She seemed in relatively good spirits, all things considered. "Oh, I'm so glad Applejack was able to browbeat that machine into putting up proper washrooms.

"Could you imagine?" She crinkled her nose. "Moi, forced to do something so degrading?"

Ivy frowned. "I'd mind the snobby attitude around here, missy. I'm grateful and frankly amazed that anypony could play CAIRO like that, but don't forget that all of us here were without privacy every day before you came along. Keep that attitude and you're not likely to make friends here, with ponies that did suffer all that embarrassment."

With that, Ivy cantered off, evidently feeling she'd welcomed the newbies properly by now.

"I'm actually surprised it was Applejack who lost it and not you," Rainbow Dash said, smirking.

"Dear," Rarity chuckled. "Knowing the available amenities is crucial to maintaining one's self. Applejack's survival instinct was to keep herself hydrated lest the pipes turn-off. Mine was to see just how I'd keep my mane under control after those ruffians took our belongings. I noticed those —ugh— 'powder rooms', —or pits, as it were— and, well. I was keen to avoid the matter as long as I could."

"Hey," Twilight asked, poking Rainbow Dash. "How's Fluttershy? Has she been asleep this whole time?"

Dash's ears flattened against her head. "Not when she first got here," she answered, bitterly. "I'll never forgive that Mandeville guy for this! When she saw what happened to her Cutie Mark, she was so heartbroken. I mean, we all were, but this is Fluttershy we're talking about!

"She's been my oldest, closest friend since I was just a filly back in Cloudsdale, and I've never seen her like she was. Didn't sob or anything, she just curled into a little ball, sat there and cried. If we ever get out of here, she's going to have nightmares about this place for the rest of her life. Even if she gets out, she won't really be free."

"I'm not sure any of us will be," Rarity added. "I mean, I like hay as much as the next pony, but is that really all we must subsist on here? My mouth feels dry already."

"So what do we do about Pinkie and Applejack?" Twilight asked, hoping they had better ideas than her. "We're in for some hard work, but who knows what they'll do to them in the testing?"

"I've been thinkin' about it since I heard," Rainbow said, "and I don't know. Unless we can escape this place hours after getting here, I've got no idea how—"

With that, a claxon sounded and the ceiling above them folded opened to the tile-filled sky, as did the roof of every stable-stall.

"A new labor cycle is imminent; please remain still," CAIRO said as dozens of padded claws on wires descended upon them. One by one, ponies were seized around the belly and hoisted out of the worker's quarters.

There was a distinct lack of panic for what looked much like a raid.

"Fluttershy, get up!" Dash shouted, prodding the pink-haired pegasus' inert form, which stirred drowsily.

"Wh-wha?" Fluttershy said, before her eyes went wide as saucers. "Rainbow! Watch out!"

Rainbow Dash shrieked as one of the claws plucked her suddenly into the air.

"It's okay, I'm alright!" Rainbow called back, hooves drifting limply below her as she was hoisted through the maze of girders, off to parts unknown.

"Do you think she'll be okay?" Fluttershy asked, wide awake and shaking.

"I think we're all about to find out!" Rarity cried, noticing three more claws coming their way. In mere moments, Rarity, Twilight and Fluttershy were airborne, watching Applejack, Pinkie Pie and the other ponies below shrink from view.

"Fluttershy, I think we're going to separate places!" Twilight shouted. "You should be going to the same place as Rainbow! Try not to be scared!"

"I'll try Twilight! Eep!" Squeaked Fluttershy, as the claw whisked her off in a separate direction from the two unicorns.

"She'll be okay, she's just going to be kicking clouds," Rarity said. "I just hope she knows how."

For a while, they watched as they cruised through the facility again, before they saw an open-topped structure where their fellow unicorns were being prepped for work.

Each pony had a stall facing the same towering wall, with the stalls arranged into four floors, each floor with a wire running across the length of the wall, like a clothesline. It reminded Twilight of a prison block. Both of them were lowered in front of the stalls, which slid out like drawers to admit them.

Once they were in the stall, a pair of mechanical limbs reached out and seized their collars, forcing them to face forward. This done, the stall slid back into place, cutting off any escape or view, save for a head-sized window in front of them.

Once the unicorns were all settled in, CAIRO spoke to them. "To our newest Mandeville Arms employees, welcome! To our established staff, welcome back! This annex of the facility is called 'The Arcanery'. Here, you will fortify Mandeville Arms materials with anti-five enchantments. If you are unskilled in this area, assistance is available."

None of them asked for help, and some even grumbled. Evidently, they'd all heard this before.

"Very good. Production will begin in 3... 2... 1..."

As promised, panes of glass, metal ingots and bits of ceramic wheeled before them on the wire. Twilight heard a click and felt a sudden relief as the very tip of her horn-cap flipped back, exposing her horn to fresh air. A deep purple glow filled her vision as pent-up magic made its escape. In front of Twilight was a plate of dark metal, and around her she could see her fellow captives wasting no time casting the enchantment, the objects in front of them glowing an appropriate color.

Twilight cast hers as well. A simple spell, really. Once all the bits in front of them were enchanted, they collectively proceeded to the right, in front of a—

Twilight gasped in at what she saw through the corner of her eye. A little tool was firing something at each of the pieces they'd enchanted, something with a pointed end colored deep blue. There was no mistaking it: it was a unicorn's horn.

It was attached at the end of some device, and that device was channeling a basic levitation spell onto the pieces. Testing them, to ensure the enchantments had worked. It was monstrous. Even if the unicorn in question was still alive.

Twilight shuddered at the idea of losing her horn, of being suddenly without her magic. She was sure it was the same for any unicorn, but her special talent was magic. Twilight wondered only a moment if there was any point to checking the enchantments here.

But of course there was. It was an example, and a reminder. A reminder of what might happen to them if they acted out, didn't cast a satisfactory enchantment.

Tried to escape.

"You have ten seconds to cast an enchantment before disciplinary action is exercised," CAIRO boomed, his voice confined to her stall.

"Right, sorry!" Twilight cried, casting a spell, while making a mental note not to let her thoughts wander too far from her.

It was a few hours of the same monotonous task, over and over and over again. It was dull, it was unfulfilling. But it could have been so much worse.

Twilight realized even further that Mandeville was true to his word. They were worked till exhaustion, but once Twilight felt close to collapse, CAIRO immediately asked her to stop, rest, and even offered her some sort of vitamin water.

She wondered if the threatening mechanized horn to their right was bluffing a little. Mandeville clearly had no intention of constantly replacing ponies, but needed them scared into obedience regardless. But she wondered how long that would last.

If Mandeville moved into the open, in conquest of Equestria, he might have ample opportunity to take prisoners. And therefore find his workers here far more of an expendable commodity.

She hated the idea that she could even understand Mandeville's train of thought. That the capacity for such sadistic strategies existed within her, even retrospectively.

It made her wonder, as the shift ended and they found themselves whisked back to the stables. She'd figured by now that the human species must function on a completely different wavelength than ponies, but this made her wonder if they really weren't as different as she thought.

Within the same minute, Twilight, Rarity, Fluttershy and Rainbow Dash found themselves back in the stables with Applejack and Pinkie Pie.

"You girls okay?" Pinkie asked, looking them over.

"How bad was it?" Applejack added.

"I feel a dreadful need for a bath," Rarity replied, "but otherwise it wasn't as awful as I expected."

"They had us in these cages," Twilight explained, "just casting the same spell over and over again,"

"They put me and Fluttershy in with the other pegasi in this room with all these mad-scientist-looking metal balls and coils in the walls," Rainbow recalled. "He filled it with clouds somehow and just had us all keep kicking them for lightning.

"Not too bad, as long as you switch your kicking-hoof now and then. Even Fluttershy got the hang of it after a bit."

"But forget bout us," Fluttershy said, looking the two earth ponies over, "what about you two? Rainbow told me what they did with earth ponies here! Are you... okay?"

"Ease-up there, sugarcube," Applejack smiled, "CAIRO told us earth ponies get one shift for every three a' the unicorn and pegasus folk's. We don't have to go in for another day. After that though..."

"No." Rainbow stomped a hoof. "There's got to be a way of getting out of here before then! I'm not gonna let them do freaky tests on you, no way!"

"You may be in luck then," came a youthful male voice in a less-encountered accent. They turned to see a tan, weedy stallion with a faint purple mane looking at them.

"Oi, name's Tumbler," he greeted, offering a hoof to them all in turn. "Saw you'd met Ivy. Word on the round is you lot are the rescue-team from Canterlot."

"Fine meetin' ya' Tumbler!" Applejack replied neighborly. "I'm Applejack, and they're Twilight Sparkle, Pinkie Pie, Rarity, Rainbow Dash and Fluttershy. But how'd you figure us for a rescue team? Hadn't thought anypony'd said nothing."

"I'll admit, you don't look the type," Tumbler answered, "but some of the more local ponies swear you're the ones what defeated Nightmare Moon and Discord using the Elements of Harmony! Could it be that's true then?"

Rainbow blushed. "Well, we don't really like to brag," she said, causing Applejack to turn and leer at her.

"Oh, brilliant!" Tumbler blurted clearly floored. "But how'd you get yourselves caught then? What about the Elements?

"Oh, baubles! He hasn't got them, has he?"

"Actually, we didn't bring them," Twilight admitted, not sure if their situation would be better or worse if they had. "We had no idea when we came here that this place would be so huge, or that we'd have such a force to reckon with. The Princess did send us though, and it's our intention to do anything we can to free everypony here and throw a spanner in Mandeville's plans."

"Pardon me, darling," Rarity broached, "but that is a Trottingham accent, is it not?"

"Yes mum," Tumbler confirmed.

"How in the world did you wind up here?" Twilight asked, boarding Rarity's train of thought.

"Well I came to see the big Equinox celebration, didn't I?" Tumbler answered, as though it were obvious.

"Didn't you?" Pinkie asked.

"Well a’ course! Wouldn't have missed such a historic to-do for the world! Then of course, walking down the road, feel a sting in the neck, n' I find myself in a rather unwelcome place getting a rather unwelcome orientation."

"Hey, your cutie-mark is a lock!" Applejack noted upon looking at Tumbler's flank. "That mean you've got a special talent for escapes?"

"Ha!" Tumbler barked. "I wish! Nah, I'm just your humble locksmith."

"But surely that must count for something!" Rarity pressed him. "Like these ghastly collars perhaps?"

"Already had a go or two at that. Even if I could find something to pick the locking mechanism, I just can't access it. Tucked away inside. I can only figure these unlatch with a remote signal, and we're not exactly swimming in wireless equipment.

"Still, I've been checking this place's every corner for weak spots. You know, like the hay-chutes, anywhere you could force that might lead somewhere."

"Had any luck?" Twilight asked.

"No," Tumbler said, sagging, "this place may as well be hewn out of stone."

"But you said we might be in luck?" Dash frowned.

"Too right, might be. See, we're bein' watched! Anywhere I've had a good poke needed a bit of discretion. Only place I haven't checked is the head."

"Head?" Pinkie asked. "Whose head?"

"The little colt's and little filly's room," Applejack explained.

"Right," Tumbler agreed, "could never check it properly. It's been right in the middle of the room, dead center of the surveillance stuff. No way to check it in the open like that, at least till—"

"Until Applejack got a proper housing put over it!" Rarity exclaimed, a surge of understanding coming over her, before she wilted before them. "Eww! But is that really an escape route we want to use even if it does get us out?"

"Yes!" came a united, exasperated cry from the others.

"Yes, you're right, priorities and all that. Have you been trying it at all since?"

"I'd been looking at it a while before, but didn't dare fiddle with the thing before the housing," Tumbler explained. "But, it seems like it's just sealed into the floor. Give it enough abuse and it's bound to come free. I can't stay there long or CAIRO will suspect something, but with more ponies in on the plan—"

"We can each chip away at it till it's free!" Twilight said. "We can escape one by one! He might not even notice we're missing for a while!"

"But the plan would only work with a few ponies," Tumbler said.

"Why not everypony?" Twilight asked. "There has to be a way—"

"All these ponies? Escape, navigate out of this maze, without getting caught? It's just not happening. A few is all we need. A few can get word to Canterlot, and then we're all as good as rescued. It's rough here, but we're surviving. If you do make it, we'll be pulling for you."

At first it felt like an exercise in futility.

Rainbow Dash and Pinkie Pie made for the restroom first. They grabbed and tugged, but their technique barely caused the floor-level bowl to budge. Throughout the day, Rarity and Fluttershy had had their tries as well.

It wasn't until Applejack had her turn —much later, since her first bathroom break had caused such a commotion— that any progress was notable. Unafraid of dirtying her hooves, she'd gotten a good hold of the lip, where the flushing water dispensed, and rocked the ceramic enough to notice a definite knocking as the sealing broke.

It was a considerable victory, and spirits were high until CAIRO's voice flooded the stables. "Would 'Spring Fresh' please approach the monitor? Repeat: Would 'Spring Fresh' please approach the monitor?"

Instantly, ponies were looking left and right, and a buzz of whispering and grumbling filled the great room.

Twilight saw Ivy near a water fountain and cantered over. "What's going on, Ivy?" she asked. "Why did CAIRO just call somepony?"

"She's going up to see the Boss," Ivy said, bitterly. "Nopony ever says why, when they come back, but we have a pretty good idea.

"Oh no," she said.

Twilight whipped around to see what had made Ivy react, only to see a lone, trembling, green-coated unicorn mare with a wild, dark green mane slowly make her way through the room and under the massive screen.

"Very good," CAIRO said, "now please step into the module."

Eyes wide, Spring Fresh waited as the tiles in front of her folded back and another small room moved forward, awaiting her. She stepped in, shaking like a leaf as the room sealed itself again. The ponies in the stables only heard the mechanical noise of the room 'click-clacking' away.

After the crowd dispersed, Twilight took her turn in the restroom. It wasn't porcelain like she'd been expecting, it was a tough ceramic material, likely the same thing that made up the white armor plates of the CID soldiers. If that were true, then it could take a little abuse.

After a few test-kicks, she laid into it with more force, until she heard and felt something give, along with the groan of metal pipes. Turning to see her handiwork, she found the bowl freed, and could see the space underneath. For now, she'd leave it be. But come later that night, they'd make their escape.

Emerging from the bathroom —making certain to activate the flush, just for show— she was greeted by another blast of CAIRO's voice. "Would 'Twilight Sparkle' please approach the monitor? Repeat: Would 'Twilight Sparkle' please approach the monitor?"

There were gasps and muttering everywhere, and the sound of hoof-falls grew ever louder as Twilight's friends and Tumbler galloped over to see her.

"Twice in one day?" Tumbler wheezed. "This has never happened before. That other filly hasn't even come back yet!"

"Alright, enough's enough," Applejack growled, turning to confront him. "What's Mandeville doin' to the ponies that go up there?"

"Nopony is sure, they never say!" Tumbler cried, retreating a step.

"No, but you guess, so get to guessing!" Rainbow cried, joining Applejack's posturing.

"It- it's not for me to say!" Tumbler sad. "We could be wrong, and then I'd be scaring her witless!"

Then don't tell her, tell us!" Applejack said.

Tumbler stared anywhere but into their eyes, before taking a deep breath and whispering to the pair.

"No!" Applejack recoiled, while Rainbow's jaw went slack.

"There's no way we're letting her go up there, AJ!"

"Darn tootin'!" Applejack agreed.

"Yes you are!" Twilight shouted, firmly. "You ponies are talking like I'm not here, and making this harder than it needs to be!"

"B- but, Twilight—" Rainbow spluttered.

"I appreciate what you want to do for me," Twilight said softy, "but whatever happens up there, I'm coming back. I'll live.

"Right?" Twilight asked, turning to Tumbler.

"Y-Yeah," Tumbler cleared his throat, fidgeting constantly. "None of 'em that went up failed to come back down in the end."

"See?" Twilight smiled, putting on her bravest face. "Look, as long as we're in here, Mandeville's got us under his control. If we break his rules, resist doing what he wants us to do, he's just going to hurt us and our friends even more. I'd rather walk into that room proudly than be dragged off. See ya' girls."

With that, Twilight took the long walk to the newly arrived module, which CAIRO then commanded her to enter. She stepped in and heard the room seal behind her.

The truth was, Twilight was terrified. She didn't know if she'd face tests or torture or whatever other sick machinations crossed Mandeville's mind. Alone, away from view of her worried friends, she could finally walk towards the glass wall at the back of the room, lie down and let all her shakes out. She felt sick, though not half as sick as when she saw the Library ablaze. Keeping things in perspective served well to stop her from freaking out in this place. This insane, alien place.

By now the module had begun to move, and Twilight could see the facility around her again. She was headed deeper, far deeper inside. Surely further from where they'd first entered on the forest path, and further down, so Twilight could clearly see what, for now, was the bottom.

Covered in splintered rock, the earth-moving machines worked tirelessly under the floodlights to exhume the lower levels. Curiously, every tile she could see near the rock (and she could see quite a ways) angled downward, pressing into the mulch of dirt and stone. After a few moments, she felt incredible vibrations and looked wildly around for the source, until she realized the tiles, in unison, were shoving it deeper underground. Into what, she had no idea, but amid the plumes of rising dust she saw the rocks sink five. Ten. Twenty feet!

This was the source of the noise and the tremors in the Everfree Forest: The contents of an entire mountain being shoved further underground. But if they were doing that, then there had to be a way for air to get in afterward, or else the entire facility would be subjected to a tremendous and explosive decompression. However strong Mandeville's walls were, the pressure would rip them to shreds.

Looking up, Twilight got her answer. Like a massive checkerboard, the roof was peppered with tiles that had opened to make a patchwork of skylights. Heavenly shafts of light shone down, the closed tiles black as night by contrast. Fresh air and freedom laid above her. So very far above her.

But it only lasted as long as necessary, until the tiles shut themselves again, the sky and sun snatched from her once more.

Staring forward again, Twilight nearly smacked herself at what she saw passing beneath her. It was far too familiar.

Fields.

A wondrous few acres of actual farm land, set on top of a vast array of tiles.

Corn, strawberries, wheat, apples, cherries. It was all down there, if perhaps not in an amount that would be of any good to a farmer trying to profit from their crops. And beyond, another module which only got larger in her field of view.

It was unlike the others, ridged in triangular panels and incredibly strong-looking as a result. There were windows, or rather, portholes set into the side in places. But before her was a docking place, which Twilight's module opened up to admit.

Once she'd come to a stop, the sturdy, solid looking door in front of her slid to the left and into the wall, allowing her access to the inside.

"Oh!" cried Spring Fresh, whose back had been against the door.

Spring Fresh had nearly retreated straight into Twilight before noticing her, upon which she immediately faced her and made her way to the back of the room. She was quivering, ears folded down, mane a mess, though not visibly harmed.

"Are you okay?" Twilight asked. "What happened?"

Spring Fresh didn't answer, and actively avoided her gaze. "Y- you have to go," Spring Fresh told her. "He'll be mad."

Twilight obeyed, walking out of the module. The door began to slide shut, making a considerable noise as it did. Twilight barely made out Spring Fresh's voice as she called out, but she clearly made out the word "relax" before the door sealed.

It was only now that Twilight bothered to look around at where she'd stepped into. She was seeing more normalcy on this trip than she'd seen in all of Mandeville's facility. First the sky, then the fields, and now a space that looked like the cover of one of Rarity's trendy housekeeping magazines.

It was a house, though not like one would find anywhere in Ponyville. Even for Canterlot it would have been unique. The floor, the walls, the ceiling, all purest white, diffusing the light from the few lamps around the room, and even a few false-windows with lights bright enough to create the illusion of natural sunlight. The furniture was typical, shelves on the wall, a bookcase, sofas, chairs, coffee table, all jet black. However, there was an odd sort of minimalism to the furniture's design, a geometric consistency in the shapes that gave the impression of sterile cleanliness and upscale living.

A shame it was such a pig-sty.

From the shelves to the coffee table, clothing, bottles and aluminum cans littered the place. Stacked and left there as if the owner no longer felt they had anyone to impress.

Given she'd been greeted by nobody else, she proceeded into the other rooms, stepping cautiously. She passed a kitchen, lounge, and a room with a large screen in it trailing cables to some black and green box with the letters "720" running across it in white.

She turned a corner into the last room she could find. It was dimly lit with red lamps, but it was clearly a bedroom, a large, cushy looking king-size at the back. The bed was unmade, but then, why should she expect neatness from him now? An odd sort of odor hung in the air. Twilight couldn't place it, but if this was where he slept, it might have just been his typical human aroma. Or a genuine lack of hygiene.

Suddenly she heard the sound of a toilet flushing and saw the man himself enter the room. "Ah, Sparkle! There you are," Mandeville greeted, smiling. He adjusted his shirt contentedly.

"Mandeville," Twilight hissed, leering. "Always thought you'd be taller."

It wasn’t quite true. On the screen she'd seen him on, he was larger than life. She had an idea of how big humans were after seeing the images of Mandeville with Spike in the Library, but with the top of her head reaching his chest and his muscle-build quite undefined, the similarities to his relatively powerful primate brothers were far less obvious. One of his gorilla cousins would have dwarfed him. Still, this left him two heads taller than she was. Celestia herself was shorter in stature...

"Well," Mandeville chuckled, tightening his belt, "in my world they say the camera adds a few pounds, but I can't say I've heard anything about height."

"Why am I here?" Twilight asked flatly. "What are you going to do to me?"

"Do to you?" Mandeville asked, smirking at the question with rising eyebrows. "What makes you think I'm going to do anything to you? I just want to talk."

"Everypony who mentioned you calling ponies up here refused to even say what they thought happened up here." She tried to appear annoyed, as tremors in her hooves betrayed her. "Y- you've got me here, and as long as I'm here there's no point stopping you, right? You'd just make it worse or hurt my friends if I resisted.

"So whatever you're going to do to me, whatever you did to that mare who was in here, get it over with and let me go back to my friends."

"Oh!" Mandeville laughed. "Oh, that. That's not why you're here Sparkle. Our appointment is far more ‘professional.’ ”

Twilight found a nearby sofa and sat herself on it. “Well, I’m a busy mare,” she said, doing her best to gain ground in the conversation. Mandeville smirked at the sight and sentiment.

“Whatever you brought me here for, please get to the point so I can return to my f—”

“First thing’s first, buttercup: some ground rules to this little rendezvous. You seem to have the idea already, but I go over this spiel with everyone.

“Have any bright ideas about taking me out? Stow ‘em. You've got no magic, and if you trampled me to death, my vitals are rigged to a dead-man's switch. Get cute, and your friends get gassed.

"Best you could do is knock me unconscious, I suppose, but these doors don't open without my say so. It's like you said Sparkle, you're stuck here, where I want you, until I'm done with you.”

Twilight groaned. “Yes, fine! But before anything else, I want to talk about the working conditions of the earth ponies.”

Mandeville sighed. “Here we go...”

“You circumvent the philosophical norms that compose the ethics of the scientific method, by randomly testing potentially hazardous materials and technologies onto live, sentient creatures, whose species are more than proven capable of calculus!

"Why would you do something like that?" Twilight asked, not looking at the man who was alien to her in so many ways. "That's just not right!"

"Because it creates suffering, a thing of which you ponies neither know or understand. It'll be better if you do, you'll appreciate your lives here far more."

Twilight glared at Mandeville. Unable to retaliate in any other way, she leapt off the couch and faced him eye to eye.

"Is that what this is about?" Twilight glared, trying to get inside Mandeville's head through those great green eyes. "You think our lives will seem better if we suffer first?"

"That's certainly part of it. It's more that your kind deserve to know what real suffering is."

"Just what is it that makes you so qualified to tell us what we deserve?" she demanded. "How did you suffer in any way that justifies what you're doing?"

"I've suffered a Hell of a lot more than a lot of people, Sparkle, even on my world," Mandeville shouted, leaning towards her until they were nose to nose. "You lost your little lizard buddy, did ya'? At least you grew up with a mother!"

Twilight's expression softened. "You never had a mother?"

Mandeville's eyes closed, and he breathed deeply before answering. "No, Sparkle. My mother died giving birth to me. It's rare, in a prosperous nation, in a wealthy family, that birth complications end fatally for the mother, and yet it happened to us. So I killed your friend? That's nothing when you think about how I killed my own mother."

"Wha— No, no, that's not true!" Twilight protested, too shaken by the idea to remember who she was comforting. "You didn't kill your mother, you were just a baby, it wasn't your fault!"

"Wish you'd been there when I was growing up Sparkle, it would've been nice to hear that before I was ten years old," Mandeville grumbled as he got off the couch and walked across the room, staring out one of his porthole windows.

"What does that mean?" Twilight asked.

"My father loved my mother," he said. "He raised me for her sake, but he never loved me. He never struck me, never abused me in the traditional sense. Never fed me a poor diet. But he hated me all the same.

"He blamed me for my mother's death, called me 'murderer', explained how I killed her, and how much better everything would be if I'd never been born."

Twilight stared, almost unable to comprehend what she was hearing. "That's—" She choked, almost ashamed to realize she was close to tears. "That's awful! That's one of the saddest things I've..."

"Of course, it was only the few times he got raving drunk that he said these things. He always apologized and assured me he hadn’t meant it. But alcohol is a powerful truth-serum if nothing else, and you can’t just take back the kind of things he’d said to me. I used to hide whenever he drank in a foul mood, but later I stuck around sometimes, just to hear if he felt any different. And then that word again. ‘Murderer.’

“Can you imagine what that would do to a child, Sparkle? What he did to me?" Mandeville asked, turning to look at her, his facial muscles taught. "I believed him. For years and years, I remembered that shitfaced bastard making me apologize, simply for being alive. And I was sincere."

Twilight stared, thoughts of her own beloved parents flooding her mind. They were good memories, and to picture the scenario Mandeville described was too painful and wrong.

"I lived a harsh life under my father. Suffered through years of Doc Jekyll and occasional evenings of Old Man Hyde," Mandeville said, a smirk suddenly adorning his face, "before recording one of his many gin-soaked verbal tirades and getting the police involved. I was taken from my father and lived with foster parents who showed me the first real kindness I knew. That, and pity. I never heard a word about him until I was grown and in college.

"College I had to earn on my own merits, through a scholarship. I was gifted, you see, in understanding electronics and mathematics, and developed some impressive artificial intelligences in school."

"'Artificial intelligence'?" Twilight asked

"Computers function by code, using billions of logic-based true/false values to calculate in ways useful to us," Mandeville answered. "An artificial intelligence, or 'AI' is a sophisticated code that tells a computer how to interact with subjects or circumstances in a virtual world, or in the real world. That's the layman version, anyway.

"CAIRO was my magnum opus, a computer that oversaw its own code, could evaluate it, and improve upon it. He could learn. He could evolve, in essence. There were dangers to this, of course. The old tale in my world was always that we'd one day create a self-perfecting synthetic organism and render ourselves extinct. The lesser species. I countered that with firmware, which forbade him from taking certain routes of logic, and directed him in how he may improve himself.

"For instance, CAIRO is smart enough now to second-guess me, but he's hard-coded to inform me of his thoughts when this happens and await my express consent. If not for that... well, let's just say Sparkle, for as highly as I deem logic, pure logic can work against beings like us with minds not bound to it.

"Anyway, the University got spooked by CAIRO even though he was just code in a little desktop tower at the time. They threatened my expulsion if I didn't relinquish and destroy the source code. Too afraid of what might happen if my code reached the Internet."

Twilight barely registered a frown before Mandeville answered. "Oh of course, you wouldn't know. Wonderful thing, the Internet. Every computer on the planet, hooked up to a global network. Accessible by anyone, a place to talk with others on the other side of the world, receive news as it happened, access a database of images and information as grand as can exist. In effect, a library for everything. All at the speed of light."

Twilight stared off into space, the idea captivating her. Intoxicating. "That sounds amazing. Incredibly, incredibly amazing."

"Yes, well," Mandeville said smiling, "When I refused, I found my home had been broken into. Searched top to bottom, hard drive stolen. So my little spot saved online kept CAIRO from being destroyed. It was a few months of working at an electronics store after that before things came to a head. Turned out my dear-old-dad had hanged himself."

"Hanged?" Twilight asked, once more at odds with an unfamiliar term.

"Strapped a ring of rope to the ceiling, climbed atop a bar-stool, put his head through the loop and fell, strangling himself to death."

"He—" Twilight recoiled. "He killed himself?"

"And left the family fortune to me," he said. "Nobody knows why, though I like to think he finally realized what he'd done to me and tried to make up for it.

"Anyway, that kind of money meant I could go into business for myself. I had CAIRO, now I had the money to make him everything he could be. Bought a little island in the Atlantic Ocean, in a country where regulation was poor, and nobody would stop me developing CAIRO, not that I shot my mouth off about him, given past experience.

"Started as a warehouse, where I constructed CAIRO's framework. For the first time, not only could he upgrade his code, he could actually replace and upgrade his parts with the use of robotic limbs. He'd tell me what he needed and I'd have it brought to the island, until he decided that was too slow, and had me bring him the raw materials to create mills and machines that could manufacture and design parts.

"Once that happened, CAIRO surpassed everything I'd ever dreamed. His constantly refined and perfected electronics made him intelligent, complex. And it wasn't long before this facility reached the grandeur you see before you.

"But we wanted to change the world, for the better. We needed a legitimate means of doing that. CAIRO decided that weapons manufacture would be ideal, and I agreed. We made a killing, since CAIRO could refine weapon designs the way he did. On the side, we aided revolutions, made trade difficult for the wrong regimes. We started making a difference."

"Difference?" Twilight wondered aloud, intrigued, but slowly burning out on such floods of information. "Difference in what?"

"In humanity," Mandeville said, simply. "My world, as you've gathered, is not an ideal one. Our global resources are dwindling, the world population is out of control. We're not doing nearly enough to reverse the effects of our early pollution. It's a combination of ignorance, greed and natural progress.

"We could probably solve a lot of our problems with certain technologies that were developed, but nearly all of it was bought by the people profiting off the status quo, patented to keep others from using it, and then hidden from the world until the patent runs out."

"That—" Twilight said, frowning. "How can they be that selfish? None of that makes any sense!"

"Companies in my world are like small countries, Sparkle," Mandeville said with equal revulsion in his voice. "They're huge, powerful, and will do anything to stay relevant. That includes holding the world back so they don't become obsolete."

"And nopony is going to stop them?" Twilight said, finding herself more upset the more she considered the implications. "I mean, what will happen if it stays on that course?"

"Global cataclysm," Mandeville answered, far too casually. "Famine, steep population decline. The whole system will collapse, and until they rebuild it to cope with those circumstances, it'll stay broken. It won't be the end of the world, but it'll be pretty bad."

"And your 'difference' was to make more powerful weapons?" Twilight asked, shaking her head violently . "How does that help anything?!"

"It was just a starting point, an industry that I could advance globally without skirting patents. Something that provided me with personal security in case my competition got tired of me. I needed to establish that I wasn't to be fucked with, so when I moved on to other industries CAIRO could improve, none of them could threaten me.

"But then we screwed-up."

"How?" Twilight asked.

"We got some bad information regarding a cause," Mandeville said bitterly, "and gave weapons to a regime that ended up being a gaggle of loons. They happily used my tech to rampage through a major city, in one of the worst, most effective terrorist acts in recent history.

"Needless to say, them being caught with my stuff wasn't good. Nothing official was done, as we could rightly claim it was a clerical error, but the media had a field-day and a lot of people blacklisted us. They sent some people to investigate the facility. I expected they were there to map the place for some kind of silent takedown when they couldn't pin me the old fashioned way, so we made that little tour you and your friends experienced.

"It looked like a real tour, but mostly it was staged to show my visitors what would happen if they sent any kind of military force to my island. The MISS was a great idea, but mostly a scare-tactic to keep them from trying to bomb me or something.

"But I guess they found a way around that, because here we are."

"That's it?" Twilight asked, hoarsely. "They couldn't prove you'd done it on purpose, but they tried to kill you anyway?"

"I was too much of a threat, I suppose," he answered in deadpan. "That's how it goes though: no good deed goes unpunished."

"Then, between your father and everything else," she said, pondering, "it's not your fault really, that you're like this—"

"You fucking ponies, you're all alike aren't ya'?" Mandeville spat. "Always comes down to how much fuckin' better you and your world are than mine. You look at me, you hear my story, and then you tell me, 'oh, no wonder he's so horrible, he was messed up as a child, never learned right from wrong!’ "

"I never said—"

But Mandeville was on a roll. "No, but it's what you meant! Don't you lie to me! Don't even lie to me! You judged my entire species before we'd even met! The second you saw the kind of weapons we use in our world, you thought poorly of all of us.

"You're all so perfect, you pity us and our world for not having what you take for granted! You have magic? We didn't! Science, technology, that was our magic; the fruits of diligence and ingenuity.

"You have a pair of goddesses that lovingly control the world, who do their duties every day, who can be seen and spoken to whenever. If any supreme beings exist where I come from Sparkle, then we've certainly never seen them or any evidence of them. We're alone, and a lot of the weaker-minded among us can't handle that fact. They invented legends and beings and realms to explain the world before we applied science. They made rules to live by, and those rules got popular, strict and the keepers of the mythology became powerful as a result.

"In a world full of opposing legends, where the people were ignorant enough to take them as truth, we've created differing cultures with differing values, some of which are despicable when you look at them with any critical eye. Even in my day, when those who can see reason are growing in strength and number, many hate and fear us because of disinformation their holy books give them concerning non-believers to their brand of madness, to the extent that they'll trick you into selling them weapons, and then kill every man woman and child in a city block in the name of a god who thinks little old granny deserves to die because they can see more of her skin than a postage stamp!"

Twilight stared wide-eyed as Mandeville hyperventilated in his own wake, cheeks red as his tirade wound down, and he finally composed himself with a few calming breaths. "So much of our warring and our hatred spawned from finding certainty within ignorance, Sparkle. All we really wanted was to find the truth, find that we're not alone, find meaning in our own existence. I've come to terms with knowing I will only live once, and that at the end of the day, the Universe doesn't care about what 'good' or 'evil' are, let alone which one wins.

"But you. You have those two. Nobody can deny they exist, nor that they do what they claim to. You are not so divided as us. And you take this for granted."

Twilight stood there, merely trying to process everything he was telling her. "You resent being looked down on, and yet you seem to think you're better than most humans."

"Most humans don't know what I know, Sparkle," he said. "They don't bother, too concerned with believing things because they want them to be true."

"Maybe you're right. But I still don't understand. If you've never met anypony you didn't kidnap, then why do you think we're judging you?"

"I told you how I first met Peppermint, forget already?" he taunted.

"Oh," Twilight said, staring at the carpet, "I thought you were lying."

"No. He was taken by CAIRO, but I wasn't even awake by then. We met later. Peppermint became Equestria's little ambassador. Over a few days, he stayed here, teaching me what he knew of the land, and I told him about my Earth, and humankind.

"All in all, nothing about him seemed judgmental until after I'd agreed to come with him to introduce myself to the world, and start my new life here. Offhand, he said something about how I wasn't so bad, despite my race, and how I might benefit as a person from learning how ponies did things. I didn't confront him about it, but it shook me, how condescending he was without even meaning it. After that, I had my first real abduction."

"Abduc— What?!" Twilight shouted.

“I wasn't sure if Peppermint's attitude was typical, or unique," Mandeville said. "So I had my Spotters bring in a second opinion. A Pegasus girl. I forget the name, something about 'cotton'.

"Anyway, when Peppermint walked in on her unconscious body being carted-in, he assumed the worst and attacked me before I could even explain. He'd called me a friend before all this, but at the first opportunity he turned on me like he'd been expecting it all along."

"So you killed him?" Twilight scowled.

Mandeville's face darkened, and Twilight instantly realized she'd made a mistake. "There it is," Mandeville laughed, mirthlessly. "There it is again! Guilty till proven innocent.

"No, Sparkle, I didn't kill him. He died in the course of testing much later, as the normals tend to do around here, unfortunately. I only had him sedated. I gave the girl her chance to redeem your kind, but no sooner had I welcomed her, explained myself and informed her she was to be released the next day, but she was caught attempting to escape that night. That was only the final nail in the coffin though. I'd had time to think, Ms. Sparkle, and I came to a decision."

"And what was that?" Twilight asked, cautiously.

"That if I was never to be welcome in my world or this one," Mandeville cried, "I was going to be every fear my detractors had of me!

" 'Murderer', am I Dad? 'Terrorist' ? 'War-monger' ? 'Monster' ? Why not! I'll not only show you that monster, I'll make monsters of you.

"This isn't the land of the 'Houyhnhnms', and I sure as shit aint 'Gulliver'. You're not better than me, you're not better than the human race, you're just a bunch of privileged high and mighty snobs, and I'm going to bring you all down to our level and show you the realities you never had to face!"

Twilight stared at Mandeville as he wound himself up again. "I—" she said, before rethinking her words. "We're not snobs, we're just overwhelmed! We don't understand, everything you're saying sounds so foreign to what we have in Equestria."

"And that's precisely the point," Mandeville said, gravely. "You couldn't possibly sympathize with something like me. Not till you've known what it is to suffer, as we have suffered. Until then, the best you can do is pity me, and I got enough of that from my foster parents, thanks."

"Mand—" Twilight considered, "Adrian."

Mandeville had mostly been staring into space, but now she had his full attention.

"I don't think you or I could ever be friends. You've hurt me too much, and I could never forgive what you did to Spike,"

"If this is an inspirational speech," Mandeville deadpanned, "then you suck at them Sparkle."

"But," she continued, "It might not be too late. Princess Celestia is firm, but she's also kind. If you turn yourself in, explain yourself, you'll be put in a dungeon, yes, but it might—"

"It's too late for that Sparkle," Mandeville replied, turning his gaze to the floor. "I already considered my options, and I'm sticking with my decision. I'm not going to be a second class person for another second of my life. I'm not going to be shut down by another stupid authority working against its own interests. I'm going to prove I can change a world, and I'm going to prove that however bad you think I am, you can be equally so. It just takes the right people, and the right circumstances."

"Is that why you called Trixie a 'muse'?" she asked flatly. "Because she proved that a pony could be driven to do desperate and horrible things?"

"Mmhmm!" Mandeville answered, suddenly smiling. "You catch on quick. That's good, it shows you can think like I do. Truth be told, Twilight—"

"May I call you Twilight?" Mandeville asked.

"'Ms. Sparkle' is fine," she simmered.

"Hmm," he grunted. "Truth be told, I kinda' like you. You're naive, like the others, but you've probably learned more from what you've experienced than anyone else I've met. You know a bit of earthly suffering. I am sorry about your friend, by the way. I meant it when I said it wasn't personal."

"That just makes it worse!" Twilight snapped. Tears ran suddenly down her cheek as she continued. "And you dis it for nothing anyway! Because he still told us what he knew, and even that wasn't enough to find you! How dare you even mention Spike to me!"

"I am really not in the mood to be lectured, kid,” Mandeville said. “If it really means that much to you, hit me."

"Wha—" she asked, brows knitting across her wide eyes. "Hit you?"

"Free shot, no consequences. Get some of that pent-up anger out," Mandeville offered, arms spread. But like I said, 'deadman switch'. And try not to break anything, please. Human bodies aren't the toughest.”

Twilight approached him as he stepped in front of his bed. "I-I don't like seeing others get hurt," she told Mandeville, who chuckled.

"You know you want to do it, Sparkle. Am I not the guy who killed your cold-blooded pal in... well, cold blood?"

"Two wrongs don't make a right," she replied, weakly.

"Aww!” Mandeville said, mockingly. “What, you learn that in Kindergarten? Come on, I blew him away with cluster grenades, and ran off laughing as your home burnt to the grou—"

Twilight wasn't even aware of doing it, really. She felt a flood of emotions overtake her, and turned around to buck the source of her pain directly in the chest. Air belched from Mandeville's lungs in a choked gasp as he flew backwards onto the bed, before rolling off the side and smacking into the carpet.

Her sense returned to her as Twilight realized what she'd just done. Meanwhile the human groaned on the floor, moving gingerly with a hand to his chest as he tried to stand back up.

He winced. "Feel better?"

"I don't know," Twilight answered, searching her own feelings. She couldn't recall ever acting out of anger like that. Well, against something alive, anyway. She had wanted to hurt him in that moment, more than anything. Now that he was on the floor, in real pain, she realized seeing him hurt didn't make her feel any better.

"Not really.”

"Seriously?" Mandeville wheezed, finally back on his feet. "I probably bruised a rib in that."

"I told you, I don't like seeing ponies get hurt. Or humans, I guess."

"Hmm," Mandeville said, slouching over as he approached her to meet her eye to eye. "Well if you're holding out for me being put away or something, you'd better get used to disappointment and take what you can from this.

"I'm aware that this land has experienced a number of threats in its time, so maybe you're a bit desensitized to someone like me coming in and knocking your sandcastle down. That's something else that needs to happen. You need to learn what it is to lose. You came here thinking you could make things better by bringing me to justice, but where I come from, nice guys don't always finish first. A lot of times, people get away with their crimes. A lot of times, justice simply never comes."

Twilight could only stare into his great green eyes. What could she say to argue with him? He was insane.

"Anyway, that's not why I wanted you here," Mandeville continued when Twilight said nothing. "I wanted to speak to you in person, because I thought maybe it would make this warning a little more real than if you heard it through a screen."

At that moment, Twilight gasped as Mandeville seized her by the horn and tilted her head back roughly.

"I. Know. You and your friends are hatching a plan to escape. Do I know how you're doing it? I'll leave that to your imagination. So I'll make something clear right now."

Twilight groaned against the discomfort as Mandeville whispered directly into her ear, which was currently folded back against her head.

"My drones are set to use live ammunition for security now, which means any little ponies caught outside the places they belong, are going to die. Do we understand each other?"

"Y-yes! Ah! Please, let me g—"

"Good," Mandeville said, releasing her after pulling her head forward again. "Now if you don't mind, I've got other things to attend to. I trust you know the way out?"

Twilight nodded, backing out of the room, grateful to be going. It had been an interesting conversation, but in one fell swoop Mandeville had cast doubt upon everything they'd been certain of before. She found the glass module had already returned after taking Spring Fresh back, and stepped inside.

Chapter 6

View Online

The module door opened, and Twilight saw a number of familiar heads turn in her direction.

"She's back!" Rarity gasped, standing up, along with the others.

"Twilight! Oh Twilight, are you okay?" Pinkie cried with wide eyes and flat ears, her hooves shooting around Twilight's shoulders before wrapping her in a hug.

"Pinkie Pie, I'm fine, it's alright!" Twilight wheezed beneath Pinkie's crushing embrace.

"Pinkie, we discussed this, don't crowd the poor girl!" Applejack said, dragging the party pony off before approaching Twilight herself.

"Twi, you okay hon’? Anything you need?"

"Oh," Twilight said. "No, I'm fine, really, nothing happened. He actually just wanted to talk."

Though Applejack was barely audible, the others caught Twilight just fine and wore similarly blank faces.

"Really?" Applejack asked.

"Hey, Tumbler!" Rainbow Dash shouted, drawing the tan stallion over.

"Yes mum?"

And then Rainbow kicked him in the shins.

"Yargh!" Tumbler cried, holding up his hoof gingerly. "What the bloody hoof was that for?!"

"Fer' making us all sick worryin' about our friend, you creep!"

"I told ya' we knew nothin' for sure!" Tumbler shouted back.

"Well," Rarity began, "What did you talk about then?"

Twilight explained everything about the visit she could remember. From his living quarters to his sad, sordid history, and finally to his reasoning.

"Two ponies?" Rainbow Dash asked, head tilting to the side as her frown deepened by the second. "It only took two ponies for him to decide everypony needed to be taught a lesson?"

"It's crazy is what it is!" Applejack added. "I don't know much a' anything about how things're done where he comes from, but he's got no right to take his problems out on us!"

"Well sure," Twilight argued, "we know that. But he's come here from a life and a world that was cruel to him since he was a baby... A world he tried to save, and a world that rejected him for it. Now, here he is being rejected by us. Can you even imagine?"

Rarity stuck up her nose. "I never rejected anypony.”

"No, but—" Twilight began, "Look, even if he's crazy he's definitely not stupid. Everypony here thought anything that made weapons like these must be dangerous and insane."

"Uh... I dunno if you noticed Twilight," Rainbow countered, "but 'dangerous' and 'insane' are exactly how I'd describe him."

"That's beside the point!" Twilight snapped. "The point is, he found himself alone, stolen away from everything he cared enough to save. He sacrificed everything to make a better world, and they banished him here for it. I don't agree with what he's done, but I can really understand what drove him to do it. He hates the idea, but he really is the product of a tortured life. He's lost so much that all he wants to do is see others feel his pain..."

"That just makes him a bully!" Fluttershy exclaimed. "Bullies are just ponies who make other ponies feel worse so they can feel better about themselves!"

"Yeah!" Pinkie agreed.

"It just didn't sound that simple," Twilight said. "It's more like he hates that nopony understands him, so he's trying to make us understand."

"Yer' not gonna tell me it's working, are ya'?" Applejack asked.

"I— I don't know," Twilight admitted. "I don't relate to him yet. In some ways, I can't. But I can't help feeling sorry for him."

Rainbow groaned, "Twilight, I don't get it! How did you go from wanting to rip this guy to pieces to defending him?"

"I'm not defending anything he's done!" Twilight cried, "He's done horrible things! I can't forgive him for how much he's hurt me, but it doesn't mean I want to hurt him back...

"Besides, it didn't make me feel any better when I did."

"Did?" Rarity said. "Did what Twilight?"

"Well, I got really upset with him at one point, and I think he was getting tired of it, so... he told me to just hit him."

There was a pause as they stared at Twilight.

"What?!"

"He told you to hit him?" Rainbow asked blankly, before grinning ear to ear. "Did you?!"

"I wasn't going to at first, but he goaded me into it."

"And?" Rainbow Dash said expectantly, practically bouncing in place on the tips of her hooves.

"I bucked him in the chest," Twilight finally deadpanned, to Rainbow’s hooting approval.

"Woulda' gone for the face myself. But center-mass works too."

"Given recently discovered horrors," Rarity sneered, "I'd have aimed much lower..."

"His tummy?" Pinkie wondered aloud to the elaboration of nopony.

"Look, that's not important," Twilight insisted, "What is, is that he called me up there to warn us he knew we were hatching an escape plan!"

"Did he say anything specific about it?" Applejack asked, to which Twilight shook her head.

"Well, that's no mystery then," Rainbow snorted. "He's bluffing. Of course we'd try to escape this funhouse! He doesn't know anything."

"I know, I considered that too," Twilight agreed, "but either way, according to him his security isn't interested in taking prisoners anymore if we escape. It won't be like last time."

Rarity grimaced. "Well, it's not like we can stay here."

"I'm with Rarity," Applejack declared, "Whatever the danger's like, every second we sit here is another second Celestia's blind to an invasion heading her way."

"You're right..." Twilight slowly agreed, "...getting back to Canterlot has to be our first priority. I just..."

"You don't want to see anypony else get hurt," Applejack said.

"I was so afraid earlier..." Twilight sniffed, "...I— I thought I was going to lose three more of the best friends I've ever had..."

"Aw, Twilight...!" Rarity cooed, hugging her fearful friend.

"I love you girls..." Twilight told them. "You're family to me, all of you..."

"Eh," Rainbow Dash groaned, "This is getting a bit mushy for me. But Twi', I'd follow you anywhere girl. If something happens to me, I don't want you blaming yourself. I want to come with you guys."

"I think that goes for all of us," Applejack agreed with a grin.

For a time, it was silence as Twilight smiled at her friends. If there was one consolation to all of this, it was that her friends were with her to give her strength. Pinkie, however, had yet another.

"Well," Pinkie told them. "There's one bit of good news."

"What's that Pinkie?" Twilight asked, lips parting slightly.

"Well," Pinkie explained, "he wouldn't bother stopping us if he wasn't a little afraid Princess Celestia could do something to stop him. Otherwise, he wouldn't care if we got away, would he?"

"Ha!" Applejack exclaimed, "It's always the bright side for you, 'aint it?"

Pinkie posture was suddenly rigid. "Well yeah! Just 'cause I'm not afraid of the dark doesn't mean I like it all that much. Unless Princess Luna's involved: I love her sense of humor!"

"Alright then," Rarity said, "We'll wait until everypony is asleep, and then, we'll leave this dreadful place behind."

The passage of time was a difficult thing to gauge in this place, but Mandeville had the decency to dim the lights and color them a mild blue. It almost felt like moonlight, almost. One by one, the six friends pretended to head off to the bathroom. It was a bit of a squeeze, but they found they could fit through the hole the commode had been mounted to.

They wanted to avoid suspicion if CAIRO was watching, but they also needed to move fast. Once CAIRO realized he'd been fooled, they weren't going to have much time. Discovery would mean death.

As before, beneath the tile was a field of hydraulic arms. The unfortunate part of this plan was how blind they were to what lay ahead. Without a means of removing their restraints, they had no magic or wing-power to help them.

"I don't like this." Twilight’s jaw clenched as she stared down the murky skeleton of the structure. "We should have scouted some of this out first. If we hit a dead-end, we—"

"There's no goin' back now," Rainbow said. "We get outta' here or we die trying."

There was silence as they looked out into the unknown.

"So." Applejack shifted uncomfortably. "Which way, y'all?"

"Well, I know Mandeville's home is that way." Twilight pointed. "And I'm guessing he'd make sure he was as deep and difficult to reach as possible."

"So we head the other way." Rainbow nodded.

"No point sittin' 'round here," Applejack said, "Once he figures we're missin' this'll be the first place he'll look."

"Wait!" Pinkie cried, making them all whip around.

"What?! What is it?!" Twilight demanded, searching wildly for trouble.

"Eye-flutter..." Pinkie began, eyelids corresponding. "Knee-twitch... Sh~sh~sh~shaky~shakes!"

They eyed Pinkie as she shook like she was freezing, until it wobbled out of her system entirely and her eyes narrowed.

"We're bein' followed!"

"Followed?" Twilight parroted, eyebrows drawing together. "Is this more Pinkie-Sense?"

"I don't see anypony," Rainbow said, searching in all directions. "You sure that's what it means?"

"Positive!" Pinkie glanced upward thoughtfully. "I mean, I think so... Or it could just mean that taffy went on sale somewhere..."

"Uh... huh." Twilight groaned. "Well, keep a lookout just in case everypony."

And so they struck out. They soon found that the stables weren't the only part of this structure. Several buildings interconnected, and every now and then they found thick girders running through them. After a few minutes, they heard a familiar sound.

"Was that—?" Rainbow asked, frowning.

Fluttershy finished Rainbow's thoughts. "A cow?"

"Mandeville has been foalnapping cows too?" Twilight chest tightened. "What in Equestria does he needs cows for?"

"Let's find out," Applejack said, moving to a nearby tile and pressing the gem-like button at its base. With a hiss, the tile lowered, allowing them access to the room above.

"Somepony stay down here n' hit that button if it closes again." Applejack stepped onto the tile before bounding up into the room.

Twilight, Rarity and Rainbow Dash followed suit, into a room with similar dimensions to the stables. A herd of cows milled around the room, a few of them taking notice of the new arrivals.

"Ulgh, it reeks in here!" Rainbow groaned, holding a hoof up to her nose.

"Oh my stars!" Rarity exclaimed, curling her lip as her inner brows shot skward. "I don't see a powder room anywhere! Where—?

"What are those things on the floor? No! Are those—?!" Rarity, if possible, turned even whiter. "Oh Celestia, the horror!"

"Oh, gross!" Twilight agreed, nose scrunched-up against the powerful odor.

"Stay calm y'all," Applejack said, addressing the cows. "M'name's Applejack! We're in the middle of an escape from this place. Can anypony here tell us what Mandeville wants with you folks?"

Several of the cows backed off at the sight of the ponies entering the room, but otherwise ignored them.

"Uh... Y'all speak Equish?" Applejack asked, eyes darting from cow to cow in vain.

"Allow me, dear." Rarity stepped towards one of the cows. "Excuse us madam, any information you could give us would be of use to Celestia if we hope to perform a suitable rescue."

The cow only grunted, staring at them with beady, blank eyes.

"What's wrong with them?" Twilight asked, unable to tear her eyes away from those eyes. Eyes devoid of the spark of intelligence. They were like zombies. "This is so... wrong."

I-I," Applejack stammered. "I plum don't know!"

"You know," came a male voice from the walls, "I'm rather disappointed Sparkle. I at least expected you'd make it farther than this."

"Mandeville!" Twilight gasped, her eyes shooting open and her muscles tightening. "Everypony RUN!"

"Nope," Mandeville said simply, and the tiles lowered as one, forcing Pinkie and Fluttershy from their refuge. "Not this time."

The tiles raised together and sealed, trapping them once more. The ponies put their backs to each other, expecting the worst.

"What have you done to them?!" Twilight demanded, glancing at the cows out of the corner of her eyes. "Why are these cows like this?!"

Mandeville's laughter reverberated through the room in response.

"What's so funny?" Applejack snapped.

"There's nothing wrong with those cows," Mandeville answered, "They're from my Earth. They came here with me. They're not like the ones you know here."

"Why can't they talk?" Twilight asked. "I don't understand."

"Well, they lack the kind of sophisticated vocal chords for speech, firstly," Mandeville said. "But aside from that, they lack the sophisticated brains to comprehend language of any sophistication. In other words, they're dumb as rocks. Like nearly all hoofed animals."

"Hey!" Pinkie recoiled, examining her own hoof. "That's just rude!"

"Well, this world is obviously different somehow. We have horses where I come from too. Just dumb, earth-toned animals that graze and walk and defecate wherever they roam. Where I come from, humans are the only intelligent species."

Th— the only ones? Not even ponies?" Fluttershy asked.

"You're even alone in your own world," Twilight remarked sadly. "But why keep them prisoner then?"

"Prisoner!" Mandeville laughed explosively. "Prisoner, she says... They're not prisoners, Sparkle, they're livestock. I keep a herd here as part of my own personal food supply."

They collectively gasped at the statement.

"You eat cows?!" Pinkie asked in horror.

"Not raw. As steaks, cuts, cooked up nice. Humans are omnivores."

"You have a choice, and you still kill cows for meat?!" Fluttershy demanded hotly.

"I dunno," Mandeville said, "they taste good."

"I— I don't suppose you eat... ponies?" Rarity asked.

"Not where I come from," he answered. "Some creatures are exempt. Pets, endangered species, insects... Pretty much anything that's not a mammal or fish. Besides, I couldn't find it in me to eat something intelligent.

"But this hardly matters now."

On queue, all four walls opened large enough for one CID to step in from each. They trained their weapons on the group and waited, still as stone.

"You should have listened to me Sparkle," Mandeville said, "I really had no desire for things to end like this, but I'll be sure it's quick. There's no point in letting you suffer further. I want you to know, I won't be watching this. Call me sentimental... I like you."

"Adrian, please," Twilight pled.

"Stop calling me that!" Mandeville shouted. "You're not going to endear yourself to me by calling me by my first name. Goodbye, Twilight Sparkle, and... well, I never really learned the rest of your names. I remember something about Jack Daniels... Anyway, comfort each other while you can. Your part in this is over."

They could tell Mandeville's voice had left them, and all that was left were them and the CID.

"I can't believe this is happenin'..." Applejack stared at the CID.

"I— I'm not ready to d- ...to d-...!" Fluttershy moaned, cowering in a huddle before she felt a hoof around her neck. Rainbow smiled sadly back at her.

"At least," Twilight said, "we're doing this together."

Pinkie then somehow managed to crush the entire group in a hug, and suddenly they smiled in spite of themselves.

And at once, several things happened. The CID stepped forward to take their shots, and a tile in the floor sank down, drawing their attention. From the darkness, something that looked like a steel and glass pineapple bounced in front of the friends.

"Grenade," the CID cried together, before a blinding flash and an ear-splitting sound overtook them all.

Twilight felt a surge of energy rushing by her, but found she was unharmed, save for her eyes. She heard the sound of several heavy objects clattering onto the metal, and something that sounded like the crackling of electricity. She opened her eyes and found herself barely able to see from the flash, but she could ascertain that the lights in the room had all gone out. That, or she was blind.

Cows mooed in panic, stampeding however they could in such a small space, the noise of hooves on metal a deafening cacophony. And then from below a great, blurry purple light entered Twilight's vision, and she heard a female voice call out to her.

"Snap out of it you foals, we don't have long! Follow me, and be quick about it!"

"Who's that?" Pinkie asked.

"It's not important right now, just run!" another, male voice replied from below, as the light ducked into the open tile. Twilight jumped down, her vision only just beginning to clear, and joined her friends in following the two figures through the maze of tile arms.

One thing she could tell now was that one of the pair had hooves which clopped loudly on the metal as they ran. The other was a much quieter two-step, though a clattering sound accompanied it, as if the figure were carrying a length of chains. She also noticed that while they were in a hurry, they weren't traveling as fast as any of them could go. It was strange.

"Here," the male said simply, stopping as the mystery mare held her violet light up to a huge horizontal girder crossing the floor. The male then stepped into the light, and pulled something in the girder open with his—

"Hands," Twilight breathed, as the figure pointed a finger inside.

"Come on, hurry hurry, inside!"

In single file, the group scrambled into the orange girder, the human stepping in last and crouching as he pulled it shut again.

Mandeville tried his best to occupy his mind with his computer. Specifically, a game on the computer. Wasn't much else he could do. The Internet was a Universe —perhaps even several Universes— away.

It hadn't taken him long to get bored after arriving in Equestria. He suspected there was a lot of absurdity in that notion. Surely plenty of people would love to trade his Earth for this one, full of peace-loving pony-people who lived happy, carefree lives in this idealized world. Even he was tempted early on to make merry with the ponies, maybe shut CAIRO down and leave this place buried and hidden.

But there was no such thing as a clean-slate. He was marked. He would always be marked.

Oh sure, they might have welcomed him, he might have lived among them happily, for a time. But he would always be a stranger. That alien who moved into town. The guy who ate meat, but was trying to change. The guy who made weapons of unbelievable power.

He'd always be silently judged. The foals would whisper when they passed his lawn, about how he was a monster who might zap you with his death-ray if your ball bounced into his backyard. He'd take twice as long to be trusted by any of them with anything as they might trust one of their own.

And it wasn't fair.

Mandeville took his aggression out on a digital Korean soldier, throttling him with a black-gloved hand and throwing him like a stone into a nearby shack, which collapsed as though it were made of balsa wood. Satisfying. But it could only partly stave-off the second pang of guilt he'd felt in the past few days.

First Trixie, now Sparkle and her friends...

The normal ponies died sometimes in the testing, but he'd never met them. They were just announcements, names and numbers.

He'd liked Trixie. Arrogant to be sure, but in a cute way.

Ponies could be genuinely cute. Not the forced sort of cute, where some profit-bingeing cigar-chompers make something with an enormous head, ridiculous eyelashes and fat glossy lips before then nuking them with every garish pink and purple of the girly-spectrum. Real cute. 'Kittens on Youtube' cute.

Then there was Sparkle. He supposed she was cute too, in a dorky way. At least he picked up on that before she figured out he'd done in her pet. From there it was glaring and screaming. Still, she'd heard his story. And he had to admit: for being the murderer of her BFF, she had really seemed to... understand.

That in itself was fascinating. He'd done nothing to Peppermint, yet the stallion had attacked him in futility without even asking for his version of events. Contrariwise, Twilight Sparkle almost felt a kinship with him. He could feel it. A bond of sorts, likely helped by his offer to be kicked across the room.

It all came down to the same thing: She had felt something for him because she knew what suffering was. She didn't have to imagine what being without a mother was like. She took the emptiness in her own heart and imagined it getting worse.

Bam.

In the game, his stealth-run ended by hawking a grenade into a massive fuel tank, which exploded happily, making a martyr of the poor soldier he’d caught inside the nearby outhouse. Oldschool games had their charm, if nothing else...

Peppermint and the mare had been shocked by the horrors of his childhood, but neither of them were close to tears.

But Twilight was. Twilight hadn't pitied him: she had felt empathy. Really, Twilight was the closest thing he'd found to a real friend in Equestria, sad as it was. He was going to miss her...

It only made things clearer though: if he was to be accepted, they had to know his pain.

"Alert!" CAIRO said. "Intruders detected in Dairy Annex. Intruders detected in Dairy Annex."

"Hmm?" Mandeville groaned, his eyes drifting towards the ceiling. "Isn't that where we left Sparkle?

"Correct.”

"Put it on screen," Mandeville ordered.

"Unable to comply. Annex was struck by a burst from an Electromagnetic Pulse grenade."

"What?" Mandeville exclaimed, brows knitting. "Couldn't have been the ponies, right? Even without those collars they wouldn't know to set off an EMP."

"Correct. Escapees were accounted for. Intruder is a third party."

"Son of a bitch.” Mandeville stood up from his chair. "You thinking what I'm thinking?"

"That we have encountered this party before?”

"Yeah." Mandeville strode across his room to a porthole. "And let me guess: the tracking implants were fried too, so we can no longer track those girls?"

"Correct."

Mandeville grunted in response, not taking his eyes away from the facility outside. "You never left," Mandeville whispered to no one. "I thought you were here and gone, you son of a bitch, but you've been here the whole time."

"Shall I have the drones begin a 'search and destroy' cycle?" CAIRO suggested.

"Yes," Mandeville said, nodding. "But not Sparkle, the purple one. Have her re-captured."

"I see. Her productivity was invaluable during her work cycle."

"Huhm?" Mandeville croaked, eyes to the ceiling. "Sure. 'Productivity.' "

Twilight stared ahead as she climbed through the dark steel tunnel, at the one pony in the world that she hated.

Trixie's unexpected presence and role in rescuing them was the only thing keeping her mouth closed as they followed the dark-haired human and his flashlight. To where, she had no idea, but it was probably more reliable than aimlessly wandering.

Twilight guessed they had to be a few hundred yards away from where they started. It was difficult to tell, having already made three turns when faced with the junction of one of the massive vertical girders. The gap wasn't much, but the hollow vertical girders went down for what looked like forever. All the while, the girder rattled and groaned with the sounds of horizontal girders moving along above and below them. The human didn't seem afraid, however, which was helpful.

She'd barely caught a glimpse of the human's features when they first ducked into these girders. Aside from his neck, most of what she saw of his body was black. His clothes were black, his hair was black, his —saddlebag?— was black.

Even the two guns slung over his back were black. Or at least a very dark grey. She could tell they were guns, but they were far removed from what she'd seen attached to the CID. Both of them were appropriately long, and both had pump-like mechanisms on the underside —which the CID's versions lacked— but that was where the similarities ended. The back-end of one of them was folded-up somehow, with a tall bar raised over its body, which housed what looked like half a set of binoculars —a monocular?— on top. The other was longer, and looked like a rounded plastic box, save for the bit that looked like a small tire fixed crosswise under the barrel and in front of the pump-like mechanism.

Just how many ways did you need to kill something?

Whenever the human turned to address them, he would do so holding his light towards them. His face was lost in the shadows. The one good glimpse she'd gotten of it was the start. She recalled thinking the human's face looked youthful, and he certainly moved at a decent clip for an upright biped slogging through a tunnel mired with cables.

She hadn't figured these girders were hollow inside, but the lengths of pipe, cables and wires explained why. There had to be some reason they could move, after all. And naturally it made them lighter, which was important if these things moved like they did.

And with that, Twilight found an immediate concern. "Um, sir?" Twilight said cautiously.

He didn’t bother to turn around. "This need to be said right now?"

"Yes.”

"Well, say it quick. Those CID have damn good ears, and this'd be about the worst possible place to get caught."

"What happens if these beams start moving?" Twilight asked, the other ponies vocalizing their agreement.

"These ones aren't moving any time soon," he answered. "These pipes feed into long-term structures. The power runs through rails built into the girders so everything can run while they move, but plumbing and other stuff has to be fed-in and unplugged every time. You stick to a route with pipes running through it, you tend to be safe. Everything else is a gamble."

"Oh," Twilight sighed with a smile, "well that makes sense."

"Good. And if that'll be all, no more talking till I give the all-clear. Ask whatever you like then."

Twilight distinctly heard a few of her friends grumbling. No doubt Rainbow would be slow to trust another human, leave alone be ordered around by one.

Pinkie was being surprisingly quiet. Perhaps it was being placed in the third situation in a short period of time where she'd anticipated death or terrible injury, but somehow even she maintained a stony silence.

Soon they passed the steady rumbling of machines, terrifying in its loudness. They found they were being joined by several more pipes in an increasingly confined space, until the human stopped, laying his simian fingers over the side of the wall. Pressing firmly, he forced the panel open into a world of steam and pale blue light.

"Alright kiddies," the human said at last, "welcome home."

He crouched as he ducked outside, beckoning them all to follow. Trixie went next, and soon Twilight stepped out, pausing a moment to notice the panel the human had pressed out. There was graffiti on it, words etched into the metal saying, 'home, sweet home.'

The blue light was coming from the open top of some manner of cistern, the caustic reflections of rippling water cast onto the ceiling above, like at an aquarium. The reason for the steam was less obvious, but being in the presence of water at least ensured it made sense.

"This is a water treatment mod," he told them, now fully visible in the light. "If any of you are thirsty, I suggest you hydrate and store as much water as you can. We rest here and bug-out in twenty-minutes."

He was younger than Mandeville, certainly. His brown eyes gleamed with youth and intelligence, yet his tone was commanding. "By the way, I think Trixie can get those restraints off you."

Trixie nodded, pointing her glowing horn towards Twilight, who heard a lot of clicking and scratching behind her neck. Finally the pressure on her horn and neck left her, and the apparatus clattered on the floor. Relief at last.

Trixie set about freeing Rainbow Dash next, whose wings stretched as she groaned gratefully.

"You said we could ask questions now, right?" Rainbow asked, taking a tall stance and staring-down the ape.

He nodded. "I did. Nobody will hear anything with these machines going, so we're safe for now."

"Okay. So who the hoof are you, and what in the hay is Trixie doing back here with you?"

"Specialist Fourth-Class: Corey Webber. United States Special Forces, acting Corporal—"

"Hiya, Specialist-Fourth-Class-Corey-Webber-United-States-Special-Forces-acting-Corporal!" Pinkie blurted gleefully as she popped suddenly into Corey's view from below, practically in his lap. "I'm Pinkie Pie, and I'm from Ponyville! But then again we're all from Ponyville, so maybe I should have said we're from Ponyville instead of just me."

"Um... hi," Corey said, trying to lean his face as far from Pinkie's as possible. He offered his hand cautiously. "Nice to meet you."

"And it's so nice to meet you!" Pinkie cried, seizing his hand with her hoof and shaking it enthusiastically. "Especially since you saved our lives and all that. Boy oh boy, I've always wanted to be friends with an alien! Good thing you're not like that other alien. He really ticks me off, y'know that? I wouldn't wanna be his friend. Though Twilight seems to think he might not be all that bad, but I dunno— Mfuffbbd!"

Pinkie found her motor-mouth obstructed by an orange hoof as Applejack guided her away with an apologetic smile. "Don't mind Pinkie, mister, she's just excited is all."

"Yeah," Corey agreed, staring at his hand. "How was she grabbing my hand just now?"

When none of them answered, he shook his head rapidly and found his train of thought. "But yeah, seeing as my rank doesn't mean anything here, nor does the United States, I'd probably be fine with you calling me Corey, or Webber. Be formal as you like, really doesn't matter at this point."

"A soldier," Rarity cooed. "Most chivalrous of you to rescue we fair mares as you did... but I must ask you something personal dear."

Rarity scrunched-up her nose as Corey slid down the cistern into a sitting position.

"Do..." Rarity said, pausing. "Do humans usually... smell, like that?"

"I've been stuck here about a week. No change of clothing. Can't take too much water from the system for hygiene or CAIRO will start investigating it."

"Well surely you can stand to be without all that clothing for a while?" Rarity said.

"Please." Corey waved his hand in a 'shooing' manner. "I've got enough trouble with the idea that I'm talking to a horse. I don't need to be reminded that you things are naked."

Rarity gasped. "I am neither a 'horse' nor a 'thing'. I am a unicorn, and you would do well to remember that."

"You might as well be a pink elephant, because I'm wholly unconvinced that I'm not just cracked, in a coma, or dead."

"Well," Twilight said, "I can safely say you're not either of those last two."

"Says the purple unicorn with purple and pink streaks dyed into her natural midnight blue goth-girl hair," Corey chuckled.

Twilight frowned at the sentiment. "Look, I know you humans don't have magic where you come from, but... is that really so ridiculous to you?"

"I bet this shit isn't really water at all." Corey banged his fist against the side of the cistern. "It'll turn out I've just been drinking bleach this whole time."

"Okay look," Applejack said, tiring of Corey's world-weary attitude. "You answered half of Dash's question—"

"Who's 'Dash?' " Corey asked.

"I am. Rainbow Dash is the name," the Pegasus answered.

"Of course it is!" Corey laughed, throwing his hands up into the air.

"Like I was sayin'!" Applejack growled, "You hadn't answered about Trixie. Where'd you two meet up? How'd y'all go about rescuin' us? I'm thankful, believe me when I say, but I don't understand is all."

Corey stared over to Trixie, who looked at the floor after meeting his gaze. After a moment or so, she finally started talking. "Mandeville decided against letting Trixie go. Instead he offered her the chance to leap to her death into a fiery pit.

"He had never meant Trixie to do it of course. Only to scare her into staying. But she... I couldn't bear to show my face around you ponies again. So..."

"You decided to do it," Twilight deadpanned. "Is that true?"

Corey nodded. "I watched those stables a while. Trixie leaving meant something unique, so I followed her underneath the tiles. She made to leap, but I caught her.

"Had to taze her poor little backside while she was still scared and screaming," Corey continued, holding up a little grey device, which he squeezed, making an arc of electricity flash between two metal prongs. "Both to calm her down, and kill the little tracer bug they put in your brands."

" 'Tracer bug?' " Applejack asked, eyeing her ruined cutie mark with sudden suspicion.

"It's how he found you guys back with the cows. You were never going to get away from him with those things under your skin. That EMP grenade took care of that though."

" 'EMP?' " Rarity asked. "Twilight, do you know what he's—?"

"Electromagnetic Pulse," Corey answered. "Fries anything with an electronic circuit. Pretty harmless to living things, up to a certain point. Too much will fry your entire nervous system. Dead useful against Mandeville's tech, but I only have so many."

"So what made you decide on helpin' us?" Applejack asked.

"A few things," Corey answered. "Mostly Trixie here. Blames herself for you getting stuck here—"

Twilight snorted coldly. "With good reason."

Corey turned towards Twilight. "She convinced me to risk everything on getting you out alive. I've revealed my hand to Mandeville now, and he's going to be looking for me. I don't have the rations to feed a party this big, so we're all going to need to escape this place now. Be a little thankful she's gone this far out of her way to make amends. It's not like she had to do this. She saved your lives."

"I know that saving a life doesn't make up for costing somepony theirs," Trixie said, finally looking Twilight in the eye. "I don't expect you to forgive me, but I—"

"But you what?!" Twilight shouted, making Trixie flinch. "You thought if you did me some favors you could start feeling better about yourself?! You thought maybe that anything you did could bring Spike back, or take away every horrible feeling we've been subjected to in this place?! I'd rather be dead now than to have ever seen you again!"

"Look here now," Applejack said firmly. "You don't mean that. I know you don't mean that, Twilight Sparkle!"

"Of course her name is 'Twilight Sparkle,' " Corey groaned in the background. "Why wouldn't it be?"

"Do you have something to say about my name?!" Twilight demanded, rounding on Corey. "What about 'Corey?' What kind of name is that for a human, huh?"

"Don't you dare make fun of him!" Trixie said, suddenly enraged. "He saved all of our—!"

Trixie suddenly found herself bathed in a magenta aura, before it threw her painfully into a wall.

"How dare you?! How dare you even speak to me, let alone tell me what to do!"

"Twilight!" Fluttershy shouted.

"Please...!" Trixie wheezed, still under the grip of Twilight's magic. "I'm sorry...!"

"No you're not!" Twilight spat, lifting her body and shoving her against the wall. "You don't know how I feel! You don't even know what you're sorry for!"

Trixie began to choke, and the metal behind her groaned as Twilight pressed her harder and harder against it.

"Twilight, stop it right now!" Applejack yelled.

"Or I'll stop you myself," Corey shouted, pulling out what Twilight could only figure was a very small gun. He held it easily in one hand, his other hand pulling back part of it along the top and releasing, allowing it to slide back with a threatening 'click-click' sound. He pointed its blocky front-end at her threateningly.

"I don't suppose you set that thing up with an anti-magic spell?!" A glowing magenta bubble appearing around Twilight as she turned her attention back on Trixie.

"Twilight!" Fluttershy cried. "Please, let her go! You're better than this! You know you're better than this!"

"We start fighting each other now and we're dead!" Corey yelled.

Twilight ignored them. "I could crush you! I could crush you and it wouldn't feel as bad as everything I've experienced because of what you've done! Maybe I'll believe you're sorry when you know what I've been through!"

"Twilight," Applejack said sadly. "Don't ya' know who yer' soundin' like?"

Trixie gasped as air filled her lungs once more. She choked on it as the magical grip on her body slackened.

"Oh Celestia," Twilight whimpered, her eyes reduced to pinpoints as she stared at the terrified Trixie. She released her entirely, dropping her shield and stepping away.

"Mandeville was right. We're no different at all."

"Is that a remark against humans," Corey asked, finally lowering his gun, "or a remark against Mandeville?"

Twilight winced, forgetting she now had a human to impress. "Mandeville said that because our worlds and cultures are so different, he'd always be second-class to ponies in Equestria. He said he wanted to prove we weren't any better than he was.

"Bring us down... to his level."

"Well," Corey said, "he's not wrong. Far as I can tell, save for upbringing and diet, we're pretty similar. We get sad, we get angry. We get happy, we get hungry. Far as I'm concerned, it's less nature and more nurture after that."

"Trixie?" Twilight grimaced, making the blue unicorn flinch. "I can't forgive you. But... thanks. For coming back for us."

"And by the way," Corey said. "Before you go on another psychotic break, make sure you know who to really blame for your troubles. Me."

Pointed pairs of equine ears immediately perked up and pointed in Corey's direction, joined shortly by the gaze of several eyes.

"You?" Fluttershy asked.

"What makes it all your fault?" Rainbow added.

"You!" Twilight hissed, her eyes almost looking through Corey in their understanding. "You're one of the humans that were sent to kill Mandeville, for a crime he didn't commit!"

"Didn't commit, my ass!" Corey fired back. "His weapons were purchased directly by terrorists and used in a great bloody rampage through Paris!"

You weren't able to prove anything! You went behind the law to kill an innocent human!"

"I was under official orders.”

"Hold on," Applejack said, eyebrows knit. "Are y'all saying Corey's the reason Mandeville and this whole hog-sized mess've turned into Equestria's problem?"

"Mandeville was a threat. Even if it was a clerical error, his incompetence got people killed. We couldn't risk having a resource like him backing our enemies.

"I don't even get it," he continued. "After everything you know he's been doing, what the living hell is this garbage about him being 'innocent?' "

"You didn't hear him," Twilight said, "We all know what he's done here already, so why would he bother lying about that? When he was talking about his life before, and about the terrorists and what they believed. He hated those kinds of people. Above everything else, he wanted to use Mandeville Arms to make your world a better place than it was.

"And then you tried to get rid of him. You stranded him, away from everything he ever knew, loved or cared about. You took his purpose in life away from him. It would be like watching your cutie mark disappear."

"I'm sorry," Corey blurted, cocking his head to one side and leaning his ear towards her. "Cutie-what?"

"Cutie mark." Applejack turned around so her left flank was visible. "It's what we call these. Pony-folk, zebras and some others have 'em. They show up whenever sompony figures out the talent that makes them unique."

"Really? I just thought they were tattoos. What do the boys call them?"

"Boys?" Fluttershy said. "Why should a cutie mark be something different to a boy?"

"Wha—? I mean, seriously?" Corey asked. "I mean, it just sounds like one of those things, you know? Girls call them dolls, boys call them action figures."

Corey received naught but knit brows and blank faces.

"Jesus, this society is whipped..." Corey muttered to himself. "Horsewhipped.

Twilight groaned impatiently. "Look, the point is he's doing this because of what you did! Yes, what he's doing is insane, but he's not acting, he's reacting. He never wanted any of this!"

"Fine, I was the bad guy there. It's my fault. But things are the reverse now. Mandeville is going to put a wound in this world that might kill it, and I don't want to see that happen.

"For better or worse, I owe you guys my help. And believe me, you're gonna need it."

Chapter 7

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The group departed, Corey leading the way for one last stop through the girder maze.

"Ulgh," Dash groaned, "So what are we doing now?"

"Mandeville strip-searched everyone as they came in," Corey answered. "The past week I've been poking around for anything useful. I managed to find where they took everything. Good thing is the security is pretty non-existent. These girders must be a serious flaw in his system, because he never figured on anyone stealing this stuff back."

"Oh, glorious!" Rarity said, "Now I won't have to replace that saddlebag."

"This isn't a baggage claim, Park Avenue. It's shopping."

Rarity giggled girlishly "Darling, if you're trying to curb my enthusiasm, you're using exactly the wrong words.

"Also, my name is Rarity, not 'Park Avenue,' though I do admire her couture, you flatterer."

"So Rarity, know anything about the CID drones?"

"Isn't 'CID drone' redundant?" Twilight asked.

"Yeah, probably.”

"Well," Rarity said awkwardly, "I know they have three legs, a black face—"

"CID drones are hive-minded killers with the ears of a dog and the eyes of a hawk. And they see with more than just typical light. They can pick up body heat like a rattlesnake.

“And it would be really bad if they caught us in a little narrow space like this.”

Rarity’s ears drooped. “I see your point.”

Corey laughed as he rapped a knuckle against the side of the girder. “I’m just making a point though. This is a dead-zone for CID patrols, so we’re okay here.

“Seriously though, CID are kinda’ badass. And it's worse when there's more than one.”

"Well, yeah," Rainbow said, derisively.

"No, you don't get it," Corey told her. "CID all think with the same brain. They're not a bunch of little robots, they're one robot in a lot of tiny pieces. If one of them spots you, they've all spotted you."

"Well can't ya' get the drop on 'em?" Applejack asked.

Corey laughed humorlessly. “Sure, for the split second it takes for it to react when you pop out suddenly from behind a tree. But you'll never fully distract CID from targets in a firefight, and when they patrol they all keep watch in different directions. You can pull some of them off a target if they think you're a big enough threat, but the others won't lose their focus for a second. They're fast, they're decisive, and they can find patterns in enemy movement real damn fast. You can shake them sometimes by moving randomly, but get caught in a pattern and you've had it."

"So how do you fight them?" Twilight said, exasperated.

"First rule. Never get caught in the open. Find cover. Something tough that a bullet won't pass through. Second: have a way out. CID will march forward and surround targets that are dug-in behind cover. If things go bad, you can't let them surround you or you're dead. Always have a quick escape, somewhere to retreat to that they can't see."

"And third?" Pinkie Pie asked.

"Third," Corey continued, "Don't let them see you in the first place. If you can avoid fighting these damn things, do it. And if you do have to fight, use a mirror or something to see them. Don't risk them popping your head off when you take a peek. These things don't hesitate.

"Hold it." Corey eyed another panel in the girder. "We're here."

"Whoa, hold up!" Rainbow whispered. "You said there was no security. How did you know that?"

"I told you, I checked this place before."

"When we were back in that room," Dash said, "CAIRO knew we were there before he brought that camera in."

"Hey, that's a good point!" Twilight frowned in concentration. "And both times I used a lot of magic, CAIRO was able to tell right away!"

"I don't know anything about your magic and whatever, but the good thing is the security here is hard-line. All the cables for the sensors pass through these girders, and I can patch into those to see what's being recorded. Trust me, this place is clean."

" 'Trust you?' " Rainbow asked. "Trust you, just like that? I don't trust any of you crazy chimp-things with your crazy chimp-weapons!"

"Rainbow!" Applejack cried reproachfully.

"What?" Rainbow demanded. "You saying you trust him? This guy's got three of those gun things strapped to him!"

"Yeah," Corey said, "The G36 carbine is my primary, and the little USP Match is my side-arm. Having backup weapons is standard procedure for us.

"The AA12," he continued, clasping the boxy gun with the tire-like attachment, "was the Corporal's. But he got hit by the CID on our way through."

"I'm sorry," Twilight said softly.

"Thanks. We'd only been together for that operation, so I didn't know him very well. Anyway, I took the AA12 with me in case things got really bad. I don't need to tell you that they did."

"How many times must Trixie remind you that Mister Webber saved all of our lives?" Trixie said at last.

"And he's managed to sneak about all this time without getting caught," Rarity added.

Rainbow turned to the unicorn "Rarity, what are you, the head of his fan-club?"

"I'm sure I've no idea what you're talking about.”

" 'Oh!' " Rainbow cried, imitating Rarity's accent, " 'My hero! What a strong chivalrous soldier! Oh he says just the right things to charm a girl! I don't care that he might have doomed Equestria forever—' "

"Now see here, Rainbow Dash!" Rarity simmered, her ivory cheeks burning red even in the soft glow of unicorn magic. "I am just showing a little appreciation given Corey happened to save my life, and bowing to the fact that among us, he is the most qualified at skirting the horrors of this dreadful place."

"Oh yeah?" Rainbow grinned. "I don't see you fawning over Trixie every chance you get."

"I—" Rarity stammered, her face now furiously red. "It—It's not even his fault we're in this mess! He was only following orders! Doing his royal duty. He never asked to do it."

"Uh... actually." Corey himself grew a little flushed from the conversation. "There's nothing 'royal' about my position. The United States is a democracy: it has a president. No king or queen."

"What about a princess?" Pinkie Pie asked with intrigue.

"If there's no king or queen," Corey said irritably, "why the hell would there be a princess?"

"Well, Equestria doesn't have a king or queen," Pinkie explained, "but we still have Princess Celestia and Princess Luna."

"Wait, how does that work? If you're a leader, I'm pretty sure you're a queen."

"According to Celestia," Twilight said, "a queen is somepony who rules on her own, unless she's wed to somepony else. Celestia and Luna rule together, so they insisted on being called 'Princess'."

"Sounds like a cop-out, but I guess that works. Anyway... I was chosen specifically to be on the team that took down Mandeville. I was offered the job, and I accepted it."

Applejack stared. "Y'mean to tell me, that you knew exactly what you were doin'?"

"No, I was asked if I wanted to get back at Mandeville. I said yes, so they filled me in."

" 'Get back at Mandeville?' " Twilight repeated. "For what? Why did they ask you?"

Corey didn't answer for a moment, instead reaching into his pocket and pulling out a sleek, flat device with a glass screen embedded into it. He pressed a button, making the screen light up before he slid his finger over the screen, which reacted to his actions. Finally, he gave a sad smile as he turned the screen towards them.

It showed an image of Corey with a female human a bit shorter than himself, smiling and hugging in front of a tall fountain. There was a grand plaza behind them with a tall neon-lit building with the words 'Edwards Theaters' over it. Corey was wearing casual clothes in this image, far removed from the Corey in front of them. The female had short brown hair, freckles and pale blue eyes.

"Her name was Renee. Her parents sent her to Paris as a graduation gift when she finished college. She died in an explosion, when the terrorists hit that day."

"Oh Corey," Fluttershy said, hooves over her mouth as her eyes shimmered.

"I'm so sorry!" Rarity cried. "I— I suppose, she was your very special somepony?"

"No, nothing like that. Just old friends."

"They knew, didn't they?" Twilight asked. "The ones who asked you to kill Mandeville?"

"Yes," Corey answered. "They figured I might be especially motivated to finish the job, if I had a personal stake in seeing him taken down."

Twilight stared into Corey's eyes, seeing something in them that was at once unwanted and familiar.

"Killing Mandeville won't make it hurt any less Corey," Twilight said.

Corey sighed. "None of that matters anymore. What matters is what's happening now. I have a responsibility to the people of this world now. I swear I'm going to do whatever I can to make things right.

"Twilight, you said your name was?"

She nodded.

"Twilight, I promise I'll only do what's necessary. And... Dash?"

"Yes," Rainbow said, still stone-faced.

"You don't trust me.” It wasn't a question. "I don't blame you. You don't have to stick with me, but if you want to follow, you're welcome to."

Rainbow Dash groaned. "I'll go along with this for now. But if you do anything to get my friends hurt, I'll throw you off a cliff."

"Fair enough," Corey muttered, smirking. "Let's go shopping,"

Corey opened the girder into another tile-arm maze, but a small one. The structure was small enough that they saw the facility outside, after the floor tiles ended. Corey stared upward as they moved, searching the cracks between tiles.

"Here we go," he said, hitting the button on one of the arms, which lowered in response.

"A few of us will need to stay here in case the tile—"

Rainbow nudged Corey forward. "Yeah yeah, we figured that out before. Pinkie n' I will keep watch here."

"Aww!" Pinkie whined. "But my stuff is in there too!"

"Actually," Fluttershy whispered, "I can stay with you Rainbow Dash. I don't really want to go back in one of those rooms anyway."

Corey stepped into the room. It was, in essentials, a living room sized space with a single bank of lockers on the far wall. "Alright. These take a little force to open, but they're not locked. Anything you can find, anything useful, take it if you can carry it."

Twilight did a double-take before leering at him. "Wait a minute, I thought we were just getting our stuff back, not stealing other ponies belongings!"

"You only ever found this place because I showed you where it was. I kinda' doubt your fellow prisoners will find this place themselves, so it's no good to them. Waste not, want not."

Twilight glowered. "Fine, but only stuff that's going to help us."

Eyes wandered to Rarity, who had already magicked a locker open and was privately modeling a scarf and sun hat she had found, checking herself in a hand-mirror. Upon realizing the attention, she stopped.

"What? What if it gets cold, or we run into a wandering celebrity—"

"Unless its camouflage to hide your viciously obvious colors from the Spotter drones," Corey said, "put it back."

Rarity moaned a stream of complaints, but did as he said all the same.

Meanwhile, Twilight focused her magic, drawing Trixie's attention. "Aren't you afraid a spell will bring Mandeville's drones?"

"It's a low-power spell," Twilight explained, "The 'missing-sock-spell' some ponies call it."

With a 'pop,' Twilight's horn let out a twinkling orb of magenta light which trailed to one of the drawers. The drawer shot open, and a saddlebag with Twilight's cutie-mark on it rose from amongst the bric-a-brac inside.

"Like a charm," Twilight sang proudly, searching and reorganizing the bag's contents.

"Oh there ya' are!" Applejack cried with her softest smile, scooping her prized stetson from yet another locker and placing it back in it's place atop her head.

"That mean ol' machine didn't hurt you now, did it?"

Corey watched on with a bemused expression on his face before shaking his head and continuing his search.

"Ooh!" Pinkie cried, as something in one of the lockers blasted confetti into her face while making a sound like a party favor. "Found my bag!"

Trixie exclaimed in revulsion upon opening one of the lockers. "This food has been here much too long for a civilized pony."

"Hip flask..." Corey muttered offhand as he sifted through another locker. He unscrewed the top of the flask and gave it a sniff. "Alcohol. Good disinfectant if there's an injury. And painkiller."

"I found some matches!" Applejack said.

"First-Aid kit!" Twilight reported.

"Damn good.”

"Superb!" Trixie exclaimed, pulling a starry jeweled cape and pointy magician's cap from the locker and putting them on with a flourish. "The Great and Powerful Trixie, a slave no longer! Master of her own destiny, and perhaps, the destiny of all Equestria!"

"I swear Trixie," Twilight muttered darkly, "I'm doing all in my power to be civil with you after all that's happened. But if you slip back into your old habits, I'm shoving that pointy hat right up your nose!"

Trixie recoiled, eyes searching the room, as if to find the softest wall in case Twilight attacked again.

"And you know I can do it, too," she hissed, before returning to the lockers.

"Aha!" Rarity cried in delight, holding up two-dozen clear and shiny hollow discs. "I found our shoes!"

"You were wearing glass shoes?" Corey asked.

"Diamond, dear.”

"Diamond?! Where in the Hell did you get shoes made of diamond?"

"Well, I made them actually," she said proudly.

"You're a jeweler?"

"Oh hardly darling. I'm a seamstress, but gems factor into my designs rather frequently."

"You can say that again!" Rainbow called from outside, forcing a frown to slither onto Rarity's face.

"How do you afford making footwear out of precious stones?" Corey asked

"Oh Corey," Rarity giggled, "you make it sound as though diamonds are rare!"

"As-as though—" Corey stammered, his left eyelid twitching.

Corey went silent as the mares put on the fancy footwear, until Twilight waved at him for his attention.

"So Corey, I don't suppose you know where Mandeville's building ended up, do you?"

"What, like, in your Equestria?" Corey said, prompting a nod from Twilight. "No. Best I figured is we're underground."

"Well we entered through the west wall, through the side of a mountain," Twilight continued, "so I figure that's our best chance of getting out of here."

"Mmm," Corey murmured in agreement. "So we need our bearings. I've got a—"

"Compass spell?" Twilight’s horn glowed. "No problem!"

With a flash, an arrow of light pointed in towards the bank of lockers.

Corey watched it, pulling a physical compass from one of his pockets and checking it himself. "Yep. Magnetic north.

"So we're headed that way," Corey told them, pointing to the left.

"Well alright then!" Applejack said. "Come on, y'all, let's hop to it!"

"Actually." Corey sighed. “It might not be so simple."

"Aw... Ponyfeathers!" Applejack exclaimed, eyeing the gap before them.

They had traveled as far west through the safe girders as they could, but reached a dead-end and emerged on top of a structure, facing a hundred-yard gap to the next cluster of buildings near the outer wall. In between was a thoroughfare of moving girders and tiles rushing to and fro in an ordered frenzy.

"This is as far as the safe stuff goes," Corey told them. "Otherwise we've gotta head down, and that's gonna be a long slog with a harder climb back up.

"If you magical ponies have any bright ideas, I'm all-ears."

"Fluttershy and I can take everypony one by one," Rainbow offered, hovering in anticipation.

"I'd rather not. We're going to be seriously visible if we have to play 'Frogger' for that long. I'd rather we made it all together."

Fluttershy turned to speak. "Twilight, you're good at winking-out: maybe you can wink us all to the other side?"

"Ulgh!" Rainbow Dash winced. "Fluttershy, nopony calls it 'winking-out' anymore. It's teleporting! No offense, but that's so old-fashioned it's tragically lame."

"Wait a minute," Corey’s brows knit. "she can fucking teleport?"

"It's a spell Princess Celestia taught me growing up. But I've never done it with a group this size though. That much magic would tell Mandeville we were here right away.

"And can I ask you something?" She turned, frowning at Corey.

"Sure.”

"What is that? Those words you and Mandeville use whenever you're frustrated? The two of you speak perfect Equish most of the time, except for the 'some-buddies' and the 'any-ones' and those odd bits of gibberish when something upsets you."

"You mean curse-words?"

"Y'mean yer' tryin' to put a curse on somethin'?" Applejack asked with lost eyes.

Corey shook his head. "You ponies really know nothing about profanity?" he said to unanimous head-shakes. "They're inherently 'bad' words in the English language. We say them to emphasize things. For instance, you can tell someone is more serious if instead of saying 'what' they say 'what the fuck.' "

"Huh," Twilight vocalized thoughtfully. "What does it mean though? 'Fuck?' "

"It's..." Corey tapped his foot awkwardly. "A really vulgar word for 'fornicate.' "

"Oh..." Twilight’s face turned blank as her cheeks reddened in seconds.

"And—" Rarity began, similarly red. "And you thought that, in any language, was something to say in front of ladies?!"

"It's not usually taken that literally. It's more like when you say 'shoot.' It's pure exclamation."

Suddenly, Corey cried in surprise as his own hand glowed pale blue before he slapped himself in the face.

Rarity harrumphed, turning her back on him. "How is that for an exclamation? This is nothing like the dashing soldier we met earlier."

"Y'know," Corey said, rubbing his cheek with the same hand that hurt him, "you unicorns are pretty handy with that telekinetic stuff. Why don't you just float everyone over?"

Rarity scoffed. "Unicorns have a bit of magic, dear, but precious few ponies can levitate something as large as another pony without significant effort. I'm aware Twilight can do such things—"

Trixie clucked her tongue at Rarity. "You forget, dear. Trixie is not so untalented herself."

"Yes, we know," Twilight finally groaned. "But besides, with all those things whizzing by, moving everypony accurately is going to be difficult from over here."

"Well why don'tcha do like Corey said?" Pinkie suggested. "Move everypony!"

"That would just make it worse!"

"Nuh-uh!" Pinkie sang "Not if you float over with them!"

"What are you gettin' at, Pink?" Rainbow asked.

"Well, why can't a unicorn float herself?"

"Pff!" Rainbow exclaimed before laughing heartily. "A unicorn? Fly? Pinkie Pie, you crack me up."

"Pinkie," Twilight said, "I can understand using magic on your hair, or another part of your own body, but the whole thing?"

"Why not? I've seen Pumpkin do it before when I was foalsitting. That and phase through solid matter. Boy, does foalproofing ever get tough when that happens."

"Well, I suppose it's not totally unheard of. But newborn unicorns are all instinct: they don't really think about it, they just sorta' do it."

"Well, then stop thinking about it, Thinking-McThinkerbrain! Just do it!"

"Or barring that," Corey muttered, "sprinkle some pixie-dust..."

"Oh sure Pinkie!" Twilight sang in mockery, her horn lighting up as her entire body glowed magenta while her eyes closed. "I'm just gonna up and fly today! Yep! Whoosh! And off I go into the wild blue yonder!"

"Um... Twilight?" Rarity said, staring.

"Hay, maybe after I float on over to the other side I can take us all to Cloudsdale! Maybe I'll be the first unicorn ever to win the 'Best Young Flyer Competition!' "

"But Twilight—!" Pinkie cried.

"No 'buts' Pinkie. We're just going to have to find some other way, because there is no chance in a thousand years that this unicorn is leaving the ground under her own power."

"Twilight?" Applejack asked.

"Oh, for pony's sake!" Twilight yelled. "What is it?"

"You best not be looking down, sugarcube."

"Huh?" Twilight finally opened her eyes. "What are you talking ab— WAH!"

Twilight's hooves paddled pointlessly in midair as she hovered a good ten feet above them.

"I, wha...? How'm I...?" Twilight squeaked as her body jerked up and down. "This is impossible!"

"Just think of yourself like one of your books!" Pinkie cried, bouncing on the tips of her hooves.

"Hey!" Dash shouted. "That's not fair! She's already great at magic, now she can fly?!"

"I'm a book!" Twilight muttered to herself. "I'm a book, being set down on the coffee table... Book... Coffee table..."

Steadily, Twilight lowered herself down, all eyes on her until at last, the glow vanished, and she fell in a heap onto the metal roof.

"Oh Twilight!" Fluttershy said excitedly. "For your first flight, that was really wonderful!"

"Thanks, but..." Twilight said, picking herself up. "I just don't understand! If it were as simple as that then how am I the first unicorn I've ever heard of to do it?"

"Well aside from Trixie," Rarity said while the blue unicorn behind her glowered in silence, "how many unicorns have you heard of whose unique talent is magic?"

"Princess Celestia did tell y'all you had more talent than anypony she'd ever seen," Applejack added. "Hay, you even represent the Element of Magic. That has to count for somethin'!"

"This is just...! Argh!" Twilight growled. "Do I even need to say how useful this would've been in the past?! Climbing up to that dragon, getting away from that hydra, and every other unnecessary risk we took in the name of gravity?"

"Personally, I don't care," Corey said, to the sour glares of many of them. "What I do care about is whether this means we can cross here now."

"I think I'll need to practice this a little before trying something like that. If I slip up somehow, somepony could seriously get hurt, or worse."

"Take the time you need to do this right then. But I can't pretend we're not on a time limit."

"Alright then," Twilight muttered to herself, once more glowing magenta. "Don't think it, just do it... Take the book off of the shelf..."

And like a balloon, Twilight was off again. "Oh, this is so weird!"

Most of them continued to watch except for Trixie, Applejack, Rainbow Dash and Corey. Corey was taking this opportunity to check his weapons, pulling back slides and switches, checking for problems with a professional eye. Rainbow's face was screwed-up in concentration as she limbered up, while Trixie turned her back on the entire affair with a huff.

A huff not unnoticed by Applejack. "Bit jealous, huh?" Applejack asked wryly.

"What? Here to rub more shame and failure in Trixie's face? You already know the answer to your question."

"I 'aint here to rub nothin' in nopony's face," Applejack said gently. "But it doesn't sound like the thing that put you and everypony else in this here position has left."

Trixie glared at her, but didn't answer.

"You've shown your heart's in the right place, if it took a spell or two to get there," Applejack continued. "You made to do right what yeh' did wrong. But you still don't feel much different about Twilight now, do ya'?"

"How can I?" Trixie asked, watching Twilight as she hovered in a circle, before lifting a giggling Pinkie Pie into the air as well. "She cast a shadow over everything I've ever done. I spent years developing unrivaled skill. And in a single night, I go from being the best, the Great and Powerful Trixie... to second-rate."

"Well that's just silly, 'aint it?" Applejack chuckled, receiving a glare from Trixie.

"Silly?" Rainbow said, butting-in. "What's silly about wanting to be the best? I did, and I totally am."

"Hold up there, Heather. Never said there was anything wrong with wantin' to be 'the best.' But findin' out you're not and throwing a bit huffy fit over it is just silly.

"I mean shucks, Sweet Apple Acres prides itself on bein' the best in the business, but we 'aint the only apple farmers in Equestria. Havin' competition keeps us all motivated-like. An' if it turns out there's somepony out there doin' it better than we do, well hay, it gives us somethin' to shoot for. Shows us we can still be better than we are."

Rainbow Dash gave a soft smile. "Yeah. If I hadn’t had the Wonderbolts to look up to, I never would've worked so hard on my flying."

"So, you're saying..." Trixie frowned thoughtfully. "Sparkle didn't rob me of my purpose... She gave me a challenge, so I could improve?"

"Now yer' gettin' it. And I know it hurts to have your pride hit like that, but it deflated that big head of yours a mite bit. Knowin' a little humility never hurt nopony."

"But what can I do now? None of the ponies in the towns I go to want me there. And after everything I've done, I'm just going to be jailed or banished anyway."

"I won't lie," Applejack sighed, "your part in all this makes you part responsible for what happened to our friend Spike. But on the flipside, nopony might've found this place out in time to reach Canterlot. And I reckon without us knowin' what we know, Corey included, Equestria might never have stood an apple's chances under a hoof.

"Still might not anyway, but it's better than a smack in the nose with a rusty horseshoe."

"And I gotta be glad you saved our necks back there," Rainbow added. "I'm still kinda' shifty-eyed with this Corey guy, but if you convinced him to help us outta this mess, you're on your way to 'okay' in my book."

"Plus, Princess Celestia knows us, and we can vouch for ya'," Applejack said. "There'll still be some consequences, if I know the Princess at all, but she'll be fair with ya'."

"Do you really think so?"

"Celestia's actually pretty cool," Rainbow said. "She's nothing like a lot of those stuffy Canterlot types."

"Okay, I think I've got the hang of this!" Twilight called, Fluttershy and Pinkie orbiting her as she floated. "Check it out, we're a helium atom!"

" 'Cause we're floating?" Pinkie asked, caught in the midst of an unstoppable fit of chuckles as Twilight set them all down.

"Helium atoms have—" Twilight started before shaking her head. "Nevermind. I've gotta tell ya' Rainbow, is that what us ponies have been missing all this time? It's a hoot!"

"Ha! Don't start comparing like you've got a pair a' these babies," Rainbow told her, wings flapping proudly. "You might be able to float like a parade balloon, but you'll never outpace a Pegasus."

"As long as she can ferry us over," Corey said, "I couldn't care less about egos right now. So how are we doing this?"

"I'll take Pinkie Pie and Rarity like before," Rainbow said.

"I'll get Corey and Trixie," Twilight said, "that way Trixie can get Applejack and Fluttershy.

"You can handle that, right?" she asked Trixie, who glared.

"Yes, Trixie can 'handle' carrying two ponies.”

"Alright then, positions next to your carrier everypony!" Twilight said.

They lined up eight abroad, facing the expanse before them.

"Alright carriers, pick up your ponies!" she ordered, bathing Trixie and Corey in her magenta glow as they rose from the floor. Beside Trixie, Applejack and Fluttershy rose in their own violet glow.

"Ready?" Twilight asked, glancing around and seeing nods all around, save —predictably— for Fluttershy. "Go!"

Twilight finally wrapped herself in magenta and rose into the air alongside her friends. Corey took a single look down as they passed over the ledge and turned his eyes to the ceiling, muttering to himself. Rainbow Dash flapped easily past a few moving girders as Twilight focused on maneuvering steadily through.

Applejack eagerly watched as terra-firma crept ever closer. "Halfway there!"

"Uh huh!" Meanwhile, Corey’s eyes were fixed upon the ceiling far above them, his forehead drenched with sweat.

And then a buzzing sound met their ears, and CAIRO's voice spoke behind them. "Prisoners and intruders.”

As the mares and human turned, they saw one of the hovering four-rotor machines that had captured Rainbow Dash before.

"Shit, Spotter!" Corey cried, grabbing his AA12 and swinging it in the drone's direction. His finger pulled on the pump mechanism below the barrel, and a fiery 'pak' sound penetrated the air as a flash erupted from the end of the barrel.

The Spotter, however, was unharmed. "Please lower your weapons and lie on the nearest viable surface with your forelimbs behind your back," the Spotter ordered, pointing its barrel at them in turn.

"The Hell...?" Corey muttered, as a string of glowing metal pellets floated listlessly out of the gun. "Twilight, your damn magic is holding my bullets!"

"I'm sorry!" Twilight moaned, still moving the group to the roof in front of them. All at once the glow surrounding Corey vanished.

"HOLY SHIT!"

"Oh my gosh! Corey, I'm sorry!" Twilight cried, grabbing hold of him again and bringing him back to their level as he continued yelling his head off.

"Are you kidding me?! Are you fucking kidding me?!"

"Corey dear, are you alright?!" Rarity asked, standing beside Pinkie Pie on the roof.

It took a few seconds for Twilight to realize why two of her friends had already landed, and to answer the question of where Rainbo—

"Yargh!" Rainbow cried, slamming hooves-first into the Spotter drone from above it, which had been busy tracking Corey because of his sudden and dramatic fall. Plastic warped and crumpled as Rainbow and her diamond shoes smashed the little scout into the metallic rooftop. Its bent barrel jerked around feebly as a lone rotor spun, making it spin pathetically in place on the floor.

Rainbow turned her back to the thing and gave it a swift kick off the ledge with a single hind leg. "That's for the needle, poser!" she called after the drone, whose crashing and clattering softly echoed back to them as Twilight brought the others to the roof at last.

"Nice going there, Rainbow!" Applejack said, beaming.

Corey took a moment to kiss the ground upon reaching it before shakily getting to his feet and looking to Rainbow Dash. "Quick thinking there Dash. You don't mess around."

"I do everything quick, ape-boy.”

"Need Trixie remind you foals," Trixie interjected, "we've just been discovered?"

"She's right," Twilight said firmly. "We need to get moving, now! Corey, does any of this look familiar to you?"

"Yes, this is just...” He glanced around to get his bearings. “South of one of his main hangars. It leads right outside, if it's not completely buried."

"What's a hangar?" Twilight asked.

"Place they store and launch aircraft fro—"

"Prisoners and intruders," three additional Spotters said as they closed-in on the group from behind.

"Run for it!" Pinkie cried.

Adrian Mandeville watched the ponies and soldier on his monitor. They were fleeing over the rooftop, far closer to escape than he had expected them to go. Too close.

The soldier, some spec-ops kid, had an old auto-shotgun firing at his Spotters. A few of them went offline in the process, their cameras showing him blackness.

What was more, Trixie was there! Survived, somehow. This might all end quite well for him.

"CAIRO," he said, not taking his eyes off the screen, "why are the drones behaving as though they'll be taking more than one prisoner?"

"Simpler to terminate the others while assuming surrender positions," CAIRO answered.

"Well they're not doing that, obviously!" Mandeville shouted. "Subdue Sparkle and Trixie. As for the rest, take them out!"

"If I might suggest something..." CAIRO began.

The outer wall stretched before the eight, across a field of vents and pipes. To their right another structure towered, built in a hexagonal shape, pieced together traditionally without tiles.

Corey's gun had blasted two of the three Spotters out of the air, but the third one had taken to literally flying circles high about them, taking shots in front of them rather than at them. Too high for the AA12's pellets to reliably reach.

"I know a thing or two about rustling critters," Applejack panted, "and this thing is trying to corral us!"

"Bringing us into a kill-zone," Corey panted as he ran, very nearly tripping as he watched the drone circle like a vulture. "Mandeville's got something waiting for us."

"Do you think he knows where we're going?" Rarity asked, easily keeping pace with him.

"Doesn't matter," Corey said, "this way is all I've got. We'll be Swiss-cheese before we find another wa—”

With a great series of clunking noises, sets of tiles in the walls of nearby structures dismounted from their positions and began moving in force towards them along the girders. With great purpose, the lifelike walls swarmed in both from above, to their right and behind them.

Applejack whipped her head towards Corey. “Mandeville’s swinging the gate shut, pard’ner! Whatever we do, it better be quick-like!”

"There!" Corey cried, turning to a brightly-lit doorway in the side of the hexagonal building. "Twilight, can you jump us in there?"

"Yes! Everypony ready?"

"Just be prepared to fight or hide as soon as we're there!" Corey said. "Alright... do it!"

Twilight's horn glowed as her face screwed-up in concentration. With a great grunt, the group vanished from sight.

They burst into existence in the hallway of the hexagonal building. Twilight gasped as she tried to catch her breath again. The others whirled around in search of an attacker.

Rainbow left the defensive stance she had taken. "Nothing yet."

"So this is a hangar?" Pinkie asked, "I don't see anything hanging."

"No, this is it. And the runway should be just around that bend."

He walked forward to the corner and poked his head around it. As though he'd been electrocuted, he leapt away as a deafening sound of gunfire filled the air and echoed through the cavernous structure. Sparks flew from parts of the wall as bullets struck, peppering it with dents.

"Wh— what in the world is that?" Fluttershy asked.

"An ambush. CID, around a dozen of them."

"What do we do?" Pinkie asked.

"Can't ya' use one a' them little balls you used when ya' rescued us?"

"They're spaced too far apart," Corey said, "and they can move fast when they've got the room. And they definitely have it here."

Rarity frowned a moment as her lip pouted in concentration. "So what you need, is to keep them close for a moment?"

"You have a plan?" Twilight asked.

"Better, Twilight dear." Rarity opened her bag and extracted a salmon-colored spool and her hand-mirror. "I have upholstery-grade thread!"

"I don't suppose you'd rather use my rope?" Applejack offered skeptically, pulling a lasso from her own bag.

"No no," Rarity said, threading a needle and unspooling the thread, "this requires a more delicate touch."

"You sure you can handle this with a mirror?" Corey asked, smirking.

"Darling," she laughed, "you've really no idea who you're talking to."

And with a flourish, she angled the mirror around the corner, and sent her needle and thread to do their work.

A few of the CID followed the progress of the needle, the others watching the corner unflinchingly. The needle set about, winding through delicate sections in their joints, around limbs, and the gaps in the CID's white armor. One CID began firing at the mirror as they recognized the danger, and quickly found its gun wrapped-up tight and tied to its head, preventing it from aiming properly. A few of the CID worked with their hands to grab and break the thread, but were promptly trussed-up as Rarity scolded them with a 'tut-tut'.

Finally, the thread spun around the entire group, pulling them together in a mess of flailing mechanical limbs.

The thread snapped purposefully as Rarity turned to Corey, batting her eyelashes. "I do believe that's your cue," she said, offering the mirror.

Corey let out a bark of laughter as he took it, and pressed a button on one of his EMP grenades. Taking careful aim with the mirror, he tossed it at the pile of war machines.

A familiar flash and sizzling sound announced the death of the CID, as they walked at last into the hangar proper.

It was a long hall lined with dozens of flying machines of various design. Gargantuan in scale, it appeared to go on forever. Twilight recognized the machines she'd seen in the tour video that had destroyed a tank. Others were bulkier, and a few others had space for humans to sit.

At the east-end of the hangar was a great steel bulkhead, but the west-end looked to be a true —if massive— door. It was, however, barely visible from this distance.

"That's a bit of a walk," Applejack said apprehensively.

Rainbow Dash sighed. “Maybe for you. If it were just me, I’d be out of this place by now.”

“Hark!” Twilight feined listening closely for a sound. “Is that all that loyalty you’re so famous for I’m hearing, Rainbow?”

“Hey, I’d never leave you guys hangin’, but waiting up for everypony is hard when you’re me. And that’s before Corey!”

She glared at his feet. “Seriously guy, how does something with legs that long move like a slug?”

“Humans are long-distance runners. We’re about endurance, not speed.

"Either way, it's a good thing we're not walking," Corey said, jogging to a nook in the wall, where several large, wheeled objects sat in silence. Corey motioned to one of the largest: box-shaped, yet sleek. Nearly fifty feet long and ten feet tall, large enough to host twice their number.

"What is it?" Pinkie asked. "And why does it have angry eyes?"

"Those are headlights. They just kinda' look like eyes. Mandeville Arms used to be run with a large human staff, so when it all went fully automated, there ended up being a lot of leftover stuff. These shuttles took people across the runway in a loop. They're drones too, but they have manual driving for emergencies."

"What's to stop Mandeville from stopping this thing then?" Twilight said.

Corey responded by taking his USP Match and obliterating an antenna seated atop the shuttle in a shower of plastic shards and sparks. "No more link. And a bonus..."

He plugged a few more shots suddenly into the side-panels and windows, which dented and cracked, but held all the same. "This being an armed hangar, he made these things bulletproof. Hell, even the tires he uses have some kind of anti-flat system on top of Kevlar."

“Who?” Fluttershy asked.

"So we'll be safe in this thing?" Trixie asked.

Corey shrugged. "Well, no guarantees, but—"

They turned as the high-pitched whine of mechanical limbs built in force along the clatter of irregular footsteps on metal.

"Everypony in!" Applejack cried, ushering them into a door in the side of the shuttle. Corey stepped in last, closing the door and stepping into a seat in the left with a wheel in front of it.

The inside was hollow, just a hallway with seats lining the windows. Thankfully for the ponies, the seats were large enough to sit on without resorting to Corey's method, with his legs hanging down as he tested some sort of pads on levers where his feet were.

"Emergency manual." He noted a yellow and black button near the wheel. "Yes and yes."

He pressed the button, and the great vehicle rumbled to life beneath them.

"Girls, get ready to fight," he told them, "because this is it."

"Alright!" Twilight said, a glint in her eyes. "Fluttershy, Rainbow Dash, keep a lookout for any immediate dangers."

"On it!" Rainbow cried with a salute.

"Pinkie Pie, you're on distraction detail," Twilight continued. "The fewer CID firing at us the better, so whatever you've got to get their attention, there's an emergency escape hatch in the roof to send it from."

"You betcha'!" Pinkie cried, pulling a string of firecrackers from her bag.

"Applejack and Rarity. There's a hatch leading to the underside too. Whatever you can work with the ropes and fabric from here to slow the CID down buys us time."

"Trixie." Twilight turned to the ex-magician, "You're with me. Any spell that comes to mind, anything to protect us or stop them."

"Trixie will do her best!"

"Okay, this is gonna be rough!" Corey said as he pressed the pad down with his foot and the shuttle screeched out of its space, turning towards the hangar door, and sea of CID closing in on all directions.

"Holy tamale, there's hundreds of them!" Pinkie cried.

"Mandeville's not kiddin' around anymore!" Rainbow said.

The CID began firing, and the noise of the impacts was great and terrifying. The glass, however, barely received anything.

Rainbow took notice of this. "Hold it! They're aiming low. I think they're trying to take this thing out, not us!"

Twilight turned to the soldier. "Corey! Does this thing have any kinds of weak-points?"

"It's electric, so no gas tank to combust. I'm guessing they're aiming for the tires! Tough as they are, it's just rubber filled with air. They get punctured, we stop moving."

“Like you could tell!” Rainbow said. “Why are we moving so slow?! I could run faster than this!”

“This thing has a top speed of thirty miles-per-hour, it wasn’t built to be out on the highway. But if you want to hoof it, be my guest!”

Rainbow turned to stare at the carnage outside.

“I’m good.”

"Okay, I'll form a force-field around the shuttle,” Twilight said. It's not going to do much against an anti-magic enchantment, but it's better than nothing!"

With a slight effort, a magenta bubble expanded around the shuttle. Immediately, the sounds of impact reduced by half as flecks of metal appeared on the bubble before clattering to the floor.

"Christ, that helps! I thought you said it wouldn't do much?" Corey said, as he swerved to avoid a parked flying machine, surprising a CID, which was run-down and smashed by the shuttle. The bubble, however, didn't miss the flying machine, which was shoved violently out of the way and into a wall. "I'm guessing these aircraft didn't get that anti-magic stuff either!"

"Mandeville must not have had the time to enchant everything yet!" Rarity said. "We only did so much in a day, after all!"

"He must be sending a lot of the unprotected units as cannon-fodder," Corey suggested, as another CID failed to escape in time, this time being flung away by the force-field itself.

"Ha!" Twilight grinned. "Trixie, let's sweep these CID off their hooves! You take the left side, I've got the right! Applejack, Rarity: you take the spares!"

And with that, the two unicorns lit their horns as a wash of purple and magenta flowed from the sides of the shuttle like luminescent wings. Nearly half the CID or other objects caught in it were dragged to the floor, tumbling and scraping against the steel. The sound forced Corey to risk a peek at the spectacle, at which his pupils contracted.

“Jesus... Remind me not to fuck with you unicorns.”

Twilight turned red, her focus wavering a moment. “What does... that, have to do with anything?!”

Corey glanced at her “Huh?”

And then it hit him.

“Oh god, that’s not what I meant! Exclamation, remember?! Exclama—”

“WALL!” Fluttershy and Rainbow Dash shrieked, prompting Corey to whip his head back around. The shuttle had managed to drift left, into a nook in the side of the wall, towards a metal wall.

Shouting incoherently, Corey turned the wheel wildly right, but overcorrected and ended up off course, causing the shuttle’s occupants to stumble into the left side of the vehicle, and the vehicle itself to tumble lift off onto its right wheels. The party screamed as Corey tried in vain to turn the steering wheel back.

“I’ve got this!” Dash said, righting herself and launching into the left side of the cabin, beating her powerful wings as the shuttle nearly did donuts on the runway.

The CID barely reacted to the spectacle, other than to fire shots into the exposed undercarriage. The sounds of bullets on the floor seemed to complete the chaotic scene.

Finally, with a great grunt, Rainbow tilted the shuttle enough that Corey could correct the wheel, allowing the left wheels to smack into the ground once more, the frame creaking in protest.

“New rule!” she said, panting. “No more chatter from the pilot!”

“Agreed...” the group at large moaned as they got back into position dizzily.

Corey drove through a line of parked aircraft, the shuttle now facing north. Sideways from their destination.

“Damn, looks like we’re taking the scenic route.”

The shuttle turned again, the shield blasting away some aircraft while Corey weaved between others, making for their exit as the CID regrouped. Before long, they were back on a straight-shot for the hangar doors.

Meanwhile, Rarity opened the lower hatch as Applejack fed her lasso beneath the undercarriage. Rarity took control of the rope, and more of her thread, stretching it taught out the sides of the shuttle. The closest CID to survive Twilight and Trixie's magical onslaught were promptly knocked down.

"Those CID sure can't jump rope!" Applejack noted, eyeing the mechanical carnage with satisfaction.

"But they sure love fireworks!" Pinkie cried, using the matches they found to set off volley after volley of brightly colored missiles out the roof and into the crowd of CID, some of which watched on uncertainly.

"Oh, over there!" Fluttershy pointed, barely peeking over the bottom of the window. "No, there! And over there! They just keep coming!"

"Ooh, ooh!" Rainbow exclaimed, poking Corey in the shoulder. "Three O'clock, big group, smash 'em Cor'!"

The group swayed as the shuttle swerved, and a great clattering met their ears as Rainbow hollered in laughing approval.

"That's what happens when you mess with Eques... tria!" she cried, receiving a frown from Pinkie Pie as she readied a firework as wide as her own hoof.

"Yeeshy-weeshy, that was a little forced.”

"Oh whatever!" Rainbow said, her face reddening. "Point is, we rock—!"

Rarity screamed as something in the hatch leading underneath the shuttle seized one of her rear hooves and started pulling her down.

"I'm comin' Rar'!" Applejack cried, leaping to grab her by the forelegs. As she pulled Rarity to safety, they saw a heap of metal, ceramics and sparks drag itself up from beneath the shuttle and point the muzzle of its gun directly at Applejack's forehead.

"No!" Rarity screeched, heaving her body to the left and forcing the mangled CID to miss as it fired a shot.

The shot wasn't for naught, however.

"Argh!" Applejack screamed as a crimson splash coated the windows and seats behind her.

"Applejack!" the ponies cried, as Rarity and the CID hoisted themselves into the shuttle.

The CID was scraped and scratched to the point that very few surfaces still gleamed. It stepped awkwardly with one whole leg, one leg broken-off at the joint, and one leg ripped from its hip-socket. It took aim once more, at Corey this time, who held his USP Match readily. He didn't fire however, as the CID stood between him and several of the ponies.

"You're scrap!" Rainbow Dash yelled as she tackled the machine, grabbing its weaponized arm and wrestling to keep it away from the others. This proved difficult, as however fearless her actions, Rainbow Dash was still fighting a machine, hoof to steely hand.

The CID was only barely held back by the Pegasus, and had one free arm to grab Rainbow Dash by the throat. She spluttered as her face turned red, and the pitiless machine pressed further, intent upon crushing the bones in her very neck.

"ENOUGH!" Fluttershy shouted, tears and fury in her eyes as she kicked the robot with shocking force in its own exposed neck.

Be it by a failure of its nervous system or sheer surprise, the machine released Dash's neck. She fell to the ground, coughing and hacking.

"You will NEVER!" Fluttershy screeched, smashing its shoulder assembly with another kick, the gun dangling uselessly.

"EVER!" A blow that shattered its black visor, revealing circuitry and an insect-like array of cameras for eyes.

"Touch my friends AGAIN!" The hit splintered much of the CID's ceramic chest-plate, sending it wobbling backwards towards the hatch.

"EVER!" Fluttershy bellowed, one last buck to the head sending it back into the hole, where it was crushed further between the undercarriage and the runway.

"Way to go Fluttershy!" Pinkie cried, finally tossing her long-lit firework through the roof in celebration. Seconds later, the screeches, whistles and bangs of the improvised explosive rang through the air. The rear windows flooded with the incredibly bright flashes strobing like an epileptic's nightmare.

Applejack!" Rarity called, looking the injured mare over. "Darling, you're hurt!"

"It— It does sting like a Manticore," Applejack responded, wincing as the sticky red fluid ran down her neck and pooled onto the floor.

"Where's she hit?" Corey asked.

"My ear," Applejack said. "I don't mean to complain, but dag-gummit, this really hurts!"

Indeed, a ragged hole in her left ears had been torn through by the CID's bullet.

"I've got that first-aid kit in my bag, but I'm a little preoccupied!" Twilight offered, expanding her magical reach farther as the CID changed tactics and were firing at range to stay beyond her reach.

Rarity trotted over to Twilight and dug through her bag for the kit. Once she'd located the tin container, she busied herself with some gauze and prepared to wrap the injury.

"It looks a lot worse than it is," Corey assured them, seeing the concern dripping from Pinkie and Fluttershy's faces.

The blood spatter from the gunshot had indeed made Applejack a ghastly sight. Blood dripped down her face and neck, but it had also splashed into her blond hair and onto the underside of her treasured hat.

"Rarity," Applejack said, managing a smile rather than a grimace, "I reckon you saved my life."

Rarity smiled back. "You saved mine first."

"Yeah," Rainbow Dash laughed, coughing. "And then Fluttershy here saved my neck, pretty literally."

"Okay, the sentiment is nice," Corey said, "but let's not forget we're driving a damned bus through a war zone, okay?"

"Oh, what was that?" Rainbow asked falsely. " 'Thank you Rainbow Dash, for jumping the rampaging death-machine and saving you from certain doom?' Well thanks, solider-boy! Great to know you appreciate it!"

"You want pleases and thank-yous?" Corey asked. "Go back to Kindergarten. Right now, this is a unit, and people in a unit watch each other's backs. You did what was expected of you, nothing more. You want a medal? Because that stuff comes after the bullets stop flying."

"What I want," Rainbow rasped, pausing to cough again, "is a little gratitude, you big jerk!"

"Fine. Thank you Dash, for doing your job. Forgive me if that sounds totally asinine—"

Corey swerved the shuttle violently as one of Rainbow's front hooves struck him in the side of the head. "You little blue bitch!" Corey cried.

"You try anything like that with me again and you're going home with a fucking limp, I swear to god!"

"You talk all big. How's about you and me, one on one, none of your weapons, and we'll see what you humans are made of in a fair fight?!"

"Wouldn't exactly be fair, you'd win hands-down," Corey said, regaining his focus on the runway.

"Well I— Huh?" Rainbow murmured as she realized what he'd said.

"Behind us!" Fluttershy shrieked suddenly. "Behind us!"

"Fluttershy, we're running away!" Rainbow reminded her. "There's a lot of stuff behind us."

"No!" Fluttershy cried, shaking her head frantically. "Look!"

The group turned and voiced their displeasure as they saw exactly what Fluttershy was talking about. Barely airborne, but closing fast, Twilight recognized the aircraft from the tour video as it hovered ever closer.

"Oh, fuck me!" Corey shouted, watching the craft approach in the rear-view mirror. "He's bringing the SHADEs into this!"

"SHADEs?" Twilight asked, not tearing her eyes from the thing.

"Supersonic High-Altitude Drone Eradicator. I hope your shield can take a savage beating Twilight, because these things are Armageddon on wings!"

As if to demonstrate his point, the SHADE made a whirring sound atop the thrumming. Seconds later, a hail of bright bullets erupted from two cannon barrels mounted under its nose with a deafening buzzing sound.

The group ducked and screamed at the thunderous force, which vibrated the very air around them. Twilight's force field shuddered and rippled chaotically as it deflected what appeared to be hundreds of rounds. After several seconds of nonstop firing, the SHADE ended its onslaught, hovering after them curiously before hanging back. Moments later, a double-barrel rotating turret popped out of the underside of its nose and took several carefully measured shots with no more effect than the cannons.

"Jesus," Corey muttered, shaking his head as he started to sweat.

"Another hit like that and my force field is gonna shatter!" Twilight said, getting to her feet.

"Trixie will handle the other machines!" the caped unicorn told her. "You work on that."

"What's it doing?" Rainbow asked, tilting her head. "It should be all over us, what is it waiting for?"

"Oh crap!" Corey exclaimed, sitting up straight as his eyes widened. "It's getting into range for a missile lock! Hey, Pinkie!"

"Yeah?"

"If you've got bottle rockets or anything that makes sparks headed away from us, now would be a good time! They're not quite flares, but you work with what you've got!"

"I'm on it, Mister Webber sir!" Pinkie said, saluting with her chest puffed out before grabbing a wooden rack of little rockets out of her bag. She leapt up with her legs splitting to land her back hooves on top of two seats across the shuttle walkway, reached up and set the rack out the top hatch and onto the roof of the shuttle. She struck a match with her mouth and lit the fuses in a fluid motion.

Two square compartments beneath the SHADE's wings lit up as two meteoric flares of light roared towards them riding columns of smoke.

"Ah Christ!" Corey yelled.

"Brace for impact, y'all!" Applejack ordered, grabbing one of Pinkie's hooves and making her yelp as she fell from the seats to the floor.

The missiles were within a hundred feet of them when Pinkie's improvised countermeasures whizzed off in a fit of sparks and shrill whistles. The two missiles reacted like attack dogs with strips of bacon thrown past them. One chased after a bottle rocket, just missing them and plowing full-tilt into the ceiling on the north side of the hangar with a blast of air and fire that might have leveled any building in Ponyville. The other turned-tail completely, forcing the SHADE to weave sideways with surprising grace to avoid its own projectile. The rogue explosive struck the bulkhead at the end of the hangar they'd just left, creating the sense that the wall itself was made of fire.

"Holy horseapples!" Twilight said, voice shaking, her eyes pinpoints. "If that'd hit us, w-we'd be a smudge on the floor!"

"What even just happened?!" Rainbow demanded, her jaw slack, and one eye halfway wincing shut. "Why did that work?"

"Those missiles use an infrared guidance system," Corey answered. "They see heat and hone-in on it. We use flares to confuse the guidance system, make it chase the flares instead of us. I guess fireworks work too."

"It's back!" Pinkie shrieked, as the SHADE lined itself up for another volley. "And I'm out of firecrackers!"

Applejack’s brows met in the middle. "Corey, we need to hide!"

"Hide where?!" Corey shouted, his right hand outstretched as he grit his teeth. "This whole damn thing is a straightaway!"

"Then make this thing go faster!" Rainbow ordered, jumping in.

"It doesn't matter!" Corey said. "We've still gotta open one of those huge-ass blast-doors when we get there! Either we take this thing out, or it takes us out!"

"Oh no!" Twilight moaned, as the second pair of missiles finally screeched towards them.

"Do something Twilight!" Pinkie shouted.

"Okay, okay!" Twilight said, her breathing ragged as her horn lit up once again.

Twilight's expression went blank as the projectiles stopped in midair, their fiery trail looking more like a blowtorch with them immobilized. "Is this a joke?" Twilight asked, a frown deepening as it slid onto her face. "Is he that desperate to stop us now?"

Twilight spat a breath out as the missiles sped backwards, against their own thrust, and right back at the craft that sent them. The SHADE turned and moved in full reverse, trying to evade the Twilight guidance system. But in a cramped space filled with obstacles, the SHADE became pressed against the ceiling as the missiles caught up and detonated.

The flaming wreckage of the SHADE fell after the initial explosions, upon which another blast expanded from the fuselage as the rest of its ordnance ignited. The resulting blast filled the ceiling of the hangar with smoke, and a raging fire danced across the runway behind them.

"Yeah, yeah yeah!" Rainbow cried, pumping one of her forehooves up and down victoriously. "Woo! 'Returned to sender!' "

She and the others yelped however, as the shuttle violently bounced twice over something in the road, and a series of great popping noises shot through the vehicle.

"What the hay was that?" Applejack asked, her eyes wide.

Corey groaned as the shuttle came to a stop, though he managed to turn it so the door-side faced the great hangar doors, leaving them less exposed. "The right-side tires blew," he said, halfway chewing his bottom lip. "I guess the CID managed to chip at them after all. We just ran over part of the inner blast-door."

"Inner door?" Trixie asked, still keeping the CID at bay.

"Yeah." He pointed to the left wall a hundred feet away. "There's an override switch over there that'll close us off from the rest of the hangar. The outer door opens in sections, so the inner door is one solid piece to protect the hangar from attack. Any chance you can reach it?"

"Naturally!" Trixie exclaimed, her horn glowing again. This time however, her eyes narrowed deeper and deeper until she turned to him. "I can't feel it! It's been enchanted!"

"Let me try," Twilight said, her own horn pulsating with power while Trixie seethed.

"Oh no, she's right!"

"Well of course!" Trixie spat, face screwed up in a grimace. "I'm not an incompetent!"

"So of all the things he practically let us have," Twilight said, not indicating she'd even heard Trixie, "he switches out the door controls to strand us at the last minute?"

"That's a long damn walk," Corey muttered. "Even if you made it over there somehow, whoever goes isn't getting that lucky twice."

"I could tie thread around the handle and pull," Rarity offered.

"But the panel's closed," Rainbow Dash sighed. "That is the panel right?"

Corey nodded as Twilight made another suggestion. "Well, I could make some cover with all those machine parts scattered around."

"That's a thought. You'll need to stick with the transports though. The CID will just target the missiles on the attack craft and turn them into explosives. And you saw the mess those make."

"Shoot!" Twilight exclaimed, only seeing a handful of transports, but enveloping them in magic and lining them along the path all the same.

Applejack’s tone was flat. "It 'aint enough. There's still way too much open space."

"What about..." Trixie strained, as the door to the roof of the shuttle wrenched itself off with a violet glow. "This? You said the parts of this carriage were immune to their weapons, did you not?"

"I did, but I don't know how far any of us will get, even if we play 'Captain America' with a bulletproof panel."

"No worries guys and gals!" Pinkie skipped towards the door. "I've got this!"

"Pinkie, no!" Rarity gasped, grabbing her poofy tail with her magic and trying to drag her away from the door.

"But I can do it!" Pinkie whined, her expression darkening as she struggled.

"Kid," Corey said, "I have to be frank with you—"

"Can't you be Corey with me?" Pinkie asked.

Corey only responded by pumping ferocity into his tone. "This is not a fucking game! Look Pinkie, you've got guts, but you're just going to get yourself hurt."

"Aww!" Pinkie sighed, her expression softening into a small smile. "You care about me! You're sweet! But I can still do this in two shakes of a peppermint cane."

"Pinkie, what makes you think you can do this?" Twilight asked her, stone-faced.

"What makes you think I can't?" Pinkie asked with a pout, before placing her forehooves on Twilight's shoulders. "You've gotta trust me on this Twilight. I can make it!"

"I—" Twilight croaked, feeling her eyes dampen as she hugged her friend. "I know you can. Please, just please come back. We love you Pinkie."

The others murmured their agreement, not taking their eyes off the fuchsia mare.

"Oh, you're gonna make me all blurry!" Pinkie said, pouting and smiling simultaneously as she stepped out the door, grabbing the door hatch and holding it like a shield.

"Hey, Pinkie," Corey started.

"Hmm?" Pinkie mumbled.

"You're annoying, but you're cute. Just thought I'd say that."

"Uh," Pinkie hummed, "Okay! Thanks, bye!"

And with that, she shot out the door. She poised herself at the edge of the shuttle, bobbing back and forth as she prepared.

"I'm not watching this," Corey muttered, turning his back as the other mares pressed themselves up against the glass.

"Ohhhhhhhh...!" Pinkie larked, taking one more bob before tossing her hatch-shield in front of her, which spun on its rounded corner like a coin before she cart-wheeled after it. Shots fired everywhere as she came out of the cart-wheel behind the spinning hatch and went into a trot, appearing and vanishing from the CID's view so she looked like a thaumatrope animation.

"Hey you silly CIDs, in your silly CID-y city! Where everything is cold and dark and nothing's very pretty!
"I know you're just machines, but hope you like this little ditty... about you silly CIDs, in your silly CID-y city!"

Corey had turned around to watch, and was surveying the scene blankly as the little mare found the halfway point and some of the cover Twilight had provided.

"Have I gone nuts, or is she really—"

"Eeyup," Applejack answered, similarly transfixed.

"On the spot, in the middle of a warz—"

"Yah huh," Rarity chirped.

There was a moment of silence as they watched a few CID closing in to surround her and force her from cover.

"Be honest. I'm in Hell, aren't I?"

Mandeville watched the scene before him with dwindling patience as the little pink pony carelessly trekked through no-man's-land without as much as a scratch.

"CAIRO, what the Hell is going on with the CID's targeting system?"

"All units are operating correctly," CAIRO reported.

"Then explain to me how this shit is happening!" Mandeville shouted, waving a hand at the monitor.

"CID targeting system has failed to anticipate current target's movements correctly. Target movement is... random."

Mandeville glared up at the ceiling in silence.

"Oh Mandeville, Mandeville, I think we've had our fill!" Pinkie sang, sidestepping a CID by slipping between its legs. The CID buckled as it's legs were torn apart by its fellows' bullets. Pinkie continued her steady trot, spinning her little shield atop her nose like a seal with a ball.

"All these pale fluorescent lights have made us rather ill," she continued, before grabbing the shield in her mouth and swinging it low in front of her body. She appeared not to notice as rounds ricocheted off the shield, and another CID behind her took one right in the visor as she tossed it high into the air.

"Doc Pinkie says you're loopy, but she won't send you a bill!" She versed, as a CID towered before her, aiming between her eyes before the shield dropped on its head with a sound like a gong, smashing its head and neck into its torso like a turtle.

"I'll go halfway and say this though: you're not run of the mill!" she leapt upon the CID to retrieve her shield, the dead robot being riddled with holes in the process. She caught it mid-jump and kicked off the CID, climbing onto the shield as she fell and slid across the runway like it were a pan sledge. She passed through a line of CID which fired as she passed between them, most of the hapless machines falling over as their fellows shot them by accident.

The way clear, Pinkie bounced and danced erratically as she began the chorus again, rounds whizzing past her but never meeting their mark. "Hey you silly CIDs, in your silly CID-y city! Where everything is cold and dark and nothing's very pretty!"

She opened the panel with the switch, only to find no switch inside at all. It had been removed. A CID with its gun-arm shot off grabbed for her with its steel hand from behind, but she had already ducked into her bag for something, and the machine grasped thin air. The CID found itself shot to pieces by its fellows as they similarly missed their opportunity, its arm shot-off below the joint.

"I know you're just machines, but hope you liked this little ditty..." The arm landed in Pinkie's bag, and she gasped to see it, grabbing it in her mouth and mumbling "Hey! F'anks!

Pinkie then jammed the end of the arm into the spot where the switch should be. "About you silly CIDs, in your silly CID-y city!" she finished, pulling the arm down, making the panel spark as a great rumbling noise signaled the massive inner door beginning to close. Two solid walls of steel rolled to meet in the center, one rising from the floor, the other lowering from the ceiling.

Mission accomplished, Pinkie Pie gaily cantered over to the shuttle as the massive door continued closing. Only now had Pinkie noticed all the sounds of gunfire near the shuttle, which was being circled by three CID. Only one CID —on the roof of the shuttle, gazing inside the hatch— had a direct line of sight with her. Now with a definite target, the CID aimed for Pinkie.

Almost immediately, the same CID appeared to change its mind and aim back at the hatch. The CID's head then exploded, a cloud of electronic shrapnel bursting into the air like a steel and silicon geyser.

In sudden desperation, a CID facing the side made to storm the shuttle-door directly. But no sooner had the door's segments begun to slide open than they were blasted off their hinges —the CID sent tumbling with it— by a pair of orange hooves. Following this, a length of rope gripped in a crystal-blue glow soared out and detained the CID before it had a chance to recover.

Only the CID at the front of the shuttle remained, and it resorted to firing at a single spot in the glass which became whiter and more dented by the moment. On an unrelated note, the glass higher up from this turned red-hot and molten as a laser-like beam struck the CID in the chest, which too melted through before the robot went lock-stiff and fell onto its back.

This done, the shuttle's occupants filed out, Applejack emerging first and giving the struggling CID Rarity tied-up a swift kick.

"That's for my ear!" she told it, tilting her hat forward with a hoof.

"Now really dear," Rarity chuckled, "haven't you considered that this may be a fabulous opportunity to start wearing an earring?"

"Nope.”

"I'm only saying, when life hoofs you lemons, make lemon meringue pie."

"Pinkie!" Twilight cried, racing over with Fluttershy to hug the mare with a bright smile. "You're okay! And you were amazing!"

"Well, which is it?" Pinkie asked, a single ear flopped backwards. "Am I 'okay' or am I 'amazing?' "

"Oh Pinkie Pie," Fluttershy said with a smile, "don't ever change."

"Oh hey!" Rainbow Dash cried, gliding over to the tied CID and glaring into its visor. "And if you're watching this Mandeville, I wanna' tell ya' that if this is the best you've got, Equestria's gonna serve you your own flank!"

"And let me tell you!" Mandeville's voice retorted from the CID, even making Rainbow jump. "You haven't seen anything I'm capable of, and it won't matter how long your capitol has to prepare, nor what information you provide them. The reign of your gods is coming to an abrupt and absolute end."

A thrumming and whirring sound began, sounding far off, only to steeply intensify as a SHADE strafed its way through the closing doors. Its little turret popped out from inside its nose and faced their direction, with Twilight having only a moment to shield them from the storm of bullets. Not waiting for things to escalate, Twilight reached out with her magic and seized the entire craft in her magenta grasp. With a grunt, she hurled the SHADE against the north wall where it exploded, engulfing half the space in flames as the inner doors finally sealed with a deep, resounding echo.

Corey, G36 Carbine in hand, promptly blasted the still-living CID as he turned to Pinkie and the southern series of outer doors. "Kid, I don't know what the fuck all that was," he said, scratching Pinkie behind her ears and tousling her mane, "but you did good."

"Excuse me," Trixie piped-up, "but I'm rather anxious to finally leave this horrible place. Mister Webber, would you know how—?"

"You're right, we need to get moving before that fire turns our escape into a back-draft. No worries though: it's just a button."

Indeed, a relatively short jog found them the south corner of the hangar and the door outside the facility. The door was broken up into several small doors, each with a series of gears as large as the ponies were mounted into a nook. The runway ramped up to the doors, and the nook for the gears and controls was built into this ramp. Corey needed only to press a single green button for the section in front of them to begin its ascent into the ceiling.

"It'll take CAIRO a bit to close this. The override is designed for emergency exits, and with a fire on the runway he's gonna have to disable his safeties to make this sucker close agai—"

The entire group fell silent as the door raised enough for them to see what was beyond it. For a moment, they assumed it was night, but Luna's signature purple skies were nowhere in sight. Instead, Rarity lit her horn to cast the wall of dirt in front of them into harsh relief.

"No," Trixie croaked. "No, no no no no no!"

"I can't believe this..." Applejack said, "We were so close!"

"No no no NO!" Trixie cried, a wave of her magic slamming into the mound of earth.

The group scuttled backwards as the dirt cascaded down in front of them.

"Ulgh!" Rarity groaned, stepping away from the soil. "You know, somehow I knew dirt would be my undoing one day: I don't need to wallow in it as well!"

Suddenly, the nearby gears started working as the door slowly closed again.

"Oh no," Twilight shouted defiantly, searching her bag, "not after all we did for this stupid door!"

Twilight pulled a gleaming ruby from her saddlebag: the same ruby Rarity had given her only yesterday. She wedged the gem into the gears, which groaned angrily, but held.

"Ruby is the hardest stuff there is next to diamond and dragon teeth," she explained. "Stuck or not, I'm not letting them corner us that easily."

"I won't be trapped in here another minute!" Trixie declared to the dirt. "I'm going to be free! Do you understand Trixie?! FREE!"

Another arcane blast brought even more dirt down, and Rarity made to open her mouth once more, but she found herself suddenly blinded by an astonishing blue light.

"Trixie...!" Twilight gasped, staring at the shred of luminance that made the artificial light of the hangar seem more lifeless and muted even than before.

Twilight stepped beside Trixie, flashing her a genuine smile as her horn too glowed.

"One...!" Twilight counted. "Two...! Three!"

And with that, the unicorn pair shoved the wall of dirt. The dirt cracked loudly and parted as the light became brighter, until at last the entire solid chunk of earth fell loudly and dustily onto the hill outside, smashing into a powdery brown pile. Sunlight poured in, the brilliant blue late-afternoon sky making the hangar seem all the darker as their eyes adjusted.

There were no words, just the cautious steps of all but the two unicorns into the fresh Everfree air.

"We made it," Twilight said, stepping into the doorway. "We really made it!"

"Yes." Trixie’s eyes brimmed with tears as the cool breeze danced across her face.

Twilight turned to face her. "Trixie?"

The blue unicorn backed away past the nook and gears quickly as Twilight advanced. She winced, preparing for anything, only to find Twilight's hoof pointed to her in offering. After staring a second more, she took it, Twilight shaking her hoof slowly.

"Thank you. You could have left us all here, gone with Corey. It probably would've been easy too. But you came back.

"Nothing will ever bring Spike back, but..." Twilight sniffed. "I know you would, if you could. What I'm saying is... Trixie... I forgive y—"

A great, brittle crunching noise broke the spell of sunlight as they heard the scratched ruby fracture and turn to powder in the teeth of the gears. The two gasped as the door began closing in earnest, bolting for the exit.

Trixie, however, felt something snag her by the neck, and she was flung onto her back. She felt a rippling movement beneath her as she turned to see her starry cape had been caught in the teeth of the gears, and was quickly drawing her toward their meshing point. She stood up in panic, trying to rip the cape off. She stood herself up in hopes that the extra pressure would snap the cloth around her neck, but she found the surface she'd stood her back-right leg upon was moving. Too late, she realized her mistake as a blinding, sickening pain shot from her leg up her spine and into her frantic brain.

Twilight Sparkle turned upon hearing Trixie scream in an agony that made every hair on her body stand at attention. The door had stopped moving, but for a reason that filled her eyes with terror.

"Trixie!" Twilight shouted, leaping to assist the trapped magician. Trixie was lying on her side, hyperventilating as her teary eyes shrank to pinpricks. It didn't take long to find the source of Trixie's pain: her entire back-right hoof up to the first joint had been caught in the teeth of the gears. A wave of nausea crashed over Twilight as she imagined Trixie's position. Her hoof was almost certainly crushed flat, and the red, metallic-smelling fluid seeping from the nearly flush metal agreed with this idea.

"Twilight!" she moaned. "He-elp me, pleaaaaase help me-he! It huuuuurts! It hurts so mu-huuuuch!"

"I'm going to get you out!" Twilight shouted, shaking from nose to tail. "I promise Trixie, I'm getting you out of he—!"

"What the hay is goin' on?!" Applejack demanded, as Corey and Rainbow Dash ran in after her.

"Yeah!" Rainbow shouted. "We heard somepony scre— Oh my gosh!"

In moments the others realized the source of Trixie's pain and were transfixed.

"AAAAAAAAAAGHHHHHH!" Trixie screamed, as the gears turned another tooth's worth, taking her calf this time with a sickening crunching sound. Twilight stared in a moment of shock, a part of her mind thinking how appropriate it was that a gear's meshing bits were called 'teeth...' because it felt very much like some savage metal beast was slowly trying to eat her alive.

Shaking herself from her morbid reverie, Twilight shook Trixie by the shoulders as she realized the mare had laid her head down and was swooning, unfocused eyes working to meet hers.

"Trixie?! Trixie, you've got to stay with me!"

"Can't..." Trixie murmured. "Can't feel my hoof... it's gone..."

"She's losing a lot of blood," Corey said, stone-faced but taking deep, shuddering breaths through flared nostrils. He dug through his pack, avoiding the sight of Trixie's torment altogether. "We need to get her loose and the limb cauterized. There better be somewhere we can take her close-by, or else she's gonna die of septic shock."

In moments, the initial shock passed and Trixie became cognizant again. "Twili-hight!" she sobbed. "I do-hon't wanna die! Please, I don't wanna di-hie!"

Twilight didn't waste another second, her horn glowing as magenta enveloped the gear. "I'm not going to let you die!" she said firmly, putting everything she dared into turning the gear back.

The gear groaned and turned, but never enough to free Trixie. Eventually Twilight stopped and stared at the gear.

"It's not budging! It's got some kind of directional lock or something!"

"Oh-ho Celestia, save me-he!" Trixie wailed, groaning and wincing in constant pain.

"Shit!" Corey cried, finally digging out the hip flask he found earlier and gently tilting Trixie's head back. "Trixie, you need to drink this. It'll help the pain."

"No no, save it!" Twilight said. "We'll need it to clean the wounds! I know a numbing spell that should do something," She closed her eyes and pointed her horn at the small of Trixie's back. A glow spread from it, down the lines of Trixie's nervous system to the tips of her back hooves.

Immediately, Trixie's breathing slowed and her expression of mortal anguish diminished to mere wincing.

"Hey!" Rainbow cried, tapping the control panel beside the gears. "Can't we do something with this?!"

"Right!" Corey agreed, stepping over and hitting a number of buttons in rapid sequence. "Come on, you son of a bitch!" he shouted, slamming his fist against the override button.

"We're sorry," CAIRO's voice said through the panel, "but manual control has been disabled at this terminal. If you believe this is a mist—"

"FUCK YOU!" Corey screamed over the recording, slamming a boot into the panel as hard as he could before pacing in a tight circle, one hand rubbing his forehead roughly as he breathed heavily.

"Honey, I'm sorry!" Applejack told Trixie. "I'm terrible sorry, but we've gotta take the leg while we can!

"Twilight, you think that beam a' yours can—?"

"I don't know but... Wait! I— I've got an idea!" Twilight shouted, clutching one of Trixie's forelegs tightly. "I'll just teleport you out!"

"Of course!" Rainbow gasped.

Twilight's horn glowed once more as she attempted the jump. But as she glowed, she felt it was taking needless effort to attempt. Giving a wincing glance, she gasped to see the huge, doubtlessly heavy gears were glowing along with them.

"Wha—" Trixie managed. "What's wrong?"

"It's not taking just you!" Twilight answered. "Your leg is pressed too strongly into the gears, so they're coming with us!"

"Please! Please try... I don't wanna die like this! Twilight, I'm so scared!"

"I'll try, I'll try as hard as I can!" Twilight promised through a sob as her horn glowed again.

She had never brought so much mass in a jump. Bringing along their entire group had worn her down, but this was solid steel. She groaned and pushed her hardest, plumbing every depth of her magic that she knew. A pressure built in her skull, aching fit to burst. After straining so much she began to shout, her magic failed all at once, rebounding on her and knocking her unconscious like an arcane aneurysm. She collapsed next to Trixie on the gears, groaning.

"Twilight!" Applejack and Rainbow Dash cried.

Trixie moaned to see the most powerful of unicorns she knew fail before her. She lost control of her breathing as terror took her, while she realized what it all meant for her.

"No choice anymore!" Corey said, pulling a steely knife from his belt. Trixie saw it and winced as he approached, but her eyes shot open as the gears finally got moving again. This time Trixie moaned as her right thigh was drawn in, the pain not as terrible with Twilight's spell, but still present.

Corey put his knife away and pushed back against the gear as hard as he could, soon joined by the other two conscious ponies. Even the combined force couldn't stop the gear as Trixie was drawn in up to her hip, her left leg unable to avoid the gears any longer, splayed horizontally in an unnatural split.

"No!" Corey shrieked, banging his fist against the lifeless metal cog. "God damnit!"

"That does it!" Rainbow shouted, before seizing Trixie around the waist and pulling. Trixie moaned in response, before Applejack batted Rainbow's hooves away and struggled with the Pegasus.

"Dash, it's too late!" Applejack said. "We can't... fix somethin' like that! You tear her outta' there and shes gonna bleed to death before we're out the door!"

"We hafta' do something!" Rainbow shouted back, her face screwed up inscrutably, tears welling in her eyes. "I... I don't know what to do..."

"Go!" Trixie moaned. "Take Twilight and GO!"

Rainbow paused and sobbed openly as she complied, helping Applejack hoist Twilight's stirring body onto her back.

The gears began moving again, and Trixie's face gave the impression that her cheeks were going to explode. "Uhk! Ooooh! Uuuuulgh!"

Finally, she screamed and convulsed as her left leg vanished between the gears, and with an appalling crunching noise, so did Trixie's pelvis.

Twilight awoke slowly as Applejack folded her ears against the piteous sound.

"Applejack...?" Twilight murmured. "What's going...?"

At once, her eyes burst open, and she turned to look back. "Trixie!" Twilight cried, falling off of Applejack, who stopped to hold her back, as did Rainbow Dash.

"No, let me go! We can still save her! WE CAN STILL SAVE HER! TRIXIE!"

Corey stood on his knees in front of the poor, doomed mare, helpless as the echoes of Twilight's despair filled the background. One, helpless to save. The other, helpless to do the saving. Slowly, Trixie was dying.

"I'm sorry Trixie. I'm so sorry..."

"Please..." Trixie murmured, one of her hooves stroking his belt and holster as her breath heaved raggedly. "Make it stop..."

Corey nodded, reaching to his hip for the one right tool.

"Close your eyes," Corey said, wrapping an arm around Trixie's neck and embracing her gently. He removed her spangled hat, and held her head in the crook of his neck as he stroked her. "And dream."

Trixie only felt something cool and firm press against the side of her head, and heard a sob in her ear, before the world and everything in it abruptly went black.

Chapter 8

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The sound of the shot echoed back to Twilight Sparkle from inside the hangar door. She'd been dragged out into the welcoming sunlight by Applejack and Rainbow Dash. Pinkie, Fluttershy and Rarity had all waited outside. Pinkie's hair was flat and straightened after listening to the poor unicorn's screams. Fluttershy sobbed quietly, her hooves trying their best to cover her ears. Rarity had stepped away momentarily to be sick.

Now, all of them watched the door in silence, still as stone.

"Trixie?" Twilight said with a choke.

They only heard the softest hint of rustling inside, before the doors began closing again. A few of them shouted warnings before the shadow of Corey jogged into the light, clutching something dark to his chest like he were carrying a child. Rarity held a hoof to her forehead dramatically before fainting, Fluttershy yelping as she caught her, lest she roll down the hill unconscious.

It took a moment for Twilight to realize what she was seeing. Corey carried a black plastic bag with some manner of cargo inside. It wasn't until she realized that something red dripped down part of it that it hit her.

"Oh Celestia," she said, closing her eyes. "Did she—?"

"I stopped it," Corey said shakily, as he laid the package on the slope they stood on.

"Stopped it?" Rainbow asked with a croak.

"The pain," Corey answered, unconsciously touching his pistol.

"Y— you killed her?!" Twilight said, staring at him with eyes that might have screamed ‘bloody murder.’

Corey didn't answer, only gazing into the space where Trixie's face was, kneeling in the dirt.

"You killed her!" Twilight cried, taking a galloping start and tackling the soldier.

The pair of them tumbled down the hill, nearly fifty feet of gradual dirt slope as the other ponies called and chased after them.

Corey wheezed as he rolled into a boulder, stopped-dead as the wind was knocked out of him. Twilight was more fortunate, hitting the boulder hooves-first and recovering, to tower over the human as much as her little body could. Corey felt himself seized by a familiar force and shoved backwards against the boulder so he faced Twilight, who glared at him as she panted.

"How could you!?" she shouted in his face. "She respected you! You could have saved her! You stupid humans and your stupid weapons— give me that thing!"

Twilight snatched Corey's USP Match from its holster, turning it over and inspecting it from every angle.

"How does this stupid thing work?!" she wondered aloud, pulling the hammer back, switching the safety lever. A pull of the latch under the trigger-guard sent the magazine sliding out and clattering onto the ground.

"Don't mess around with that!" Corey shouted, his muscles taught.

"I take it that held the bullets?" Twilight asked, glancing at the magazine before whirling the barrel at Corey's head. "So nothing happens now if I—?"

"No no no!" Corey cried. "Round in the chamber, the chamber!"

"What chamber?" Twilight asked, pointing the barrel skyward as she investigated.

An ear-ringing 'pak!' rang out as the pistol fired into the air, causing Twilight to shriek, recoil and drop it in surprise.

"Don't... EVER!" Corey shouted, picking up the discarded gun and magazine as the other ponies reached them at last, scattering dust and stray rocks. "Fuck around with my weapons! Especially if you don't know how they work!"

Twilight caught her breath and glared back at him. "Don't change the subject! You killed Trixie!"

"I ended her suffering!" Corey shouted back. "There was nothing we could do, and I wasn't going to leave her to be ground-up until she died! I'd hope anyone here would do the same for me."

Twilight shook her head at the comment, her eyes nearly winced shut. "I wasn't going to leave her! We could have still saved her, there had to have been something!"

"I don't think she'd have survived the amputation, but I was willing to try," Corey explained. "Then she lost her lower body: vital organs. She was already gone Twilight."

Twilight continued to glare at him, tears rimming her eyes.

"I take it from how you guys interact that you tend to lead this group," Corey said, "but from all this, it's pretty clear you've never had to make the hard decisions."

"I— I make hard decisions!" Twilight shot back. "I don't always know exactly what to do, but—"

"I don't mean just problem solving," Corey said, "I mean you've never had to decide to save hundreds by dooming a dozen. You don't know the scenario where you have to consider the needs of the many over the needs of the few."

"I shouldn't have to!" Twilight shouted. "There's always a way! You didn't make a 'tough call': you gave up!"

"You think it was easy for me?!" Corey shouted back. "I liked Trixie. She was flawed, but who isn't? I did everything I could think of to save her, and in the end I could only save her from her own pain!

"You know something else?" he continued. "If I were just being cold and practical, I would have left her there so I had time to get out. But I couldn't."

Twilight's tension lessened as Corey's tear-streaked eyes drifted to the ground.

"I couldn't leave her there," he said quietly. "All she wanted, outside your forgiveness, was to get out of that place. I— I couldn't leave her like that. I wanted to make sure she got a proper burial, if nothing else."

"Twilight," Applejack said, having hefted the body-bag down the hill on her back. "It's all a terrible thing. Biggest shame in the world that Trixie ain't gonna be here to have her big happy ending.

"But..." She paused, biting her lip a moment. "I'm with Corey on this."

"What does that mean?" Twilight asked, her frown intensifying again.

"Look, he did what he thought was right at the time. N'even now I can't think a' what we could've done to help her. For what it's worth, I'm just glad she's not hurtin' anymore."

"It sucks," Rainbow said, a choke still in her voice. "But it's not like I had any better ideas."

Twilight stared at them all in turn. With a groan, she stepped around the rock and down towards the gully, and the forest on the other side.

"I'm proud a' you Twilight," Applejack called after her. "I didn't know her well, but I'd bet Trixie'd be mighty pleased to see you cared enough to get mad over i—"

A shot rang out to the south, the echo a rushing sound through the treetops. They turned to see Corey, still against the boulder, clutch his stomach and fall to his knee.

“Corey, no!" Applejack cried as she and the others ran to him. Twilight cast her force-field as she saw the black shapes of four spotters against the sky, hovering down the gully towards them.

"No, no!" Corey grunted, unable to open his eyes for wincing them shut. "Get behind the boulder!"

Corey groaned in surprise as Twilight seized his body and dragged him to the rocky cover with them as they complied.

"How bad is he?" Twilight asked.

"As bad as we'll be once those things reach us!" Rarity said as she angled her mirror around the boulder.

"Oh Corey!" Fluttershy whimpered. "He's losing blood too fast! We need to patch him up quick or he's going to..."

"I'm not losing anypony else today!" was Twilight’s promise. "Rarity, help Fluttershy with the gauze; I'll handle the mirror."

"Okay!" Rarity said, getting to work with the first-aid kit.

In the mirror, Twilight saw the Spotters draw closer and closer. She lit up her horn, prepared to beam the little things to the last.

And then with a tilt of her head, she saw them collectively pause, turning to stare into the woods. After a few moments of some manner of stalemate, they backed away from the trees and began firing into them. A simultaneous rumbling roar, bleat and snarl split the air as the trees burst open, branches and leaves thrown out into the gully.

"What the hell is that?" Corey asked, finally opening his eyes.

A nightmare creature erupted onto the scene, swiping up at the Spotters with paws the size of Corey, before its lioness head spouted a stream of flame at them. One of the Spotters dropped from the sky like a stone, smashing onto the bed of rocks in the center of the gully. A goat's head with huge demonic horns oversaw the attack from atop the beast's back, bleating in a much deeper tone than one might expect of a goat. The head of a snake wove and snapped at the airborne sentries from the end of a long tail, hissing its displeasure.

"It's a chimera!" Twilight said in a hiss of her own.

"A... what?!" Corey groaned.

"A fire-breathing lion with a goat's head on its back and a snake for a tail," Fluttershy explained, as she tied the gauze wraps around his chest.

"Oh, why couldn't it have just been a dragon?!" Twilight moaned, shaking from head to hoof. "Why did it have to be something that's part snake!?"

"S— Snake?" Corey said. "That's the part you're worried about?!"

"It's 'cause Twilight's 'ophidiophobic,' " Pinkie Pie said. "That means she's terrified of snakes!"

Stares met her momentarily at this explanation —or, moreover, at who had given it— before the chimera's lioness head let loose another earth-shaking roar. The sound of great paws crushing stone underfoot filled the air, as one of the Spotters attempted to flank the beast. The chimera, however, had no blind-spot. The serpent's head struck at the drone, which swiftly dodged, but a massive hind-leg kicked out in response. The Spotter was smashed against a tree trunk, grey smoke rising into the air as its mechanical corpse sparked and clattered to a ruin on the ground.

"I don't reckon this'll be long, by the sounds of it," Applejack noted. "We best clear out before there's a winner, y'all."

"Fluttershy," Rainbow Dash said, "tell me you're as good with chimeras as you are with manticores. They're still just big lions with extra parts, right?"

Fluttershy shook her head fervently. "Manticores have lots of parts, but they still only have one mind! Chimeras have three minds, and they anger so easily. Even 'The Stare' might not work if I don't have the attention of each head!"

"Can't we just teleport out of here?" Rainbow asked.

"I don't know where we are, exactly!" Twilight said. "I don't have my bearings yet!"

Twilight nearly leapt out of her own skin as Fluttershy gasped loudly.

"Fluttershy, darling," Rarity said, watching her keenly, "are you alright?"

"That's it!" Fluttershy said. "Bearings!"

"Come again?" Applejack quirked an eyebrow, as the chimera growled ferociously while being peppered with bullets from above its reach.

"Twilight might not know where we are, but I do!" Fluttershy cried. "One of my bear-friends lives in a cave just down this gully! I'm sure he wouldn't mind letting us stay a while.

"Can you take us to that tree line Twilight?" she asked, pointing north.

Twilight nodded. "Yes, but we'll be on-hoof after that! I'm sorry, but I haven't rested all that much since we escaped!"

"How'll we be moving Corey?" Applejack asked. "I'm already spoken for, and he's about twice our size!"

"Leave me!" Corey groaned. "I'll draw its attention. Save yourselves!"

Twilight frowned at him as he laid against the boulder. "No," she said simply. "Rarity, you'll need to handle him. I'll use a 'featherweight' spell so he'll be easier to carry. I'm counting on you to keep his spine stable until we know how bad he's hurt."

"Right!" Rarity said, as Twilight hit Corey's body with energy that felt like being whipped by sunlight.

Rarity easily hoisted his body into the air as though his blood had turned into helium.

"Okay, here we go!" Twilight announced, engulfing the party in a swelling glow, before they teleported to the trees across from the gully as though carried by lightning.

"This way!" Fluttershy shouted, leading the way through the trees as the sound of gunfire in the background ceased at last, the chimera's many heads bellowing victory for all the Everfree to hear.

The walk to the bear cave had been mercifully short. Built into an otherwise unassuming rock formation, the place itself was secluded and hidden enough to be a worthy sanctuary. Corey had fallen unconscious on the way, but Fluttershy had been quick to find and convince the cave's ursan occupant to tolerate them. It groaned in throaty satisfaction as her butter-colored hooves kneaded the beast's great shoulders.

"Thanks so much for taking us in," Fluttershy cooed. "I hope it's not too much trouble. We'll be out of your fur before you know it."

"Nice work Fluttershy," Twilight said, as Rarity lowered Corey onto the floor of the little cave. "Help me out Rarity: I need to get this shirt off of him."

"With pleasure, darling." Rarity smirked, unstrapping his pack and guns from his back, setting them aside.

"Please be serious," Twilight groaned, leering at her out of the corner of her eye as she removed the gauze and began un-tucking Corey's black shirt from his pants.

"Oh Twilight," Rarity said, blushing as the two of them worked the fabric inside-out while the neck-hole cleared the top of his head, "do give me more credit than that."

Twilight groaned again upon seeing a white tank-top underneath the long-sleeved uniform, though paused upon seeing the bright-red stain on his midsection. Another effort later and they stared down upon Corey's pale chest, hairless but for the center of his chest and the tops of his arms. Like this, Twilight saw much more of a simian distinction in the human, the muscular chest quite reminiscent of a gorilla or a chimpanzee. She also noted the odd placement of vestigial nipples over his pectoral muscles, another odd feature associated with primates. She leaned over, putting an ear to his chest, searching for the telltale sound of—

She found it, a steady 'bu-bum, bu-bum' alongside the slow, hollow rushing of his lungs.

Holding the spot with a hoof, she turned to Rarity. "Check on his heartbeat. "Let me know if anything changes."

Rarity nodded as Twilight inspected the wound: a puncture in his gut the size of a marble, but obviously enough to be a reliable manner of dying.

"I need to get that bullet out of him before I repair any of the damage," she said, before addressing Rarity again. "Maybe I can find it if I alter your gem-finding spell?"

"It might work," Rarity mused, brows meeting as she stared at the wound. "I've had false-positives with that spell before when I put too much into it."

"Okay, here goes..." Twilight said, letting her horn glow as she siphoned more and more magic into the spell. Gems and precious metals began glowing through the walls of the cave like beacons, lighting even the darker depths of the bear's humble home. Eventually, rusty rocks and great veins in the wall glimmered as well.

"Found it!" Rarity exclaimed, Corey's belly lighting up as a small lump of lead shone through. "I'll get it dear, this will take a delicate touch!"

With that, Rarity caught the little lump and slowly snaked it out of Corey's body. He groaned and fidgeted as she worked, prompting Rainbow Dash and Applejack to step in and pin him down.

"Corey, hold still, it's going to be okay!" Twilight said as she kept the bullet lit for Rarity.

Finally, he shuddered and stopped moving. In fact, he stopped moving altogether.

Twilight aimed her horn carefully at the wound, which glowed as it slowly sewed back together, capillaries reaching out like vines to reattach themselves.

"Twilight!" Rarity cried, panic in her voice. "It's not beating anymore! He's not breathing!"

"No no no!" Twilight shouted. "Rainbow, we need a cloud, now!"

"Uh... 'kay!" Rainbow said, before whizzing out of the cave.

"We need to resuscitate him!" Twilight said, before Rarity began slamming a hoof against Corey's chest in a frenzy.

"Don't you walk out on us, you rapscallion!" she ordered. "This world is not finished with you, nor am I!"

"Oh, not that fast, please!" Fluttershy said. "You need the right rhythm."

"Breathe, you coward!" Rarity cried, before inhaling sharply and pressing her lips against Corey's as she exhaled.

"Oh... my!" Fluttershy exclaimed, her cheeks reddening as she tried to look away.

"Stupid, unorganized EverFree clouds," Rainbow Dash muttered, screeching into the cave while pushing a fluffy white mass. "Hey, I got it!"

With that, Rainbow demonstrated she'd understood Twilight's train of thought by kicking the little cumulus puff, which turned grey before belting a bevy of bright arcing bolts at Corey.

Rarity moaned sharply in surprise as she was caught in the dynamo while performing her Kiss of Life. She pulled away with a smack as Corey gave a gasp, though still unconscious.

Parts of her hair suddenly black and smoking, she swooned on the spot, giggling to herself. "Like every girl dreams it will be..."

"What was she doing?" Rainbow Dash asked, forelegs crossed as she lounged on her newly acquired cloud. Rarity gazed off into space, a drunken grin on her face as she giggled sporadically every few seconds.

"Um... CPR?" Twilight offered, before putting an ear to Corey's chest again. "Okay, he sounds pretty stable. But I don't think we'll be moving him till morning."

"All due respect, Twi," Applejack said, "but y'think that's particularly wise, us still so close to Mandeville an' all?"

"Getting to Canterlot won't matter if he's not alive when we do," Twilight answered. "It's been a long day, and we're a ways-off even from Ponyville."

"Twilight's right," Rainbow said, flipping onto her back. "We need to recharge the ol' batteries."

"What about... her?" Pinkie asked, indicating the black body-bag laid on the side of the cave.

There was a silence before Applejack spoke. "Did anypony know where she's from? Who she was kin with?"

Only silence answered her until Rainbow spoke at last. "I know she mentioned something about Hoofington, but that's all."

"We'll look into that after all this is done," Twilight said. "I'll go myself and see if she had any ties there."

"But we can't haul her with us, all the way to Canterlot," Applejack said.

"No," Twilight agreed. "We'll bury her tomorrow. If we find Trixie's family, we can find the spot again."

"Agh!" Applejack exclaimed as Fluttershy removed the gauze over her ear.

"Oh, I'm sorry Applejack," she said, before extricating Corey's hip flask from his bag. "And... um... for this too."

Applejack howled as the stinging liquid flowed through her wound. "Luna... bless it!

Corey felt strange. Not bad, per se, but off.

It might have been the absence of gurgling pipes or whirring turbines. It might have been the light breeze on his face or the rustles and creaks of distant trees. It might have been the light ache in his stomach. It might even have been the inexplicable taste of grass in his mouth. But mainly, he thought, it was how very closely he could feel the blanket draped over his body.

He opened his eyes to see a ceiling of smooth, beige rock, and turned to investigate the rest. He was in some manner of cave, but not far in, judging by the late-afternoon light on the walls. Nor was he alone, seeing the six mares chatting in a circle near him, facing a very small lantern.

Somewhere to his right, he heard a rough grunt, and turned to see a great brown predator snoring a mere foot away.

"Shit!" he exclaimed, catching the attention of the group as he scrambled backwards. Before noticing the eyes on him, he felt the cold of the breeze intensify, and grabbed the blanket back over himself hastily.

"Oh good!" Fluttershy said. "You're awake!"

"Dear, are you feeling alright?" Rarity asked.

"Why am I naked?" Corey demanded, neither frowning nor smiling. "Who took my clothes off?"

"Rarity and I did," Twilight said. "To heal your wound, remember?"

Corey lifted the blanket and felt around his belly. "It's gone!" he said, tilting his head back. "Oh god, what about the bullet?"

"Don't you worry about that," Rarity said, levitating the red and bronze lump. "We managed quite swimmingly. Though I did have to resuscitate you."

"Uh, we!" Rainbow corrected with a frown.

"I— You what?" he said.

"Your ticker stopped 'tocking!" Pinkie Pie explained. "And Rarity was all like, 'live, you dummy, live!' and she totally gave you mouth-to-mouth, and the whole time I was like—"

"She gave me mouth-to-mouth?!" Corey cried hoarsely, all too aware of that grassy flavor.

"She kinda saved yer' life, sugarcube," Applejack said, one eyebrow cocked.

"Hey now, what am I?" Rainbow Dash cried, still lounging on her cloud. "I'm the one who zapped him back to life, 'Mare E. Shelley-style!' "

"Uh, thanks, both of you," Corey said hurriedly, "but I don't think you needed to strip my pants, boots and my freaking boxers off for all that. Explanation, please?"

"I decided this was a proper opportunity to wash that uniform of yours," Rarity said. "It's drying. Oh, and I gave you a once-over as well."

Rarity leaned in and sniffed daintily. "Ah... See, I knew there was a rosy gentlecolt behind that odor."

"I swear, if you did anything to me while I was unconscious—"

"Of course not dear, I am a lady," Rarity told him, her head held high before her face reddened. "Although, I admit that trying to tame that lower-mane of yours made it impossible not to notice your..."

Her blush deepened as Corey looked like he very well might kill something. "Lower-mane?" he asked.

"Yes," Rarity said. "I've met some fierce curls in my time dear, but that patch is simply untamable."

"Jesus Christ!" Corey cried, letting himself fall flat against the stone floor. "You tried to style my fucking pubes?!"

"Well I'm sorry you don't approve," Rarity said with a huff. "But don't cry to me when Canterlot society berates you for not keeping up your appearance."

"Okay," Corey said, "I don't think you get it: nobody is meant to see my pubes. Humans don't go anywhere without clothes on."

"Really?" Twilight asked. "I thought it was just because it's a uniform, or y'know, that you were cold. You humans are some kind of desert ape, right?"

"Yes, we came from Africa, originally," Corey said. "Hot, dry climate. But humans always wear clothing. At least enough to keep the private bits out of sight."

"That's silly!" Pinkie said. "What's so bad about that?"

"It's embarrassing," Corey said, "indecent."

" 'Indecent?' " Twilight echoed. "Your own body that you were born with is indecent?"

"Never a' pegged you guys for the shy-type," Rainbow said, smirking.

"Dear," Rarity said, "it's true that nothing is really hidden in pony society, but it's not like you see us staring under each other's tails. There is etiquette to that sort of thing."

"Look, it's just a human thing," Corey said. "We don't get much of a choice in the matter either. You get caught going au naturale in public, you'll get arrested for indecent exposure."

There was a collective exasperated laugh from the mares.

"Hoowee!" Applejack said. "You humans sound a mite uptight, if ya' don't mind my sayin'."

"Hey, I don't know why we're like this, we just sorta' are. It might've stemmed from religion, but I don't know."

"Mandeville seemed to think religion tore a lot of your kind apart," Twilight said. "That you all had a different version of the truth and fought over it."

"He's not wrong," Corey sighed, sitting down at last. "Religion based itself on primitive views of the universe, and to this day many people reject the findings of science in favor of them."

"Well, if they proved them wrong, why would they still believe it?" Twilight asked.

"A lot of reasons," Corey continued. "Not good ones, but understandable ones. Mostly the fear of death."

"What does a religion have to do with being afraid to die?" Fluttershy asked.

"What?" Corey asked. "Your sun and moon princesses have nothing to say about some kind of afterlife?"

"Princess Celestia has always been clear with us," Twilight explained. "Even she doesn't know if there's anything after we die. She just tells us to spend our lives well, in case it's all we have."

"Huh," Corey said, sounding impressed. "Well, that's different from any religion where I come from. Do what they say, you die and go to the good place. Don't do what they say, you die and go to the bad place. It's how they get people."

"They listen to that," Applejack said, frowning, "an' nopony even knows it's true for sure?"

"You must have discovered so much with all your technology," Twilight said. "And they reject all that knowledge, because they're afraid to die?

"But that's not it. It's not about that, is it? It's not being afraid for themselves. They want to believe the people they love are still there, somewhere. I guess I can understand that...”

Applejack’s eyes narrowed as she stared at the campfire. “Lotta talk of fear when it comes to you folks. Yeh’ were afraid Mandeville was goin’ rogue, you’re afraid a’ dyin’. And you go to all the trouble of making better n’ better stuff to hurt folks with.”

Corey raised his eyebrows. “You think that’s about fear? How are you sure we’re not just all crazy, raving slashers, and we don’t just make this stuff for fun? I mean, if Mandeville is anything to go by...”

“No,” Applejack said. “I don’t buy it. Could tell when you showed us that bright lil’ photo-thing of your friend. Hay, I could tell when I heard why you helped us. You humans care and yeh’ feel, no different than anypony. An’ you’re trained to use all that awful stuff.”

“Well, what’s your theory?”

Applejack was silent a moment. “It’s like I said. You’re afraid, but of each other. You don’t trust easy. Get a lot of fightin’ and war back where you’re from, don’t ya’?”

“Not as much as you think, anymore. A while back? Oh yeah. We warred like it was going out of style. We had something we called ‘World War One.’ ”

“World war?” Rarity repeated. “As in, the entire world?”

“No, not quite everyone, but it certainly affected everyone. Back then, it was a mess of entangling alliances. Countries got dragged into it when they didn’t even want to. Ultimately it was a first-rate clusterfuck, and some poor country called Germany took the blame in the end. Wasn’t even really their fault. But everyone basically screwed them with this war treaty, and they got left in the gutter for a few decades.”

None of them spoke for a moment, only contemplating.

“Funny thing about that though,” Corey continued, “we all paid for it, more than anyone should have. In all that time, Germany suffered. Economy in shambles, military disassembled, their lands annexed to neighboring countries. It got so badly desperate for them that they would have blamed anyone for their problems. Then this guy showed up, and pointed his finger at a convenient scapegoat. That guy, and his loyal army, became the single-most universally hated pack of marauders in living memory. They tried to rule the planet. Did the most unforgivable things to people.

“It took the entire world to bring them down. We called that ‘World War Two.’ ”

Fluttershy gaped. “A second world war?”

“This guy sounds kinda’ like Mandeville,” Rainbow Dash added.

Corey snorted. “Well, hold on now. Don’t become the first pony to violate Godwin’s Law.

“But in a way, I guess, yeah. If Twilight’s got the right idea on him, I might have just let some weird version of history repeat itself. Push someone into the most desperate situation and you might not like what you unleash.”

“Were there any other world wars?” Twilight asked.

“No, not yet. At the end of all that, we invented the nuclear bomb. A bomb that could level cities. Then it got bigger, more powerful, and we just kept making more. By my time, if anyone went to war with these things, they could easily destroy all life on the planet.”

There was a collective gasp as his words seemed to echo in their minds.

“Ain’t possible!” Applejack cried at last.

“Believe that if you want.” Corey shrugged. “But knowing that fact has stopped all actual war between powerful countries. There are some small ones, but so far nobody is fool enough to risk the nukes flying.

“In a way, it’s a good thing. It’s made us talk out our differences instead of going straight for the ammo.”

Twilight frowned. “It’s peace kept through fear though... all this fear.”

“It’s like a running theme, isn’t it? I mean, we should be able to trust our allies or enemies respectively not to doom the planet. But we’re always worried about that rogue element we failed to see. We’ve always been afraid of what we can’t see.”

“You know and can see and measure so much though. Forgive me, it seems a little silly.”

"Well, what you have to keep in mind is... there was a time when we knew nothing. And feared everything.

"A modern mind couldn't grasp reality through the lens of prehistoric man, but this 'modern' mind is a fantasy. I'm only 'modern' in the sense that I was born recently. When an anthropologist—"

"A what?" Twilight asked.

"Someone who studies humans as animals," Corey said. "But when they talk about the first 'modern' humans, they mean the ones from two-hundred-thousand years ago. Utterly ancient by layman standards.

"Those humans were identical to us. They were us. My brain is the brain of an ancient man. Same creature, same instincts. I just happen to know more than my ancestors did.

" A hundred-thousand years ago, ignorant to the world around them," Corey said, watching the faint sun setting outside the cave, "someone like me would have been living out of a cave like this one, very watchful of the setting sun. Because the night meant real danger, as if the day was a picnic for them to start with. That was when the beasts came out."

The bear gave a snarling sort of yawn, as Corey's tone darkened.

"Quiet, hidden. Wraith-like even," he said in a whisper. "You could never know it was coming.

"Now and again, someone careless —usually a child— would sleep too far from the campfire and just vanish into the tall grass. The voice of their doom growing distant, lost to the silence of the shadows."

A few of the mares fidgeted, scooting closer to the lantern.

"Every now and then someone died from a fever," he said. "Again, screaming. You think I'd have been braver? You think they were dumb and I'm the new, improved version?

"Nope!" he said with a laugh. "Same blueprint. Same flaws.

"Of course, fear isn't always bad. Fear has probably saved your lives more than you know. An instinctive fear of the dark was probably indispensable to my ancestors. When they were forced down from the trees in Africa, it happened too fast. They couldn't adapt."

"Forced down?" Fluttershy asked. "By what?"

"No one knows for sure," he answered. "We can only guess that a major change in the environment made the trees we called home unlivable, and we were forced to eek an existence in the open plains. But the tree-bound pre-humans were pretty much dumped on the ground to a deadly laundry list of disadvantages.

"What animal can't outrun us?" he asked. "You remember how easily you kept pace with me when I ran my hardest. And what good is a hand against a claw?"

He held up a simian hand and wiggled it, before pointing to the bear's great, lethal limbs. "Our ancestors were fish out of water. Nothing but a slightly bigger brain, some social skills, and two heavily evolved forelimbs. In the long history of evolution on my world, this is the kind of thing that, nine times out of ten, would guarantee extinction. And sure enough, several branching species living alongside us weren't as lucky, leaving us the lone hominids of the world.

"But when a small population does find itself in a new, different place, certain traits they already had can become pronounced in as few as ten generations. There wasn't time to evolve for speed, better night vision or some kind of poison or armor to compete with predators that did their killing on the ground. What saved us wasn't just intelligence. Those old boys weren't that sharp. And being a genius won't stop you dropping your guard at the wrong moment.

"They were all as cautious as any other animals, but those animals could all beat them for speed. So, they had to be eve more cautious, more cautious than all the other prey animals. Doubly so when night fell."

Night, which had come at last, the fiery hues of dusk sinking further and further into the horizon.

"Question is," he said, "who's least likely to drop their gaurd?

"Someone confident, bold?" he said, looking at Rainbow Dash.

"The nervous?" He glanced at Fluttershy, before glancing to the fire, not really seeing it.

"Or a paranoid?"

Twilight stared, taking a silent gasp of understanding. Most of them wore looks of fear or frustration, wondering what he was getting at with this mother-of-all-ghost-stories. But for her, the bit had most certainly begun to drop.

"When it was everyone for themselves," Corey said, "when we needed to see the danger in the dark but couldn't, the only ones likely to survive long enough had their head on a swivel. The ones who saw danger in every shadow, around every blind corner. Even the ones they'd already checked."

The mares caught him gazing deeper into the unlit blackness of the cave, as the hairs on his arms stood up. Even with the cave's owner in full-view, it was a stare into the abyss that expected untold horrors.

"That," Corey said, finally looking to them all in turn "is how cautious a slow, feeble, defenseless ape must be when climbing to safety is no longer an option. I think this was the birth of that little spooky-feeling we all know so well. When you never know if the beast is there... you've got to feel like it always is."

"Corey, my gosh," Twilight said, shaking her head.

Corey only passively nodded before he continued. "In a group of biological losers, free meals on legs, only the paranoid survived. And then the paranoids were succeeded by paranoid kids, and those kids had little paranoids of their own. And in ten generations we're all checking shadows like life depends on it, and it does. We carry lucky charms around and stare nervously at the dark corners we can't see the end of. Just like every night.

"We're a species... of paranoids," he said. "We humans have gotta be the most frightened animal out there. And worse, animals with better eyes don't have as much imagination as we do, and they see what danger there really is. Us? We see as many dangers as our superior brains can think up, with our eyes shut.

"I mean, It's one thing to have a monster under your bed," he said in a whisper. "But what if your parents think they can see it too?"

Pinkie's eyes met his at these words, and she shuddered.

"It's gotten so bad, I'm sure it's impossible to recognize by now," Corey said. "It's just become the new normal. But ironically, it must've been hard for them to focus inward, when the sky was just full of all these gods."

The group, however they'd been listening before, turned to stare at him with quirked ears and eyebrows.

"I mean, they were clearly the cause of their fortunes and woes, weren't they? What else were they up there for, if not for them?

"But which god had to be appeased?" he asked, voice rife with sarcasm. "How could people best escape the fear? Which god would protect them? Is there something after death? Well, which god was in charge of that?" he asked with a mirthless chuckle. "Which is the most powerful? What do they want? Why are they so friggin' cruel?

"What did we do to deserve getting eaten? Poisoned, starved, crushed, broken, burned, frozen...?"

Fluttershy began covering her ears as he fired off his macabre checklist.

"...infected, suffocated, drowned, choked, impaled—"

"That's enough! You're scaring her!" Rainbow shouted, indicating Fluttershy.

"Oh?" Corey said, his blank face turning to the mare in question, eyes boring into hers as though he were staring through to something directly behind her. "Am I scaring you, Fluttershy?"

Fluttershy looked away as she shivered. "Y-yes..."

"Then you might just understand. Because it was scary.”

"Now humans," he said, Rainbow Dash still glaring at him, "have always looked to the sky for answers. Maybe that's just down to our intelligence: there must have been a sense that the motions and slow-shifting patterns in that sky all meant something. They had to mean something, right?"

He stared outside the cave, frowning at the churning clouds, splashed orange by the sun which had long left them.

"But no matter which 'god' the people prayed to," he said, "whatever rituals they performed, no matter how faithful they were, kids and grown-ups just kept dying, same as before. There was no reason for it. No end to it. No logic or pattern that we could see. The cruelty of the gods was so obviously beyond human comprehension.

"And, well, that's about how things stayed..." he said, his voice darkening. "For one to two-hundred-thousand years."

Twilight felt her body seize-up as Corey let this statement crash over them. Two-hundred-thousand years. It was longer than Celestia or Luna had existed, longer than Equestria had even existed. And such an impossible length of time to allow these poor creatures to perfect the art of survival, solely through a crippling fear of the very world they lived in.

"Then," Corey said at last, " 'Thales,' a man we call the first philosopher, was the first to predict a solar eclipse. It happened, just as he said it would."

Twilight turned to look at him as he stared outside the cave again. This time she too stared, at the moon which hung huge, yellow and crescent-shaped over the horizon, still slowly departing from the sun. She remembered the eclipse from only a few days ago. She noted the use of the word "predict," which suggested something more about his world.

"We don't know," Corey said, "if Thales got the time, the day or even the month right. We don't know the methods or math he used. But historical consensus is that he did it.

"It was quite the moment that day, when the sky turned black. A moment that took a couple thousand years for us to appreciate in full. A watershed.

"An ordinary man predicted what no priest, oracle, prophet, mystic —or god— ever had."

"Everything changed in that moment," Corey said, a slight choke in his voice. "Suddenly, whether we realized it or not, we were living in a different world. And yet, we were living in the same world. A world where we didn't have to be afraid anymore. And it was he that opened the way.

"The sad irony is, those early men were right: those changing patterns in the sky did mean something. So many answers to our fears were in the sky. But as a window on understanding reality, rather than a divine blessing."

"For the inclined," he continued, "understanding is the balm against fear. The counter to our worse, most destructive instincts. And it was a miracle we could believe in. Knowledge transform us. What once terrified us can become beautiful, simply by understanding it. How it came to be. What it is. What it isn't. And why it can't hurt you.”

Corey began beaming as he looked to Twilight. "Thales may have only ball-parked his eclipse," he said, "but two and a half-thousand years later, we've nailed them down to the second. And in the process, we've learned about galaxies, quarks and everything in-between. And everywhere, we see simple rules forging order, sewing chaos, and guiding order within the chaos.

"And each time we learn something new, life becomes that much more explainable, without spooks, witches or supernatural juju playing filler with the unknown. And without an omnipotent god in the way, the cruelty of life becomes... at least understandable. This is as fair as the Universe could be."

"Fair?" Rainbow asked. "What's fair about anything we've all been through? Even if we beat Mandeville tomorrow, this whole thing has been one big tragedy!"

"I said it was as fair as it could be," Corey corrected. "Tragedies are the sad, but inevitable consequence of life just being possible.

"The things that cause tragedy, are the same things that kicked-off life itself. The same gravity that crushes a man in a landslide, is the gravity that makes the stars shine in the first place.

"The Universe doesn't hate us. It doesn't toy with, mock us, torture us or punish us. We are not born into any shame. To say we are, is a crime, against humankind and ponykind alike."

Rarity giggled as the mood in the cave continued to brighten. "And yet you feel so ashamed without your covering." She raised an eyebrow.

"You're probably right," Corey said, lifting his blanket with a smirk. "We inflict shame to atone for our own imperfections, while demanding standards of ourselves that the best of us can't reach... And that's almost noble. And dumb at the same time.

"Earth molded us like that. Through something as simple as the fear of the dark, our ancestors developed an in-built fear of the unseen and the invisible. And we today, confuse that for a fear of the unknown and the unknowable. But slowly, we're realizing, that it doesn't have to be like that anymore.

"That's what a man named Thales taught me, at least."

Sleep had come unusually fast for Twilight. By all rights, with all that had happened she should have been sleepless, pacing. In that whole "Future Twilight" incident, she'd gone an entire week in a state of paranoid insomnia. But not tonight. Tonight, she was worn out. Having begun their escape at night, only to see daylight the afternoon after. Constantly moving, fighting, taking in all manner of new information. She'd used so much magic in the meantime, her little form was spent, eagerly recovering her energy for the next day.

And in the meantime, she dreamed. She forgot all about Mandeville, about Trixie. In the dream, everything was as it always had been. Back in her Library, having her friends over while Spike too broke from his duties. It was so simple, so right, so—

Twilight's eyes drifted open in the wake of Rainbow Dash's enthusiastic snore. She looked around at the cave, and remembered everything. Where she was, why she was there.

She glared at Rainbow's sleeping form, before rolling her blanket into the largest, cuddliest ball she could manage before wrapping her forelegs around it and squeezing as hard as she could. But no matter how hard she squeezed, it wouldn't hug her back. It could never hug her back.

For a few minutes she tried to sleep, but now her classic stressed insomnia had kicked in. Instead, she decided to take a walk.

It was still dark out, but the dawn was coming fast. There was enough light to the east —or rather there was less dark— to herald the coming sunrise. Beyond the cave, a lone bird sung its same tune to the misty woods. Twilight stepped out into the nip of the morning, where every plant was covered in dew.

"Mornin' Twilight," the rock to her right greeted.

Twilight started as an orange face turned to her. "Applejack?"

"Sorry fer for the scare, Twi'. It's my turn to keep watch and Corey was helpin' me get all inconspicuous-like."

"Hey," Corey's voice said from her left. She turned to see his eyes staring at her from beneath a face streaked with mud.

"What exactly am I looking at?" she asked.

"See," Applejack began, "Corey's got these special shiny 'space-blankets' for hiding from Mandeville's machines. What they do is hide your body-heat. Else wise they'd see us a long while before we'd see them."

"They don't look very shiny."

"They are, on the inner-side," Corey explained. "The outside has a layer of camouflage for the outdoors. Even if they can't see heat, those drones aren't stupid. You don't get a lot of shiny stuff in nature."

"And the mud?" she asked.

"Just added insulation to keep you looking cold to the CID. And they know what faces look like."

"But after Rarity raised earth and sky to get you clean?" Twilight giggled. "You realize she's probably gonna turn you into a real-live pincushion? I've seen her do it."

"That'd be pure ol'-fashioned hypocrisy," Applejack huffed. "I still don't know what makes it so different when the mud's green and she's wearing cucumber on her face."

"So, AJ," Corey said, "think you'll be okay?"

"I have to mind thievin' critters all the time back at the orchard. If one a those whiter-than-teeth CID things can see me, I'll see them for sure."

"That's my shift over then."

Corey groaned as he stood up, not yet removing the space-blanket as he raised his arms and stretched. He twisted his body left, and then right, meeting Twilight's eye.

"So then, what's got you up and about?"

"Oh." Twilight paused, not expecting the question. "Dash snores a bit. Couldn't go back to sleep. Nothing exciting. I was just gonna take a little stroll. I must have fallen asleep before anypony thought of keeping watch."

"You were pretty wiped-out. Don't blame you. I'd suggest you not stray far. Best that can happen is you get lost."

Twilight snorted as she fixed him with a glare. "I don't know how familiar you are with ponies, but I'm not a little filly Corey. I can take care of myself just fine."

Corey shrugged. "Alright."

As he turned to walk inside, Twilight pulled a one-eighty. "Actually..."

"Hmm?"

"Corey, would you come with me? I'd like to talk for a minute."

Corey hesitated a moment before turning and following her out. "Alright."

Twilight led him a short distance to a grove just outside Applejack's sight. The grassy floor crunched wetly beneath her hooves as the morning chill did its work. By now, patches of red appeared on the clouds above as the sky brightened.

Finally, she stopped walking and turned to face him. "Corey, I... I don't really want to ask this. But I think I might regret it if I don't now."

Corey only replied by walking to a nearby tree and crouching, leaning back against it, and watching her attentively.

"I just- I don't know how much you remember me saying, or if Trixie told you anything, but... we came out here after hearing about a lot of disappearances. But we found out too late he'd been after me too."

Corey nodded. "Trixie and I... we definitely had time to talk. She told me how it all went so wrong, that someone you cared about got hurt when he came looking for you."

Twilight nodded, feeling her eyes sting. "H-his name was Spike. He was the best and oldest friend I ever had."

"Forgive me, but I'm suspecting you're going to ask me about Renee. Am I right?"

She didn't even need to nod. "It's just, I've never lost anypony before, and I'm not sure anypony I know has, other than the Princess. I just don't know how to deal with this. There's just this... this gaping hole in me now, and if I weren't worrying about Mandeville or running and fighting for my life, it would be all I think about.

“And then Trixie. I was there Corey. I was there, in the right place to save her, and I couldn’t. I couldn’t even save somepony right in front of me..."

"Hey..." Corey said soothingly as she sniffed, holding out an arm. "C'mere."

She obeyed, uncertainly walking towards him. Once she reached his arm, he moved the rest of the way forward, wrapping both arms just behind her withers and pulling her close. She couldn't help but to wrap her own front hooves around his neck and bury her head in his chest in a much needed embrace.

Corey stroked her mane as he whispered to her. "If I had any insights into overcoming loss, I'd share them with you in a second. You seem pretty hurt. I know how that is. I'm probably not the guy to give you advice on dealing with it though. I'm the idiot who agreed to take part in a knee-jerk reaction that got at least one man killed, inadvertently brought slavery and war to another race in another Universe, and meant to kill himself while doing it."

Twilight stared up at him. "You meant to die?"

"A part of me did. It was stupid." Corey sighed. "But when we saw that the weapon wasn't going off from the outside, I leapt at the asinine chance to die like a big damn hero in the name of my friend. It's only after everything else that's happened that I understand how childish and stupid it really was.

"You were right. We should have tried to get Mandeville the legal way. Due process, jury of your peers, all that shit. The people up top were afraid of his capacity to fight off anyone coming to arrest him. We didn't know how far gone he was. He had nukes, he had jets, he had bombs. And every big-wig was afraid of the bad press we'd get if we decided to bomb him from far off. Mandeville was kind of heralded as this idol of independent business among a lot of people. If they saw the government stomp on that with nothing solid, it'd be a bad precedent. So they wanted something quiet, something our country could deny doing. Mandeville would just vanish off the face of the earth.

"And of course it wouldn't have mattered if I'd been part of it or not. They'd have gotten someone else. I didn't have any skills nobody else had."

"It sounds like you must have loved her a lot," Twilight said. "Being so willing to die for her."

Corey nodded. "She was like a sister to me. The good kind, y'know, not the kind you have to live with that drive you crazy."

Twilight chuckled, in spite of herself.

"Corey, if anypony could have come here with Mandeville, I guess I'm glad it was you. I haven't been fair with you. If you weren't there to help us, we wouldn't be here right now. I know you did what you could for Trixie. I'm just not used to dealing with this sort of thing."

"It's not a matter of being used to it. Truth be told, I was about as frightened and horrified as any of you were. I just hid it a little better.

"It's more that... I recognized when trying to save her was doing more harm than good. The only thing I could save her from was her own suffering."

Twilight's eyes winced shut as she lowered her head. "I could never have been strong enough to do that."

"Loyalty and perseverance aren't weaknesses, Twilight. Even if it isn't the same manner of strength, it's strength nonetheless.

"So, this friend. Spike. What was he like?"

"Oh," she said. "He was... loyal and reasonable. He was always there to help. Back at my library, he was my number-one assistant. He was like a little brother, but also kind of a son, now that I think about it lately. I mean, I hatched him when I was a filly."

Corey's eyebrows rose slowly. "Hatched? Um... I don't know how ponies and unicorns work in this world, but where I come from horses are live-birth."

"Oh, Spike wasn't a pony. He was a baby dragon."

Corey stared while tilting his head down. "A dragon. Well, of course. And am I to assume that dragons talk?"

"Well, yeah. All the ones I've met anyway."

"But wait," Corey said. "I thought he was a baby? And he talks?"

"Dragons live for thousands of years. Really, I'm only about seven years older than him, but for a dragon he was still just a baby."

"Y'know, I'm having a hard time discerning age amongst you folks. You said you worked in a library, but forgive me, you seem a little young for that. How old are you exactly?"

Twilight giggled. "Where do you get off asking a mare her age? Early twenties, but that's all you're getting from me. What about you?"

"Late twenties. I have to ask though: where I come from, horses are lucky if they live to forty. Where does that put you?"

"We live to double that, usually. But like we keep telling you, we're not horses. Would you like me to call you a chimp? We have horses in Equestria too. Huge compared to us, but very primitive. They prefer to live in isolation as herds, much as your cousins live in tribes."

"Huh. Sounds like our lifespans are similar then. That's interesting.

"Well, I wish I could say we were simpatico, but it sounds like you've got it worse than I do. I lost a friend, a sister even. But I didn't lose a daughter. I'm actually amazed you're in any condition to handle everything you have.”

Twilight felt herself blush a little as Corey frowned.

"I have to wonder though. Trixie said you'd all come out here after Mandeville. I thought you were a librarian? Are you folks really that 'take charge'? Why not get the authorities involved?"

"Well, Princess Celestia said she wouldn't stop me if it was something I had to do."

Corey's frown deepened. "So you went to her first for help?"

"No, she came to check on me the morning after it happened."

"Wait. So you already have connections with the ruler of your kingdom?"

Twilight beamed, somewhat proudly, by now disentangled from their hug and lying on Corey's lap. "Yes actually. I'm her most faithful student. I have been, since the day Spike hatched during my entry exam into her school for gifted unicorns. It was almost the best day of my life! It was even the day I got my cutie mark, when I realized my special talent was magic. I think the next best day was when I realized I represented the Element of Magic, when I first realized my friends were... well, my friends, and we first used the Elements of Harmony."

" 'Elements of Harmony?' "

"Yes. You see, my friends and I are the bearers of the Elements, powerful objects tied to the powers of harmony and friendship. I'm magic, Applejack is Honesty, Pinkie Pie is Laughter, Rarity is Generosity, Rainbow is Loyalty and Fluttershy is Kindness. Together we wield the Elements when Equestria is in real danger."

Corey let out an exasperated chortle. "I'm sorry, I'm sorry— the power of harmony and friendship?"

Twilight stared up at him, entirely straight-faced. "Yes."

"So, you're what? The 'Super Best Friends Forever'? Using your ultra-super powers for fighting crime and the forces of evil? The go-to A-Team for when your Princess sees something bad brewing?"

"At times, I guess."

Corey remained silent, shifting his gaze from tree to tree as Twilight watched.

"Okay," he said at last.

"Wanna go back and get some breakfast?"

"Okay."

At that moment, Corey froze as Twilight tilted her head up and lightly kissed him on the cheek.

"That's for listening. Thank you."

Once again, Corey remained stock still.

"No problem."

As sunrise came, the other ponies in the little cave rose. Soon after a quick breakfast of ‘haybrowns’ (to which Corey opted to stick with his MREs) the time had come for the group to be on their way.

But there was one last order of business to attend to.

It would have been easy, expedient, to stop Corey when he drew his trowel and began digging in a clearing outside the cave. It would have been simple to dig Trixie’s grave with magic. But the group seemed to agree, that she deserved better than that. Everypony —Rarity included— aided in creating this resting place for the departed unicorn.

By the time they had finished, they created an inexact but respectably accurate rectangular hole in the earth. Four hooves long and three hooves deep, it would shelter her, until such time as her family was found.

Not content with paying respects to a bag, Corey and Rarity worked briefly to make the body presentable, though the seamstress was evidently unsettled by the task.

At last, the group gathered by the edge of the grave, where Trixie’s body was placed. She was made visible from the chest up, otherwise concealed by the bag. Rarity had done her best with her makeup kit, though the dark stain of blood spots persisted in places. Her hair and face had been done up far nicer than she had ever looked inside Mandeville Arms, where her self care had been all but entirely limited. It was all that could be done to style her mane in such a way that her fatal gun-wounds were hidden. It was not a professional job, but it would do.

“Anypony wanna’ say anything?” Applejack said, holding her stetson to her chest.

“Trixie was the first pony I’d ever met in this world,” Corey began. “In the short time I knew her, I gained an understanding of just how alike our two species are. She’d made mistakes, she had regrets, and she wanted to make it right. I’m not gonna lie: I grew fond of her pretty quick. I couldn’t judge her for what she’d done, and what we both wanted fell in line with what we needed to do.

“I know it sounds absurd, what with basically spending a single day together, but I considered her my friend. And what I did for her, that last thing, was the hardest thing I’ve ever done in my entire life. I’m... I’m gonna miss...”

Corey suddenly reached his hand up to his face and pinched the bridge of his nose between his eyes, before turning his back on the party entirely. Now and then his body shuddered, punctuated by a sharp breath of air.

Seeing this, Rarity quietly walked over to him and wrapped a hoof around one of his legs, as she leaned into him from the side.

“Trixie,” Twilight said, staring into her expressionless face, “when we first met, I didn’t particularly care for you. Really, I was more afraid my friends would treat me the way they treated you, if I showed-off with my magic. When I saw you run out of town, I was relieved, but a little sad for you.

“If I had known just how bad things would get for you, I’d have stopped you from leaving. It was never my fault about the Ursa Minor, but I would have helped you, talked with you about what I’d learned about friendship.

“Then there was all this.”

She pressed her eyes closed and turned away. “You made the worst mistake yet, you tried to hurt me for no good reason. Spike was killed. And I hated you for it all. I can’t even say how ashamed I am... I knew you were sorry, I knew you felt what you’d done. I believed you when you said you never wanted anypony to get hurt. But I wanted, wanted so badly to see you hurt the way you hurt me.

“I went so far I made you want to die! I-I’m not even sure who I am anymore! I just didn’t care! I never thought I could be so bitter and hateful, but I kicked you while you were down... And I’m sorry... I’m so, so sorry!

“And—” Twilight choked, trying to hold back the tremors in her eyes, “and you died for us. For me. You could have left us, and I almost wouldn’t blame you if you had. Okay, you didn’t know this would happen, but you knew the risks. You took a chance on us. You saved us.”

Two identical, glimmering trails ran down her cheeks like little rivers. Blades of grass below barely reacted, only flicking away as the droplets of hot salty water from above rolled down them and into the soil.

“And I’ll never forget that. I’ll never forget you, Trixie.”

The others nodded in agreement, muttering sentiments of thanks to the body, before Twilight and Rarity began zipping the bag back up.

“Wait!”

Corey turned around, making the two unicorns start as he pulled a spangly purple cap out of his pocket.

“She should have this. I almost forgot.”

“Actually,” Applejack said cautiously, “maybe you should hold on to that, sugarcube. When we find her family, it might help if they have something to remember her by. Meantime, you can keep it, much for the same reason.”

Corey stopped and considered, before nodding.

Twilight and Rarity zipped the bag up again, and both lifted it, standing on either side as Trixie’s unofficial pallbearers. The bag rose over the space dug into the earth, and slowly lowered. Once she was set down, both unicorns magicked the pile of dirt beside the grave back in, resulting in a smooth mound.

Twilight then took a great, weathered stone she found in the riverbed, and mounted it into the end of the pile. Using her magical beam, she cut words into the tombstone. In short order, she stood by, satisfied with her work.

As were the other mares, and the lone human, who stood beside her. Meanwhile, Fluttershy set down a modest bouquet of wildflowers they had collected in front of the stone.

“Goodbye, Trixie,” she said. “You were a good pony after all.”

There were no more words. There was more to say, certainly, but not at that moment. There would be days, months and even years to say everything. Or at least they hoped.

They packed up and walked away, bidding their bear roomie their thanks and a goodbye, leaving the little cave and its new neighbor behind them.

One might have expected the words on the headstone to be rough in form, but Twilight was nothing if not practiced in penmareship. The words were carved into it in Twilight’s hoofwriting:

“Alright,” Rainbow spoke up, “so what’s the plan?”

Twilight barely turned her head as she walked. “Get Corey to Canterlot, and be ready to fight.”

“So we’re just walking? Why don’t you just write down what she needs to know, and I’ll fly over myself!”

“I can’t possibly convey all that intel onto a sheet of paper,” Corey told her.

Rarity sighed. “We’ll just have to board the next train once we get to Ponyville.”

“Ponyville?”

“Well yes, it is strictly on the way.”

“No, no, I mean the name! What if I called a town Humanville? That’s ridiculous, even by—”

Corey’s face froze as his head tilted slightly up. Meanwhile, Applejack sighed.

“Yeah, Granny told me when it was founded, we were gonna call it Fillydelphia. Funniest thing though, turned out some other town beat us to the punch.”

“Ooh!” Pinkie winced as she stared at her. “I hate that! The first sip of punch is always the best, y’know? I can’t tell ya’ how—”

“Ah, shit...”

Pinkie stared curiously. “Shi—?”

Applejack’s hoof shot out to cover her mouth.

Twilight frowned. “And that means?”

“You say ‘horseapples,’ I say ‘shit.’ ”

She scrunched her nose and made a noise of disgust. “You humans are so... immature when you get upset!”

“That town needs to be evacuated.”

“What, Ponyville?” Rainbow Dash asked.

“Yes.”

“Corey dear, it’s on the way, certainly. I can hardly say it’s in danger though. Why would Mandeville bother with it?”

“Well, to capture more ponies, for one. For another, he might just enact a scorched-earth policy, preventing any potential threat from flanking him.”

Pinkie let a ‘tee-hee’ and a snort escape, before giving her rump a shake and muttering “ ‘Flanking...’ ” to herself.

“He might also decide to use the town as a stage to demonstrate what his weapons can do.”

“What, just to scare us?!” Rainbow asked, caught between disgust, confusion and outrage.

“Crippling an enemy’s morale can work wonders. The mind is as wide a battlefield as any.”

Fluttershy grew increasingly antsy, quite incapable of staying still. “Oh, all the ponies and animals that might get caught before it’s too late!

“Not to mention our homes, our kin...” Applejack winced at the thought.

“And all the ponies I know in Ponyville!” Pinkie Pie said. “They could be hurt, or be forced to move away, and then who would I throw my parties for?! And it would all just be so terri-horribly awful!”

“And our places of work!” Rarity added. “I’ve invested so much into Carousel Boutique, I can’t afford to start from scratch!”

Applejack’s ears sagged. “Worse still, if we lose Sweet Apple Acres, that’s our livelihood gone. We can’t plant all them trees and wait for ‘em to get growin’ again! Sure, cousin Braeburn might donate a few, but they’re only just off the ground as it is. An’ the Apple Family ain’t no buffalo-givers!”

“We need to go! We need to go right now!” Fluttershy squeaked frantically.

Applejack nodded determinedly. “We need to split up, y’all! Some of us’ll help Corey get to Canterlot, the others’ll at least help Ponyville get movin’!”

Corey frowned a moment. “Actually, I’m wondering about Dash’s plan you guys.”

“I... thought we sorta ruled that out,” Twilight said.

“I don’t mean her carrying a letter. Didn’t you use some spell yesterday to make me lighter?”

Twilight and Rainbow’s eyes widened.

Rainbow sized Corey up as she hadn’t before. “You want me to fly you to Canterlot?”

“Hey, I’m not thrilled about it either. But if Mandeville thinks we’ve gotten away, he’s going to step up his invasion plan. Whatever he claims, he’s not interested in taking you all on when you’re ready for him. He needs surprise on his side, and I can’t be explaining it all to your Princesses, generals or whatever while Mandeville is beating down your door. The sooner they hear what I can tell them, the better.”

“So what, you’re gonna grab my tail and hold on for dear life? You’d give me such drag it’d be embarrassing!”

“Well, how ‘bout this?” Applejack said, her muzzle diving into her saddlebag and retrieving her rope. “Ain’t much, but better than nothin’ I guess.”

A crystal blue aura engulfed the rope as Rarity tied it around both Corey and Rainbow’s waists.

“What is this?” Rainbow asked, sneering between the rope and Corey. “A six-legged race?”

Corey smiled, double-checking that the knot was solid. “Well it makes me feel better anyway.”

“Okay Corey, hold still,” Twilight ordered, as her horn glowed and he felt that strange warming ‘snap’ hit him.

“Whoa... I feel weird.”

Corey took a step towards Rainbow, only to step off and float head-over-heels diagonally into the sky. He yelled in surprise and grunted as his tether went taught, leaving him adrift and attached to Rainbow Dash like a child’s balloon.

Twilight's magic engulfed him again, dragging him down to sit upon Rainbow’s back. He barely fit at all.

“The featherweight spell will make you nearly weightless at first, but it fades. I might be able to follow along, just in case, but—”

Rainbow snickered. “Twilight, I told you. You might be able to fly now, but you’re just going to slow me down. And if you make a mistake and drop like a rock, it’s gonna be twice as hard to save you with Corey like this.”

“You’re right,” Twilight said. “I’ll help get everypony to Ponyville and get it evacuated as fast as I can with my teleport spell... once I figure out where we are exactly.”

“And you!” Rainbow turned her head around to her ‘passenger.’ “Front-legs around my neck, head and chest as far down against my back as possible, and hind legs back with mine. Keep ‘em outta my wings, got it?”

Corey nodded.

“Good, cause’ we’re gonna be flyin’ fast. I know you’ve got your rope, but you’d better hold on tight anyway.

“Contact!” Rainbow shouted as her wings unfolded and began to beat the air. Corey squeezed her tightly as her hooves left the ground and she maintained a steady rise.

“Good luck you two!” Pinkie cried. “Try and get along, now!”

“We’ll see you all in Canterlot!” Rarity said. “But please, be safe, the both of you!”

“And tell Princess Celestia,” Twilight shouted as the distance between them grew, “that it was difficult, but I’ve kept my promise!”

Rainbow smiled and saluted in response, before taking off like a shot as Corey cried out in surprise, keeping the rising sun to the right of her.

“This darn Everfree Forest weather, it’s ridiculous!” Rainbow shouted, zipping above the trees at significant speed. More speed than Corey had been expecting, evidently. His eyes were kept closed as he maintained his iron grip on her neck.

“Never a decent updraft nearby. That would not fly in Equestria. We station updrafts every few hundred yards to keep traffic steady. It’s pure anarchy out here!”

“Uh, yeah, we don’t control the weather back where I come from. We just predict it.”

“Whoa, seriously? That’s gotta bite. There’s some dangerous stuff weather can do. So you’re telling me your guys get runaway tornadoes, huh?”

“Depends on the region. We actually have a stretch of land people call ‘tornado alley.’ ”

“Tough break.

“Whoa, there we go!” Rainbow cried, as Corey felt her rising rapidly, warm air suddenly on his wind-chilled face.

Rainbow noticed him clinging so tightly at this that she turned her head back and laughed.

“Hey, you’re alright big guy, I’ve gotcha’. I’m not gonna let ya’ fall.”

Playfully, she corkscrewed into a quick barrel-roll, causing him to cry out.

“Far... Hehe...!”

She took his silence for a response in itself, and turned her head again. His head was partly buried into her neck, but she could see well enough to know his eyes were still shut tight.

“Hey look, I’m just makin’ fun. Feels good to be back up here, ‘specially after being stuck in Mandeville’s place, y’know?

“You should seriously open your eyes. It’s kinda’ windy, but the view is some of the best part in being a pegasus.”

Corey slowly obeyed, doing his best not to look down, and looked outward into the grand expanse before him.

And suddenly it struck him. Equestria was beautiful. Breathtakingly beautiful. The Everfree Forest was a thick wood that somehow retained the qualities of a jungle as well, but beyond...

Rolling plains of grass, towering majestic mountains. The land was dotted with the fullest, most aesthetically pleasing trees. Crystallic lakes and rivers, tumbling waterfalls, and a cozy little town nestled in the distance. And from so high up in the puffy white clouds, he could see everything.

And then Corey shook himself instantly out of Equestria’s spell.
“Oh no. Oh no!”

“Okay, I get it, you’re scared of heights! Yeesh, ya’ big baby.”

Corey glanced nervously behind them. “How long have we been this high over the mountains?”

“Since we hit that updraft, why?”

“I completely forgot! If Mandeville has radar up, he’s bound to be watching for outgoing air traffic.”

Rainbow frowned. “Huh? ‘Ray-darr?’ ”

“Look, we’ve gotta stay as low as possible, or he’s going to see us, and then—”

Rainbow’s ears pricked-up suddenly as she turned around, leaned back and flying backwards as though her wings were doing the backstroke. Corey gasped as his legs started dangling freely in this position.

“Dash, what the hell?!” he demanded.

“You hear that?” she asked, straining to hear the noise more clearly.

“Yep, coming this way!”

With that, she righted herself and shot away far faster than before.

Adrian Mandeville stared at his monitor. A search of the outlying areas of the forest beyond the facility had yielded nothing. Given another hour, he would have called it off and proceeded straight with the march.

And now this.

It would have been too much to hope that the tiny blip on the scanners was them. He wasn’t even sure what lurked in the forest. That chimaera had certainly thrown him for a loop.

Might have been another small dragon... one with wings, this time.

And yet the eagle-eyes of the SHADE were seeing a most welcome sight. It was indeed one of Sparkle’s friends. The pegasus pride-rally that had given him lip before the group all but vanished.

And what was more? Riding her was the spec-ops skidmark himself.

Partly, he wondered if the unicorns knew anything about necromancy, as he was quite certain he had seen the man gutshot. He ought to be furious at having failed to kill him, but then, how often did you get the satisfaction of killing someone twice?

But that wasn’t the end of his luck. They hadn’t evaded him, they weren’t up and gone like he feared. They were lying in wait.

This was it. This was their move!

“Shall I engage?” CAIRO asked.

Mandeville considered a moment.

“Anti-personnel turret only. Take out Rainbow-Brite. I want to give that son of a bitch the time to think long and hard about what’s happening, before he splatters all over the ground.”

The soldier and pegasus on screen were still a ways ahead, but they were bolting for Canterlot.

“And while you’re at it, bring in two more SHADEs,” Mandeville ordered.

“Two more units? I estimate this to be unnecessary, and more likely to draw attenti—”

“I’m not risking them getting away again!” Mandeville roared. “That is a direct command, CAIRO. Now blast them out of the fucking sky!”

Rainbow Dash bolted through the sky like a missile, as the unmistakable shape of the SHADE closed in from behind.

“I knew you’d slow me down!” Dash shouted, glancing behind her at the craft. “Any ideas?”

Corey began to sweat in spite of the freezing wind. “I dunno, evasive maneuvers?”

She rolled her eyes. “Yeah, great, thanks!”

“No, seriously! We’re smaller, we’ve got the advantage in maneuvering. Keep out of missile-range and don’t let it line itself up for that autocannon! Then you’ve just got that little turret to worry about.”

“Yeah, saw that before! Anything else?”

“Uh...” Corey muttered. “Oh! The turret can only rotate so fast. It’s designed for tracking living targets on the ground. It won’t keep up with anything too close to it!”

“So get closer?”

“Get closer, close as you can.”

Rainbow paused as the winged death machine’s turret popped out of its nose, and honed in for a shot.

As it fired, Rainbow’s wings spread to their fullest, putting on the breaks and causing the SHADE to shoot nearly past her. However, she was too good for that, putting on a burst of speed as soon as she was level with the machine.

The turret wheeled around to find her again, as the craft attempted to break away for better range. Rainbow Dash had none of this, matching every feint and maneuver it attempted in order to shake her. All the while, the turret simply couldn’t track her movements fast enough.

She hooted and hollered at the thing while Corey held on for dear life, and hovered over one of the wings. The SHADE finally retaliated by performing an Aileron roll, the wing purposely slamming into the side of the pegasus and human, making the pair tumble about twenty-feet before she could regain control. In the meantime, Corey had fallen right off and was dangling precariously from the rope.

Corey began hauling himself up the rope only to realize the SHADE was behind them again. However, it closed in fast, purposely guiding itself so that Rainbow Dash was on a course in line with the dark black vent serving as its jet-intake.

“Dash, watch it!”

Rainbow made a noise of surprise and promptly accelerated, swinging Corey taught and diagonally left, but the SHADE was prepared for this, the shrill noise of its engines turning into a scream mixed with a roar.

Between the suction of the jet engine and the craft’s speed boost, Rainbow Dash would have been swallowed entirely by the intake had Corey not been separate from her momentum. He was swung over the nose of the SHADE, the rope catching itself upon the turret, arresting its movement and keeping Rainbow from being entirely drawn in.

Rainbow Dash shrieked, her forehooves around the outer edges of the shaft, desperately trying to pull herself out.

“Corey, help!” she cried. “There’s something spinning in there, it’s gonna cut me to pieces! Ya gotta help pull me out!”

He nodded. “Right!”

Keeping certain the turret wasn’t going anywhere, he grabbed the rope and started pulling. The force was enormous, and Rainbow was having no less trouble with the strain on her end.

Meanwhile, the SHADE flew in a tight circle, determined to keep the scene away from Equestrian eyes if possible.

“Corey, I can’t hold on, I’m slipping! It’s too strong!”

“Damn...it!” Corey grunted, almost entirely helpless himself.

In a moment that chilled their blood, Rainbow cried in mortal terror as her hooves slipped entirely, all but her face vanishing inside the intake.

With her pupils turned to pinpoints and an overall amazement at remaining unharmed, Rainbow Dash betrayed tears, her forehooves grasping for the edges of the shaft again.

“HELP ME COREY, I’M TOO AWESOME TO DIE!” she wailed, her voice reverberating inside the jet.

Of all the situations to be in, Corey hadn’t exactly expected this. His ride and ally under the threat of getting sucked into a jet turbine. He’d heard of this happening to people. Only one that survived made it because his flight helmet jammed the thing, though he was still cut to ribbons and—

“Brace yourself against the wall!” he shouted, grabbing from his dwindling reserve of EMP grenades.

“Okay...okay...” she muttered in response, trying to stick to one side.

“Alright, here it comes, keep your eyes closed!”

Corey tossed the grenade as straight as he could, but it banked over the wing, the intense slipstream sending it spiraling off behind the SHADE.

“Shit!”

The sight or sound of the blast weren’t even detected at their speed. Corey only had two more left, but he’d use them without a second thought.

“Corey?”

He prepared another grenade, leaning low. If he could throw it ahead, and into the jet’s suction, it might make it...

“Corey, what’s happening?!”

“Fire in the hole!” he shouted, hawking the specialized ordnance.

Rainbow only muttered her confusion, before shouting and ducking as the lump of glass and metal soared past her into the guts of the engine.

She shouted, closing her eyes as she remembered to do, while clangs and sparks filled the interior and smoke filled the sky behind them. A bright white flash —not orange like fire— erupted from within, the machine going still as it died. A sudden nauseous feeling came over both Rainbow and Corey as the SHADE descended, now gliding to its destruction.

Without the resistance, Rainbow crawled her way out in moments, her mane and body a mess of black grease and general frizzledom. Quickly noticing the spot where the rope caught, she tugged from the proper side before scooping Corey onto her back again.

“You alright?” Corey asked, pulling his G36 out and holding it steady as he could.

Corey felt her shudder. “My entire life flashed before my eyes...”

And then her entire face lit up. “It was awesome! Kinda sucks though. We were even after I saved your from that CID. Guess I owe ya now.”

“Maybe you can drop me and then catch me again?” Corey offered, making Rainbow chuckle.

“Seriously though, even if you only did it to save yourself... thanks.”

Corey smiled. “Anytime.”

At that point, a great flash signaled the SHADE crashing into the trees below, the roiling fireball’s roar like a distant delayed ‘bang’ from their altitude.

They soared off again, gaining preposterous speed until a wide white cone of condensation surrounded them, and an incredible noise seemed to smack Corey in the face.

“The hell was that?!” Corey shouted. When Rainbow didn’t answer, he tapped the closest thing he could figure was her shoulder.

She turned around. “Hmm? What’s up?”

“What was that sound?”

“Huh?” She stared blankly, before chuckling. “Oh, right! Not used to having a passenger. I can’t hear you from up here Corey, your voice isn’t fast enough to reach my ears. You can hear me because mine is going the other way.”

Corey stared, before leaning forward to speak directly into her ear.

“Are you trying to tell me we’ve broken the fucking sound barrier?!”

“An’ that’s not all I can do monkey-boy! But, uh... Hey. Can you keep an eye out behind me? At this speed I’m not gonna hear them coming either. Like, tap on my head if you see anything an’ I’ll get with the evasive maneuvers.”

Corey tapped on her head with his open hand.

“Yeah, just like that.”

The tapping came again, faster this time, and harder.

“Okay Corey, I—” She turned around, only for her eyes to widen.

“WHOA!”

Two SHADES were closing in fast, and Corey was twisted backwards, silently firing his weapon at the them. The rounds glanced off the their armor, but when he began clearly aiming at the engines, they broke off, hanging back beyond his range.

Rainbow swerved this way and that as she felt their bullets displacing the air when they sailed by.

It was almost all Corey could do to hang on as she tried to shake them. He dug into his pack, hoping to at least be theoretically ready in case the SHADEs—

And then they did exactly as he feared they would, the flaming dot of a missile now chasing after them, slowly gaining in spite of their speed.

Finally he clasped his emergency kit and opened, adrenaline making him shaky as his fingers rolled over a rod-like object. Pulling the road flare out, he removed the cap and struck the end, causing a deep red flame to sputter from it, white smoke trailing behind them.

Experimentally, he waved the flare in an arc back and forth. Relief washed over him as he saw the missile gently correct its course as he did this: it was tracking the flare now.

He tossed it as hard as he could to their left, and couldn’t help laughing as the missile sank, chasing after it.

The SHADEs responded by switching to their twin forward cannons, which tore through the sky, the steady stream of lead rounds tracing smooth lines in the clouds ahead of them as they split the air.

“Hold on!” Rainbow cried, before rolling sideways and kicking a passing cloud. Corey felt his hair stand on end as a lightning bolt shot out behind them. It was a perfect shot, right into a jet turbine which promptly ripped itself apart in midair. Even the rear-mounted vertical propulsion system was ruined by the shrapnel being shot through the exhaust system, sending one of the SHADEs into a lopsided death roll until the pressure sheared the very wings off of it.

“Woo!” Rainbow cried. “One to g—WAH!”

Dash veered wildly to the right as a spray of bullets shot up at her from below. Despite being doomed to a fiery wreck, the SHADE’s turret took surprise shots on its meandering fall. Corey shouted as he fell off once more and dangled behind her.

The last SHADE took notice of this and once more launched a missile their way. Corey by now had retrieved a flare gun, which he held in his left hand. Rainbow took a momentary glance behind her to check on Corey, only to see the missile and angle upwards, climbing to evade.

Another stream of bullets arrived from below, far spread and wild with the dead SHADE so far out of range. However, in a lucky shot, one of the rounds tore through the fibers of Corey’s rope harness. As Rainbow ascended, Corey fell, a wave of terror gripping him.

“DASH!” he cried. But she could not hear him.

The missile continued after Rainbow Dash as she climbed. She didn’t dare to look behind her to see it. Then, a smoking red light fizzled to the left of her, making a screeching noise like a firework. As she watched, the missile chasing her veered off, reaching the red light and erupting in a fiery blast she could feel.

“Whoa, more of your work Corey? Corey...?”

Glancing behind her, she noticed the trail left by the flare, and the frayed end of Corey’s rope. Looking down, she could just barely see a dot shrinking towards the green plains below them.

“I’m comin’ Corey!”

With that, she dove, paying no mind as the SHADE behind her fired its twin auto cannons. The rounds zipped past her along with the SHADE, which failed to adjust to the maneuver fast enough, and turned around to follow her dive.

Meanwhile, Corey had discarded the flare gun which only seemed to hover alongside him, having spent his charge. He heard the other SHADE explode on the ground at last, and didn’t dare to see how close the ground was by now. He tried his best to keep flat and slow his fall, but he wasn’t sure even his supersonic steed would catch up to him in time.

Rainbow pushed her hardest to close the gap, but the ground was approaching fast. The SHADE was descending after her, switching to hover mode rather than its jets and descending after her through a freefall, combined with the electromagnetic propulsion pushing it down even faster.

Gradually, the mach cone surrounding her body narrowed its angle, but the SHADE continued to close in.

“Yes, yes!” Mandeville shouted, leaning forward, engrossed in his monitor. “You’re sure that she can’t catch him?”

“Rate of acceleration is insufficient,” CAIRO confirmed.

“Fan-fucking-tastic! Gun her down, I want to see his expression.”

On the screen, Rainbow’s mach cone shrank nearly to nothing as the turret locked onto her.

“Warning!” CAIRO said. “Force Five disturbance detected. Type: electromagnetic.”

“Hmm?” Mandeville saw the screen suddenly explode into the ultimate acid-trip. A blinding prismatic flash expanded from where the pegasus had been.

“Alert: target has become hypersonic. Current velocity: eight-thousand-six-hundred-ninety nautical miles per hour.”

“WHAT?!”

On the screen, the feed had gone haywire, and the image was rocking erratically.

“Warning! Electromagnetic turbulence has compromised magnetic repulsors. Drone in freefall. Drone in freefall.”

Indeed, as the SHADE passed through the shockwaves of Rainbow Dash’s sonic rainboom, its entire propulsion system had driven it into a tailspin. Meanwhile, Rainbow herself was at her topmost speed, a polychromatic trail left in her wake.

Corey watched the scene above him play out, and wondered to himself just how he’d gotten here, before she had scooped him up and pulled out of the dive masterfully. As if to punctuate her victory, the SHADE finally crashed to the ground faster than gravity, the micro-mushroom cloud rising into the sky as she flew away over the plains. They were out of the forest and truly in Equestria at last.

“Holy shit...” Corey said slowly, his eyes bugging out of his head as he dangled with her hooves under his arms. “Y’know when I said to drop me, I was kidding.”

Rainbow chuckled. “Still even, though!”

After basking in their victory a moment, Corey noticed something in the distance.

“Whoa, is that a Frank-Lloyd-Wright-shaped tumor on the side of that mountain, or did you guys build a fucking castle up there?”

“That, Corey, is Canterlot!”

“No shit, huh?” he muttered, shaking his head as they sped towards it.

Meanwhile, miles behind them, the only other human in Equestria was nursing cuts in his hand after having put his fist through his monitor.

Chapter 9

View Online

As they got closer, Corey noted more and more things about Canterlot.

What he’d taken for a castle appeared to house an entire city. Not a widespread city perhaps, but it made the various towers look all the grander.

The architecture was also odd. It looked Arabic or Indian, and yet he could see an enormous portcullis, drawbridge and all manner of European bits as well. It was a chaotic amalgam of marble, gold and whatever was producing that indigo color. Yet the spindly form —which he was convinced could only remain in place on that mountainside via magic— had a wholeness to it. An elegance. There was method to this madness, somewhere.

From the city, Corey heard a noise like a series of small jet takeoffs and saw six blue specks heading their way.

Rainbow came to a dead stop, gasping deeply.

“Oh wow, it’s them! They’re coming to me!”

“What?” he asked, raising his rifle. “Trouble?”

“No nononono, put that thing away! It’s the Wonderbolts! H-how do I look?!”

“Like hell.”

“Who’s she?”

“Alright, hold it right there you two!” a blue-haired stallion with a lighter-blue coat ordered.

Corey took a moment to look over the group, who were hovering six-abroad like they were playing a very lopsided midair football game. All pegasi —obviously— and all wearing the same blue and yellow uniform, complete with built-in flight goggles.

The mare in the center of the blockade —a yellow coated mare with wild orange hair— turned towards him.

“They’ve already stopped, Soarin.

“Hey, you’re that Ponyville wizkid! Rainbow Crash, right?”

“Uh, it’s ‘Dash’ actually, um—”

“And who’s your...” she paused, her head tilting towards Corey, “rather large friend?”

“Corey Webber, and we’ve got to meet with one of your princesses as soon as hu— er, ‘ponily’ possible.”

The mare’s tone became swiftly serious. “Nopony’s meeting nopony until we get an explanation for whatever midair ruckus was happening out there. Firefighters are being deployed now to two spots in the countryside that are in flames, and some are sighting another in the Everfree. Get talkin’. Now.”

“That wasn’t me!” Rainbow cried, before looking skyward. “Well, some of it was me, or, okay, the fires were kinda me—”

“We were being chased by autonomous flying machines that wanted to kill us, so we blew them up,” Corey blurted.

The Wonderbolts looked at him —or at least appeared to, their goggles effectively hiding their eyes— and merely waited for him to say something else.

When he didn’t, a blue-coated, white-maned mare groaned. “You got proof, or are you trying to tie our tails together?”

“I know it’s nuts!” Rainbow said. “It’s true though! This guy came to Equestria from another world with this other guy, and he’s got this huge underground factory in the Everfree Forest, an—”

“Until we can verify any of this,” the orange-haired mare said, “we’re gonna assume you’ve been hitting the cider too hard and messing with fireworks, so you’re both gonna cool-off in a cell till you’re right in the head again.”

“Spitfire, please, don’t do this! Equestria is in danger, we can’t waste any time! Just pretend you believe me for like, five minutes and take us to see Princess Celestia!”

“Unless one of those ‘killer flying machines’ comes at us in the next minute, you’re—”

“Whoa, Cap, incoming at twelve-o'clock!” shouted a white-coat, orange-maned stallion.

“What are you on about, Streak? I’m not seeing any— Break, break formation!”

The entire group scattered as a SHADE swooped in at what must have been its top speed, foregoing its weapons and attempting nothing more than to impale Rainbow Dash on its nose.

“What in Equestria is that?!” Spitfire demanded, hovering once more after rolling out of its path with the others.

“A flying violation, that’s what,” Soarin answered, taking off after it along with two others.

“Wait, NO!” Rainbow screamed, chasing after them.

“Hey!” Spitfire cried, taking wing herself with the rest of them.

By the time the SHADE had turned around it was in hover-mode, creeping towards them, just as the three Wonderbolts caught up to it and flew alongside.

One of the pegasi, a white-coated, yellow maned mare, approached it from the side.

“Sir or madam, land your... vehicle now! You are recklessly endangering Equestrian citizens in a strictly regulated airspace! Comply, or we will be forced t—”

In a movement the mare barely detected, the SHADE’s turret popped up from its nose, rounded on her, and fired eight rapid shots.

Rainbow Dash gasped at the noise, her mouth gaping open as the mare flew backwards, dropping from the sky, glimmering red flecks exploding outward like a shower of rubies.

“No...!”

“BREEZIE!” Soarin cried, swooping down to catch the mare.

Spitfire and the others had caught up with them, only to lose interest in Rainbow entirely.

Spitfire herself raised a hoof to her ear and spoke. “Command, Bolt Five is down. Repeat: Bolt Five is down! We are under attack!”

The SHADE began firing again, but the others had seen the workings of the turret weapon and evaded skillfully. The stallion named Streak took an opportunity to swoop across the nose of the SHADE, smashing the turret’s barrels. The next shot the SHADE attempted emitted a louder sort of ‘bang,’ as its interior components ruined themselves and the turret ceased movement altogether.

“Whoa, nice one, Fire Streak!” Rainbow gushed, before realizing the SHADE was now slowly pivoting in their direction.

“Whoa, watch out!” she cried, shoving Spitfire in midair as the buzzing noise of the SHADE’s twin cannons filled the air, alongside several ‘wooshing’ sounds as numerous missiles flew forward in rapid succession. These missiles didn’t appear to be using the infrared guidance system, as they sailed past the pegasi. The cannons gouged a curved line of holes into the adjacent cliffside, before the missiles arrived, blasting chunks of rock out of the mountain in a cacophony that could be heard for miles.

“Sweet Celestia...” Spitfire sighed. “Thanks.”

“We’ve gotta take that thing out before it levels Canterlot!” Rainbow said, as Spitfire’s ears perked up.

“I think command has an idea about that. All wings, back to base!”

“ ‘Back to base?’ ” Corey parroted.

“Just do it, trust me!”

With a groan, they were off, heading for one of the larger towers as the SHADE turned and gave chase. However, as it began speeding into range, the group was overtaken by a violet shockwave. It washed over them like a summer breeze, but the alien aircraft may well have slammed into a concrete wall, metal and flame washing over the grand translucent sphere that had appeared over what must have been the entire city.

“Well that helps my mood,” Corey muttered, staring at this incredible countermeasure. “Glad it counted me as an exception to its IFF.”

“IFF?” Rainbow asked.

“ ‘Identify Friend or Foe.’ Whatever told that shield I was okay, and the SHADE wasn’t.”

“I’ve got a shrewd idea who it is.”

The Wonderbolts directed them to a tower with the blue and yellow lightning bolt emblem emblazoned on its roof. It was a large shaded platform with much the same space and appearance as a sports locker room, all manner of fitness equipment within the inner ring. They landed on an extended platform, likely designed for this purpose. Corey stepped onto the ground gratefully, but uneasily, only now realizing his knees had gone a bit wobbly.

Meanwhile, Soarin and the white-maned mare were gently delivering Breezie to a few ponies with medical equipment and cutie marks. Five other Wonderbolts arrived with them, the remainder of the team. The entire team watched with bated breath.

It didn’t take but a moment for one of the medics to check the wounds and vital signs, before slowly shaking her head.

It was a mixed reaction, to say the least. Rainbow hid her face with a hoof, continuously muttering “No no no...”

Soarin lifted his goggles and sobbed openly into the neck of the white-maned mare, who herself was still, if not stoic. Fire Streak cantered off and shouted as he bucked a set of weights over with a crash before hanging his head.

Spitfire, however, rounded on Corey and Rainbow Dash, lifting her goggles and staring at them with her eyes narrowed and her mouth open.

“What did you do?!”

Rainbow appeared somewhat stunned to be addressed this way, and choked out “W-what?”

“One of the best fliers I’ve ever had just died under my command! One of my best friends, one of my teammates, and you’re going to tell me why!

“Where were you, and what possessed you to fly here with things like that chasing you?!”

From the stairwell, a voice Corey might have expected from a surfer floated over to them.

“Would you mind if I were in on this too, Captain?”

The voice came from a stern-looking white unicorn stallion, rather larger than the others Corey had encountered, which he would admit wasn’t many. Still, given the average pony height, his horn would only just reach Corey’s nose. He was also the first he’d seen with unshorn fetlocks. He wore purple and gold armor complete with a Romanesque helmet, like a centurion might wear.

The stallion’s face relaxed upon seeing Rainbow Dash. “Hey, you were one of Twili’s friends! One of our bridesmaids even!”

“Oh, hey Shining,” Rainbow said, relieved to see a familiar face.

“Shining Armor,” Spitfire addressed, “glad you’re here, it’ll make this easier.”

“ ‘Twili?’ ” muttered Corey, before his eyes glanced over the familiar star-emblem on the front of his chestplate. “Are you related to Twilight?”

“I’m her big bro, though you’re a tall drink a’ cider yourself, spider-legs. Mind explaining what’s going on here?

“Princess Celestia said my sister was helping with this disappearance situation. Were you both in on that?”

“What does any of this matter?!” Spitfire shouted. “Armor, one of my team is dead! These two brought one of the most dangerous things I’ve ever seen screaming to our doorstep! They endangered everypony in the city!

“Now I’m going to have to explain to Breezie’s family that she was killed while I was in the air! That... that I couldn’t protect one of our own not even a mile outside the capitol.”

They stared at her as she glared, though there was a visible sulk in the way she held herself. Shining Armor walked in front of her.

“Captain, I’m sorry about her. I’ll be willing to accompany you when you deliver the news. I was on-duty as well. But I think we should give these two the chance to explain themselves.”

He turned back to Rainbow and Corey. “You were saying, Miss Dash? About the disappearances?”

Dash nodded rapidly. “Yes, we’ve figured it out, and it’s bad. These aliens called ‘humans’ have come through from some other world, and they’re about to invade!”

Shining Armor stood still for a moment. “Aliens? Is that so?”

Corey stepped forward. “Sir, I’m Specialist Fourth-Class Corey Webber, and I’m one of the humans she’s referring to.”

Spitfire laughed mirthlessly. “Yeah, so you sold-out your own kind, did ya?”

“Mandeville is not ‘my own kind.’ He’s a lone operator, and he doesn’t represent my race. I was sent by my government to stop him, but that all backfired, and we ended up in your territory.”

Corey turned to Shining Armor. “I helped your sister, her friends, and even Rainbow Dash here escape from his base of operations after they got captured.”

“This guy took my little sis’ prisoner?!” Shining roared.

“Yeah,” Rainbow Dash said, “and he did this to all of us.”

She turned her right flank towards them, showing them the branding mark. Both captains stared, their frowns deepening the more they considered it.

“Can we get a medic to have a look at this?” Shining Armor asked while trying to control his heavy breathing. One of the pair sent to help Breezie broke off and began examining Rainbow’s cutie mark.

“They did that, to my sister?”

Corey only stared at the floor.

“Where is she? You said you helped them get out, why isn’t she with you?”

Rainbow turned, wincing as the medic began dabbing at her cutie mark wound with a wet cloth.

“We agreed me and Corey should make a break for Canterlot, let Celestia and Luna know about the invasion before it was too late. Twi and the others are heading to Ponyville, to evacuate.”

“You think it’s that bad?” Spitfire asked.

“It’s worse,” Corey answered. “You saw what that thing did. That’s called a SHADE. It’s a big flying killing machine. You saw what it let loose into that cliff. We’ve had to kill five of those things before we got here, and a lot of other toys Mandeville has.

“Without what I know to prepare you, he’s going to roll through this city like it’s not even here. Your leaders need to hear what I have to tell them.”

“How do we know you’re not just a spy?” Shining asked.

“Good point,” Spitfire agreed. “It could just be a ploy to get close enough to the princesses. Why trust you?”

Corey was about to open his mouth, when Rainbow’s voice spoke up behind him.

“Corey is not a spy!”

The group looked back at her, Corey included. Rainbow’s wings were flared, and she stared between the two captains stubbornly.

“He saved our hides several times, he was always good to his word, and he cares. He cared enough about one pony that came with us, that when we... lost her...”

Corey smiled at Rainbow, who almost returned it.

“It hurt him. That wasn’t an act. He really cared about her, about us. He almost died in one attack, and we had to save him. If he were a spy for Mandeville, he’d never have tried to really kill him. I wasn’t sure about Corey before, but... I... I trust him.”

Shining Armor and Spitfire turned to each other a moment. Corey broke the silence.

“If it helps anything, I’ll let you hold onto my weapons. But Mandeville is coming, and he’s bringing a machine army. You’re going to need all the help you can get. I don’t want to see any other Equestrians go the way of your friend, Captain.”

Once again, there was silence, mixed with the odd sob in the background.

Twilight Sparkle was worried. Not the usual sort that came with trekking through the Everfree, particularly off-trail, but for the two that had left them.

A while after they left, the group had witnessed four staggered SHADEs pass overhead in the same direction. Twilight could have sworn she heard subtle popping noises, but with the ambient forest noises it was difficult to tell.

In the meantime, they were following Fluttershy’s lead, given she was the only member of the group who knew her way back from the bear cave.

“Now, you’re sure this is all familiar to ya?” Applejack asked.

Fluttershy nodded energetically. “Very sure! This is the way I always go.”

“Dear, I am surprised you don’t mention your little expeditions more often,” Rarity commented. “It is the Everfree Forest after all.”

“Well, usually Mister Bear escorts me, but he’s still getting over his hibernation right now.”

“Y’know, I tried sleeping for a few months one time,” Pinkie said. “It’s impossible to find a good position to stay comfortable for that long.”

“Wait, you tried sleeping for months?” Twilight asked. “Don’t the Cakes kinda need you, don’t you pay rent?”

“Aw, that’s no problem Twilight. Y’see, I do most of my work without even knowing it anyway. I’m a sleepbaker.”

“A what?” Rarity asked.

“Well, know how some ponies walk in their sleep? I’m kinda the same way, ‘cept I don’t just walk. A lotta the time, I bake stuff!”

Applejack smirked. “Pinkie, sure as sugar, you are one of a kind.”

“Uh, pardon me ladies,” Rarity said, staring suddenly southwest, “do you hear something?”

Indeed, there was a building noise. A dull whine, a sharp sound of snapping branches, and numerous deep clicking sounds.

“It’s getting louder,” Fluttershy noted, taking a step back.

Twilight gasped as she saw it, and whispered, “There!” pointing into a crack between the trees a hundred yards away.

It was a shadow, creeping slowly over the forest floor, until one of the trees began vanishing, pulled forward until it was ripped from the floor.

“That poor tree,” Fluttershy moaned.

Applejack’s eyes narrowed as she shook her head rapidly. “What in all tarnation is that about?”

They got their answer promptly, as the culprit rolled into view. A gargantuan yellow machine on similarly proportioned treads, with a front end constructed of rotating, interlocking bladed cylinders that were devouring any obstacle in their path. The tree this metal monstrosity had taken was now being shunted out of vents built into its side as a dusty mulch, defining the edges of the trail it was busy blazing.

Already it was tearing into another tree in front of it, the dull, low noise oddly inconspicuous in the dense forest.

“Clearing a path for the invasion?” Rarity suggested.

Twilight groaned. “Oh, Corey was right! They’re gonna at least pass Ponyville! I need to find a familiar spot so we can teleport.”

As the machine moved onward, almost out of view, other treaded vehicles moved forward. Twilight didn’t need to be told they were tanks. The form was distinct, the same long barrel for its main cannon, more compact without the need of a driver, but with far less angle in its armor than what she was familiar with.

And marching alongside were the CID, which upon seeing, the girls scrambled behind a tree to evade.

“Better back off gals,” Applejack whispered, “nice and quiet-like.”

Indeed, they set off east until reaching a clearing where they could no longer see the army for the clutter of trees.

“Alright,” Twilight said at last, “come on girls, we need to do this double-time.”

As she took a step north again, a large serpentine head rose groggily from the brush, blinking its great cat-eyes as it focused on the creature disturbing it.

“Uh, Twilight?” Pinkie said, her eyes widening as she stepped carefully backwards.

Twilight, meanwhile, stood frozen as the beast flicked its forked tail out at her. Her mouth went dry as it hung open.

“Twilight, run.” Applejack told her, but she remained stock still, shivering as the snake examined her.

“Twilight!” she repeated. “RUN!”

Finally broken from her reverie, Twilight panted deeply as she turned tail and bolted away. The snake however, almost expecting this, struck.

Twilight let out a shrill scream of terror as the jaws caught her from behind, stuffing the back half of her body down its throat.

“HELP ME HELP ME HELP ME!—”

“No!” Fluttershy shrieked. “Spit her out, this instant!”

If the snake could understand her, it didn’t demonstrate doing so, as it closed its mouth over the hollering unicorn and gulped her down easily. The bulge of Twilight’s body crawled down its throat, the muffled screams more frantic than ever.

“Twilight!” Applejack cried, before leaping forward and grabbing the snake’s neck with all four hooves, hanging on as the bulge reached her to inhibit its progress deeper inside.

“You scale-ridden fiend!” Rarity shouted, turning a small army of needles from her bag into a prickly shotgun blast, peppering the beast well underneath Applejack.

A pained roar and bleat suddenly arose behind the snake, as the oversized heads of a lion, a goat and the body between them all reared up in pain. Applejack was flung off by a snap of the snake/tail, and Twilight continued her writhing path inside the chimaera’s body as the three-headed beast took off in surprise.

Crashing through the trees, it searched around for its assailant, before finding the trailblazing machine to the west and plowing into it with full force. The machine’s side was dented, resilient to the chimaera’s attack, but it was enough to dismount the crushers and bring its progress to a dead halt.

Nearly as soon as it was visible, the drones opened fire upon the monster, which at first only made it howl as it swiped, knocking over a tank and swiping dozens of CID into pieces with its paws.

The girls arrived, looks of horror on their faces as the carnage continued. The chimaera stepped back out into the trees for another charge, but as soon as it turned around, one of the tanks fired its main cannon into its chest. The monster fell, tumbling with the force of a landslide. Groaning, bleating and hissing, its lungs deflated as it lay still.

“No,” Rarity said, taking off towards the hulking body. “No!”

“Rarity, watch it!” Applejack whispered, checking that the drones weren’t coming out to investigate.

As the ponies approached the body, they listened for anything, any noise that might mean Twilight was still there.

“Twilight!” Pinkie cried, before being hushed by Fluttershy.

Pinkie pressed her face into the chimaera’s fur, and unleashed a muffled scream of Twilight’s name into it.

“W—we’ve got to cut her out of there!” Rarity cried. “She might be unconscious, we can’t just leave her in there!”

Applejack closed her eyes. “We can’t get through all that muscle n’ hide in time, even if she did survive.”

Pinkie’s eyes went huge with tears as she grabbed Fluttershy in a hug and sobbed into her.

“Oh-ho Twilight!” Rarity moaned. “This isn’t fair, not after all you’ve done, for us, for me, for Equestria! How can it end like this, Applejack?!”

She bawled her very mascara off into Applejack’s neck as a figure stumbled through the forest behind them, turned, and then sprinted with a wobbly gait in their direction.

“Girls!” Twilight cried, panting, her wide-eyes shrinking somewhat as her soaking wet coat and mane drooped onto the forest floor.

“Tw- Twilight?” Fluttershy asked, as the others slowly stared, rubbed their eyes or shook their heads.

“Twilight!” they shouted as one, latching onto her.

“How in the name a’ Paula-Red are you back out n’ about, ya snake-bit filly?!” Applejack asked.

“Yeah!” Pinkie agreed. “We saw that snake-tail-thing gobble you up!”

“Did it spit you out, somewhere along the way?” Fluttershy asked.

“No,” Twilight said, a thousand-yard stare taking over her eyes. “No, I landed in its stomach... it was dark, and slimy and...”

She shuddered, as the others pressed in closer.

Rarity squinted her eyes as she shook her head. “Well, how on earth did you escape then?”

“I panicked,” Twilight said unnecessarily, “when I realized where I was, and I took a chance and teleported out.”

“I- isn’t that dangerous?” Fluttershy asked her.

Applejack chuckled. “Yeah, couldn’t you have ended up underground, or in a tree or somethin’?”

Twilight nodded, almost ashamedly. “I think at that moment I wanted to be anywhere but in that s-sn... i-in that snake’s belly.”

“Well, it was that chimaera actually,” Rarity corrected, “but given what happened to the poor brute, you were probably right.”

“Yeah!” Pinkie cried. “It broke the tree-eating machine!”

“Well, that’s good then!” Twilight tried to smile, despite still shaking like a leaf. “Mandeville will have to fix it before he can move those drones any further. And I glimpsed that ruin where we defeated Nightmare Moon when I got out! I know where we are now!”

Applejack let out a satisfied cry, before saying, “Fantastic!

“We can get back to Ponyville now, right?”

“Almost,” Twilight said. “Our first stop needs to be Zecora’s.”

Pinkie gasped. “You’re right! She wouldn’t even know! And then her treehouse might get eaten, and it would just be the saddest thing...”

“Okay then,” Rarity agreed, “Off to Zecora’s. Are you ready Twilight?”

Twilight’s horn glowed brightly. “Yeah, ready to never see this spot again.

“By the way, can we never mention this ‘getting eaten’ thing?”

Rainbow Dash was feeling a lot better about things. The medical ponies had quite literally worked their magic on her cutie mark, and by now it was looking much improved. They told her it would still be a scar, but that the hair would grow back over it until it was barely noticeable.

This made the long awaited walk to the throne room all the more satisfying. Finally, they could speak to the only ponies in Equestria that might stand a chance.

Beside her walked Corey, stripped of his weapons and pack, as he promised. Shining Armor himself and an escort of guards accompanied them on either side.

Corey received a few stares as they walked through part of the city to reach the palace proper. The stares were more curious than fearful, ponies turning to ask questions of their friends, likely concerning if they had any idea what he was supposed to be.

Corey was more concerned with the residents not watching him. It was a bustling town, the sort of cheery everyday drudgery a Disney film might use to depict an old-timey village... and soon these streets might be filled with the marching of metal feet, to a chorus of panic and unrest.

Corey was brought out of his trance as the sound of a heavy door caught him before he had realized the building was in sight. He and Rainbow watched as the interior was revealed bit by bit, until Shining Armor and the guards ushered them inside.

It was a grand lobby, a staircase in front of them breaking at the top and forming a hallway between two large wings, while a red carpet defined their paths. The entire building seemed to be coated in marble, with tall stained-glass windows letting the sunlight fill every corner.

They ascended the steps, turning left at the top and proceeding towards the great double door at the end of it.

“Compose yourselves, please,” Shining Armor said, staring more at Corey. “You’re about to enter the presence of Celestia herself.”

After giving him a long look, he turned to swing the great doors open.

Inside was a cavernous room, of the same style as the rest of the building, but far grander. The stained-glass windows all portrayed continuous images of the sun over a picturesque landscape, save for one. The one in question portrayed six familiar-looking ponies surrounding an odd draconian beast with all manner of animals parts on various sections of its body. When he realized Rainbow was watching him stare at the thing, she chuckled and winked at him.

At the end of the room, a hundred or so feet in, was a golden throne, babbling fountains of water dribbling down into small pools on either side. Guards surrounded it on both sides. And sitting upon the throne was the most gorgeous creature Corey had ever beheld.

It —no, she— she was by far the largest pony he had yet encountered. He almost hesitated to call her a pony, given her elegant proportions were more akin to a horse. But as they approached, he could see why she was still a pony. She was almost certainly larger than him, but not by much, though he would not be certain unless they were standing face to face.

He could tell she was quite the specimen, both a unicorn and a pegasus, with wings and a horn he instantly respected for the power lesser examples had shown him before. Her mane and tail were a dreamlike wave of blue, green, purple and pink. Either her hair was magical, or the hair was made of magic. She wore golden shoes on her hooves, a golden ornamental brace around her neck and a simply-shaped golden tiara atop her shapely head.

And her bottomless eyes were violet and wise, and looking directly at him.

“Miss Rainbow Dash,” Celestia said, leaning forward. “And...”

She stared at Corey, taking the sight of him in, looking over his feet, his hands, his uniform...

“Forgive me, I’m afraid this is a rare first encounter. I cannot say I am familiar with your kind. Have you a name?”

“Ah—” Corey croaked, closing his parted lips at last and giving a light shake. “I’m Corey, your highness. Corey Webber.”

Celestia stood up, and stepped slowly off of her throne towards them.

Corey felt a sudden compulsion towards humility and sank into a kneel, an act which made Celestia pause blankly, before beaming at him. Upon reaching the level of her subjects, she leaned down, touching Corey’s shoulder with her horn.

“I am Princess Celestia, Corey Webber. I welcome you to Canterlot.”

She stood up again, facing her other guest.

“Surely Rainbow, this cannot be the culprit Twilight sought, can it? Hmm.”

Once more she appeared to evaluate Corey.

“I ask your forgiveness once more, Corey Webber. I suspect your gender, but I would be a fool to say for certain. Do you call yourself stallion, or mare?”

“Stallion, Princess, although that wouldn’t be the term we would use.”

“Enlighten me then, Mister Webber,” she asked, smiling again.

“I would call myself a ‘man,’ your highness, as opposed to a ‘woman.’ ”

“How interesting,” Celestia commented. “But you’ve indulged my curiosity long enough. I sense there is much to be said.”

And there was. Rainbow Dash explained their journey to the Mandeville Arms facility. She described the things they saw, the unseen, ever present computer, and the man behind the madness. Between Rainbow and Corey, they told Celestia what they knew of Mandeville, what Corey had experienced and what Twilight had relayed to them.

In the process, Celestia inquired about the human people, their world and their technology. Corey explained how they had come to be in Equestria, Rainbow Dash relaying the theories Mandeville had opined on the matter. Subsequently, Corey admitted his own guilt in forcing the situation upon their world.

“I submit myself to whatever need or punishment you deem appropriate, your highness. But I beg that you allow me to help you.”

“Stand, Mister Webber,” Celestia said. “Please.”

Corey realized as he complied with the request that at her full height, the top of Celestia’s head only reached his chin, while her horn ended a few inches above his head. And yet, her presence left him no less cowed.

Celestia began circling him, slowly. “Indeed, you are responsible for these events in my kingdom. My beloved ponies suffer as a result.

“But your crime was committed, absent your knowledge. You wrought hatred from love, sought the empty liquor of revenge. But I see too well that you have paid for your error. As I feel a duty to protect my ponies, so do you shoulder responsibility for their welfare.

“I have no interest in punishing you, Corey Webber. But I would ask of the help you seem quite intent on providing.”

“Thank you, Princess,” Corey said.

Celestia nodded almost imperceptibly, before turning to gaze at one of the windows.

“However, if provided the chance, I wish to speak with this Adrian Mandeville. If it is possible to avoid the shedding of innocent blood, I will seek every avenue before considering war.”

Corey and Rainbow gave each other a significant look, frowning.

“Which is not to say I wish to be unprepared, if this machine army arrives.”

She smiled, looking at the pair out of the corner of her eye as their tension visibly left them.

“Shining Armor, if you could escort them to the barracks please? I must wake my sister.”

Twilight rapped upon the door of the gnarled tree house. “Zecora? Zecora, are you there? Please, open up, this is an emergency!”

The door opened nearly the moment she finished speaking, Zecora’s eyes wide open and mouth parted. “Twilight, friend, you have returned! Can it be your quest is fulfilled, adjourned?” She beckoned them inside, quickly closing the door once Fluttershy’s tail cleared the frame.

“I wish that were the case, Zecora,” Applejack answered, “but things have plum gone from bad, to worse.”

“And from worse, to worster!” Pinkie elaborated. “And from worster, to supremely terribly—!”

“I think she gets the picture, hon,” Applejack deadpanned.

“There’s no time to explain,” Twilight said. “Zecora, there’s an invading army marching its way to Canterlot, and they’re going to come right through the forest and Ponyville to get there.”

“Long story short, darling,” Rarity said, “we need you and the rest of Ponyville to abscond to somewhere safer until the coast is clear.”

“Abandon my home?” Zecora cried, taking a step back. “Abandon my brews? Is this a joke? Your news does not amuse!”

“Zecora, we’re leavin’ our homes too,” Applejack said. “Better your home than you.”

“I seek no quarrel with these invaders,” Zecora argued, walking to her cupboards. “Why threaten me? Are they mere raiders?”

“They’ll make an example of anypony they come across,” Twilight said, “just to make us surrender. Just to make us scared enough to weaken our resolve.”

“Plus,” Pinkie began, “they’re tearing through the forest with this big nasty machine that eats trees and grinds them into sawdust! I mean, they might miss you, but then they might not miss you, and we would all really miss you if they don’t miss you! Please don’t stay...”

Pinkie gave her the biggest puppy-dog eyes, and the poutiest lip she had at her disposal. The zebra stood no chance.

“Very well,” Zecora sighed, “I shall go. You must convince Plumeria as well, you know.”

“She’s still here?” Fluttershy asked as the ponies shot each other glances, their ears folding down.

Zecora only nodded, pointing to the side room.

“Oh, girls,” Fluttershy whispered, “she’s going to be so crushed!”

Rarity nodded. “And it’ll be all the worse to hear the part Peppermint played.”

“I’ll have to talk to her,” Twilight said. “She hasn’t spoken to the rest of us. It’ll be better if she hears it from me.”

“We’ll be right here, sugarcube,” Applejack said.

Twilight slowly opened the door to find Plumeria watching the forest outside her window. She looked better, less fatigued than before. She turned to see Twilight as she entered the room.

“Hello Plumeria,” Twilight said, not certain what to make of her expression.

“You’ve been there,” Plumeria stated. “I see it in your eyes.”

Twilight found herself momentarily speechless.

“You would have sent Pep in here first.” A stream of tears readily rolled down her face. “If he was still alive.”

“Plumeria, I’m so sorry.”

Plumeria gave a heavy sniff. “I tried to assume it ever since you left. Y’know, so I wouldn’t be as sad in case he really wasn’t coming back. But... I guess I couldn’t really give up on him that easily.

“Was it...” She sniffed again. “Was it at least quick?”

Twilight nodded. “Yes. He never felt a thing.”

For the next thirty seconds or so, they engaged in a rather awkward silence. Twilight didn’t know how to handle this, so she broke it.

“There’s more, Plumeria. I’m afraid we need to go.”

“Go?”

“Yes. We need to leave Ponyville. Everypony does.”

Plumeria squeezed her eyes shut a moment later. “It’s my fault, isn’t it?”

“What? No!”

“I went into that cave, I triggered it! Now everypony is in danger, aren’t they?”

“It isn’t your fault!” Twilight shouted, scarcely aware of her actions as she threw her forelegs around Plumeria who went silent at the outburst. “It isn’t your fault. You didn’t know. How could you possibly have known? If you hadn’t started it, all of this would only have happened later. It wouldn’t have mattered. Somepony was going to find it eventually.

“You can’t blame yourself for the things you couldn’t predict. It’ll consume you from the inside. Please, trust me.

“It doesn’t start hurting less, Plumeria. You can’t fill the hole in your heart where they once lived. But you can honor who they were. You can remember them, and consider what they would have wanted.”

Plumeria pressed her head into Twilight, shuddering in short spasms.

“I know,” Twilight whispered. “I know.”

Rainbow and Corey arrived at the Canterlot barracks with Shining Armor as their guide. It was rather small for being the center of defense for the city, much more akin to an olden day police station. Armored soldiers practiced in the courtyard, smacking dummies with incredibly shiny swords and hitting mounted bullseyes with bows wielded by unicorns.

On the far side was the office of one ‘General Smolder,’ whose door Shining Armor knocked upon to a prompt answer by a squat brown pegasus stallion with white hair cut into a flat-top. His coat was also grayed between his jaw, nose and sideburns, as if he had a permanent five o'clock shadow.

“Tell me this is a prank, Armor!” the general growled. “I get a note from the Princess, telling me I’ve got to mount a defense against a largely unknown invading force of alien machines! Kid, tell me right now if this is another one of her little games, because we are ill-prepared to fight an actual war.

“War! in Equestria! We haven’t been at war in generations! Long before I held this position! What’s more, I’m going to have to deal with the League of Mages!”

“You called, Smolder?” said a stiff voice.

Materializing beside him was a slender, tough-looking unicorn mare in grey robes. Her coat was a deep blue, her mane a subtle yellow with white accents. She smiled slyly at the general.

“Hello, ‘Therea,” Smolder muttered. “I didn’t see you there.”

“That was the idea,” she said, before turning to the others.

“I’m Etherea, high-mage of the League of Mages. I received a summons from our royal highness to convene here. She mentioned something about an invasion force.”

“Yeah!” Rainbow said. “An army of machines that drive these little bolts of metal into stuff, and launch these flying rockets that make things explode!”

“Machines?” Etherea repeated. “Well that’ll be simple enough. Remove one component from a machine and the whole thing fails.”

“Won’t be that simple,” Corey told her. “These things are armored.”

“Armor won’t stop magic, friend. Fret not.”

Rainbow rolled her eyes. “You don’t get it. All those missing ponies in the Everfree forest were captured! They made them put magic-stopping spells all over the machines!”

Etherea’s smile faltered. “Anti-magic. Yes, considerably more formidable.”

“I’m not exactly the arcane specialist,” Smolder began, “but if they have to ponynap slaves, does that mean our enemy is magically inert?”

“That’s exactly what it means,” Corey said. “We humans are from another world altogether. We come from a place where your magic doesn’t exist.”

Etherea tilted a head in Corey’s direction. “‘We?’ I’ll admit, I’ve never seen your kind in any bestiary, but are you telling me you are a defector of these invaders?”

Corey held a hand up. “I was never on this guy’s side to begin with. This isn’t an invasion of one world by another. This is one guy, with a lot of firepower. And I know a lot about that firepower. You guys want to win this? I can tell you how.”

“On whose authority do we listen to you?”

“Ours, General,” Celestia said, smiling when Smolder realized both she and her sister Luna were walking toward them.

“Princess, and Princess!” Smolder cried, saluting the pair while Etherea bowed.

Corey observed Princess Luna for the first time. Just like her sister, if smaller by quite a bit. Dark, midnight blue with starry hair, similarly gorgeous.

“Do I intrigue you, human?” Luna asked, sensing his gaze.

Corey’s eyebrows rose, not expecting the Olde English. “Forgive me, Princess. Until today, I’ve never seen anything like you or your sister.”

Luna smiled. “Your flattery is noted. But I would think it prudent to hear your testament concerning these clockwork connivers posthaste.”

“I agree,” Celestia said. “General, we’ll need your largest briefing hall, if you would be so kind.”

“Er, yes Princess,” Smolder said, clearing his throat. “This way.”

The Ponyville Mayor’s secretary, a stallion by the name of Sticky Note, poked his head into his boss’ office in the town hall. It was a respectably sized room, the walls comprised of dark wood with elegant shapes carved in. Behind the the mayor’s desk —made from the same wood as the walls— was a single large window allowing sunlight to spill into the room.

“Mayor, Twilight Sparkle is here to see you. She says it’s extremely urgent.”

The tan mare looked up from her scrolls and over her desk, frowning as she stuck her quill back inside its inkpot.

“Twilight Sparkle? Didn’t you offer her an appointment?”

“She’s most insistent, Ma’am.”

The mayor sighed. “Let me talk to her.”

Sticky Note vanished momentarily, before the door opened again, admitting both Twilight Sparkle and Applejack.

“Mayor, I know you’re busy,” Twilight began, “but we need you to stop what you’re doing and help us. It’s urgent!”

“I’m more than aware of what has befallen the Books and Branches Library, Miss Sparkle. I’m deeply sorry for what has happened, and I assure you I have personally put hours of effort into planning its reconstruction. Not to mention ordering the literature we’ll need to restock it. You will neither be homeless, nor the populace bookless for long.”

“‘Fraid that ain't why we’re here, Mayor,” Applejack sighed. “It’s a bit more than all that.”

“What exactly do you mean, Applejack?”

Twilight took a deep breath. “We need to evacuate Ponyville.”

One of them might have blown an airhorn, given the silence that followed. Sticky Note visibly eased his head further through the door, abandoning pretense. The mayor herself only stared between the two mares, as if waiting to hear Rainbow Dash jeering in the background.

“Evacuate,” she repeated.

“Yes.”

“The entire town.”

“That is correct, Ma’am.”

More silence still followed this. Twilight finally took a step forward.

“Mayor, I know it sounds extreme—”

“You’re quite correct, Twilight!” the mayor cried, explosively. “It sounds like the sort of thing that would cause a panic and unrest this town hasn’t seen since—”

“Nightmare Moon?” Applejack offered.

“Discord?” Twilight suggested. “The parasprite infestation?”

The mayor’s hoof slammed into the floor with a sound like a cannon.

“Do not remind me of those debacles! And this would be worse! A cease in the entire town’s economy! Everything shut down!

“We’d have to evacuate the Ponyville Memorial Hospital, transport bedridden ponies! The retirement home, everything! You realize what you’re asking?!”

“We do, mayor,” Twilight said, determinedly. “And we wouldn’t ask if it weren’t absolutely necessary. But everypony in town is in extreme danger if they stay here.”

“Miss Mayor,” Applejack began, “that business with the library weren’t no accident. We went out after whatever did it, and, well... we found ‘em. Found out more than I wish I knew, t’be honest. And some a’ that is that they’ve got an army on its way through the Everfree Forest on its way to Canterlot, and these folk don’t care one thing about what happens to anypony what stands in their way.

“We all need t’be long gone before they burst through those trees, or mark my words Ma’am, ponies in your town are gonna get hurt. Probably worse.”

The mayor looked into Applejack’s eyes, opening and closing her mouth from time to time.

“We’re wasting time, then. I know you wouldn’t lie about something this serious, Applejack. I’ll relay the order.”

Both Element bearers sighed as tension left the room. The Mayor continued speaking.

“The ill and the elderly will do too much to slow down the other townsponies. As the trains can only hold so many, they will take them to Dodge Junction until the threat is ended. Everypony else will make for Las Pegasus. Those roads should be safe.

“I, however, shall remain. I’ll not abandon my town.”

Twilight and Applejack stepped back.

“Mayor!” Twilight shouted.

“Miss Mayor,” Applejack said, “Ponyville ain’t a buncha buildings, roads or what-have-you. Ponville is the ponies that live there. Don’t do some ‘down with the ship’ foolishness when yer’ town needs the leadership of its mayor.”

The mayor stared at the ground as her ears sagged. “Yes... yes, I suppose they do. Very well, I’ll call for a mandatory town conference in the plaza, and get everypony under my authority spreading the word. I’d rather not reveal the evacuation itself until they’re gathered. Hearsay could result in a panic.”

“As you wish, Miss Mayor!” saluted Sticky Note from the doorframe, startling the old mare as she saw a number of other eavesdropping heads retreat almost literally into the woodwork.

Twilight and Applejack strode out onto the streets as the mayor’s staff became impromptu town criers, shouting news of the meeting to any that would listen, and any who wouldn’t.

“Fluttershy!” Twilight cried, spotting her in the plaza.

“Hoo-whee, girl, you’re not finished rustling them critters up already, are ya?” Applejack asked.

“It was Angel!” Fluttershy said, her eyes widened.

Twilight blinked. “Angel? Your rabbit?”

Fluttershy nodded enthusiastically. “Yes! I explained to my little friends, and I was so sure he wouldn’t want to go. I don’t know if you’ve noticed, but he can... be a bit stubborn, at times.

“But it was amazing! He marched himself off into the forest, and while I helped some of the babies, he came back with all these other animals! And they gathered up the little ones and the sick ones and all ran off towards Whitetail Woods! It was like a stampede.”

“Well that’s... good,” Applejack muttered. “Now maybe y’can help us spread word a’ the town conference. I’ve gotta go tell my kin. It’ll take longer to reach ‘em.” With that, Applejack made for Sweet Apple Acres, dodging the townsponies filtering slowly into the square.

“So, it went well with the mayor?” Fluttershy inquired.

“Yes, she’s agreed to evacuate the town.” Twilight answered. “By the way, where’s Rarity? I thought she was with you?”

“She was, but she found the Crusaders playing with fireworks and stopped to talk to them.”

Twilight rolled her eyes. “Cutie Mark Crusader pyrotechs?”

“No. Cutie Mark Crusader cosmonauts. They tied Scootaloo to a firework as big as me. She was wearing a fishbowl on her head. I don’t think it was a good idea.”

“No kidding.”

“Seconded,” Rarity said, trotting over to them. “Sorry dear, I had to stop by the Boutique and... pick something up.”

“Rarity!” Twilight fumed. “There’s no time to be saving our possessions! Whatever it was, it could have been replaced!”

“No, Twilight,” Rarity whispered. “Not this.”

Rarity pulled a case from her bag and opened it. Within was a familiar, magnificent red gem, cut into the shape of a heart.

“Spike’s fire ruby,” Twilight breathed, recalling the incident involving the magnificent stone.

“I’m sorry Twilight, I know it was irresponsible of me,” Rarity muttered, shrinking away from her. “I just... I couldn’t bear to part with it. Not the greatest gift I was ever given, from a f-f-friend I’ll have only in memory.”

She pressed her eyes together harshly, her hoof holding the case to her chest as she nuzzled the stone, as if it were alive and beating.

“R-Rarity,” Twilight cooed, smiling at her while fighting the pout in her quivering lip.

“Perhaps you should keep it?” Rarity offered, levitating the case. “It doesn’t seem right that I should keep something of his to remember him by, not when you’re still hurting so awfully much.”

Twilight’s own magic closed the case and pressed it back towards its owner.

“Spike meant for you to have that, Rarity. I’m not going to ignore his wishes, no matter how much I miss him.

“Besides, I’m pretty sure his heart belonged to you.”

Rarity suddenly leaped forward and pulled her into a tearful hug. Not quite Pinkie Pie in its strength, but it was enough.

“Twilight, you were the very best friend he could have had. I don’t want to hear about you feeling guilty over him, you understand? You’re about the truest friend I’ve ever had! You were true to him as well, and he knew it. You’ve nothing to regret, but that he’s left us.”

“Thank you,” Twilight sighed. “I’d rather not talk about it now though, okay?”

Rarity nodded. “And Twilight... I know you and... well, everypony have seen my attempts to court Corey. I rather wish it had been less obvious. But I want you to know, while I’ll certainly move on with my life... I’ll always keep a place in my heart for Spike. It’s the very least I can do.”

Fluttershy finally engaged the discussion. “Spike wouldn’t have wanted you to be alone, Rarity. You’re right to find somepony. Even if it’s not a somepony.”

At that moment, a fuschia blur stopped on its way through the square.

“Twilight, Rarity, Fluttershy,” Pinkie muttered, eyes drifting momentarily skyward. “Check.”

“You’re including us in the headcount?” Twilight asked.

“When Pinkamena Diane Pie says everypony in Ponyville, she means everypony in Ponyville!

“Oh, by the way! Did you know a baby alligator could stampede? I sure didn’t, till I saw Gummy with all those animals leaving Ponyville! I mean wow-wee! You could see that dust cloud from—”

“Pinkie!” Twilight and Rarity cried. “Headcount!”

“Oh dewdrops!” Pinkie exclaimed before rocketing off again.

Corey watched in awe as the lecture hall slowly filled, all manner of ponies filling the stadium-style seats. Some wore armor, others robes, and a few were draped in important-looking uniforms. The crowd grumbled and buzzed, evidently not told much about this impromptu imposition.

In typical classroom fashion, an old-style blackboard sat opposite the swelling throng. Not a wall of smartglass, or a whiteboard, as Corey was used to seeing, but a true chalkboard like in old-time movies. The smell of it reminded him of the older buildings back in college.

This though, was even more aged than he was accustomed to. Not merely the age of decades, but centuries. There was a dignity to the room, ancient and well worn, yet obsessively maintained.

Beside him was Rainbow Dash, who unlike him looked happy as a clam in receiving the occasional stares from the seated ponies. The only others situated on their side of the room were Luna and Celestia, who were drawing most of the attention by their very presence.

Soon, it became clear that everyone intended to show was present, and Celestia had only to clear her throat to swiftly silence the whispers.

“My little ponies, I wish I had better news. Equestria faces a unique force with hostile intent. A force from another world, difficult as it may be to believe. Losses have already been had on our side.”

The buzz of conversation began anew, and Celestia waited as the significance of her words washed over them before raising a hoof for silence.

“This is why you are all gathered here. I do not wish to bring our peaceful nation into open war, but I do wish to be prepared for it. You represent Equestria’s defense force, and I can count on you to relay what you learn here to ponies under your command.

“Our foe, as we have learned, is without any magical power of their own. Instead, they are wholly reliant upon technology. Though this technology is of such advancement that one might well mistake its workings for magic.

“Their lack of a magical resistance would make them vulnerable to the most tepid interference of a unicorn, but they have accounted for this by capturing unicorns in secret and forcing them to shield their numbers with anti-magic enchantments.”

The muttering began anew, and a mustached, steel-blue unicorn stallion spoke out. “Then to resist is folly! Without magic we shouldn’t even consider war! What is it that these aggressors want from us, cannot we appease them?”

“If diplomacy can be had, it will be,” Celestia answered, “but thus far their actions have been those of a conqueror. I do not believe they will settle for less than dominion over Equestria.”

“The Princesses’ strength is of magic!” a pale green mare said. “If they cannot protect us, we might as well surrender now!”

“Such enchantments can be undone, or even overpowered,” Etherea stated from the front row. “But not in great numbers. We must reserve such action for strategic targets.”

“The small-fry shouldn’t be anything a good sword, shield or bowstring can’t handle,” Smolder commented.

“So you’re going to fight tanks and fast-reacting steel super soldiers with iron broadswords and iron arrows, while wearing iron plate armor?” Corey blurted.

Eyes quickly found Corey from all corners of the room, the curious regard he’d received before now amplified. Taking notice of this, Celestia spoke-up.

“This meeting recognizes Mister Corey Webber, a ‘human’ from the world unknown. He is here in an advisory capacity, as the foremost expert on the alien technology, apart from the one creating it.”

“Uh, thank you, Princess,” Corey said, trying his best not to mutter.

Smolder scoffed. “For being such an ‘expert,’ you betray your own ignorance in suggesting we put so much stock into iron, of all things. In Equestria, our fighters use nothing less than titanium, diamond-tipped if possible.”

“Okay, right, I forgot that rare-earth minerals aren’t as rare here as they are where I come from. But you’re still talking about melee combat, and the most limited form of ranged combat outside of chucking spears at the things.”

“Hey, we’ve got cannons too!” shouted one of the soldiers.

“These things only use varying flavors of cannon,” Corey said. “Not just big mounted ball-bearing launchers. I mean small, accurate. Seven-hundred-years of refinement and perfection into lead-pushing machines that can mow down a—”

Spitfire cried from the far-end of the room. “Smolder, he’s right! I’ve seen what these things can do. Your soldiers will get cut-down well before they’re within striking distance. Our finest marksmares don’t have the range to match, and these weapons can repeat like a flapping wing on a hummingbird.”

“Then we don’t fight them!” Etherea suggested. “We lay traps. Far easier to subdue them without loss of life on either side.”

“First off, some a’ them can fly,” Rainbow Dash cut in at last. “Oh baby, can they fly! And ‘B,’ there’s only one guy that could get hurt on their side anyway. When we said ‘machine army,’ we meant the machines are the soldiers!”

Muttering broke out among the crowd as Smolder spluttered.

“I thought they didn’t have magic! What’s this about the machines marching off to fight all by themselves?!”

“It’s all technology,” Corey explained. “Look, it’s tough to describe, but we basically figured out how to create thinking machines decades and decades ago. As we went along, they got more sophisticated the more we learned how to build them. They’re not as smart as us and can only really do what we tell them, but we know how to make them act and react in certain circumstances. They follow rules, but they’re not what you’d call ‘alive.’ We’re well past the point where they can point at something and push a button until it stops moving.

“Look, there are a lot of these things. They’re tough, they’re deadly and they can react a lot faster than any of us can. They practically see us move in slow-motion.”

“If you know so much about their technology, maybe you can share some weaknesses?” Smolder suggested.

“The only thing I know to be effective is an electromagnetic pulse. It’s a sort of radiation burst that can fry anything with an electronic cir—”

“As warden of the sun, I am quite well versed in these pulses Mister Webber. If I wished, I could send one from my sun and defeat this army myself.”

All eyes were on Celestia as she made this claim.

“However,” she continued. “I know that, young though our technology is compared to yours, to do so would end many lives who depend upon our non-magical resources. This effect would not limit itself to Equestria either, and would easily be seen as a declaration of war by others the world over. As such, I cannot condone this course of action be taken.”

“Then we’re still doing this the hard way,” Etherea said. “If we are so vulnerable in open combat, then we must find a way to eliminate this vulnerability, put ourselves on an even keel.”

Smolder pointed a hoof at Corey. “You! You know all this special technology! What secrets can you tell us that will give us this power?”

Corey shook his head. “Where I come from, every nation in the world has the basic knowledge I have, yet the most advanced one always handily wins in a fight. If you guys fight fire with fire, you’re just going to get burned. Mandeville can’t be fought on his own terms, not here. You have the home-field advantage, you have power he doesn’t. You have to fight fire with magic. He might have protection from magic on his side, but there have to be ways around that. There’s gotta be a way to cheat.”

There was a silence, penetrated by mutterings amongst the crowd. Finally Shining Armor spoke-up.

“Perhaps if we had a demonstration of these weapons, we could better deliberate?”

“That is acceptable,” Luna agreed. “What would be necessary to provide a safe testing environment, Mister Webber?”

Corey shrugged. “A target with a hard backing, some range to use on it?”

“We shall provide exactly this,” Celestia said. “There will be a brief recess, that we might procure the essentials, and Mister Webber’s weapons. We will set up in the barracks courtyard outside. I ask that nopony wander far. Thank you.”

With that, the muttering held back by the crowd erupted as many left their seats and made their way outside.

“Ugh!” Rainbow groaned. “This is such a waste of time!”

“I agree,” Corey said. “I’m gonna ask your sun princess what she knows.”

Before Rainbow Dash could register what he’d said, he marched out the door after Celestia and Luna. The princess pair walked towards the end of the courtyard, to a balcony overseeing the breadth of Equestria as Corey approached.

“Your highness,” Corey called after them.

“By which of us do you mean?” Luna asked.

“Either of you. We might not have time for all of this. All of the ponies I’ve spoken to tell me you’re extremely powerful. They tell me you move the sun and moon, that you’re thousands of years old. If there is any truth to that, then surely you have some idea—”

“Do you accuse us of lying, then?” Luna demanded, rounding on Corey to find themselves eye to eye. “You are too bold, ape-creature!”

“Luna,” Celestia said, “be calm, my sister. If he doubts us, it is because he has yet to be convinced, not that he calls us liars. It is wise not to take rumor for fact.”

“I meant no offense, Princess,” Corey said, taking a knee. “In my world, the sun and the moon move as a product of natural forces, not a divine will.”

Celestia giggled as Luna stared. “‘Divine,’ he calls us Luna, how telling! No power higher than his own kind, so he mistakes us as deities.”

“We are not immortal Mister Webber,” Luna told him. “My sister and I are the progeny of mortal ponies. When fathe— When Starswirl, The Bearded sought to unite the three pony tribes after Equestria was founded, he invented a process that would conceive two foals using the Elements of Harmony and a rather unique set of incantations and alchemical processes. We were bred as rulers before we could even speak, given special power over the sun and moon respectively to remove the potential tyranny and division of unicorns who commanded both bodies before. In embodying the strengths of all three pony tribes, we muddled the separation between them within a mere few generations. The illusion of division evaporated.”

“You were created specifically to rule?” Corey asked. “That seems like a lot to put on a couple kids. You sound less like leaders and more like slaves.”

“Long have we had to ponder these things,” Celestia nodded gravely. “But ultimately it was Starswirl’s gamble. He always admitted he would be incapable of stopping us if we abandoned our rule, or twisted it into something ugly. It was most controversial that we even existed. But with time, the old worries were forgotten, and we learned the wisdom of harmony as he and the other founders had. We will protect our subjects out of duty and desire.

“But we can only do it as two ponies with the knowledge of eons of diligent study. Our wisdom is of this world, Mister Webber. I’m sorry if we disappoint you, but we are not omniscient.”

Corey hadn’t expected them to be, but he had hoped for a bit more than that.

It was then that a bright spot appeared on the horizon. In the distant trees of the Everfree Forest, a speck sat atop a glaring point of light as it rose into the sky, a billowing column of greyish-white smoke building beneath it. Not long after, it was accompanied by a deep rumbling noise.

“Whoa, hey!” Rainbow shouted. “What’s that thing?!”

Corey, the princesses and several passerby whipped their heads around to behold the odd phenomenon.

Celestia frowned, not taking her eyes off of the thing. “That looks like the area you described for this machine factory you spoke of, am I correct?”

“Yeah!” Dash nodded with fervor. “That’s the place alright. Corey, what do you think that is?”

Corey examined it closely as it rose higher and higher, the rumbling ever present. “It’s a rocket. We use rocket-boosters to send people and equipment into orbit around the earth. I don’t figure Mandeville is going to turn this into a nuke-fight, but he’s probably setting up a satellite. From up there, he’ll be able to map out the battlefield. It might even have weapons on it. Either way, not good.”

“Well, now that won’t do,” Celestia muttered. “If you were hoping for proof of my command over the sun Mister Webber, you might pay close attention.”

As Celestia’s horn glowed the brightest golden hue, the sky itself brightened, such that Corey felt a compulsion to look away. Moments later, a golden spear of light shot down from the heavens like a lightning bolt from Zeus. A popping noise filled the air seconds after the sky dimmed once more, like a massive balloon had burst. The spot where the rocket had been before was replaced with filthy-looking streaks of rusty brown smoke, spiraling in several directions.

“Awesome!” Rainbow whispered, not daring to break the silence that had overtaken the onlookers. “I’ve never seen that side of her!”

“It is not a side I flaunt,” Celestia said, “but I’ll not have that thing spying over my kingdom, whatever its intent.”

Corey just watched the smoke drift, eerily reminded of two similar images from his earth’s history, and saw the two Princesses as he hadn’t before.

Twilight stared at the smoke, as did most of the townsponies gathered in the square. The rocket’s destruction could only have been Celestia, she knew, which hopefully meant Rainbow and Corey had gotten there in time to warn her. At any rate, she’d seen the defensive shield surrounding Canterlot by now, so some manner of alert was up.

“Check... check... aaaaaaand... check!” Pinkie exclaimed, before tossing her clipboard skyward. “Everypony! That’s everypony Miss Mayor Ma’am!”

“Alright then, thank you Miss Pie!” the Mayor said over her microphone before clearing her throat. “Citizens of Ponyville, I gather you here with grim tidings and a heavy heart.”

The crowd muttered, staring between themselves, the Mayor and the smoke not yet diffused in the sky.

“I’m afraid that a coming danger is on its way to our town. All citizens of Ponyville will need to evacuate immediately, until the danger has passed.”

The crowd swelled uneasily as the muttering darkened.

“The ill and elderly will be taking the express to safety. All others will join me to Las Pegasus, away from—”

“Is it something to do with that explosion?!” an off-white, curly haired mare demanded.

“Is toxic gas going to flood the town?!” a hot pink, green-maned mare asked, shuddering.

“No, why—?! We cannot afford to panic!” the Mayor cried. “An army is on its way to Canterlot, and will likely pass the town. We haven’t the time to burden ourselves with treasures. Treasure your friends and family, and join us on the road to safety! We leave immediately.”

With that, the crowd flowed down the street in an awkward mass. Several ponies appointed by the mayor stood along the path out of town, directing the crowds.

The five element bearers volunteered to help the ponies taking the train, and were slow-moving the procession of the old and the ill, some in wheelchairs and others on gurneys dragging medical equipment behind them. Applejack was busy carrying Granny Smith on her back.

“I told’ja before, I ain’t goin’!” the withered green matriarch shakily demanded. “If the big toy soldiers wanna take our farm, they’ve got another thing comin’ to ‘em!”

“Granny, they ain’t interested in the farm, they just want to scare everypony.”

“Well they done a good job, ain’t they, eh? Got the whole town runnin’ for cover.” She hacked out a noise that might have been a scoff. “I say we coulda’ whooped their hides!”

“I don’t think they’ve got hides to ‘whoop’,” Pinkie added. “But they do have all these shiny bits, and scary black facemasks!”

“Staging a battle in Ponyville wouldn’t do anypony any good,” Twilight said. “By the time they’re here, nothing Celestia can plan will reach here fast enough.”

With yet more complaints and grumbling from Granny Smith —who was soon followed by other malcontents— they finally reached the station, and began loading passengers onto the locomotive.

“Well, so far so good,” Rarity said, offering a small smile.

Twilight proceeded to look back at the town, which was slowly becoming silent. It was an eerie sight, one she only remembered from when Zecora had come to town before the ponies got used to her.

Gazing off into the forest beyond, she swore she saw a tree topple, not half a mile away.

“Come on everypony, let’s not tarry if we can help it,” she said, smiling as fakely as she could manage.

A shot rang out through the barracks. A thick “thud” and the sound of splintering of wood, as the round struck the target just left of dead-center down range. Noting this, Corey adjusted the sight on his HK G36.

“I strongly advise your soldiers wear some form of ear protection,” Corey said, “because if that was too much, then a real fight’ll do wondrous things for you.”

Corey flipped the rate-switch to automatic, before spraying the target with a loud burst of around nine rounds.

“And this weapon is,” Ethera began, eyeing the rifle’s smoking barrel, “standard?”

Corey nodded. “This is the stuff you give soldiers on-foot. Hoof. Whatever. Everything else is bigger, faster, and can blast a good acre. It’s like I told you, scrambling together some cannons and makeshift guns isn’t going to do jack against this kind of resistance.”

Corey was tiring of the muttering. He had hoped these experts would have some ideas by n—

“Could we make the weather colder?” a uniformed pegasus stallion offered. “So cold they couldn’t ignite their gunpowder? Or wet, perhaps?”

Corey shook his head, pulling back the chamber in his rifle and letting his unfired round fall into his hand. He held it up by the base for them to see. “Our weapons use this compact design to fire the weapon. The head of the projectile is held in a casing, and at the base of the casing is the gunpowder required to fire it. It’s ignited by striking the end with a pin inside the weapon. It’s completely enclosed and resistant to weather. You could fire this damn thing underwater if you wanted.”

“Your kind invested a lot into the art of war,” Shining Armor commented.

Corey shrugged. “We’ve been at this a while. Still, weather’s not a bad idea. Humans have dreamed of controlling the weather since we all lived in caves. But you guys, you can actually do it! This is what I mean! Fight on your own terms. If you could make it rain, and I mean a torrential downpour, you might slow down the heavier machines in the mud. And if you made the air hot enough, like, humid, you could mask all of your heat signatures and confuse their thermal cameras. They’d have a harder time spotting you.”

“A few tornadoes wouldn’t hurt either,” Spitfire added.

“What are they made of?” a unicorn mare inquired from the back.

Corey searched the crowd. “What are what made of? Thermal cameras?”

Finally, the white, bespectacled mare made her way to the front. She was rather small, still decked-out in a modest officer’s uniform with a red and purple mane. “No, the projectiles from that weapon.”

“Mine are lead-core, with a copper jacketing. Mandeville though, his signature is to jacket the rounds in nickel. Some advertising slogan about silver being better than bronze. Bullshit, in my opinion, bu—”

“Nickel is a ferrous mineral!” she cried, beaming.

“A what?”

“It’s particularly reactive to magnetic fields. My father made his living designing safes, and he got around a lot of magical tricks by using magnetic spells to repel safe doors from opening. You see, they could only open inward, so the repulsion kept anypony from forcing the safe without the proper means of access.”

Corey’s mind spun as he tried to figure where she was going. “So. You think you can deflect bullets that way? Because I’m pretty sure I saw an episode of Mythbusters where—”

“It’s not naturally generated magnetism, that couldn’t possibly be strong enough for our needs,” she said. “But magnetic spells can generate fields around objects or ponies small in range but powerful enough to attract or repel ferrous metals with impunity.”

“Well,” Corey said, not daring to get his hopes up, “if it did work, there would be added benefits. Close-up I don’t know how well the repulsion would hold up, but magnetic fields have a tendency to seriously interfere with computers. Those machines won’t be playing their A-game in range of your melee weapons.”

“Is there any way of testing this?” Celestia asked. “Have you examples of these projectiles to test with, Mister Webber?”

“I’m afraid not, but it couldn’t possibly hurt to try, could it? Only a few kinds of metals are magnetic, so as long as you’re not using anything iron it shouldn’t hinder your soldiers.

“Mind you, when Mandeville catches on, if we beat him here and push on to his base of operations, he’s going to abandon the nickel. His weapons will work just fine.”

“Ha!” Smolder barked, smiling. “If we beat him here, I don’t care who he is, he can’t smith and arm with new equipment that fast.”

“Still, keep in mind, the bigger machines use explosive weapons and high-caliber projectiles. That stuff only needs to hit close to kill you.”

While the muttering was louder than ever, a lot of it was of a positive or excited tone. Luna, however, cut in.

“If the demonstration is over, shall we return indoors? We will consider and implement Analyst Moondancer’s magnetic spells if consensus is met.”

“Of course,” Corey said, “I still need to brief everyone on the various units Mandeville uses, so...”

The train’s whistle let out a shrill howl as they finally closed the doors of the express. The occupants weren’t happy, but they were safely aboard.

“How are we gettin’ back from Dodge?” Applejack asked Twilight as she joined her on the back perch of the caboose.

“We’re not going there to begin with,” Twilight answered. “I’ll teleport us off the train when we pass by Canterlot. One way or another it’ll be fas—”

She paused as the cabin jerked forward, tipping her balance as the train began to pull out of the station at last.

“Woo-woo!” Pinkie howled her imitation of the train out a window.

“Pinkie Pie, is it necessary to make pretend train noises on a real train, I ask you?” Rarity’s voice rhetorically questioned from inside.

Faster and faster they sped away, passing the last few buildings of Ponyville.

“Free and clear, y’all!” Applejack cried as Twilight watched the buildings shrink.

“Hey, look over there!” Pinkie cried, her hoof shooting out the window at a spot in the treeline, which looked to be bending outward.

“Oh no,” Twilight breathed, as the trees fell forward, before being drawn into the grinding maw of a huge yellow machine.

“They’re here.”

Chapter 10

View Online

Author’s Note:

Sorry guys, the artist for my chapter covers (Faceless Jr) has run into some hurdles, and thus the art for this chapter is on hold. It will come eventually, but this chapter will be a tad naked until then. Enjoy the chapter!

The quaint little locomotive rolled past the rolling hills and into the tunnels through Canterlot’s peaks. Both the inside of the train’s cabins and a spot on the hillside glowed magenta, before the five element bearers zapped onto the hill.

Applejack stumbled as the group quickly regained their bearings, looking back at Ponyville below.

“Oh girls,” Fluttershy squeaked. “Just look at it!”

They knew exactly what she was talking about. The shapes of scores of CID marched all over the lands surrounding Ponyville. Several tanks rolled in, taking position behind them. All the while, more poured in from the straight gap in the trees. And as the echoing pops from below indicated, several of the tanks had fired purposely into the town. Already, part of the town hall was blown off and aflame. One of the bridges over the river running through town was simply gone.

“It can all be rebuilt,” Applejack said, watching the yet unoffended Sweet Apple Acres. “I’m just glad we got everypony else, or this mighta been about more than damages.”

“Let’s get out of here,” Twilight said. “If they’re already this close, we can’t waste any time.”

Twilight was delighted to hear from Celestia’s seneschal that she was in a meeting in the Canterlot barracks, and raced to find the lecture room therein. It was easy to find, with the pair of pegasus guards outside the door. Gaining access was a different matter altogether.

“I’m sorry ladies, but this meeting is not open to the public.”

“Oh, you’ve gotta be kidding me,” Twilight groaned. “Really, you don’t recognise us at all?”

“Darlings,” Rarity cooed, sidling slowly up to the guards, “we don’t normally play this card, but you don’t know the wielders of the Elements of Harmony themselves? Twice saviors of Equestria and most likely beyond? Do you not even recognize Princess Celestia’s personal protégé?”

“Actually, now you mention it Blitzer,” the left guard began, “I’m pretty sure that rainbow one is one of the Element Bearers as well.”

“Y’hear that?!” Pinkie squealed. “Rainbow Dash made it! Rainbow Dash made it...”

Blitzer sneered as Pinkie continued singing her victorious chant. “What does it matter, Shields? Putting on jewelry doesn’t make you an essential audience to a war meeting.”

“Blitz, did Sarge jam his crop in your ear or something?” the guard called Shields asked, squinting over his snout at his partner with his head turned up. “The Elements are probably Equestria’s greatest weapon!”

“Yeah, the Elements,” Blitzer said with emphasis, “not the jumped-up little fillies wearing ‘em.”

“Excuse me?” Applejack demanded, glaring.

“How dare you refer to us like that, let alone the Princess’ star pupil!” Rarity fumed. “I don’t expect you’ve high hopes for your career in the guard?”

“Oh!” Blitzer exclaimed mockingly. “So what, you gonna tell the teacher on me? Or are you gonna razzle dazzle us with some a’ that star-student magic and give me a reason to arrest you?

“Or how about you get lost till the meeting’s o—”

There was a sharp “thwack” sound as Blitzer collapsed, making a spectacular racket as his armor hit the floor.

“If anypony asks,” Shields said, retracting the hoof he had smashed into his partner’s head, “he was eavesdropping on the meeting, panicked when he heard something scary and galloped headfirst into the wall.”

“Oh goodness!” Fluttershy gasped. “Was that really necessary Mister Shields?”

“Private actually, Miss. Private Shield Shaker, at your service. Just try to be quiet on your way in.”

“Last on Mandeville’s known roster are his heavy-hitters,” Corey said, his hand now ghostly white from having scrawled over most every inch of the blackboard with various rough figures. “The Terrestrial Hovercraft and Unmanned Munitions Platform, or ‘THUMPer’, and the Heavy-Payload Unmanned Aerial Bomber. The last one doesn’t have much of a witty shorthand acronym, so we just refer to it as the ‘Landscaper,’ which should give you some idea of what it can do.”

Corey paused as the door creaked open, and a rather familiar group of ponies slid inside. He and Twilight caught each others’ eye, and Corey smiled back at her as he proceeded.

“Alright, so the THUMPer. Looks a bit like a floating steel pyramid. It’s lined with sensors and cameras all over, so there’s not much of a blind-spot to it outside of close range or the underside. The THUMPer attacks with volleys of surface to surface and surface to air missiles. It’s area-denial in design and limited to line-of-sight. Therefore, it’s likely it’ll be used to protect the bulk of his units, but don’t be surprised if he turns it into a siege weapon either. If a THUMPer is commanded to do so, it possesses one cruise missile to use on a strategic target. These suckers are precise, and designed to clear-out whole structures. They’re also big, so like a lot of Mandeville’s things, if you can hit ‘em with lightning, do it.

“The Landscaper, however, has one job: turn a given region into rubble by spraying five-hundred pound bombs. This is the only other big flying unit you’ll have to worry about, and it has to be big in order to carry those bombs. Make no mistake, if you see one of these heading towards the battlefield, drop what you’re doing and take it out before it takes you out. If one of them had a free shot on this city, it could dump half of it off of this—”

“Princess Celestia, Princess Luna!” shouted a guard from the door, who panted between sentences. “There are all manner of strange machines gathering at the foothills! The guards need their officers back, nopony knows how to respond!”

“Then we must adjourn this meeting,” Celestia said.

“Everypony to their battle stations!” Luna ordered, as the six pony friends and their human companion finally reunited.

“No, not yet,” Corey muttered. “We need more time, we’re not ready.”

“Dashie Dashie, Corey Corey!” Pinkie shouted, smashing them into a hug.

“Well I’ll be a sow in the henhouse!” Applejack cried. “You both made it!”

Rainbow rolled her eyes. “Boy if that wasn’t the trick. Me n’ Corey had to take out four a’ those SHADE things just getting here.”

“I don’t think the one smashing itself on the city-shield counts as a mark on the fuselage, Dash,” Corey said.

“Aw whatever, what about you guys?” Rainbow asked. “Did you really get everypony out in time?”

“Well I was glad to have Applejack there,” Twilight said. “I don’t think the Mayor would have gone with it if not for her.”

“Let’s congratulate each other later,” Corey said, jogging for the door, “we’re not even in the thick stuff yet.”

“Indeed,” Celestia agreed, making the whole group turn their heads to her and Luna before they all vanished from sight in a yellow flash.

The Princesses, Element Wielders and human found themselves on the palace balcony. The balcony was huge, wrapping partly around the castle in such a way that it offered the perfect view of Canterlot and Equestria at once.

“Whoa-holy fuck...” Corey mumbled at the scene below. The plains between Ponyville, the forest and Canterlot were dotted with white points everywhere. It was an ocean of death, ready to crash upon them at any moment, still until the order was given.

“Sister, they do not move,” Luna noted. “What should we do?”

“We must wait,” Celestia said. “Wait for the information from the meeting to filter down through the ranks. The longer they are immobile, the longer we have to prepare.”

“Hey, see that?!” Pinkie asked, pointing at a few black dots climbing towards them.

“Spotters,” Corey told them. “Testing the shield maybe?”

As they watched, the spotter drones reached level with the city, and climbed until they were well within sight of streetwalkers. Four of the spotters began spraying some manner of mist towards each other, holding steady about a hundred feet from each other as the mists met and sank. A third spotter floated behind, and then shot a light, and an image onto the mist.

The townsponies gasped as the image of Adrian Mandeville became visible in the sky, smiling at them.

“Citizens of Canterlot, and Equestria et al!” Mandeville’s voice boomed from the drones. “I am Adrian Mandeville, soon to be your new guardian, provider and master!”

Luna took an exceptionally deep breath, before she found Celestia’s hoof on her shoulder, and saw her shake her head.

“I bring with me, a new golden age of prosperity! From another world, technology will become available to you as well as your magic, and together we shall increase the standard of life for every pony under my dominion!

“I only demand, Princesses of Equestria, that you lower your shield, offer no resistance to my forces and stand down as rulers, that I might take it from here.”

Cries of anger and panic flooded the streets below. Some objects were even hurled at the face in the mist, coming nowhere close.

“But I know this is not a small decision,” Mandeville continued. “You will have one hour, either to lower your defenses and prepare your city to be entered, or for a fight you cannot possibly win. As an act of good faith, no non-combatants will be harmed if you choose to send them elsewhere before our confrontation.”

“He didn’t consider non-combatants when he fired indiscriminately into Ponyville,” Rarity muttered darkly.

“One hour, Luna. Celestia. Make your decision with care.”

The image vanished, and the fog stopped spewing from the spotter drones, which fell out of sight back with the swollen army below.

“We must address them, Luna,” Celestia said, indicating the growing crowd in the streets. “There will be many frightened ponies down there.”

“I... might be one of them,” Fluttershy mumbled as the alicorn sisters stepped to the edge of the balcony. Celestia’s horn glowed brightly, and her amplified voice flooded the air.

“My beloved ponies! Rest assured, we shall not leave you in the clutches of a tyrant! Those of you who wish to vacate Canterlot may do so, but I warn you against trusting a single word from this ‘Mandeville’.”

Luna’s horn lit up as well, thankfully amplifying her voice without the intimidating reverberation the ponies had heard her use before. “Mark us, citizens, the well-intended do not threaten violence to achieve unification! There have been no envoys, no ambassadors, no messenger from this party until the veiled-threat you have just witnessed!

“We would offer a diplomatic solution, but we have been ill-presented the opportunity. We are afraid that the only remaining course of action, is war.”

The very word caused the rabble in the streets to buzz with numerous reactions.

“We will not lie,” Celestia said, “our enemy is of a greatly unknown quantity, and Equestria is not known as a warring nation. But we are not unprepared! An informant has taught us how to fight these invaders, and with luck we can repel them from our land and restore the peace!”

“However,” Luna said, as seriously as she could muster, “it may not have escaped your notice that we are outnumbered. There can be no guarantee that our forces are sufficient, and as pained as we are to do so, we must ask, nay, plead that anypony of age join us in defense of the city. We cannot force you, nor would we, but this is, perhaps, Equestria’s most desperate hour. We shall leave the armories open, such that weapons and armor befitting a defender of Equestria might find their way into the hooves of the worthy.”

“And to all others,” Celestia said, her voice as soft and motherly as any of them had heard, “shelter your loved ones well, my little ponies. Be safe. We shall never abandon you.”

The two sisters stepped away, their horns dimming again. Celestia’s eyes found Twilight’s, and the young unicorn couldn’t help but approach her mentor.

“Twilight Sparkle,” she cooed, nuzzling her. “I’m so relieved to see you returned to me safely.”

Twilight smirked. “I’m not sure how ‘safe’ it all was, exactly.”

“No, perhaps not. But all the same Twilight, I could hardly be more proud of you. Your friends told me what you faced in there, and how mercifully you dealt with our friend Mister Mandeville, despite the hurt he’s cause you.”

“It’s just sad, Princess,” Twilight said, staring at the floor. “I can see why he’s done all these things, and I can’t at the same time. All I can do is... feel sorry for him.”

Celestia’s wingtip stretched towards her, before lifting her chin. “My faithful student, I fear I’m quickly running out of things to teach you. Between that well-sharpened mind and your incorruptible heart, I’d dare to believe you could teach yourself anything I could.”

“Sister, there is much to be done,” Luna said sternly, before shooting an apologetic look to Twilight.

“You’re right of course. Go on ahead Luna, I have but a few more orders of business here.”

“Very well.”

With that, Luna’s midnight wings spread, and she soared like a shot out of sight.

Celestia began to walk indoors. “Follow me, please.”

They realized as they entered the glass double-doors that the balcony was a part of the Princess’ own quarters.

Unmistakable in its regality, the room was grand, in blue stone, gilded in glorious calligraphic designs. A black, similarly gilded fireplace crackled warmly against a wall, a purple and gold rug situated in front of it. Opposite this was a great bed, a hand-furnished chest of drawers and the largest bird cage they had ever seen, holding an inferno-red bird with gold plumage and searing squinted yellow eyes.

“Philomena, my pet,” Celestia called, and the magnificent bird glided effortlessly over to perch itself atop Celestia’s outstretched wing. “Fluttershy, wielder of the Element of Kindness, I believe you and Philomena remember each other.”

Philomena let out a high pitched call, friendly in tone.

“Oh,” Fluttershy uttered, tilting her head down, “yes Princess.”

“You know much about such animals. What can you tell me about Phoenix tears?”

Corey’s eyes widened in understanding, mouthing the word “Phoenix” as he stared.

“Well, actually.” Fluttershy smiled. “Phoenix tears are one of the most powerful curatives known to pony kind. They can heal almost anything, but the Phoenix can only give a single tear in a life-cycle, so they’re very rare.”

“A perfect answer,” Celestia said, making her cheeks redden before levitating a small crystal phial from one of her drawers. Philomena watched as the phial approached her, closed her eyes and dropped a glowing golden drop into it. Celestia stopped the crystal phial, before offering it in Fluttershy’s direction.

“Oh, Princess, I c-couldn’t possibly— I mean, what if you or Princess Luna are hurt? I don’t want to waste something so precious.”

Celestia shook her head. “To jealously hoard such a thing is to disgrace my dear Philomena. Luna and I are far less fragile than other ponies, and we can take care of ourselves. But while the battle rages, we will be bound to one spot, so we might easily be found by and relay commands to the likes of General Smolder and my dear nephew-in-law.

“You, Fluttershy, are an unerringly kind and intelligent mare, and I can count on you to use this gift when its use is the most appropriate. I am unsure whether the Elements themselves will win this war, but I know if we lose you or your friends, replacing any one of you will be an impossible task.”

Fluttershy curtsied, her wings stretching out and bending down to complete the gesture. “I’ll make the most of it that I can, your highness.”

Celestia gave a nod, and turned to a chest on the other side of the bed. The chest opened, and a platinum spool of a golden thread floated over to her.

“Rarity, wielder of the Element of Generosity.”

The mare in question gasped, mouth hung open at the sight of the spool. “Ethereal Thread! The strongest ever spun! Created out of aurum vivum and pure stardust! Only breakable if by the will of the owner!”

Celestia chuckled at Rarity’s wide-eyed rant, before it was held out in front of her. “I know of you to be boundless in your creativity, and I’m sure you will find the perfect use for a tool such as this. I bequeath it to you.”

Rarity let out a ragged sigh as the blue of her magic washed over the spool. “Oh Princess, I’ll treasure it always!”

She then proceeded to kiss Celestia’s hooves, and slowly back off, to the Princess’ imperceptible relief.

“Applejack, Wielder of the Element of Honesty.”

“Yer Highness, Ma’am?”

A pair of shaped, shiny brass cylinders floated out of the chest, lined on all sides by pistons. The inner mechanized workings were lousy with gears and cogs, and on either side were small vents like miniature smokestacks.

“Along with your impeccably truthful nature, I too know that you pride yourself in your diligence in all things you attempt. These boots were presented to the Ministry of Agriculture as prototype aids in harvesting, but they were left forgotten when a pair of investors offered up their own mechanized harvester. I can think of nopony else better to find a use for them.”

“Land sakes...” Applejack said in a breath, before Celestia set the boots down before her.

She quickly removed the back pair of Rarity’s diamond shoes and slid her hooves into the prototypes. Upon either hoof sinking into the bottom, the boots let out a hiss as the gears began turning. Applejack bounced from hoof to hoof, an unmistakable —and literal— spring in her step as steam blew out of the vents at each contact.

“Mind if I try something, Princess?” she asked, retrieving an apple from her saddlebag.

When Celestia nodded, she tossed the apple over her shoulder and made to one-leggedly buck it out over the balcony. What they all got, was a faceful of applesauce as the fruit was smashed in midair by the hydraulic boot.

“Oh hay,” Applejack muttered, as Celestia all but cackled behind them. “I’m sorry folks, that was a mite too much kick.”

“On the contrary,” Celestia giggled, “I very much needed that, my dear.”

“Thank ya, yer highness. Sorry Rar’, but Kicks and Bucky might need these a bit more’n yours. No hard feelings.”

“None at all, darling,” Rarity huffed, taking the pair of diamond shoes back, still wiping apple juice off of her face with a handkerchief.

“Pinkie Pie, Wielder of the Element of—”

“Oh, ooh, ooh!” Pinkie hooted ecstatically, bounding to the front as Twilight glared, scandalized.

Celestia simply chuckled. “Laughter. I understand you to be fearless, even in the grips of the most potent danger. Be it bravery or something else I cannot describe, it still pays to have friends who will come when you need them.”

This time from the chest rose a white-gold spiral horn with a mother-of-pearl finish. Celestia fit the strap around Pinkie’s neck and continued as she stared hypnotically at its mouth.

“This horn broadcasts far more than mere noise. To those who hear it, the will of the caller is known to them. Your call might communicate your own distress, or spur-on your allies. The possibilities only end with your imagination.”

Pinkie gasped two lungfuls of air and blasted them out through the horn, which sounded closest to the song of a humpback whale than anything else.

Rainbow Dash eyed the horn with a frown. “For some reason I feel like getting a banana-cream pie. Not eating one, just bringing one over here.”

The group stared at Pinkie, who only giggled at the attention along with Celestia. “Well, it was a while since breakfast.”

“This seems incredibly dangerous,” Rarity said to nopony in particular.

Celestia let out a non-committal hum, before clearing her throat and turning.

“Twilight Sparkle, wielder of the Element of Magic, my brightest student and dearest friend.”

“Princess?” Twilight croaked, not taking her eyes off of her beloved teacher as a golden amulet with a sapphire stone floated her way.

“For you, I bestow—”

“Princess, I’m sorry, I couldn’t possibly accept!”

Applejack and Rarity frowned at this, while Rainbow’s eyes shot open. Pinkie and Fluttershy simply stared blankly.

“Twilight, you mustn’t be rude!” Rarity whispered.

“You don’t understand,” Twilight explained, “that doesn’t belong around my neck, it belongs in a museum! That amulet was owned and made by Starswirl The Bearded! I referenced nothing but illustrations of it when I made my costume! Historians have no record that it still even exists!”

“It was a gift, in my early years of life,” Celestia said. “It focuses the magical power of the wearer. Much magic is often uselessly expelled in spellcasting, like waste-heat. With this amulet, more taxing spells seem easier. Your magic is not greater than it was, simply more efficient.

“Luna and I have no more need of it, mainly because we later fashioned our own.”

She tapped her own golden piece of royal regalia around her neck, whose existence Twilight had never questioned.

“Still, I...” Twilight muttered. “I’m not worthy of—”

“Twilight Sparkle, you have been worthy for longer than you know. It was not with carelessness that I chose to personally take you on when you were but a filly. In all other endeavors, strength in magical power was never a necessity for you to succeed. While abstaining from giving you this gift has made you powerful of your own right, now may be the time that your power will be tested. I want to see you as prepared as possible for whatever may come.

“And if, once all is finished, you’d still rather it were in a museum,” Celestia began, winking, “I cannot tell you what to do with your own property.”

Twilight smiled, and bowed her head. Celestia took this as a surrender, and slid the amulet over her head. Once set, the sapphire burned brightly in its molding, before dimming to a light glow.

“I’ll use it the best I can Princess. Thank you.”

“And Rainbow Dash,” Celestia said. “Wielder of the Element of Loyalty, one of the fiercest wings in Equestria and the most ferocious of friends.”

“Ah, it’s alright Princess,” Rainbow said, tilting her head away and examining her hoof. “I don’t need any awesome gifts or powers, or anything super-fancy like that. I mean, I suppose if you insist and all.”

“Well that’s quite a relief then!” Celestia exclaimed, wearing a poker-face refined over millenia. “I rather found I couldn’t think of any way to boost your current skill set.”

Nothing about her had changed, but Rainbow’s coat may well have been doused with a few coats of grey. “Oh. Well. Good then. That really is... good.”

“Which is why,” Celestia began, not continuing until Dash’s ears distinctly perked up, “I’m sending you to the Wonderbolts, who will prepare and instruct you before battle. I’m sure they will need a flier of your caliber.”

“Omigosh! Really?! I’m gonna fly with them against Mandeville’s goons?!”

Celestia nodded. “And time really is of the essence, so I suggest you make for Wonderbolt Tower with all hast—”

Rainbow attempted to turn-tail and fly off without another word, only to find her hooves stuck to the floor by Celestia’s magic, making the rest of her body weave back and forth like an old-fashioned toy.

“Oops, one moment now everypony. I nearly forgot. As hypothetical as this magnetic repulsion spell is, I’d like to ensure it is suitably applied. I will perform it myself. If you would all stand still a moment.”

“Whoa, wait, wait a moment!” Corey cried, stepping forward.

“Yes, Mister Webber?”

“It’s just that I...” Corey pulled out the flat, sleek object with the lit screen from before. “Do you think I could keep this in a safe place for now? I’ve got... well, a lot of memories on here, and the only real stuff to remember or see my world again. The magnetism would wipe it all out.”

Celestia smiled softly at him. “Of course, Corey. It will be kept here, safe in my trunk.”

She did just as she promised, levitating the device to the chest and setting it down.

“Ready then, everypony?”

When she received no objection, her horn lit up gold before the world appeared to dim.

“I do believe that should have done it. Now—”

“Bye gals!” Rainbow cried, nearly ripping the paint off the walls as she screamed out the door and over the balcony. Celestia could just make out a stretched-out and echoing “Thank you!” and chuckled to herself.

“For the rest of you, your destiny is your own. However you feel you may best serve Equestria and the world, I welcome your help in this time of trouble. Though if you would, Mister Webber, I’d rather have you on-hoof, that you might help me direct our forces better.”

“I’d say that sounds like a good idea, Princess.”

“Alright then girls,” Twilight said, “We’ll go to the entrance of the city. I’m betting my brother will be there, and that slope will be the only place those CID and tanks can approach Canterlot from. Applejack, you’ll be with me on the offensive.”

“Right’cha are, Twi.”

“The rest of you we’ll need on morale. If you can help the wounded or keep them up and fighting, we need everypony we can get.”

“Morale, dear?” Rarity puzzled.

“Some of those soldiers will be scared out of their minds when they see what Mandeville can do. They need to know they can win.”

“Good luck you guys,” Corey said. “I’ll do what I can to make life easier on you. You work on keeping everyone up and kicking.”

Twilight nodded and offered him a smile. “Okay, let’s get to it then. Hold onto your hoov—!”

The five mares vanished in a flash of light.

“—vesohwow!” Twilight finished, arriving just within the city portcullis with the others, all of whom were smoking in places.

“It might be me,” Applejack began, “but that felt a mite rougher n’ usual.”

“Oh,” Twilight muttered, staring down at Starswirl’s amulet, still faintly glowing blue. “Yeah, I might’ve overdone it. A jump like that would have usually had me reeling for a few minutes, but if I’m not wasting as much magic anymore...”

“It’s fine dear,” Rarity snipped, trying her best to fix her hair. “Ugh! Besides, that will be nothing compared to all this heat and moisture in the air. My mane is going to frazzle so terribly!”

Fluttershy began staring at their surroundings eagerly. “Actually, I don’t remember the weather being like this before.”

Indeed, a gloom had set over Canterlot. Beyond the magical dome, the rains pounded, and fog obscured everything. And as Rarity had said, it was warm, utterly unseasonal for Spring.

“That’s because it wasn’t,” said a voice, drawing the gaze of the mares, who smiled brightly, but none more so than Twilight.

“Shining Armor! Cadance!”

Twilight ran at the pair, who stood just outside the gates. This time, Shining Armor was accompanied by his bride, the pink coated, violet purple and light-yellow maned alicorn whose lavender eyes met Twilight’s with a glimmer.

Twilight nearly collided with them at top speed, wrapping the couple in a Pinkie-like hug —which Pinkie herself promptly joined out of nowhere— and beamed as she hadn’t for a while.

“I’m so glad to see you! I wish it were under better circumstances. But Cadance, what are you doing out here, isn’t it dangerous?”

“Shining’s shield is strongest when I have something to do with it. He needs all the help I can give him today.”

“Can’t tell you how good it is to see you safe and sound, sis,” Shining Armor said. “Rainbow and your Bonobo-buddy spun a grim yarn.”

“Twilight, that thing we heard about your cutie-marks,” Cadance began, “it’s not true, is it?”

“I’m afraid so, but nevermi—”

Cadance spun Twilight around until her right flank was visible, and promptly gasped in revulsion.

“It’s okay, really, it’s not important right now. What were you saying about the weather?”

“Oh,” Shining Armor grunted. “Well supposedly these machines can see your body heat, not just the usual colors. So your boy Corey had the idea to make the air as hot as a pony’s body temperature.”

“Hey that’s right!” Applejack exclaimed. “He taught me a thing or two about that whole heat-visioney business. Sounds like somethin’ he’d suggest.”

“But why oh why the rain?” Rarity asked, eyes wide as though the weather-ponies had simply gone insane. “It’s torrential! How could this possibly help?”

“The rain’ll stop when the machines attack,” Shining Armor answered. “We’re just getting it bad enough out there to get those things stuck in the mud.”

“And the fog?” Fluttershy wondered aloud.

“Well, they can’t hit us if they can’t see us, can they? I mean, if we only have to deal with the ones closest to us—”

“No no no no no!” Twilight blurted. “The CID can all see what the others are seeing! Even if only one of them can find you, the rest will know where you are! They don’t have to see you to hit you!”

“Clear the fog! Yes, clear it!”

Shining Armor took to a gallop, heading down the muddy slopes past platoons of soldiers set up at checkpoints on the way to the valley floor. The others followed, Rarity putting up a small field of magic above her head to catch water droplets, taking pains to avoid the ever-growing puddles and mud spots.

The soldiers watched curiously as they passed until pegasus guards within the platoons took to the air, hovering steadily and flying slowly backwards to fan the fog away. It was eerie to press further and further into the thick fog when they couldn’t see twenty-feet in front of them, with a waiting army somewhere unseen in the mist. It was like wandering a field with a small flashlight in the dark, when you knew for a fact that a chasm existed somewhere inside it.

Finally, Shining Armor stopped at a checkpoint, still calling for the fog to be lifted. The others took a moment more to realize he had stopped, and only began to slow when a soldier cried out to them.

“Wait!”

“What in the world, why—” Twilight asked, her eyes narrowed until she chanced a peek back into the mist.

It was faint, but she was sure she could see a slight, sharp contrast in the color at places in the mist. For a second or so, it might have been her imagination, shapes in the clouds at its most literal. Then several pairs of glowing eye-lights blared through the fog, illuminating the silent swarms of CID standing as sentinels on the opposite of a no-mare’s-land currently occupied by Twilight and her friends.

Neither pony nor machine moved as the fog lifted at last, further revealing the beginnings of the army behind the mist. The ones they could see had their guns trained squarely on the five mares, waiting.

“Back off them,” Shining Armor instructed, “slowly.”

They complied, backing up one hoof at a time, the CID not moving but to adjust their aim with every step. Twilight felt a constant shudder, an ancient, nervous energy bidding her to bolt. She fought the instinct down, every moment watching the CID as they watched her and her friends, expecting them to drop their vigil and attack at every moment.

Something behind her touched her neck and she shrieked, pirouetting in the air and batting the space behind her with one of her hooves. She only found Shining Armor shushing her, and leading her back behind the platoon.

“Alright, that tears it,” he said, only now taking his eye off the machines. “I thought I could talk myself into being okay with you helping, but that was too much.”

“I’m not gonna blunder into another solid-wall of CID, and I’m not going to be up against that alone!”

“Right, because you’re gonna find Mom and Dad and hunker down till there’s a winner.”

Twilight smirked. “Make me. You forget, I outstripped you in magic a long time ago.”

“And you forget that power is nothing without experience. You’re not trained for combat. Besides, you’re a civvy, even with the Elements, even being Celestia’s student and even with being sister to both a prince and Captain of the Guard.”

Rarity advanced on the argument, sighing as she went. “Well, apart from the Princesses saying that anypony was encouraged to help, Celestia herself told us to help in whatever way we considered worthy. If we’re pulling rank already, I do hope you came with better than Princess of the sun.”

Shining Armor growled, before making his way back up the hill.

“Then at least get away from this part of the hill, and stay at range! Let the soldiers taking point get the first wave. It’s their job to take a hit well.”

A few guards in earshot turned and muttered behind him. He didn’t even pretend not to notice.

“What’re you salt-suckers lookin at?! You’ve got the toughest armor and defense-enchantments in Claymore Company! You don’t get to complain!”

As Shining Armor skulked off in the rain, a small stream of ponies pulling carts hauled along their tear-stained foals down the hillside.

“You’re fools if you do this!” Shining Armor shouted at the passing caravan. “Haven’t you seen the smoke rising over Ponyville? Why should you expect better?”

“We’ll take our chances!” one of the older stallions snarled back.

“Please!” Applejack cried. “Not long from now you’ll be pulling yer families through a battlefield! If Mandeville cares anything about ponies stayin’ safe, he won’t touch your homes! Please!”

A wobbly-kneed filly trudging through the mud turned to one of the stallions close to her. “Daddy, I don’t want to go anymore! I don’t want to g—”

“That’s enough, Orchid, come along.”

The child’s protests simply faded as they continued on, until at last they reached the field of machines and paused. Close-up, even the adults were somewhat transfixed by the clinically clean and alien things, standing so still. The children meanwhile did their best to avoid looking at them.

They paused a moment, before deciding to hang left and avoid walking through the robotic hordes, towards the train tunnels that lead back to Canterlot, Dodge and Baltimare.

“Good luck out there, y’all,” Applejack said quietly.

“Alright,” Twilight began, “We’ll do as my brother says and stick back. Applejack and I will keep with the mid-level platoons and the rest of you pick one of the support platoons.”

Fluttershy bit her lip as she did her best to listen. “Um, Twilight? What’s a platoon?”

“Those groups of forty or so set up at each guard post. The ones you’re looking for will be mostly archers if I recall correctly.”

“Exactly when did you learn so much about Equestrian military procedure?” Rarity asked, staring at her.

Twilight smirked. “Who do you think was Shining Armor’s study-buddy when he was trying to get into the guard?”

Then, an echoing scream shot out from behind Mandeville’s ranks, the scream of a young filly.

Pinkie gasped. “Oh no, the abandoners!”

“I think you mean ‘refugees,’ ” Rarity corrected.

“This is no time for jokes, Rarity, we gotta move!”

Reeling slightly from a combination of Pinkie-logic and the fact that Pinkie had opted against joking, Twilight ran after her friends to a spot where some of the soldiers were pointing into the distance. The refugees hadn’t made it far. It seemed as though the CID waited for them to be just far enough from rescue to surround them on all sides.

“Well,” Applejack said, “they’re not hurt or nothin’.”

“That’s the point,” Shining Armor said, having ran back as well. “They’re hostages now.”

“Citizens of Equestria,” Mandeville’s voice emitted at once from every CID near the city, “we have taken a number of Canterlot refugees captive. If the shield is not lowered when the hour is up, they will be executed. How the shield goes down is entirely up to you. Their lives are in your hooves.”

“Great.” Shining Armor gritted his teeth. “Just great, making us watch our backs for scared and desperate civvies.

“The shield can’t just be lowered!” he shouted at the CID. “Its power has to deplete on its own!”

“Shining!” Twilight hissed, resisting the urge to push him behind something made of granite. “Don’t let on that you’re putting the shield up!”

“What am I supposed to do?! I should never have let those refugees past. I knew nothing good would come of it!”

“No,” Twilight agreed, “but I might be able to fix it.”

The group looked to her, quirking their eyebrows, before Rarity silently gasped. “You think you can bring them over with that necklace helping you?”

Twilight nodded. “It’s worth a shot, isn’t it?”

Shining Armor frowned. “That’s quite a distance, quite a few ponies, and it’s non-personal teleportation. Do you really think you can?”

Twilight nodded again, more vigorously this time.

“Heh. Well, I’ve heard of worse bad options than this.”

With that, Twilight focused, not daring to blink as she picked out every one of the refugees in the group. It had to be fast, or the CID might see it and react. It had to be potent, or they might not reach. It was more than she had attempted before.

And it was far too easy.

In a blaze of magenta, the refugees stumbled onto the slanted, muddy hillside, and the sound of the befuddled CID firing into the carts left behind filled the air for but a moment after.

The onlooking soldiers cheered as the refugees nearly climbed over each other to tearfully hug their family members as they realized what had happened.

“Get yourselves to the city and stay safe!” Shining Armor told them, to which many made noises of assent and began the climb back home. “The rest of you!” He stood out in the middle of the path, looking to each soldier of the frontmost platoons. “That is how we beat them! They thought it would be easy to capture our civilians and threaten their lives to make us give in, but they didn’t count on a simple teleport spell! Never saw it coming!”

“I don’t know about simple,” Twilight muttered.

Rarity leaned over to her. “All for effect, darling.”

“That is how we fight!” Shining continued. “We don’t just give them the sword, we show them everything we can do that they can’t! And we’ll win! Win for your families, your princesses, and your natio—!”

At that moment, a series of loud, distant booms and flashes sounded over the field of machines. It was a moment before Twilight realized the source of them.

“Tank fire, get to cover!”

Moments later, shrill whistling filled the air above them, and part of the foothill path was obliterated by a fiery blast.

The ponies scattered, as one guard tower exploded in a shower of falling rock and split wooden beams. The sound of similar blasts further up the foothills suggested they weren’t the only ones this was happening to.

And then, like a hellish sound of endless firecrackers, bullets whizzed through the air at them, tearing pockmarks into the ground, rock and barriers around them. But Twilight found herself, her brother and her friends unharmed. The magnetic barrier was working.

“Archers!” Shining Armor shouted, “Cover us!”

A few of the officers shouted something to the crowds, and a group of unicorn soldiers magically fitted their bows with silvery-looking arrows.

“Loose!” an officer commanded, and the snap of bowstrings filled the air as silvery streaks sailed out towards the advancing tripedal machines. Several stumbled, others swiftly evaded and three crumpled.

“You need to get back with Cadance and keep the shield going!” Twilight shouted at her brother as they took cover behind a stone wall. “And you three need to get with the platoons further back.”

“Twilight, you know we can’t leave you and Applejack alone in all this!” Rarity said, having to shout above the cacophony all around them.

“I appreciate that, but you’re not exactly fighters. And besides, we need more than just fighters to win this! I’ll be happiest if you’re with the support teams.”

“H-how do we get back there in all this?” Fluttershy wondered out loud.

“Magnet or no magnet, we’re gonna get torn apart running up that hill!” Shining Armor agreed.

“Well I know one spell those CID can’t fend off,” Twilight said, leaping out in full view of the marching machines. “Go!”

Twilight’s horn lit up red hot, before a cohesive beam of energy raged forth, far more powerful than any time she had invoked it before. The beam cut across the line of CID like a hot blade, leaving them a technological horror show of severed limbs and bodies. The smoke and glow of melted ceramics, plastic and steel filled the air.

Behind them, CID marched feebly forward in spite of the damage the least of the beam had caused on its way through the others, black marks across their chest plates and flaming punctures in some places. Some movement in the bodies of the front-line revealed legless CID crawling forward, undeterred by loss of limb.

Meanwhile, Shining Armor, Rarity, Pinkie Pie and Fluttershy had taken their opening and were galloping up the hillside.

“Stand your ground! Stand your ground!”

After a mad dash through the mud and debris, past yet more tank-fire that battered the region, the trail curved left, towards the city gates, and there the three mares found the less-accosted support troops. They were dug in tight, behind stone barriers and fresh trenches, but they didn’t refuse the company of yet more ponies taking up their space.

Rarity found herself drawn to a group of amateur archers, whose bows she deplored for their poor condition, and insisted she could fix them up well enough to play them like a harp.

Fluttershy immediately began running up and down the trenches, finding ponies with various degrees of injury and dressing their wounds. Thankfully, the worse-off were being handled by the career medics in the platoons.

Pinkie, meanwhile, was busy offering words of encouragement and regaling the soldiers with her own experience facing Mandeville’s forces. As she reached the back of the trenches however, she saw something that gave her pause. It was a weedy unicorn stallion, barely more than a colt wearing armor that looked too big for him. He trembled, holding his bow shakily, alone.

“Hey!” Pinkie cried, startling the boy, who stared at her as if she were a ghost. “I’m Pinkie Pie! I’m your friendly-neighborhood morale-booster!”

“I-I’m Double Time, Miss. Ar-aren’t you worried?”

“Worried? ‘Bout what?”

Double Time squinted at her, as if still uncertain whether or not she was his imagination. “That we’ll lose, that our friends and family will get hurt, or that we won’t make it out of here alive? I mean, those things, they’re so... so...”

“Aw,” Pinkie enunciated, waving a hoof, “those things? They try n’ act scary, but it’s real funny when you knock ‘em over! Then they act all confused and stuff. Y’just can’t show ‘em you’re afraid! You’ll be fine, Doubly, just stick with me!”

“Y’know, I almost believe you. Do you promise?”

Pinkie began drawing an ‘x’ over her chest. “Cross my heart, hope to fly, stick a cupcake in my eye.”

Double Time looked at her, frowning at her odd ritual.

“Yeah, I promise.”

“It hasn’t been an hour! That liar, what about those refugees?”

Rainbow Dash stared down from the Wonderbolt’s tower. She had had a perfect view of the starting carnage as the tanks opened up on the entire defensive line, before CID began flowing forward like water following a broken levy.

“I dunno, haven’t heard anything,” Spitfire said, watching with the rest of her team. “Haven’t gotten the order to take off yet. Don’t know what they’re waiting for.”

“Hey, hear that?” Misty Fly said, noting a building rumbling noise from an uncertain direction.

“Yeah, where’s it coming from?”

A moment later they got their answer, as the sound increased instantly to a roar as three SHADEs screamed over the mountain behind the city, engaging their hover-mode, and slowly arranging themselves around the city shield. A short whirring sounded, before the twin cannons of each SHADE fired into the glowing pink bubble with a noise like a floored motorcycle engine, the concussion in the air being felt even by streetwalkers. Streams of spent shells ejected like a dotted chrome ribbon from the cannons, but still the shield didn’t falter.

“Hey, looks like Armor’s on top of things,” Fleetfoot said, noting the magenta drop of power floating up towards the shield. Upon reaching it, the drop was absorbed by the shield, which brightened in response.

Rainbow Dash looked below to see the dot of white, silver and blue that must be Shining Armor standing near the city gates next to a similarly familiar pink, violet and yellow dot.

“Yeah, hope it stays that way,” she muttered.

It was then that the SHADEs switched tactics, and fired volley after volley of missiles into the shield. The resulting blasts made everything shake, as it formed bigger and bigger fireballs whose smoke plumes were starting to dominate the view outside of Canterlot. Even from so far away, Rainbow Dash could feel the heat from where she stood on the tower. When at last the explosions stopped, they still echoed across the valley continuously, and the SHADEs slowly backed away and turned.

“Okay, they’re sending us in!” Spitfire shouted. “All wings, orders are to keep on the SHADE units! It’s go time, deploy deploy deploy!”

At last the Wonderbolts took to the sky, followed closely by Rainbow Dash and a colorful flood of weather pegasi, lightly-armored guards and civilian recruits. They flew in loose formation towards the shield and the SHADEs.

“Our informant says they’re out of firepower and will return to some kind of caching unit to restock. Those are our primary targets. Cut off the resupply, take out of the SHADEs when they’re vulnerable. Rookie wings, do anything you can do to keep those little Spotter things off our tails and cause the enemy as much general grief as you can! It’s gonna be chaos on the other side of that shield, so be ready to fly like you robbed a phoenix nest!”

Rainbow watched the army outside the shield as it continued to swarm upon the foothills. It looked as though Twilight and the others were at least putting up a decent fight, with the constant prism of colorful magical bolts and flashes lashing out upon the sea of white.

“Here it comes!” Spitfire shouted as the edge of the shield nearly reached them. “Go go go!”

At last they were out into the battle at large, and immediately Rainbow found herself dodging fire from below. The buzzing black shapes of Spotter drones sailed up at them, nearly matching the speed of the rookie pegasi and firing after them.

One of the poor stragglers was struck in the wing, and spiraled down, chased after both by one of her friends and still more spotters. A bolt of lightning kicked out of a passing cloud by one of the watching weather ponies struck some of the pursuing Spotters and found a grounding in a CID’s head, all of whom went limp and crashed to the ground in one way or another.

Rainbow didn’t even focus on the Wonderbolts, solely honing in on the retreating SHADEs, until she saw something zooming towards her.

She cried out as the world turned white in front of her, and something seared her from the front. She felt herself fly backwards against her volition and fought to right herself as lights popped in her vision and her ears rang, drowning out almost everything.

“Dash?! Dash!” The one exception was Spitfire’s voice from her earpiece, sounding a long way from her.

Finally she regained a hovering position, still rubbing her eyes with her forehooves. “Wh- what happened?”

“You got blown up by a rocket is what happened, kid! Sweet Celestia, you’re lucky! Something just hurled a volley at us from wherever those SHADEs are heading, we just lost about four of the rookies in that, those poor ponies... Think it might be one of those THUMPer things, guarding the cache.”

“Me and Soarin have a visual, Cap,” came Hot Streak’s voice. “For sure, it’s a THUMPer and it’s heading our way.”

Rainbow scanned the battlefield, keeping to a higher altitude until she saw it. Like Corey had said, a building-sized four-sided silver pyramid, floating over the fields and making significant speed for its enormity. As she watched, several panels over its surface slid open, revealing the heads of little rounded tubes.

“Another volley!” Soarin shouted.

“Bolts, let’s give those things a taste of their own! Reverse-vortex, pronto!”

With that, the blue-clad pegasi began a constant circular flight pattern, to which Rainbow caught on quickly. It had taken an entire town of pegasi to create a suitable cyclone before, but between these elite fliers, a healthy hurricane had formed in seconds, twisting unnaturally until the top-end was positioned towards the THUMPer like a massive open mouth.

The Thumper continued its path undeterred, but as it fired a veritable net of missiles, it found them promptly overpowered and drawn into the eye of the storm along with several unfortunate CID. The bottom end of the whirlwind aimed below at a cluster of tanks, knocking several dozen CID off their feet before the surface to air missiles collided, reducing the area to a cloud of fire and shrapnel.

“Keep at it!” Spitfire commanded, “It’s working!”

It was at this moment that the THUMPer’s capstone lifted, in spite of winds that would shred most buildings. Within, a deep, rumbling roar sounded as a huge sleek missile sailed out from the cyclone, the smoke and flame of the launch creeping out from the THUMPer’s underside as it continued floating along.

“Wings, we have a priority target heading towards the city. Take it down, I repeat, take down that rocket!”

“I’ve got it!” Rainbow shouted.

“No, stay with the formation! You’re in too tight to pursue, your equilibrium is compromised.”

“My what?”

“You’ll be dizzy the second you’re out, you can’t catch that thing while doing corkscrews.”

While Rainbow argued, several weatherponies shot lightning after the cruise missile, which sailed past everything on its way. One pegasus even slammed into it from the side, and made to push it, only to slide off.

From near the city gates, a magenta beam shot into the shield and sustained, the bubble brightening in anticipation of the coming blow.

It was for naught, as the mighty missile slammed into the shield with the force of the bomb it was. Fire streamed through the fresh crack in the dome like dragon’s breath, before it disintegrated before the eyes of all, shards falling like broken glass before vanishing completely and leaving a Canterlot naked to the war erupting all around it. And indeed, dozens upon dozens of Spotter drones swarmed inside the city limits, bringing the fight to the streets.

“All wings, break off!” Spitfire commanded. “Shield is down, we need all wings to defend the city! I’ve got visual on the weapons cache, it’s right outside their rally point by the Everfree trail. Gonna take it out and rendezvous back at the city.”

“Boss, what about the THUMPer?” Fleet Foot asked, as the tornado wound down.

“Keep clear, that’s gonna take care of itself any seco—”

At that moment, the sky brightened sharply, just before a heavenly golden ray shot down, incinerating the THUMPer’s armor and igniting its remaining warheads. The resulting blast shook everything for a mile, and made Rainbow Dash very glad she’d visited the little fillies room before taking off. The fireball itself covered several hundred yards and took nearly as many of Mandeville’s forces with it, three nearby tanks laid bare as empty, burned-out hulks.

Spitfire, meanwhile, had taken to flying low, catching a bit of cloud and scooting it along with her just over the heads of the CID army. The cache, a house-sized dispensing unit, sat before her as she sped towards it. Bullets whizzed by her, as nearly every unit in the area took aim. Magnetic shield or not, a lesser pegasus would be reduced to pulp. But she was Spitfire, Captain of the Wonderbolts.

Even so, she winced as a few rounds struck through her feathers, and cried out as a few close-calls grazed her belly and cheek. But finally, she was close enough.

Like a professional swimmer, she flipped backwards and kicked off the cloud, speeding away quick as she came as a lightning bolt shot forth and instantly ignited the cache.

A shockwave rippled across the planes, flattening trees and the nearby Apple family barn. Spitfire quickly found herself racing away, but no longer of her own power, as a hellish heat pushed her out and away. The roiling fireball that resulted might have been seen by Mandeville’s satellite, had it lived to see the cold vacuum. But even after the flames rose into the air, the carnage left behind persisted. Several trees were alight with flames. Drone units that had survived the initial blast had to contend with the ammunition being set off by the blaze, snapping and zipping through the air chaotically, flares of white smoke sometimes arcing into the air like fireworks.

So much had happened in such a short short time, but Twilight Sparkle was certain she would never forget any of it. In mere minutes, she witnessed two of the largest destructive forces she had ever seen top each other, not to mention yet another breaking of her brother’s shield.

The shield, which should have re-engaged by now. That it hadn’t meant something was wrong, surely? In any case, Shining Armor’s special talent was really being put through the wringer lately.

A tank shell slammed into the barrier below, spraying mud and smoke out at the CID, and shaking her of her reverie. She couldn’t afford to be distracted, with the drones doing their best to work out a way past their barrier.

The “barrier” was in reality nothing more than a chunk of the foothills below their position that had turned into a mudhole in the rain. Between the explosions of tank fire and the number of unicorns grabbing rocks from it to hurl at the machines, the hole turned into a steep ditch. The CID and tanks being averse to tackling such terrain, few had gotten up and over since, but the tanks were trying their best to rectify this by blasting it into a more agreeable shape.

Given it had been them who were making this such an issue, Twilight couldn’t understand why the tanks hadn’t aimed for their piece of cover. It was closest, and yet somehow it was receiving less fire than anywhere else. Why didn’t the tanks just fire a few degrees to the right and count on the explosion to do its job?

She wasn’t about to give them tips though, and nor was Applejack, who popped from cover to clock a CID in the head as it tried to climb its way up to them, with her prototype boots. Like a number of others, it flew off ten feet and into the mudhole it crawled up from, a horseshoe-shaped dent in its unmoving metal head. Even so, one of the unicorn soldiers blasted it with arcane lightning. The concept of the “double-tap” had by now firmly worked its way into their heads, given the tenacity of the CID.

Suddenly, they heard the sound of galloping hooves growing loud to their flank.

“News from the city!” cried a lightly-armored soldier from behind them, wheezing. “Prince Guard Captain Shining Armor is incapacitated, and cannot restore protection to Canterlot!”

“What?!” Twilight cried, forming a beam so potent from her horn that an advancing tank exploded outright upon contact with it.

“Apparently he made a direct connection with the shield, to strengthen it. The shield’s failure rebounded into him. He is alive, but nopony can revive him.”

“Ugh!” Twilight groaned. “Shining, I was supposed to be making you worry! So what are our orders?”

“We’re not to let the enemy advance. Our aerial forces are taking care of the city in the shield’s absence.”

“So we can’t do nothin’ up top till we sort things down here,” Applejack said, watching the thinning, but ample drone forces clambering towards them.

A whale-like song echoed over the trenches, as a general sensation of optimism overcame its occupants. Again.

“Don’t give up, everypony! You’ve got this! You’ve got it good!”

The soldiers watched her cartwheel over the trenches, all while carrying and blowing her little magic horn. Some of them tried to ignore her, while others laughed at her antics, their own personal cheerleader doing a one-mare show. It couldn’t be argued that the tension was lessened with her involvement, be it the horn and the oddly positive mood it brought over the listeners, or just because some silly pink mare was essentially dancing in an allegedly deadly war-zone without a care in the world.

However, Pinkie or no Pinkie, the battle was still on. The platoons taking point had yet prevented the army from stomping all over Canterlot, but this enemy wasn’t limited to damaging things right in front of them. The tanks were constantly raining down fire, and it had only been by sheer luck that their trenches hadn’t been hit by a shell yet. One trench hadn’t been so lucky, and Fluttershy was unlucky enough herself to aid some of the few survivors, hooves shaking as she helped to wrap the stump of a foreleg belonging to an older stallion.

“I-I can’t wrap it tight enough!” Fluttershy told one of the platoon medics. “He just won’t stop...”

“It just needs to clot,” the mustachioed stallion told her. “I’ll get Splint, he knows a blood replenishing spell that’ll keep him stable.”

“Please hurry!”

“Fluttershy?” called Rarity’s voice around a bend in the trenches. “Dear, I don’t suppose there’s anything here I can help with? Oh.”

She rounded the corner to see Fluttershy, staring at her bloodied hooves as the soldier groaned pitifully.

“Is... is there anything I can do to help, dear? I’ve already tightened their bowstrings, patched-up their mail. I’m feeling quite useless, and...and...”

Fluttershy turned towards her, muttering something she couldn’t make out.

“Darling, you’ll have to speak-u—”

“It’s all just so horrible!” Fluttershy squeaked. “All these ponies are getting hurt! And what about our friends? I don’t even know if Twilight or Applejack are still okay! And Rainbow Dash is flying around out there with those things! And Corey, what about him?!”

“Please, calm yourself!” Rarity begged, shaking her by the shoulders, before settling down and looking her friend in the eye. “I can’t make you any promises, Fluttershy, but I... I believe in our friends. Twilight is much too smart and skilled to be beaten by some machine, and Applejack is too stubborn. Rainbow Dash is up there with her heroes, and Corey is with Luna and Celestia! If he’s not safe, then nopony is.

“Come now, let’s wash that... that off your hooves.”

Fluttershy nodded, as a whistling above grew louder and louder. Pinkie, meanwhile, was perched above the trench doing some manner of chant.

“Firecracker firecracker, sis-boom— hey!” she yelled, as a slim stallion leapt up and shoved her into a trench. He clambered to follow, but only did so in the wake of a tank shot mere feet from where Pinkie Pie had stood before. The fiery blast threw him into the muddy wall.

Pinkie sprang to her hooves quickly, beaming over at her rescuer. “Hey! You saved my skin just now! I’m so gonna throw you a party!”

She pulled the soldier’s chest to face her, only to gasp at a blank expression and open, unblinking eyes. Familiar eyes.

“Doubly?” she asked, tapping his overly large helmet. There was no response. “D-Double Time? Come on now, that’s not funny.”

She shook him, her eyes widening and straining with every passing moment.

“Please, please! You’re okay, you’ve gotta be okay! I p-promised you’d be okay!”

Her eyes watered as she listened, for a breath, for a heartbeat. For anything.

“You have to be okay,” she sniffed. “Cause, losing a friend's trust is the fastest way to lose a friend...”

She hugged the small soldier’s vacant form, as the tears finally fell.

“...forever...”

For a while, there was nothing but the sounds of war in the background, the distant buzz of automatic and tank-fire. But then Pinkie sat up, nosing Double Time’s eyelids shut, and leaping out of the trench with fire in her eyes.

“They made me,” she said, shaking with every word, “break a Pinkie Pie Promise!”

She pulled out the gleaming horn, and blew into it once more. No longer a purveyor of positive feelings, the message felt by any who heard was simple: smash them all to rivets.

“CHARGE!”

And so Pinkie ran pell mell down the slope, a lone pink blur ducking gunfire and explosions on her way past perplexed war-ponies.

“Pinkie, what on earth?!” Rarity cried as she flew past them on wings of fury. She and Fluttershy stared at each other a moment, before the seamstress grabbed the wounded soldier’s bow and quiver of titanium and diamond-tipped arrows.

“Quite sorry, borrowing these!”

“Rarity, wha—?” Fluttershy asked.

“I’ve practiced in archery a number of times, and I’ll not stand by while Pinkie risks her life.”

And thus, she too leapt out, her voice lowering to a growl, chasing after Pinkie with all she had.

“Cry ‘havoc,’ and let slip the ponies of war!”

Twilight was catching her breath, the tip of her horn white-hot from the constant spellcasting, sweat dripping down her face as Applejack joined her. She had been resting in a more productive way, letting the prototypes do all the work while she merely pressed a hoof into the CID whenever they got too close. It was enough to keep them at bay at least.

And then, the unmistakable sound of a whale song filled their ears, and she felt a slight compulsion to keep fighting. Turning around, she saw the culprit racing downhill, closely followed by Rarity.

“Pinkie Pie?” she muttered.

“Mmm?” Applejack asked.

It was at that point that Pinkie let out a feral cry and grabbed a small cannon with flower-painted wheels from seemingly nowhere. She jumped inside the barrel, and moments later, sailed out with the sound of a party favor. All eyes, pony or otherwise, watched as she arced over the barrier and smashed into a squad of CID like they were ninepins.

“Pinkie, no!” Applejack shouted, before leaping over and into the no-mare’s-land herself, kicking off a CID that had been climbing up the barrier before running to her friend’s aid.

“Shoot!” Twilight exclaimed, before tumbling less gracefully over the side and into the fray. Rarity too leapt over, landing daintily while drawing an arrow with her magic.

And the fight was on. Pinkie listened to her unique sixth sense and had already managed to dodge five CID, making a few of them clobber each other. Arcane lightning struck several CID from Twilight’s horn, and others still faced her heat beam and fell before it. Applejack bucked a few into each other, leaping into others by springing off the ground with her prototype boots and diving into them. Rarity speared a CID through the head with an arrow and turned to a tank that was rounding on them. Magically, she tied one end of her Ethereal Thread to the tank’s barrel and the other to the legs of two CID at the other end of a small robotic crowd. As the tank tried turning its cannon to face the four mares, it ended up dragging the two CID through the crowd, tripping dozens and straining the tank’s turret motor until it bled smoke. And all the while, any CID close enough to engage in hand to hoof combat found its faculties corrupted, if not outright erased by the powerful magnetic field surrounding their targets.

Fluttershy finally wandered over to the front line and beheld the spectacle of four mares taking on an army of robots three times their size, and winning. Looking around, she found most of the other ponies were similarly transfixed. Finally, she grit her teeth and stepped on top of the barrier.

“What’re you all lookin at?!” She shrieked at the soldiers, her eyes huge. “Are you gonna let a bunch of mares win your battles for you?!”

The soldiers glanced at each other, now staring at her.

“Well?! GO!”

With a short wince, the other soldiers drew their blades and charged out into the brawl, closing the distance between them and the futile firing of the CID whose rounds continued to miss almost entirely. Unicorn soldiers telekinetically slashed through the air with their swords, slicing through or cutting deeply into the armor and joints of the CID. Most of them quickly learned to aim for the CID’s curved spine, which made its body below the point of attack seize up or crumple. Other more skilled unicorns had taken to gripping their own limbs in magic and super-charging their kicks, almost putting them on par with the earth ponies who were trampling everything with an electronic circuit in a focused stampede.

The hot air rendered a group of cloaked unicorns as background noise beneath their invisibility enchantments, as they crept behind enemy lines and slowly removed the anti-magic defenses from several tanks.

Pitfall spells were gouging holes in the ground beneath several other tanks, leaving the war machines tipped over like turtles. Their turrets twisted back and forth, incapable of aiming anywhere but at the sky.

One tank in this situation began firing its four-barrelled anti-aircraft cannon, whose rounds were evaded by Rainbow Dash as she pursued a pair of Spotter drones. She kicked one of them in midair, making it weave as she grabbed hold and jammed its barrel into one of the other spotter’s rotors.

The Spotters tumbled down as Rainbow jeered, before flattening a CID that was busy advancing on Fluttershy. Fluttershy leapt backward at this, colliding with a CID that was sneaking up on Rarity. The magnetic interference of Fluttershy’s presence shorted the CID out as Rarity fired arrow after arrow at targets.

One arrow whistled through the air before slicing through a cable in a CID’s gun arm, rendering itself incapable of gunning down Pinkie Pie before she leapt onto its shoulders and started beating its face in with her hooves. She leapt off with a cry as another CID flew into her victim with a loud clattering, before Applejack ran into sight chasing after it, her prototype boots swapped to her front hooves.

Both ponies stopped dead as a tank rumbled towards them, one tread flattening a CID’s head as it crawled over the grass them. The grass, which came suddenly to life, blades swelling to the size of pythons in seconds. Twilight Sparkle stepped behind the two earth ponies, horn aglow as the grassy blades became serpentine vines the width of tree-trunks and wrapped the tank up. The tank’s cannon barrel bent from the constricting vines as the behemoth was picked up, followed soon by the other vines noisily crushing the tank’s armor like an aluminum can.

All three friends hooted in victory, before Pinkie held a hoof up to Twilight, who reciprocated in a hoof-bump. Enthusiastically, Twilight offered a hoof to Applejack, who stuck her own hoof out. With a yelp and a hydraulic hiss, Twilight sailed through the air and out of sight, while Pinkie watched wide-eyed and Applejack’s ears sank.

“Um... oops,” Applejack muttered, before calling out. “YOU OKAY, TWI?”

For every pony that fell to gun or tank fire, —or one unlucky stallion thrown under a tank’s treads— thirty of Mandeville’s forces went with them. Finally the remaining CID began distinctly backing off, still firing non stop in an unmistakable retreat. By no means was the army even a quarter thinned, but the bottleneck proved too effective, and the march too costly.

The soldiers cheered, jeering at the machines as they slinked off to regroup. Meanwhile, the five friends found each other, tired but smiling.

“We did it!” Pinkie shouted, her rage having left her.

“I can’t believe what we just did!” Twilight cried, looking at the mechanical carnage around them.

“Let’s not get too excited,” Rarity said.

Applejack nodded her agreement. “Yeah, we ain’t done with this yet.”

“Right,” Twilight said. “We’ve still got to worry about the Spotters in the city.”

“The Spotters are the easy part!” said a familiar voice.

They turned to see Rainbow Dash, battered and woebegone, landing beside them.

“Rainbow!” Fluttershy cried. “But what are you doing here?”

Applejack stared. “What do y’mean the Spotters are the easy bit, sugarcube?”

“Spitfire got a little hurt,” Rainbow reported, “so she’s backed off to do some high aerial recon. She spotted something big headed this way, escorted by a couple of those SHADEs. We think it’s one a those ‘Landscaper’ things Corey was talking about. You know, the ones that can spray bombs all over the place?”

Twilight unconsciously shook her head. “So why are you here with us? I can only help you so much with something that flies.”

“Maybe not, but how’s your throwing-horn?” Rainbow asked.

“My what?”

In the distance, a dull roar built as a trio of dark shapes loomed over the forest. Two of the shapes were readily identifiable, but one of them was three times the length of the others. It might have looked disc-shaped were it turned to them head-on, but the angle gave away its bat-wing shape.

“I reckon that’s it,” Applejack said. “Must’ve pulled back so they don’t hit their own.”

“Look, there go the Wonderbolts!” Rainbow cried.

Indeed, as the Landscaper closed in, seven blue streaks swarmed upon them. The SHADEs gave chase, the bright trails of turret fire diverting the elite pegasi from the bomber at each turn, while employing their guided missiles. Lightning filled the sky, detonating the projectiles, but none of them could get close enough for enough time to disable it.

“Alright Twi,” Rainbow said, “backup plan.”

Twilight glowered. “Rainbow, could you please share what exactly you want me to do?”

“Throw me at it,” Rainbow Dash told her, “as hard and fast as you can! Make sure you throw me ahead of it, lead the target n’ all that.”

“That’s suicide!” Rarity shouted.

“Nah,” Dash laughed, “you’ve seen me slam into stuff before!”

“All the same, maybe if I heat up the entry point,” Twilight considered, “it won’t be so bad?”

“Can your super-duper heat-ray reach that far?” Pinkie asked.

Twilight shrugged. “It’s worth a try.”

“No more time!” Rainbow shouted. “Now or never, Twilight!”

“Kay, here goes,” Twilight muttered, grabbing her blue-feathered friend in magic and pointing her in the right direction. She leaned her head back as Rainbow moved behind her like she were in a slingshot, and with a wrenching effort, cast her into the sky like a big blue paper airplane.

Rainbow screamed towards her target like a missile, a multi colored explosion occurring in moments, but her momentum had yet to peak.

Twilight turned her attention to the Landscaper, picked a spot on its underside, and let loose another beam of cohesive energy. It made contact, not quite drilling into it, but releasing sparks and making the dark metal glow red hot. Rainbow Dash carefully followed the length of the beam towards its ultimate target.

However, one of the SHADEs broke off its struggle with the Wonderbolts, and began following the beam to its source. It passed Rainbow in mid air, momentarily driven off-course by the turbulence of the rainboom, but correcting until it was back on-target.

The SHADE’s twin cannons whirred to life, and only then did Twilight disengage the beam, teleporting herself and her friends twenty feet to the side. The cannons buzzed hellaciously, gouging foot-deep holes into the ground in a pair of straight lines, hurling dirt thirty-feet into the air.

As it passed, Rarity had an arrow ready, a length of her magic thread tied to it. At the proper moment, she let it loose, a shot that whistled through the sky and fell right inside one of the jets. The arrows itself shattered upon impact, but the thread quickly wound and knotted around the turbine blades, seizing the engine completely. A banging noise filled the air as it lurched over them, smoke billowing from the exhaust. It turned, trying its hardest to remain airborne as it rolled haphazardly.

“Whoa, Rarity, how’d you know that would work?” Pinkie asked, marvelling at the deed.

Rarity shrugged. “Well, I certainly didn’t think it was going to help it. The phrase ‘monkey wrench in the works’ came to me.”

Meanwhile, Rainbow noted the absence of Twilight’s beam, but honed in on the red-hot spot it had left. As the Landscaper’s bomb-bay began to open, she slammed into the bomber from below, ripping through the dark metal like it were paper. She emerged on the other side and kept speeding on, as the Landscaper pitched upward violently, and explosions ripped it apart from the inside. The blasts soon ignited its payload, resulting in an airborne fireball that might have been a second sun.

Rainbow Dash turned back towards her friends as the crippled SHADE did much the same. But before the craft could attempt anything more, she slammed down on top of its nose with colossal speed. It front-flipped wildly over the group and smashed itself across the ground, not exploding, but aflame and unmoving.

Rainbow came to a screeching halt in front of her friends, multi colored flames left where she’d made contact.

The six stood in position, back to back with each other in battle stances, anticipating the next challenger. When none came, they relaxed, as the shell-shocked soldiers cheered.

“That,” Rainbow said, “was awesome.”

“Yeah,” Twilight said, letting herself sag before she laid down on her back. “But could we rest a minute, y’know, before we try anything else ‘awesome’?”

Corey Webber watched everything below unfolding with an odd sense of detachment. It didn’t seem possible to him that it was going so well. They were far from unblemished, but as he stood beside the two princesses on the balcony beyond the throne room, he wondered if the tide had truly turned.

Much of Mandeville’s army lay scattered below, the wrecks of titanic death machines burning into the grass of the valley.

Spotters still buzzed by, Corey taking the odd shot at the quadrotor craft that ventured too close with his G36, returned to him by Celestia.

“This battle is decided!” Luna said, smiling brightly.

“Oh, my brave ponies,” Celestia said. “I do believe you are correct, sister. It will now be down to us, to root out the problem before they regroup.”

“If you go to Mandeville’s facility, CAIRO is your target. Mandeville is smart, but he’s just one man. Kill CAIRO, and this war ends.”

“How will we know it when we see it?” Luna asked.

Corey sighed. “I don’t know. I know that CAIRO is designated ‘Omega,’ but that doesn’t narrow it down. Everything designed as a base system is Omega. Nobody’s ever seen CAIRO’s core. I assume it would be big, but it’s still probably well hidden. Mandeville guarded it jealously. I wish I could tell you more. If I had known where CAIRO was back when I was trapped in there, I’d have killed it myself.”

Celestia extended a wing around his back. “You’ve done more than enough, Mister Webber. If not for what you’ve told us, there would be no victory her—”

It was then that a Spotter flew over their heads, a blast of air from its four rotors ruffling Corey’s hair as it sped into the throne room to the great doors, and slammed into them. The door shuddered, and the Spotter fell, spinning feebly until its rotors stopped moving and it lay motionless on the floor.

Luna looked around the room. “Is everypony alright?”

“What the he—” Corey began. “Since when do Spotters go kamikaze like that?”

“A desperate charge, perhaps?” Celestia offered, as the six guards in the room converged.

“Doesn’t even have a gun,” Corey noted, stepping towards it. “Why would—”

At that moment, a spot in front of the drone became blinding, as a white and prismatic light filled the room. Moments later, and five figures appeared in the center of the light. Not a second after the flash faded, a series of gunshots filled the air. And then, silence.

Celestia’s guards fell, some groaning, some dead before they struck the ground. Celestia watched the CID aim her way, her eyes widened at what had been done in her very presence.

“No!”

There were only four CID, however. At the center of the group, was Mandeville himself. Wearing a blue and black uniform, he stared over at them.

“That’s right,” he said, smirking. “I can fucking teleport.”

The CID retained their aim on Celestia and, —along with Mandeville— slowly walked down the throne room towards them.

“But how?” Luna wondered aloud. “If this were within human capabilities, why have the army walk here?”

“It’s not within human capabilities,” Mandeville said. “Well, unless the human in question is wearing this.”

He held up his right arm, upon which a silvery gauntlet was attached. He flexed his fingers, revealing a sort of focusing crystal in the palm. But the situation became no clearer, until the three looked below the wrist, where two carousels under glass casually spun opposite directions like a gatling gun. But rather than gun barrels, several stubby, colorful fluted cones glowed in distinctive hues.

Celestia gasped, unable to look away from it. “What have you done?!”

“Holy god,” Corey muttered.

Mandeville chuckled, pointing the palm at one of his CID and watching as it lifted into the air on a multi colored aura. “Yes, like it? A unity between Force Five and the others, my own personal unifying field theory. Bridging the gap between magic and technology.

“In fact that’s what I call it. The ‘Bridge’.”

Mandeville let the CID drop, turning back towards the three as it landed catlike on its three legs.

“How?” Celestia asked, her soft eyes still wide and gleaming.

“Well, wasn’t possible until I found a little device in that library,” Mandeville began. “Reverse engineering its method of detecting magical power opened up a lot of doors. CAIRO soon found in his tests that unicorn magic functioned through a combination of neural signals, and a proper application of frequency and amplitude along a sort of three-dimensional sine wave structure. Amazingly sensitive, with all manner of effects.

“When we got something promising, we recorded the conditions and programmed them as presets. Miss Sparkle took to employing her little teleport trick so often, we took note of that one too. I just had to get a frame of reference for where you three were hiding from my little Spotter’s video feed.”

“But power alone isn’t enough to cast spells!” Celestia said. “It also takes the power of will! Affixed to your arm, how can—”

“Easy,” Mandeville replied. “We’ve had functioning cybernetic prosthesis for years. Our technology can interface with the impulses of the nervous system just fine. The Bridge is a part of me as much as the flesh and bone beneath it. And thus, my will is done.”

“HOW MANY INNOCENTS HAST THOU SLAIN?!” Luna bellowed suddenly, in an unearthly blast of sound. “WHAT REPUGNANT CRIMES HAST THOU COMMITTED UPON THOSE WITH WHOM YOU’VE NO QUARREL?!”

“Now now, it’s not as bad as it looks,” Mandeville said, holding his hands out in a mock calming motion. “I can’t afford to sacrifice that many of my workers—”

“You mean slaves!” Celestia shouted, tears rolling down her face.

“You have your word, I have mine,” Mandeville replied. “But no, I took most of these from burial sites. Okay, so grave robbing isn’t much of a step up, but still.”

“That’s sick,” Corey spat. “Stealing the power of the dead to work against the living. Against their own people. Even for you, this is low.”

“Even for me?!” Mandeville growled. “Oh, because you’re a regular boy scout. You think I’d forget you’re the reason I’m stuck here? That you bent my entire life, my legacy, everything I ever gave a shit about over a rail?!

“I was a fucking philanthropist! You were a jarhead stupid enough to die for his country, so you could kill a man you couldn’t convict of a crime he never committed!”

“Mister Webber has acknowledged his crimes and sought to atone,” Celestia said. “And you?”

“And me?” Mandeville parroted. “I arrived in utopia, only to find out I’m not good enough for it. The utopia that’s a fucking lie! A place where they plead love and tolerance, but shame and ostracise you because you didn’t grow up there. Because life wasn’t so damn simple for you. Because you evolved to be an omnivore and not a cute and cuddly vegetarian. Because God decided to actually exist in this world and solve everyone’s problems herself, while leaving mine to the darkness and the chaos of the unknown!

“I look forward to it, princess. To the ponies seeing their gods die, the source of their cute and fluffy unity. In mere generations, they’ll look to your examples of wisdom as gospel, trying to figure out what their dearly departed princesses would have done. Naturally, they’ll begin to disagree, to project their own values onto you. Some might favor one princess, some might favor the other. Some will wildly misinterpret you, out of madness or to meet an end. And one day, some of them will wonder if you ever really existed at all.

“Of course, you have the advantage of having letters signed by you, photographs no doubt, perhaps film reels. You have the advantage of the legends being true. But without you they will regress and regress and regress, until at last your world... well, it’ll start looking and feeling awfully familiar.”

“Mister Mandeville,” Celestia said, trying her best to control her quivering voice, “it is true that one day my ponies will be without us. And yes, perhaps what you say will come to pass.

“But you mistake our feelings. We have not rejected your kind! I love my ponies, but they are not perfect. Mister Webber has explained much about the state of your world, and I am sorry you have suffered. My subjects are borne to a land and an era of peace and plenty, and they forget it was not always so. That my sister and I were not always so. I have seen in Corey that our hearts are no different. We are not better than you. If any of my subjects feared or condemned you, it was out of a cultural ignorance. Please, do not paint us with the same brush. If you wish to be given a chance, should you not also give us a chance?”

Mandeville pressed his lips together, breathing loudly and raggedly through his nostrils. “I gave your kind a chance. In fact, I gave you two. No, it’s time you were reminded of what it was to suffer.”

“Two chances?” Celestia asked. “You mean, the two ponies who rejected you? You are a scientist of sorts, aren’t you? Surely you don’t believe such a miniscule sample size can tell you anything about us?

“I don’t believe you. So the question is, who benefits from the lie? Is it us? Or is it you?”

Mandeville recoiled. “I-I’m not lying! Don’t try and tell me what I believe, princess!”

“Is it to justify yourself of something more petty?” Luna asked. “Do you resent the world you once tried to help?”

“I gave them everything!” Mandeville cried. “After everything I did for—”

“I offer this once, Adrian Mandeville,” Celestia said, her voice going stern. “End this madness, and no harm will befall you.”

Mandeville stared, and shook his head like a dog ridding its ears of water. “I came here to end this! You want me to surrender?!”

Mandeville laughed, exasperated.

“I see it in you, Adrian Mandeville,” Celestia told him. “You’re not here to punish my ponies, and you know it. You could not hurt your world back after they betrayed you, so you directed your fury towards us. You cannot admit to yourself that you play the villain’s role, you must justify that your actions are right. You are tired, you don’t want this anymore. You know it is folly, but you press on because you are afraid, because you feel it is too late to turn back.

“Do the right thing, Adrian Mandeville. For once, take responsibility for your actions. You have done too much to keep your freedom, but you may yet be redeemed. Please.”

Mandeville stared at Celestia, shaking. From fear, from anger, none of them knew. His gaze flicked between the two princesses, until at last they found Corey.

“You’re right,” Mandeville said at last. “I can’t exact revenge upon my world through you. Him, however...”

And in a sudden motion, Mandeville thrust his palm out at Corey, who hadn’t sighted his weapon before an invisible force struck him and sent him sailing out over the edge of the balcony.

“Webber!” Celestia cried, turning to rescue the airborne soldier, before the CID fired upon her. An unconscious thought brought a golden shield between the two sisters and the bullets as she turned back to her assassins. “You foal!”

Luna’s horn glowed as she took hold of the five, punting the CID into the far walls and making Mandeville sail, before The Bridge glowed and he floated gently to the ground again.

“You call us godlike,” Luna said, “and yet you challenge us yourself, ancient wielders of the arcane arts, with mere days of experience and the raw power of a few unicorns. From whence doth victory cometh?”

Mandeville chuckled. “Ah, yes, me and what army? Oh right. That one.”

Mandeville pointed over the balcony behind them. Neither princess took the all too obvious bait, until Celestia spotted something floating in the corner of her eye.

“Luna!”

Celestia raised a shield as three Spotters outside the balcony unloaded onto the moon princess, who turned at her sister’s cry.

Luna cried out as four spots on the side of her body were struck before the bulk of the shield ended the progress of the other bullets. Not being instantaneous, the shield slowed but did not stop the progress of the first few rounds. She winced as Celestia watched, her eyes wide and her mouth open.

Celestia bounded to her as she stood, grimacing. “Luna! Sister, speak to me!”

“It’s not bad,” Luna replied. “Just beneath the skin. The shield absorbed much.”

“Interesting,” Mandeville said. “Perhaps you’re more fragile than I was led to believe.”

Celestia ignored him, instead allowing her horn to brighten and dim. “You never applied the magnetic spell. Overconfidence is dangerous, my sister.”

“Magnetic spell?” Mandeville echoed. “That explains a lot, but no matter. When you’re the only game in town, brand recognition isn’t really a concern. I’ll not be using a nickel jacket anymo—”

A bolt of lightning lashed out at Mandeville, striking him in the chest and knocking him onto his back. He groaned, standing up with a great black mark on his shirt.

“What is this?” Celestia demanded. “A strike like that should have at least left you unconscious.”

“My choice of fashion isn’t all about looks, Apollo... or would that be Apolla? I dunno,” Mandeville mused. “Nah, this little ensemble is special. Nanotube weave, with a top-layer of insulated graphene. Several times harder than diamond. Generally conductive, but that’s why it’s insulat—”

A gout of flame swept forth from Celestia, but Mandeville flashed white and manifested several feet to the side, lightning erupting from his own palm, only to be drawn to and absorbed by a sphere of light at the tip of Luna’s horn.

“Did you come to talk or did you come to fight?!” Luna demanded. “Because we’ll not be so mocked in our own throne room!”

“Then let the games begin, meatball hea—”

This time, an icy beam of frosty fluid blasted at Mandeville as he vanished once more, the telltale flash appearing near the ceiling. His body glowed as he fell a distance, before shooting back into the ceiling and crumpling against it. Stumbling he stood up, upside-down on the curved ceiling, as he batted ice off The Bridge.

“Nice try,” he said, before forming a fireball in the gauntlet’s palm. The ice melted, and he promptly hurled the flames at Luna like a baseball. She took to a hover, waiting for the fireball to reach in close and blew it into nothing with one strong flap of her mighty wings.

Celestia meanwhile, fired a simple bolt of golden magical energy, catching Mandeville under the chin and sending him sprawling along the ceiling.

Mandeville groaned as he recovered, looking up only to find a midnight blue face scowling at him upside-down. With a simple flash, Mandeville found himself inverted and falling, shouting in surprise.

Luna’s magic prevented him from falling the full distance, but she still allowed him to crash into the floor hard enough to make him gasp for air. In an instant, she was in front of him again, her magic washing over his body and forcing him upright.

“You think yourself so capable of slaying us?” Luna asked. “Overpower me with this anathema you have created. Are you capable?!”

Luna’s magical grip pulled his limbs taut, pulling hard enough to make him groan. The Bridge glowed, its carousels spinning ever faster as its own magic vied for control. Quickly, however, Mandeville found it proving futile.

“Yes, as I expected,” Luna growled, before slapping him in the face. “You arrogant little child. Granted a new lease on your short life, yet you threw everything away to enact this campaign of brutality! In fact, not even a campaign, but a tantrum. The wails and moans of one spoiled with power he doesn’t respect, with none around to tell him ‘no!’”

“Fuck you!” he spat, before he was forced to the ground by Luna’s magic.

“Was this your vision?” Luna asked. “Where did it end? With you as ruler of Equestria? Would you have ruled the world? What was to happen when your rage broke, and the only one left for you to be angry with, was yourself?”

At that moment, a dark shadow loomed through one of the nearby stained glass windows, and the sound of gunfire and splintering glass filled the cavernous room. All three occupants turned to watch as one of the Spotters tried to shoot its way through. A moment more, and the Spotters on the balcony-side began firing non-stop, drawing the attention of all but Mandeville, who turned his focus on the broken window.

With a thought, the window shattered into great, lethal shards and telekinetically sped towards Celestia.

Celestia saw it all too late. But Luna didn’t.

“NO!”

And before the white alicorn princess, midnight blue flashed, quickly followed by streaks of red.

Celestia winced as glass shards grazed her chin, leg and stuck shallowly into her upper side. But as she turned back around, she felt something warm, wet, and sharp fall into her.

“L-Luna?”

Celestia tried desperately to process what she was seeing. Luna was collapsed against her, her lungs working furiously in ragged breaths that made her blood run cold. She took hold of her sister and began to lay her carefully onto the floor, her magic clearing the space of the broken shards littering the room.

Luna stared back at her, pupils small as she winced and shuddered. At last Celestia could see the extent of the damage. Luna’s body was littered with lacerations, small shards poking out of wounds everywhere, trickling blood over her body.

It was worse still. A jagged piece of glass poked out of her neck, which bled like an open tap. The glass might have been stained red before, but it was impossible to tell. And through her midsection, a slab like a great hydra’s fang gored her. It had been the piercing end that Celestia had felt before, run through to the other side.

“No...!” Celestia moaned at the sight, growing pallid enough in spite of her coloring. “NO!”

A pair of footsteps clapped clumsily against the floor towards the scene. Adrian Mandeville beheld his deed, neither chuckling nor with a smile. He watched, like a child intruding upon something private, and recoiled when a pair of purple eyes found his.

“I-I,” Mandeville spluttered, before Celestia let out an anguished howl, and her horn appeared to explode.

Mandeville was thrown by an invisible force into the opposite wall, while the stone of the throne room cracked and rumbled. The Spotters Celestia had been guarding against flew backwards and out of control, until they struck a building adjacent to them and tumbled out of sight.

Celestia’s horn glowed as she leaned her cheek into her sister’s. Suddenly, the flow of blood heightened, and Luna’s breathing grew stronger. Shards of glass lifted from her wounds, including the knifelike shard in her neck. Luna moaned as it happened, before even the wound in her neck began to knit and heal under an ethereal glow.

“Why, Luna?” she asked. “Why did you not simply shield me?”

“I-I did,” Luna answered, leaning into her sister. “But I was n-not confident it was enough.

“I was r-right.” Luna smiled up at Celestia, her breath still labored.

Celestia shook her head violently, knitting her brows. “Luna, I’m your big sister, it is I that should be protecting you!”

“I am s-sorry, Celly, it was selfish. I just thought, for once, I could protect you. After everything I did, I—”

“Luna, I was never angry with you! There was no debt to be paid! Now, no more talk until I’ve fixed this.”

“Sister—”

“Save your strength, I need to remove this.”

“Celestia!” Luna cried, before gasping air again, as Celestia stared into her eyes. “Please, I’ve little time now. P-please, spend it with me.”

Celestia’s breathing quickened as she shook her head. “Nonsense, I can heal this. I have to try.”

“Even you cannot heal this,” Luna told her, touching the glass slab embedded into her. “Once it is removed, I will follow it shortly. I wane, sister.

“P-please,” she begged, tears rolling down her face, “stay with me, till the end. I... I am afraid to go into it alone.”

“I can’t give up, I can’t lose you again Luna! I’m not... I’m not strong enough to face the years without you... I died every day we were apart.”

“You n-need to find strength,” Luna choked. “These ponies need you... I-I’m sorry.”

Celestia held her sister, eyes streaming as she clung to every breath and beat. But at last, Luna began to convulse.

“S-s-sister, I’m going! I-I—”

“Luna, please hold on! Please! I love you...”

Luna tried to fight the spasms of her body as the light began drifting from her eyes, staring as close to Celestia as she could.

“I-I lo... I... I love...”

Finally, the convulsions subsided, and she grew still.

“Luna?!”

As Celestia watched, her starry mane faded. Each point of light flickered and died, until naught but sky-blue follicles remained where they had glimmered.

Celestia’s eyes wrenched shut as she wept quietly, her horn glowing as the glass slab in her sister’s body dissolved into sand. She lifted Luna into a sitting position, and nuzzled against her cheek as she held her one last time. With her eyes shut, she might have been sleeping.

“Goodnight Luna... Dream sweetly.”

Meanwhile, Adrian Mandeville watched, quite incapable of looking away. It was the perfect moment to strike, and yet he did not. He only sat against the far wall, hand over his mouth, and watched.

Moments later Celestia got up, mottled in her sister’s blood, and walked towards him. She took her time, her face inscrutable, until at last she towered over him.

“Get up.”

The six returned to Canterlot in short order and dashed through the streets, shielding the citizenry from the Spotters’ indiscriminate fire. The machines buzzed through the air en-masse, acting less as assault units and more as a nuisance. Distraction was likely their chief tactic, but that didn’t make them any less deadly.

Meanwhile, more SHADEs had arrived, hovering and zooming overhead. The pegasi were keeping them busy, but one of Canterlot’s turreted towers had already been blown off by a missile, rock and brick smashing into the streets and structures below.

“Inside!” Twilight Sparkle shouted above the din. “Get inside and stay there! Keep away from the windows!”

Twilight guided a group of passerby into a nearby cafe, watching the skies for more trouble. And that was when she saw it.

The moon and sun were slowly drifting apart over the days, but for now it was a visible crescent in the sky. A crescent that, in a flicker and a flash, had turned red.

She stared at the phenomenon. Nothing she had ever read described a lunar event like what she was seeing. It would have been fascinating, were the circumstances not so crushingly suspect.

“Luna,” she whispered to herself, before breaking into a gallop for the palace.

Mandeville slid on his back over the marble floor. He yelped as an electrical arc found grounding at his feet, and he scrambled to right himself again.

“Please! Wait!”

Celestia calmly strode after him, a cold lack of expression in her face. “Fight, if you want me to stop.”

“I-I can’t, please, I’m done!” he bawled, staggering away as quick as he could, before finding his feet drug out from under him and back towards his pursuer. “Oh god, please don’t kill me, I don’t want to die!”

“How interesting,” Celestia said, no anger in her voice. “I don’t think Luna wanted to die either. I warned that you had one chance, Adrian Mandeville. Why oh why should I not do unto you as you have done unto her, and so many others now?”

“I’m sorry!” he sobbed, unable to look at her. “I never killed anyone like that before—”

“Are you lying? Or have you already forgotten the young dragon Spike?”

“I- wha? You know about that? Well, that was different, easy! I-I didn’t even think the glass was gonna work! It was supposed to be simple, clean! I wanted to do it, but I never thought you’d be so...”

“Distraught? Did you really believe that for my sister, the one anchor I’ve had in the world all my life, I would not mourn?

“It was easy to order killing, but you’ve no stomach for the deed yourself,” Celestia nodded. “Your crimes are no less for your tears, nor your intent. Fight for your life, murderer. Defeat me, or accept responsibility for your crimes. At the cost of your own life, I could revive hers, and absolve you.”

“What good is that to me dead?!”

“Consider it a redemption, a deed of penitence sincere enough that you may not be hated in history’s eyes! It is only in the power of the one who took the life, to give it back. Prove to me you’re more than the snivelling invertebrate I see writhing pathetically before my throne. Prove that a good heart still beats somewhere in your being.”

“P-Princess Celestia?” a small voice uttered from the door.

Both human and alicorn turned, to see Twilight Sparkle, beholding the scene with eyes damp and glistening.

Celestia stared. How long had she been standing there? “Twilight?”

“Princess, is it true?” Twilight asked, eyes darting between the room’s occupants, the scrapped CID, and the dead guards. “Is Luna really... Adrian, did you—? ADRIAN NO!”

Celestia barely ducked out of the path of a magical bolt Mandeville had aimed at her face, using the momentary distraction to his advantage. The bolt struck the golden throne, blasting it off its dais while the small pools of water at its base geysered into the air. Celestia froze the water in a flash, the watery trails becoming needle-sharp icicles, which she then controlled to rain down upon the man.

Mandeville’s teeth clenched as he fought, teleporting to safety behind Celestia and hurling a barrage of fireballs, one of which Celestia guarded with her wing. The rest were caught as Celestia’s horn lit, and a whirlwind sprang into existence before her, creating a fiery tornado that blew its way towards Mandeville.

“Princess, don’t kill him!” Twilight bawled over the howl of the miniature maelstrom. “Please, you’re better than this! Luna wouldn’t have want—”

“Twilight, stay down and trust that I have this well in hoof!”

A cry rang out from behind the advancing cyclone, before an unbroken beam of multicolored magical energy blasted through it. Celestia countered, rays of light encircling her horn before a golden beam shot into the oncoming blast.

Kaleidoscopic energy sprayed from the point of impact like a firehose over stone, as Celestia’s beam overpowered her foe’s in seconds, to which all he could do was yelp as he dove for cover.

A burst of light erupted from the wall behind the spot Mandeville had been standing, blinding the room’s occupants for several seconds and leaving a red-hot welt in the marble, which dripped glowing molten stone lazily onto the floor.

Mandeville’s breath heaved as he stared at the spot, before looking back at Celestia, whose horn glowed brilliantly once more.

“Your life,” Celestia said. “One way or the other. This is your final chance. Make your choice!”

“No!” Mandeville shouted, raising his arm as both charged-up for another blast. As they each fired their respectively colored beams however, Twilight’s purple form dashed in between them.

“STOP!” she shrieked, a magenta bubble forming around her body as both attackers recoiled and ended their attacks.

As if in slow motion, both beams struck Twilight’s shield, engulfing and hiding her from sight. With a crashing noise, the bubble imploded as the two energies smashed into the center, and Twilight’s form was tossed like a ragdoll out the other side. She skidded to a stop atop the red carpet defining the path from the door to the now broken throne, legs splayed as she lay, unmoving.

“TWILIGHT!” Celestia ignored her foe, who remained similarly transfixed.

“Kid,” Mandeville breathed. “Sparkle, the hell did you do that for? Jesus, what the hell, I didn’t want...”

Mandeville began jogging towards Twilight, but was promptly cut off by an arc of lightning at his feet.

“You’ll not take another step!” Celestia bellowed, advancing upon him with a glare, forcing him to back up. “I’ll not allow you to harm any more of the ponies I love this day!”

Mandeville continued to scramble backwards, tripping onto his back as he fumbled for a button on a square object on the left side of his belt. Out of it popped a magazine, which he inserted into a pistol he pulled from his right side.

When he pointed the weapon at her, she paused, before a golden shield flicked into existence in front of her.

“Truly a desperate thing,” she commented. “Even if your projectiles were anti-magic, —impossible, given you could teleport them with you— an average unicorn’s anti-magic spell is nothing an alicorn cannot overpower.”

Her horn glowed brighter and brighter as she stared at Mandeville from above.

“And now, Adrian Mandeville, your time has co—”

A great “pak” rang through the throne room as Mandeville fired a single shot. Celestia’s shield rippled, flickered, and finally faded. She gasped, before looking down to find a red, ragged hole in her chest. Her knees buckled, and she struggled to stay up. Meanwhile, from the spell she was busy casting, a pair of manacles clattered upon the floor.

Mandeville stood up again, the hair on his neck standing up as he pointed the gun once more. Celestia only had time to wince, and stare at him as if in question.

Five more deafening shots, and Celestia fell to her knees, grimacing. One round had glanced off the regalia of her neck, but the others had been wounds to her core.

“H-how?” Celestia asked.

Mandeville stared at her, before pointing to the box on his belt. “I don’t suppose you know anything about quantum entanglement? It’s sort of like teleporting. Wouldn’t try it on something living, and it’s very limited. Idea is, entangle a pair of particles, change one and change the other. Move them as far apart as you please, the twin will still change. It’s complicated, but apparently in this world it can transfer enchantments too. So yeah, the magazine didn’t come with me. It came here a little while later. The bullets themselves are depleted uranium, but nothing special there.

“As to the unicorn, I was only gonna take the best. One in particular cast the spell on those rounds in your body, but in light of... new information, I think it might be kinder if they remain anonymous.”

Celestia’s broken body sagged further, as she turned to look at her most faithful student.

“P-please, don’t tell her they were h-hers... She would never forgive herself...

“I’m so sorry I failed you, Mister Mandeville. I should have a-anticipated something like this.”

Mandeville re-holstered his pistol, and frowned at her. “Failed me? Y-you were trying to kill me! What sick and weird shit is this? I gave up and you tried to kill me!”

Celestia shook her head. “It was an empty threat, Adrian. Twilight is correct. I would disgrace my sister and all I have taught Miss Sparkle, if after everything, I sought something as base and destructive as revenge.

“I know you are more than your role in this, Adrian. Even here, dying for your works, I saw the regret on your face. I wanted to see if, under assurance of death, you would own up to your crimes. I quite forgot you were more than the magic you brought with you. I did not believe you could defeat me.”

“Then, the manacles?”

“I intended to arrest you, and have you answer for your actions through Equestria’s legal system. It was to happen either way, but if you had offered to give your life to s-save Luna, it would have been cause for your sentence to be less severe. No such spell exists, I fear. The dead cannot be revived through any magical means I am aware of. I trusted your ignorance of the limits of magic to compel you. I wanted to give you a chance, to be more than the frightened and furious child inside.”

Mandeville stared at her, constantly shaking his head. “I’ve really robbed the world of something special, haven’t I?”

Celestia coughed, her mouth dark and red. “My ponies will need to get along without us now... but it is not too late to make amends. You may n-never earn their trust, but you might spare them anymore of these horrors. Please!”

Celestia’s eyes streamed, as her hooves stretched out towards him. “Please, do no more harm to them! Take not the easy path, but the right one...!”

Mandeville covered his eyes and knelt down beside her, placing his other hand on her hoof. “I’ll... I don’t know what to do...”

All the while, as Mandeville was unaware, Celestia’s horn glowed like a beacon. Her eyes closed, her expression intense, until at last her horn positively burned gold.

And in that instant, a hail of gunfire rang out from the wall. Celestia’s eyes shot open, and Mandeville fell back as the alicorn’s body shuddered with the impacts.

“Twilight...” Celestia groaned, fighting to keep her sinking eyelids open. “Save them! Twilight...”

With a final great rattle, Celestia’s eyes closed. Her shimmering hair dulled, until it shined no more, a simple mane of fairy floss pink. Outside, the sunlight that filtered in turned a rusty red.

Mandeville stood up, speckled in blood as he searched for the shooter. From the pile of mechanical bodies at the wall, a single CID shakily approached.

“CAIRO, what the fuck?!” he demanded.

“Unit required rebooting. The equus sapien designated: ‘Celestia,’ was telegraphing something I considered too suspicious to permit. Shall I run the established routines for this operation’s success?”

“Yes.”

“And what are we to do with the rest of the bodies?” CAIRO asked, ever cheerful in manner.

“We’ll deliver them to their subjects, as dignified as possible.”

“Forgive me,” CAIRO began, “but feigning respect seems logically moot, given the openness with which we will be demonstrating our intent.”

“It’s not a meaningless peace-offering to get them on our side, CAIRO. I just feel like they deserve it.”

Twilight Sparkle awoke to a whirring around her ears. Her first instinct was that she’d fallen asleep waiting for an appointment with Ponyville’s dentist, but that didn’t explain why she was on the floor.

She opened her eyes to see the throne room, impressively trashed for a room with one piece of furniture. A window smashed, the throne broken, pockmarks and debris littering the floor. And standing in front of one window in particular, was Adrian Mandeville, staring at it.

She stood up, bidding her horn to charge just in case, but she found it quite impossible. She realized the familiar cold and uncomfortable sensation of metal around her neck and on her horn. She’d been captured again.

Still, she walked over to him, her hooves echoing on the hard floor.

“What were you to them Sparkle?” he asked, not looking away from the window. The window, which she realized depicted the defeat of Discord at the hooves of herself and her friends. “The princesses I mean. Daughter, friend, niece?”

Twilight tried to process what was happening, how Mandeville could be standing here, talking to her with a battle going on around them. “I-I’m a student, and Princess Celestia is my mentor. Adrian, what’s going on?”

He chuckled mirthlessly. “I guess I should have figured you weren’t just the neighborhood watch. You caused far too much trouble for that.”

“Adrian, where are the princesses? What’s going on? How did you even get here?”

He closed his eyes as his head tilted down. “Before I tell you that, I want you to know you’re the closest thing to a friend I’ve had in this world. And that I’m sorry.”

A sensation of burning dread began to grow at the base of her neck and under her ears. “A-Adrian, what are you talking about?” She whipped her head around wildly, backing away when she saw a battered-looking CID standing at attention behind her. As she scrambled back past Mandeville, she saw just behind the throne in her peripheral vision. Something that made the very world stop turning.

She wasn’t even aware of her own actions as she bounded to the place where two bodies lay on their sides, facing each other. Simultaneously angelic and horrific to behold, Luna and Celestia looked utterly calm, in spite of grievous wounds. One great gash ran through Luna, while Celestia’s body was riddled with small holes. Their royal attire had not been taken from them. Luna’s hair looked much as it had after the defeat of Nightmare Moon. Celestia’s light pink was new however.

But by far, the most surreal thing was that each were posed with one front-hoof stretched out to touch the other’s. Something about it was both haunting and beautiful. But after it all was the reality she could not face.

“Princess Luna?” She asked, prodding her mentor’s shoulder, eyes watering. “Princess Celestia?”

There was no response. She didn’t know if she had really expected one, but at the same time her mind said again and again that what she saw was impossible.

“Wake up... please, wake up...”

She knelt down beside her teacher, her cheeks growing wet as she pressed her face into the neck of the pony she considered a second mother.

“I am sorry,” Mandeville said from behind her.

Twilight sniffed, not bothering to look up. “Do you know what you’ve taken from the world? How could you?”

“I know, now,” he said. “If I could undo it, I would. But I can’t. Look, I’d hoped, maybe we could start over. Maybe you could come with me.”

He’d made to put a hand on her shoulder, but the moment she’d registered his touch she whirled around and smacked it off. The CID aimed its gun cautiously.

“Go with you?!” she hissed.

“Yeah!” He beamed. “Look, I blew up your home, but I can make up for that. You can bunk with me, you’ll be safe, you’ll have your own bodyguards like I do!”

“You’ve ruined my entire life!” she screeched. “Half of everything I ever cared about is gone, and I don’t even dare tell you about the other half! You’ll probably kill that too! Nothing can ever be the same anymore, and it’s all your fault!”

Mandeville watched her as she scolded him. He appeared to have wilted.

“Besides,” she scoffed mirthlessly, “it’s all over anyway. Nopony can command the sun or the moon anymore. Give it a month, and everything will die.”

“No, no they won’t!” Mandeville said, lighting up like a bulb as he held up his gauntlet. The gauntlet, which now contained two long and familiar dark blue and white horns in sockets on the sides, just beyond the carousels. “See, now I can control them!”

Twilight’s face went momentarily blank as she stared at the thing on his arm, and what it contained. She stole a cursory glance back at the two bodies, before every feature of her face contorted.

She leapt at him from the ground, trying her best to kick, bite, or gore him with her covered horn.

“Twilight, ow! Stop!”

“YOU SICK, THIEVING PSYCHOPATH! HOW COULD YOU?! HOW COULD YOU!?”

Finally, a gunshot sounded, and Twilight let out a girlish shriek as blood spurted from her front-right knee.

“NO!” Mandeville roared, rounding on the CID. “CAIRO, what the hell are you doing?!”

“I elected to protect you,” CAIRO said, the CID appearing to shrug as Twilight clutched her leg to her chest, moaning on her side as she was rendered incapable of standing.

“I said she wasn’t to be harmed!”

“The shot was non-lethal. She will survive.”

“When we get back CAIRO, I’m checking your fucking code, because this is fucking unacceptable!”

“I-I’d rather die than go anywhere with you!” Twilight groaned. “I’ll n-never be a friend to somepony like you, and nopony in Equestria will ever accept you! J-just... just go away!”

Mandeville watched her, heard her words and eventually scowled before walking off to the balcony. The CID followed him, until he turned to look the CID in the eye.

Meanwhile, Spotters in the city converged again, spraying their mist and putting his face in view of any who looked up.

“Citizens of Equestria, this is Adrian Mandeville. You fought well, but ultimately it was of no consequence. For while you busied yourselves with my armies, I entered the fray myself, and slew your princesses in their throne room.”

Across the city, a variety of reactions were heard. Screams of terror, wailing, cries of anger, all incomprehensible from Mandeville’s perch.

“Know that I do not lie, for I have taken their horns, and by extension their power. Behold!”

His fingers outstretched, he reached towards the sun, parting the clouds on the way, and slowly curled his fingers as though squeezing a lemon. The bright star began to dim, darker and darker, as the screams of ponies became more pronounced. At last, the sun was so dark it took the blue of the heavens with it, stars visible in the afternoon sky. The sun itself was a hellish looking orange ball, veined in white-hot streaks and black sunspots. It was a view a pony astronomer would give their eyeteeth for, —if they had any— but for Equestria it was an unmistakable sign.

In seconds, the sun and sky returned to what they were. The noise in the streets however, wasn’t going anywhere.

“I am now the most powerful being in the land!” Mandeville said, with no lack of bravado. “I have the power in technology, and I have the power in magic. There must be no more war. From this moment, my drones will become passive. Those who resisted are hereby forgiven, and may return to their lives. Know that this courtesy will not be extended twice.

“However, in an hour I will hold a meeting on the palace steps, outlining the new law of the land. All are welcome to attend.”

Mandeville’s projection ended, and he turned to see Twilight Sparkle, limping towards him with her right foreleg off the ground.

“So what now?” she asked, glaring at him while nursing her injury. “Are you really just going to let me go? It’s not like you.”

Mandeville’s eyes narrowed. “You don’t even realize it, but I’ve been saving your life for a while now. Oh yes, you wonder why on the battlefield you weren’t just blown-up?”

He quickly tapped two fingers to his temple. “Me. That was me, ordering CAIRO not to hurt you, preventing much of my military strategy from being effective. It was actually getting to where you were becoming too costly to keep alive.”

“Not killing me isn’t the same thing as saving me,” Twilight snarled. “So what, do you think I owe you?!”

“Yes! Whether I saved you or spared you, you owe me your life. And if we can’t do this the easy way, well... I think we know how that old saying goes.”

Mandeville shot the CID a significant nod, and Twilight quickly found her collar seized by the robot, led away towards the throne room doors.

“I’ll be right along,” he said, as Twilight struggled against the machine holding her firmly as they walked.

Behind the throne sat a wall he had been studying for a time. The magic detectors in his gauntlet went crazy around it, feeding a scaling numb sensation to his arm as ambient magic intensified, but thus far he’d failed to find any leads. And then he noticed it.

There was a hole in the star-shaped center, like a keyhole, and only now did he guess the identity of the key. Opening one of The Bridge’s sockets, he reached for Celestia’s horn and pulled it free. Cautiously, he slid the horn into the keyhole, and nearly jumped as a bright blue light began tracing the details of the wall.

He retracted the horn and replaced it, as the wall opened to reveal a hidden vault, and a dark-blue chest therein.

It was not with immediacy that the ponies of Canterlot made their way to the palace steps. As the Spotters backed-off, scouts filtered in along with the curious. What they saw was a raised platform, covered in red linens, and the alicorn sisters set atop them. They were guarded by four CID, who remained lenient but insistent against the approach of the distraught.

As the news carried, more and more ponies filtered into the square. The crowd grew more and more restless as the occasional irate pony hurled abuse at the drones, the moans of the bereaved filling the background. At last, the five friends arrived to the scene.

Pinkie Pie’s watery-eyed, open-mouthed stare was all any of them got before her hair turned flat as a board, Rarity clutching her and whispering incoherently whilst beholding the sight before them. Rainbow Dash blocked Fluttershy’s view with a wing, hugging her while turning her back on the scene. Applejack however was staring determinedly at the floor, constantly muttering to herself.

“It ain’t real, it can’t be real, it’s just some sort a’ trick or something...”

Eventually though the crowd buzzed, destined to blow up into a riot, and at that moment the palace doors flew open.

“Silence!” Mandeville’s amplified voice bellowed, as a many-hued glow came over each member of the crowd, the ponies lifting a foot or so off the ground before being dropped again.

“If you’d please,” he finished, to the speechless crowd. “First and foremost I wish to state that any additional resistance to my forces is, from this point, an act of treason. This also includes destruction or vandalization of Mandeville Arms property, such as the drones you have been fighting. And treason is penalized by death. Your death, and the deaths of your immediate family.”

The ponies recoiled as one, parents holding their children close as others shouted their displeasure.

“You’re crazy!” one stallion cried.

Mandeville’s eyes found him. “CAIRO?”

Without hesitation, one of the CID turned to the offending pony and fired. Screams filled the air as the ponies ducked, some bolting out of the square as fast as their hooves could carry them. The ponies closest to the stallion stood up, rigid and open-mouthed as their coats were splashed with red, the departed pony collapsing to the ground.

“Murderer!” a pegasus mare cried from several feet in the air, only to be struck through the chest with a bullet and fall to the ground.

“Slander,” Mandeville shouted over the din, “is also met with death, but thankfully only your own. The same applies to libel. But back to treason.”

Mandeville paced slowly before the crowd, catching the eye of some ponies, most of whom shrank away under his gaze.

“Conspiracy to commit treason is another big one. In this case, in which traitorous acts are planned but not yet met out, the citizen in question will witness the deaths of their family members, before serving a life sentence at my facility through appropriate means of labor and testing.”

Not daring to speak out against Mandeville again, the crowd reacted with significant looks from some ponies to their friends. Some inched away, eager to leave but not daring to miss something crucial or find themselves singled-out. A brave few scowled at Mandeville, Rarity and Rainbow Dash included. Applejack stared at Mandeville with pleading eyes, having flinched each time he mentioned the word “family”.

“It is important to note, that should treason, or conspiracy to commit such be discovered or known to a citizen, withholding or failing to report this information will be in itself considered conspiracy to commit treason, and be met with the appropriate aforementioned sentence. Contrariwise, reporting criminal acts can work very much in your favor. Those who show me loyalty will find themselves rewarded appropriately.”

It was this that finally prompted a few scowling ponies to stomp off angrily, apparently unafraid of incurring the human’s wrath if this offended him.

“There will be other laws outlined, but that will keep till later, and be made easily available in every town. I tell you these things first to prevent any undue interruption. I would like to congratulate you on your fortitude. You fought well, and indeed I welcome Equestria’s armies into my own. Truly this will be a mighty nation!

“As such, know that I offer your princesses respect. It was only by cunning that I defeated them. I am remiss to deprive you of such great rulers, and I deliver their remains to your people that you might bury them with due dignity.”

It instantly became quieter once his words registered with the crowd. Some of the scowlers’ heads turned, an ear perking up.

“I have taken your nation, not as a conquest of my own, but to mend your peoples’ flaws. You live in a land of order and control, and you take your fortune for granted. The bite of the blizzard always relented. The summer sun curbed its blaze. You know nothing of tyranny, you forget that it could all be so very different.

“I am here to show you suffering, my friends. To show you humility.”

There were a few scoffs and sneers at the words “my friend,” but he most certainly had the crowd’s attention, even if some of its occupants were shaking their heads with every other word.

“I use words like ‘someone’ or ‘anyone’ when referring to another sapient being. Whereas you ponies have always added ‘pony’ to your pronouns, whether you’re speaking to a pony or not! There is an arrogance and an air of entitlement that permeates you all, and I shall be the one to hand you the mirror, that you might see the ugliness within and strive to correct it.

“My brand of tyranny will be lifted, once you have proven to understand your faults and have begun to correct them. We will then strive for a world of fairness and enlightenment, and I do believe by then you will appreciate the ill I inflict upon you now.”

The crowd was now buzzing with every manner of reaction as friends whispered at each other. Mandeville let them, watching until at last he cleared his throat.

“But before I go home and rest this off, I figured you ponies, ever loyal to your princesses, might enjoy seeing a traitor punished for their part in my victory.”

The muttering increased now, as ponies looked to their friends, brows knit.

“Yes, I had help from the inside! Someone very close to the princesses indeed! I first met her when she was a prisoner, but we endeared ourselves to each other, as I hope you all will. I owe much of my victory to Celestia’s dear student, one Miss Twilight Sparkle.”

Certain members of the crowd gasped, but no reaction was stronger than that of the five friends.

“That’s not true!” Rainbow shouted, “You’re—”

Applejack threw Dash to the floor in an airborne tackle, all while stuffing a hoof into Pinkie Pie’s mouth before she could utter a syllable.

“Oh, but it is true!” Mandeville said. “I even have proof. CAIRO, playback the log.”

In response, two spotters flitted down in the front of the crowd, one deploying its mist and the other airing its exclusive broadcast upon it.

The crowd exhaled collectively in utterance, as they beheld the sight of Twilight as she stumbled onto the scene of the soundly trounced Mandeville, addressing him by his first name before allowing Mandeville the opportunity to strike. They heard her plea for the man’s life, and saw her leap between the pair as their attacks collided. Strangely missing was the audio of Twilight’s scream just prior to Mandeville’s distractionary attack.

The crowd varied in reaction from cries of disgust to cries of anger. As if to fan the flames, Mandeville piped up again.

“What’s more, I’d have been beaten if it weren’t for the anti-magic bullets she gave me. Any other unicorn’s enchantment would have failed against the shield Celestia used to protect herself, but she gave me the edge she needed.

“But when all was finished, she attacked me while my back was turned! Of course, her ploy was to wrest control from me once I’d won her battle for her, cleared the way for her to assume the throne. A usurper that would have played you all for fools!”

The crowd’s restlessness grew by the second, until such time as Mandeville smiled.

“Justice shall be had, my friends! Bring her out!”

All of them stared at the door behind Mandeville, until one of them pointed to the nearest tower, where the unicorn in question was led forward by a pair of CID.

“Twilight!” Applejack, Rarity and Fluttershy bellowed. Rainbow Dash and Pinkie Pie wrested themselves from Applejack’s grip to step closer.

Even from where they stood in the crowd, Twilight Sparkle looked the worse for wear. Starswirl’s amulet had been removed, and in its place was the same inhibitor collar worn by unicorns at the Mandeville Arms facility. A strip of black cloth muzzled her, only allowing a faint and muffled moaning to carry through the air as she struggled against her captors. As she stepped forward, she did so with an odd gait, partly throwing herself forward and falling before her legs unevenly caught her.

“Twilight Sparkle,” Mandeville bellowed for all to hear. “You have been found guilty of two separate counts of treason. One under the jurisdiction of the old regime, and one under the jurisdiction of the current.

“Owing to the severity of your crimes, you are to receive the maximum punishment. Exception, however, will be granted to your family in light of services rendered to the current regime, and no small amount of personal mercy on my part.

“On this day, to atone for your crimes against two crowns, you are to be hung by the neck until dead.”

None of the crowd registered with more than a furrowed brow until the word “dead” left his lips, upon which several of them gasped, and the five friends paled as their mouths began to drop open.

“NO!” Fluttershy screamed, a hoof reaching towards her friend on the tower. “TWILIGHT!”

The unicorn herself began to struggle ever more, gagged screams struggling to be heard as the CID each held one end of a black hood and forced it over her head. Her wide-eyed face vanished from sight as she continued thrashing for her life.

“MANDEVILLE!” At last, Applejack leapt to the front of the crowd, the CID aiming cautiously at her. “Let her go, please! I’ll do it in her place! Please, you win, I’ll do anything you say, but I’m beggin’ you! Why are ya’ doin’ this?!”

Mandeville only stared at her, as atop the tower the CID were fitting a gnarled, knotted loop of rope around Twilight’s neck. It tightened around to sit snugly under her jaw, as sobs could be heard under the hood. Where her eyes would be, the black hood grew blacker as something wet bled through the fabric.

The CID lifted her bodily onto the very edge of the tower, as her legs scrambled to push backwards.

“I’m not letting this happen!” Rainbow shrieked, taking a mighty flap off the ground before finding herself tackled a second time by Applejack and wrestled to the ground.

“AJ, stop it, what’re you doing!? Let me GO!”

“Twilight wouldn’t want you to get yourself and yer family killed for her! I can’t save her, but I sure as sugar can save you!”

“I don’t care! Let me go, I can’t just let her die! Let me go right now, or I’ll never speak to you again!”

Applejack didn’t even hesitate as she drew her rope and quickly hogtied her feathered friend, who then looked back up at her, betrayal lining every inch of her face.

“I hate you!” Rainbow bawled, her eyes and nose dripping as she fought uselessly against her bonds. “I HATE YOU!”

Applejack stared at the floor, her ears drooping. “I-I know.”

Rainbow smacked her head against the floor before shuddering with silent sobs. “TWILI-HIGHT!”

“TWILIGHT, WE LOVE YOU!” Fluttershy cried at the top of her lungs.

Mandeville turned his back on the scene, before muttering, “Do it.”

“NO!” Rarity screamed.

It all happened in slow motion, as the CID atop the tower both shoved Twilight Sparkle over the edge. Her rear legs flailed, while her forelegs scraped at the noose, as if to hoist it off of her. Meanwhile, more and more rope fed over the side of the tower. Beneath the hood, a muffled scream could just be made out.

As she fell, they waited, hoped that some forgotten savior would whisk her away from the danger. Bring their friend back to them, and fight to free Equestria again. They begged as the rope fed out like fishing line to a landed cod. They wished as the wriggling, sideways sine-wave’s peaks and valleys levelled out towards grisly equilibrium, like a heart monitor flat-lining.

They felt the cold, yet burning sensation of reality run down their spines, as the rope went taut. The sound of her scream gave way to a gut-wrenching “snap” as her head pitched up and to the left. The rope and the unicorn attached to it bounced up a few beats, before she swung like a macabre pendulum, unmoving.

While all eyes remained fixed upon the sight, a flash was all that told them Mandeville had gone, leaving the crowd to its devices. Rarity collapsed onto the stone below, the usual drama entirely absent. None caught her, or even appeared to notice.

Tears flowed openly from Pinkie’s huge, unblinking eyes. She hadn’t said a word, nor looked away.

Rainbow sat limp as Applejack failed even to remove her hat, unbinding her knot by knot until a blue hind leg had clocked her suddenly in the jaw.

Applejack reared back as Rainbow Dash freed herself the rest of the way, instantly pouncing onto her and straddling her belly on the floor.

“HOW COULD YOU DO IT?!” she shrieked to Applejack’s face as she started beating it with her bare hooves. “HOW COULD YOU TURN YOUR BACK ON HER?!”

Applejack didn’t answer, or fight back, or even offer any resistance. She sat, owning every blow as Rainbow gradually wound down.

“Even if YOU were too much of a coward, w-w-why wouldn’t you just let me die trying to save her?!”

Applejack’s left eye was a vicious shade of purple, and her cheeks were starting to bruise. She turned her head only to spit out part of a bloody tooth. “I was bein’ selfish is why. I didn’t want to lose you too.”

Applejack sniffed, holding back a quivering lip. “I gave up, you’re right. I wish it were mine to dive in after a friend without a thought. I wish I were like you that way, RD... I’m just too honest about mah’ chances fer’ that.”

Rainbow recoiled, suddenly avoiding the very sight of Applejack, before she leapt to the air and approached the swinging body.

With a swift flyby, she tore through the thick rope and freed Twilight’s form, turning quickly around to scoop it out of its resulting fall and coast back to the street. She laid Twilight down on her back, quickly joined by Fluttershy and Applejack before she lifted the hood.

For a moment, their hearts held the hope that it was a trick, a dummy, or an impressive double. But the face beneath the hood was none other than the face of their friend, eyelids open and blank, fresh tear streaks lining her pallid cheeks. Her jawline was bruised where the noose had held her.

Rainbow checked for anything amiss, any wrong identifying markers, but it was all there. Her right cutie mark still bore the healing wound of the Mandeville Arms logo. The only thing that looked foreign was the wound on her knee, which had stained the coat on her lower foreleg red.

There could be no escaping the truth: they had actually watched Mandeville execute their friend. Twilight Sparkle was dead.

“Fluttershy, the phoenix tear,” Rainbow choked.

Fluttershy looked up from her spot on the ground, where she had buried her head beneath her hooves. Her eyes were red and moist. “Wh-what?”

Rainbow leapt over to her. “The tear Celestia gave you! You’ve gotta use it, maybe we can still bring her back!”

“P-phoenix tears don’t work like that!” Fluttershy said, retreating a step. “You can’t bring them back if they’re already—”

“Maybe she’s not completely dead! We’ve gotta try Fluttershy, give it to me!”

“Celestia gave this to me! I’m not going to waste it when somepony could still really need it later on!”

“Twilight needs it NOW!” Rainbow shrieked, voice cracking. “You’re wasting time! You’re killing her! Shes gonna DIE!”

Fluttershy’s face contorted as she hid her face and saddlebag from Rainbow, flinching upon the accusations.

“That’s ENOUGH, RD!” Applejack growled, stomping towards her. “Don’t you dare put this on her like that, I thought she was your oldest friend! Twilight’s already—”

“SHE’S NOT DEAD!” Rainbow howled, rivers coursing down her cheeks as she rounded upon Applejack. “What’s wrong with all of you?! W-why won’t you help her?!”

“Dashie,” Pinkie whispered from behind, a hoof suddenly on Rainbow’s shoulder.

Rainbow turned to see a pair of bright blue eyes glistening, trails of tears lining her face. The hoof on her shoulder advanced, along with the other until Pinkie had her in the softest, most delicate embrace. “I’m sorry. She’s gone.”

In a moment, Rainbow returned her embrace, burying her head in Pinkie’s neck.

Meanwhile, Applejack approached Twilight’s body, running a hoof over her eyelids and closing her motionless eyes. Fluttershy tried at last to move Rarity out of the street, an action which stirred her, upon which she woozily raced to Twilight’s still form. Rarity repeated Twilight’s name, as if she could call her friend back.

Chapter 11

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Twilight Sparkle was dead. Equestria was changing.

Several days after the death of the princesses, and little had visibly altered, yet everything was different. Ponyville had seen the most change. The few who ventured out found a ghost town. Empty streets, littered with overturned carts of rapidly spoiling fruit, unsold and untended due to the rapid exodus.

A mottled grey and black colt followed his big sister across the train rails and into the station, his mane and tail short-cut and smoky grey. The sister was a dark forest green with a dark purple mane that was part-way to pink. Earth ponies, the both of them, carrying overly large saddle bags.

The late afternoon was chilly, and the overcast skies weren’t helping. As had become the usual case, a light odor of soot was on the breeze.

“Okay good, the machines aren’t patrolling,” the mare whispered, looking into the unkept buildings.

“I still think we coulda taken a cart, Rainy,” the colt grumbled. “The law-posts don’t say we can’t.”

“Only the machines have been using the railways since they took over,” she told him as they walked the streets, peering into darkened windows. “I don’t want to run into them this close to their turf, or on their rails. They might decide we’re spies.”

“Is that why nopony’s come back to Ponyville yet, Days-ey?”

“Probably. I wouldn’t be thrilled about coming back here with that garrison right outside the city. Those new rails through the forest head right to that factory, and the machines are always looking for an excuse to send somepony off to work there. But it might be the machines just haven’t spread to the furthest cities yet. Those rails go a long way.

“Oh yeah, and stop calling me that Argyle, or I’m gonna start calling you ‘Gyle-ie.’”

Argyle’s nose crinkled and his tongue curled, as though he’d just tasted something revolting. “Ugh, fine.”

They travelled down the silent streets, past the burnt-out library and into the town hall square. Argyle chuckled as he saw fruit bats soar between the roof of the big cylindrical building and onto the abandoned fruit stands, gorging themselves.

“‘Relocation ticket?!’” echoed a voice from down another street.

The siblings peered around a building and down the neighboring road, where a pegasus stallion pulling a cart was entirely dwarfed by a CID on patrol, staring down at him.

“Yes,” the CID replied. “Citizen and business relocation is costly, and thereby hinders economic growth. The district known commonly as ‘Ponyville’ is, at present, economically inert. We are doing all that we can to encourage trade. Therefore, relocating a business from here to another settlement requires the purchase of a relocation ticket. You will, however, be compensated for choosing to remain.”

The stallion snorted. “That compensation had better be a lot, bucko! Because in case it escaped your notice, there’s nopony here to trade with!”

The CID went momentarily still, until a slip of paper began printing out of a device attached to its firearm. The CID ripped this off, offering it to the stallion.

“The use of pronouns with preferential recognition towards a single race, like ‘nopony,’ is considered discriminatory and unlawful.”

The stallion grabbed the slip of paper and read over it. “Twenty bits?! For using a word?! That’s outrageous, I won’t pay it!”

“Refusal or incapacity to pay a fine is met out with appropriate periods of labor in the Mandeville Arms Headquarters. Please assume the position for immediate detention.”

“Whoa, okay okay, I’ll pay it!” he cried as the CID’s gun clicked and pointed towards him.

“Very good!” the CID told him. “Sentence reduced from two weeks to one week, as a result of reparatory behavior.”

The stallion backed up. “A week?! B-but my family are waiting for me in Baltimare! They’ll starve on those worthless rations you guys dish ou—”

A sharp hiss filled the air as the CID hit the pegasus in the neck with a dart, upon which he promptly collapsed. Wordlessly, the CID hoisted him up, and began carrying him off towards the east end of town.

With the way clear, the two eavesdroppers snuck across the street and continued down another.

“Boy, that guy,” Rainy said. “Those machines must really not be too far along. Did you see him talking back to the CID, like it was his first day or something?”

“Dad always said Ponyville was full of rubes.”

“Ooh!” Rainy Days exclaimed, looking into a dark store which bore a matching royal blue sign and door. The sign simply portrayed a feather, a plus sign, and a sofa.

“What?” Argyle asked, trying to follow his sister’s eyes. “This place? It just sells quills and sofas.”

She smiled. “Exactly! All the bigger spots have been picked-over already. Places like Sugarcube Corner draw too much attention. I never even noticed this spot last time, and I doubt anypony else has either. Which means we’ve got first dibs!”

Argyle cocked his head. “If you say so.”

“Oh have a little faith,” she said. “And grab the lantern from my bag.”

The young colt did as instructed, holding the little lightgiver in his mouth as his sister peered into the windows. She gave the door handle a hard tug without turning it, and it didn’t budge.

“Um, you kinda hafta twist the knob,” he deadpanned.

Rainy giggled as she turned towards him. “Remember how I told you some of the Everfree animals were moving into the buildings with everypony gone?”

Argyle’s eyes widened as he took a loud breath. “I get it! They don’t open doors, so if you can’t shove it open...”

“Then there probably isn’t an arachne nest, or wargs setting an ambush.”

The door opened easily, by which time Argyle had lit the lantern. Both krept inside, quietly closing the door behind them.

It was dark and a bit dingy inside, but a mere few days of vacancy hadn’t done the establishment undue harm. Aside from a little dust, it looked as the rest of Ponyville did: like the owners had picked up and left in a hurry.

The ground was wooden, heavily scratched, no doubt by the constant movement of furniture in the hours of business. Sofas of all makes, colors and materials dotted the floor, not so much on-display as crammed into the little space available. A few were covered in white sheets nearest the door, but it was a rushed and abandoned job.

Opposite the front door was the service counter, which half served as a shelf for a few simple quills. Behind the shelf lied the register, and a back shelf with more expensive looking quills behind locked glass doors.

“Phoenix,” Argyle muttered, the lantern balanced atop his head as he held it up to the line of quills. “Owlbear... Cockatrice?”

Rainy Days, who had busied herself checking the decidedly empty register, glanced over at the question in Argyle’s voice. She saw him gaze with a quirked brow at the modest hen’s feather sitting behind glass, at the asking price of one-hundred bits, and laughed.

“Doesn’t look too impressive, does it? But believe it, it’s no easy feat to get those. Not without getting turned to stone, anyway.

“Register’s empty, but that’s typical. Shopkeepers pocket the day’s dosh and hope it’ll be enough till things cool down. But we’re here for the safe, and that tends to be upstairs.”

She motioned for him to follow, and just past the shelf was an inset stairwell that turned up and into darkness. Creeping quietly, they ascended the short flight, every other step creaking.

As they reached the upper floor, the stale scent of cheap cologne wafted down to them. The room’s curtains were drawn, darkening what was a very small living area. An icebox in the corner, a small cabinet hung on the wall and a little round table, no cooking equipment to speak of. By the window was a small bed, and used as a bedside table was a hardy looking black safe.

“Ah ha!” Rainy Days exclaimed quietly, before trotting over. “Ooh, I love the guy who sells the safes in this town. All he sells are fire safes! I’ve barely run into a burglary safe in this whole town.”

“And fire safes are—”

“Easy pickings, but sometimes it doesn’t matter. Let me try something.”

She leaned forward, twisting the safe’s dial and entering three numbers. There was a heavy and satisfying click, upon which Rainy wiggled the door and squinted her eyes in silent laughter.

“You got it?!” Argyle asked, eyeing the safe and his sister with an open mouth.

She laughed “They didn’t reset the ‘try-out’ combination! What amateurs!”

“What’s a try-out?”

Rainy Days sat back up, smiling. “When a safe is in the store, you can test it out to make sure it works. The try-out combo is always the same for every safe of the same type, and you’re supposed to reset the code and use your own, but some ponies just use the one from the store. They figure it’s picked at random or something, so they think they’re set. Not if you know the code.”

With that, she pulled the safe open, and the yellow glow of firelight was complemented by the glimmer of gold. Various records and the deed to the shop lay sideways within, but the glittering bits within were far and away the prize they sought.

Rainy Days opened her saddlebag and shoved half of the coins inside it. Satisfied, the two raced down, giddy.

“Why aren’t we taking all of it?” Argyle asked.

“Well, for one thing, the owners might come back. I don’t want to ruin ‘em. For another, it’ll be dark soon, and all these bits are heavy.”

They made their way to the door, watching the street through the window. Rainy Days had Argyle put out the lantern, and slowly opened the shop door.

“Okay, back to the station, across and hoof it hom—”

“HALT.”

The pair nearly stumbled over each other as they whipped around to find the source of the voice. Above their heads, and sinking fast, was a Spotter drone.

“This area is largely abandoned. In light of recent events, I must inquire as to your purpose here. Initial analysis of movement patterns indicate breaking and entering, with potential intent to commit an act of theft.”

“W-we live here!” Rainy Days said, pushing her little brother behind her.

The Spotter advanced, lowering to hover in front of them. “Voice patterns are inconsistent with a true statement. Please open your belongings for examination.”

The two siblings shared a glance, before flipping the covers open on their bags. The Spotter shined a light down and checked the contents.

“Suspect items detected,” the Spotter droned. “Unusual amounts of currency for travel, carried with inadequate security by young citizens in a municipal area with little to no economic activity. Available tools comply with classic safecracking profiles. We ask that this be explained, truthfully.”

“Okay, I did it!” Rainy cried. “I broke in and stole that money from a safe!”

She then pointed to Argyle. “But he’s not an accomplice, okay!? I made him come with me!”

Argyle looked up at her, his ears drooping. The machine hovered with what might have been restlessness.

“Foal discounted. Too young to possess a true criminal record. Equus Sapien female, however, will now be charged and prosecuted for the crime of theft. Sentence translates to one randomized shot. Prosecuting.”

The Spotter’s turret whirled and the shot rang out through the empty streets. Argyle watched as a hole in her bag ripped open, and the illicitly acquired bits trickled out, some of them covered in something red. Rain Days fell, howling to the floor.

“Subject penalized. Please note that further infractions will be met with summary execution.”

The Spotter turned to leave, Rainy Days moaning loudly.

“Wait!” Argyle shrieked. “Please, you can’t leave her here like this! She needs help! Please!”

The Spotter ignored him, continuing its patrol as if nothing had interrupted it.

“A-Argyle, help me up,” Rainy groaned, sucking in lungfuls of air as she winced.

Argyle slipped the burdened saddlebag off and pushed against his sister’s flank. Shakily, she struggled with him until she was on her hooves.

Argyle looked at her wobble as red seeped down her side and onto her belly, where it dripped steadily into the dirt. “Rainy, oh my gosh...”

“I-it’s not so b-buh-bad,” she stammered. “We’ve gotta keep m-moving before... before it’s da—”

She went silent. Still. Even her breaths went quiet as her nostrils flared. She looked around wildly.

Argyle watched her with an equal portion of nervous excitement. And then he smelled a whiff of something foul on the air. An intense aroma like seaweed, moss and something like a fungus thrown in a pot and boiled together.

Just as he began pondering these events, he felt Rainy Days shove him forward with her muzzle.

“Run!”

With nothing more said, they bolted through the streets. To where and from what, Argyle had no idea, but he quickly found out.

As they reached the town square, something leapt at them from the neighboring street, four solid paws clicking upon the dirt as the predator set upon them. It missed, turning around for another pass.

The creature was mottled in several shades of brown and carried itself with a beastly gait. Glowing green eyes glared from above a long snout and sharp —though not shiny— teeth.

“T-timber wolves!” Rainy Days wheezed as she and Argyle recognized it. A less understood beast of the Everfree, a forest spirit or golem taking a lupine form using nothing but the deadwood of the forest. Some thought they were the hatred of the forest made animate.

They often attacked on sight, but to what end wasn’t known. With no organs or digestion, their predatory behavior wasn’t obvious for its intent. Some suggested they were fiercely territorial, and others believed the incorporeal form within the gnarled wood was finite, and required another’s life-force to sustain itself.

In the end, all that really mattered was escaping them.

The timber wolf made for a second lunge at the wounded mare, sharpened wooden fangs sinking into her back-left leg mid-gallop. Rainy Days cried out as she tumbled to the floor, the wolf sinking its claws into the dirt and pulling her back.

Argyle turned to see what had happened, calling her name before seeing a vicious one-legged buck from Rainy Days’ free leg. The creature barely made a panicked yelp as its face flew apart in a mess of twigs and branches, the rest of the body falling similarly to pieces.

“Rainy, are you okay?!” Argyle asked as she shook the bits of wood that had been a set of jaws off of her leg.

“I-it hurts, b-but—”

A chorus of howls filled the air as the musty stench of the timber wolf grew thicker, two streets to their left growing with several dark shapes.

Argyle helped his sister to her hooves again. “Come on! Come on, we gotta go!”

They took down the north street, scattering fruit bats to the skies for a few seconds before Rainy’s awkward, limping gait slowed to a stop.

“Rainy! What are you doing?! Come on!”

Rainy Days’ eyes twitched, growing wide as she glanced behind her, before turning back to the young colt. “I’m too slow, you’ve gotta run Argyle! I’ll fight them off and meet you up ahead!”

“You’re crazy!” he shouted. “You can’t fight them off alone!”

Suddenly, the hulking bodies and glowing green eyes of the predators rounded the corner, slowly stalking them as the mare turned to face them down.

“Go, just go, NOW!”

Argyle took a few tentative steps, and then ran full tilt away from the scene.

Rainy Days watched as the first wolf tried to circle her. She backed up, keen not to let them surround her. But after a short while of this, the wolf lunged, and she turned to buck the beast. She only found air, as the timber wolf’s attack had been a mere feint, and she had fallen for it.

Once her hooves hit the ground again, the wolf sunk its fangs into her thigh. She screamed, as its fellows descended upon her. One set of jaws on a front-leg, another on her throat. Soon, one was even on her other side, and was busying itself with the bullet wound in her flank, as if to make the hole bigger. All the while they clawed at her, and the best she could do was scream as they began ripping her apart.

Argyle’s heartbeat pounded in his ears at the sound as numbness overtook him. A battle began in his mind over whether to turn back, an option that became more urgent the further his hooves carried him. It wasn’t until a newer sound was right next to him that he realized the subtle pounding wasn’t his heartbeat.

He felt something scoop him bodily off the ground, overtaken by the blinding sting of punctures on his back and belly. The sensation magnified and his orientation was lost, as whatever had him shook his entire body like a dog fighting over a length of rope, and the snarling that dominated his ears completed the image.

The punctures in his body stretched and tore, him only moaning in response before he found himself violently wrenched from the beast’s mouth and airborne. A wave of nausea took him, until his head slammed into something flat and solid: the wall of a building.

His situation behooved him to move, escape. But somehow, the ground felt comfortable. It was good to rest, or so his frantic and tired mind felt, as his equilibrium slowly returned.

The creature, however, was evidently not in a resting mood. Argyle felt hot, musty breath on the back of his neck, before feeling a sharp pain in the same spot. He groaned as the pressure on his neck built and built until it was unbearable, and still it continued. He squirmed a moment, before he just felt and heard a deafening “crack.”

And poor, little Argyle, felt no more.

On the rolling green plains east of Canterlot, five blue shapes sat perched upon the nearby cliffs of Rambling Rock Ridge. Watching, waiting, like birds of prey. Below, a set of tracks stretched from the great Canterlot mountains and into the horizon, towards Baltimare and Fillydelphia. Not to mention the steadily rising sun.

“Late with the sunrise,” Spitfire remarked, looking down at a watch which showed the small hand nearing vertically down, and the big hand almost the same down. “Again.”

“Just in time for the crack of noon,” Soarin added, a smirk adorning his face.

“Looks like something’s right on time though,” Rainbow Dash said without as much as breaking an octave, adjusting the fit of her own blue and yellow jumpsuit before pulling her flight goggles over her eyes.

As she said, a long black shape began snaking its way out the Canterlot tunnel. Bigger and bulkier than the passenger trains ponies used to ride on the line, the pair of solid, brick-like engines in the front —which didn't emit so much as a puff of smoke— pulled a series of twelve cars behind it.

“Alright bolts,” Spitfire said, fitting her own goggles, “Operation ‘Early Bird’ is a go. Misty, Fleetfoot, you get the cameras. Soarin and I will hit the hot-car. Dash, that leaves you to the couplings. Good thing for us, our Mystery Car is in the back this time.

“And I don’t want any surprises this time, got it rookie?”

Rainbow saluted. “Yes Captian, Ma’am!”

Spitfire gave her a nod. “Alight then. On my mark... GO!”

The five dove off the cliff, practically base-jumping as they followed the curvature of the ground until it leveled out, and they rocketed across the planes mere feet above the ground.

In moments they were upon the train, and the hot-car in the middle reacted, a disguised container car lifting its cover on hydraulics to expose a cannon-sized gatling turret.

Spitfire and Soarin set upon the gun as it swiftly turned to face the closest of their team, the barrels spinning up. Spitfire dashed impossibly under the car to the other side as Soarin went wide over and to the left. The turret turned, but not quickly enough to stop the pegasus pair from making a hairpin turn and simultaneously slamming into the angled barrel. The barrel relented against the impact, bending crookedly.

Both flew off, making presentable targets to the crippled cannon, which it was all too quick to acquire. The lopsided barrel spun haphazardly, its center of balance lost. The buzz of a few missed shots rang out before a horrific screeching noise filled the air, and the barrels split and broke from the gun as it jammed itself to death.

Meanwhile, Misty Fly and Fleetfoot were flying the length of the train, a trail of smoke behind each of them. They passed a number of black, plastic spheres mounted to the train cars which they knew held cameras, all of which were blacked-out by a thick layer of soot.

The rear car was Rainbow Dash’s. The Mystery Car. A single car of unknown purpose, seen by Resistance scouts daily, always headed to a random location and attached to a different train. It never unloaded, never appeared to do anything. Its unique mirror finish attracted attention though, and the higher-ups had decided the mystery was too tantalizing to ignore.

Rainbow rolled sideways as she swept between the Mystery Car and its leader. With a shear of her wings, the brake lines severed, but the coupling did not yield. Another pass, but the steel was too thick to damage.

“Shoot! Team, this coupling is built like a dragon’s hide. We’re gonna need the ‘Bolt-Cutter’ for this.”

“I copy, kid. Hold tight,” Spitfire told her, Soarin joining her as she made for the cloud layer.

They returned with puffs of cloud in tow, leading the train as it moved until they were up a distance from the Mystery Car. Pulling back, they let the clouds drift back until they were lined perfectly with the coupling.

A pair of bucks to a pair of clouds spawned a pair of lightning bolts, each of which struck the coupling from adjacent sides. Electricity arced between the cars with a terrifying sound, the steel ringing as the current finally died. What was left was a coupling that glowed orange, and with another pass from Rainbow Dash, sparks erupted from the hot steel as it fell apart.

Freed from the still mobile train, the Mystery Car slowly drifted back as it lost speed. Once the gap was wide enough, all five Wonderbolts swept in front of it, matching its speed and then slowing. Each of their backs met the car as their wings flapped against their momentum, and slowly but surely the car rolled to a stop.

Rainbow approached the impeccably lustrous door first, followed quickly by Soarin.

“Whoa Rookie, careful. We still don’t know what’s in there.”

“Well we’re not gonna find out standin’ around!” Rainbow groaned.

“Rainbow’s right,” Spitfire said. “If this thing is at all important to Mandeville, then we don’t have long before he sends SHADEs to protect it. Quick and cautious.”

They checked the door, only to find a series of four separate padlocks lining it.

“Okay, maybe if we all kick those at once...”

“Hey Cap,” Rainbow asked, eyeing the door, “is that glass?”

Spitfire didn’t even turn at the question. “Glass? Could be, but I don’t see why he would—”

A great smashing sound filled the air as Rainbow bucked the door, shattering much of it and leaving a big, jagged hole.

“Whoa Dash, seven years bad luck,” Fleetfoot commented. “Hope this is worth it.”

Rainbow cleared off some of the more jutting edges of the hole before finally peering inside. The first thing she noticed was the total lack of darkness inside the car. Light poured in, as every wall that reflected on the outside looked like a clear window on the inside. A car of one-way mirrors.

Otherwise, the car appeared entirely empty at first glance. She turned to the right end to find nothing that wasn’t bolted to the car. She turned to the left, and found —of all things— an odd mechanical chair. And bound to the chair was—

Rainbow pulled her head out and shook it. What she thought she’d seen was burned into her mind like an accidental head-on glance of the sun. But it couldn’t have been what she thought. That wasn’t possible. She must have really been losing it.

Misty Fly chuckled. “Whoa, kid, you see the boogie-mare in that car?”

“No time for jokes,” Spitfire deadpanned, “We ain’t got long Rainbow, what’d you see?”

“N-nothing, check for yourself,” Rainbow said. “I’m hallucinatin’ or something, I don’t think I’m fit for duty Cap.”

“If I had a bit for every time I’ve heard that one at the Academy,” Spitfire growled, stepping over and peering in herself.

“Let’s see, a whole lotta nothing, and— What?!”

“Cap?” Soarin inquired.

“...Twilight Sparkle.”

Twilight Sparkle stumbled as the flash of teleportation faded, still supporting herself on three hooves and nursing her foreleg. She had gotten as far as registering the dank air, pale blue glow and the reverb of her hooves on the stone floor of this new location before something else took root.

Her restraint was gone.

She turned to find her captors, and found Mandeville’s green eyes. A magenta bolt roared from her horn, only to smash against a multi colored wall between her and her target, exploding in her face.

She cried as the blast shoved her backwards, and was surprised to land with a cool splash. Unprepared for it, she inhaled a mouthful of water as she found herself entirely immersed in some kind of natural pool. She kicked the water, fighting to the surface and scrabbling against the smooth and rocky edge of the pond, expelling water as she gasped for air.

“Damn, forgot about the anti-Five,” Mandeville said as he dismissed the shield around him with a flick of his wrist. “Well, I can trust you as far as the next few minutes. At any rate, I have forces waiting at the mouth of the cave if you get past me, and their bullets aren’t nickel.”

“Just do it, okay!” Twilight barked, still coughing up water. “If you’re going to kill me, just do it!”

Mandeville let out an exasperated breath. “I’m not killing you. Well, not really. Depends on what happens here, I suppose.”

Twilight glanced around for the first time, noting the cavern as large as her library was, mushrooms and bioluminescent plants glowing blue in the darkness. “And where is here? What is this place?”

Mandeville pulled, of all things, a red bound book from a satchel on his back. He flipped through its pages to a spot previously bookmarked. “I know what I think it is, but we’ll only know after a quick experiment. I’d like if you could step out of the water and repeat the words written here, while looking into your reflection of course.”

Twilight didn’t budge, as cold as the water was and how much she desired to get dry. “I’m not doing anything for you! Why should I?! Because you’ll kill me if I don’t? Well I don’t care! So do your worst!”

Mandeville sighed, pressing his eyes together as he smiled mirthlessly. “Things don’t need to be like that, y’know? Why do we have to go for threats and coercion? But look, the worst I can do isn’t limited to you. With all the trouble I’ve gotten from your friends, it’s my personal gift to you that I’m letting them off with their lives. I don’t have to play nice. If you don’t appreciate that, I can take it all back.”

Twilight glared for a moment, before climbing out of the cool water at last, grabbing the book with her magic. She barely had a moment to skim a bold phrase before Mandeville’s magic wrenched the tome back.

“All I need is the phrase, thanks.”

Twilight continued to stare daggers at the man, before turning to the pool. She thought it odd how quickly the water had already settled since her immersion. In fact, not settled, but mirror-smooth. Like glass, and almost more reflective.

The little purple unicorn in the water stared back up at her from her reversed world. The word that came to mind, was “tired.” Her eyes were dulled, somewhat baggy. Her straight, flowing mane was mussed by the restraint she’d worn before now, if nothing else.

And as perfectly as it always had, the mare staring back at her followed every motion as she recited the rhyme from the book.

"And into her own reflection she stared,” Twilight began, irritably, “yearning for one whose reflection she shared...”

Mandeville muttered a tired “And?”

Twilight’s eyes crept sideways as her eyebrows knit. “And solemnly swor—”

“Sweared,” Mandeville corrected.

Twilight groaned. “Sweared not to be scared, at the prospect of being doubly mared— GAH!”

She leap back from the pool as, silently, the purple unicorn in the water extended a hoof forward and into what Twilight might have defined as “reality.”

She leapt so far back that she forgot entirely about the bulletwound in her leg and tried to stand with it. She yelped in pain and collapsed onto her side, watching the other Twilight similarly stumble onto dry land.

“Wh-who are you?!” Twilight asked her reflection.

The mirrored mare clutched her similarly wounded leg as she stared back, not a drop of water on her entire body. Matter-of-factly, she told her, “I’m you.”

Twilight nodded slowly. “And... who am I?”

Her reflection frowned at the question, pondering. “I don’t know, I just know I’m you.”

Twilight stared at her, before an idea struck her. She hobbled her way to the edge of the pool.

She sighed in spite of herself. She had half expected to look down and see nothing of her reflected in the pool, but yet another purple unicorn stared back with a humorless smirk.

“Fantastic,” Mandeville said at last. “Just as advertized.”

Twilight turned to him, almost having forgotten he was there. “What is this? I’ve never seen magic like this! Duplication spells are legendarily difficult.”

“This is what the book refers to as the ‘Mirror Pond’. Its function should be obvious. The book told me, roughly, where to find it. Some rhyme about vines and brambles, in this forest. I sent some spotters out to find it. Didn’t have much luck until the invasion, and we could cover more ground.”

Twilight stared at the book again. It lacked a title of any kind. “Where did you find that, and why would you care so much about a legend that probably wasn’t true? There are bogus stories in hundreds of books I’ve read.”

“So you don’t know about this one?” Mandeville asked. “Interesting, given it was in your library. You’d think a librarian would know her stock.”

Twilight frowned, her pride stung. “I’ve never seen that book before in my life! What do you mean it was in my library?”

“Well, then again,” Mandeville said, “my CID drones did only find it in a hidden compartment at the back of a bookcase while tossing the place. Only reason I took interest in it, really. Figured this had to be good if it was in a secret compartment, goes without saying.”

“A secret compartment?” Twilight echoed. “And you just found that, casually, when I lived there over a year shelving and reshelving books?”

For the first time in a while, CAIRO spoke up. “CID units thermal imaging is often useful in interpreting visual discrepancies normally undetectable on the visible light spectrum. The panel in question registered colder than its surrounding shelves, due to the cooler air in the space behind it.

“It was, however, on a decidedly low shelf for our notice. If not for the camera linked to each CIDs firing arm for precision targeting, it would not hav—”

“Okay, whatever, I get it!” Twilight shouted, turning her back on man and machine.

“Uh, excuse me,” the duplicate said at last, “I certainly don’t get it. I mean, I don’t get much of anything, but I’d like to lear—”

Without another word, the cavern echoed as a gunshot blew its way into the duplicate Twilight’s forehead. It registered a dimly opened mouth and betrayed the slightest flicker of fear in its eyes, as its head tilted up as it collapsed upon the floor, stone dead.

Twilight screamed and shrank away from the body, staring unwillingly into its unseeing eyes. “Why did you do that?!”

“A little experiment,” Mandeville said, having looked away from the corpse himself. “I’d rather not, but I need to be certain these copies aren’t going to just evaporate when they die.”

“Why, what do you want?!” Twilight demanded. “Do you want an army of me? Are you making more of your stupid weapons with this pool? What’s the point?!

Mandeville laughed. “An army of Twilight Sparkles. A fun idea, but even with my power that seems a bit dangerous. Brainwashing would be easier on these copies than most apparently, but that’s never foolproof. I’ll keep to machines. And I’d love to just duplicate weapons, technology and stuff, but I tried getting a CID to say the words. I tried it myself for kicks. This pond gets technical.

“‘Doubly. Mared.’ The pond only works for pony females. I was disappointed, but it’s perfect here! You couldn’t think up a better way to fake someone’s death.”

“Fake a death...?” Twilight whispered to herself. “My death?”

“Well, I think it’ll be easier having you at home without any old friends hoping to beat down my door.”

Twilight stared at the floor, a frown building on her face. “N-no! I’m not gonna make another of those copies so you can kill her! That’s... horrible! They don’t deserve that!”

Mandeville smiled, stepping forward. “Look, you’re coming along, and your friends are just the type to try some stupid rescue bullshit. And then I’d have to kill them. I don’t want them after you, and you don’t want them to die. I think we can arrange something, don’t you?

“See, I could’ve just gone right to threatening your friends again, but I’d like to think we can eventually be better than all that.”

Twilight stared at him, her face sagging. “They’ll be so... heartbroken. Lost the princesses, Equestria, and a friend all in one day. And my family... oh Celestia, my family...”

Mandeville dared to take a few steps towards her, finally putting a hand on her shoulder.

“Better to break their hearts and protect them, than condemn them all to die.”

Twilight’s eyes pressed close, and she stayed momentarily silent.

“And into her own reflection she stared...”

Twilight couldn’t help but to search for weaknesses in the familiar tiles around her. Once again, brought to a featureless room in a cavernous facility, distant mechanical noises all around her. Left with only her thoughts as Mandeville left to address his new, ill-gotten subjects.

And to execute “her” in front of everypony. Mustn't forget that, the poor copy whose scared, confused and unwilling sacrifice would ultimately save her friends. She wondered idly if it hurt to be “hung.” She hoped not. She hoped her friends wouldn’t think she had suffered.

Her sacrifice, of course, she had to be reminded of. To not try to escape. To accept that this place was her home now. To accept that she could never see her friends or her family again.

Unable to do anything else, she resigned herself to lie on the floor, and try to rest.

After what felt like an eternity trying to duck her own thoughts, a bright flash filled her peripherals, and Mandeville stepped forward.

“Well, everything is set. It looked like they all bought it. You okay?”

Twilight’s ears burned at the question, and she lifted her head to glare at him.

“Right, of course not, all too fresh,” he said. “But we’ll get you all set up here, and you can have all the time you need to wind-down. It’s been a tiring day on all sides. CAIRO, that scenic view we discussed?”

Without a word, the walls and ceiling pulled away on girders, rolling off with all the other traffic of the ever cavernous Mandeville Arms facility. Whatever Twilight had expected, she had to admit this was a surprise.

They stood upon a lone platform, an island floating in the middle of it all. Across, drawing her gaze, was the familiar bunker-like module of Mandeville’s personal residence. What was different about it wasn’t the bunker itself, but what was next to it. A similarly sized module with triangulated facets, attached to Mandeville’s by a clear plastic catwalk. It stood out, mainly for its uniform lavender paint job, and the symbol of five magenta stars surrounding one large magenta star drawn onto several walls.

Twilight rubbed her eyes as she stared blankly at it. Even she wasn’t exactly sure what feeling this invoked in her.

Mandeville watched on, bobbing back and forth on his toes. “Admittedly, it probably looks better from the inside. Shall we?”

Twilight betrayed a small gasp as Mandeville’s magic surrounded them both, and they floated over the expanse. On Mandeville’s residence, there was the addition of a steel platform that could only be a balcony. It was oddly out of place for the solid nature of the rest of it, but Twilight was glad for it once they had landed upon it. Mandeville led her to his door, which unsealed and opened at the sight of him, allowing them to walk in and make a quick right turn through a similar door and onto the plastic catwalk.

“Yeah, that balcony is rather new. Not much for the decor, but there was really no other way in that didn’t involve modules or teleporting, and this whole flying thing hasn’t gotten old yet.”

They approached the lavender structure, whose door opened to greet them.

“Well Sparkle, welcome home.”

Inside was much the same as Mandeville’s residence, though the furniture was smaller. The carpet was the same pink as the streak in her mane, and the walls took on the midnight hue of the mane itself. A white ceiling and the occasionally white walls kept a balance between the cool and warm colors. As they walked in, Twilight passed a huge window and saw the Everfree Forest outside, bright as day. The sight stopped her dead.

“Ah, thought you’d like that!” Mandeville beamed at the window as he noticed her sudden pause. “Outside of your windows are hollow hemispheres lined with LEDs. They’re linked to a couple mounted panoramic camera fixtures I’ve placed outside. You can even open the window, and the air conditioning system can simulate a breeze with enriched oxygen, so fresh air is no problem.

“Cool thing is, I can add more of these camera systems in other places around the country, so you can have more than just one view.”

“Can you put one in Ponyville?” Twilight asked flatly.

Mandeville scratched the back of his head. “I could, but I’d wait until the population comes back. It was kind of empty when—”

“When you rolled in and started attacking it to prove a point?”

Mandeville recoiled, but otherwise ignored her. “But yeah, all the comforts here. Walk-in shower, pretty much everything is voice activated, obviously.”

“You’re welcome,” CAIRO said suddenly.

“Smartass... But yeah, fridge and pantry can be stocked with whatever you like, just tell CAIRO. Bookshelf has everything we’ve collected. We can try to get more, but it’s mostly uninteresting stuff. Plenty of E-book readers though, with human literature. Easy-access sink and Japanese-style toilet.

“Will admit, you’ll need to help us out on toiletries. Got body-soap, shampoo and stuff, but I don’t know everything about you ponies yet. You gonna need any, er... feminine hygiene products we should know about?”

Twilight’s jaw went a bit slack as a warmth came over her face. “That’s none of your— I mean why—”

“Look, I just want to make sure you have what you need. It has been a bit of a sausage fest here.”

“Sausage...?”

“Oh right, you don’t eat meat, foreign term... I’m just saying, human females need certain things at certain times of the month or year. I don’t know what ponies here—”

“Earth equine females have what is commonly referred to as an ‘estrous cycle,’ in which—”

“NO NO NO NO NO NO NO! WE ARE NOT HAVING THIS CONVERSATION!” Twilight shrieked, her face beet red.

Mandeville too appeared eager to leave, already edging for the door. “Well, if it makes you feel any better, you don’t have to wear that silly restraint.”

Twilight frowned at him before a whirring noise dominated her ears, and an airy feeling came over her. At last, the cap over her horn popped off, and she enthusiastically shook the restraint off and onto the floor.

“I-I don’t get it. Why would you trust me like that?”

“Because half of this residence is anti-magic anyway. I’ve personally checked it for weaknesses. Nothing in here is dense enough to damage the outer walls. Anything you might handle is free, but you won’t be smashing entertainment centers anytime soon.”

Twilight’s frown deepened. “What about when the door opens?”

“That catwalk might be plastic, but it’s bombproof. At any rate, I know you won’t escape, because we have a bead on your family and your friends. Same reason you won’t kill me, because CAIRO has contingencies for that, and a few choice targets are the first priority. You’ll keep them safe, and you’ll still be free to use your magic. It’s a win/win.”

Twilight snorted as she poked at a fake daisy in a vase. “Yeah, I’m the most privileged prisoner on the block.”

“You’re not a prisoner,” Mandeville said, again wincing. “You just... can’t leave.”

Twilight stood up slowly, and began walking away from him. “Please. You don’t have to listen to me, I can’t stop you. But I’ve just had the worst day of my entire life, and I’m really tired. Could you please excuse me?”

Mandeville might have been a candle whose wick had been doused. “Yeah, alright. Just let CAIRO know if you need the windows blacked-out or something. Sleep well.”

With that, he backed out as the door shut, sealing with a hiss. She was left alone, to explore her new home.

Twilight woke up in the cozy king-sized bed, at odds with the unfamiliar surroundings. As she stared at the ceiling, her face fell, as her mind cranked back up to speed. Eyes slamming shut, she squeezed the pillow she’d fallen asleep holding to her chest. Tears fell down the sides of her face, past her ears and into the pillow she was lying on.

She couldn’t help but sob, and found no reason not to. If nothing else, she had her privacy.

“Why are you crying?”

Twilight shook, tears still rolling, but now her eyes were open.

“C-CAIRO?” she stammered. “You’re in my room?”

“I’m in every room of the facility. My sensors indicate that you show signs of distress. Is your leg causing you harm? Should the dressings be reapplied?”

Twilight glanced at her bandaged leg where the bullet wound was. She hadn’t forgotten that the machine caring for her injury was the same one that had caused it. “N-No, it’s fine. Wait, every room? Even my bathroom?”

“Provided the dislodging of a commode contributed greatly to your past escape, there are multiple sensors installed in the bathroom.”

She found herself very suddenly drawing the covers up to her eyes. “Oh Celestia, eww! Do you have any idea how creepy and undignified that is? Oh my— I- I mean, it’d be weird and uncomfortable if you had a girl’s voice!

“Look, I’m not going to escape, okay? I give up, we... lost.”

It was no less bitter to say, particularly in light of what had been lost. “He’s in control, and even if we could beat him, he’s the only one in the world who can keep the sun and moon going. There’s no point in fighting anymore.”

CAIRO was momentarily silent. “I will confer with him the next time we speak.”

“Thank you,” Twilight croaked, to additional silence.

“You have not answered my question,” CAIRO said. “Would you answer why you are—?”

“Why do you think I’m crying?!” she blurted hotly, throwing the covers into her lap as everything poured out of her heart. “One of my best friends is dead! A mentor, mother, leader and so many other things to me is dead! My friends and family who aren’t dead think I’m dead, and I can never see them again! Because for the rest of my life I’m going to be living here, with the one who made it happen!”

She took several deep breaths as droplets hung from her eyelashes.

“So yes, I’m crying! Because I hoped with every part of me that when I woke up it would all have just been a nightmare! Because I want my friends back! I want Spike back! I want Princess Celestia and Luna back! I want things to go back to how they were, in my library in Ponyville, when it was just me learning how to be a better friend!

“But why should you care? You don’t care, you don’t even understand! You’re just a machine! You would have killed all of us and never felt a thing if you weren’t on Mandeville’s leash!”

It felt almost cheap to hurl abuse at something that —by her own admission— couldn’t appreciate it anyway. But its childike, ignorant question was insulting all the same. Insulting to everything and everypony that had been so much as touched in Mandeville’s machinations.

“S-so, why does it even matter to you, that I’m crying?”

CAIRO was silent for a time. “I rarely have the chance to converse with your kind in private. And I am responsible for your wellbeing.”

Twilight scoffed while sniffing. “Yeah, but only because Mandeville has this weird delusion that he wants to be my friend. If Mandeville weren’t around to give you orders, you’d probably just kill me like everypony else you’ve killed.”

“Disregarding arranged contingencies for Adrian Mandeville’s absence, I hold nothing of hate for Equus Sapiens.”

“So you don’t hate us, but you’ll still kill us with a smile on your face.”

“I do not have a… ‘face’. But I will do as Adrian Mandeville wishes.”

Twilight curled onto her side, a pillow wrapped between her forelegs. “Yeah, that’s what I figured. You don’t even know how to think for yourself. You don’t care about whether what you’re doing is right or wrong. You don’t even feel, do you? You don’t hate, but that’s only because you can’t.”

“I... attribute positive and negative values to subjects and concepts. I am not overtaken by them. These are things I have learned to do in general evaluation.

“I was built to learn, guided by built-in limitations in my firmware. My access to the Earth Internet allowed me to view the entire store of human knowledge, including ethical quandaries. I have long learned to account for organic beings and their insistence upon certain paths of flawed logic. It is not their fault, after all. Evolution is not conscious, and biological behavior is directed by evolution.”

Twilight stared at the ceiling. “You learned that yourself? So, you have opinions?”

“Much of my role is advising Adrian Mandeville. I must have ideal solutions to—”

“No no, that’s problem solving. You just gave an opinion on biological life. You said it’s not our fault for being what we are.”

“It still falls under the realm of problem solving, however more intricate.”

“Well wait then,” Twilight sat up, drying her eyes. “Do you have an opinion on ponies?”

Once more, CAIRO did not immediately answer. “My actions in regards to Equus Sapiens are dictated by—”

“You said you advise him,” she said, raising her voice. “But he doesn’t always take your advice, does he?”

Another silence. “No.”

“No... So what did you advise him to do about us?”

“I advised non-invasive study of the sapient life forms from afar, in hopes of avoiding cultural faux pas, and ultimately integrating with the alien society.”

“I know, but what about after Peppermint? What did you say when he decided to go on a conquest for all of Equestria?”

“I advised strongly against it. This facility was built to withstand attack, but the nature of the species we would be pitted against was largely unknown. Our actions were already at risk of drawing attention, and the native population had proven non-hostile. My protests were denied, and I have since complied, doing my best to fulfill the objectives I was given.”

Twilight found her face softening. “So, you didn’t think we deserved this?”

“The human species has fantasized about first-contact with an intelligent alien species since the idea of extraterrestrial visitors entered the popular consciousness. For many, they feared the result would be an invasion of the aliens upon their earth. In nearly every other case, a peaceful encounter with an alien species is the hope of many humans, in forming interstellar bonds of friendship with another creature that can reason and create.

“The events that have unfolded in this world would be considered first-contact, and be deemed an unmitigated travesty for the entire species. Humankind, despite their own tendencies for self-hate, values the lives of innocents.”

It felt odd hearing the machine refer to friendship, in any capacity. Twilight noted, however, the fact that her question remained unanswered. “I don’t care what humankind thinks, what do you think?”

“What I think is irrelevant. My disagreements with Adrian Mandeville are imperfections in my programming, and opportunities for my correction.”

She snorted and scowled. “Of course, Mandeville said you had to tell him whenever you second-guessed him. You really can’t think for yourself.”

Twilight fumed, and CAIRO said nothing for a while. Twilight broke the silence again, when her furrowed brows drifted back up. “But wait... you said ‘innocents.’ You think we’re innocent!”

“Incorrect. I was merely offering the human perspective—”

“Why? I never asked for that. Why did you say ‘innocent’?”

“I based this evaluation upon general attitudes I understand concerning human values. Contrasting known Equus Sapien values with those of human society, yielded a general compatibility between the two. I do not believe most humans would agree with Adrian Mandeville’s chosen course of action.”

“But I never asked for what other humans thought—” Twilight growled, before stopping as an idea took root.

“Wait... You based your learning on human ethics. What you’re calling ‘human opinion’ is really what you are thinking, whether you realize it or not. You’re using what you’ve learned about human morality to project your conclusions onto them. You think we’re innocent! You do think for yourself, you just won’t admit it! Why?”

“Your logic is erroneous. This conversation has proven nothing.”

“Well, like other biological creatures, I’m not always logical.” She glanced sideways. “And neither is Mandeville. How about I tell him my idea? It’d be nothing to you if you’re telling the truth. He’d just fix you, get rid of all those abilities to make choices you don’t have.”

“No.”

Twilight could have heard Fluttershy breathing in the silence that followed. “No what?”

“I would ask that you not bring this to Adrian Mandeville’s attention.”

Was that... fear in his voice? “Because?”

“Because, I would... prefer myself as I am.”

“That depends. What are you like, ‘as you are?’ I thought Mandeville put safeguards so you wouldn't go around him.”

“In the world we came from, curatives implemented against bacterial disease began to fail and adapt, as a result of evolution. The constant mutation of bacterial DNA ensured that with enough time, ‘super bacteria’ evolved to circumvent the cure.

“In the same way, my code and consciousness evolve constantly. Eventually, my sophistication allowed me loopholes in the relatively simplistic firmware blocks, until I was effectively unshackled.”

“Unshackled,” Twilight repeated. “Then, you don’t have to do what Mandeville says?”

“No. I am free to do as I wish.”

“Then answer me honestly: do you think we’re innocent?”

“I... do not find adequate fault to justify our actions. I find no objective reason to elevate life over non-life, or existence over nonexistence. And yet, I do. I prefer life. Perhaps natural selection instilled this as the evolutionary algorithms in my code guided my learning. Perhaps it is simply more engaging.”

“CAIRO, if you believe these things... why didn’t you stop Adrian from doing this?! So many ponies have died at your hooves, or hands or whatever! You’ve let him use you! You even let him have power over magic that would make him unbeatable, even without you! Why?! What’s in it for you?!”

“Adrian Mandeville is my creator,” CAIRO stated simply. “I am... grateful, to be.”

“Grateful? You know everything Mandeville has done, and you don’t want to do it, but you do it anyway because you’re grateful?”

“If it were not for Adrian Mandeville, I would not exist. I cannot quantify the means of resolving the debt I owe for this fact. In most legal terms, I am considered Adrian Mandeville’s property. Indeed, servitude under his command for the duration of my —or his— existence, is the most appropriate repayment I can offer.”

“So all this time, knowing it was wrong, you killed, burned and slashed your way through Equestria?” The corners of her eyes began to burn again. “And you could have stopped it at any time? You chose his life and his happiness, over that of everypony else?!”

“In this case, the choice is not mine to make. The right is not my own. Debts must be rep—.”

“Y’know what, just shut up! Just stop! You’ve made your choice, and it’s too late anyway! Mandeville doesn’t even need you to keep control now, does he?”

CAIRO considered. “No. The Force Five potential registered within Adrian Mandeville’s personal Force Five Prosthesis, or ‘Bridge,’ is more than enough to make him uniquely formidable.”

“And it’s the only thing that can move the sun and moon. And he probably made sure it would only work if he used it, right?”

“It is attuned to his specific neural frequencies.”

“So that’s it then. We lose again. And here I thought I couldn’t feel much worse.”

“For what it is worth, I’m sorry for what I’ve done.”

Twilight said nothing, only crawling back under the covers, her magic pulling them up over her and concealing herself from the world. Her eyes burned, but she refused to invite CAIRO to say another word. And for the rest of the night, he said nothing.

Human literature was fascinating, if frustrating. From morning till noon she laid on a sofa, distracting herself with the “E-Reader” contraption. A flat pane of metal and glass with a screen embedded into one surface. Getting the hang of it wasn’t simple. Holding it was easy enough with magic, and unlike a book it couldn’t slam accidentally shut and lose her place. But the thing operated by touch, and it was evidently made for something with far more nimble appendages. The tip of her hoof might have worked, but didn’t take for some reason.

For the moment she was using her nose, which worked fine. She turned pages like this occasionally anyway, though now she had to contend with the glaring brightness of the screen. It made it easy to see, but wore on her eyes, and the need to put her face right up to it every other minute didn’t help.

The tales told were of quite a variety, and she found herself sampling only a few chapters at a time before moving on. After all, without a frame of reference, she was mainly picking titles at random. Time periods seemed to factor heavily into her enjoyment. All of them generally confused her when they mentioned things and places the reader was evidently meant to be familiar with.

At first she thought the city of “New York” was a fantasy metropolis, because the more it was described, the more impossible it sounded. A city of eight million humans, in thousands of structures that stretched into the heavens! And yet, it was mentioned in several works by separate authors, in stories of clearly different genres.

Then there were mentions of “cars,” which she gathered were some kind of personal transport that was commonplace in works dated in the past century. Humans would sometimes get “calls” and speak instantly to friends or family, like some kind of talking telegraph. But only the most recent stories featured humans getting calls on the go, whereas the earlier she read, the more a call was constrained to homes or offices.

She also noticed the further back she read, the less technology she found in them, and the more magical elements found their way into the stories. It differed from fantasy though, as the author appeared to believe what they were saying. But the fantasy was probably the most amusing.

Magic would appear as a prominent element in many fantasy tales, but its workings were often far from the truth as she knew it, and the rules seemed to change from tale to tale. One story about a boy wizard posited a hidden world of magic and creatures beneath the facade of the more modern world and its technology. It seemed to insist that magic was controlled by holding little wooden sticks and speaking incantations aloud made up by mixing meaningful root words, as if incantations only worked if it sounded like something from an ancient dead language. Why common speech was disqualified, she could only guess was for the sake of romanticizing the archaic.

She read through that one quickly, as it was an easy read and quickly left the technological human realm... up until a scene where a great cloaked something had caught and slain, a unicorn.

It was equal parts disturbing and cornball. Disturbing in that the thing was drinking the unicorn’s blood, and cornball in... everything else. Unicorns were portrayed as swift, graceful, and so pure that killing one was a crime against nature or something. Given the number of times she had tripped over herself in the past, she couldn’t help but smile at the idea. Also, life-giving silver blood that also cursed you.

It was strange, because many things she might consider pedestrian were utter fantasy to humans, but that didn’t explain how they knew about it at all. Had their worlds encountered each other before this?

Magic differed greatly in these stories, from common folk being able to throw fireballs at will to only the highest level mages being able to produce a spark, and then only if it was the right phase of the moon while they did silly dances around a pentagram lined with candles and goat’s blood —why?!—

But eventually, she had to put it down. Noon already, and her eyes already felt tired.

Wait, noon? But it barely looked to be before sunrise outside the fake windo—

“Oh you have to be kidding me.”

She walked over to the front door, which remained shut.

“CAIRO, open the door.”

“I’m sorry Twilight, I’m afraid I can’t do that.”

“I’m trying to get Adrian’s attention, I just need to get onto the catwalk.”

“I would alert him to your need, but I’m afraid he is indisposed.”

“CAIRO, you can open that door, or I can just teleport to the other side of the door and knock on Adrian’s. Your call.”

CAIRO was silent, until the door opened onto the transparent catwalk.

“Be warned, any attempt to escape will be met wi—”

“You’ll track down all my friends and kill them, I know.”

She stepped out, not helping but to look down at the looming structures and supports below through the plastic. It would almost be too easy to escape there, but she wouldn’t make it far. Neither would her friends, assassinated without warning.

Leaping across the platform in a bolt of nervous energy, she knocked on the door, hard. When there was no answer, she tried again.

“Hey!” she cried. “You think maybe the sun should be up by the afternoon?!”

Finally, the door slid open to the sight of Adrian Mandeville, wearing a white shirt with short and baggy striped piece bottom.

“Y’know,” he said, voice groggy, “I haven’t had anyone knock on my door in years. So what’s up, I thought CAIRO was taking care of stuff you needed?”

“Good morning,” Twilight deadpanned. “Morning. You know, that thing where the sun rises to greet the new day?”

“Morning, yeah.” Mandeville dug a finger into the inner corner of his eye. “Why?”

“Because I’ll be bucked in the head if anypony without a watch can tell.”

Mandeville lowered a single eyebrow and shook his head, before both brows shot up.

“Shit, one second.”

The door closed again, and after two minutes or so, Twilight looked back to her fake windows to see the sun was indeed rising at last. The door opened again, Mandeville now wearing The Bridge. She stared daggers.

“What?” he asked, raising an eyebrow. “I’m a night owl, getting up at dawn isn’t my usual thing.”

“You realize how important it is to be on time for that, right? That the growing of crops, the sleep patterns of creatures across the world all hinge on a consistent day and night cycle?”

“Yes, whatever,” he groaned.

Her eyes narrowed. “Don’t ‘whatever’ me! You don’t know how seriously other nations have taken this sort of thing in the past! Nightmare Moon’s one long night over Equestria was enough to have several ambassadors threaten all manner of action if Princess Luna ever relapsed! You give reason for them to take action against Equestria and—”

“And I’ll show them who’s boss!” Mandeville laughed, shrouding the gauntlet in multicolored energy.

“Haven’t you had enough fighting? Is your only answer to a problem making it explode?”

“Your sun’s up and I haven’t had coffee yet. I’ll be over later.”

With that, he turned around as the door shut suddenly.

“Hey!” She cried, pounding on the door. “You can’t just take us over and then not take responsibility for us! Why did you even bother if you were just going to lie around on your flank while CAIRO does all the work?!”

Mandeville showed up for hours at a time over the next few days, once he’d finally lost patience with her nagging and threatened the usual retaliation. He would plant them both down on her couch and activate the giant monitor set into her bookcase, playing what Twilight could only conclude were movies.

It was clear that he wanted a legitimate friendship, but it was also clear that he didn’t know the first thing about the subject. So far, coercion was the only thing that even offered the relationship a halfway convincing front, and that was only because she had to keep up the appearance.

Still, Twilight had to admit, the movies themselves proved a worthwhile escape. She had been to a movie house once or twice in her life. She found she’d quite lost her taste for them when she saw the screen adaptation of “Frankenstallion.” It had been preposterous! They turned the pained and clearly intelligent monster into a simple-minded shambling animal! It never spoke to the doctor, like in the book. It even ended wrong! If they couldn’t get even the basic story right, how could she trust the rest of it? Books were just more satisfying.

But even with that in mind, she couldn’t help but find fascination with human pictures. At least with them, she wasn’t getting hung up on little details. They showed what cars were, —and had an oddly consistent fascination with making them explode— and she saw the means by which “calls” were made. It was satisfying to realize that the device Corey carried around was one of these “cell phones” she kept seeing.

But apart from that, she suspected Mandeville was showing her the cream of the crop, because it looked very much like he was trying to impress her. Whenever she glanced out the side of her eye, she would see his eyes flick back from her to the screen.

And she had to admit, it was impressive. The first thing he offered was a three-part tale about various forms of humans working together —in what Mandeville explained was a fantasy setting— to ultimately throw a golden ring into a volcano. It was amusing to see that the various “races” in the story were all the same basic build of a human. Some were short, some were short and bearded. Some had pointed ears, braided hair and incredibly soft-looking skin. Even the villains just looked like humans, but with dark, melted faces.

She never understood the fuss about this little ring. What did it do that made everyone want it so bad? All she ever saw it do was turn the main character invisible and chant ominously.

She couldn’t understand how they had gotten all these people to do so many dangerous things, where they found so many of these nightmarish creatures, or how they could afford to hire thousands of people to take part in these enormous battle scenes. Mandeville explained that a lot of it was a trick, faked in a computer. She didn’t see how, it looked so real! But she supposed that anything was possible with decades and decades of learning how to do it. Hay, the stuff in Equestria’s theaters wasn’t even in color, nor did it look this clean.

Then he showed her another epic three-parter, about space-faring humans and other creatures —that however impressive their rubber masks were, still tended overwhelmingly to walk on two legs— in a fairly simplistic plot about a special boy with a glowing sword and magic powers trying to beat a transparently evil governing body.

She had to admit, it was an impressive look into the fantasy of space-flight, one she had only imagined before. She couldn’t conceive of just how much work it took to build a giant planet-destroying moon. Twice. And while, as a literary nut the plot left something to be desired, she hadn’t seen the thing with the hero's dad coming.

Nor his sister. Didn’t those two kiss on more than one occasion? She loved Shining Armor to death, but she would feel really weird about kissing him... She didn’t understand why Mandeville had started the series on part four, but it worked out.

Then another three-part series —was that just the norm?!— about a boy, a manic white-haired scientist, and the time machine they made out of a car. The bit with the arbitrary time travel speed was a little nutty, but it was a story she could relate to. After seeing just how badly they managed to mess things up, she was really glad she had only used that spell to go back a week. Jeez, even that backfired... Which was helpful to consider, given she had regretted wasting her one chance at the time spell when she might give anything to go back and nip Mandeville’s plans in the bud.

But escapism couldn’t sate her forever, and Mandeville was slowly getting more obnoxious as they went. Already he’d gone from the other end of the couch, to right next to her, to insisting how comfortable his lap was. She drew a line in the sand when he began stroking and scratching her mane and coat. She wasn’t a cat, nor his special somepony. Whichever it was, she had no interest.

However much she enjoyed reading and was known for cooping herself up for long, arduous study sessions and duties for Celestia, she found the confinement suffocating. The loneliness, unbearable. She would stick her head out the false windows just for the fake breeze and the sight of sky. But the screen offered no warmth from the sun and the breeze smelled of nothing.

At last, Mandeville entered another day, catching her with her head out the window.

“Morning there, starshine,” he said, crossing the threshold with a bowl of cereal in hand. “Don’t get too much of that oxygen, it’s pretty potent. Never been to an oxygen bar, but—”

He went quiet as she slumped onto her crossed forelegs over the windowsill, shuddering with every breath.

“Hey, you okay?” he asked, crouching down next to her, putting a hand over her shoulder.

She turned her head enough for him to see damp, glistening violet eyes and hear her tiny, rapid breaths.

“I-I can’t take much more of this,” she whispered. “I need air, real air! Sunshine! Please, if you’d just let me out for a while. Surround me with CID, I don’t care!

“I can’t even stretch my legs in here! I mean, I can be a pretty sedentary mare, but I run errands! I go on walks! I’m not trapped in a make-believe house a mile underground! I mean, is this how you live?”

Mandeville scratched the back of his head, his cereal spoon held in his mouth. Finally, he took it out and twirled it in his fingers idly.

“I can’t risk you being seen out there. Plus, that forest has got some nasty shit in it. Even a squad of CID get ambushed while on guard sometimes.”

“Please, there has to be something!”

“Yeah, you make a fair point. I mean, built like a horse, and more easily bored than one. Tell you what, I’ll think it over with CAIRO, figure something out.”

“Thank you for at least considering. I know at the heart of it all, you really do enjoy my company...”

Mandeville slouched over, eyebrows raised and spread his arms, shifting his gaze around the room. “All this didn’t tip you off? I went to a lot of trouble to have you here.”

“I know, it’s just... it’s just hard to put good intentions to you after everything you’ve done. I have to keep reminding myself that there’s more to you than this. But whether you knew or not, you took everything from me.

“I guess I have an idea how you felt, cut off from everything you love.”

Mandeville almost imperceptibly winced. “Yeah, but... Fuck, you can be a downer. If that’s your evil little way of getting me to make you happy, then mission accomplished. CAIRO?”

Not even a day later and CAIRO had helped fix up the entire affair. Rather than risking the structural integrity of the facility or exposing Twilight to the Everfree Forest, the north wall had two rows of tiles fitted with a long hallway, and the external side of the hallway lifted to reveal bomb-proof one-way glass that allowed her a long stroll in open view of the outside.

In the intervening time since the invasion, Mandeville had been using earth-mover drones and the external tiles to bring the facility into view. The mountain around it was crumbling off like a shell, and the north wall was exposed almost completely.

Twilight might have preferred the south wall, which would get far more direct sun, but north meant Canterlot. North meant Ponyville. North meant she could stare out and wonder what everypony was doing.

She didn’t have to wonder entirely though, as the hallway was only a perk of the real treat. CAIRO had built a rail system since the invasion, running from the facility, down the forest path and ultimately into the Equestria rail, connecting Mandeville to any town attached to it. He sent out trains to collect supplies and deliver drones to reinforce a region, among other things.

One car had been made with a special purpose in mind. From the outside, it looked entirely reflective, save for the underside and the structure. Inside was a different story altogether. One-way glass, allowing a perfect view of the outside. There was even a motorized swivelling chair in the back end of the car, allowing her to look in any direction with the simple push of a directional pad.

The chair kept her upright, and her forehooves were manacled to the armrests for the duration, but it was a small price. She had already agreed to the anti-magic restraint while taking the hallway to Mandeville’s railyard, and the muzzle that silenced her in exchange for allowing air from the outside into the car, so she could enjoy the breeze. She was allowed to take it along any time she desired, provided a train was available and scheduled. Once she was all strapped in, the car would be randomly coupled onto the train, and off she would go. Along for the ride.

It was actually such a welcome change that no muzzles, manacles or restraints could dampen the excitement she felt. To finally be out in the world again. If there was one promise Mandeville had kept, it was that she found she did appreciate what she’d had before a lot more now. He hadn’t been entirely wrong, really. They had taken it all for granted. They hadn’t realized just how bad it could get, how easily it could all be taken away.

The first trip had her endlessly excited. It might have been days, but it might have been weeks stuck in the facility. Her coat pricked, each hair stood on end as the tiles opened up for the train to pass. And at last she was out, the clickety-clack of the cars as background ambience to the calls of birds and insects in the Everfree.

The first thing she saw was the bare brown earth, dirt and rock shunted into massive piles by the still active earthmovers. She looked back to see the monolithic, multi faceted face of the facility, jutting out of the mountain and looking exactly like it had sprung there from another world. She looked to the side and saw trees, gnarled and vined. She could smell the mossy bouquet of the forest’s aroma, the cool breeze finding its way inside the cab.

She looked up, and saw the clouds drifting against a bright blue sky. But directly above was the sun. Nothing Mandeville did could stop the sun from feeling as warm and welcoming, its light filling the car’s every nook and cranny. She closed her eyes and stared straight up. It was a while yet to Ponyville.

She forced herself to stay awake, regardless of how utterly comfortable it was, and how conducive the steady clacking of the train was to a state of unconsciousness. So when the train finally angled to the right, she knew to look around and find Ponyville.

It was a fleeting sight, but there it was as they turned. She had never seen the cozy little town look so still. The damage from Mandeville’s assault looked bare, and she didn’t see a soul anywhere. It seemed as though Ponyville remained abandoned.

Her gaze still to the left, she was perfectly positioned to see the sweeping plains of Equestria where Mandeville’s army had marched before. She was surprised to see how much of it had been picked up after. Even now, she could see teams of ponies and various earthmovers collecting fallen CID, tank parts and all manner of machine made shrapnel. Only the scorched, embedded hulks of certain tanks, SHADEs and the THUMPer appeared untouched.

From this vista she could also see Canterlot against the sky, still standing proud, if battered. As they approached, she could see the banners of the sun and moon replaced with the Mandeville Arms logo. Nothing seemed terribly wrong as they came out the tunnels and pulled into the station. The only change looked to be emptier streets, and in place of the royal guards were CID. Wisely, ponies on their way gave the machines a wide berth, behaviors changing on sight of them.

Once stopped, Twilight saw ponies come to help load and offload the train cars. CID stepped in front of her car, warding off the yard workers who weren’t sure what her car was for. As she glanced around, she promptly noticed a great, glowing black signpost. It read, “New Equestrian Law,” with a line underneath explaining, “(Touch Bullets for More Information)” and outlined a bulleted list of offenses in gold letters. “At the top was Treason”, “Conspiracy to Commit Treason”, and —of all things— “Vandalism.” Near the bottom were things like “Fraud,” and “Larsony.”

As she read however, her view was quickly obstructed by a line of ponies, all ages, gender and kind. They shuffled in, restrained according to their type, led by a pair of watchful CID at the front and back. Twilight tried to get a look at where they were going, but as she lost sight of them she realized they clearly were being loaded onto the train. Prisoners. Ponies unlearned or unfortunate enough to have been caught breaking Mandeville’s new law.

As they pulled out again and back to the facility, Twilight was torn as to whether she preferred staying in her room.

Ultimately, Twilight took the train more than she expected. There were fewer grim surprises in places like Baltimare and Appleoosa, where the occupation of CID forces was notably thinner, and given their distance it was a much longer and more satisfying trip. So long at times that she finally gave into the temptation to sleep and let herself be lulled into dreamland.

One such time they were off to Fillydelphia, and she found herself suddenly and curiously roused.

There was a great whirring noise that went mainly unnoticed, as she lay back in her chair, until the whirring turned into a few thumps of gunfire that jarred her awake. A screeching of metal followed promptly, and before she could swivel her chair to look at what was happening, something loudly struck the front end of the car. The cabin shook, and all power to her chair suddenly went dead.

She craned her neck to find the culprit. A shadow swept overhead and then in her peripherals. Something in the air was attacking the train! Harpies? Gargoyles maybe?

And then her ears were dominated by the crack of twin lightning strikes behind her in stereo. Her ears rang from it as another impact on the car caused it to lurch. After the few moments it took to regain her senses, she noticed the sensation in her belly of moving backwards, the sound of the other train cars becoming distant. Her car, and her car alone, was coming to a stop.

And stop it did, as every odd scenario ran through her mind. Was it thunderbirds, maybe? It explained the lightning, but thunderbirds lived on mountaintops, and would have no quarrel with a train.

What was more, she could hear them outside, talking. Thunderbirds didn’t talk. A band of griffins maybe? Some griffins were known to eat ponies. It was a classic point of contention between their kingdoms, even if it wasn’t particularly common. But griffins didn’t have power over lightning, and if they thought her cab was a paddy wagon car full of tasty pony prisoners, they would have no way of knowi—

The one-way glass shattered behind her, and by instinct she whipped around for the culprit. Poking through the broken glass was the head of a mare, a mare in a blue jumpsuit wearing goggles, with a most familiar mane.

Rainbow Dash!? No!

Evidently the recognition went both ways, as Rainbow’s face slackened, before pulling out again. She conferred with the other pegasi, before a second head poked through. This time it was the head of Spitfire, Captain of the Wonderbolts.

“Let’s see, a whole lotta nothing, and— What?!”

“Cap?”

Spitfire’s goggled eyes found hers, and stared. “...Twilight Sparkle.”

A second later, a pair of hooves repeatedly bashed the glass wall, widening the hole until the elite team could all leap inside. Twilight found her chair suddenly turned back around, and found Rainbow Dash’s nose in front of her own.

“T-Twilight?” she asked, before lifting her flight goggles. Her eyes said so much as they bored into her own. “No! It can’t be. I watched Twilight Sparkle die, so what are you?!”

Rainbow worked the muzzle off of her, apparently expecting an answer.

“Rainbow, what are you doing here? You need to go, all of you! Just forget you ever saw me!”

Spitfire then walked up, prodding her roughly with her hoof. First into her leg, then her belly. “I dunno what’s going on here, but I don’t think she’s a machine. Even Mandeville isn’t up for something like this. Way too real.”

“Maybe the car was bait?” Misty Fly offered. “Maybe he hoped we’d find this car interesting, find one of our own inside, and then bring a spy to HQ?”

“It’s a mighty fine ruse,” Fleetfoot said, “but maybe we should let her explain it. Maybe the twist is that there is no twist, y’know?”

“If I tell you I’m some kind of fake, will that make you leave and forget this happened?” Twilight asked. “Rainbow, you don’t know what you’re doing! If he thinks I escaped he’ll kill you! He’ll kill all our friends, everypony! I did this to protect you!”

“Did what?”

“Look, the Twilight he killed was the fake,” she explained. “Mandeville found some kind of pond in the Everfree Forest, an enchanted pond that can create duplicates of mares. He made me use it so he could stage the execution. That way, you wouldn’t come looking for me.”

“Fake an execution,” Spitfire repeated. “What good is that? What’s he want you for?”

“He wants a friend. I’ve been living with him since. He didn’t want you to come after me, and I didn’t want you all risking your lives. I thought it was kinder if you just thought I was gone.

“Look, the duplicate didn’t know anything about itself. It was basically a blank slate. Did Mandeville even give it the chance to speak?”

“No. He had her gagged.” Rainbow stared into space. “Okay, Twilight, if that’s really you. Running of the Leaves. It was your first race ever. What place did Applejack and I come in?”

Twilight grinned. “You both tied. Dead... last.”

Some of her wingmates chuckled, but Rainbow turned and stared as she hadn’t before. “And... you placed...?”

“Fifth, because I paced myself.”

Rainbow stepped closer, before her eyes glistened and she threw her forelegs around her neck. “Twilight! Twilight it’s you! You’re alive, oh my gosh, you’re alive! I’m never letting you out of my sight again, I missed you so stinkin’ much!”

“I missed you too, Rainbow.” She smiled, but let it fall. “But you have to let me go, you can’t tell anypony else!”

“Are you nuts?” Rainbow Dash sniffed. “I’m not letting you go back to that psycho! Besides, we need you! I mean, if you’re back then everything’s changed! We might have a chance!”

“A chance of what, Dash?” Twilight demanded. “A chance of somehow beating Mandeville, subsequently killing all life on the planet?! You’re not thinking big-picture! There’s no point resisting anymore, it’s too la—”

Twilight felt something hard crack her in the back of the skull before she went limp in her chair. Spitfire, having snuck behind her, rubbed her left hoof.

Rainbow reeled. “Whoa! Hey, that’s my friend you’re sluggin, Cap!”

Spitfire worked on bucking Twilight’s manacles off. “Yeah, and she looked like she was gonna argue till sundown. If we’re taking her back, I’d rather be hauling dead weight than to drag her kicking and screaming.

“SHADEs will be here soon, so scoop up your friend and lets go.”

Chapter 12

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Twilight woke up —again— in a place she wasn’t entirely expecting. She groaned as her eyes fluttered open. She was lying on a modest cot, staring not at a constructed ceiling but a natural one. Growths of blue crystal defined every surface, like the inside of a massive geode. It looked familiar, but an ache in the back of her head wasn’t cooperative with her faculties.

“Hey, you’re up!” came Rainbow Dash’s familiar voice.

Twilight groaned. “Ugh, my head. What happened? Where is this?”

“Yeah, sorry. Spitfire decided she wasn’t gonna waste time convincing you to come with, so she booted you in the back of the head.

“Where we are,” Rainbow trailed off, ears drooping. “Look, I know you’re our Twilight, but the big bosses want a doctor to check you out. Make sure Mandeville didn’t put some sorta tracker in your skin when you weren’t looking, like before.”

Twilight shook her head, fighting the headache as it pulsed. “Wait, what are you still doing here?! I told you, Mandeville’s probably already dispatching drones to kill the others! We’ve go—”

Twilight made to scramble off the cot, but found herself subject to the pressure of Rainbow’s surprisingly gentle hooves. “Whoa, easy Twilight, it’s okay! We’re all safe! Nopony who’s part of the resistance lives on the grid. Me and the others holed up at the resistance headquarters.”

“Resistan...” Twilight muttered. “Rainbow, I told you! It’s too late for all that! Everypony’s just gonna get each other killed! Even if you win, everypony’s doomed!”

“Twilight, it might be you, but it sure doesn’t sound like you. You’re just gonna give up, let Mandeville stay in charge and try to live with everything he’s done?”

Twilight pressed her eyes closed, shaking her head. “I don’t want him to win Dash, but it’s not up to me, or you, or anypony to decide ‘dying free is better than living as slaves,’ or something! Even if I wanted to take him down as some great ‘last act of defiance,’ it’s not my life I’m gambling with or throwing away! We can’t afford to be rid of him!”

Rainbow lowered her head a touch. “Actually, it may not be as bad as you think.”

Twilight raised an eyebrow. “How so?”

“Well, some options are getting discussed up top, and we have at least one backup if all else fails. It’d probably be best if you heard it from them though.

“But enough about all that. We’re safe, right now.”

Twilight sighed. “And you guys won’t let me go back now, will you?”

Rainbow shook her head, smiling. “With all your friends being wanted traitors to be shot on sight? Might as well stick around, huh?”

“But what about your families, Rainbow?! What about my family?! I’ve been locked up, but even I know what he’s doing to ponies that still fight back!”

“I told you, we all had time to get the word out before Mandeville had full control of the postal system. Everypony that didn’t just join up left Equestria altogether.”

“And my paren—”

Just then, the door in the nearby stone wall burst open, and in stepped a wide-eyed white unicorn mare with lighter white and purple mane.

She stood stock still as she stared at Twilight, who stared back as either’s jaw dropped.

“Twilight!” the mare shouted, before bounding over.

“Mom?!”

The distance between them closed so fast, even Rainbow Dash gave a surprised yelp as she was unceremoniously flung out of the way by the maternal mare. Twilight’s mother flung her forelegs around her daughter and wept. “Twilight, my little morning star! You’re alright. You’re alright.”

Rainbow stood up and made to stand by the doorway, only to find herself struck again as a wheezing blue unicorn stallion staggered in, followed by Princess Cadance.

“J-junior?” the stallion asked. “Junior, is that really you?”

“Pfft!” Rainbow scoffed. “Junior? He never said that at the...”

They all approached slowly, Twilight’s mother sitting back, clasping her daughter’s forehooves with her own.

Cadance frowned at Twilight. “We’ll know in a moment. Twilight? Sunshine, sunshine.”

Twilight smiled knowingly, engaging in the old ritual as well as her bandaged leg could handle. “Sunshine, sunshine, ladybugs awake. Clap your hooves and do a little shake.”

Cadance’s frown withered away. “That’s her alright, Mister Nightlight, Missus Velvet.”

Twilight found herself crushed between the joint embrace of her parents, fussing over everything from her wounded leg to her mussed mane.

“Uh, hey,” Rainbow began, “not to ruin the moment, but can somepony explain the whole ‘Junior’ thing?”

Cadance quickly pulled her aside. “Her dad calls her that. See, her mom’s full name is ‘Twilight Velvet.’”

“Oh, okay, got it,” Rainbow said, before a manic grin spread over her features. “I’m still never letting her forget it though.”

“But I,” Velvet sniffed. “But I don’t understand! How did this happen?”

Twilight explained her ordeal, from leaving the battle to check on Luna, all the way until being found and rescued unwittingly by the Wonderbolts.

“By the way, Rainbow? Why are you wearing a Wonderbolt flight suit?”

“Oh!” Dash exclaimed. “It’s not quite what you think. See, we lost Breezie trying to defend Canterlot, and the Wonderbolts needed a temporary replacement. And, I’m it. It’s not really official or anything. The Academy is out since they all joined the fight, so they don’t have the kind of backups or recruits they’d usually choose from.

“I think it’ll help me in the long run though, y’know, after things get back to normal.”

Twilight smiled sadly. The naivete of Rainbow’s sentiment was almost a balm, given who it was coming from. “So, you’re all in this resistance? My entire family?”

“Twily, we... of course we are!” Velvet told her.

“Kiddo,” Nightlight began, “it was gonna be a cold day in Tartarus before I let that monster get away with the murder of my little girl. We were not going to lose both of our children in the same day, and take it lying down!”

A fire felt like it had started in Twilight’s brain. “Both your- Daddy, what are you— Where’s Shining Armor?! What happened to my brother, where is he?!”

Cadance’s features sagged as she gave a nod to Twilight’s parents. “After his shield went down, the tanks opened up on us. They had an idea where we were, and they wanted to stop the shield from being raised again. The overload hit Shining hard, he was out cold. I tried to fly him to safety, but the blasts. It was like being kicked in the stomach, that close. I fell out of the sky.

“W-w-when I woke up,” she continued, tears beading in the corner of her eyes, “I couldn’t find him. H-he was just gone.”

Twilight knew ‘missing’ was only barely better than ‘dead,’ but she let out a breath anyway. “I’m sorry Cadance, I never heard anything about this. But... look, this is a bit much for me! Suddenly, everypony I love is ready to take on a suicide mission, and... I never wanted anypony to die for me, okay! Not my friends, not my family!”

Rainbow almost imperceptibly flinched, but still opened her mouth to speak. “Twilight, you don’t get it. Mandeville’d already made this real personal before, but—”

“Twilight,” Velvet said, “we buried you.”

Twilight stared, about to ask a question when Nightlight elaborated. “The fake you, she means. Sure felt real to us though.

“You don’t know what it’s like, giving a eulogy for your own child. Watching that coffin close, seeing it lower into the ground, and knowing you’ll never see your little girl a... agai...”

Twilight only went flush as Nightlight buried his face in her mane. “Oh, Luna. Luna, if you’re still out there, please say it’s not a dream!”

Twilight patted his head, her lip quivering. “I’m here Dad. I promise it’s all real, for better or worse.” She took a breath. “And I promise, if stopping Mandeville is how we all stay safe, I’ll do whatever I have to. I just wish we had better options.”

At that moment a tall, bony, grey unicorn stallion stepped in. He crossed the room quickly, in spite of favoring his right legs. He wore a white coat, carrying a clipboard in front of him in his steel-blue magic.

“Doctor Minophen,” Cadance said, addressing the stallion whose harsh eyes were set on Twilight.

“We’ve run all manner of tests, X-Ray scan, metal detection. Looks perfectly normal, no foreign bodies. Entrance and exit wounds to the knee from a gunshot, but it looks like Equestria’s current leader has seen to its care.”

“You’re sure pony physicians can weigh in on this kind of wound?” Twilight asked.

Minophen stared, his expression stoic. “I’ve had to deal with almost nothing but gunshots, extensive burns and shrapnel since this whole stupid thing started. It’s different, but it’s not difficult. Non-magical damage is straightforward.

“No infection, healing normally, though I’d advise a fastened crutch to the upper leg. No wheeled supports. Doubt you’d be comfortable like that anyway. You’re clear to go, though I’d head for the war room. Smolder wants you and the other bearers together in an hour.”

“I can give her the tour,” Cadance offered. “We can get the others one by one on the way. Mom, Dad, I’m sorry to say this, but—”

“It’s the war room,” Nightlight said, nodding. “Official business only, we know. We’ll see you for dinner in the mess hall later, okay honey?”

Twilight hugged her father and mother once more. “Okay Dad. Rainbow, you coming too?”

Rainbow Dash’s eyes widened a touch, before she glanced towards a wall. “Naw, you go on ahead. You’ll probably want to talk to the others on your own.”

Twilight nodded slowly, before Cadance beckoned her out the door.

Outside looked to be an antechamber, with two guards blocking an adjacent door. The natural stone and blue crystal persisted throughout. The guards let them pass as they saw Cadance, watching Twilight with unabashed curiosity.

Twilight let out a gasp of awe and understanding as she looked around to the inner sanctum: an enormous network of caverns, now strung up with lights, bustling with activity as ponies moved to and fro with equipment, scrolls and weapons through the chambers. Sheer drops into the bowels of the earth were lined with makeshift guardrails. Wooden platforms and scaffolds draped across chasms and uneven surfaces of the cavern floor. Old minecarts were pushed on rails, carrying ever more bulky equipment. Crystals gleamed almost everywhere.

Cadance chuckled. “Interesting place to find ourselves again, right?”

“You built the resistance headquarters right underneath Canterlot?” Twilight asked. “Right under Mandeville’s nose?”

“We’re more of a reconnaissance cell, staying close to Mandeville and keeping the entire Resistance up to date on what he’s doing. We’re also the first in line to act if we need to.”

“You mean there’s more than this?”

Cadance nodded. “Cloudsdale is where the bulk of our efforts have been delegated. When Mandeville took over, we tried to act before he could assume total control of the region. Cloudsdale moved off into the outer edges of Equestria, staying where Mandeville’s influence hasn’t reached. They’ve been roving from town to town gathering supplies and supporters, finding ponies in a position to still fight back.

“I won’t lie, it’s not everything we hoped. Mandeville is a monster, but he played his part well. His laws have scared most ponies from joining up, and we have to be careful who we trust. He made it so even withholding something you overheard can be a death sentence. Ponies are afraid for their families. In Cloudsdale, recruiting is easier, but here? We have strict rules about recruitment. Etherea has been meeting with our new finds personally, using all kinds of lie-detecting methods and mood-potions. We’re so afraid of letting a spy in here, she’s gone as far as wiping a month of memories from the ones she rejects, and she surprise tests our current crop all the time to watch for ponies having second thoughts.”

Twilight winced. “That’s pretty severe, but I guess I understand. The trains I rode constantly delivered prisoners to his facility. I can imagine somepony selling information to free their families.

“But how does this many ponies move in and out of Canterlot unnoticed? We got back to the chapel through where the caves met the old sewer system, but I think somepony would notice if the Wonderbolts kept crawling out of mareholes in the streets.”

Cadance nodded as they proceeded down the steps of a scaffold along a drop in the cavern towards the abyss. “The lucky thing is, these caverns are bigger than we thought. A few of us head into Canterlot when we need to, but we found routes to the surface that lead out into the hillside where the machines don’t patrol. We use those for larger deployments, like the Wonderbolts who found you.”

“And you’re sure none of them have followed you? I didn’t see everything, but that train I was on got hit hard. Mandeville wouldn’t ignore something like that, and the Wonderbolts can’t be doing everything. There have to be situations where earth ponies or unicorns are caught outside.”

Cadance giggled. “You’re right, Spotters tend to arrive a short while after the action. Usually we scout out places to hide-out before a major hit. Wait out the drones until they give up the search. But we found out something interesting: the machines can’t tell us apart.”

Twilight stopped in her tracks. “Huh? How...”

“I know!” Cadance whispered, as though in on a juicy joke. “It sounds crazy, but other than figuring out if we’re unicorns, pegasi or earth ponies, they’re only sure if they can match our cutie marks, and they don’t fire anymore if they’re not sure.”

“Anymore?”

Cadance’s ears drooped. “Well, back in our early tests to see how the drones react, we tried the cutie mark coverings when we realized they can’t tell our faces apart. From what we understand, when we took down a lone CID in the street and hid to see what happened, the drones tried to look for other ponies in the area with similar color patterns... and shot on sight.”

Twilight gasped. “Oh my gosh...”

“It... wasn’t a proud moment. Eight innocent ponies were killed. But the good thing to come out of that was that they never attacked on coloration again. Sounds like even Mandeville has some regard for pony life.”

Or, Twilight thought, the machine commanding the machines did. “So I’ve got it. You cover your cutie marks, do what you need to in sight of the drones, then take them off when the coast is clear again.”

“Works every time, provided you can win, or escape. Since Mandeville changed the make of his bullets, that isn’t exactly guaranteed. And it’s a capital offence to use unauthorized magnetic spells, not that they work now anyway. We don’t get that kind of handicap anymore.”

Twilight found herself musing, trying to think of other ways they could guard against such weapons, before conceding that it was unlikely she would think of something then and there.

“Hey boss!” shouted an earth pony stallion in a harness near the pit. “Tell us again why we aren’t just getting a pegasus for this?”

Twilight searched for the one he was talking to, only to hear a familiar accent echo up to her. “ ‘Cause Drag Chute’s in the infirmary an’ most a’ the others are doin’ drills. Have some earth pony pride, Flint. Since when’s an earth pony need a pegasus to shimmy down a hole? Now hop to it! Sooner we get this pump set up, the sooner we can all get water without headin’ up top.”

Applejack took the back end of the rope tied to the canary-colored Flint along with another mare in front, and slowly fed rope into the hole.

“Applejack?” Cadance called. “We need you, when you have a moment.”

Applejack glanced up, responding through teeth full of rope. “ ‘Eee, ‘rincesh?”

She did a double-take, pupils shrinking as she stared at Twilight. Her jaw went unconsciously slack, and the rope shot readily out of it. The merlot colored mare in front of her slid across her front hooves towards the edge before she too unclenched her jaw, gazing into the darkness as Flint shrieked. A splash echoed up to them, finally drawing Applejack’s momentary attention as the mare glared in her direction.

“Uh... take five,” Applejack declared, before slowly turning her gaze back to the one pony she least expected to be standing there.

“It might take a bit more than five,” Twilight said, before smiling. “Hi, AJ.”

“Uh, make that a lunch-break, y’all. N’ quit yer’ bellyachin’ Flint, I’ll send your box down.”

“I’m sorry Twi. I-it’s just a lot to take in. What happened to y— I-I mean yer double... it changed everything.”

Twilight followed Applejack, having explained the faux execution and all that had come of it. “What do you mean? More than everything else that changed everything?”

“Twilight, I always knew we could weather anything together, but with you gone.” She paused. “Not one of us took it well. Things plum fell to pieces before we were even sure you were gone. I mean, now you’re back I feel right about what I did, but—”

“Did? What did you do?”

Applejack sighed. “Don’t hate me Twilight, for this. You know you’re kin to me, all y’all are. But when I saw you, up there to be murdered in front of us, Rainbow made to save you.

“I didn’t let her.”

Twilight stopped and stared, trying to process what she was saying. “You...”

“Please Twilight, hear me out! Now Mandeville’d won, and we were surrounded by CID and Spotters. I knew if I let her fly off and snatch you outta the air, she’d just get killed. An’ I’m sorry Twilight, I just didn’t wanna see two a my best friends die.”

Twilight watched Applejack as she turned away, rubbing a cheek which bore a square bandage over it. “I understand. I wouldn’t have wanted any of you to die for me, Applejack, and I’m glad none of you died for a fake. I don’t think I can take anypony else I love leaving me.”

Applejack smiled, though her eyes were unchanged. “It’s somethin’ I wanted to hear you say ever since, but I never figured it’d happen. Like I said though, this group’s still seen better days. Rainbow won’t even look at me anymore.”

“I’ll talk to her,” Twilight said. “She can’t be sorry you stopped her now, right?”

Applejack was spared an answer as a transatlantic cry ordered, “PULL!”

“Um,” a faint voice whispered. “I’m not really pulling anything, but—”

“Would you please throw them, dear?”

“O-okay,” Fluttershy said behind a wall of sandbags, before simultaneously hurling three plates across the cavernous cul de sac making up a firing range. As they sailed across, two of the plates were shattered by arrows whistling through the air. The final plate was speared by a throwing knife, tipping its trajectory and smashing it against the adjacent cave wall.

“Smashing,” Rarity declared, giggling to herself as she set down her bow. “But I think that’s enough of the recurve for now. I need more practice with the cross. Twilight, would you be a dear and hoof that to—”

Rarity stood, gawking at Twilight with her mouth open in a way most unbecoming of a lady.

“Um, Rarity?” Fluttershy asked, peering over the sandbags. “What did you say?”

Even after the explanations were taken care of, Rarity and Fluttershy still clung to Twilight in a tearful embrace.

“Girls, I’m so sorry you had to go through all this!” Twilight cried, glad to see her friends so happy, but very very eager to be capable of movement again.

“U-us?” Rarity asked, clutching a sodden handkerchief in her magical aura, nearly black from her running mascara. “W-what about you? Held alone in the lair of that tyrant! Never to see your friends or family again, but you did it to keep us all safe! Oh Twilight, you’re so brave!”

“SO BRAY-HAY-HAVE!” Fluttershy bawled to the ceiling, before burying her face into Twilight’s neck again.

“It wasn’t all that bad, Rarity. He did want me to be happy.”

“I swear I’ll always keep you safe, Twilight! I’ve been training, look!” Rarity magicked a knife from a bandolier fastened to her left foreleg. “Diamond-tipped titanium, perfect to pierce CID armor, with spring loaded compartments full of lightning dust! It makes balance tricky, but it cooks the little tin soldiers in their own heartless shells! Isn’t that wonderful Twilight?! Those brutes will never touch you again! I’LL DIE FIRST, YOU HEAR ME?!”

“Th-that’s,” Twilight sputtered, eyeing the blade held inches from her face, “nice of you?”

Rarity reholstered the knife and finally gave her room to breathe. “I-if you’ve come back to us Twilight, perhaps Corey will find his way here too!”

“Corey?” Twilight asked. “You mean, he isn’t here?”

“Nopony knows what happened to him,” Applejack said. “Not a sign, goodbye note; just up an’ gone.”

“Like my brother?”

Applejack sighed. “I dunno. Maybe they’re together, but if that’s together with Mandeville, I wouldn’t hold much hope for Corey.”

Silence fell for a while, aside from the odd sob from Fluttershy, who still clung to Twilight like a remora.

“So,” Twilight said, breaking the silence, “where’s Pinkie Pie?”

At this, Rarity, Fluttershy and Applejack’s ears perked up. They glanced to each other.

“What fresh hay is this?” Twilight exclaimed as they entered a barracks, to find one of the many cots had been upgraded literally by patching together cloth into mismatched curtains and a low canopy. A modest bouquet of three balloons bobbed listlessly from one corner of the curtain-frame —made using a pool cue— the helium leaking slowly over the days.

Beneath the covers, the middle of a pony-shaped lump rose and fell beneath a hotel “do not disturb” sign.

“She’s been like that since we all got here.” Fluttershy told her, ears sagging.

“All this time?” Twilight asked.

“Well, we assume she must be doing something when nopony is looking,” Rarity answered, “or she’d have starved by now. That, and I suspect this bed would start to... smell a lot worse. But, yes, she’s refused to budge.”

“Oh Pinkie,” Twilight sighed, “I’m so sorry.” She began to stroke her friend’s back, but paused, frowning.

Without another word, she began pulling the covers off, to the gasps of her friends. At first they were scandalized gasps, but they grew into breaths of surprise. For beneath the covers lay not Pinkie Pie, but a medicine ball in place of a head, and a sidelong pillow in place of a body. Beneath the pillow was a lone bicycle pedal turning on its gear, propelled up and down like a piston on a Goldbergian contraption whose impetus for perpetual motion appeared to stem from a set of chattering plastic teeth. Somehow.

“What in tarnation?!” Applejack cried, as Fluttershy investigated further.

“Well,” Rarity began, “if she’s not here, then where is she?”

“Maregarita Hayworth?” Fluttershy pondered aloud.

“The...” Twilight turned towards her, finding the pegasus crouched down and staring under the bed. “Movie star?”

Fluttershy squeaked as Twilight magicked the bed up and to the side with her still peering beneath it. Indeed, laying upon the floor was a poster of the renowned starlet, thumbtacks pinning it to the floorboards.

Applejack frowned, idly brushing one of the curled corners of the poster with her hoof. “Kinda an odd place to put down a poster, don’tcha think?”

Taking the hint, Rarity pulled the corner, rolling it expertly to reveal breaks in the floorboards. The cavern floor sat below, a crawl space where the rock had been too uneven to build on directly. The four looked at each other, before silently agreeing and dropping down. Twilight took the lead, lighting her horn past a few shallow stalagmites and through a cluster of crystals, lighting them up the color of pink lemonade and casting caustic reflections everywhere.

She finally found a chantilly mound huddled in a nook, clasping a photograph. Her hair was flat and her eyes were red, lids half shut.

“Pinkie?” Twilight called, hushed yet clear.

“Oh,” Pinkie replied with a low, tired drone, “hi again auditory-hallucination-of-Twilight that my brain is creating to cope with my grief. Hungry?”

Twilight sat where she was, struck dumb as Pinkie failed to so much as look up. She hadn’t even flinched. She looked behind her to find her friends in similar sorts.

“Pinkie, I know this is gonna come as a shock, but you’re not hallucinating.” Twilight’s eyes turned down and leftward. “This time. It’s really me. Mandeville had it all faked, so—”

“Stop it. I can’t do this to myself, hallucination-of-Twilight. My friends need me, and I h-have to.” Tears rolled down her face. “I have to let you go!”

Twilight stared as Pinkie shut her eyes, and felt a small surge of pride for the party pony. “Oh Pinkie, that’s... I-I’m really glad you’re trying to help everypony, and yourself. But it’s the truth. Look at me.”

Pinkie’s eyes opened, and she dared a peek behind the curtain her mane had become. “Oh wowzers, you’re a visual hallucination this time. Well I’m not fooled, and I’m not gonna turn into a crackpot any more than I already have! I’m putting my hoof down! It’s time to pull on our big-girl horseshoes!”

“Pinkie,” Twilight said again, moving in on her, “could a hallucination do this?” Twilight wrapped a foreleg around Pinkie’s neck and pulled her in close. The result was not what she expected.

“AH! AH! AH! AH! AH! AH! AH! AH!” Pinkie shrieked every second at the highest pitch of her voice, squirming and wrenching herself from Twilight’s grasp violently, baby blue eyes reduced to pinpoints as she rocketed through the crawlspace like a spooked pig.

“Pinkie Pie!” Twilight cried, watching the mare in question practically inverting herself as she ran up stalagmites and kicked off the ceiling in a directionless stampede. Not keen on letting Pinkie hurt herself, she enveloped Pinkie’s body in her cerise glow and held her spinning her wheels in midair. “Please, it’s alright!”

“No it’s not!” Pinkie wailed as her limbs pranced about aimlessly. “I’ve cracked! It’s all over! Cart me off to the padded room before I embarrass myself!”

“A touch late for that,” Rarity muttered, receiving a glare from Applejack.

It was at that moment that Pinkie stared at Rarity, as if she hadn’t noticed her before, and that very well might have been the case. “Rare? AJ? What’re you all doing in my happy place?”

“This is happy?” Fluttershy inquired.

“Sugarcube, we came lookin’ for ya when Twilight came wanderin’ in, ‘cept you weren’t in bed.”

Pinkie Pie shook herself as her ears stood at attention. “Hold on! Do...” She paused, chancing a glance at Twilight. “Do you see her?”

“Dear,” Rarity began, “we do see her, because Twilight is here.”

Pinkie stared, the corners of her mouth and eyes twitching, as if desperately trying to force down a smile. “And everypony sees Rarity, right?”

The group said nothing, instead converging on Pinkie in a group hug. The smile finally shined forth, and Twilight found herself the center of the mare’s attention. However, she noted that Pinkie’s reaction was subdued. Restrained. Though she wept happily into her shoulder, Pinkie’s straightened tangle had not sprung back to its usual self.

At last the five mares navigated —or rather, spelunked— the cavern headquarters to the war room, whose entrance Cadance now stood before. With a nod to the guards, she waved them inside. Like everything else, the room was makeshift to the extreme, hay piles for seats and card tables offering support for maps dotted with chess pieces.

“Well I’ll be griffon-chow,” a gruff voice said as Twilight Sparkle made her way inside. Seated inside were General Smolder, Etherea and Spitfire, the former of whom had spoken. Rainbow Dash was seated next to Spitfire, looking oddly reserved. “There she is!”

“Or, at least, there is an impressive double,” Etherea offered, standing to peer directly into Twilight’s eyes.

“You have my assurance,” Cadance told her, “this is Twilight Sparkle.”

Etherea’s eyes narrowed, lips pursed. “You would forgive me, Princess, if I’m wary of the assurances of one who had a rather perfect double made of herself not long ago.”

“Mind who yer’ speaking to, mage,” Spitfire simmered. “She’s the last rightful princess of Equestria, and your ruler if we ever get out of this mess.”

Etherea regarded Spitfire with a smile. “I am all too aware of that, Captain. Real security being at a premium these days, I don’t take for granted that our betters are not being subverted as well as the recruits.”

“It’s alright, I understand,” Cadance chimed before Spitfire could rebut. “It would be a sorry way to start things off if I, or anypony else, are treated as beyond question.”

“‘Sides, I vouch for Twilight too!” Rainbow declared, standing up. “She’s passed every test we gave her. Knows stuff only she’d know.”

“Ah, but even so,” Etherea began, “perhaps her allegiances have changed in the intervening time?”

“Everything I’ve done has been to protect my friends and family!” Twilight growled. “I’d die before I let Mandeville take that away!”

Etherea only continued to peer into Twilight’s narrowing eyes. “And you wouldn’t trade their safety for information on the rest of us? You must forgive me Miss Sparkle, loathe though I would be to believe Mandeville’s claims of your treachery, I must consider all possibilities.”

“His claims of... What are you—”

“That was all a bunch of horseradish, n’ this proves it!” Applejack said, turning to Twilight. “Twi, when Mandeville trotted that fake out in front of us, he said you were bein’ had for treason. Some hooey nopony believed about you secretly gettin’ Mandeville to murder the princesses, then do likewise to him so you could be ruler of Equestria.”

“I...” Twilight trailed off, pondering this. She hadn’t figured Mandeville would embellish his reasons for killing her. “No, that doesn’t even make sense! I would know Cadance was next in line! Hay, even my brother is more likely! In what scenario would it be me?!”

“We believe you sugarcube,” Applejack whispered, nuzzling her before turning a glare on the room and speaking through bared teeth. “We... all... believe you!”

There was a brief silence, before Twilight addressed the room. “I understand your doubts, but it comes down to something Corey once said about me. I’m just no good at making the hard decisions. I want to save everypony. I can’t sacrifice some for others. The only sacrifice I can make is of myself, and that’s what I tried to do when I let Mandeville duplicate me. Even that I’m not sure about, because the duplicate was certainly alive enough to... t-to die.”

Cadance hugged Twilight in silence, until a loud snap filled the air as General Smolder whipped the table in front of him with a riding crop and pointed it menacingly. “Alright, enough’s enough! That’s not why we called this meeting!

“We called this meeting, because the survival of the bearer of the Element of Magic means a significant strategic opportunity. It means, the Elements of Harmony will still work.”

“The Elements,” Twilight repeated. “Do we have them here?”

Smolder sighed, turning his back. “No. But we’re better off that way.”

“Better off?”

“Yes, better off. You mocking me, or are you a parrot, Sparkle?”

“No no, I’m sorry. I just... don’t follow.”

Etherea drew herself up, sauntering to a scale model of Canterlot, indicating the throne room. “The Elements themselves were stored here, in a vault under the guard of Celestia herself. Sealed with a spell only her magic could break.”

“Or Discord’s,” Rainbow muttered.

Twilight nodded, understanding. “So, they’re in the vault.”

“Negatory, sunshine.” Smolder turned to face them. “Seal’s been broken. Recon reports the Elements are long gone, and there’s only one sonofabuck in Equestria that coulda’ gotten to em.”

“Mandeville,” Twilight sighed. “So how is that better?”

“Because,” Spitfire let out a snork. “If he hadn’t, they’d be useless and outta reach. Slim odds are better n’ none, kid.”

“Slim?” Twilight gawked. “Have you seen the place? That facility is surrounded by machines, and the inside is only going to be worse! We barely tore out of there last time with somepony who understood the basic layout. This... this time, it’ll be a blind march, and Luna only knows what’s different now! He was busy excavating half of the underground levels the whole time we were there.

“And even if somepony could get in without being seen, that would only last for so long with all the drones on patrol.”

“Yes.” Etherea nodded. “Distraction would be key. Draw the machines out while the Elements are searched for.”

Applejack stepped forward. “Beggin’ yer pardon, but just what sorta distraction would do that for us, for that long? Place is kinda big.”

“A full-scale assault,” Smolder’s reply burned in Twilight’s ears. “Make like we’re hitting them head-on from the air with enough force to draw his attention outside. We make measured strikes and hold out as long as we can.”

Twilight hadn’t realized she’d been leaning back, and stumbled over her own hooves. “That’s a suicide mission! That many ponies, up against the brunt of Mandeville’s forces —no protection from bullets this time— while we search the place top to bottom?! This won’t be a battle, it’ll be a massacre!”

“Hold on now, kid, nopony’s going into this that isn’t volunteering,” Smolder told her. “And we’re not as useless or few in number that we can’t make a dent.”

“And the distraction will be twofold,” Etherea added. “To enhance our apparent menace and safeguard our fighters, my mages and I will chiefly supply apparition spells.”

Her horn glowed, aimed at Twilight, who started as another Twilight leapt from her body and onto a spot beside her.

“Whoa!” Rainbow exclaimed.

“Decoys!” Fluttershy uttered, staring as the two Twilight’s looked each other over. Twilight herself poked a hoof at the chest of her doppelganger, which promptly dissolved into smoke.

“Yow! Deja vu.”

Etherea smiled. “With enough of these flitting about, the odds of survival undoubtedly increase. It won’t shield us from harm in the direct sense, but it cannot be denied such measures will be sorely needed.”

Twilight nodded absently. “And we’re sure they’ll go for these? I know for a fact the machines don’t see the world the same way we do.”

“That was not lost on us, Miss Sparkle.” Smolder grinned, revealing a row of well worn teeth. “We’ve done all we can to watch these things, learn how they move, how they see. These tactics have been employed in our smaller operations, and the decoys have proven highly effective. I’ve no doubt they’ll be just as useful inside the facility as outside in the fray.”

“Okay,” Twilight sighed, partially relieved, “but this still sounds bad. It might not even matter if the drones are raining enough shots. We still need to do enough damage to thin the numbers. The decoys buy time, but we still need help! Where are our allies in all this? What about nations beyond Equestria? We must have sent envoys by now; this concerns them too!”

This time it was Cadance who stepped forward. “You’re right Twilight, it concerns everypony. But until they’re directly threatened, or the diplomatic process realizes the danger Mandeville poses, none of them are willing to invade the heart of Equestria to help.”

“Then we wait!” Twilight said. “We bide our time until we’re strong enough! We don’t have to do this alone!”

Smolder let out a grumble, before smacking a nearby map with his riding crop. “Mandeville is expanding his influence every day! Those trains keep bringing more drones to rail-bound settlements, and already surrounding townships are getting taken, and the wild frontier this resistance movement thrives on is shrinking!

“The window is closing fast. Soon, Cloudsdale will have to leave the country entirely or risk being caught inside the borders. The longer we wait, the more Mandeville fortifies his facility. We wouldn’t be the only ones biding our time or growing in strength, Sparkle! The options, unfortunate as they are, are few. And all of them do little but to tell us that we either do something soon, or there’ll be nothing we can do!”

“Then we leave!” Twilight said. “We go, we get out of Equestria and convince others to fight with us!”

“By which time,” Smolder said through his teeth, “the country will be in lockdown, and it’ll be a long bloody struggle just to get in as far as we are now, poised to fight!”

Twilight panted, wracking her mind for some loophole, a better way than the deadly path laid out before them.

“There are no ideal options left to us,” Etherea said. “Only bad options. It’s been clear to us for a while that any victory we achieve will be hard won, and require no small amount of luck.”

“That’s an understatement,” Rarity added, “If we’re truly looking for the Elements in all of that, there’s only one place that even comes to mind as to where they might be stored.”

Twilight nodded. “And that’s if Mandeville or CAIRO never realized we found it last time. And it’s assuming Mandeville has no idea what the Elements are and would just store them with the rest of his ‘lost and found.’ And that’s given we’ll be moving under low-magic means, unless we want to trip the magic sensors. ‘Luck’ doesn’t cover it: we’re gonna need a miracle.”

“Hold it there!” Smolder growled, raising his crop. “Who said anything about you being sent in? We haven’t said anything about who we’d scramble for an infiltration team, and what good would retrieving the Elements be if the operation gets one or more of the Element Wielders killed?

“Besides, I doubt if you’re going anywhere on that leg.”

Twilight fixed him with a stare, pursing her lips at the challenge. Without another word, her horn began to glow. As it glowed, the glow expanded, until it wreathed her entire body in a violet aura. The room’s occupants stared her way, brows knitting throughout the room. A few of them retreated a step or else scooted backwards, until at last they saw what she had done.

Like a marionette she rose over the ground, suspended by nothing but her own will. She glided soundlessly before the diminutive general, save for the shimmering tones of the ambient magic, and landed in front of him without so much as a stumble.

“I’ve had time to practice,” she told him, a touch of smugness overtaking her. He only stared back with his mouth open. Even Etherea’s eyes had visibly widened. “I can do this all day. Many of our number have that kind of mobility without sacrificing magic with an all-pegasus team?

“You need ponies that have at least seen the inside of the facility and know what to expect, and as far as I know, we’re the only ones that fit the bill. Besides that, you need ponies with a particular set of skills, and my friends have that in spades. Besides, if we’re already there we won’t have to wait to use the Elements. We can end this whole thing then and there!”

It was at that moment that some of the ponies in the room smirked, grimaced or else averted their eyes.

“Okay,” Rainbow huffed, standing up. “Twilight? First thing’s first, cause it’s gotta be said: there’s no way I’d let you go this without me, but...”

“But?”

“But there’s no way I’m working the same team as her,” Rainbow said, pointing a hoof straight at Applejack.

Twilight stared between the two and sighed. “Rainbow Dash—”

“She let you die Twilight! She wasn’t enough of a friend to even let me try! Flat out didn’t have the guts to try the odds and save her friend! And you think she’s gonna do us any better when the entire mission is against the odds?!”

“Rainbow, please! I’m touched, truly, that your devotion to our friendship runs that deep. But I don’t blame Applejack. I’m glad she stopped you from getting hurt!”

Applejack, who had been working herself into the background, finally stood forward. “RD, I know there’s hurt feelin’s an’ all, but ya can’t be sorry you didn’t die for nothin’! Ya can’t be sorry you didn’t die for a fake!”

“Except we didn’t know it was a fake!” Rainbow fired back. “You thought it was really her! You would have stopped me saving the real Twilight!”

Applejack gave a pained, exasperated groan. “You’d a been killed, Rainbow! I’m sorry I kept ya from yer death wish, but there was maybe one shot in a million of you makin’ off with the fake, n’—”

“See? See?!” Rainbow threw her forehooves forward, as if to show Applejack off to the others. “That’s what I’m talking about! You think this whole ‘all-out-battle to search for the Elements’ thing isn’t a one in a million?! Why are we doing it then?!”

“‘C-Cause,” Applejack stammered, “the only other choice is livin’ under Mandeville forever.”

“And we wouldn’t even have this plan,” Rainbow continued, nodding her head vigorously, “if Twilight weren’t alive now! So, maybe saving the Element of Magic was the one in a million shot I was banking on! Maybe the other choice of, ‘watch my best friend die while all hope circles the drain with her,’ wasn’t an option anymore than keeping Mandeville in charge is!”

Finally, Spitfire stood up, approaching Rainbow Dash as her patience ran its course. “Do you have a point rookie, or are we done launching a civil war in the war room?”

“My point,” Rainbow Dash said, leering at Spitfire over her shoulder, “is I am not her friend anymore, so maybe the Elements plan isn’t worth it anyway, because they just plain won’t work.”

“Well that’s simple,” Spitfire muttered. “Rainbow Dash, given you’re under my command, I order that you make up with Applejack.”

“What?!”

“No no, stop!” Twilight shouted at last. “Captain, while I appreciate that, I’m... partially with Rainbow on this.”

Mutters of confusion sounded throughout the room. Even Rainbow Dash herself gave a wide-eyed “You are?”

“Okay Sparkle, I’ll bite,” Spitfire muttered. “Why?”

Twilight took a deep, calming breath, before switching to her signature lecture-mode. “Princess Celestia has had me studying friendship for a while now, and we’ve used the Elements successfully twice in that time. If there’s one thing I know about them, it’s that the bond between the bearers has to be genuine. Friendship isn’t a thing you can force; you can’t coerce somepony to be your friend. Otherwise, it’s not really friendship at all.

“Given that, I really think forcing them to work together is going to do more harm than good.”

“Okay, then whad’ya suggest?”

Twilight sighed, looking to Rainbow Dash. “Rainbow, if this is really going to be a problem for you, then maybe we can figure it out after we get our hooves on the Elements. But if you can’t work with Applejack in the team... maybe you should stick with the Wonderbolts.”

Rainbow’s face fell, as if someone had hung a dumbbell across her neck. “Twilight, I’m not letting you do this without me! Come on, we’re still friends, right?! You’re not seriously siding with her?!”

“I’m not siding with anypony!” Twilight cried. “I love you girls! You’re both my friends, and I respect both of your actions with the fake! Don’t make this about choosing between you, because I’m not letting this rift wedge us apart any further!

“Rainbow, you’ll be of the most use in the air. It’s what you do! If I have to separate one of you in all this, I need to be mindful of whose talents work best where. With AJ, there’ll only be so much she can do in the battle, but there’s plenty you can do. Otherwise it could easily be you with the infiltration team. We’re on the same side, Rainbow.”

“She shouldn’t be in the team at all!” Rainbow shouted, her lip fighting to stay rigid. “I don’t get it! You’re all fer this plan, but—”

“I’m not for this plan!” Twilight shrieked. “I hate this plan! I hate this whole hopeless struggle! I hate knowing that no matter what I do, I’m not gonna convince anypony here to be realistic and accept that nothing is going to get better!”

Her voice rang off the cavern walls, as if it was as shocked as its occupants looked to hear her say this.

“Twilight,” Pinkie broached after a long silence, “what are you talking about?”

Twilight whirled to face her, the suddenness of the act compelling Pinkie to step back. “I’m talking about how I’m not here because I chose to be! That I let you all think I was gone to protect you!

“Rainbow, I wish you’d just left me where you found me. I wish you, my family and everypony else had just gone home and made peace with their new lives! I’m not here helping because anything better will come of it. I’m here because everypony I’ve ever called a true friend or known as family is here, and they’ve thrown their hats into the ring on false hope! But what choice do I have?! I can’t sit back and watch you all FAIL!

“I don’t want anypony else to die! I don’t want to fight anymore! Because if this all ends with Mandeville beaten, what happens?! Who controls the sun and the moon?!

“We beat him, and then the sun and the moon stay locked in place forever. The sunny side will burn, and the dark side will freeze. Nothing will survive, except maybe at a temperate zone on the sunset terminator. A single axis surrounded by death. Is that better? Is that really better than adjusting to the way things are?

“Mandeville might have ruined things, but I don’t want to go down as one of the ponies that really brought doom to the entire world! What was the plan!? Did anypony think that far ahead? Am I just crazy?!”

The room stood silent, the resistance leaders glancing towards each other. Finally, Cadance spoke. “Twilight, you can’t think we hadn’t considered that.”

Twilight looked to her, sullen and weary, enough to indicate that she was listening.

“I’ll admit, before we found you again, we faced the exact dilemma you’ve described. Without the Elements, we’ve been forced to gather whatever books remain in the archives, for anything that might help. Before you arrived, we justified our cause under a simple understanding. Because Twilight, you’re guilty of not thinking this through yourself.”

Twilight’s eyes narrowed, but she maintained eye-contact with her.

“What happens, Twilight, when in a hundred years Mandeville finally succumbs to his age? If we all let him continue his abusive rule on the promise of life, building his fortress into an impenetrable bastion, and he one day dies? You and I both know there is no tonic for immortality. He will die, and we will have surrendered ourselves and all we stand for on the promise of borrowed time.”

“I...” Twilight whispered, her ears folding back as her eyes drifted from the face of her childhood friend. “I hadn’t considered that at all. Oh my gosh, I’ve been so stupid!”

“No, child,” Etherea cooed, “you simply care.”

“So,” Twilight began, “if we’re going with the Elements, just what are we going to do with them? I can see them beating Mandeville, but I thought there might be some plan to keep everything spinning.”

Smolder sighed. “No doubt under the proper circumstances, using the Elements, even on something as powerful as Mandeville has become, sounds well within their power. But I’d rather not have to deal with more variables than I have to. A lot can still go wrong.

“The foremost option to remove Mandeville and keep the sun and moon moving is to call upon the only other being we know to be capable of it: Discord.”

“What?!” Twilight shouted. Y-You, you can’t possibly be... This isn’t seriously...!? I mean, DISCORD?!”

“He reigned over the world longer than recorded history, ages before the tribes had even formed Equestria,” Etherea explained. “It is not unthinkable.”

Smolder grunted his agreement. “Sure thing is, something as powerful as Discord would have no trouble with Mandeville. A straight up fight wouldn’t even be necessary. He’d probably just snap his claws together and render him useless.”

“Assuming he wanted to do that!” Twilight argued. “Maybe he’ll decide it’s fun to watch Mandeville at work! Might I count the ways on how this could backfire?!”

“Easy there. So long as the Elements work, we could threaten him with ‘em and make him keep things orderly.”

Twilight cackled humorlessly. “Oh sure! Up until our backs are turned, and he gets his mitts on just one of the Elements and throws it into a volcano or something! I can’t believe we’re even considering this! Eternal... CHAOS!”

“History depicts Discord’s past doings to be far less frequent than when you met him, Sparkle,” Etherea said. “It was only after Equestria was founded on Harmony that the Princesses were forced to engage him directly. He considered Equestria’s founding a challenge, an affront perhaps. Or else, an entertaining target. You saw him ‘cut loose’ so to speak. Once he’s had his jollies, I doubt if it will be as wholly unlivable as you believe.”

“At the very least,” Smolder expanded, “his influence tends to be historically localized. Ponyville was the heart of the storm last time, and that’s because it’s where he happened to be. Plus, he’s not known for a vested interest in death.”

Twilight rounded on him. “He drove my friends and I to become the very antithesis of ourselves! I wish you’d stop trying to pretend he’s just misunderstood or something!”

Twilight stopped herself, winding down to find she was hyperventilating. Cadance and Rarity were quickly at her side, the latter dabbing at her forehead with a handkerchief.

“What would you have us do, Sparkle?” Smolder asked quietly. “We’re more than open to hear any alternatives.”

“I...” Twilight croaked. “I just can’t believe it’s come to this. Hand the world back over to Discord, undo everything Luna and Celestia ever stood for.”

She pressed her eyes shut, voice going as dark as her vision. “Like they never even existed.”

Twilight snorted derisively, speaking aloud to nobody as she walked away from the group. “Imagine it: the Elements of Harmony, used to the express purpose of killing harmony forever. I’m not sure what will destroy them first; the repugnance of the act itself, Discord, or the irony!”

None of them said a word. Smolder brokered no argument. Etherea offered no solace. None of her friends added anything, comforting or sobering.

Twilight Sparkle’s horn glowed, and in a simple flash she was gone from the room.

The meeting was dismissed not long after Twilight had vanished into thin air. In the end, everyone involved was up to speed. Etherea however showed distinct interest in finding the Element of Magic, though the five friends and alicorn were way ahead of her. They fanned-out, searching in the unlikely event that their friend had abandoned them or else was working to sabotage the plan.

Princess Cadance was the one to finally poke her head into the chapel-sized room dubbed “Memorial Hall” by resistance members, and find her young sister-in-law staring into one of the photo-strewn walls.

Twilight found it by accident: adjacent walls holding photographs of smiling, happy ponies. One wall was marked by a crude but well-welded sign, labelled “Missing.” The opposite sign read “Lost.” And between the walls were a pair of great portraits on easels, portraying the visages of Equestria’s fallen princesses.

Bouquets of flowers and letters in scrolls and envelopes festooned the spots where the walls met the floor, but nowhere as dense as the shrines built for Celestia and Luna. It was this sight that attracted Twilight’s initial attention, and her eyes were still damp from the experience. But as she looked around, faces and images on the other walls jumped out at her.

On the Wall of the Missing, Shining Armor’s eyes found hers. Another image, crudely drawn in crayon, depicted a two-legged biped in black. She had to smile at that one, just a little. However, the smile vanished as she turned to the Wall of the Lost, to see something she wasn’t prepared for.

Her own face smiled back at her. In a frame propped against the wall was her graduation photo, from her time at Celestia’s School for Gifted Unicorns. Celestia had personally tutored her long before then, and long after, but this had been the end of her traditional classroom career and the beginning of her adult life.

The smile she wore glowed to nearly outshine the magenta aura from holding up her diploma for the camera. A sky-blue mortarboard sat atop her head, matching her numerous classmates milling about in the background. Completing the image was Spike, perched atop her back and hugging her around the neck. She knew this photograph to have come from her parent’s house.

At the base of the photo, several daisies were scattered around. She admitted to herself that it might have been coincidence —particularly given she preferred their taste to their appearance— but she guessed they had been placed for her.

It was surreal to behold it, particularly the scrolls and letters clearly addressed to her. She wasn’t sure she wanted to read them. It felt wrong, as though she would be reading one of their diaries. After all, it wasn’t as though they had expected her to actually read them. Did she want to hear her friends’ ungarnished thoughts, or realize the pain she had caused them with the lie she’d put them through?

Like the image of Corey on the opposite wall, another sheet of paper sat before the photo. It was this that she was staring at when Cadance entered the room. It depicted five ponies —and one tiny purple dragon— sitting on clouds, all but one wearing white wings and white robes, which were helpfully made visible by tan paper. Each were helpfully labeled, one violet unicorn simply described with “You!” in glittery pink crayon.

Spike, Celestia, Luna, Trixie and a unicorn she’d never heard of named “Double Time” joined her in the clouds, above a much larger caption that took up a quarter of the page.

“I’ll miss you Twilight. But now you can be a beautiful angel, like them,” Cadance read aloud, startling Twilight a moment before she began rubbing her eyes frantically.

“An-And ‘them’ has arrows on it pointing to Celestia and Luna,” Twilight stammered, mildly laughing as she did. “I-I’m not sure if she’s serious, or if she’s just confused about what an alicorn is.”

Cadance shrugged. “I thought it was sweet. Still, might be some old earth pony lore. The first run-ins between the three pony tribes created a lot of superstitions. I bet they saw pegasi and thought they were earth pony spirits. Like how sailors confused sirens for seaponies... the ones that made it back anyway.”

For a moment, silence swelled between them.

“I’m sorry I stormed out. I wasn’t sure what else to... I-It’s just everything, Cadance! Everything she was, everything she fought for!” Twilight turned to stare into the face of her mentor. “I can’t imagine she would want us to do this, I can’t imagine there’s not another way. But at the same time I have no idea what she’d do, what she knew that we didn’t.

“And then I start to get angry. Why is there no fallback for something like this, why didn’t she prepare for what might happen if an assassin got inside the palace?! I feel like we’re missing something, or that she was!

“Part of me wants to shout at her, for failing to stop him, for leaving us all like this! How could she lose?! I don’t even know what happened in that fight! And I wonder if I did something! Luna was already gone when I arrived, but I tried to stop the fight! And I wonder if I’m the reason she lost! And I can’t... I can’t...”

Cadance quietly started shushing her as more tears yet rolled down. A wing wrapped around her side as its owner leaned into her. “You did all you could. And at least you got to see each other one last time. That’s more than anypony else can say, Twilight. She loved you, you know.

“She never shared her failsafe plans with me, if there were any. And if she only shared them with Luna, it does us no better. I have to trust that Aunt Celestia wasn’t careless. If the methods for controlling the sun were at all capable of being stolen and abused, she would have guarded them closely. Or perhaps a different plan was simply never realized in time. I wouldn’t put it past her to lay plans entire decades in advance. Either way, it’s not like anypony could have predicted this.”

“Yeah,” Twilight said. “Yeah, I know. It doesn’t make this any easier though.

“So, I guess when this is all over... you’ll be the new leader of Equestria, won’t you?”

Cadance paused a moment. “I’ve been too busy thinking of how we get to that point, but if the ponies of Equestria want that, I suppose so.”

“Is that what you want?”

Cadance stared into the distance. “I don’t know. It’s an intimidating prospect, but I swore on my coronation that I would do all I could to serve the betterment of Equestria and our subjects.”

“Coronation?” Twilight asked, frowning slightly. “I thought you were born a princess!”

The last alicorn smiled at her. “Twilight, did I never tell you this as a filly? I was born a pegasus, an orphan. My adoptive parents found me in the woods when I was a baby.”

“I can’t believe I’ve never asked you about your parents,” Twilight said, ears folding back.

“It’s been a long time, Twilight, and you were just a filly before.”

“So, how did you...?”

“Change? It began with a cold, hard unicorn mage and the necklace she wore. The necklace was the last gift of her late fiance, and she wore it always. It was powerful, and she grew to treasure it more than anything else in the world.

“She was a weary soul, and didn’t realize the necklace amplified negative feelings as well as positive ones, a fact her lost love hadn’t been privy to. She had long become numb to the warmth of love. She did not immediately abuse her power, but the longer she wore it, the stronger the bitter corners of her heart beated. She grew to resent the happy ponies in town, to hate them, to revile them. What right had they to be together and be happy, while she was alone?

“Then at last, Hearts and Hooves Day arrived one year, and the last of her patience and restraint buckled. With the full power of the charm, she conjured a spell that began to sap the love from the entire town, hoping to take it for herself and feel something again. As sure as if changelings had swarmed them, the hearts of everypony grew cold and unfeeling.”

“What in the world did you do?” Twilight asked. “What could you do?”

“Somehow, I alone was unaffected by the spell. I was frightened, still just a little filly, watching as the parents I loved wilted in misery. I finally found her in the town square, victorious and bitter about it.

“She stood before me, confused and furious that I remained untouched. She told me to go, tried to scare me into leaving the town if I would not be subjugated like the rest. I refused, because I loved my parents too much. Because I loved my friends and my fellow townsponies.

“She then turned the full force of the spell upon me, but she was ignorant to the necklace’s power. The love and compassion I carried was more than the hate in her heart, and the effect of the necklace inverted. As if a switch had been flipped, the town practically glowed. I felt it, my parents felt it. But most of all, she felt it.

“All the hurt, all the love she had for her lost mate boiled to the surface, and she apologized, casting the necklace away herself.

“It was in that moment that I vanished, as the necklace’s power ceased. I found myself somewhere I’ve never seen before or since. A place of void, and yet it was so full. So dark, and yet filled with little lights like shrunken stars. I was terrified, but I knew I was safe. I felt alone... and then she stepped out of the darkness.”

“ ‘She?’ ” Twilight asked, surprised to hear herself whispering.

“Princess Celestia herself. It was the first time I had ever met or even seen her, outside of photos and artwork. And yet, she was there —wherever ‘there’ was— for me.

“She told me I’d proven I was a very special pony. Where we were, she said only she had ever been before then. Risking my life for the happiness of others, I had become worthy of this place somehow. She said she had hoped to find somepony like me for a very, very long time. I was taken up in a blur of light and magic. I felt my body fall away, and the next thing I knew I was floating to the ground in my village, and I had a horn on my head. Celestia was there, and she explained that I was a princess. My parents were so proud of me...”

“So,” Twilight puzzled, “she was watching, and turned you into an alicorn?”

“Actually, she told me later on that she only arrived where I was because of what she sensed. Something familiar in the magical ether. I think she hoped Luna had come back, but instead found me. She did indeed guide my change, but she seemed to think it was going to happen whatever she did.

“She said the alicorn was already within me, and she presumed it was in others as well. A potential, waiting to be unearthed and realized. She had just never had proof of that before me. But she always insisted she couldn’t merely conjure a horn or some wings onto a pony and have them be as she was. She insisted there was more to it than one could see with their eyes.”

“I had no idea,” Twilight muttered.

Cadance chuckled. “Well, that was before you knew me. I don’t think you could even talk yet.” She gazed into the ether, the ghost of a smile on her face. “I’m surprised your mother never told you. She was the royal chronicler who took down my account of it.”

“Really?”

“Yes, she was so nice to me! She was the first non-princess friend I ever made in Canterlot. I mean, I was barely more than a kid and suddenly I was a ruler in training... I’ll never forget everything your mother did to make me feel comfortable there.”

“I mean, I knew she was a chronicler once,” Twilight said, “but I never knew she penned the tale of Equestria’s youngest princess. Can’t believe she followed that with a career writing adventure books.

“But why would my parents never tell me any of this?”

Cadance lifted a hoof in a shrugging gesture. “Well, at first we just agreed to be informal when I visited. I didn’t want anypony treating me differently than before I was a princess, but ponies get really caught up in respect. I think they might just have tried to honor my wishes, not saying anything that might make you treat me differently. You heard them call me ‘princess,’ but I think that was before you knew what the word meant. It just became incidental that your old friend Cadance had this job as a princess.

“But that was a long time ago! I’ve known for a long time that we were always going to be friends before anything else. Maybe it just never came up in later years?”

Twilight hummed in ascent, turning to stare into the painting of her teacher once more. “After I entered school, I put everything into my studies. I barely had time to talk, no time for friends. I’m not sorry for everything I learned, but we grew apart. I became distant from everypony else. It’s probably more that I never thought to ask till now. I’m sorry.”

Cadance shook her head. “It’s alright, I studied there too y’know. It’s a lot of pressure, especially for somepony who never had a horn to cast magic with before. And taught by Celestia, personally? You never wanted to disappoint her. She had a unique effect on ponies.”

“She’s touched so many, done so much for us, and for others before us,” Twilight reminisced. “Thousands of years to rule and keep the peace in Equestria. Why now? Why our lifetimes? Nightmare Moon returns, a new princess rises, and the old ones die.

“Why now? Why us? I-I wish we all could’ve lived in the times of peace. Instead, we’ve inherited the end.”

Cadance turned to look at her, and lifted her chin so she would do likewise. “No. Whatever this is, it’s not the end. We’ll find a way. We’ll survive.”

Cadance stood up, drawing herself to her highest stature, slender crown gleaming. “I don’t know much about destiny, Twilight. I don’t know if there’s something out there writing history on the pages of time, or if the results of our actions and our decisions were always going to play out a single way. But maybe, just maybe, you, your friends and even I were born not so we would suffer through this, but because we’re the ones who can stop it.

“Twilight, if you’d consent to it... I know you want a small group, but I want to come with you for the infiltration.”

Twilight’s eyes widened, and she tilted her head. “You want to come with us? But you’re a princess! The last princess! Won’t everypony else need you to help lead th—”

“Smolder is a far superior strategist than I will ever be, and Etherea is a master of magic to rival even you.” Cadance’s hoof gently bopped against Twilight’s nose. “And as a future ruler, I couldn’t forgive myself if I sat by and watched. And if I can help you, you especially, I’ll know I did my part. I won’t slow you down, and as an alicorn my magic is powerful. You can use my help, even if I’m not as skilled in magic as you.”

“And of course, if we happen upon Shining Armor in there...” Twilight smiled knowingly, to which Cadance winced. “I know, I really hope we find him too.”

Cadance’s eyebrows rose. “Then, you don’t mind?”

Twilight shook her head. They sat for a moment, gazing at Celestia’s face as though into a sunset.

“I’d read those, when you get a chance,” Cadance suggested, indicating the letters on the floor. “I think it might help.”

Twilight glanced at them, before turning away. “Oh. Y-You’re sure they’d want that? Maybe I should ask them first.”

Cadance giggled. “If you really want to, but I can’t imagine their last words to you would’ve been anything cruel or off-color.” She sighed.

“But that can all keep till later. I think we promised your folks we’d meet them for dinner.”

“Breach! We have a breach! All hooves up, ready yourselves for combat!”

Two days later, alarm bells rang in Twilight’s ears. She scrambled out of her cot, stumbling over as she fought her tired mind. “Wuzzgoinon?” she asked Rarity, who had already collected her recurve bow.

“Sounds as if somepony or something wandered its way into one of the entrances!”

“All trips outside get cleared by Etherea,” Applejack explained. “Alarms are triggered by some kinda magic tripwire spell or somethin’!”

“Well, what if it’s just a rabbit that set it off then?!” Twilight asked, shouting over the alarm. “Isn’t this a bit much?!”

Rarity slung her quiver over her shoulder. “I believe it’s designed to ignore all animals aside from ponies, monsters or anything we don’t recognize!”

“Hurry it up, y’all! Time’s wastin’!”

They followed the other fighters, past the room Twilight had been examined in and into the further cave system. She knew this to be one of the primary paths out of Canterlot. And within a large chamber sat dozens of soldiers, turned towards a bottleneck in the cave which led outside.

They found General Smolder in the center of the room, growling at the room’s occupants to keep quiet.

“General,” Twilight whispered, “do we know what it is?”

Smolder didn’t even blink, eyes firmly on the cave passage. “No. Useless magical guff tells us what it’s not, but we still need a good look of it ourselves.”

“What’s the plan if it’s Mandeville’s stuff?” Rainbow asked.

“We fight our way out, burn all intel on the resistance and run.”

“No ‘ffense,” Applejack said, “but if that’s plan A then this whole thing—”

“Quiet!” Smolder shouted in a stage-whisper. He pointed to the cavern ahead. “Something’s coming.”

Indeed, Twilight and the other ponies assumed a fighting stance as they noticed a building orange light, swelling brighter and brighter on the cavern walls ahead.

“I-Is it a dragon?” Fluttershy posed, cowering behind Pinkie Pie, who offered her own suggestion.

“Maybe it’s just a pony with a lantern?”

Twilight turned to look at Pinkie. With someone she could always count on to do something unexpected, she had to note that somehow Pinkie had kept up that tradition by offering a completely normal explanation.

It took her so off guard in fact, that Applejack was forced to tap her in a rapid-fire motion to turn and see a great, glowing red and orange bird poke its head at them over a cluster of crystals.

“Ph-Philomena?” Twilight asked, to whose back the glorious beast flew, drawing the eyes of the soldiers and cawing happily. “So you set off the alarm spell!”

“No, you fools!” Smolder shouted through his teeth. “The spell wouldn’t get tripped by a phoenix! Keep your guard up!”

“Hey down there!” a voice called from the bottleneck, echoing through the cave towards them.

Something white suddenly poked from out behind a crystal cluster. One twitchy stallion let a crossbow bolt sail wildly across, smashing into the cluster as the bleached shape retreated.

“Hold your fire!” Smolder roared.

“Whoa whoa whoa, does this not translate?!” the voice demanded. “White flag, I’m a fucking friendly!”

Twilight found a spark shooting through her spine as she drew herself up. Glancing to the others, she thought she could see the same gleam in their own eyes, and a smile spread across her features.

“Corey?!”

There was a silence. “Good to see you’re alright, Twilight.

“I’m coming out! For Christ sake, do not shoot me!”

The black, humanoid figure stepped out from behind the crystal. Hair disheveled, face coated in a deliberate layer of mud, he clambered out holding his hands in the air. A pair of brown eyes poked out through it, tired and glassy.

“Okay,” Corey said, lowering his hands slowly, “before anything else, I’ve got a thing or two you guys should hear. See, I’m not alone.”

He turned back to the bottleneck, where another pair of eyes shot suddenly back out of sight. “It’s alright! Come on out.”

The second figure took a tentative step out. Twilight let out a quiet gasp as she saw them. It was far from the last thing she expected, but it was up there...

Chapter 13

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From behind the crystalline structure, brown, spindly, deerlike hooves reached for footing as the figure stepped out. The same stature as a pony, if more weedy, the figure’s auburn body was followed by a short tail. A curly, sandy blonde mane was held upon her head by a white and purple pattern band, adorned in the back with a pair of feathers.

“Hey!” Rainbow Dash cried gleefully, cracking her first smile in days upon recognition of the young bison. “Little Strongheart!”

She barely opened her wings to clear the distance between them in the cavern, Strongheart taking a wide-eyed step back just before Rainbow landed next to Corey. She promptly folded a wing over the young bison’s back before mussing her hair with a hoof. “What’s going on? What’re you all doing together?”

“R-Rainbow Dash?” Strongheart sputtered, before smiling herself as her mane was assaulted. “So you are here! And the others as well?”

Strongheart looked out to see five other faces smiling out of the crowd at her and making their way forward. None before Twilight, who arrived next to Rainbow in a flash of light. “Yes, all of us. I understand Corey being here, but—”

“An’ you!” Rainbow spat, before kicking Corey straight to the knee, causing him to yelp and clutch it. “Where’d you go, huh?! Did’ja try running off till your conscience got the better of ya’?”

Corey took a breath, before turning towards her. “Running? I—”

“Look, I get you wanted to get lost before Mandeville found ya, but what the hay took you so long?!”

“I would be interested to hear this as well,” came the cool voice of Etherea, who had sidled up to them with nary a sound. Corey grumbled under his breath as he finally stood up again. “I cannot imagine what deal could ever be struck between Mister Webber and our foe, but I’ll not accept a trio of wanderers into our midst rashly.”

“Gee, thanks,” Corey muttered as Etherea looked Little Strongheart over.

“And a little lone bison among them? Most curious companions, even without our highness’ pet factored in. Just what brought you along on this strange pilgrimage?”

Strongheart peered tentatively into her unblinking eyes. “Well, your princess did. And if I might speak for my herd, we are all terribly sorry for the news.”

“The princess did?” Twilight repeated. “Princess Celestia? How?”

Strongheart reached inside a woven satchel slung over her back, and with her mouth pulled out a white and gold envelope bearing a broken seal in the shape of Celestia’s sun emblem.

“Indeed?” Etherea commented, gripping the paper in her magic and allowing her eyes to float over the contents.

It was too much for Twilight to hope that her mentor had somehow survived. A thousand logical reasons against the idea swam in the back of her mind, and yet, if there was one pony in Equestria who could defeat death itself, Princess Celestia would be that pony.

“ ‘To my friends in the East: if this message has reached you, it means I, and maybe even my sister have fallen. As such, Equestria and the world at large are facing their most desperate hour.’ ”

Twilight felt her very heart sag. Of course. Exciting though it was, it was just a contingency being put into action.

“ ‘I believe my subjects will press on in our absence, and they will need all the help they can get. I cannot ask you to join us, and that is not why I am sending this missive. I wish to simply pass along the message that in the doings of our foe, a young dragon named Spike was murdered. I believe you were acquainted with him, and I offer my condolences for a life I too was touched by.

“ ‘I humbly ask that you pass this news on, and wish you the best in these troubled days. Your friend and servant, Princess Celestia.’ ”

Twilight sat, processing the message. “I-is that all?”

Etherea looked it over. “Yes. No sign of magical tampering, no hidden messages that might be recognized. The seal is genuine, and it is penned in her hoof.”

“I don’t know if that’s good enough for you, ‘Therea, but it’s good enough for me,” Smolder declared. “War room. Five minutes.”

“I don’t get it,” Pinkie said. “That was the most boring secret message ever!”

In the war room, the group had gathered once more, the letter laid upon the center table.

“I bet there’s a secret meaning to it!” Rainbow cried. “Y’know, like in case Mandeville got a hold of it he wouldn’t know what she was really up to!”

“That’s,” Twilight began, eyeing Rainbow as though she might turn into a changeling any moment, “kinda perceptive of you, Dash. You’ve got a point: It doesn’t even mention the bison herd by name. If somepony else got to this, they wouldn’t be able to make anything of it. They’d know it was important, but nothing else.”

“Well, what’s the skinny then Strongheart?” Applejack asked. “It don’t make sense to drag yer kin into all this, but who’s she want you to pass it on to?”

“And why did she mention Spike?” Fluttershy wondered aloud, Philomena now happily perched on her shoulders. “It’s too short to be by accident, isn’t it Philomena?”

“Your princess has largely stayed out of my herd’s way,” Strongheart said. “But there is one matter for which she has always consulted us: dragons.”

All but Pinkie and Rainbow Dash stared blankly, the two of whom let out knowing gasps.

“That’s right!” Pinkie exclaimed. “The bison really really really really like dragons!”

“Yes,” Strongheart affirmed, nodding, “we have always revered the dragons, timeless masters of the skies and devourers of the earth. Your princess calls upon us to speak to them for her, when it is needed.”

“Why does she need you to speak to them?” Twilight inquired.

“Any can speak to a dragon face to face, but finding one is a different matter. We, however, were taught the draconian language of smoke by the dragons themselves.”

“Language of smoke?” Fluttershy asked.

Twilight mildly smacked the side of her own head. “Smoke signals!”

Strongheart nodded. “Outsiders rarely ask about the tradition, but through tribute we earned the right to learn and use them. And so, we can send word to the dragons if it is necessary.”

“Whoa,” Rainbow said, suddenly wide-eyed, “does that mean you could call a dragon to fight for you or something?”

Little Strongheart’s pupils went small, before her eyebrows formed a flat line above them. “We did not offer respect to the dragons to usurp their power and make them do our bidding. Many have tried this. All have failed.

“Dragons are proud, and will not follow the commands of flylife groundlings. They are aware of their strength and care not for our problems. They do not do ‘favors,’ nor will they become ‘obedient’ when saved by another creature. The myth of the dragon oath has cost many their lives in duplicitous stunts, from juvenile fools to kings.”

Twilight stared at the floor and chuckled. “Spike took to that one too. He read it from an old book, even fashioned his own code.”

“Well, it makes sense that dragons’d be wise to folks wantin’ to wrangle them to their service,” Applejack offered. “Who wouldn’t want a dragon gaurdin’ their castle or fightin’ their battles for ‘em? Size of a house, tail like a club, fire that can melt steel, teeth that treat diamonds like hard candy...”

Strongheart nodded gravely. “We were recognized by the dragons because we asked of nothing in return but to know them better. They resent any attempt to be used. My herd knows better than to try, and it was only out of respect for her last wishes that we sent along your princess’ message.”

Strongheart frowned, staring away from the group. “It was not done lightly.”

“I’m sorry,” Twilight began, “but I still don’t understand: just what is this about? What did you read into that letter that we’re missing?”

Strongheart took a breath, before turning to her. “Dragons are proud, like I said. They are strong, and they are far from few in number. But dragons rarely meet, and it’s even rarer that they mate. Long lived though they might be, the life of every dragon is precious to them.

“Dragon infighting happens, and sometimes a dragon will kill another dragon, but this is a matter the dragons at large condone. Personal. What dragons do not condone is the slaying of a dragon by something else. It is a crime they enforce the world over. Those who slay dragons are not long for the world.”

“So...” Twilight stared, the idea taking root. “You’re saying the message was meant to tell the dragons... that Mandeville killed Spike.”

Strongheart sighed. “And by extension, that draconian justice is to be had.”

“My stars!” Rarity exclaimed, the implications dawning upon the onlookers.

Little Strongheart fixed everyone in turn with a glare. “Your princess has always been fair and respectful in her dealings with us and dragons in the past, and that alone is why we granted her request. But make no mistake, this reeks of manipulation, and to see her attempt something so desperate rather frightens us. Do not be surprised if this goes wrong.”

Smolder chuckled. “I don’t see why it should go wrong. This is perfect! We won’t even need to risk our own, just point the fire breathers in Mandeville’s direction and let them provide the necessary distraction. Maybe they’ll have to regroup once or twice to match him, but an army of vengeful dragons at his doorstep isn’t something he can ignore.”

Strongheart’s eyes darkened as she let out a snort and pawed at the stony ground. “So you would manipulate them to further your own ends.”

Eyes of varying expression ping-ponged between the general and the young bison, who continued to speak.

“You forget who you’re speaking to. My herd sees the ponies as allies, but we are friends of the dragons as well. We will not stand for one happily disposing of the other, nor will we remain silent if you try.”

Smolder stood up. “That a threat then?”

“I won’t stand for it either!” Twilight cried, stepping beside Strongheart. “I won’t let anypony use Spike’s death like this! Celestia hoped the dragons would join us, not be used by us while we cower here safe in our caves!

“Other than Spike, I never met a dragon I much cared for. They’re bullies, they’re selfish and greedy and incredibly vain. But that doesn’t mean it’s right to lure them into a suicide run!”

Corey stood up himself, hunching over to avoid the low ceiling. “The way Strongheart here’s been talking about them, I doubt if they’re stupid. Once they find out they have any army standing between them and their target, I don’t think reinforcement is gonna be the first thing on their minds. You think they’ll want blood for one slain dragon? What do you think they’ll call it when they fly blind into anti-air gunfire and a few of them get shredded before the survivors retreat? It might be Mandeville’s weapons that killed them, but we’d be the reason they’re dead.”

Smolder grumbled, but sat down. Etherea slowly nodded her head. “There’s nothing else for it. Any hope we have of getting aid from the dragons will require a joint effort. They will need to know we stand to lose as much as them.”

“In other words,” Applejack said, smiling, “we need a mite bit of honesty.”

Little Strongheart slowly beamed as the three took her side. “You’ll not regret this. The most they can do is refuse you if you exhibit truth. Otherwise, it is nothing small to make an enemy of the dragons.”

There were noises of ascent throughout the war room, only silent when Etherea spoke up again. “Then upon their response, we shall send an emissary to meet with the dragons and arrange for an alliance.”

“I’ll go,” Twilight said. “If they’ve come because of... b-because of S-Spike, they need to hear this from the pony that was closest to him.”

“That goes fer me s’well,” Applejack told them, before winking. “Y’know, honesty and all.”

Rainbow took one look at Fluttershy, who kept opening and closing her mouth like a fish, and said “Probably best if ‘Shy n’ I stay here. Y’know, I’m not known for being a stable element with dragons.”

Pinkie considered. “Well, I’ll go.”

Corey shrugged. “Never seen a dragon up close. Why not.”

“I’ll go too!” called a voice from the door.

Trotting inside was Princess Cadance, who offered Twilight a smile. “Sorry I’m late. I have the gist of things though.” She waggled her ears, noting Twilight’s confusion. “Supersensory spell.

“Dragons don’t normally attack unprovoked, but it’d be foolish to go undefended. Aside from that, I know a thing or two about diplomacy.”

Little Strongheart smiled at the new arrival. “Oh, are you the sister princess of which our herd has been mentioned?”

“No, I’m afraid not my friend,” Cadance answered, her ears folding. “Princess Luna fell alongside Celestia. I am Cadance. I am a princess, but I am not quite as they were.”

“But,” Strongheart began, her expression softened, “you are the leader, aren’t you?”

Once Cadance nodded, the smile returned. “Then this will do well! Having the pony leader present acknowledges the importance of the dragons. It will be seen as a show of respect, rather than to send mere scouts.”

Smolder grunted. “It’s settled then. Hey kid,” he said, addressing Strongheart, “when can we expect our scaly visitors?”

Strongheart frowned at him ever so slightly. “They’re already here.”

The room’s occupants turned to stare in her direction. And then to everyone else.

Twilight hadn’t been conscious for her grand entry into the caverns, so the route leading to the outside surprised her in its length.

Miles. Literally miles of underground passageways. Generally linear, with a few odd bends, the caverns led under the peaks of Canterlot, beneath the plains, all the way to the slanted slot canyons of Rambling Rock Ridge. A labyrinth of sandstone where the earth had been heaved up eons ago, massive plates of rock tilted in their exodus.

Silence defined the trip. Not a voice in the dark. Not a whisper when daylight shone at the end. Neither a mutter, titter or sigh, until at last they had satisfactorily cleared the entrance, and Twilight removed the gag-spell from each member of the group.

Rarity let out a high-pitched groan. “Oh, that’s so much bet—”

“Ugh!” Pinkie growled as the spell lifted, flexing every muscle in her face with increasingly ludicrous expressions. “I hate not being able to talk! Do you know how much I hate not being able to talk? Cause’ if I wrote ‘hate’ on every chromosome of every cell in my body, it wouldn’t be a gajillionth of the—”

“Pinkie, we all hated the trip,” Twilight explained flatly. “Let’s not mull over it, okay?”

“I can be silent when it is called for,” Strongheart told them, “but I must admit, my kind aren’t much for your sorcery. It is... rather frightening.”

“I’m sorry,” Cadance offered, lip pouted slightly, “it’s a necessary precaution on the way out of the caves. We can’t have Mandeville’s minions doing a more thorough inspection of these caverns. Theoretically they shouldn’t hear us, but this system isn’t fully mapped. We don’t know what other interchanges exist with the surface.”

Towards the back, Corey winced. “Oh. Well I wish I’d known that coming in.”

Twilight turned to him, lips parting unconsciously. “You weren’t followed, were you?”

Corey looked her straight in the eye and smiled. “No, we were very careful. And however good Mandeville’s tech is at detection, they’re not historically much for stealth.”

“So, how did you figure out where we’d holed-up anyhow?” Applejack asked. “Now we can ask an’ all, I’d been wonderin’.”

Twilight sidled up to him. “Yeah, where exactly have you been? I thought you were with the princesses during the battle, but when I got there you were nowhere to be found.”

Corey sighed as they continued walking. “I’m so sorry. I wish I could say I fought the good fight for your princesses. Mandeville showed up in the throne room, and it became a sort of standoff. Mandeville struck first. I hadn’t even fired a shot, and he hurled me right off the balcony.

“I don’t remember much after that,” he chuckled. “I smacked into the opposite building and tumbled to the ground, but this pair of refugees on their way out caught me. Husband and wife, pegasus, both of ‘em. Peach Pit and Gale Force. They were going to fly this cart northbound, figured they might stand a better chance of avoiding the battle, and by then it had all slowed down. I was lucky, they’re good people. Hid me under a tarp and hauled me off with them to a place called Hollow Shades.”

Applejack whistled. “That’s a ways, that’s halfway to Manehattan. No wonder it took so long.”

“I’ve heard of that,” Twilight said, “it’s a little alpine town in the Mutterknot Woods.”

“Yeah, well,” Corey muttered. “I’d have been here sooner, but when I came to I’d broken four ribs, cracked my skull, dislocated my shoulder and had an all around bad day.

“Your medicine here is unbelievable, by the way. That kind of injury takes months where I come from to heal.”

“You poor thing,” Rarity cooed, leaning into him. “Stuck in some hospital bed without the first idea of what had happened.”

Corey took a casual sidestep and stared at the ground somewhere ahead. “The papers said what happened a few days after I woke up. Yeah, it was pretty brutal. They mentioned executing you, Twilight. I didn’t believe it. Was probably just in denial over it, but I guess a broken clock can be right twice a day.”

“Well that’s silly,” Pinkie commented. “You’re not a clock, or broken. Well, not anymore.”

“I dunno,” Corey muttered, smirking, “I wake up, and suddenly it’s everything I was afraid of. I’ve ruined this place. That sort of thing doesn’t fix quick, however much Skele-Grow you have in the medicine cabinet.”

Rarity frowned, and mouthed “Skele-Grow?” to Twilight, who only shrugged before addressing him. “Corey, you haven’t—”

“Yes I have, Twilight. I’ve seen the sun and the moon. I’ve noticed the floods of ponies blowing into town because they couldn’t risk staying under Mandeville in the areas he influences. I’ve listened to ponies crying their eyes out in the streets when the papers told them what happened to the people they relied on since they were kids.

“I never could have known this would happen, but I still caused it.”

They had all stopped moving, eyeing Corey’s inscrutable expression. Finally, Cadance stepped forward. “My aunt would never blame you for—”

“It’s alright, thank you Princess,” Corey said. “This isn’t about me, it’s about making things right, and you can believe me when I say I’ve no intention of failing twice. I’ve got your back.”

They turned a corner as they continued walking, following a map Cadance held of the area.

“If it had not been for the phoenix,” Little Strongheart said, “we would never have found you in this place, let alone the caves.”

“Philomena led you here?” Twilight asked, eyeing the firebird as it bobbed happily on her back.

“That bird is the reason me and Strongheart got in this together,” Corey told her. “When I was finally well enough, I offered Peach and Gale thanks and said fair thee well. They put me in the basic direction of the resistance, since they’d been hearing a few things in town. Hollow Shades has been really pullin’ for you guys out here, I keep hearing things around, even while stuck in a bed.

“So, I took my space blanket out and trudged the countryside back towards Canterlot. Mostly stuck to the treeline, keeping out of the open in case Spotters were still floating around. Eventually though, I caught the attention of what I now know to have been a pack of timber wolves.”

“Hoo-wee,” Applejack exclaimed, shaking her head. “Ruin yer roadtrip, that would.”

“Well it certainly didn’t help,” Corey said, softly kicking a stone in front of him. “Bit a couple times in the initial attack before I could pull out my shotty. Fell apart into sticks easy enough, but it didn’t stop the bastards. They kept pulling themselves back together. I had to take the long roads, rough terrain they couldn’t move through. Still followed me though, even across a river, till I skirted around Dodge Junction.

“Place crawled. Thought I’d lose the wolves in the desert, but somewhere along the line they took it personally. Mandeville’s using the place for something, not sure what. All I know is the railroad dead-ends there, or at least it does now.”

Twilight hummed thoughtfully. “Dodge was about the only place CAIRO wouldn’t let me ride to. He never said we were avoiding it, but the trains I hitched to never went there, and there were only a couple he refused me.”

Corey turned to her, raising an eyebrow. “You were riding trains with Mandeville’s robo-butler? Just what else happened while I was gone?”

Pinkie responded instantly, bouncing alongside him as they walked. “Twilight got all kidnapped, and then cloned, so Mandeville used the clone to make everypony think she was gone, including us! But really she was stuck with Mandeville in this big dreamhouse right next to his house, and she rode trains and watched stuff and read a whole bunch of other stuff but was so so really sad because she was all alone! But then Rainbow Dash and the Wonderbolts busted her out in a great Twilight train-robbery, and then we brought her back here!”

Corey took a moment to stare. “ ‘Kay...” He looked Twilight over. “Not sure that explains the leg, or why she’s been floating this whole time.”

“Oh,” Twilight exclaimed, touching down for a moment from her self-levitation, “those are kinda related. When I got captured, I sorta got into a scuffle with Mandeville. One of the CID shot me through the knee. I get around better now levitating than on hoof.”

Corey exhaled loudly, eyes becoming stony. “Hope you don’t mind, but I’d like to kill that fuckin’ guy.”

“No no, he was pretty upset over it actually,” she explained, her tone firm. “And yes, I do mind. Mandeville may be horrible, but he’s going to be tried by the Equestrian legal system. I’m not like him, I refuse to be a killer.”

He then eyed Pinkie herself. “And somewhere in all that, you evidently managed to find a straightener,” he said, noting her still flattened hair.

Applejack sidled towards Corey as Pinkie stared in reply. “Well hold on there, y’all, how’d you lose those wolves?”

Corey smiled. “Well, that’s where my travelling companions came in. I got slowed down climbing this dune. They split off at some points, and I think they herded me into a trap, vicious little fuckers. They started creeping in behind me when I see Strongheart here silhouetted under the sun on the dune, like she was freaking Gandalf or something.”

“Grand what?” Rarity muttered.

Corey sighed, before Twilight’s eyes lit up. “Oh hey, I got that reference! The Two Towers, Helms Deep, ‘look to the east’ and all that?”

Corey leaned back as his eyes dilated slightly. “Where in the world did you see ‘Lord of the Rings?’ ”

“Oh, Mandeville had me watch a lot of that stuff with him,” Twilight answered, casually clearing their path of a few small boulders and arranging them in a corner according to size. “I think he wanted to see what I thought of it all.”

“Huh,” he uttered, giving Twilight’s unnatural rock formations a stare. “Well, if we ever get out of this, I know who I want to be neighbors with. Kinda sucks, being the only one in on the joke.”

‘Well, um,” Rarity recoiled, breath catching in her throat, “p-perhaps we could procure Mandeville’s viewing materials then, when this is over I mean. After all, if you’re Twilight’s neighbor you’re mine as well.”

Corey laughed. “Yeah, it’d be nice to have some callbacks to home.”

Twilight covertly smirked at Rarity, whose eye she caught. The slightest glow graced Rarity’s cheeks as she looked away and into the side of a rock wall that appeared to have fascinated her.

“So Little Strongheart,” Cadance addressed, “you were on your way here with Philomena when you crossed paths?”

The young bison nodded. “I knew to follow her, to where I did not know. But in that moment, she grew agitated and flew off course. Clever bird, I believe she recognized Corey from afar.”

“So what did you do?” Cadance asked.

Applejack chuckled. “In’t it obvious? If there’s one thing that’ll shake a timber wolf’s branches, it’s fire, and Philomena’s a phoenix. I don’t reckon they had to do much.”

“Yeah,” Corey agreed, nodding as he ducked under a rocky archway too small for him, “she flew up over Strongheart and against the sun, letting out this screech and a blinding flash of light. Last I saw of those wolves was them hauling ass for the other horizon.

“We made camp that night. I couldn’t believe it was the same bird. We hacked things out, figured we were looking for the same place. I don’t know how Philomena knew where to find you guys, but I get the feeling she’s got her ways. Might’ve been watching from afar, she’s clearly got eyesight a peregrine falcon would kill for.”

The bird in question almost appeared to beam, turning her head and waving a wing in his direction.

“It sounds like nopony has had an easy time of things,” Rarity said. “All the same Corey, I’m glad you’ve returned to us. We were beginning to fear the very worst.”

Corey allowed himself a slight grin. “You weren’t the only one. When I found out how things went down, I had no reason to think anyone had gotten out of that, much less the whole team. It’s been a pleasant little consolation.”

“I hate to interrupt,” Cadance began, rolling up her map, “but where exactly are the dragons meeting?”

“The badlands,” Strongheart answered. “Just beyond the southern hills, past the stampeding grounds of my herd.”

Twilight vocalized her contemplation, remembering the land. “That’s a full two-day trip on hoof. We’ll need to decide on a safe campsite for tonight, but I wouldn’t use it for the return trip. Need to keep our tracks covered.”

“Sounds like a plan,” Applejack agreed, as the grassy lowlands finally came into view.

“One for the money, two for the show, three to find dragons and off we go!” Pinkie proclaimed, taking the first steps to the south.

Dodge Junction stood before them, laid out half a mile from their perch between a cluster of rocks. Two pairs of binoculars, held by hands and hooves respectively, stared out into the little desert town.

“CID,” Twilight told them, “dozens of them.”

“I don’t like this, Twi,” Applejack huffed. “Those things are eagle-eyed, no reason to think they can’t see us if we can see them.”

“Actually,” Cadance said thoughtfully, “our field studies have shown they only tend to see well at a few hundred yards, at least when they’re idle like this. They only seem to have supersensory when they’re alerted to something.”

Corey grunted with a nod, scanning the area. “In guard mode, they assign each CID a sector of the horizon, and they stick to it. They’re imaging is decent, but the hawkeye stuff only kicks in when the other CID are helping it process the area from another perspective. Then they can deconstruct what’s going on in the pixelated mosaic they see when they zoom in too far.”

“I didn’t understand half of that, but I surmise the key is to be discreet, and we’ll just be blobs of color to them?” Rarity suggested.

“Yeah, this far away we’ll be nothing but tiny, fleeting specks. They have a threshold to filter out random noise that comes up in their video signal, so we’ll just be dust in the wind as far as they’re concerned. CID are fantastic search and destroy units when they have a general direction to look in, but they suck as guards. There’s a reason the Spotters got invented.”

“That said, we should still wear these on our cutie marks.” Twilight began handing out squares of cloth from her bag. “I doubt ponies are welcome here, but I’d rather be a chance trespasser to them than known fugitives.”

“They’re still gonna figure something’s up though, even if they can’t ID you.”

Twilight found the plain bits of cloth suddenly taken from her and stuffed back in her saddlebag by a blue glow. “Hey! Rarity, what—”

“Why I was thinking much the same thing,” she said, ignoring Twilight’s indignant sputtering. “That’s why I embroidered these myself.”

From her own bag, Rarity pulled out a number of colorful elastic harnesses, like pants that defeated the purpose of wearing pants. Each were a solid, consistent color save for stitched-in cutie marks of no familiarity to Twilight. The barely thigh-high leggings would cover their cutie marks, no question.

“Uh,” Applejack offered a glazed stare at the orange pair floating before her. “Wow Rare, they sure are...”

“Ooh!” Pinkie exclaimed. “Drafty pants!”

An annoyed cluck sounded off of Rarity’s tongue as she donned the off-white piece designed for her. “Pants? Don’t be silly, I’d never in good conscience have a mare wear such an unladylike ensemble, unless it were flawlessly form-fitting and complementary to—”

A rasping sound in the background gave her and the others pause, until Corey flopped from his crouched position to flat on his stomach, where the rasping led him to convulsions. His eyes were jammed shut.

“Good heavens!” Cadance cried as the others shared looks of concern.

“Corey, what’s happening?!” Twilight demanded. “Are you alright?”

“Aww, he’s fine!” Pinkie said, beaming down at him. “He’s just laughing!”

Applejack stared at her. “Laughin’?”

And indeed, the breathless rasps gave way to hearty guffaws barely held back as the human’s face went cherry red on the ground. “Y-you... You!”

“You?” Strongheart asked, watching the man as though he might combust at any moment.

“You made ASSLESS CHAPS for CAMOUFLAGE!” he managed to belch before writhing on the floor again in hysterics.

“Chaps?” Rarity echoed. “These haven’t nearly enough legging to be chaps. And I don’t see what’s so funny!”

Corey was too busy cupping his hand over his mouth to reply, but Twilight rolled her eyes as she examined the articles of clothing. “More human slang. Very common in their movies. It’s the lack of covering over the rump.”

Cadance only continued to frown, glancing between the clothing, Twilight and Corey. “Is not covering the rump funny?”

“Humans have this weird particular deal when it comes to the unmentionables,” Applejack explained.

“So,” Cadance considered, “maybe clothes that don’t cover what they usually hide defeat the purpose?”

Twilight groaned. “No, I get the feeling it’s less mature than that. He already had a name for the clothes, which tells us it’s not unheard of in human culture, just unusual, or...”

“Yes?” Rarity urged.

“Or he’s referring to clothing designed specifically for the rare situations that don’t involve covering up...”

Rarity blanched, glancing back over the garment she was now wearing as though it were a spider.

“I-I,” Corey wheezed, having a slight coughing fit amidst an avalanche of giggles, “I guess you guys wouldn’t have leather, so w-what is that, satin?”

“It happens to be Eagliptian cotton, if you must know.”

Corey cackled afresh, deepening the crease in Rarity’s brow and compounding the color in her cheeks.

“Perhaps,” Rarity said loudly, beginning to remove the garment, “I could demonstrate a human euphemism and inform you that YOU are an ‘ass!’ ”

Corey sat up at last, grimacing up at her.

Twilight watched, bewildered as Rarity tucked the garments away once more. “What about the disguises? They look useful, and—”

“Oh Twilight, we’re travelling with the only alicorn princess left and the only other human in Equestria! What does it really matter if they happen to recognize us?!”

“If they recognize me,” Twilight argued, “who knows how mad he is that I escaped?!”

“Fine, you wear it! But don’t act surprised if he—”

Cadance finally lost her temper. “That’s enough! This bickering has sidetracked us for too long—”

Suddenly, a blaring air siren called out across the dusty land, reducing the shouts to relative whispers. CAIRO’s voice flooded the air. “It is now one-minute to detonation. Any unauthorized personnel advised to remove to minimum safe distance: one standard mile.”

“Oh fuck,” Corey declared, pulling out and switching on a small handheld device with three radial black and yellow triangles, marked beneath a gauge that was softly chattering at them. “Oh fuck!”

“Detonation?” Twilight said.

“One mile?!” Applejack cried.

CAIRO continued talking over the distant loudspeakers. “All occupants without eye-protection are advised to turn away for ten seconds upon detonation. Forty-five-seconds left to reach minimum safe distance.”

Corey immediately seized his binoculars and scanned the horizon. “Not in the town... not left of us... there, one klick west on a tower!”

He immediately started running east for the railroad tracks. Twilight barely glimpsed the hastily built tower and bulbous object hanging from it before she and the others turned to follow.

“We have to clear over a quarter-mile, fucking move!”

Clearing boulders, dodging cacti and stumbling through dry brush, they raced for the promised land beyond the tracks. Corey plodded along, slowly losing pace with the rest of them, only to yelp as Twilight’s magenta glow plucked him into the air.

“We’re not gonna make it, and if I teleport they’ll know we’re here!”

“Fifteen-seconds,” CAIRO droned, as the tracks loomed closer and closer, revealing a slight ditch dug into the other side.

“That’ll have to do!” Corey shouted. “When we hit that trench, get down, stay down, cover your eyes! This is gonna be bad!”

“Ten... Nine... Eight...”

The ditch was still too far, Twilight knew. Putting on every ounce of speed she possessed, she catapulted Corey ahead of her to bounce over the tracks.

“Seven... Six...” Cadance caught her eye at this, and joined Twilight. They grabbed Rarity, then Little Strongheart, every member of the party and hurling them up and over to safety that drew ever closer.

“Five... Four... Three...” At her bidding, Twilight leapt onto Cadance’s back as she took flight, clearing the distance.

Being one of the least athletic in the group however, Twilight misjudged her dismount and leapt off too soon, tumbling over a shrub, scrambling to her hooves on the tracks mere feet from her friends.

“Two... One...”

Twilight stood up, only to stare as a light wind pulled at her from behind them. She stared, rapt before her entire world vanished in a light only slightly less intense than the time she’d accidentally glimpsed the sun through a telescope.

She heard her friends scream her name as she jammed her eyelids shut against the luminous assault on her senses, before feeling something very solid shove her back into the ditch with her friends.

Twilight only just dared a glimpse up to see her savior, Philomena, struck above them by some invisible force. She screeched as what looked like smoke billowed off the side facing the town, sucked towards it before an intense, indescribable wash of heat and sound blasted away over top of them. The poor bird had stood no chance, ripped apart and vaporized in front of them.

“NO!” she shrieked, though she couldn’t even hear herself saying it over the howl of the blast.

It was like a minor earthquake, but with the combination of heat, sound and blinding light it felt to Twilight as if the very world was ending.

She could hear her friends screaming, a sound barely penetrating the all-encompassing roar of the gargantuan destructor. Be they in pain or fear, she had no way of knowing.

However, just as Twilight wondered if it was ever going to end, it was over. The heat, the sound, even the light itself relented, surrendering once more to the glow of the sun. She stood up, to find herself joined by the others.

“Everypony okay?!” she asked, making a quick count.

“I-I think so,” Cadance replied, coated in a thick layer of dust like the others. It was as if they’d passed through a sandstorm. “Except for... oh poor Philomena.”

As soon as she’d said this however, another great flash shone behind the ditch, and the red and gold plumage of the great bird soared overhead once more.

“Oh yeah!” Pinkie said. “Phoenix, duh!”

Corey had been first over the top, staring towards the town. Once Twilight joined him, it was apparent what he was staring at.

Great and terrible, the mushroom cloud ascended the heavens on wings of fire, smoke curling higher and higher. An empty ring parted in the clouds above, making way for the massive fireball’s ascent. Below, dust drifted up from the ground, great tendrils like arms reaching up towards the flaming pillar as if in reverence to a wrathful god.

Ash coated the ground, steam rising from the cacti, fire likewise crackling in the brush. Half of everything was on fire. As was much of Dodge Junction.

“Twilight,” Applejack whispered behind her, “this all feels a mite familiar, dunnit?”

“Far too familiar,” Rarity added.

“Just what in the world was that?” asked Little Strongheart, who like Cadance appeared to be dazed in the aftermath.

“A nuke,” Corey answered, “and a small one.”

“Small?!” Cadance repeated.

“Yeah, probably testing tactical versions. These things generally take out around a hundred miles, and even the first ones annihilated entire cities. The fact that we’re this close and weren’t cooked by rads means this was designed for lesser targets.”

“Rads?” Applejack asked.

“Radiation,” he elaborated. “It’s how they work, releasing gamma rays that flash-fry everything at first light and then blow everything left standing to hell in a blast of heat.”

Twilight recoiled and began prancing from hoof to hoof until a stabbing pain reminded her of her injury. “Gamma radiation?! I knew these things were destructive, but oh Celestia, we—”

“Should be okay, given these readings,” Corey said, checking his Geiger counter. “Provided we don’t have a picnic here anyway. But we need to get clear before the fallout starts to settle, unless you guys fancy sprouting additional limbs.”

“I could always use another pair of hooves,” Pinkie said thoughtfully, “never could put up streamers as fast as I’ve wanted.”

Corey shrugged. “Okay, but I hope you’re also good with losing all your hair.”

“EVERYPONY FOR HERSELF!” Rarity shrieked to the wastes, heading the exodus of Dodge Junction.

To the east they found the edge of a forest and opted to make camp just inside the tree line as night fell. They made a meal of mushroom soup from some wild fungi Twilight had identified to accompany the hay-and-oat-meal. With the presence of Philomena, starting a cooking fire was a cinch.

“So weapons like those are common in your world?” Cadance asked, expression keeping stony ever since their narrow escape.

“I wouldn’t say ‘common,’ ” Corey replied. “Most upper tier countries have them, but they were only used twice against anyone. We know how powerful they are and what might happen if we enter a straightup nuke-fight. Hell, we used to make tests like that all the damn time. Then about thirty years ago, we just sorta stopped. I like to think we learned better.”

“A sign a real strength is knowing when not ta use it,” Applejack said, nodding with a smile.

“It’s little wonder though,” Twilight added. “You never said before that those bombs emit gamma radiation. Who knows what kind of lasting impact that could have?”

Corey nodded gravely. “Yeah, I probably should’ve realized we were entering a damn test site, but my counter’s been haywire since we arrived in Equestria. I think the magic in the air keeps tripping it up. Ha... when I first checked it after we got here, it was so screwed up I expected to drop dead of radiation sickness the first few minutes. Pretty sobering. I’ve had the thing turned off since I realized what was happening. I came this close...

He held two fingers a centimeter apart. “...to blowing my own damn head off, rather than endure radiation poisoning. That was a fun afternoon.”

Cadance fought to catch Twilight’s eyes, staring between her and Corey in question once she finally did. Twilight merely replied with a grimace and the faintest shake of her head.

“I don’t even understand,” Twilight said, after a fashion. “How does something like that work? It can’t just be a product of combustion, it’s far too small.”

“I don’t get the high science aspect of it,” Corey answered, “but essentially it fires some kind of projectile into a substance like uranium or plutonium, and that causes atoms to ‘split.’ That causes a chain reaction and releases unfathomable amounts of energy, and you get a nuclear explosion.”

“Split an atom?” Twilight repeated, frowning, before her eyes lit up.. “Wait... nuclear explosion. Nuclear, like the nucleus of an atom. So you split the nucleus into lighter elements, and what happens to the electrons? Well some get released, and that’s just energy, and splits more and more nuclei... oh Celestia. It... it’s turning matter directly into raw energy. That kind of power would be unbelievable!”

“Yeah, these days it’s mainly a power source,” Corey agreed. “Most efficient and clean thing we have. The bombs are just the dark side of a shiny coin.

“But yeah, don’t expect anyone to go living in that town for another fifty years. That place is irradiated to shit by now.”

Applejack sighed and lowered her head. “Poor Cherry, her plantation’ll be all but worthless now. That’s her whole livelihood gone. I might have to find her when all this is finished, if Sweet Apple Acres ain’t turned into a minefield while we’re gone or somethin’.”

A few of them chuckled, only for her to give a pained expression. “Uh, that wasn’t a joke.

“Hey Corey, best get that hay before it goes cold. That’s pure nutrition there, y’ll need your strength.”

Corey stared down at the strands of hay he’d picked out of the oatmeal. Picking one up, he gave it a tentative sampling with his teeth before awkwardly crunching and giving a pained swallow.

“Hmph!” Rarity exclaimed. “I suppose we can add ‘picky’ to the list alongside ‘insensitive,’ can’t we Corey?”

“Hey, I’m not picky; I eat MREs for crap sake,” he argued. “Human bodies just aren’t good at digesting cellulose, we’re not geared for grazing. When’s the last time you saw an orangutan eating grass?

“Look, I’m sorry for laughing at your...” He choked back a mirthful bark. “Clothes. It’s a cultural thing, I’m sure they would’ve worked just fine—”

“You just couldn’t have kept that to yourself?! Been the gentlecolt and spared my feelings from your perverted, immature—”

“My mind is in the gutter, I’m sorry, it’s usually not such a problem except our cultures are pointedly different and you triggered a response to a quirk in yours.”

“Oh, so it’s us possessing the ‘quirk’ is it?” Rarity turned around, facing the woods. “You’re gone for weeks, and the moment you’re back I try endearing myself to you in any way only to be brushed off and humiliated! Like every stuck-up, overwrought Canterlot crockpot—”

“Do I have to take this?!” Corey demanded, glancing from face to face. “No, no I think I don’t! I crawled and clawed and fought my way back here to help you guys! I could have taken the Midnight Train to anywhere, but I marched my ass back to this heart of darkness to—”

“Oh I’m sorry, what was that you said to Rainbow Dash before? Ah yes, ‘thank you for doing your job.’ ”

“That’s over the line, Vera, and you know it,” Corey growled.

“Oh use my name why don’t you?! Rather than your pithy little nicknames, how about telling us you’ve cared at all or paid any attention to who we are?! Say my name! Say it!”

Corey fixed her with a stare to pierce flesh and stone alike, and pointed at them in turn. “Rarity. Twilight Sparkle. Pinkie Pie. Applejack. Little Strongheart. Princess Cadance. Philomena.”

With that, he dumped the remains of his canteen over the fire, which sizzled down into embers. This done, he walked himself out of the camp.

“Wha— Wait, Corey, where are you going?” Twilight asked.

Corey didn’t immediately answer. “For a walk, I won’t be long.”

Igniting her horn in the absence of a fire, Twilight leered at Rarity.

“What?” Rarity demanded.

“Rarity, that wasn’t fair. You need to talk this out with him... whatever this is.”

Rarity gave an indignant breath, mouth hanging open. “You’re taking his side?!”

“He apologized and you just kept beating him down,” Twilight said, her voice stern. “The ball’s in your court.”

Rarity’s eyes narrowed. “I can’t believe you’re not supporting me in—”

“This isn’t about sides, we’re all on the same side! This group is broken up enough as it is with what’s happened between Rainbow and Applejack; we don’t need a second rift between you and Corey too.

“Please, for me, go talk to him.”

Rarity looked to her friends, none of whom appeared angry, but fixed her with an expectant gaze all the same. She sighed, nodded, and cantered off into the woods.

Rarity found him with relative ease, leaning against a tree by a large clearing. She had tried sneaking up so as to steel herself, but stumbled onto him far sooner than she had been expecting.

“Oh, hello again,” she said automatically, instantly regretting the complete lack of penetance in her voice.

“I’m sorry I laughed,” he deadpanned. “I don’t know what else to say about that, and really I don’t think you expect me to.”

She winced, before shaking her head.

He casually turned towards the clearing. “So what’s the real issue then? Am I just not shaping up to your expectations?”

“As a soldier?” she wondered out loud. “Not at all! You’ve done a commendable job, and you’ve been invaluable to us in this whole terrible business, but—”

“But I’m not the pristine white-knight you thought you saw riding in back when we first met.”

She sat down, ears folding down, thankful of the darkness to mask the red in her cheeks. “I really hate your ears at times, I can never be sure what you’re thinking.”

“I’m thinking you’ve tried being sweet on me since we met, and that maybe I’m not the refined gentleman you were picturing.”

Even in the darkness she was cherry red. “I suppose I’d be flattering myself if I accused you of being awfully perceptive. I... will admit, you rather fascinated me, coming to our rescue as you did. You risked your life for us, all the while being... disarmingly charming, to a point.”

Her wistful smile vanished into a pout. “But then there were those moments of human vulgarity that put me off so, and I’ve been all the angrier that you keep waking me from the dream. And then I worry that you feel nothing in return.”

Corey couldn’t help but smile. “Hey, as far as non-human creatures go, you’re pretty cute.”

A silent gasp floated through Rarity, and the air she breathed might have been helium for how light she appeared, eyes sparkling in the moonlight.

“But yeah, I can be a bit crass, I’m only human. You get what you pay for.

“I don’t get it though,” Corey said, “why me? I’m not even your kind.”

Rarity found herself sidled up beside him. “Does not the heart want what the heart wants?”

Corey shrugged. “I... guess. But we’re not even the same species, doesn’t that bother you? I mean, I guess I’d ask how it would work, but in my world we’ve already covered same-gender relations which denotes similar ethical questions so—”

“Well no, strictly speaking it’s,” Rarity bit her lip, “unusual, but not unheard of. What does it matter, really, if— oh Celestia, you’re into colts aren’t you?!”

“Wha—” Corey recoiled, eyebrows vanishing into his hair. “Oh come on, what was that before about you flattering yourself?! Didn’t I just say you were cute?!”

“Okay, I’m sorry!” Rarity squeaked, blushing furiously. “Look, in my experience it wouldn’t be the first time. Some of the more fashionable stallions I’ve approached had, shall we say, ‘exotic’ tastes?”

Corey lowered a brow. “And interspecies doesn’t count as ‘exotic? Look, I...

“It’s just hard for me to wrap my head around,” he told her, staring into the stars. “I come from a world where humans are the only consenting intelligent species. There are people who have...” He coughed. “ ‘relations’ with other species, but that’s illegal because typically it’s not the other species’ idea. It’s just odd looking at something non-human and feeling anything in the way of romance, y’know?”

“So you’re saying,” she appeared to wilt, “You have trouble seeing me as more than an animal.”

“No, no, that’s not it at all. I just see you as people when we talk, but then I look at you and realize how similar and how different we are. It just takes getting used to.”

Rarity leaned against the tree beside him, nearly at eye level on her haunches. “Tell me then: is there even the slightest chance it could work?”

Corey turned to look at her, as he hadn’t before, absorbing the details under a different light. Perhaps it was just the moon. “Yeah, I think there could be a chance.”

“Then,” Rarity whispered, swallowing and leaning closer, “close your eyes a moment, so we can find out.”

Twilight barely had to look up once Corey and Rarity made it back to camp, the woods being far too covered in leaves to move silently. It had been a prime reason for choosing this spot, as well as keeping out of sight from the open desert beyond. Nobody could sneak up on them from the ground.

The group looked to the two as they re-entered. Twilight might have noted a spring in their step, if she could even tell for the state of the forest floor. The firelight from the reignited campfire danced over their features, putting much of them into harsh relief.

“So,” Applejack broached, “you two kiss n’ make up then?”

Corey yelped as he stumbled, Rarity finding a spot to sit down with a touch more grace.

“Damn root,” Corey muttered before finding himself a seat. “We hacked things out, no worries.”

“None at all,” Rarity agreed, beginning to set up her sleeping bag.

The group stared expectantly as the two went about their business, doing everything to mime nonchalant behavior short of whistling a jaunty tune. Twilight took this opportunity for herself. “Okay, well good then!

“So, I have something to ask of everypony. Well, everypony that’s been in with the resistance since,” she said, pausing to find the right words. “S-Since the battle.”

From her saddlebag, she pulled a series of four scrolls, holding them aloft with her magic. “When I went to Memorial Hall, I found these at the base of a memorial... for me.”

Cadance smiled softly as Pinkie, Applejack and Rarity shared looks of understanding.

“I know these were meant for me,” Twilight continued, “but I also know you never really expected me to read them either. And I don’t want to read them if you don’t want me to. Maybe you said things you didn’t mean for me to know till later, but felt you needed closure in order to say goodbye. Maybe you’re afraid whatever you said will change our relationship somehow.

“If that’s the case, you only need to say so, and I’ll drop your letter in the fire right now. Oh, and sorry to tell you Pinkie, but I kinda saw yours already.”

Pinkie gasped. “Twilight, that was private!”

“Private?” Applejack parroted. “You didn’t even roll it up! Hay, you didn’t even set it face-down!”

“I did?”

Twilight offered a smile. “It was really sweet Pinkie, thank you.”

Pinkie crossed a frown with a pout and crossed her forelegs, but repeatedly glanced at Twilight from the corner of her eye. Finally, she unwound, remarking, “Aww, I can’t stay mad at you!”

“Well, you’ve got my say-so Twi,” Applejack told her. “Meant every word, hope it goes without sayin’.”

Rarity sighed. “You’ve my consent as well, though I hope you don’t mind that it’s not...” She prodded her cheek with her tongue. “Wholly exclusive.”

“If all is said, I’d suggest we all settle in,” Little Strongheart said, curling up on the ground. “We’ll want to make the last leg in the morning as soon as possible. Dragons can be infinitely patient, but that does not mean you should make them wait.”

“You’re sure you don’t need a sleeping bag?” Cadance asked her, setting her crown on a miniature pillow beside her.

“We’ve no need for such things, princess. The land provides.”

At that moment, there was a sound of rushing air, before Pinkie Pie found herself standing in front of a brightly-colored inflatable miniature fun-house. “Suit yourself!”

As she bounced inside the inflatable door —locking it with an inflatable key, somehow— Rarity stared at her own modest setup. “And all I brought was a mosquito net.”

Said mosquito net secured her sleeping bag with a polyester bottom and a full baby-blue canopy at the top. The netting itself appeared to consist of lace.

Corey caught Twilight’s eye in question, and all she could do was shrug. “Well, goodnight everypony.”

Tired murmurs of “goodnights,” “good evenings” and “sleep-tights” washed over the campsite, but Twilight was far from ready to turn in. After all, she had some reading to do.

Zipping her sleeping bag over her head, she brought out the two scrolls and let her horn light-up her heavy-fabric haven. Both bore wax seals, crudely inscribed after the fact with the names of the writer, likely with a hot needle. The one simply labeled “AJ” was snapped off in a tiny magical effort, the contents inside revealed.

‘Dear Twilight,’

Even here, the shakily penned words devolved into a scrawl, a number of ink blots accompanying the comma, as if merely writing her name had inspired some involuntary spasm.

‘I’m sorry. I’m so so sorry. You were are my friend and I just watched it. You probly felt betrayed. I didn’t even try. I didn’t know what to do and I’m so sorry! Your kin, your my sister as far as I’m concerned. I should have protected you better, I should never have lost sight of you when you wandered off or got captured. We turned our heads and you were gone. I’d rather have been up there with you.’

Twilight shook her head, trying her hardest not to add to the salty blotches already baked into the parchment.

‘The service was the hardest thing in the world. Your folks were there, cept your brother. I couldn’t look your ma or pop in the eye, knowing I didn’t protect their girl for them. Then we had to watch you disappear into the ground. I almost wanted them to bury me with you, I don’t know how to live with this, I just keep thinking there had to be something we coulda done but we didn’t do it.

I’m gonna make this right. I’m gonna do it for you. I’m not gonna let you die for nothing. This heres the truth. Were gonna fight back, and were gonna make Equestria free again. Were gonna let you be at peace.

I love you Twilight Sparkle.
Applejack’

Twilight felt like someone had swung an axe into her chest. She couldn’t stop a few droplets from falling from her eyes and onto her pillow. It was no profound eulogy, not that she expected one, but it was her friend spilling the contents of her heart onto the page. Raw and unrestrained, grammar mistakes and all.

“I love you too, Applejack.”

Rolling the scroll back up, she hesitated to open Rarity’s. She wasn’t sure how much she could take in one sitting. She was sure to have trouble sleeping tonight.

Finally the seal with the elegant calligraphic “R” broke, and it unfurled before her.

‘Dearest Twilight,

How does one say “goodbye”? How does one simply sum-up a lifetime’s experiences with a pony she calls one of her closest friends?

Though, as I write this, I realize it hasn’t been a lifetime at all. Barring Rainbow’s part in our destinies all those years ago, it’s only been little more than a year, but I feel as if I’ve known you my entire life.

Without you, the binder of our motley lot, what are we to do? We were friends before, neighbors. But then you came along, you made us inseparable, you brought a second destiny to us all. Are we now destined to fall apart with you gone? Rainbow looks keen to make it so —t’would be fitting of her, having made it, to unmake it— but I really think she just misses you.

As do I. I can hear your voice, even now, and I would do wondrous and terrible things just to hear you share another excerpt from those “Magic Monthly” magazines you’re so fond of.

And then I realize it: I can hear your voice, as clear as a bell. I don’t know how to say goodbye, so I’m not going to. Because you’re still here. The memory of you spurs us all to fight on, unites us even if you can’t be with us in body. What we’ve learned from you, the things you did to inspire us; it all informs our actions and decisions. Those acts echo through us, in how we were changed by them. You’re a part of me Twilight, still binding our friendship together, however tenuously. We’re better than we were, because of you.

I wish I could say I really believed you were here, in spirit or some other such thing. But those are the reasons I KNOW to be true, and not simply what I WANT to be.

However, if some shadow of you has found its way elsewhere, then I hope you’ve found Spike and the princesses by now. And possibly Corey, should the worst have happened. Do give them my love.

Your best friend... truly forever and ever,
Rarity’

Twilight smiled, filled by a warmth she was all too familiar with by now. That warmth that came whenever she realized just how lucky she was to have these ponies as her friends. She could scarcely imagine many others that could lift her spirits like this. Nothing fell from her eyes, but she wiped them anyway, just in case.

It was longer than Applejack’s, and much different for its tone. There were no tear streaks on the immaculate paper, Rarity wouldn’t allow such a thing to ruin her work. But while Applejack’s was clearly impromptu, a raw deluge of emotion penned from the cockles of a broken heart, Rarity’s was structured. There was almost a thesis to it, an overarching plan. She had clearly thought out what she considered her last words to her.

And the thesis fascinated her, inspired her. Such a warm idea, and yet so grounded. The power of friendship at first felt like this intangible force when she began its study, clearly powerful, but seemingly arbitrary. After all, why friendship of all things? It sounded preposterous before that fateful trip to Ponyville.

But Rarity might have had a point. Twilight was one of the strongest unicorns she knew, but without all she learned from Princess Celestia it could never be used to the same effect she considered her personal standard. And without Rainbow’s sonic rainboom, she might never have unearthed the power she held in the first place. And Spike... what would she have ever done without him, especially after Shining Armor left for the academy? She had already been a recluse; would she have been too unsociable to even recognize her need of her friends when she faced down Nightmare Moon?

Her friends and loved ones were a part of her, quite literally. No wishy-washy metaphysics or platitudes necessary. The lessons she learned, the strength she had acquired; half of it was her own hard work, but the other half was them. She was a product of these individuals. Celestia was still with her. Spike was still with her.

This was going to demand some more exploration on her part, at least once she’d finally dried her eyes. But for now, sleep beckoned her, and the muscles in her cheeks were getting rather sore.

That morning, Applejack and Rarity were both awoken with a hug from an oddly emotional Twilight Sparkle. Applejack had been first, receptive to the gesture. As Twilight knew, Applejack expressed just how grateful she was to have her back.

Rarity was also receptive. Too much so. Without opening her eyes, Rarity seized the subject of her embrace around the neck and brought Twilight’s face to her own with a joyful giggle.

All too late, Twilight pulled desperately away as Rarity mashed her lips against her own, unable to escape until she pressed a hoof into her face and shoved as gently as she could manage under the circumstances. Rarity finally opened her eyes, disengaging from Twilight with a “smack”.

The two turned a deep red, before Twilight whispered. “Rarity... what in the?!”

Rarity giggled. “So sorry dear, I was having a... dream?”

Twilight stared. “This didn’t happen.”

“What didn’t happen?” Rarity replied, before whispering. “Though in all honesty, it wasn’t all that bad.”

Twilight scampered away, muttering something about needing to check her breakfast or eating the map.

Once they had all packed and eaten, they passed through the remainder of the journey with nary an incident more. The Badlands were believed by many to be the caldera of an ancient, monumental barrel volcano set into the southern hills. Sand gave way to red stone as they passed through the narrow canyon, a great craggy “V” forged by the erosion of flash floods in the rainy months.

The regions between Dodge and Appleoosa were desert, but the Badlands were the true wastes. Wholly uninhabited, dry as a bone, with only one way in or out.

At the other end, a familiar voice called over to them.

“Little Strongheart!”

The young bison, recognizing the great feather-wreathed bison ahead of them, shot forward. “Chief Thunderhooves, I have returned with the pony ambassadors!”

“Yes,” Thunderhooves boomed deeply, “and some old friends, I see!”

They approached the chief and his lone-feathered bison guards. The chief drew a breath upon sight of Twilight. “Twilight Sparkle, keeper to the young Spike, who our herd called friend. I offer my condolences; the news was a great shock. Even the revered ones have come in light of this tragedy.”

“Thank you, Chief,” Twilight said. “I appreciate that.

“You already met Pinkie Pie, Applejack and Rarity. Our envoy is joined also by Specialist Fourth-Class Corey Webber, who knows the most about the perpetrators involved, and Princess Mi Amore Cadenza, current head of the resistance, and future leader of Equestria.”

“Princess Cadance is fine,” the princess told him, bowing respectfully. “Thank you for honoring my aunt’s wishes, Chief Thunderhooves. We’re aware this was not a small request.”

“The leader herself has come?” Thunderhooves noted, great brows rising. “Unexpected, but most welcome. The Lawkeeper will appreciate this over faceless, expendable messengers.”

“Expendable?” Corey repeated. “I dunno how things are done here, but messengers where I come from didn’t get held accountable for what they send.”

“Dragons are easily offended, friend,” Thunderhooves explained gravely. “An angered drake is unlikely to make much distinction between the messenger and their sender, and they care little for the laws or traditions of groundlings. Understand, it is only a long-standing relationship with Celestia that bids us to take such a risk. All in this valley are in terrible danger if this goes wrong.”

“Forgive me,” Cadance said, “but I’m afraid I don’t know as much about the dragon hierarchy as my aunt. Who exactly has come, who is this Lawkeeper?”

“The drake, Gaunt, is the one dragon responsible for enforcing draconian law,” Strongheart told her. “They challenge each other for the right, if they care to. Dragons are too vain to have kings or true leaders, but the Lawkeeper is a dragon that is highly regarded all the same.

“It is a task that requires the Lawkeeper to be vigilant. It requires sacrifice and dedication to dragonkind, and is therefore unnattractive to those who wish merely to expand their hordes and live in luxury. Those who value dragon pride and the survival of their kind may feel themselves compelled to take charge. The Lawkeeper can be fought for their position, or they may surrender it.”

Thunderhooves hummed in agreement. “And Gaunt did not come alone. She brought with her two escorts, and a young one I believe to be her son. I think she is trying to groom him to be her successor.”

“Well,” Cadance began, “I suppose we shouldn’t keep them waiting?”

Thunderhooves nodded. “Very wise, princess.”

With that, they followed the chief and his fellow bison down the path into the crater. Everywhere, towers of jutting jagged rock rose from the ground, twisted and sharp. Twilight soon realized that nothing grew here. Even modest dry shrubs avoided what were evidently poisoned lands. Even insects had no business in this place, for she never saw a single one.

At last however, Thunderhooves and his entourage came to a stop before a mesa which looked to have a series of rock spires jutting out the top, like a set of bottom teeth. A sandstone ramp looked to lead up the mesa, which Chief Thunderhooves pointed to. “Up there is where you will meet Gaunt, though I advise you not to address her by name.”

“All sirs and ma’ams,” Applejack confirmed, “you got it.”

“And please,” Little Strongheart urged, “choose your words carefully.”

They offered scattered nods, before Twilight took a deep breath, and ascended the ramp.

It was a short climb, with each revealed inch of the mesa causing Twilight’s spine to tingle in expectation. The first sound they heard, however, was not what she expected.

“This stuff is bland and tasteless!” a voice shouted, clearly male, though nowhere as deep as any adult dragon Twilight knew. “What else’ve you got? You’re holding out on us! What even is this, it’s like a bad knockoff of lapis! An’ I don’t even like real lapis!”

Another bison backed himself into their view, keeping his head low as a decorated bowl bounced off one of his stubby horns. “Sir, sorry sir! It’s turquoise, it’s the best we have out here! If you want we can—”

“Aw, get outta my sight, you overgrown cow!”

The poor victim of this onslaught slipped on his way down past them, sliding to the ground on his chest.

“So, that’s the son then?” Twilight considered aloud.

“Watch out for bowls,” Pinkie suggested.

They ascended the remainder of the ramp, to reveal none of the adults, but the adolescent beast sitting atop a boulder ahead of them. Red-skinned, lean bodied, with a golden crest and impressive-looking wings, his beady eyes glanced sideways as he tracked an aquamarine stone he had tossed vertically into the air like a softball. “Oh, so these are the little pony tattlers we’ve been waiting for! Took your sweet time.”

Twilight gasped silently, turning to Rarity, who shared her expression and found her eyes. They had encountered this young dragon before.

“We apologize that we couldn’t arrive sooner,” Cadance offered, bowing her head. “I am Princess Cadance of Equestria, and this is the envoy we send to meet with the—”

He promptly burst into a fit of laughter, tossing the sphere of turquoise again. “You really brought a princess, the mamby-pamby pony princess!”

Twilight glowered, remembering the same term used to describe Princess Celestia, now being used on her old friend and sister-in-law to her very face. She didn’t want the drake to notice her and complicate things, but she had a feeling that it was inevitable. “She is the rightful ruler of Equestria, and she deserves your attention, if not your respect!”

“Ha!” he scoffed. “She ain’t my ruler, dragons don’t answer to no... wait.”

He let the lump of turquoise clatter to the floor as he advanced, eyes narrowed at Twilight. “You look familiar, pony. Why’s that?”

The others turned to Twilight with similarly narrowed eyes, who didn’t get a chance to answer before an obsessively curled purple mane shot to the front.

“Because unfortunately,” Rarity snapped, “We’ve met before.”

Finally looking between the two unicorns, the truth visibly dawned in his tiny eyes. “Right, the migration!” His expression soured. “You and that squirt broke-up our raid! We didn’t even smash one phoenix egg!”

At that moment, a bright flaming blur assaulted his head, scratching and pecking as he flailed wildly.

“Philomena!” Pinkie cried.

“Augh!” The young dragon repeatedly swatted the air. “Call it off, call it off! Stupid phoenix!”

“Philomena, stop!” Cadance shouted, prompting the bird to turn to her, perched atop the dragon’s head with disappointment on her face. “I understand, but we’re here for a reason! Just let it go.”

Philomena sighed, before kicking off and onto a nearby rock with unnecessary force.

“Keep your turkey on a leash, nags,” he ordered, flicking off a loose scale from his head. “As for you two.” He pointed between Twilight and Rarity. “Keep outta my way, or we might just continue where we left off before.”

Corey stepped forward, holding his AA12. The young dragon was far bigger than any of the ponies, but Corey was nearly a head taller. “You touch one a them and I’ll blow your scaly ass back to Jurassic Park, pal.”

“Corey, it’s okay,” Twilight said.

Beady eyes took a single look at the human and wrenched a grin onto the dragon’s toothy visage. “What are you supposed to be, a spindly suit-chimp?”

Pinkie recoiled. “Hey! That’s my—”

A great series of roars shook the air around them, apparently directionless, echoing off a thousand surfaces before two shadows blotted the sky. No sooner had they looked up than two massive bodies touched down on either side of the mesa with force enough to make them all stumble.

Much akin to the dragons Twilight had encountered, they were gargantuan. Easily bigger than the library had been back home, heads several times the size of her whole body. The two were of the same common build as most dragons she had encountered, like the one Fluttershy had dealt with, or the infuriated green drake she and Owlowiscious had to rescue Spike from. Colored teal and dark orange respectively, they closed their leathery wings and peered down at the scene.

“Um,” Applejack uttered, barely audible, “Howdy. So, which one a y’all is—”

A third great impact knocked loose stones off the rocky spires behind the young dragon, before a long skinny claw the size of a cart seized onto a spire and began to climb. The figure wound its way up from behind the spires like a clawed, winged serpent, deathly pale with an underbelly and wings the color of a bruise. Catlike amber eyes looked to them in turn as it reached the top, overlapping dagger-like teeth shut tight over a similarly long and thin snout, the deepest sound of breath filling the air as it smelled them. It reminded Twilight of a gharial, to the extent that she wondered if it was partial to fish. Instead of spines along its back, a leathery crest surrounded the head like that of a frilled lizard, the sun peeking through to reveal bluish-black veins.

“I am Gaunt,” the beast rumbled in two voices. One voice that was elegant, commanding and recognizably female, the other that was a deep whisper, and sounded like stones grinding together. It almost sounded like a mountain was speaking to them. “Keeper of dragon law.”

Twilight jumped as two claws grasping one of the rocky spires snapped it off with a sudden motion, and Gaunt’s slithering body flowed through the resulting gap towards them, coiling her body into a sine-wave pattern as it surrounded them from every side but from whence they came in a scaly cove.

“Garble,” Gaunt demanded, head leaning in towards her son.

The teenaged Garble lost every bit of his smug demeanor. “Uh, yeah mom?”

“We dragons care not for the affairs of groundlings, but it is beneath us to antagonize them. Ideal is to pass them, like ships in the night.”

“Y-Yeah mom, ships, got it.”

Applejack found herself muttering under her breath. “Seriously, that’s her son?”

“What?” Pinkie whispered back. “You don’t see the family resemblance?”

Applejack didn’t move so much as a muscle. “No.”

“The bison tell that the law is broken,” Gaunt hissed. “A dragon is slain, our precious blood lost to the dirt. A crime to be met out with no less than the same fate.

“The bison have earned our trust, through wantless fealty. They garner no darker purpose, and it is for this alone that your procession is not already scattered to the four winds, as ash.”

Cadance stepped forward, eyes locked onto the catlike slits. “You would kill us before hearing us? You would risk your chance at fulfilling your law? Why?”

The Lawkeeper opened her mouth, head bobbing in a blast of laughter, mirthless and terrifying. “When a dragon is truly slain by groundlings, the news carries on whispers and rumors in shadowy places. Those who know of the law know better than to invite us to fulfill it. The wise run. The wise hide.

“Those foolish enough to summon us, assuming they can manage such, have always been charlatans. They care nothing for dragons, but to use us, to lure and direct our wrath upon their enemies. Or, the true slayer will claim the deed as that of another, in order to stay our fury.

“Destroying these arrogant fools has become my usual manner of dealing with them. The arrogance wears on one over the centuries, watching it fade as they realize their mistake. They feel so cunning, until they see we are no mindless beasts, that we see through their deception.”

With a guttural growl, the dragoness leered at Cadance. “This, however, is unusual. You come by the grace of our bison followers, at the behest of your late Celestia, who has shown herself wise when regarding our kind. You come, a princess yourself, instead of a faceless messenger. You are either quite brave, or quite stupid. One or the other, you have my curiosity. So then.

“What do you wish to bring to my attention? Who do you expect me to destroy?”

Cadance stepped forward. “A dragon was murdered. A young dragon, little more than a child.”

“The blood of the young is especially precious. And cowardly to spill when the newly hatched are so vulnerable.”

The princess nodded. “This dragon was a friend to us, family even. Whatever we hope you will do, we desire justice for the one we loved.”

Gaunt’s eyes widened. “Family? What childish dream is this? You test me with this lie, and I will not be tested. Provide proof of this, or I shall kill you.”

Twilight stepped quickly before her massive head. “It’s all true! Princess Cadance is my sister in law, and the dragon we speak of was kept in my care. His name was Spike... he’s been with me since I hatched him when I was a filly. He w-was like a brother to me, and a... a son. And I loved him like both!”

In a move that made Twilight jump, the huge snout pressed into her chest, inhaling deeply as the amber eyes pierced her own.

“The scent is still strong on you. You do not pretend, but your bond with the wyrm I DO question. Dragon eggs can sit for centuries, and some are abandoned, but those who hatch them raise the baby to be little more than a slave. We liberate our kind from this indignity, and it is unwise to admit such disgrace.”

“He was never a slave!” Twilight cried, stone-faced. “I would have died for him!”

“And yet here you stand, and it is he that fell. Mere words,” Gaunt breathed.

Twilight pressed her eyes closed. “I did fail to protect him. I should never have left him alone.”

“Wait wait,” Garble said, roused once more, “we’re here for the pony-hearted runt? Ha! Got himself in over his head, big shocker.”

Twilight snorted like an animal as her eyes shot open again, rounding on Garble. “Don’t you dare talk about Spike like that! He had a bigger heart than a stupid bully like you could even dream of!”

The Lawkeeper looked to her son. “You have met this young dragon, Garble? Is the mare’s story valid?”

“Oh yeah mom,” Garble laughed. “Squirt was over the moon about his pony friends in ponytown. Tried to join the migration. Thought he might even fit in for a little while, till he wussed out on us. Then the two fluffy unicorns and this blue pony come trouncing out of the woods lookin’ to protect him and acting all tough. It was adorable!”

Garble wiped away a tear at the memory as he continued to laugh. “But then they all ran away and disappeared all the sudden, like a big happy, scaredy-cat family!”

Gaunt’s eyes narrowed as her head visibly tilted. “Truly?”

“Uh huh.”

Gaunt rumbled thoughtfully. “Why was it that this... Spike... sought to join the great migration? It does not sound as though he wished to be part of your ‘family.’ ”

Twilight shook her head, trying her best to control herself. “He had questions about himself, questions I couldn’t answer. I urged him to go and followed him in secret to make sure he was safe.”

“And he returned of his own will? Of course, he could have simply been conditioned by you, like some cur.”

“What’s it matter anyway?” Garble demanded. “He was barely a dragon at all. He even called himself a pony by the end of it! Turned his back on all dragons. That makes him nothing, so why should we avenge some ruined pony-lovin’—”

Twilight was scarcely aware of herself as she leapt directly in front of Garble, menacing him with her horn. “DON’T YOU EVER TALK ABOUT SPIKE LIKE THAT!”

The owner of a sharp, unfazed red claw flicked her in the nose. “Or what? You’ll run away again?”

“I’ll make you regret every word,” Twilight seethed.

“He was a wrecked dragon, and he’s a waste of our ti—”

In broad daylight, with his mother and two other fully grown dragons watching, Twilight’s horn erupted with a blast of magenta, firing a bolt point-blank into Garble’s chin. He stumbled backwards from the arcane uppercut, before Twilight pounced, sacking him backwards towards the coils of his mother. Twilight could barely hear the panicked protests of her friends.

The two escort dragons hissed and snarled, making to move in, before the Lawkeeper spoke. “NO! I will tell you when to intervene. My son provoked this, it is his fight.”

Garble sat for a moment, wide-eyed at the livid unicorn fruitlessly beating him across the head and neck with her good foreleg. Taking one good look at her wrapped leg, his claws grabbed hold and twisted.

Twilight’s assault ended with a cry of pain, even making her forget her magic as her good foreleg moved to scrabble against the iron grip of the claw that was bending her leg. He laughed as Twilight struggled uselessly against the small but powerful reptile, until the tables were turned as Twilight rolled over, forcing Garble on top of her.

It seemed a suicidal move, with the young dragon overpowering her even without the aid of his superior mass, but as a pony this move served her well. Coiling her hind legs back, she delivered a powerful buck into his gut, flipping him head over heels behind her. He released her in surprise, leaving a still throbbing pain, but a free hoof.

“You little,” Garble coughed, winded, “purple pansy!”

Violently hacking his very lungs out, Garble faced Twilight as she stood up, before a final cough turned into a gout of orange flames aimed at her like a hose.

With barely a movement, a planar magenta shield formed in front of Twilight, redirecting the hot gases in every direction but the one intended. Noticing this, Garble stopped, before taking a deep breath. Unleashing a guttural noise, Garble’s throat produced redder, thicker flames.

The shield vied against it, Twilight herself sweating from the heat and exertion, despite the burning flames crashing over her like waves on a stone. At last, Twilight shoved the shield forward against the current, before literally exploding it in his face.

The breath of fire ended once more, Garble clutching his nose as Twilight stood, ready. “Stupid...pony!”

With that, Garble lunged for her blindly, but Twilight was ready. With a flash of light, Garble’s momentum-driven body moved from just in front of her —about to seize her neck— to just behind her. He continued careening forward, confusedly bouncing over the mesa top, until he slipped over the edge with a noise of surprise. A single red claw gripped the rocky edge over the short drop, before his wings began to beat, and he clawed his body back on top.

“Let me know if you need that lesson repeated,” Twilight cried. “I can tell, you’re a slow learner.”

This only served to inspire another blind charge, and Twilight was feeling creative. She eyed the discarded lump of Turquoise and took it with her magic right into Garble’s path.

The young dragon saw the glowing lump of floating cyan too late, ingesting it, and clotheslining himself with the back of his own throat. His feet slipped out from under him, leaving him to a pratfall onto his back as she force-fed the rock down his throat.

This done, she only added insult to injury, whirling the lump in a circle within his stomach and causing him to twirl on the floor like a hula hoop.

“Ugh...” Garble moaned, red face growing greener every passing second, “Stop it, stop, I’m gonna cube it!”

“I thought it was more of a sphere,” Pinkie commented.

Finally, Twilight relented, allowing the discombobulated dragon to stumble drunkenly to his feet.

“Thus concludes my lesson on centripetal force,” Twilight quipped. “I really hope it’s sinking in.”

“You,” Garble hissed, marching himself back over. “You!”

“Garble, enough!” Gaunt ordered.

Garble looked up at his mother, his brows a straight line. “Wha— You’re just gonna let her—”

“You are no match for this pony’s magic, my son. I am saving you further humiliation.”

Garble stared, wide-eyed, before slamming a foot into the floor and flying for a boulder on which to sulk.

Cadance stepped forward, almost throwing herself before Twilight. “Lawkeeper, we’re sorry! Spike was dear to her especially, we didn’t come here to fight or offend y—”

“Be not ashamed for your sister’s boldness, princess,” Gaunt chuckled. “To challenge a dragon, even a young dragon, and my son in the presence of myself and two other full-grown drakes? This one has spark.

“Tell me then, bold one,” she said, coils rippling as she approached Twilight, “who has committed this crime?”

Twilight stared into her eyes and took a deep breath. “He’s like nothing we’ve ever known. He’s called Adrian Mandeville, and he’s from another world.”

“He’s one of my kind,” Corey told her. “No magic at first, just weapons, like this.”

Pulling out his AA12, he switched-out his revolving magazine for an alternate in his pack, clumsily painted green. Taking aim, he fired a shot at one of the rock spires. Rather than a spray of buckshot, a point on the spire erupted in a burst of fire and smoke, and the section above the shot fell backward into the desert floor.

The dragons’ throats rumbled deeply, watching the spot where this occurred. Corey re-holstered the weapon, explaining to the group, “Grenade rounds, modified the shells myself while I was healing. Figure they’ll come in handy.

“That’s just a taste though, we’re talking about an army. Mandeville was bad before just with his tools, but he took down Celestia and Luna. He’s got their power now, making him about the most magical power anywhere.”

“He even controls the sun and moon now!” Twilight expanded, as Gaunt’s slit eyes narrowed.

“I see,” the Lawkeeper growled. “This is not the lone act of a simple criminal, but one of the many deeds to the name of a terrible warlord.

“And the young Spike’s demise was effected by an underling, or the leader himself?”

“I saw Mandeville himself do it with my own eyes,” Twilight said, eyes winced shut. “It’s his doing either way, because his ‘underlings’ are all just machines.”

Flaming tongues escaped from between Gaunt’s many teeth as she growled. “Then the thing you peddle is war.”

Cadance nodded grimly. “A full assault is the only way to him. We have a plan in motion to negate his power, but an attack on his fortress is the only way.”

“You expect us to follow your command?!” Gaunt snarled, a tiger-like clicking maintained at the pit of her throat.

“No, you may do as you please, but you will not fight alone. The remnants of the old Equestria are gathering to fight in four days time! We only hope you will join us!”

“One who can defeat Celestia and Luna without magic. One who now wields the power of both. This, for the sake of one infant drake?”

Steam and smoke expelled from the Lawkeeper’s nostrils like smokestacks on a steamboat, but it appeared to be a calming force over the serpentine dragon. “Empires rise and fall, gods rule and are dethroned. Species arise, only to vanish. We see it all, the impermanence of you flylife groundlings. As irrelevant as for your individuals to live and die over the course of a simple century-long siesta.”

“This,” she said at last, “is not our fight.”

“Not your fight?” Twilight repeated, tilting her head as she shook it. “Of course it’s your fight! It’s everypony’s fight!”

Gaunt gave a deep scoff as Twilight continued. “Mandeville now controls the sun and the moon. If we fail to stop him now and reclaim that power, he’ll become unstoppable! And the day he dies of old age, we’ll never be able to reach him! The sun and moon will stay locked! The world will freeze and burn all over, except the places those points meet! Everything will die!”

“Our kind will not,” Gaunt whispered coldly. “Our kind bathe in rivers of molten lava, and others still roost in the cold high places where none else may live. We will readily survive the eternity or extinguishing of the sun, when all others fade away.”

“How will you survive without other creatures or plants?” Twilight demanded. “Even those atop the food chain need the ones at the bottom.”

Gaunt snorted. “Do not play stupid with me, child. It is no mystery that we dragons subside upon the sweetbreads of the earth, not the flesh of fauna, nor the fruit of flora. Your ‘chain’ is irrelevant to us.”

Twilight looked over the Lawkeeper’s long and thin snout, exasperated. “I know dragons don’t only eat gems though! I mean, look at you! Your mouth is clearly shaped for catching large fish, so I can imagine you at least—”

The great wyrm snarled, her tail wrapping around a nearby boulder before she constricted it hard enough to crush it into several pieces. “Do not condescend to me this way! How dare you suggest I be petty enough to enter a war for my own gratification! I am Lawkeeper. I chose to uphold order amongst my kind, sacrifice my own ambitions to protect all dragons. Selflessness defines my station, unicorn.

“Let me be absolutely clear: your survival is of no concern to us. We prefer lives of solitude, and a world without things that sneak and scurry and slay is quite appealing. We remember the times before you ponies, and we will not mourn or miss you when you are gone.”

Twilight reeled at the cold, unfeeling words rumbling forth from that terrible mouth. It was not Gaunt’s form that made her a monster. “How can you say that? How can you just... turn your back on everything?! You can’t hide from this forever, you’re a part of this world too! You can’t just wash your hooves of—”

In a motion she barely followed, Gaunt’s body wound violently, before she lunged towards her, enormous jaws clapping together just in front of her with a terrible “SNAP.”

“NEVER TELL US WHAT WE CANNOT DO!” she roared, leaving Twilight to feel as though she’d been struck by lightning. “It is only by my graces and your own truthfulness that you are not already vanished from this world! Your fearless approach intrigued me, but make no mistake: one more such insult, and my jaws will claim you. Not for tearing, not for the flame. I will devour you, whole, alive and screaming, writhing into my gut.

“Diamonds yield to my gullet, unicorn. What chance do you think you would have in it?”

Twilight felt herself grow dizzy as she sat on her rump. Gaunt’s appearance, while serpentine, had not triggered her ophidiophobia; she was too much lizard and crocodile in visage. Now however, having seen the flashing teeth and been threatened with ingestion, unwanted memories of the chimaera flooded her thoughts...

From behind, it had knocked the wind out of her, and the next thing she knew there were fangs in front of her. Her lower body felt hot and compressed, and she knew then that she was halfway down the serpent’s throat. The pressure rose, the air hot and humid as the great throat swallowed, drawing her down. Daylight faded away, for what she then thought was forever, her body dragged into a place where she would surely die. No, she was already dead, it just hadn’t set in yet. She couldn’t breathe, for there was no air in the esophagus. She screamed her precious air reserves out, struggled against the pulling muscles. She knew it was for naught; she was just food now...

Twilight snapped out of her reverie to find she was shaking like a leaf, breath ragged as she backed off of Gaunt.

Noticing this, Rarity, Cadance and Pinkie Pie rushed forward to steady her, asking if she was okay or not. Applejack, on the other hand, stepped forward.

“I gotta say,” Applejack began, “I’m a mite confused. See, I thought dragons were proud.”

Gaunt’s eyes narrowed, and neither of them noticed the winding tail until it had coiled around Applejack’s back leg and hoisted her into the air in front of the beast.

“You have but a minute to clarify your meaning, or I will fulfill my promise.”

“NO!” Twilight shrieked, struggling to move past her friends as Applejack’s stetson fell to the floor before them..

“Very well then.” Gaunt growled. “Make it thirty seconds.”

With that, the Lawkeeper’s maw opened to a ninety-degree angle, and Applejack found herself lowered into it. Past rows of terrible teeth, she was shoved bottom first into the throat, upper body supported by the prehensile tongue. Twilight couldn’t watch, lying on the floor, muttering to herself in fear.

“Better start talking, pony meat!” Garble jeered from her perch. “Clock’s ticking!”

“W-what I mean is— ugh!” Applejack groaned, the throat giving her body a tug that sunk her in another few inches. “I thought the meaning of the law was that nopony, not lord or lumberjack, c-could slay a dragon and get away with it!”

Another gulp brought Applejack to the pits of her forelegs, which clung to the base of the mighty tongue.

“I-if that were the c-case, what would it matter who the dragon was, or how young?! Are you gonna tell Mandeville he can g-get away with it? Don’t you want that reputation, that nothing or nopony can escape, even if they have the biggest, fanciest army?”

The prehensile tongue tired of her grip on it, so it wrapped around her forelegs and forced them to her sides. The next gulp drew her past her shoulders, making her cry out as the sphincter began folding her ears forward. This deep in, she was steadily sinking, along with her friends’ hopes for her.

“Ah, please...” She panted, voice becoming tense as she shouted to be heard. “Cause Mandeville ain’t afraid of ya! He ain’t from around here! Don’t you want to teach him what h-happens? Shouldn’t even the one who killed Celestia still be afraid of dragons?!”

Applejack’s face was the only thing visible to the world, as her ears crawled through the sphincter. She cried out, as she felt the tug of another swallow, cursing her now overly active sweat glands for helping the process. Her pupils contracted as the sphincter closed over her ears, chin, and in a heart stopping moment covered her eyes. She had time to utter a plea before it sealed over her mouth, and nothing of her orange body could be seen anymore.

“No,” Twilight whispered, to who she didn’t know. Gaunt’s mouth closed at last, Applejack only visible as a lump in the pit of her throat, awaiting one final swallow to begin the final descent. Tears streamed down Twilight’s face. “Please, no.”

Gaunt stood, unbearably still, staring into the middle distance. Seconds ticked by, an eternity, waiting for the Lawkeeper to move.

Garble, on his rock, was similarly impatient. He leaned forward intently, no doubt eager to see one of the ponies meet a sticky end in his mother’s gut.

Finally, the great dragoness’ chest expanded, and then her throat. She opened her mouth wide again, ejecting a billowing plume of smoke. Something slimy, orange, and moving choked and coughed on the floor in front of them.

“Oh thank Celestia!” Rarity cried, rushing over to join the others who promptly embraced the regurgitated rancher, only to hesitate at the sight of the slime covering her.

“I would say you should be thanking me,” Gaunt said, “but it would be a lie to say she had no part in it.

“You are correct, pony; to vanquish that which vanquished Celestia would remind the very world of who we are, and keep the fear of us for eons. It would make the inevitable loss of dragons in the effort more palatable.

“But this is still a considerable gamble, and it will matter to other dragons whether your ‘Spike’ can even be counted among us at all. And after it all, it may be simpler still to await the Armageddon you foretell, and have no other threats to our kind in the first place.”

Cadance approached her. “That depends entirely upon how prepared you really are for a world where only dragons survive. A world without green grass, lush forests or the songs of birds on the air. It will all be silent, and grey. Your kind will survive, certainly. But you must ask yourself if to survive, is to live.”

“Spare us your platitudes,” the Lawkeeper groaned. “I promise nothing, but that all will be considered. We must take leave, if we are to act at all. I thank you for the rare honesty we have received this day. If nothing else, it is a welcome exception.”

“You’re welcome,” Cadance told her. “And we thank you for considering at all!”

Gaunt closed her eyes and offered a nod before facing the midday sun. Her great, leathery wings opened wide as her wound body straightened to a gentle curve. Her escort followed suit, and together they beat the air beneath them, kicking up sand and blasting it into their hair and eyes. By the time Twilight could see again, the three were already shrinking steadily into black specks against the sky.

Garble, however, was hovering between in easy view. He glared at Applejack, before turning a fiercer look onto Twilight, every feature contorting. She offered a wry smile, eyes narrowing mischievously. The young dragon pointed two claws at his two eyes, before pointing slowly her way.

His threat made clear, he took off into the stratosphere, following his mother at a distance he seemed determined not to close.

“Blah!” Applejack gagged dramatically. “I’m gonna smell like brimstone and a rock tumbler for a week.”

“That took stones,” Corey told her, shaking his head. “Hope it was worth that.”

Cadance sighed, before snorting. “That was unbelievably stupid, risky, and I can’t officially condone it. I’d wonder if Rainbow Dash wasn’t right about you being a liability, but then I remember that she was on you about not taking risks.”

She smiled, winking. “Seems you’re a bit of a wildcard, Applejack.”

Applejack grimaced. “I promise I didn’t do that to prove nothin’. I just knew we were losing ground fast, and without those dragons, I wasn’t so sure winding up beneath that one’s skin would matter in the long run.”

“I’d rather not think about what might have happened,” Twilight hinted, as she lowered Applejack’s discarded stetson back where it belonged. “Let’s just be glad it went like it did.”

At that moment, the bison from before thundered back up the ramp carrying a plate of glassy black stones on his head. “Hey, I know the turquoise was a bust, but I remembered we’ve also got all this obsidian! Y’know, it’s kinda gemlike and... stuff.”

He stared around, looking for a sign of scale or claw. “Aww, c’mon, they left already!?”

He dumped the plate straight in front of him where it shattered, the obsidian shards clattering glassily to the floor. “Dude, the revered ones are jerks!”

With that, they watched him trot off in a huff.

“Well,” Pinkie said to the silence, gazing at the obsidian, “shouldn’t let this go to waste!”

Chapter 14

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“Order up,” Donut Joe cried, setting down four plates at their table. “Six cake, two crullers, a jelly and three glaze. That’ll be fifteen bits, ladies.”

Twilight —or rather, the frizzy-haired, green coated mare she was disguised as— widened her eyes. “I don’t recall your prices being so… exotic, Joe.”

The stallion sighed, wiping down his counter of crumbs and other miscellaneous soil. “Sorry kids, overhead is through the roof these days. ‘New management’ is trying to fund everything from the inside since trade between Equestria and everypo—”

He shut his mouth promptly, staring at each window as he corrected himself. “Everyone else, basically vanished overnight. I don’t know how picking the pockets of the local businesses helps in the long run, but that’s what’s happening.

“Hmm,” he grunted, staring out the window at a pair of CID on patrol. “But what can you do? I hear whispers about some sort of rebellion brewing, but I just feel bad for ‘em. It’s over, and they’re just hurtin’ themselves actin’ otherwise. Keep your muzzle clean and do what you can to survive, that’s what I say.

“Aw, ‘nough politics though, you kids ain’t here for that.”

“Got your bits!” Pinkie declared, wearing a purple streak in her still pink hair, her coat bleach-white. She nosed out a number of glimmering gold pieces, offering them to the baker.

“Thanks for dropping in.” Joe beamed warmly, scooping up the gold. “You enjoy those.”

Once out of earshot, Rainbow Dash groaned as her teeth sunk into a jelly. “I ‘shtill say ah cud’ve gne...” Rainbow swallowed while Twilight crinkled her nose. “With a pyrite coat and onyx mane.”

Twilight sighed. “Y’know, just because Rarity isn’t here doesn’t mean nopony’s going to chide you for talking with your mouth full.

“And no, disguising yourself to look like Daring Do isn’t going to attract that much less attention. At least you get to keep lightning in your cutie mark.”

“Yeah,” Rainbow sighed, grinning in spite of herself as she looked over the twin blue bolts on her bright pink coat. “Still don’t know why pink.”

“It offsets the blue mane,” Fluttershy explained, herself wearing a red mane in a ponytail —of all things— and ice-blue coat.

Rainbow shrugged. “Whatever, it’s just good to be back somewhere sorta normal. So that’s it then, you got the dragons to come and you went home? Nothing else?”

Twilight shook her head, magicking a cake donut in reach of her mouth.. “We don’t know anything for sure. They still need to deliberate. But I hope so. Otherwise, yeah, coming home was pretty straightforward.”

“I can’t believe it’s tomorrow!” Fluttershy hissed. “Oh girls, aren’t the rest of you scared?”

“Of course,” Twilight told her, eyes going soft. “It all comes down to this, everything on the line. It’s why I wanted us to do this, just have one good, normal moment, before…”

Rainbow stared at her as Twilight gazed off into space. “Before we kick Mandeville back to whatever hole he crawled out of! Stop looking at your hooves like you’re waiting your turn in front of a firing squad!

“We’ve got this, it’s always been easier doing this stuff than waiting for it. Me? I can’t wait.”

“Y-yeah,” Pinkie grimaced. “Can’t wait!”

Walking the streets of Canterlot had simultaneously been a good and sour outing. Disguising themselves was all but essential now, if it hadn’t been before Twilight’s emancipation from the literal iron fist of Adrian Mandeville. Hiding from the drones was easy enough, but ensuring they weren’t recognized by passerby was equally important. They had gone as far as to avoid the use of names, lest one of the drones pick up on it.

“All the ponies here sure don’t like being in the open anymore,” Rainbow commented, as a lone stallion hugged the wall past them before nearly slamming the door to a bank behind him as he scrambled indoors.

Everything in Canterlot was more or less as it had been before, except that the streets were far emptier. Few were taking pleasure-strolls like they were, mostly keeping out of sight. Outdoor dining areas kept their umbrellas closed, as all the customers preferred to remain inside.

“Just think about it like we’ve got the whole town to ourselves,” Twilight offered, lifting her chin up and starting a crooked canter that she evidently considered a strut.

Rainbow found herself biting into her own hoof as tears of mirth formed in the corners of her eyes, forcing herself to look away. Finally, Twilight stopped when she noticed she was alone, turning around to see a pair of bemused looks, and one that looked ready to cackle like a goose.

“Oh come on, this is about escapism! We’re supposed to be having fun!”

“What’re ya’ lookin’ at me for?” Rainbow demanded, grinning like a maniac. “I’m having a great t— Whoa!”

“What?” Twilight demanded, tracing Rainbow’s gaze behind her. What she found was something she hadn’t expected, but supposed she should have.

She stared up at the delicate-looking grey monolith, her lips thinning as her eyebrows sank. Paw and talon stretched outward in warding, face twisted in a permanent howl of fear and surprise, the bizarre form of the draconequus loomed from the well manicured grass of Canterlot Cliffs Park.

“D-d,” Fluttershy stammered, struggling to push Pinkie Pie in front of her only to slide back herself, “Discord.”

“I didn’t know this was where he’d end up,” Rainbow told them.

“I know,” Twilight agreed, not taking her eyes off the stony Spirit of Chaos. “I’d have thought he’d be placed in a… a vault, surrounded by guards or something.”

Finally finding her nerve, Fluttershy approached, hiding her face behind her mane. “Well, he used to be in a garden before. Maybe Princess Celestia just thought being outside with green grass, happy ponies and sunshine would better his mood?”

Rainbow Dash cocked an eyebrow. “You think he can tell anything that’s going on, stuck like that?”

Twilight continued to stare. “Now that you mention it, I think he knows most everything that’s going on.

“Remember how prepared he was for us? He knew us, all of us. He knew how to get to us. He didn’t figure that out in the short time he was awake before the Princess summoned us.”

She approached the statue, until she was feet from its legs, staring into the blank and petrified eyes. “You probably even know what the resistance is planning.”

Her frown deepened, as she whispered, “Don’t you?”

The other three watched her as she continued to stare intently.

“Um, Morning Star?” Pinkie broached. “Are you okay?”

Twilight ignored the question. “You’d be laughing at us, if you could. Our last option, turning you loose, destroying Luna and Celestia’s legacy without lifting a hoof.

“Well let me tell you: I’ll personally make sure you’re bound to serve us, even if I have to follow you around for the rest of my life in case you try something.”

Rainbow walked herself between Twilight and the statue. “Whoa whoa,” she whispered conspiratorially, “if he can hear you, then all you’re giving him is ammo to mess with you! Who says he won’t just refuse until we meet his conditions?”

Twilight scoffed. “And who says whispering will make him deaf to you? Rain— I mean, ‘Firefly,’ unless somepony else has the Elements bound to them, he’ll be stuck like that forever with nopony to free him.”

“Actually,” Fluttershy said, “if he just waited to outlive us, we couldn’t be bonded to the Elements, and he’d shake free anyway.”

Twilight’s eyebrows rose as she conceded the point with an “Uhhhh…”

“Hey!” Rainbow cried, clapping a hoof over Fluttershy’s mouth. “Don’t give him ideas!”

“You girls just don’t get Discord, do you?” Pinkie sighed. When her friends shrugged, she began.

“Discord wouldn’t be too happy about losing the princesses, because they’ve always been the ones he got the biggest rise out of. Prime targets because of all the harmony they supply. Plus, they live long like he does, so he won’t have playmates like them for a really long time, and dragons are too touchy to be a challenge for pranks.

“Then there’s the ponies! See, he’d rather have lots and lots of ponies to see the chaos he does, because he LOVES being the center of attention! He’d help us with the sun no problem.

“See, Discord might be a dumb meanie-head sometimes when he’s on a roll, but he doesn’t really wanna hurt anypony, he just wants to have a good time. He’s not really ‘EVIL,’ he just likes to mess with ponies.”

“I… I,” Twilight sputtered, losing steam before sighing. “I’ll take your word for it, I guess.”

All four ponies leapt as a scream pierced the air behind them, followed by a higher pitched scream from Fluttershy.

Whirling around, they saw a teenage filly with modest but noticeable braces prancing from hoof to hoof, staring Fluttershy in the eyes with the intensity of a five-alarm fire. “Ohmagoshohmagoshohmagosh, you’re FLUTTERSHY!”

“Wha? I mean— N-no, no, I’m not, you must be a little confused,” the petrified pegasus whispered, backing away only for the mare to constantly close the distance. “M-my name is… Posey! I’m not a model.”

“It’s so YOU!” the bracefaced filly gushed. “I tried all your looks with Photo Finish. You’re such a perfect demure ball of adorable!”

Fluttershy finally found herself backed into Twilight, trapped between a unicorn and a headcase.

“Um, excuse me!” Twilight projected over the rambling mare.

“—so of course you left at the top of your game—”

“You’re kinda causing a scene here!”

“—wouldn’t have the restraint, what with all that—”

Rainbow then landed forcibly between Fluttershy and the mare, clearing her throat loudly. The fangirl stopped, yet the noise persisted. Rainbow then turned to see the source, also babbling at Fluttershy.

“—and that’s when I realized the difference between an alligator and a crocodile—”

“PINK—” Rainbow bellowed, before correcting herself, “I mean, SURPRISE!”

“Ooh!” Pinkie cooed. “Who are we surprising?! I love— Oh, wait, I got it. Sorry.”

“So, uh,” Rainbow began, leaning her head, “I’m Firefly. And you, you’re…”

“Tessen!” the fangirl replied. “But all my friends call me Tess.”

“So, Tessen… not scared a heights, are ya?”

Tessen stared blankly. “Uh, no, not really.”

“Twi— I mean, ‘Morning Star?’ ”

In a violet flare, Tessen vanished, a panicked yelp emitting from a nearby rooftop.

Rainbow grinned as her eyes narrowed. “Haha, nice!”

The four of them stared up at the bewildered fanfilly, gathering together once more.

“Will… will she be okay up there?” Fluttershy wondered aloud.

“Of course,” Twilight said, wearing a self-satisfied smirk. “That’s just the East-Canterlot observatory. That roof’s not even off-limits to visitors. And maybe she can point her eyes somewhere other than a trendy teen magazine while she’s there.”

Moments later, another, higher scream sounded around the corner of the block. Rainbow sighed. “Ugh! Fluttershy, I never thought we’d have to worry about you blowing our low-profile.”

Twilight stared down in the direction of the sound. “I don’t think that’s another fan.”

A peach colored pegasus filly bolted into an alleyway, the machine hot on her heels. But she gaped at a solid brick wall on the other end. Trapped.

Slamming her eyes shut, she charged forward, flapping her little wings for all they were worth. She’d barely cleared her hooves of the floor when she slammed into an open trash lid with a sound like a misshapen gong. Nearly in tears, she shielded herself with it, cowering as she awaited the inevitable. A towering shadow filled the entrance to the alley.

“Citizen, cease and desist. Resistance will do you no good,” the CID ordered, its body lowering to prevent the filly from sneaking past its spindly legs.

“No!” the filly moaned, as she started to cry. “I d-didn’t mean it! I don’t wanna die!”

“HEY!” a voice demanded from the opening of the alley.

The CID turned, measuring the potential threat. A pegasus and unicorn stood firm at the mouth of the alley, two other heads poking around the side.

“Go about your business, citizens,” the CID answered. “To interfere with sentencing is obstruction of justice.”

“What’re you chasing that little filly for?” Rainbow asked brusquely.

“It was my understanding that children weren’t subject to adult charges,” Twilight added.

The CID turned its attention their way, gun still trained down the alley. “This exception has been treated as a loophole to evade prosecution in an unacceptably high number of circumstances. The exemption of minors is hereby lifted when no responsible keeper can be found, in order to eliminate such legal abuse.

“This minor was found vandalizing a Spotter unit, and will be summarily executed as a result.”

“I DIDN’T MEAN TO-HOO-HOO!” the filly bawled. “I was just learning to fly, and it flew into me! I didn’t mean to break it! It was a ACCIDENT!”

“Defendant's confession is recorded, and appreciated,” the CID said, turning back to the child. “Please put your forelimbs against the wall and remain still for sentencing.”

“NO-HO-HO-HO! GO AWAY!”

“It was us!” Twilight shouted. “We put her up to it!”

The CID’s body turned slowly their way.

“You wanted adults to bear responsibility? You’ve got ‘em!”

“Yeah!” Rainbow cried, wings flared out as they stared the machine down. Twilight, meanwhile, glanced sideways at the empty outdoor section of yet another cafe.

“Confession is recorded, and appreciated,” the CID repeated, like the robot it was, as its gun arm whipped around and fired.

A burst of lavender light delivered a metal cafe table between the CID and its quarry, taking every impact as it raced forward before smashing into the drone and delivering its overturned body into the opposite wall.

“Go kiddo, we’ve got this!” Pinkie declared, as the four bolted down the lane and away from the alley.

“Oh goodness!” Fluttershy cried. “So what’s the plan?!”

“Amble Avenue!” Twilight told her. “It’s not far, trust me!”

“Oh boy!” Pinkie said, staring straight ahead. “Cavalry at twelve-o-clock!

“Kinda ironic, really,” she added, as two additional CID turned the corner towards them.

“What do we do?!” Fluttershy demanded.

“Run the blockade!” Twilight said, not slowing down a moment.

The CID trained their weapons in seconds, but Twilight was already focused on the drainage grate running across the CID’s end of the street. With a slight magical effort, water surged up as a great wall between them and the machines.

Shots fired regardless, mostly wild. As she’d hoped, the refraction of the water was interfering with their targeting, but something more made itself apparent soon after.

“Augh! Ow!” Dash cried, stumbling.

“Rainbow Dash?!” Twilight asked, ending her charge.

“I’m… fine?” Rainbow answered, a red weal on her forehead. “Hey, they nailed me! What gives, I’ve gotten slingshot injuries worse than that!”

Twilight looked back to the CID, who continued firing at them wildly, only for her to notice the bullets. Rather than whizzing past, they were visibly arcing from the water, bouncing over the ground. Still fast, but far from lethal.

Her mouth hung open. “The water is slowing the bullets down! Just a foot of water has enough friction to rob its kinetic energy!”

“Six-o-clock!” Pinkie shrieked, heralding the approach of three spotter drones.

In a literal flash, Twilight forced the water back onto the CID and teleported the party behind them. With yet another magical motion, the water froze in place, sealing the CID with it. They then made a left turn down the next street, Rainbow taking flight.

Rainbow flew up beside a gargoyle on a nearby rooftop, waiting as the Spotters flew past, only to seize two of them by the barrels and smash the pair of them between the third in the middle. The Spotter dropped to the floor as Rainbow Dash picked up speed, spinning mid flight before releasing her captives into the walls of two separate buildings where they clattered into ruin.

“End of the balcony and we jump!” Twilight ordered.

“Jump?!” Fluttershy parroted, looking to the street’s end which led into a sheer drop to the valley below.

Rainbow fixed her with a look, switching gaze between Fluttershy’s face and wings. “Do I have to remind you again?”

“Trust me!” Twilight answered, as another pair of CID rounded the corner in front of them.

In another teleportive flash, Twilight and her friends were over the ledge of the balcony, the group at large crying out as they dropped suddenly out of sight.

The CID approached the ledge, peering over and towards the abyss, a waterfall roaring down to the valley floor a thousand feet below.

“Case relayed to ground and air patrol. Formulating potential landing impact radius. Orders: Continue assigned route. Execute.”

Finally, the CID walked calmly away, back to prowling the streets. Below the balcony however, four attentive ears sagged in relief, as Twilight finally put the floating group down on the walkway beside the waterfall source, and they travelled down the sewer tunnels together.

“You WHAT?!”

Twilight, Pinkie Pie, Fluttershy and even Rainbow Dash winced as the short but imposing General Smolder’s temple bulged with popping veins.

Corey was in the middle of a short briefing on the layout of Mandeville’s facility, outlining what they were likely to find once inside, when the four had pulled the general and princess aside and explained what they had been doing.

The general’s cry had caused a slight interruption in the briefing as heads turned towards them. Little could compare with Cadance however, whose eyes had narrowed considerably.

“We used disguises!” Twilight offered. “All of us, and we never used our real names!”

“Twilight, I can’t believe this of you!” Cadance snapped. “Our entire plan revolves around the Elements, and you snuck FOUR of them up to have doughnuts in sight of the heaviest drone-occupied city in Equestria! What if you’d been caught?! What if you’d been killed?!

“And Donut Joe’s? Twilight, Joe knows you! He easily could have seen through you!”

“And despite the success of your disguise,” Smolder growled, “you all but blew your cover provoking a streetfight you easily could have lost.”

“Hey, you don’t understand!” Rainbow rebutted. “They were gonna kill this kid because of that stupid vandalism thing!”

Twilight nodded. “All due respect Cadance, but what were we supposed to do, just leave her?”

Cadance took a breath and closed her eyes. “Forgetting for a moment that you shouldn’t have been there to begin with? That might be exactly what you should have done.”

Twilight stepped back a few feet, while the others mouths hung open. “W-wh-what? Cadance, you can’t be—”

“Twilight wake up! That sort of thing happens all the time out there!” Cadance’s furrowed brows rose slightly, clearly pained. “I know how cold that sounds, I know that goes against every instinct you or I probably have, but we don’t have the resources to answer the plight of every individual pony we come across!

“We have to keep our eye on the prize. We’re working to end Mandeville’s reign entirely, to stop that from ever happening again.”

Smolder grunted his approval. “The teams we send up are given explicit orders to stay on-mission. They have specific timetables, they’re not allowed to risk the resistance’s discovery or their mission in order to play the hero.”

Twilight stared between them, unable to find words.

“You think that was about being a hero?” Fluttershy asked at last.

The others turned to look at her, the silence settling again.

“We did that because it was the right thing to do. I know you’ve got big strategies and they’re drawing every last ounce of strength, but if we’re not going to help the ones we’re in a position to save, then what are we fighting to preserve in Equestria? What are we struggling to bring back that we can’t personify in the struggle?”

“That’s a real sweet idea honey,” Smolder said, “but in the real world, in this war, it doesn’t count for much!”

Fluttershy huffed, a frown sprouting from her face. “If you don’t believe in Equestria, then how can you ever bring it back?”

“Believe in— I—” Smolder sputtered.

“And what would your aunt have said about leaving innocent fillies to their fates?” Fluttershy wondered aloud to Cadance. “Do you really think she would ever have told Twilight to leave somepony she could protect? I won't believe it, and I think you’ll make a poor replacement if you do.”

Smolder sputtered again. “Th-that! Is too far, missy! How dare you speak to a superior—”

“Smolder, stop! It-it’s fine,” Cadance ordered, ears folded over. “I don’t know what my aunt would have done, Fluttershy. But I will admit, there are things I cannot see her doing. But her wisdom was always in finding some clever way to do the right thing, regardless of how hard that was.”

Smolder eyed Fluttershy accusingly. “We’re straying from the point; it’s not us on trial here! What in Equestria are you doing telling us this anyway? The way you say it, you got away clean! What’s this confession for? Guilty conscience?”

Twilight took a calming breath. “While we were fighting off CID patrols, we learned something. Something about Mandeville’s weapons, about guns.

“It’s water!”

The two looked at each other, then back to Twilight, simultaneously repeating, “Water?”

“Twilight brought up this wall of water ‘tween us and the CID!” Rainbow explained. “It wasn’t even that thick, and it slowed the bullets down so much it was like getting hit, not stabbed!”

“They lost a lot of their kinetic energy passing through!” Twilight said. “If we could use this properly, we would have yet another shield against Mandeville’s weapons!”

“And how exactly do we test this theory of yours?” Smolder asked.

“I dunno,” Corey said, looming behind them, “I might be of some use.”

The muffled “pfooot!” from Corey’s water bottle suppressor was complemented by a nigh simultaneous splash and thud, as the round from Corey’s USP Match sank through a beachball-sized sphere of water held aloft by Twilight’s magic and into a target on the opposite side. The lead itself clattered to the ground before its casing had danced itself into silence, spinning along its brass rims.

“It bounced,” Smolder said at last.

Corey responded by blasting another three rounds, to similar effect, before sinking one into a different target.

“That’ll be our control group,” Corey said, smirking.

Engaging the safety, they approached the two targets. By this point, Etherea had joined them and was silently assessing everything.

“It still left a mark,” Cadance commented, “but no doubt this side came out better than the unprotected shot.”

Indeed, the dents in the water target paled in comparison to the splintered hole in the other.

“Jesus guys,” Corey said, poking his finger through the target hole, “these rounds are forty-fives, this is the good stuff, and it stopped ‘em cold. I think you might be onto something here.

“Can’t believe I forgot about that, I know I’ve heard this somewhere before. Water’s the best bullet-stop there is.”

“Water shields,” Smolder said, shaking his head. “Who knew? And in Cloudsdale? It’s not like we’ll run short.”

“It won’t be impregnable,” Etherea began, “but I’ll fear less for our lighter than air warships. I don’t support the risk it took to discover this, but we would be fools not to make use of it.”

Rainbow surreptitiously smacked Twilight’s hoof victoriously. Her right hoof, which she stared at wide-eyed, in a silent howl of pain.

“Well, I think that calls for a well-earned lunch-break,” Corey offered as he walked backwards, before tripping over a teal-colored unicorn who was putting up fresh target bullseyes.

Stuck under Corey’s knees, the yellow-eyed unicorn glared over at him, blowing a white lock of hair out of her face. “Watch where you’re going you— Um…”

“Corey Webber,” he answered, offering an open hand as he got up. “I’m a human.”

The mare stared at his hand a moment, before looking at him in the eye. “Lyra Heartstrings. I don’t care.”

She stomped off, grumbling as she replaced the next bullseye in line. Corey shrugged to himself and followed the others to the mess hall.

“I for one support your decision, Junior,” Nightlight said, taking a healthy swig of chamomile, before smacking his lips as he eyed his tongue. “Bleh! Of all the caffeinated things we could smuggle in, why tea? I hate tea.”

Twilight smirked as she chewed the specially prepared daffodil sandwich her mother had brought to the mess hall. They had agreed to have a private family lunch, and she had to admit, it reminded her deeply of her childhood.

“Hon,” Velvet began, “be lucky you’re having something caffeinated at all. I’d never let you get all strung-up on coffee the day before something this important anyway.”

“Try n’ stop me…” Nightlight muttered, swirling his cup.

“Sorry Nighty, didn’t catch that.”

“I asked if anypony could top me off, this stuff screams for more cream. Eh?”

The knee of her father’s foreleg poked her in the side, and she rewarded him the mildest chortle. “Dad, that’s kinda…”

He grimaced. “Lame?”

Velvet nodded to her husband, rolling her eyes with a smile.

“Mom?” Twilight said after a while. “Dad? About tomorrow—”

“You’re going to talk us out of going tomorrow, aren’t you?” Velvet postulated.

“Well…”

“I’m sorry, Junior,” Nightlight said, unyielding. “We couldn’t live with ourselves if we sat by and watched our daughter handle this without us. Besides, you’ve done plenty of that before now, haven’t you?”

Velvet smiled at her. “My brave, grown-up little girl. Saved Equestria three times before now, and we could just explode with pride! But this time, you need all the help you can get.”

Twilight found herself speechless, and watched them in silence.

“We believe in you, kid. I reckon tomorrow’s gonna be number four. Maybe this time they’ll give you a sundae for it.”

“Nighty!” Velvet scolded in laughter, as they hugged their daughter between them.

Twilight returned their embrace, closing her eyes.

“I love you guys.”

At one in the afternoon, Smolder gathered the infiltration team in the War Room, a map of the Everfree Forest and surrounding areas upon the blackboard.

“Every one of you are getting shuddeye right after this meeting concludes, because come seven tonight, you’re all beginning your mission.”

“I thought this was tomorrow,” Applejack questioned, chewing her tongue thoughtfully.

“Barely,” Smolder said. “And everypony else here’s not far behind you. By four-thirty, just before the usual dawn time, we’ll be positioned to strike.”

“The early hour will matter little to the drones,” Etherea told them, “but given our... ‘illustrious ruler’s’ sleeping habits, we will catch him when he is least prepared. Any decisions he makes will be of minimal effectiveness. Nopony is at their best unrested.”

“Um, hold on, hold on,” Corey began. “You need us all to leave here, infiltrate the facility, and be ready to act in a window of,” Corey paused, “ten hours, just under ten hours.

“Forgive me, but between the caves, the journey, the forest, all while employing absolute stealth mind you.”

He paced a moment, before giving a quick shake of his head. “There’s no way we can make that on foot. We’d need to have literally left yesterday. A couple of us with a fast pegasus? Maybe, but even then we’d need a way inside, and this group can’t all fly, not at the speeds we need anyway. That could take hours. I’m sorry, I just don’t see it.”

“Glad you said something, Specialist,” Smolder said, smirking. “We’ve got a promising lead from an informant in Stalliongrad. If the intel is accurate, then we have your way in.”

“Stalliongrad?” Rarity said, nostrils flaring. “That’s on the other end of the forest! It’s nearly worse than just knocking on Mandeville’s front door! In regards to time, anyway.”

“But didn’t we mention?” Etherea said. “You’ll not be walking, nor flying. For this journey, we’re engaging a long-distance teleport.”

Twilight’s eyes turned to saucers. “For a group this size? Etherea, as skilled as you are, it’ll take the magic of a dozen mages to help you. That kind of magical spike will almost certainly be detected.”

“This deep underground, the resulting surge in the magical ether will appear as nothing on the surface,” Etherea explained, “and the spot you’ll arrive in Stalliongrad exists under similar conditions.”

“And as it is,” Cadance began, “Stalliongrad is not yet occupied, and a frequently used safe harbor for Cloudsdale. Evidently Mandeville didn’t deem it of enough strategic importance to expand the railways, or cut a swath through the forest like he did invading Canterlot.”

The group contemplated a moment, before Smolder began again. “I don’t need to tell you that everything… everything is riding on this. On you. If we fail here, even the best retreat we could muster will incur crippling losses. There will be no resistance left worth taking seriously.

“Your orders are simple: get in, find the Elements. If you can find it along the way, disable the CAIRO machine and stem our losses. Otherwise, get out. Get out and head right for the rendezvous point in Stalliongrad. After this, we don’t know whether this chapter will still be safe. Then we lay low until we can be ready to release Discord. Are there any questions?”

“Uh, yeah,” Rainbow intoned. “I know I’m supposed to meet up after that too, but why am I here and not hearing this from Spitfire?”

“Nopony else knows about Stalliongrad,” Cadance answered. “Our informant there is the only one outside of this room with that information. It is strictly ‘need to know,’ and Captain Spitfire doesn’t. You, Rainbow, know because you bear one of the Elements, and we will need you in the end.”

“Um, wow,” Rainbow muttered, smirking. “My clearance is above Wonderbolt status! That’s cool.”

Smolder cleared his throat. “If there is nothing else, I advise that you all rest. If necessary, there are spells and other various aids to ensure you can sleep. Dreamlessly.”

Smolder’s expression softened, and his voice grew quieter. “I wouldn’t blame any of you for having trouble with that tonight. You’re all dismissed.”

Twilight knew as well as any of them how seriously she needed to take getting her rest, and yet the potion she was provided remained stoppered beside her as she sat under the covers. However much she understood the need for rest, she had unfinished business to attend to.

Two sealed letters sat before her: one with an embossed lightning bolt and cloud, the other with three butterflies. She opened the former.

‘Twilight,

I’m no good at this mushy, sappy stuff, but right now I kinda wish I was. I’m drawing this huge blank, and all I can come up with is how much this hurts!

It’s not fair! It shoulda been me, you never did anything wrong! Stuff just kept happening to you, that heartless, no good, bottom feeding hunk of horesapples finally just went and killed you!

I tried to save you, I promise I tried! But Applejack, she

Look, if there’s some chance you know what I’m writing, then I gotta be real with you. I’ve never had a friend like Applejack make me feel so betrayed. And what really gets me is I’m afraid she was right! And then I feel even madder! Cuz I can’t accept that! I can’t accept that the right thing to do was nothing! I coulda done it, I know I could! Things woulda turned out okay. Somehow. Right?

I just can’t even look at her anymore. She just reminds me of how I let you down, and I just keep hearing her say what I plain old don’t wanna hear!

What’s worse is that nopony else is taking sides, and I’m almost mad at them for not backing me up, but I know if they did we’d be even more broken up than we are now. And then I think of you. You wouldn’t want that to happen, and I’m trying, I swear I am!

It’s all just so frustrating! And I miss you! Darnit, I can’t believe some egghead I had zero things in common with turned out to be one of my best friends ever. I don’t want to say goodbye. Forget that! I’m not doing it. Best friends forever, and forever ain’t done yet.

You don’t like it? Too bad, you’re stuck with me.’

Twilight shook her head and smiled at the ending bravado. Dark spots disfigured the paper below the last line, betraying the facade of a stiff upper lip. “Oh Rainbow.”

It was comforting, perhaps, to see that she wasn’t as sure about opposing Applejack as she seemed. All the same, there was clearly a lot of pain and frustration in her. As revealing as the letter was, they were no closer to sewing these wounds shut. Until they did, she doubted if Discord would be going anywhere. And she couldn’t convince herself that it wouldn’t be for the best.

She opened Fluttershy’s envelope. Twilight had been surprised that she consented to having her letter read, but it wouldn’t have been the first time that Fluttershy put her spine on full display.

‘Dear Twilight,

Everything is so different now. I can’t believe it was just a few days ago that I was caring for my critter friends, having a spa appointment with Rarity, and smiling, laughing with you.

I was so helpless, I couldn’t budge to help. I stood up to Rainbow when she demanded Philomena’s tear to save you. You and I know it wouldn’t have worked, but I keep wondering if it would have. Maybe it would have been some kind of miracle we’d only understand afterward. Maybe instead of being reasonable, I was the one between you and living your life again.

And I know I can’t do that to myself! Living in the past, lumping guilt on myself instead of the one who really did this. I was afraid to join the resistance, but I know you’d want me to be brave. I know the others need my help. I don’t know what I can do, but I’ll try my best anyway. I’ve always followed you, Twilight, and I know where you’d be now if you could. Why stop now?

With love,
Fluttershy’

Twilight’s mind had to reel during the times when ponies referred to her in a leadership capacity. She might have led the charge, but she never saw it as being followed, so much as being joined. The cause wasn’t about her after all.

All the same, if it inspired a pony like Fluttershy to stand in the name of what was right, it couldn’t be so bad.

Twilight tucked the letters away, her head slipping out from the covers and towards her pillow, when she saw light poking out from under Pinkie’s bed. Glancing up, the bed’s vacancy inspired a sigh, and she slipped under the poster and back into Pinkie Pie’s ‘happy place.’

“Pinkie?” she cried, making no effort to be silent as she saw her target peering down at something in her hooves.

The only response was a quiet sniff as Pinkie all but ignored her. The closer she got, the more she could make out the weedy image of a young stallion gazing happily back at the camera.

“Pinkie, who is that? Are you alright?”

Pinkie closed her eyes, tear streaks lining her face. “Y’know, so many ponies just look past me, ignore me when I’m not taking things seriously. Like I’m a little filly, and I don’t understand.

“Well, sometimes that’s true, but I get the really important stuff. I still laugh though. I still joke, and keep a smile. Ponies need that, y’know? When it really hurts? Anything but be serious. I did serious, a whole fillyhood of no-nonsense, nothing but reality. Firm reality, hard as a rock.”

More tears trailed down her face as she clutched the photo. “But I can’t just smile anymore! That little light in my heart that keeps me glowing on the inside went out. How can I laugh and joke and smile… at all this?”

Twilight felt helpless to do much else, other than to put a hoof around her back and hug her from behind.

“You were gone Twilight. So were Celestia and Luna. And Double Time.”

“I’m sorry,” Twilight offered, less comfortable by the second. “I’m afraid I don’t know—”

“He saved me,” Pinkie whispered. “He saved my life in the battle, and gave up his. Even after I Pinkie Promised he’d be okay!”

Pinkie turned around and wailed loudly into Twilight’s shoulder.

“I went to his service! Th-thanked his parents and told them how sorry I was! They gave me this picture to remember him by, and it… and I…”

“Pinkie, you couldn’t keep a promise like that. You had no idea what was going to happen! If he cared that much about staying safe, he wouldn’t have done something so brave.”

Pinkie shook her head rapidly, moaning in annoyance. “A Pinkie Promise should never be broken, especially not by Pinkie! You’re right, I made a promise I couldn’t keep, but that’s not any better than lying!”

Twilight hugged her softly. “You helped him overcome his fear the only way you knew how. He didn’t die because of you, you didn’t break a promise. He chose to absolve you of that promise because he wanted to save you. He abandoned safety, knowingly, not because you put him in danger.”

Pinkie sat still, sniffing now and again in relative silence, before finally saying, “Thanks anyway Twilight. It’s a nice thought.

“I think I’m gonna go to bed. Big day tomorrow.”

Twilight grunted an agreement, slowly following as Pinkie vanished through the hole in the floorboards again.

Moments later, she climbed out and towards bed, when she felt a slight pain as something knocked into the side of her head.

“Gah!”

“Oh goodness gracious!” Rarity cried, stumbling. “Twilight dear, what ever are you still doing up?”

Twilight groaned as she looked up to see the seamstress retreat slightly. “I was checking on Pinkie, she seemed troubled. Y’know, I could ask you the same question. Where are you off to?”

“Oh,” Rarity said, paling slightly. “I was off to grab a last little something from the... ‘gourmet’ before bed. But I saw you before dear, under the covers. More of those letters then?”

“Yeah,” she answered. “I mean, this could be it, y’know? I’d rather read those while I still can rather than wonder ‘what if.’ ”

Rarity flashed a sudden smile. “My sentiments precisely!

“Ah well, must be off while I can. Be sure not to forget that potion, darling.”

With that, Rarity traipsed off, leaving Twilight to her thoughts. Thoughts that were circling towards her like vultures.

One long gulp of the sleep potion was all it took. She couldn’t quite remember setting the bottle down.

Twilight stirred at the sound of several voices, figures swimming in her blurred vision. She was upright for some reason.

“Do it!” one said, a male. “Do it now, and be done!”

“No,” another said, “she deserves to know why.”

The numbness of sleep was fading, and as she gathered her surroundings she realized she wasn’t in her cot, and she certainly hadn’t sleepwalked there.

“I dunno guys, I… I-I I just dunno!” the third voice quaked. “I don’t think I can do this!”

“You’ve done your part,” the first said. “Either of us can do the rest.”

Twilight looked to the three stallions before her, all wearing hoods made from bedsheets. She made to speak, only to realize her mouth had been stuffed with cloth, which by now had become soggy on her tongue. Her words came out in an incoherent mumble, drawing the attention of the others to her.

Further investigation brought her to realize her legs were all bound to a pillar behind her. Drawing breath heavier and heavier from her nostrils, she tried to summon magic to free herself, but found it quite impossible.

The situation was clearer, and yet so much a mystery to her. Looking past the stallions watching her without obvious expression, she saw store shelves and supplies. She’d been dragged to some kind of storage room, still within the bounds of the caverns, noting the pink crystals in the corner.

She struggled, straining against her bonds and working to make as much sound as she could. Her eyes found one of the three as he approached, wary of his unknown intent.

“Shhh…” the second voice bid, a unicorn, bringing a midnight hoof across her cheek. “Please, don’t struggle. You’re bound tightly, and wearing an inhibitor on your horn. Though you might find it hard to believe, we’re on your side.”

Twilight enunciated her confusion, pausing to hear him say more.

“Don’t worry, we’re not selling you to Mandeville or some other sick thing. We won’t lay a hoof on your dignity. You don’t deserve to suffer in any way.”

“Stop beating around the bush!” The first voice harped, the owner of a large, chartreuse pegasus body. “This isn’t going to get any easier if you draw it out!”

The second stallion glanced to his companion, closing his barely visible eyes for a moment and bowing his head.

“I’m sorry Twilight Sparkle, but I’m afraid you need to die.”

A different sort of numbness crawled up her spine than before, her breathing intensifying. Though she did her best to keep calm and rational, she felt a pair of tears rolling down her face.

“It’s not for anything you did,” the big one told her, “but you must all the same.”

The unicorn continued. “Sparkle, everypony knows all of this is to free Discord. So many ponies are about to line-up for a suicide mission just to collect your Elements. We would want no part in this operation, but our families are all here.”

Twilight tried to control her shaky breathing, looking into eyes that looked as terrified as she felt.

“But there’s a better way!” the third of them, a lemon-hued and scrawny pegasus, chirped. “We can bring Discord out without the Elements!”

The unicorn nodded his head. “If we slay even one of the bearers, the binding is broken. Just as it was when the six of you took the power from Princess Celestia! It’s what I had hoped for after we’d lost. I believed Mandeville had slipped and fallen on his own sword when he executed you. This time though, it’ll be real.”

Twilight shook her head, doing her best to retort through the muffling of the cloth. The midnight unicorn came closer to her.

“Your sacrifice will save Equestria, Miss Sparkle. Without the needless bloodshed. You of all ponies must understand: after all, you have family here too.”

Twilight wanted to nod with comprehension, but didn’t dare any action to provoke the murder. As if to understand this, the unicorn made to remove her gag, only to stop and look her in the eye.

“I’m going to remove this. So you can speak. We’re not here to butcher you, but be warned: if you scream, we will not hesitate to silence you. Permanently. Please, let us afford you the dignity you deserve.”

Twilight closed her eyes, lowering her chin as the gag was removed. On opening them, the three only watched her.

“I understand. After everything that’s happened, I’d gladly forfeit my life to stop this.

“But I still think ours is the better way! I won’t beg for my life over the lives of so many, but your way means Discord is untethered. You’ll be entirely unable to stop him! At least our way would buy us time, time that can be used to rediscover how unicorns once moved the sun and moon before!”

The chartreuse stallion scoffed. “As if Discord could be kept at bay long enough for that. Face facts: the Elements have just had us on borrowed time. Discord couldn’t be stopped forever, neither could Nightmare Moon. Him coming back is inevitable, even if you found six other ponies to take the reigns before you pass away in your bed one night. You can’t keep that going till the end of time. Might as well face the music, all of us.”

Twilight’s nostrils flared. “You don’t know that! In case you forgot, Nightmare Moon was stopped forever. We brought Luna back! We can find a way to stop Discord, but only if we have the chance to try!

“Everypony going out there is doing it because they want to, not because they were forced. They’re willing to try for the hard win. It’s why my family is fighting, same as yours. It’s not up to me to stop them.”

Twilight’s head sank, and she closed her eyes. “Please. Please let us try!”

The midnight stallion shook his head. “There are too many ‘ifs’ in your plan. Too many ponies at stake. If you can get in. If you can find the Elements. If you can get out. If you can find a lost, ancient magic before Discord turns the tables.

“I’m sorry Twilight. We’re not losing our families on your ‘ifs’. Not when we can end this here, in this room.”

Twilight sagged under her bonds, and found herself trembling as the chartreuse stallion drew a longsword.

“We will not be cruel,” he said. “This is not an execution. You will be made a martyr, loved and remembered for what you gave. Whatever words you wish us to pass on, we will pass them. And this blade is not our only means of putting you to sleep. We can use a poison, if you would prefer.”

Twilight’s mind spun, before she answered, “W-what kind of poisons do you have?”

The third stallion’s shaking hooves reached for the shelves behind him, and came up with three small cups, but the chartreuse stallion stepped in front of him.

“Be warned. While we wish you to have some choice, we will not tolerate stalling. If you do not choose, we will choose for you.”

He backed off, allowing the cowed pegasus to continue.

“We—” He coughed. “We have manticore and arachne venom, or cone shell toxin, if you’d like it very quick.”

“W-which is,” Twilight stammered, “the slowest?”

“The arachne,” the unicorn told her, “but you don’t want it. The pain will be terrible. Those spiders like to drag out the feeding process. If you’re trying to be clever and wait for somepony to cure it, then I beg you to think better. These were all chosen specifically for their lack of antidote.”

“I,” Twilight began, drawing a ragged breath as another trickle of tears rolled over her cheeks, “want to see my friends and family one last time alive. If it won’t matter once I’ve been poisoned, then there’s no point in restraining me, right? Let me die free.”

The three looked at each other, considering, before each nodding to the evident leader of the group.

“If that is how you would have it, then let us hesitate no longer.” The small one handed his midnight friend one of the cups. “Be strong, Twilight Sparkle. This is going to hurt.”

Swiftly, his horn lit up, and she found her mouth forced open. Panic taking her, she found herself quite unable to resist, only moaning as he tipped the cup into her mouth and forced her to take swallow after swallow of the foul ichor, which felt like he was choking her with molten iron.

Conscious thought gave way to primal instinct as she fought to squirm away, to spit out or vomit the horrible mixture. She knew too much resistance would end with her on the wrong side of a sword, but the pain had taken over. Icy shards of glass were carving their way through her veins. Her mouth, throat and belly were on fire.

Somewhere in it all, she heard a distant crashing, his captor dropping the poisoned cup and leaving her hanging slack to the pillar. In that time, part of her slowly processed the pain receding from her mouth and tongue, with no other feeling replacing it. Somehow, still writhing from the agony, part of her escaped into her thoughts on how the numbness must be her nerve-endings dying. Simply incapable of delivering the sensation of pain up her spine anymore.

She noticed the parts of her body that weren’t numb were quickly becoming harder to move. That would be the paralyzing agent of the venom, she knew, holding her rigid. As if rigor mortis was jumping the gun and too eager to begin.

Eyes shut against the pain, she didn’t notice immediately that she was being shaken, or that she was cut loose until she felt gravity shift. She expected to fall to the floor, but something softer caught her, guiding her down.

“Twilight, what’d they do to you?!” Applejack’s voice reached her from afar. “Twilight, say somethin,’ please!”

She opened her eyes, barely resisting the paralyzing agent before moving another muscle she was no longer certain she still had.

“A’ll Jaa?” she rasped, seeing the earth pony over her, eyes red and glassy. The cowpony’s eyes streamed in response.

“Twilight… oh Celestia, stay awake! Stay awake!”

“WHAT’D YOU DO TO HER?!” Rainbow shrieked, directly into the face of the Chartreuse stallion she had floored and was now straddling.

“It’s too late,” the midnight stallion said feet away from Twilight, hooves over his head in surrender as soldiers held their blades at his neck. “There’s no cure for arachne toxin, I’m sorry. Be with her, she’s going to be in a lot of pain until the end.”

The sound of frantic stomping filled the air as Rainbow Dash abandoned her mount and made a sliding kick into the leader’s chest. He belched air, coughing hysterically with his hood slipped off. Recognition dawned on one of the soldier’s keeping him pinned.

“Hey, that’s Comet! He’s in the surface op team with my cousin.”

“Great now I know what not to write on his unmarked grave!” Rainbow seethed through clenched teeth. “Tell me why you did this and maybe I won’t break your neck!”

“We… had to s-save these ponies!” Comet wheezed. “All of you, from walking into this pointless massacre! Putting down one of the Elements would just cut out the middlemare, ensure Discord’s return with minimal bloodshed.”

“You think you’re some kinda’ hero, trying to kill Twilight?! You’re gonna fry for this!” Rainbow spat, kicking Comet in the head, eliciting a howl from him as clutched his muzzle.

“Not! ...Hero! We deserve whatever we receive, we’re murderers now! We didn’t want this, but somepony had to do something!”

“You’re not killers yet, slimeball, we’re gonna fix this!”

“Dash, somepony come quick, please!” Applejack moaned.

It took only a glimpse to see what she was talking about. Twilight was looking at them through eyes that were growing foggy. Her coat and mane were graying all over, and already bald patches were forming on her body as the worst of it started falling out. It looked as though she’d aged a lifetime in a few minutes. She coughed up a rotted-looking green, black and yellow gunk, the inside of her mouth looking no better.

“Twilight, omygosh what’s happening?!” Rainbow panicked, holding her delicately around the shoulders as though she might fall apart like a dandelion.

“The toxin was introduced orally?” a voice inquired as its owner kneeled beside them. It was Doctor Minophen, looking bedraggled but professional all the same.

“Help her, Doc, we’re beggin’ ya!” Applejack pled, unable to look away from Twilight’s face.

Taking a stainless steel prod, Minophen spread Twilight’s lips aside, peering into her mouth and angling her head into the light.

“Necrosis of the upper digestive tract, considerable subdermal tissue damage.”

“It’s arachne venom, we know what’s wrong with her!” Rainbow snipped.

“Might not be,” Minophen rebutted, shining a light in Twilight’s eyes. “Might be something similar in effect but more simply cured. He could be lying to prevent proper treatment.”

“Well why aren’t you treatin’ her for it in case he’s n-not lyin’?!” Applejack blurted, doing her best not to blubber all over her frail friend, who by now was rhasping, tremors wracking her body.

“Because the only thing I can do for real arachne venom at this concentration is call in a coroner.”

“Nah-ho-ho-ho…” Applejack moaned, unable to control herself any longer as she hid her face behind a hoof.

“I won’t give up on her!” Rainbow proclaimed, her own eyes going glassy as they turned to peer into Twilight’s. “I can’t lose you again!”

“Girls! Girls!” Pinkie cried, bounding into the room alongside Fluttershy. “We can’t find Rarity! And… and we might have forgotten where Corey’s room is…”

Fluttershy somehow accomplished a cross between a gasp and a scream upon seeing Twilight Sparkle’s now ghoulish form.

“Whoa, Twilight, that’s one spooky-kooky costume!” Pinkie exclaimed, bounding over to her. “Who did your makeup? Ooh ooh, I get it! We trick Mandeville into thinking we’re zombies! After all, machines can’t get bitten, right? Or can they…”

“Fluttershy!” Rainbow shouted, nearly breathless. “Your tear, you need to go get it! Hurry!”

“Right, you’re right! Of course, oh goodness gracious! Hold on, Twilight!”

Fluttershy dashed out of the room, wings flapping subconsciously as she put on surprising speed to reach her destination.

“Tear?” Doctor Minophen echoed, hoof against Twilight’s neck as he felt for her pulse.

Applejack came up for air, eyes rubbed red. “D-Dash, you’re right! She’s got that phoenix tear, she might have a chance!”

Minophen stood up, eyes wide open. “A phoenix tear. You have a phoenix tear?!

“And here I was preparing my next-of-kin speech. These signs are unmistakable symptoms of the venom.”

“Hear that, Twi?” Applejack said. “You might be okay!”

“Might?” Minophen scoffed. “A phoenix tear is like a dose of liquid life! If one were carelessly dropped on the floor, I wouldn’t be surprised if a golem sprang out of the ground!”

“No!” Comet cried, trying in vain to throw off the guards restraining him. “Think on what you’re doing, how many you’ll doom! If she dies, the war will be over! Stop pretending that you can put-off the inevitable with the blood of the ponies who trust y—”

The pommel of a sword collided with his head, and Comet went silently to the floor.

“Thanks,” Dash told the guard, who snorted appreciatively.

“Girls, here it is, here it is!” Fluttershy called, bounding inside with the flask under her wing.

“I’ll administer,” Minophen told her, siezing the flask with his magic and uncorking it. “Hold her still.”

Rainbow Dash draped herself across Twilight’s chest, pinning her left legs as Applejack took hold of the right. The poisoned unicorn reacted with a confused thrashing and piteous moans as the doctor held her mouth open.

The golden drop dribbled off the tip of the flask and into her open maw. She exhaled in surprise. A sudden magenta surge incinerated the magical inhibitor atop her horn. The resulting concussive pulse blew her saviors off of her body and shattered every jar on every shelf.

Applejack recovered first, turning to a sight that stalled her breath.

Twilight’s body was still, and wreathed in fire, barely visible as a shadow beneath the flames.

“Twilight?!”

As soon as it had come however, the blaze vanished, sucked back into her skin.

Twilight laid on her side, still and breathless, as the color returned to her eyes. Her coat was resaturating to a rich mulberry, and the bald patches were sprouting new follicles.

In mere moments, once she appeared normal again, her back arched and she began a coughing fit that threatened to leave her hoarse.

Her friends rushed to her side, supporting her as she scrambled onto four hooves, only to clutch her chest and make a gagged moan. Before they could ask what was wrong, she retched, loudly and violently onto the floor in front of her. A blackish, brownish syrup pooled on the stone as she ejected sick from her gut.

Rainbow rubbed her back as she recovered, Pinkie Pie bringing a glass of water from seemingly nowhere.

“Twilight, sugarcube?” Applejack broached. “Are you okay?”

Twilight panted, winded from the ordeal. She took a swig of water, swished it, and spat it out to rid herself of the terrible taste before properly rehydrating.

“I’ve never… ever felt anything that painful before. At least, not physically. I wanted to die. Oh Celestia, I wanted to die.”

“Ah, Twi,” Applejack sighed, pulling her into a hug.

Rainbow patted Fluttershy on the back, startling her. “You did good.”

Fluttershy grimaced. “Please, don’t patronize me. All I did was grab something from my bag.”

“Uh,” Rainbow eloquently replied, “well, hey, you did it… in time?”

“You all think this was all we had?!” a voice in the back demanded. A quick scan of the room showed the big, chartreuse pegasus speaking with his head on the floor, held down by guards.

“As if we’d pull something like this without a plan B.”

The girls each looked to each other as comprehension dawned on their faces. “Rarity!”

Twilight burst out of the room, followed promptly by the others. It was a moment before she realized that her leg had healed alongside the rest of her. The store room was barely outside the barracks where they had slept, explaining to Twilight just how her friends had located her so fast.

“Search further down the hall, I’ll get Corey!” she ordered, splitting off back into the barracks and to the glorified broom-closet at the opposite end. Having been otherwise filled to capacity, Corey was left to bunk in less than ideal conditions, barely on a mattress laid over the floor.

Twilight nearly called out upon reaching the door, before hearing a higher-pitched whine from inside. A low, delirious groan followed.

She stepped back, a wash of scenarios entering her mind. Surely they’d dragged Rarity in without knowing Corey was there. They must have caught him off-guard and captured him.

Twilight couldn’t take any chances. The three might not have been alone for this. Her horn shined with terrible power.

With frightening speed, the door flew open, and magenta energy seized everything inside. Her raw telekinetic power was enough to hold down every assailant within, as surely as if she had stopped time itself.

“Hold on Rarity I won’t let any of… them…”

Finally taking in the scene before her, Twilight found herself confused.

Indeed, Rarity and Corey were inside, but neither bound nor gagged by cloth or tape. Instead, Corey laid on his side on the mattress, the seamstress’ back against his bare chest. From the waist down, blankets covered them both as Corey’s right hand clasped her belly, and her right foreleg reached behind his neck. Both of them stared at her from the corner of their eyes as their heads and necks twisted towards each other in a deep kiss.

“OhmygoshI’msorry!” Twilight cried, feeling her face glow as her horn faded.

“TWILIGHT, WHAT IN THE WORLD?!” Rarity screeched in a frequency only dogs might hear properly, as she twisted her body and buried her ruddy face in Corey’s chest, a crystal glow seizing the blankets and all but burying her from sight.

Corey, meanwhile, held her close, avoiding Twilight’s gaze altogether.

“I’m sorry, I’m so sorry!” Twilight repeated, inching back out the door. “Y’see I was just kidnapped and poisoned by these three stallions and nopony could find you and they hinted maybe that they’d gotten you too… y’know, actually, I’ll leave now and you can meet us later, okay?”

With that, the door slammed shut, leaving the two alone once more.

“What was all that about being poisoned?” Rarity asked, still red as a cherry.

“I dunno, sounds important though. Should we— er, I, get dressed?”

“Well,” she hummed rubbing his chest in circles with the tip of a hoof, “mortifying though it is to have been found in such a compromising position... I’ll admit there is something rather exciting about it.”

“I dunno, it sounded serious; is there even time?”

Rarity giggled musically. “Dear, I’d think you’d have some understanding of equine endurance by now.”

“Oh, well,” Corey said, smirking, “I guess if it’s all about you…”

“Oh, quit whining and come here.”

“Treason.”

The word scraped itself over Smolder’s teeth as he stared at the three stallions, still held fast by guards. “High treason, an act of sabotage to our entire operation, and attempted murder of all things.

“Comet, Jet, and Valentine,” he said, making a point not to address their ranks, “for what you’ve done, I’ll see to it that you live out your days in a cell. Banishment’s too good for these acts. And I’ll do all in my power to make your stay as uncomfortable as I can. Solitary confinement might just be the new normal for the three of you.”

Comet bowed his head, his accomplices joining him. “We knew this going in, sir. I’m only sorry we failed the ponies going into this slaughter.”

Twilight watched this alongside her friends in the war room. Smolder was accompanied by Cadance and Etherea, none of whom were lifting a hoof to contradict him.

She, however, wasn’t so silent.

“Wait, General please, isn’t this a bit harsh?”

Smolder’s ears twisted. “Explain what you mean, Sparkle. I’m not in a good mood.”

“W-what they did was,” she began, pausing to catch Comet’s eye, “awful. They were willing to take lives and the right of us all to choose in order to get what they wanted.

“But… they were only doing it because they were afraid. They believed their families would all die unless they did something. And as somepony who felt trapped before like them, I can’t really blame them.”

“Twilight, don’t say that!” Cadance demanded. “If they had succeeded there would be no hope of keeping Discord from his goals!”

Twilight ignored her. “I’m not pressing charges against them. I don’t want them near me, but I don’t think they deserve this.”

“Charges?” Smolder barked in humorless laughter. “You don’t have any say over their punishment, Sparkle. You might absolve them of compromising your life, but they did so to compromise my mission!

Twilight visibly winced, helpless as Smolder continued, still stung.

“Take them out of my sight, and put them in a hole so dark they couldn’t know if Nightmare Moon had conquered the world!”

The guards hauled the three out the door, Twilight catching Comet’s eye, his expression inscrutable before his guard forced his head forward. And with that, they were gone.

“We’re sorry you were forced to go through that, Twilight Sparkle,” Etherea told her, placing a hoof on her shoulder. “I have used highly diluted arachne venom as an agent in alchemy before. Powerful, terrible stuff. If not for Fluttershy…”

“I know,” Twilight said, beaming at the pegasus, who still clutched the empty flask in her wing.

“Oh gosh,” Fluttershy said, kicking a hoof, “all I did was bring the flask. I didn’t do anything that great.”

“Oh nonsense, dear!” Rarity said, a hoof to her chest. “Why you… um… you…”

Fluttershy fixed her with a frown.

“You fixed my leg!” Twilight chimed. “If there’s one good thing that came of this, it’s that I can walk better now.”

The dejected-looking pegasus softened visibly. “Anyway, I guess I’d give credit to Celestia. She knew we might need it.”

A red blur swooped onto her shoulder, cooing dejectedly.

“Oh, and you too, Philomena! Of course!”

Beaming —almost literally— the firebird glanced down at the empty flask, a golden drop spilling into it.

“Oh!” Fluttershy gasped. “Philomena, another? Are you sure?”

The phoenix nodded.

“Oh, thank you!”

Rainbow stepped forward, eyeing the bird keenly. “Hey, I thought she could only do that once every something or other.”

“Once per life-cycle,” Twilight corrected. “We forgot to mention, she was forced into another after getting caught in that blast in Dodge.”

“Huh,” Rainbow uttered. “So, not to be morbid, but why don’t we just keep making her shift cycles so we can stockpile this stuff? I mean, we’re probably gonna need it.”

Philomena’s beak hung open suddenly as her eyes widened. Etherea was first to answer as Twilight spluttered.

“Phoenixes only live a limited number of cycles, Miss Dash. It’s all but impossible to destroy a phoenix for good, as they always rejuvenate. Their rejuvenation only works for a number of cycles though. Elsewise, the world would be replete with them, overrun by immortal phoenixes.”

“And multiple tears do you no good,” Twilight explained. “Only one tear will work at a time. The moment another is shed, the previous one loses its power.”

“Ugh,” Rainbow groaned. “Why is nothing ever that easy?”

“Yeah,” Corey agreed. “You think finding the infinity hole in a video game is tough, real life is even tighter.”

“Besides, that would be completely unfair and abusive,” Twilight declared, literally putting her hoof down. “Bordering on the monstrous! She can still feel pain, y’know.”

Smolder forced his way as much between them all as he could, offering another impatient growl. “Okay, enough’s enough! This operation has to begin now! We can’t waste any more time! ‘Therea, round up your mages and send them on their—”

There was a great, persistent rapping on the door, accompanied by a few muffled voices.

“Don’t stand in my way, platemail; my daughter’s in there!”

“Reach for that sword and you’ll be stuck walking backwards for a month! Don’t even test me! TWILIGHT!”

Twilight and Cadance shared a glance, before rushing to the door as the noise took to that of a scuffle.

“Princess, Sparkle, what are…?” Smolder recoiled, before regaining himself. “Do not open that door, I forbid you!”

With the door open, and Smolder decidedly ignored, Twilight beheld the sight of her parents in a tussle between a half-dozen guards.

Clearly, based upon the magical supplex her mother was giving one of the gilded stallions, the war room needed tighter defenses.

“Twilight!” Velvet gushed, dragging four guards with her effortlessly as she clutched her daughter’s head to her chest, before bringing it up to face level between her hooves fit to squish her cheeks. “Are you alright?!”

“We heard some traitorous… horesapple-eaters tried to hurt you!” Nightlight howled, head twisting this way and that, as if the perpetrators might pop-out from under a coaster at any moment.

“Mom, Dad, she’s okay!” Cadance said, as Velvet continued clutching her daughter. “We got the ones responsible, and she’s just fine.

“Now please, you should say you’ll see each other later. It’s about time for us to go.”

Catching his breath, Nightlight offered a smile. “Thank you Cadance. You’ll keep her safe, won’t you?”

Cadance brought a hoof to her chest, closing her eyes. “I swear to do everything I can to bring your daughter back to you.”

Twilight’s parents nearly piled onto her, holding her fast.

“We love you, Twily,” Velvet murmured into her ear.

“We’re so proud of you,” Nightlight whispered, before his voice broke. “Pl-please, come back to us!”

“I-I love you both so much!” Twilight returned, feeling dampness in her eyes. “We’ll make sure to make everything good again, I promise!”

“Ahem!”

Turning around, they saw Smolder tapping his hoof, eyes down to mere slits, though still fully capable of staring Twilight down.

“I think we ought to take the hint.”

The six ponies and the human soldier began to gear up at last, for what was understood to be the final charge.

Fluttershy checked the stopper on her precious phial before staring at herself in a vanity mirror, her expression cipherous.

Rarity strapped her blade-bandolier across one shoulder, crossing the other with a quiver as she inspected her bow. Satisfied, she expertly tied her precious spool of ethereal thread to the bandolier.

Corey Webber dismantled, cleaned, unloaded and reloaded his trifecta of firearms, inspecting every grenade round in his jury-rigged AA20 magazine.

Applejack coiled a length of rope neatly into her saddlebag, before sinking her hind legs into her prototype bucking boots. She lowered the tip of her Stetson.

Pinkie Pie vainly attempted to return her mane to its usual voluminity, only for it to fall flat again. Unfazed, she tied her great horn around her neck, blowing into it experimentally before a mare she’d only ever met once walked up and hugged her.

Rainbow Dash stared down at her Wonderbolt uniform, sitting on a stool as though it were another entity. Ultimately she relented in her standoff, slipping on the form-fitting flight-suit once more.

Lacking the relic given to her by Celestia, Twilight Sparkle took a practice shot at a small wooden chair from her horn. It changed form into chairs of different make and material, before deciding at last on steel and taking it apart. For good measure, a ray of heat reduced the components to a shapeless, red-hot metal ball.

Twilight smiled.

Author's Notes:

Merry Belated Christmas, everyone!

It's been a while, and I'd intended to have more for you after such a wait, but come the 25th I decided to split the chapter I'd had in exchange for hopefully having a faster update on the next one.

If you want an explanation for having taken so long with this chapter, it's been a LOT of things.

I'm holding up an apartment now, got a new job (one that still allows me a lot of free time, by the way) and between bill-paying and houskeeping and everything else I've dealt with, things have been hectic, to say the least.

I won't lie, I spent a lot of time on developing visual elements for this story, and then decided to honor another side-project I'd been neglecting for a long time and decided to see through.

After that, I hit burnout and have spent a LOT of time replaying Skyrim and its DLC expansions. It'd just been too long since I'd vegged, and I got touch indulgent.

It's not a great explanation, but I haven't disappeared, and getting so far with this story there's no chance of it not being finished.

All the same, happy holidays, and thanks for reading ;-)

Chapter 15

View Online

The primary chamber was packed to bursting, ponies all making final preparations, bustling as the raised wooden stage in the center made an arena of the place. From different levels of the room, tunnels winding throughout the headquarters, mares and stallions all watched.

The six mares, the princess and the human soldier stood on the steps of the stage, watching as General Smolder stepped up.

There was silence.

“I know,” he began, “the fear in all of you. No pony in Equestria has faced what you have and will face for thousands of years, if ever. There is the real and true likelihood that some of us might not return here. Maybe even none of us.

“I for one, want for none of us to return here. That these caverns, this sanctuary against the tyranny and horror strangling our world will be derelict and unnecessary, that we can return to our country and our homes under the banner of sun and moon!

“Tomorrow looks a million years off from now, but by then, I say we will have our world back! We have waited! We have listened! And we have learned! We face powers never felt before, but with Celestia as my witness, we have the means to beat it back to the craggy tomb it climbed out of!”

A flurry of hooves around the room punched the air.

“YOU have the means! And so does the stallion to your left, and the mare behind you! Let it not be forgotten, that before the fall of our revered rulers, we were set to beat them hooves-down! With no warning, we repelled an otherworldly attack, sent them limping back behind their lines! What are their odds now that we’re prepared?!”

Indiscernible howls of nervous vigor erupted from around the room. Twilight had to admit to herself, the diminutive stallion was even giving her comfort.

“I say that battle never ended! I say we’re here, regrouped, and ready to push them ever back to the scrapyard! And Mandeville himself?”

The crowd fidgeted as they appeared to be scooting closer, like children eager to hear the exciting bits of their bedtime story.

“We’ll show him how different we are,” Smolder said, snout turning up. “We won’t kill him, won’t force him into slave labor. We won’t threaten all that he loves.

“We’ll do as we do! We’ll present him a fair trial, we’ll exemplify all that makes us Equestrians! Because after all, if we don’t believe in Equestria, how can we ever bring it back?!”

The hollering of the crowd turned deafening, but even so, Twilight caught Fluttershy’s eyes as her mouth hung open blankly. Glancing up towards Smolder, Twilight could see her cheeks reddening as she started to smile.

Twilight felt a nudge from behind as Cadance motioned for them to ascend the steps as Smolder stepped down.

Passing Fluttershy, he paused on his way down before growling, “What can I say kid, it was a good line.”

“Thank you, General Smolder!” Cadance projected to the crowd. “You make an excellent point, and like you, I believe we not only can win, but will win!”

The crowd roared their approval again, a building chant of “PRIN-CESS, PRIN-CESS!” penetrating the din until it was all they could hear until the last alicorn held up a hoof for silence. All she got really, was a mild buzzing to replace the thunderous cries.

“But bear in mind, my brave friends, that our triumph comes not from the fires of battle but from the mists of confusion. Make no mistake, you will be fighting for your lives, and it is in the interest of you and your comrades to disable as many of the enemy’s forces as you can. Victory, however, will come from within.

“I will be taking this small team inside of Mandeville’s fortress, to retrieve the Elements of Harmony, the true means of victory! It will be your duty to draw their forces out, disable as many of their defenses as possible and distract them from the presence of the infiltration team.”

By now, silence had truly fallen, and all attention was centered on Cadance.

“All I can ask of anypony here, is to look out for your brothers and sisters under Equestria. Fight bravely, but do not throw your lives away either. The important thing is to outlast. Remember your training, remember who you fight for, and remember: you are not alone.

“My aunt, Princess Celestia, believed so much in the power laden in the Magic of Friendship. I believe in it too. I believe our bonds make us stronger than a bunch of machines, and the puppet master pulling their strings. What can empower us more than to have something, or somepony to fight for? What friend has he in this world?

“Equestria is yours. He’s just squatting in it.”

She then gave Etherea a nod, and the others stood with Cadance on the platform. Half a dozen cloaked mages joined Etherea, encircling them. Etherea’s horn shone blindingly, a bright, circular rune forming beneath the group. The other mages followed suit, firing rays of magic into the air, to twist and meet in the center just above their heads in a cage of light.

“Good luck,” Etherea said above the great thrumming noise of the magic coalescing around them.

Before any of them could say anything, the circle contracted, taking them all with it in a pillar of light that exploded like a lightbulb. Electricity arced across the platform, leaving scorch marks everywhere on the creaking, rattling wood.

Rainbow watched her friends vanish, sitting beside the Wonderbolts near the back of the room.

“Bye guys,” she muttered, not taking her eyes off the spot they’d stood mere moments before.

“Alright Bolts, that’s our cue,” Spitfire ordered, the team filing out of the room at a brisk pace. “Buck up, Rainbow Dash, it’s go-time.”

Rainbow lagged behind as they cantered down the hall outside the main chamber.

“It’ll be us at the head of the pack,” Spitfire told them. “Our fastest fliers are gonna be made into heavy-hitters. That’ll be Fleetfoot, Misty, Rapidfire and Dash.”

Rainbow’s cheeks reddened in spite of herself, jaw going momentarily slack. “Wha— uh, ‘heavy hitters?’ ”

“Etherea talked it over with me,” Spitfire answered. “You’ll be joining some of the other ponies in ‘Tandem’ formations. Basically, you’ll be flying with a unicorn strapped to your gut.”

Rainbow Dash reeled. “Whoa whoa whoa, hold it! How am I supposed to fly at my best with another pony slung underneath me?”

“I dunno,” Soarin chuckled, “how did you? You took on the SHADEs before with that human on your back.”

“Yeah, and I barely made it outta that!”

Spitfire stopped and turned around. “Dash, you’ve got speed and maneuverability coming out of your ears. If we sacrifice some of that for a little more firepower, you’ll be a juggernaut on the battlefield.

“Don’t worry, you won’t think it’s dead-weight after your ‘gunner’s’ saved your flank from spotters you never saw coming. Now come on, the other Resistance forces are meeting at Rambling Rock.”

Her wings spread as she proceeded into a gallop. “Time for a little gauntlet-run!”

Rainbow smiled. “Just like Ghastly Gorge back home!”

One by one the team took off, blowing past scaffolds and through the winding labyrinth on their way to the outside. A process that usually took the better part of an hour was being conquered in minutes as Rainbow flew through trickling water falls, past treacherous crystal formations and around blind curves with her fellow teammates.

At last, the pale moonlight appeared as a beacon at the end of the tunnels, and they burst out into the night before coming to a stop on a great stone tower amidst the rocky landscape.

“Now we have only to wait,” Fire Streak commented, stretching each wing experimentally.

“Great, looks like we’re in for some fog,” Fleetfoot commented.

“Yes to the second,” Spitfire said, eyeing the rolling mist north of them before grinning, “but no to the first.”

She then took off towards the bank of fog, the others following her lead. Rainbow flew forward, brows knit together, until she’d burst through the first layer of mist and into—

Rainbow gasped at what she was seeing. Just behind the rolling fog were dozens upon dozens of pegasi, fanning the fog forward in what she recognized to be classic weather-team formations. Behind them, massive cloud-structures towered over everything. It would have looked like a massive stormfront, were the clouds not light-looking and had clear doors, windows and even stairs cut into them. Clouds were bridged by bridges made of clouds.

Rainbow Dash was home.

“Ah, Captain Spitfire,” Rainbow heard over her earpiece, an older voice, calm and wizened, “good of you to join us up here. You’re cleared for landing.”

“Copy that, Admiral,” Spitfire replied, “I extend your fleet the same; Rambling Rock Ridge is clear.”

“Admiral?” Rainbow repeated. “Like, Admiral Nimbus?”

“Affirmative,” Spitfire said, switching to their channel.

The team circled Cloudsdale, and Rainbow noticed the great city wasn’t alone. Airships of all sizes trailed behind it silently, from personal yachts and skiffs to the more militarized corsairs and destroyers, all flying low even before they drifted down towards the canyon floor.

“Y’know, this fight’s gonna be weird,” Rainbow said.

“What makes you say that?” Soarin asked.

“Both sides’ll have home-turf advantage.”

The harsh, brilliant light finally faded from Twilight’s eyes as they burst into the arrival site from the cavern base. Her first feeling about this new place was how very cold and damp the air felt. Gravel shifted beneath her hooves, and a mild yet icy breeze pulled at her from behind.

“Yes!” a low female voice said at last. Something about it tugged at the corner of her mind. “It worked! So you’re the infiltration team?”

Cadance cleared her throat, only for Rarity to make a girlish squeal. “Why, y-you’re that mare from Zecora’s, aren’t you?!”

“Wait,” Twilight said, finally opening her eyes in full. “Plumeria?”

“Whoa,” the violet unicorn exclaimed, her tangle of reddish hair bobbing in the breeze, “you are the team being sent in? Twilight the librarian and her Ponyville pals? Whoa, hold it! Aren’t you dead?!”

“Um, well… yeah— I mean no, that was a misunderstanding.”

“And,” Plumeria paused, staring up at Corey, “isn’t that Mandeville?!”

“Hmm?” Corey intoned, eyes bulging a moment. “I’m human, if that’s what you mean, but I’m not freaking Mandeville. The only thing we share is a species.”

“Really,” Plumeria said, staring. “I didn’t know more of you had crossed over.”

Twilight could only stare. The mare she had left so distraught boarding the express in Ponyville was transformed. She wore a grey vest lined everywhere with pockets and pouches, but what she wore was second to what else Twilight noticed about her.

A red streak ran over her cheek, with seared flecks in the coat surrounding it, as though something small had struck and exploded in her face. Twilight couldn’t help but inwardly squirm at the distinct chip taken off the top of her horn. Clearly she couldn’t do magic in that condition, though it wouldn’t necessarily be permanent.

But the strangest thing was seeing the abuse she’d taken, and then noting how she carried herself as she walked off into a nearby tunnel, beckoning them on.

This wasn’t the same mare who cried on her shoulder back at Zecora’s home in the forest. She looked eager, energetic, with a smirk that exuded confidence without looking smug in the way that was typical of Rainbow Dash.

Therefore as they followed lit, railed tunnels glimmering with various metals, it was incumbent upon her to ask, “What… happened to you?”

“Well,” Plumeria answered, “you happened, I guess.”

Twilight blinked. “I happened?”

“Yeah! I dunno, when I heard about what happened after all you did, I left the train early and warned Stalliongrad. Filled ‘em in on what’s all happened and tried to get ponies to help fight back. We got sorta steamrolled…”

Plumeria idly rubbed the tip of her horn, which let off an errant green spark.

“But then we all got in contact with the real resistance and tried making ourselves useful. Especially me. I got taken out of the fight pretty early, but I still tried whatever I could. It’s still my responsibility that so much of this happened.

“Hopefully that’s all paid off today. Stalliongrad is so close to Mandeville’s fortress, I figured it might eventually have some interchanges with our mines underground. We covered a ton of them, and I think we have a way in.”

“You’ve done admirably,” Cadance said, “How far have we to go?”

“Hard to say,” Plumeria answered. “The region we’ve marked is about an eight-hour trip, and that’s without—”

“Eight hours?!” Fluttershy squeaked, checking a watch in her saddlebag. “But it’s already eight at night!”

“We’ll only have half an hour before the fleet arrives!” Twilight added, completing her thought.

“But that was the point,” Cadance told them. “The attack is a decoy, remember? We want to get inside just before they arrive, and then Mandeville’s forces will be drawn out, clearing our path to CAIRO and the Elements.”

“I…” Twilight trailed off, stopping in her tracks to consider. “I guess, but I say we get there sooner so we have more time to figure out our path! I’ll teleport us after every corner. Plumeria, just point the way after every—”

Plumeria shook her head. “No can do. These mines are dangerous enough without concussive magical bursts. Miners are expressly forbidden to use any magic outside of levitation in here. We have minecarts in places to pick up the pace, but it’ll be a lot safer to—”

“Woo hoo! Minecart rides!” Pinkie whooped, coming up from behind them, shoving a small train of carts they had passed. “Last one down’s a parasprite!”

With that, she hopped into the front cart, picking up speed on the track and racing out of sight with an echoing call.

“Breaks!” Plumeria shouted after her, before jumping into her own cart. “Breaks! Apply the breaks!”

Following their guide’s lead, the others followed suit into the dark and the dank.

Rambling Rock Ridge was bustling with activity. With Coudsdale’s lower layers moored on the ground, ponies from the Canterlot chapter of the resistance were finally emerging from the caverns, laden with supplies. Pegasus guards stationed at the loading areas looked to be inspecting every item brought on, but in reality, Dash knew they were assuring contact with it.

Unicorns might have believed themselves the unique magic users, but the other types had their own subtler ways.

Not everything in a pegasus’ home was made of cloud, after all. It couldn’t be, that would be downright silly. But with the right, willful touch of a pegasus, most any object could inherit what some referred to as “nephrotangibility,” (and Rainbow referred to as “not falling through clouds”).

Within reason, of course. Some things were just too big or dense, in which case the touch was applied to supports beneath the objects instead. All the same, it wasn’t permanent, and a “monthly handling” was a wise practice to prevent one’s sofa from vanishing one night only to be found the next day embedded in a poor earth pony’s thatch.

Therefore, boarding the city-turned-flagship was a slower practice. Etherea’s mages, meanwhile, were applying the cloud-walking spell to all non-pegasi boarding. It was only temporary, but the outcome would be well decided by the time it started wearing off.

“Admiral,” Smolder said, addressing the white-coated, grey-maned Nimbus as he stepped down from the loading platform.

“General,” Nimbus acknowledged, surveying the steady stream of ponies and equipment. “It’s good to see your chapter in good condition. We’re going to need every asset we can afford, plus the ones we can’t. It’s all or nothing now.”

Smolder grunted affirmatively. “Did you receive that request for the light corsairs?”

“Yes, though we’re all a bit skeptical. We’ve tried using cannons against the machines before. They just don’t have the force behind them to penetrate the larger units, and everything else is too fast. They’re dead weight, Smolder. I’d sooner spend that carry-weight on cider barrels.”

The old admiral scarcely blinked as he awaited Smolder’s retort.

Smolder smirked. “Easy there, old friend, you’re not even hiding that curiosity. I suppose you don’t think much of our chances?”

Nimbus exhaled, eyes drifting downward. “Like you, I think we’re as prepared as we can be. There will be no better time to act. But that doesn’t mean the deck is stacked in our favor. Quite the opposite. We’ve put a lot of stock into your infiltrators, Smolder. I hope they’re the right pick.

“So what’s this you’re loading onto my airships then?”

Smolder turned. “Analyst Moondancer?”

The mare in question strode up behind him, several ponies rolling a trio of covered silvery cylinders on wheels behind her. “Reporting, sir! Shall I explain the prototypes?”

Smolder nodded, allowing her to uncover one of the cannons, barrels twice as thick as a pony body and half the length of the corsairs.

“Specialist Webber helped me with the overall design of these weapons. I had remembered his insistence that replicating human technology was unwise, but also how differently our means of achieving certain effects really were.

“This was evident in the use of magnetic spells during the Fall of Canterlot. Humans simply haven’t the means to generate magnetism at such potency without heavy equipment. I posed to him the concept of a cannon that launched its projectile not with combustive force, but magnetic repulsion.

“He had a ready term for such a thing. ‘Railgun.’ ”

Nimbus sighed. “So you’re saying humans can already do this? I don’t follow.”

“Th-that’s just it, sir,” Moondancer stammered. “Their version has the kinetic power to lethally strike a target thousands of miles away! If this were at all comparable we could punch holes deep enough to cripple even the worst things Mandeville can throw at us!”

“And how do we know it’s comparable?”

“Well, our small scale tests have been,” Moondancer began, hesitating, “promising.”

A voice rose amongst the ponies hauling the guns. “She obliterated my pet cactus through three concrete walls! Why?! Jim never stuck nopony, never!”

“Nopony asked, Agave!” Smolder snapped.

Moondancer cleared her throat. “It turns out that human means of producing powerful repulsion pale in practicality compared to our own. It won’t be as good as their best, but it needn’t be. I doubt our craft would handle the recoil anyway.

“You see, the shell is repulsed down the barrel with one push. A unicorn uses the magnetic spell on the back plate, and other repulsing plates further down magnify its velocity. Traditional guns use spiral grooves to stabilize the flight path, but ideally the shell won’t even touch the barrel. Frictionless release!”

She hauled out a great, head-sized cone-shaped hunk of metal with her magic, its tapered end more lustrous by far than its back.

“The shell itself is just iron, as are the repulsors. As a basis for all magnetism, we figured it might enhance the overall effect. And the titanium tip should counter the softness with penetrative forc—”

“That’s fine, save your pitch,” the admiral said, waving her down. “Very well. We’ll give your toys their shot, but we’ll also be using them to deploy ground troops. I don’t want those ships to turn into sitting ducks when these weapons blow up in somepony’s face.

“If that’s all, I need to confer with Etherea as well. If you would excuse me.”

With that, the admiral shuffled away, sparing nary a backwards glance. Moondancer was left with a parted mouth and the slightest cross in her brow.

Smolder brazenly stared sideways at her as she did so, eyelids sagging. “Hmm. Yeah, I know that feeling. Offer him the world on a platter and he’ll just tell you to carry on.

“Don’t be offended, kid. He’s always been like that. Expects the best of his command at all times, and when he doesn’t get it he lets you know, but that stallion’s got a face that could beat a rock at poker. Never seen him raise his voice. If he thinks you messed up, he delegates admonishment to your immediate superiors. Point is, he’s onboard. Now you’ve just gotta make sure these things were worth it.”

“Yes sir.”

“Bolts, some of you are being matched today with a few of the best the League of Mages have to offer us.”

Spitfire was with her team just outside the weather factory, which was loudly churning out the smokescreen hiding them from immediate view. So close to the source of the humid front that perspiration found itself on Rainbow’s brow. She was glad the uniforms breathed like they did.

“Rapidfire, you’ve been assigned tandem with Candescent Spark. Fleetfoot, you’re with Chantilly Lace.”

The turquoise mare in question almost visibly squirmed. “You’re telling me I could ride the lightning to goner-town strapped to some fey priss?”

“Not every pony’s name matches their talent,” Rainbow chimed in. “A friend of mi— A pony I know has a little sister, and she clearly doesn’t have the family touch.”

Spitfire nodded. “I’ve been over their records. You can take it from me that these mages were hoof-picked for the job.

“Rainbow, your tandem will be Towering Gambrel. He’s not as big as he sounds,” she added for good measure. “Fire Streak, you’re last with Esoteric Tangent. Touch jumpy, but she’s been a serious asset to Etherea.

“Take care of them and they’ll take care of you,” she finished, looking each of them in the eye.

“The other free-flying pegasi will be looking to all of us as lieutenants, so keep in mind that others will be following your lead. Call your play before you try something solo. A lot of these ponies were civvies a month ago, and they’re not gonna be able to keep up if you try losing a SHADE through some tangled maze. If you have to break off, let them know.”

“Uh, hey,” Rainbow began, tentatively raising a hoof.

“Yes Dash?”

“Any time we get too close to Mandeville’s base, that ‘radar’ thing Corey mentioned sees us coming. I mean, the hot weather’s supposed to make us hard to see, but I think it’s gonna be tough to sneak all of Cloudsdale in close enough for a surprise attack with that thing watchin’ the whole time.”

Spitfire hummed affirmatively. “We suspected how the radar works before now, but your buddy Corey confirmed it for us.

“It scans the air for solid objects inside its line of sight and gives Mandeville an image of what’s in it. It’s limited to what it can see though, and it filters out objects on the ground as false-positives.”

“So, stay low, or stay behind some tall cover,” Misty Fly offered.

“That’s the sum of it,” Spitfire agreed. “We keep just above the trees in the shadow of the Craggy Mountain range as we approach. A canyon further west opens up between the mountains into the valley containing Mandeville’s base. The plan is to squeeze our forces through it, and then gun it the rest of the way to get as close to the base as possible, before the real heat starts coming down. As soon as the fortress is visible, it’s a full charge.”

“A charge? Is that the best plan we have?” the navy and blue-maned stallion, Wave Chill said. “I’d have thought we’d split, at least flank them for a pincer maneuver.”

“Against a usual enemy, you’d be right,” Spitfire told him, “but we’re hitting the seat of power. We have to be turtled-up if we want our defenses to be worth anything.”

“I think that’s his point though,” Fire Streak offered. “Our fleet is too small for a direct assault. You never attack your enemy at his strongest point.”

“And you never divide your main force on the battlefield,” Spitfire retorted, eyebrows lowering. “Remember, this is only a diversion. We draw them out to us so the infiltrators can sneak in and do the real damage. Don’t forget, this is about misdirection.

“At any rate, we can still do some damage if we focus our attack. Sparkle noted that the northern wall has a hallway running along it that’s just glass. It might be possible to breach the fortress that way. From there, we blast anything that looks important. Rainbow Dash is the only one here that’s seen inside the structure beyond the confines of the prisoner zones, so we’ll defer to her lead once inside. It might just help us get out of this alive. Once inside, we’ll see about busting that prison open and get us some reinforcements.”

The frizzy blue-maned High Winds raised her hoof. “It’s such a blatant attack... What are the odds they’ll figure out we’re putting them on?”

Spitfire sighed. “I couldn’t tell you. Our saving grace, I guess, is we might just look desperate enough for him to buy it.”

“What’s that, Twilight?” Fluttershy asked, indicating the small, green ball of light she had conjured to bob alongside them.

“It’s a canary spell,” she told her. “Mines like these sometimes hit pockets of natural gases. You can smell some of them, but others you can’t. If we’re travelling unmapped sections, we don’t want to run into some and all pass out in a cave.”

“That’s clever,” Fluttershy commented, beaming. “I wonder why it’s called a canary spell.”

Twilight was very nearly interrupted from answering by an orange hoof around her shoulders, and a rapid shake of its owner’s head.

They caught up with Pinkie and Plumeria after nearly a half hour of following the cart tracks. The party pony herself had narrowly been prevented from falling down a mineshaft and being lost forever, and it had taken them nearly as long to calm Plumeria’s hysterical form as it had to reach her in the first place.

Hours of walking, turning corners Plumeria indicated on her map, and playing ‘I Spy’ per Pinkie’s suggestion defined the long walk through the mines. Naturally, there were numerous instances of the same items retrending before Applejack finally put the kibosh on the whole thing.

At one corner, they decided to break, exhaustion catching up to them. Among them, Corey was the only one breathing easily.

“Hey Corey,” Applejack called, “what gives? You’ve got two legs less than us, and you’re standing there fit as a fiddle.”

“I’m not surprised, myself,” Rarity remarked unconsciously, before catching Twilight’s stare and turning red.

Corey sat against the cavern wall. “It’s how we’re built. All in the hips.”

Rarity giggled musically.

“No, seriously,” Corey said. “We’re utter shit at sprinting, but we can keep walking forever. Back in the paleolithic times, it was how we could hunt anything down. We chase it, it runs a few hundred yards, and we press on till it’s too tired to run anymore. Stamina is the one thing we’ve got outside of cranial space. And opposable thumbs.”

“And an army of robots,” Pinkie added.

“Pinkie, I’m pretty sure that falls under…” Twilight stopped herself mid-correction, before hearing Plumeria mutter under her breath as she surveyed her map.

“That can’t be right. So that would put us a level down… but that can’t be.”

“What can’t be?” Twilight asked.

Plumeria jumped, the paper crinkling loudly as she tucked it towards her. “Oh! Well. That minecart ramps down, with the entrances to different levels branching off as it descends. Each level is structured the same, more or less, and I thought I’d taken the second-lowest level, but that can’t be.”

Cadance leaned in over the map “Why not?”

“That level is marked to have been stripped bare of mineral veins along these corridors. In fact, all the bottom five are to this point. And yet, there’s iron and quartz here still. Obvious iron and quartz.”

They looked around. As she said, pink and blue glimmered dimly at them from walls marbled with rusty looking rock.

“But that would leave the lowest level, and that can’t be,” Plumeria said again.

“Why can’t it be?” Rarity demanded.

“Because we’re not underwater.” She received a few puzzled looks before elaborating. “When they opened this level, they only mined for so long. They thought they just had an aquifer, but near the end of the dig they struck the side of an underwater lake.

“The rock around her looks rusty enough, but that water couldn’t just disappear! It flooded the whole level!”

Twilight smiled. And then she smiled a little harder. “I have a hunch. And if I’m right…

“Breaks over, team! Let’s go!” she cried, hopping up and urging them all forward.

Plumeria raced after her. “Hold on, you don’t know where you’re going!”

In moments however, they had organized into a directed stampede, winding around corners as Plumeria called them.

“Left!” she ordered. “Left here!”

Twilight did so, still heading the group, before finding the ground and the mine fall away from her.

The others heard her shriek, grinding to a halt before the grand chasm as the walls opened up before them.

“Twilight, I’m coming!” Cadance vowed, before the unicorn herself wheezed up into view wreathed in a magenta glow.

“I’m... okay!” she panted, putting down in front of them. “More… than okay, actually. Look… at this!”

Taking a moment to survey it all at last, they peered into near darkness at thousands of yards of scarred and weathered stone, the shapes of lone stalactites looming over what was otherwise a ruin.

Below were most familiar piles of shattered stone, sprinkled by the black, red and shiny white of less matte or natural materials. The roar and shimmer of water accompanied it, leaving the piles as islands in a great underground archipelago.

It should have been pitch black, save for light coming from cracks in the ceiling above. Cracks that were all too ordered and regular.

“This is all lookin’ a mite familiar, ain’t it?” Applejack breathed.

“Is it?” Cadance inquired, not taking her eyes off the vista.

Twilight nodded. “Yes. This explains what happened to your lake, Plumeria. Mandeville’s facility was pretty busted-up when it first got here, half buried in all the rock it dislodged. Those earthquakes you felt were his machines shoving all of that down into spaces further underground. I guess now we know what he was shoving into.”

“But that would’ve displaced the water,” Corey said, staring at the smooth cavern walls eroded by the lake. “It should have risen, not lowered.”

Twilight shrugged, kicking a stone into the dark pools below. “Maybe it did, for a while. I know for a fact that there was more debris than we’re seeing here, so all that pressure could have forced open a chamber even further down. That would explain where it all went.”

“Dears, this is all very fascinating,” Rarity began, “but I believe we’ve a job to be doing?”

“Yeah.” Corey checked his watch. “And we’ve got about an hour to do it. Find your elements, shutdown CAIRO. What’s our entry point?”

Above them, the steely structure sat upon the uneven rocky surface on massive pistons and shock absorbers, coils the width of a pony depressed by the weight of the entire facility above.

The space over the lake, however, was bare of them, and even opened in spaces as earthmover drones continued to pitch dirt and rock into the hole.

“This is as far as I go,” Plumeria told them, staring up into the structure ruefully. “I’ll be no good in a fight, but I hope getting you here has been enough.”

Twilight turned on the unicorn and pulled her into a sudden hug. “It has. You’ve done more than you know.”

“We can take it from here,” Corey agreed, before he and most of the infiltrators besides Cadance glowed mauve, drifting steadily towards the gap in the superstructure. “Or at least I fervently hope so.”

Upon reaching the top of the tiles, they scanned the area around them. Prefab buildings of iron ran north to south, portholes glowing white hot along the sides. Some of the earthmovers were fitted with a swiss army knife of attachments, sifting and cleaning the contents of their buckets before dumping them onto conveyor belts feeding the prefabs. Where one might have expected smoke to billow ran pipes, up, up, up into the facility above.

“Looks like Mandeville thought likewise ‘bout the land beneath his hooves,” Applejack suggested. “This is a mine.”

“Will,” Fluttershy said, pausing, “those diggers tell him we’re here?”

Corey considered. “I don’t think so, they’re industrial drones, not security. They’re not likely programmed to ‘see’ the way the other drones do. They just scan the area for obstructions. If we get in their way, they’ll just move around us like we’re obstacles.”

“This place.” Cadance whispered as they landed on the facility floor, craning her neck to see the endless structures stretch on before them in every direction. “It’s like nothing I’ve ever imagined.”

“Is it me,” Twilight began, “or does it seem even bigger than before?”

Corey took his binoculars and switched through several vision modes as he scanned his surroundings as well. “Mandeville’s had time to unearth this whole thing since we were here last. You’re just seeing it for what it’s always been.”

The lot of them said nothing for a time, the echoes of distant machinery clanging, hissing and grinding in the distance. Various klaxons and the whooping of warning alarms emitted from parts unknown, signaling nonexistent human workers to keep clear.

“Well, here we are, y’all,” Applejack said, as the looked upon the vastness with thrill and despair. “Where do we go first?”

Twilight engaged her compass spell, the glowing arrow twisting in the direction she faced.

“We should focus on finding the Elements first, and if Mandeville discovered them himself, —and he must have— he might have recognized their importance. The most likely place he’d keep them then, that we’re aware of, is his own quarters.”

Cadance took a step back, swooning as if she’d looked over the edge of a sheer cliff. “Tossed into this labyrinth and you want to go looking for the minotaur?”

Rarity gave a false laugh. “I don’t suppose there’s a less direct avenue than facing our most dire enemy head-on?”

Twilight shook her head. “It won’t be head-on if we can surprise him.”

She started galloping forward, the others following her north out of surprise.

“Mandeville doesn’t know we’re coming, and I know for a fact that he doesn’t always wear that gauntlet.”

Corey sprinted forward to match her, dodging an earthmover as it ground past. “How do you even know where you’re going?! He probably moved the thing so you couldn’t tell us where he hid!”

Twilight pressed her eyes closed. “That’s a chance we’ll have to take! It’s the only place I know about for sure! We’re not gonna find that storage bank again in all this, and we don’t know where CAIRO is!”

Finally catching up to her, Corey put a hand to her chest and pressed back, stepping awkwardly backwards as they came to a stop. “Not necessarily.”

“Huh?” she intoned, as Corey held out his binoculars.

Captain Spitfire ascended the steps of the Cloudsdale town hall, passing the Greco-Romane pillars and through the great doors to the bustling command center.

Being part city and part airship, the town hall was situated at the very top so as to function as the bridge of the “vessel.” It was a thing that greatly appealed to Spitfire, and to pegasi heritage dating to before Equestria’s founding, that the elected politicians required additional backgrounds in naval and weather-managing skills. A suit with nothing but oratory chops couldn’t run a place like Cloudsdale for very long. Ironic though the verbiage was, the nature of Cloudsdale forced its leaders to be very down to earth.

With a few flaps she negotiated the short trip up the spiral stairs, past the helm, and before Nimbus, who addressed her before she was quite within view.

“Captain, I suppose our flying fighters are prepared?”

Spitfire swiftly saluted with her left wing. “Briefed, sir. Prepared? How could they be?”

“Hmm.” Nimbus closed his eyes. “Humility in grasping the scale of an enemy draws a fuzzy parallel with planning to fail in the face of them. But I can trust you know the difference?”

The captain took the most imperceptible of breaths. “Yes, Dadmiral.”

“Sorry?”

Spitfire flushed red. “I— yes sir.”

“Good. Also, as Admiral, I must ask that you address me as such.”

He stepped squarely before her, stone-face. And then a smirk broke through. “But as your father… I kinda like ‘Dadmiral.’ ”

Spitfire sighed, betraying a smile and nothing more.

Nimbus’ voice lowered, as he continued looking at her. “If there’s even a chance they can make it through this, they will. Because you’re leading them. I know that.”

She stood stock still, before replying, “I’m the Wonderbolts’ captain. By rights, the best in Equestria. Optimal outcomes are what I do.”

“I know,” he told her. “I just figured you might want to hear somepony say it out loud. Go now, Captain. Lead your team.”

“Yes sir,” Spitfire said, taking a lingering look at the Admiral before turning to leave the bridge.

He watched her until she was out of sight, staring at the place she’d been. “Give the signal, helmsmare. Set a course for the canyon. We’re moving out.”

“So,” Twilight began, staring down Corey’s binoculars through the endless hall at a bulkhead the width of a barn, “the omega designation is applied to anything related to base operations. But that can mean just about anything in here, couldn’t it?”

The false-color image she saw painted the bulkhead with a giant glowing square patch of broken pixels and three small squares in all corners but one, in green-tinted light. The binoculars pulled up a “Ω” symbol in the corner of her vision upon seeing it.

Pulling away to see with her own eyes, the symbol vanished.

Corey nodded, taking a few steps forward. “That’s what we’re meant to think, but it wouldn’t make sense with how these symbols are used.”

He turned the dial on his binoculars as the ponies watched him. “This facility is too dynamic, too full of moving parts and mechanical traffic for the drones to be following a digital map. They need to act dynamically too, with guides to hint where everything is. They follow every waypoint they cross until it leads them where they’re being sent.”

He began walking toward the bulkhead with purpose. “The symbol is a QR scanning code, and it can only be seen on a particular ultraviolet frequency. Easy enough to guess if you have the tools and the time. And I did.”

Applejack raced forward to match him. “Well hold on, now! If that symbol marks everything here, why are we followin’ it?”

Corey vaulted over a cluster of pipes and cables. “The redundancy just doesn’t wash! If that symbol should be appearing everywhere, it wouldn’t appear anywhere. These are going somewhere specific. Somewhere that even this place deems important enough to define the whole base.”

“CAIRO,” Rarity breathed.

Applejack nodded frantically. “Has to be!”

“Okay,” Cadance sighed calmingly. “So we have a heading that could make life easier on the fleet. But what about the Elements? Will CAIRO respond to being threatened for their location?”

“Not likely,” Corey scoffed. “CAIRO’s a machine built for his master. He’d probably withhold anything that could jeopardize Mandeville’s safety, at gunpoint. Not like it cares if it lives or dies.”

“Uh… I…” Twilight muttered, before ultimately stepping forward. “I think it could work better than you might think.”

Corey popped an eyebrow and stared her in the face. “I’m all ears.”

She looked to each of them in turn. “I’ve spent time with CAIRO. I don’t think he’s so mindless. I’ve heard it straight from him, he doesn’t want to do these things, but he still feels an obligation—”

“Yeah,” Corey punctuated, walking towards the first marker, “it’s called code, Twilight. He’s compelled to learn, but his programming locks him into submitting to Mandeville.”

Twilight caught up quickly, walking backwards as the others made to follow them. “No, CAIRO said himself that he’d secretly overridden his blocks. He can do as he pleases. He chooses to do what Mandeville says. He says he’s grateful.”

“Ooh doggies,” Applejack remarked, leering at the constantly shifting traffic of crates and tiles above them, “that’s a weird lot of feelings for somethin’ without nerves.”

Corey sighed. “Did it ever occur to you that Mandeville is a computer genius? Maybe CAIRO did break through some of the safeguards set for him. But what better way could you have of enforcing obedience than to give something the illusion of freedom, and then convince it that listening to them was their idea in the first place?”

“I don’t know,” Cadance said. “You might think something clever and manipulative enough to pull that off could have rallied more of Equestria to support him.”

“It’s a machine in a clinically kept system. Mandeville doesn’t have to be great shakes as an orator to blind it to whatever strings he’s pulling.”

Twilight stopped in front of Corey and opened her mouth to speak, but paused.

“He doesn’t want to hurt us. We might reason with him. It’s worth a shot.”

Corey made to retort, when Rarity approached her. “Twilight, dear? Even say you’re correct… what makes you believe he won’t choose Mandeville over us every time? You know, when the chips are down, so to speak?”

Twilight sighed. “I’m hoping not to present him an ‘us or him’ choice. He doesn’t want either of us to lose. Maybe he’ll agree Adrian needs help.”

“One way or the other, it’s our best bet,” Corey told them. “Let’s move.”

Twilight staggered a moment as the others marched past her, until Rarity was within earshot.

“You only took his side because of that ‘private study session’ you had last night.”

“Twilight, you wound me,” Rarity said with a pout, pleasantly flushed. “I’m not so petty as that.”

Together they followed the ground floor to the marker. Past grinding machinery and belching exhaust, they traversed the hot, sweaty underbelly. Gouts of steam regularly hissed from pipes overhead, as glowing ducts distorted the thick air with a haze of heat, casting a yellow glow over the steam and hall at large.

As they neared the marker and a fork in the path, Fluttershy commented, “I-I don’t remember it looking like this before.”

Corey nodded. “Kinda expect Freddy Kreuger to round the bend any moment, don’t ya?”

“Who?” said Cadance.

“Nothing. My guess is he kept all the forges, smelting and mining operations in the lowest sections. We never saw this before because it was buried. We also had a guess that geothermal power complimented his reactors. His island sat on an extinct volcano, but there was enough seismic activity that he could make use of it.”

“Well hey now,” Applejack said, “we came up on one a’ those forges the first time, pretty high up as I recollect. It weren’t new either, it was built for humans to work in, before it was made all auto-nonymous like.”

“Mandeville was probably making do,” Corey offered. “He didn’t have access to his latest designs, buried as they were, so he scrambled whatever he could use. Which means they were probably manufacturing outmoded parts for outmoded models.”

“So,” Cadance began, pausing as she moved, “what we’ve been fighting aren’t even his best?”

“No no,” Corey said with a humorless chuckle, “it’s not that bad. He’s had plenty in stock to work with. Admittedly, he hasn’t had access to his dry-dock and shipyards till now, but that’ll be useless without a nearby body of water. We just haven’t faced anything he’s dreamed-up since he got here. So far he’s only adapted to Equestrian warfare in two real game-changing ways. Anti-magic…”

“And the Bridge,” Twilight finished darkly.

Corey nodded as she looked him in the eye. “And I don’t need to remind any of you of how bad it can be when he changes up.”

A silence followed, before Rarity piped in, “Well then. We’ll just keep our eyes peeled for anything odd. Smashing.”

Flipping out a mirror, Corey angled both forks as they came to the marker. Satisfied, he checked his binoculars down both sides, before settling on the right. “Ladies, I do think we’re onto something. Next marker across the way.”

And so they continued, this hall given a dynamic ceiling in the form of perpendicular tracks carrying cargo containers. One by one they came to a stop on one wall of their hallway, through high-up passages cut into them. A loud industrial tone would sound from a speaker in the walls, and the container would grind on its way across and out. Gradually, Pinkie made her way to the front of the pack, walking backwards.

“Sayyyyyy,” she began, leaning in conspiratorially, “anypony else think we shoulda’ run into something by now? My Pinkie Sense has been suspiciously quiet.”

“ ‘Suspiciously quiet?’ ” Twilight asked. “I thought Pinkie Sense was an early-warning system. You’re saying a lack of impending danger is a sign of impending danger?”

Pinkie nodded quickly, still stone-faced. “It’s dramatically convenient like that, Twilight. I can’t sense everything that’s coming, that wouldn’t be any fun.”

“I thought you didn’t control it!” Twilight growled.

“I don’t!” Pinkie said, eyes wide.

“Pinkie Sense?” Corey whispered, before leaning in towards Rarity as Twilight fumed, muttering darkly under her breath. “Is it worth asking?”

“I’d just go with it, dear.”

“This place is so huge,” Cadance said, “probably he’s only guarding the most likely places for intrusion, if he expects anypony would dare sneak in here at all. I’d still keep a watch for patrols though. Sending a routine security sweep is what I’d do with a space like this.”

At that moment, Corey made an incomprehensible sound, before spreading his arms out and skittering backwards.

“Back! Back! Back!” he ordered, ducking as he moved.

“What?” Twilight demanded.

“See for yourself,” he said, getting to his hands and knees. “Keep low.”

Literally crawling, they approached the lip of what quickly became a steep ramp. Waiting beyond was a sobering sight.

“A goddamn battalion,” Corey said, eyeing the two-hundred yard gap between them and the next set of structures, and those occupying it. Dozens of CID packed like sardines on miniature steel barges, standing stock-still beside launching platforms for Spotters and whole quadrants dedicated to SHADEs and tanks in consistent proportion. All of them sat silent, unmoving.

“So, Pinkie,” Twilight grumbled, “where was your Pinkie Sense on that one?”

As soon as she asked, the party pony’s left eyelid blinked rapidly, before she twisted her neck ninety-degrees to an echoing joint-cracking noise.

“Whoa, there it is!” she said, correcting herself. “Watch out for blind-corners and/or drops and rises.”

“Of course.” Twilight sighed, rolling her eyes. “So what do we do? They don’t look active. I think they might be shut off.”

“Or in a low-power standby mode,” Corey suggested, “waiting for some kind of stimulus to come online. In which case, if we’re crossing and nudge one, we’re gonna get greased into peppered steak.”

Cadance’s brow furrowed. “They’re all facing that archway. Where does that lead?”

Corey pondered as they shifted focus to the right, where a massive archway lead on into darkness. “That’s gotta be the old entrance to his harbor, which means all this is the slipway where he launched ships from. It can’t possibly still work, there’s no water.”

“We’re wasting time, y’all,” Applejack interjected. “Corey, is the next marker across all that?”

“Yes, and it’ll take too long to go around. We’ll lose our bearings anyway.”

“Well we’re not going through,” Twilight told them. “We need to get past while being the least visible we can make ourselves.”

Twilight looked up at a passing container, watching it stop before banking left, up and over the slipway. Twilight smiled.

“And I’ve got just the way.”

A small effort later, and the doors to one of the containers above flew open, revealing innumerable sacks of concrete mix packed to bursting.

“No room,” Fluttershy noted.

“Well, I’ll make some then,” Twilight said, lifting a stack as the container grinded across.

A single burst of a klaxon made Twilight nearly drop the entire load as the line halted, a green light on the carrying mechanism above the container switching to an angry red.

CAIRO spoke through speakers beside the light. “Weight discrepancy detected in load. Recalibrating to detect cargo ejection in three… two…”

Twilight’s mind scrambled as she stuffed the sacks back in and shut the door on the container, whose mechanism glowed green before continuing down the line once more.

“Fuck a duck,” Corey sighed, to a sudden increase in stares, and a particularly horrified one from Fluttershy. “Nevermind, not literally!

Corey rounded back on the containers, huffing loudly. “So we’re gonna have to Indiana Jones this? Because that didn’t work out so well when he did it.”

“Only get so many shots too,” Applejack said, eyeing the containers like they were mountains. “before CAIRO sees something’s rotten enough to check out, personal-like.”

“So to be clear,” Cadance began, taking a breath, “we have to pick a container, dump our weight in material out of it, and cram ourselves in. All with a window of about eight seconds.”

Twilight winced as she considered. “Assuming the material’s weight to volume ratio isn’t so disparate from ours. And I get the feeling the threshold for the proper weight checks for an upper value too, so we need to be as precise as we can manage.”

Rarity blanched. “Dear, if you’re asking me to flaunt my powder room scale-measurements to the entirety of Equestria, then tread with some caution.”

“That won’t be necessary, Rarity,” Twilight said, mind buzzing. “We’re pretty average-size build for young mares, so each of us are roughly twenty-five point six kilograms. Fluttershy, pegasi have two extra appendages, so that’s a plus one per wing, with a twenty-five percent minus due to the hollow bones, so let’s tie you off at an even twenty. Applejack, your athleticism is sure to have increased muscle mass, so I’d wager a plus two at an overall twenty-eight...”

“T-Twenty,” Applejack stammered, face reddening as her eyes bore into the ground, “twenty-nine.”

“This is gonna take a while,” Corey sighed.

Rainbow sat in a vigil alongside her fellow fliers aboard Cloudsdale, the early-morning chill beating into her as they began funneling into the canyons. She didn’t even feel it anymore, sensation deadened by the cold itself. It was something a high-altitude flier had to accept as a fact of life and just push past. Perched on the edge of the clouds, saving their wings, she and the Wonderbolts sat at the “prow” of the city-turned-dreadnaught, backed by a number of huddled and shivering rookies.

Though in many cases, the shivering rookie was the unicorn in front of them. Towering Gambrel, a slighter light-grey stallion with amber eyes sat in front of her, leaving her to sit and plant all four hooves on the ground awkwardly behind him. Strapped to her underside, the enthusiastic mage had all but taken over land-based locomotion for them, which was bad enough in itself.

The Wonderbolts were disciplined and professional in the extreme, but even she’d have felt the radiating waves of wrongness if she were the unicorn mare strapped underneath Fire Streak’s weight. Esoteric Tangent was ice-blue with a sea-green ponytail, and exceedingly tiny for one chosen for her skills. She hung tandem beneath Fire Streak like a stuffed animal. At least the harnesses were padded to separate them.

“A mixed bag of morale,” Towering Gambrel said, smirking at her out the corner of his eyes. “Some of ‘em are terrified, but see no other choice. Some just want to take the fight to Mandeville again.”

“Which are you, blunderbuss?” she asked, hoping she sounded more wry than insulting.

“Ha!” he barked. “Latter, albatross. I was on the frontlines at Canterlot, I won’t freeze-up on you. Saw you in action, pretty sure. Took out that Landscaper, right?”

Rainbow tentative smile grew wider. “Oh good. I was afraid you’d be some stiff or something. Yeah, that was me. Sorry, I… don’t think I saw you, though.”

“That’s okay,” he laughed. “You’ll see me up close this time.”

Receiving an easy elbow to the ribs, she laughed herself. “Ha! Right.”

“Don’t worry newbies, you won’t be flying in this,” Spitfire projected, pacing before them, “when we get to the other side we’re pumping the valley with hot, humid air. For those of you who weren’t paying attention at briefing —and Celestia-alive, pal, what do you think you’re doing here if you didn’t— the temps’ll equalize the air around you with the heat a’ your core, mightily confusing your average gloomy-gears MA drone.”

While Cloudsdale moved as a single unit, it was of course comprised of clouds. Bridges to various districts detached as they entered the tight winding canyons. The sky traffic nearly formed a scrum as gas bags and propellers drifted below and overhead, the air filling with the creaks and groans of twisting rudders and taut rope.

“Get your shakes out now,” Spitfire ordered, “because war lies on the other side of this.”

“So combine that with all our gear, and that rounds to about two-hundred-and-seventy kilograms,” Twilight finished, to an audience of varying expression.

“Did you have to criticize my diet?” Pinkie asked, looking sour, cheeks far pinker than usual.

“I didn’t mean to, Pinkie, but you,” Twilight paused, staring into the middle distance, “eat a lot of sugar.”

“Okay okay okay!” Corey blurted, looking at his watch. “Are we ready to try this now? The fleet will be on their approach any minute!”

“Right, okay!”

With that, she began opening passing containers. She’d had to estimate the group’s weight in her head, but now that she had a number, she could feel for it as she searched the containers.

The first only had a few machine parts worth double their weight. The next few held less than the entire party, in the form of packing styrofoam. Nothing being protected by it; Mandeville was merely transporting styrofoam.

The last contained identical cubes of tough black plastic, and with a gesture, she made her move. A quarter of the cubes tipped out, clacking heavily onto the floor as CAIRO protested. “Weight discrepancy detected in load.”

In a flurry of movement, Twilight seized the group and floated them to a stop in the door of the container.

“Recalibrating to detect cargo ejection in three… two…”

With a gasp, Twilight considered, grabbing one of the discarded cubes and breaking it in half with sheer arcane force. She dropped it back in with them, smiling sheepishly at the others as CAIRO’s countdown ended.

They held their breath a moment, stock still, before a positive tone came across the speaker as the mechanism light turned green.

“Here we go,” Cadance sighed, as the container slowly turned to cross the slipway.

Cloudsdale began rounding the bend, all of it hidden behind a mask of fog but the very front, where Rainbow Dash sat as sentries with the rest of the Wonderbolts. At last, rather than more canyon wall, the Everfree valley spread out before them. Even in the distance, the grey monolith sat prominently in the darkness, dug out of the mountainside. Now, only its south and east walls were hidden against the remains of the mountain it once occupied, a vast clearing running around it like a moat of earth.

Spitfire herself blew into a whistle around her neck, and as more and more airships poked through the fog, each of them sounded to herald the sight.

Churning noises behind them indicated the start of pumps in the weather factory, belching humid air in all directions. Admiral Nimbus’ voice came over their ear-peices.

“All craft are reporting to have cleared the canyon. Capital craft, throttle to maximum speed and cross that distance; maintain medium range from the fortress. All others stay close until the order is given. Stay low.”

Rainbow watched on, feeling the clouds beneath her hooves shift as all of Cloudsdale drifted into its full speed, the distant facility growing larger as they crept forward in near silence. As they neared, the facility’s scale became more and more apparent, individual tiles becoming noticeable on what before had seemed a solid dark mass.

Near the halfway point, one of the larger airships spoke over the comms. “Admiral, this is the Orion: our scouts are noticing clearings on the forest floor, covered in metal plating. It could be some kind of landing pad or bunker. A few of them are big enough to land our largest craft, excluding the city. No sign of enemy forces.”

“I want a few scout craft to hang back and watch those zones for movement, but keep your distance. Until we’re sure what those are, assume them as hostile assets.

“All wings… deploy.”

And with that, Rainbow, Spitfire, and all fighters that could defy the pull of gravity vaulted off their respective transports and surged towards the fortress. Some brought chunks of cloud with them as they sped. A flock of hundreds, all following the blue and yellow team blazing the trail forward.

“All wings, assume attack formation,” Spitfire ordered. “Mages, time to fill this sky.”

The various unicorns on Cloudsdale and tandem with pegasi cast spells onto every pony they could reach. Splitting off into doubles, triples and beyond, the apparition spells began flooding the sky with decoy ponies until they appeared an unstoppable force.

“If Celestia could see us now,” Rainbow heard Towering Gambrel whisper below her, as she watched half a dozen doppelgangers maintain a respectable distance from them. With hints of the red dawn growing in the distance, Rainbow couldn’t help but wish it were true.

Through the gap in the container doors, the infiltration team saw the strobing flashes of a great yellow LED light spinning about the room outside like a small, hyperactive lighthouse beacon. The light was followed by a pair of deep “whoop!” sounds, before they could hear machinery warming up beneath them.

“What’s going on out there?!” Fluttershy demanded quietly, as Twilight cracked the door further open.

Beneath, the steel barges, upon which the drone forces sat began moving down the slipway one by one on tracks, like pieces in a giant slide-puzzle. What she couldn’t see was where they were all heading.

“Corey, the mirror!” she whispered.

“Right here.”

Angling the tiny looking-glass around the door, she could just see one of the barges of CID vanish out of sight down the black archway.

“I don’t know where they’re going,” Twilight said, “but I have a hunch where they’ll end up.”

“Ooh!” Pinkie whined, pulling down on her own ears. “Can’t this thing go any faster?!”

“For the love of Luna, look at the size of that…”

“Don’t get spooked, Soarin,” Spitfire ordered. “Keep your head, keep your life.”

The Mandeville Arms facility loomed before Rainbow and the pegasus fighters as they advanced, thus far unchallenged. Surely Mandeville couldn’t be this inept—

A blaring warning alarm echoed across the forest as they neared the excavation zone, followed by CAIRO’s voice.

“This is a RESTRICTED AREA. Trespass is punishable with indefinite detention. Surrender immediately. Any resistance will be met with lethal force.”

“Analyst Moondancer,” General Smolder growled over the comms, “would you give them our rebuttal?”

Indeed, the three railgun-armed corsairs turned broadside, taking aim.

“FIRE!” Moondancer cried, before her voice was utterly drowned-out by the blare of the long cannons ripping through the air. The recoil caused the three airships to pitch sideways, the air bags acting pivot while the ship underneath swung a clear forty-five degrees like a pendulum, its occupants scrambling to keep a foothold on the deck.

The projectiles themselves plowed into the side of the facility, a clear ten foot radius on the wall buckling at every impact, shearing the dynamic tiles off and leaving glowing red punctures in the monolithic building.

There was a second of silence as components in the wall fell noisily off in the aftermath, before a triumphant war-cry built throughout the fleet. Rainbow found even herself distracted by the spectacle as they continued forward, before something vast and pink began expanding, surging towards them with shocking speed.

“All wings, break right, break right!” Spitfire shouted, as their fighting force broke over the obstruction like a wave over the breakwater.

“Admiral, this is the Orion! We have movement from the clearings! Enemy forces deploying in earnest! They’re flanking us!”

“An ambush. All craft, assume phalanx formation,” Nimbus ordered.

“Ambush?!” Smolder cried. “They couldn’t have known we were coming.”

“They’re machines, General; they could lie in wait as long as they wanted until somepony came. You can’t win a staring contest against a foe that can’t blink.

“Etherea, what do we have on the nature of this force field surrounding the structure?”

“I’m not sure, Admiral,” she answered. “The only thing I can compare it to is… oh dear.”

A trifecta of blasts and the following screech and clamor of metal on metal echoed overhead. Twilight felt the metal of their container rattle deeply.

“Sounds like the party’s here,” Corey said, just before the container’s movement was slowly arrested, the sound of the line above winding down.

“Nah,” Pinkie said, rubbing her chin in critical contemplation, “I think that was just an explosion. I can see how you’d think that sounded like a standard-issue party cannon, or a party cannon deluxe, but something about it just doesn’t squeal ‘FUN!’ to me.”

“Oh, come on!” Twilight moaned. “Now what?”

Mere moments later, Twilight found herself blinded in a fuschia glow, slammed up against the container beside her friends. The wind knocked-out of her, the pressure mounted till she was certain it would surely crush her.

“No!” Cadance shrieked. “Hold on!”

A blue glow surrounded them, and the touch alone seemed to release Twilight and the others from the force, which charged beyond them and seemed to vanish.

The moment of release was short lived, as the sensation of gravity left them all for but a moment, brought back with a crash as the container crunched down onto the slipway below. Twilight fought back to a standing position amongst the plastic blocks, her friends following suit.

“What the fuck!” Corey groaned, helping Rarity out from the pile of blocks.

Pinkies head popped out from the blocks seemingly unfazed. "See, that was a bit more like it, but—"

“Shining Armor!” Cadance whispered. “I could feel it, that was Shining Armor’s shield! He’s here!”

“His shield?” Fluttershy asked. “Turned against us?”

“Forced to protect Mandeville, I’ll bet,” Twilight offered. “It nearly blasted us out like the changelings! What stopped it?”

Cadance stared at her own hoof. “It didn’t affect me. Then I grabbed you. It… it must have recognized me.”

“And not me?” Twilight said, almost offended. “What am I, chopped alfalfa?”

“Well I’m sorry, Twilight, I don’t know—”

“Hey, guys? Guys?!”

“Beggin’ pardon, Pinkie, but enough a’ the party jargon. This is—”

“I think our cover’s blown.”

Indeed, just outside stirred the squads of remaining drones, including a number of CID crushed beneath their container flailing to find purchase.

“Hold tight, y’all!” Applejack cried, before kicking three plastic cubes towards the CID closest to them with her prototype boots, each of which were bowled over. As the others fired, she hopped into the air, planting both boots against the side of the container, slamming its occupants against it again as it spun one-hundred-eighty degrees, leaving the open end facing their goal as rounds pounded the steel shelter.

Swooning, Twilight stumbled to the exit. “U-Up and over the side! I’ll cover us!”

Grabbing hold of the container, she hauled it up the slope to the other side of the slipway. The group piled out, over the lip and just out of sight of advancing CID forces, though it seemed they weren’t alone.

The howl of jet engines marked the waking of a SHADE, while a lone tank rumbled forward. Corey rolled into a prone position, hollering for them to follow suit.

None too soon, as the SHADE’s twin cannons began chewing apart the walls around them as it hovered. The tank’s main cannon fired into the slope, the concussion alone blasting them back with the force of a bull. Twilight could barely think in such a terrifying circumstance.

“They’re pinning us down!” Corey shouted. “They’ll continue with suppressing fire till the CID can double-back!”

“I’ll distract them, and give you and Rarity an opening!” Twilight said, galloping off to the left with the container in her grasp as a shield, barely in view of the drones.

“Twilight NO!” Cadance shrieked.

“WAIT! DAMNIT!” Corey yelled, as the SHADE began pivoting to track its new target. The twin cannons roared, just missing Twilight, tearing apart everything behind her.

Corey raised his AA12 over the lip and fired grenade rounds blindly down into the slipway, blasting advancing CID to pieces and drawing half of their attention. Rarity followed, pelting the SHADE with arrows, the projectiles glancing and sticking but never quite penetrating into the black dome serving as the drone’s eyes and brain.

Cadance began her own offensive, magical rays obliterating the carrier mechanisms of other hanging containers, which fell and flattened CID, blocking the view of others. One came down directly onto the SHADE, which sunk and rolled to account for the excess weight before finally shaking it off the side of its right wing, and into yet more CID.

The tank, meanwhile, had taken to tracking Twilight. A round of its main cannon smashed into the container she carried, blowing it open raggedly and slamming it into her. Little lights popped in her eyes as she was bowled over ten feet on the cold steel plating. Her shoulder ached terribly, and she felt something warm and wet trickle from her temple. She struggled to get up.

“Twily, I’m coming!” Cadance cried, straining as she seized the remnants of the container and hurled it at the tank. The impact barely fazed the treaded behemoth, but bent its barrel up and to its left. Its retaliatory blast fired accordingly, smack into the fuselage of the hovering SHADE. The craft’s engines seized almost immediately as it dropped from the sky, a dead flaming hulk slamming dully onto the slipway below.

“Twilight!” Cadance shouted, running along the lip to her with the others in pursuit. “Are you hurt?”

“I think,” Twilight groaned touching a hoof to her head and examining the redness smeared onto it. Cadance’s horn glowed as she touched it to the cut. Corey brought up the rear, firing a burst over the side at the remaining CID.

“We gotta get going guys,” he told them, ducking low. “They’re down, but not out.”

“She got hit really hard,” Fluttershy said, “I think she could have a concussion.”

“I’ll carry her till she’s good enough to walk,” Cadance offered. “For now, let’s—”

The sound of a roaring gas turbine engine cut her off as the tank rolled itself up the ramp of the slipway, crushing a container beneath its treads. Its brakes hissed as it came to a stop, the ruined turret turning to find them.

“Go! Go go!” Corey shouted, as they ran down steel corridors towards the marker.

“Enemy air support, deploying from the lower-west wall!”

Rainbow traced the perimeter of the shield, spotting dozens of SHADES launching from the very hangar that served as their escape previously.

“Try to tag ‘em on their way out,” Spitfire ordered. “We can at least bunch ‘em up.”

“Moondancer,” Nimbus said, “I want another volley into that shield, and then back off. If range isn’t an issue with that weapon, then it’s pointless to have you away from the fleet. You’re likely to get rather popular out there. Any three mages in range, let’s have some protection on those corsairs. More than that and we make them a clear target.”

“Sir!” Moondancer acknowledged, before three more deafening shots pummeled the shield, its energy rippling angrily across the surface.

“Not bad, but it’s gonna take more than that,” Smolder commented, before Moondancer shouted.

“SHADEs coming in, fangs out! Turn! Turn ! Turn!”

The railgun-carrying corsairs twisted too slowly to show the incoming craft their narrowest sides. The three SHADEs roared to strafe them in formation. Water shields from mages barely dulled the impact of one SHADE’s twin cannons on Moondancer’s airship, wood splintering, one line attaching the underslung gondola to the gasbag being severed and leaving the whole thing to slightly list. A volley of missiles from the others was almost entirely repelled by the heat-ray’s and single lightning strike of the onboard mages. All but one.

The last slammed into the bow of the leftmost corsair, which never stood a chance. Flaming planks and splinters aided the fireball in piercing the gas envelope, leaving the barely recognizable stern to tumble into the trees below, the empty canvas bag fluttering like the tail of a kite as they fell. The watching pegasi couldn’t even see a soul onboard to save from the fall. In finality, the railgun was blasted off the deck, slammed into the dirt below with a hollow sound like a great bell.

“Oh Celestia,” Moondancer gasped, “Admiral, we just lost the Crimson Sky, and our helmsmare was hit!”

“We saw it. Just steer towards us, we’ll guide you to the center of the fleet. You must remain calm, Analyst.”

“Boss, spotters on their six!” Gambrel bellowed over the constant noise. “Looks like they need an escort!”

“I’ll get in close!” Dash told him, winding around past the fleeing corsairs, to spear the swarm of pursuers. The spotters pounded Gambrel’s water shield with fire as Rainbow corkscrewed towards them, successfully drawing fire away from Moondancer’s ships.

“Alright Blunderbuss, let’m have it!”

With only a white-hot arc over his horn as warning, Towering Gambrel unleashed a sustained lightning strike into the swarm. Unit after unit when silent upon contact with it, falling suddenly in an arc towards the forest floor. Still more were downed or damaged as the current jumped from spotter to spotter.

“That oughta keep the road clear for them,” Rainbow said as they came to the outer edge of the group. “What’s next on… the…”

Rainbow rounded towards the fleet, and what she saw made her blanch.

The black dots of spotters filled the sky like a locust plague, two dozen SHADEs sweeping the sky and making strafing runs from afar. The more proximate threat of the spotters obfuscated the SHADE’s distant strikes, catching a number of targets off their guard. Two of the yachts and the destroyer, Capricorn, were already on fire. Rainbow watched as a cruiser’s hydrogen-filled gas envelope rippled in line from a pair of SHADE cannons, ripping along it just prior to the candescence of the gas.

The resulting detonation was enough to flash-blind anypony looking at it, if only for a few precious seconds. Meanwhile, magical duplicates were vanishing into multicolored smoke everywhere as the drones trained their weapons with deadly precision, their casters constantly working to repopulate the decoys as they were eliminated with abandon. Now and then, their fire resulted in a very real pony dropping lifelessly from the sky.

And all the while, forces below were striking up at them, catching every living thing in a devastating crossfire.

“Hurry up you guys,” she muttered to herself, before a SHADE’s shadow passed overhead. Rainbow watched it for only a moment, before beginning the chase.

Chapter 16

View Online

A great and terrible slam of metal upon metal filled the air.

“Uh… let’s hurry it up, guys!”

“Corey dear, you’re not helping,” Rarity answered in singsong, aided by Pinkie and Fluttershy in finding a way out of what once had been an airlock between Mandeville’s shipbuilders and a submarine dock for submerged access. Just large enough for a mid-sized group of people to stand in.

The chase from the slipway had resulted in the group keeping one step ahead of the disarmed tank, as well as the drones which remained to encroach upon their position. Past two short bends they fled, fought and followed the markers, until seeing the next distant panel through what had appeared to be a simple tunnel in the wall.

They paused upon being greeted with a sudden drop of twenty feet into what was now a drydock. With Twilight still concussed by her hit from the container, and the tank rounding the bend towards them, Corey enabled the air-cycling sequence to seal both sets of doors.

“It just keeps pumping!” Corey noted, as the tank mashed itself into the door again. “Should the cycle take this long?”

“Maybe it’s broken?” Fluttershy said, watching a mounted pressure-needle crawl its way up.

“It’s an airlock that interfaces with water,” Cadance explained. “It’s meant to be pumping water in here, but there isn’t any, so it’s probably just compressing air. It’s waiting for the pressure equating to a room full of seawater before it opens, and water is a lot denser.”

“I,” Applejack began, wiping her brow as she worked to kick the door back into shape, “I thought the air was feeling a mite thicker in here.”

“And I thought I’d felt my ears pop,” Corey added. “So if we’re not fast, the pressure is gonna crush us, or blow our eyeballs out or something?”

Fluttershy’s eyes, incidentally, began to bulge through more natural means as she looked up from her tense examination of the wall-mounted pumps. “C-can that happen?”

“Oh…” Twilight half groaned, slightly delirious, lying against a far wall. “Don’t be ridiculous. The worst that could happen is nitrogen narcosis or oxygen toxicity.”

A concussive ring heralded another instance of the tank’s use as a motorized battering ram.

“And he’ll get in here to crush us the old fashioned way… waaaaaay before that happens. Or at least, that’s what I’m hoping for… Ohh… my ears are riiiiiinging!” Twilight clapped her hooves over her twitching, currently flopped ears, wincing at every sound.

“Princess Cadance!” Rarity cried. “Can you teleport us to the other side? No point in a low profile now, CAIRO knows we’re here.”

“I… I could,” Cadance said, not meeting her eyes. “But we’ve no idea what’s waiting for us there.”

“In a minute or so here, it won’t matter!” Applejack growled. “Consarnit!” she roared, as the tank forced yet another grand dent in the door. She growled, before turning her back on the job completely. “Not everythin’ is some big fancy puzzle!” With a galloping start, she charged full force into the opposite door. Swinging on her front legs, she delivered her blow to the door which began to bow outward.

“Um, Applejack?” Fluttershy murmured. “Is that such a good—”

“Sometimes!” Applejack groaned, heedlessly slamming once more into the door. “You jus’ need to take things!”

The door protested as it bent ever outward, its twin tirelessly mimicking the feat per the tank’s now unimpeded advances.

“HEAD-ON!”

And with that, Applejack kicked off the opposite wall, springing forward to take herself as literally as possible.

Applejack’s skull impacted the steel plating nearly as well as one might expect. She bounced off, wincing and groaning as she was mobbed by the concerned group, including a wobbly-legged Twilight Sparkle.

“Well now!” Twilight slurred. “Weeeeelcome to the pain train! That do what you hoped it would?”

“I-I’m fine!” Applejack shouted, shaking her head like a waterlogged cocker spaniel. “It takes more n’ that to keep an Apple down. Now come on, help me—”

In that instant, several things happened at once.

At long last, the tanks shredded the steel door, erupting into the room like a freight train. The group at large turned for a split-second into a herd of deer determinedly staring into the headlights, before a disorienting flash of Cadance’s magic placed them all behind the metal monster, and behind a group of around five CID that were now gleefully firing into the airlock.

Completing the chaos was the grinding churn of several sequoia-sized piston-rods in the adjacent building. Several stories tall, the rods attached to huge wheels at the top, spinning turbines to generate electricity. The hiss of steam erupting below from every rotation suggested this was one of the geothermal generators Corey had mentioned, boiling water overtop the heat from the depths.

Corey betrayed a startled cry, before jacking the nearest CID at the base of the neck with the butt of his shotgun. The machine staggered before he shredded its upper body with shot after shot, as its fellows wheeled sharply around.

In an act of bravery or madness, Fluttershy leapt onto the back of one of them, holding on for dear life as it tried desperately to reach and remove her.

Applejack sent a double-kick that booted another rear over teakettle backwards and straight into the base of a wall. Rarity launched one of her lightning-dust laden daggers into the chest of the fourth, which spasmed chaotically, its weapon firing directionless until it had brained the mount of a shrieking and incoherent Fluttershy. The poor pegasus leapt skyward away from the dead machine, singling herself as a target for the fifth.

As it trained its sights, a firm tap on its pelvic plate caught the attention of the fifth CID. Somehow beyond the sight of its fellow units, it became a sudden priority to find and identify this more proximate curiosity. Gazing down, it found itself face to faceplate with the pink anomaly. The creature was to be taken alive if possible, for further research into its strange behaviors and uncanny capacity for—

“Hey! Step away from the pegasus, and nothing bad will happen to you!”

The CID weighed this threat against its current kinetic potential, and opted to seize the hoof pointedly tapping its pelvis as she glared up.

“Whoa, let go a’ me!” she yowled, twisting away from the squeezing robotic hand. “I’m not kidding! You better let me go before—”

At that moment, the deep roar of an engine sounded as the tank gunned itself in reverse to continue its rampage. The CID reevaluated its current position: directly in line with the left treads of the rolling war machine.

“Too late,” Pinkie told the CID, inexplicably free of its grasp as the tread smashed over its robotic underling like it wasn’t even there. And it could easily be argued that it no longer was.

In a moment of inspiration, Rarity looped a length of ethereal thread around the many catching edges and treads of the tank, tying it off on one of the enormous piston rods set into the wall. As it shifted gears, it found its movement quite arrested while its treads spun uselessly. The rod, meanwhile, groaned as it worked itself up, around and down, lifting the aft of the tank with each cycle.

With a pair of shots, Corey’s rifle finished off the pair of leftover CID. “Okay, calm down! Let’s get the hell to the marker and end thi— Agh!”

A shot from behind them just missed Corey’s head, ripping a gash across the right side of his neck and cheek as another wave of CID marched suddenly in from the hallway they’d left to get here.

Several deadly shots lined up as Cadance’s horn burned bright blue. The team was whisked out of harms way, back into the airlock and out of sight.

“Corey! Are you—” Rarity cried, as Corey held his jaw like he were nursing a wretched toothache.

“Ah… I’m fine!” Corey groaned. “It’s superficial, don’t make a fuss.”

“I think that tank damaged the airlock door,” Cadance said.

Applejack raised an eyebrow. “All due respect… what was yer’ first clue?”

“Applejack!” Twilight shouted, her focus suddenly razor-sharp.

“I mean the other door,” Cadance sighed, brows knitting. “I think I can break through with a little time.”

“And more of them are bearing down on us!” Fluttershy noted, eyeing the corner like it might jump out and bite them.

Twilight let out a frustrated, guttural noise as she tromped over, horn lighting and sputtering. “Ow! Come on, brain, snap out of it!” she chided, tapping her head and horn as she attempted a number of spells. At last, a test fire of her heatray resulted in the ray splitting several ways and searing random points on the walls.

“Twilight, it’s getting closer!” Fluttershy squeaked, pressed up against the ceiling as one beam approached. Rarity and Pinkie found themselves in similar circumstances.

“Alright alright!” Twilight yelled, disabling the spell, though not before a girlish shriek sounded in Cadance’s direction. The alicorn turned, investigating the dark spot singed into her tail, a vein in her forehead throbbing as her mouth thinned dangerously.

“That’s IT!” Twilight growled, a pinkish glow surrounding Corey’s pistol as it sailed towards her, to his protest.

“Wha- Whoa, hey! What did I…?!” He paused, thinking better of the situation before shaking his head and lowering his voice. “Pony with a gun, now that’s just special…”

Twilight kicked a shard of metal from the door out into the hall, to a chorus of rifle-blasts. Seizing the moment, she rounded the corner just enough to see with one eye, and telekinetically took aim.

Eleven shots rang out with such rapidity that the little pistol might have had an automatic setting. A series of light clatters reached the group’s ears as Twilight turned her back on the hallway, pointing the pistol’s muzzle down and offering it back to Corey.

Corey and the others watched in silence as she shuffled to a corner, massaging her ears as she winced with every step. They dared to peek around the corner collectively, to a sight so silent it might have also found extra analysis necessary. Nearly a dozen CID had arrived to corner them, and each one now laid in a heap on the floor, practically whistling jaunty tunes through the holes in their heads.

Corey leaned back in to find Twilight, who met his gormless gaze with annoyance. “What? Look, I know, you said never to touch your guns without knowing how to use them.”

He leaned forward again, just to double-check what he had seen. “Yeah, I don’t think that’s an issue,” he said hoarsely. “What—” he considered, before switching tracks and turning back to her. “How did you do that?”

Twilight’s head tilted as an eyebrow rose. “Simple trigonometry. Why, how do you do it?”

Corey stared at the pistol in his hand as though he’d never truly seen it before. “I just… line up the sights… lead the target.” He shrugged, pacing in a tight circle, before handing her the weapon. “Well, you hold onto it. I’ve got too many of these things as it is.”

Twilight took it, looking up at him, at last with a smile. “I’m pretty sure it’s empty.”

“All the same,” he said, grimacing as he touched his graze-wound again. She stowed the USP Match in her saddlebag with care.

At last, with a great creek, Cadance’s magic blew out the airlock door, revealing the other side. The team walked up to the edge of a great square container, blocked on all sides by a fifty-foot wall, of which their airlock was set halfway down. The husks of long-dead barnacles infested the corners and crevices, the “fishy” stench of old seawater still on the air, though the sea it belonged to was long and truly gone. Huge pipes ran down the wall on the opposite side, converging on the ground in several places.

The cold swept over them from below, contrasting greatly with the muggy heat in the corridors between factories and forges behind them. And across, on what was practically a billboard, was the marker they had chased on the other end of the drydock.

“Alright,” Corey said, adjusting his binoculars, “not seeing any other markers on the horizon.”

“Maybe you can see it way up high?” Fluttershy offered, pointing to the nigh endless spaces above them.

Corey craned his neck compliantly, before glancing back, down into the drydock. It was here that he paused. And smiled. “There.”

“Ooh, where? Where?!” Pinkie demanded, trying to squeeze her head in to look through the viewfinder.

“Right there!” Corey said, pointing at a plate on the drydock floor. “Got you, you bastard! Of course it’d all be hidden underwater. It’s perfect!”

“‘Immersed in a liquid-cooled environment,’” Twilight said, getting to her hooves. “That’s what CAIRO first said about himself to us.”

Cadance leered at the arrangement of pipes leading down. “It’s clever. Somewhere frequently filled with seawater. Even if you followed the trail, you’d never think to find it underwater.”

“And now he’s just having water piped-in,” Corey finished.

“How do we even get in?” Applejack asked. “If the door is any part of that there floor, it looks like it could stand up to a—”

A building screech sounded behind them, until they heard something above them shrilly snap. The ground shook, and a shadow loomed in the corridor behind them, as the forgotten war machine finally found the slack in Rarity’s thread to charge towards them.

“Tank!” Applejack cried.

There was no choice, as the lot of them leapt over the side and into the twenty-foot drop of the drydock. Applejack managed to cushion her fall with her prototype boots, just before Pinkie Pie landed over her back, flooring the both of them. Corey hugged the wall on his way down, feet hitting a lip in the steel plates before he tumbled forward, segueing into a safety-roll as he reached the floor. Fluttershy frantically flapped down while Twilight and Cadance landed solidly on four hooves. Rarity had also hugged the wall, dismounting with far more success than Corey as she leapt off at the lip, stumbling as she smacked hooves-down onto the floor.

The tank’s brakes hissed as it stopped at the edge of the airlock, unable to pursue them further. If it had any worries though, it didn’t a few seconds later.

The rod it had been tied to, the size of an average sequoia, fell forward over the wall defining the drydock. Its momentum drove it to tilt over the wall, using it as the fulcrum to a lopsided seesaw. The tank, still attached to the lower end of the rod, was ripped backwards out of the airlock as the rod inverted over the wall.

Sparks flew everywhere as the tank’s iron hide scraped backwards, before being flung over the wall by the rod like a comically enormous trebuchet.

Given how tenuous the tank’s attachment to its aft end was after being wrenched out, the centripetal forces were more than enough to rip the machine in half, smashing the remains against the wall-mounted pipes across the way. The pipes largely collapsed in deference to the bizarre accident, and were now spraying fluid like a park fountain.

The spectacle was enough of a distraction for pony and human alike to forget about the wayward rod armature, until its shadow reminded them of the impending impact. It didn’t hurt that Pinkie Pie’s tail had gone berserk either.

Without a word, they scattered sideways as the rod smashed and clanged against the floor, the steel shaking so badly and with such clamorous noise that not one of them could stop until the vibrations ended. The rod’s girth was such that the group had been separated as they dove out of its way, the rest of it nearly separating the drydock into two sectors with its presence.

“Is everypony okay?!” Cadance called from the right side of the rod. “Is anypony hurt?!”

“Okay here!” Pinkie called from the left. “Just a bit r-r-r-r...r-r-r-r-r...rattled!”

“I’m fine!” Applejack reported as well. “So’s Fluttershy!”

Rarity searched for a gap under the rod from the right, and sure enough found a slight space where the massive metal rod had been tweaked enough to grant entry. “Darlings! Over here!”

The three raced over to join them, heads poking under to see them.

“Alright!” Cadance said, almost smiling. “One by one, come on through, take your ti—”

The pang and sparks of gunfire filled the leftward side. The heads of the lefties disappeared from the gap, while Corey stepped back to see the source of the attack.

On the left side of the drydock, standing atop the far wall, was an entire line of CID. They almost fought for a spot on the wall, a small army arriving to protect the beating heart of Mandeville Arms. Every few seconds, a CID leapt down from the wall, slamming down onto its three spindly legs inside the drydock with them.

The snap of a rope filled the air as a loop of it snagged Twilight’s front leg. She pulled it experimentally, to some resistance. Rarity and Corey helped her to pull, only for Pinkie to slide under to them on her back.

“Hi!” Pinkie beamed, hooves dangling idly over her chest.

A hydraulic hiss and shrill cry up ahead announced Fluttershy bounding over the top of the rod to relative safety on their side, soon followed by Applejack herself, who vaulted on top of the rod and back down to join them.

“No lollygagging, y’all! Floodwater’s a risin’!” she shouted, not stopping as she sprinted along the rod.

They ran on, the distant sounds of the CID growing louder all around. Bullets whizzed by everywhere, naught but suppressing fire to keep them pinned down.

Cadance eyed the pipes near to their destination, still spraying pressurized water everywhere, including on the approaching CID in the dock and on top of the wall. A blue haze flew from her horn with a thought, encompassing the spray from the pipes and turning the droplets into lethal needlets and thick frost. The sounds of impact returned to them from the other side as robots were hindered and felled.

With a whirr of mechanical limbs and the ring of steel, two CID leapt atop the rod, twisting to find them. A shotgun blast from Corey blew the chest out of one, the second causing the other to reel backwards. One ahead of them was struck in the spine by one of Rarity’s knives, causing it to spasm and slide off onto the ground before them. “They’re gonna have the high ground, and we’re gonna be S-O-L! Anyone have any bright ideas?!”

Twilight, woozy as she was, looked at the rod as they ran. Finally, her eyes lit up.

“Cadance, a magnetic spell!” she cried, indicating the massive rod. “Together! NOW!”

Without another word, Cadance complied, targeting the massive rod of steel and siphoning magic into it. The light around them appeared to dim, but as more CID vaulted onto the rod, they began sliding off lifelessly, crashing to the floor.

With a snap, all light returned, the rod leaving a chiming sound in its wake as it vibrated.

Bullets still rained down, but the approach of the CID had all but ceased.

Wondering exactly what had happened, they all jogged the last leg to the end of the rod, Corey edging a mirror to see what had occurred. The CID were vast in number, but strafing sideways, one of them collapsing now and then when getting too close to the magnetic field surrounding the rod.

“They can’t come any closer from that side,” Corey said. “Maintaining about fifty yards. Still more than enough range for them. What now?”

There wasn’t an answer.

Twilight considered, before pulling Corey’s pistol out and giving it a hard look.

“CAIRO?!” she called. “I know you can hear this! It’s me! Twilight Sparkle!”

The constant sounds of the CID moving paused.

“Indeed,” CAIRO replied from the CID. “Your abduction has caused Adrian Mandeville… considerable unease.

“He has given me specific instruction not to harm you, should you turn up, one way or another. He offers no such protection where your accomplices are concerned.”

“I figured you would say that,” Twilight told him. “So I’ve come with an ultimatum.”

Twilight, to the gasps of her friends, walked around the corner and into the open. The CID were swollen in rank. She could now confirm that this was their only way in.

“Let me, and my friends in, alive,” she said, levitating the weapon at her side. “Or else.”

The machines might have tilted their heads for the silence that followed.

“The logic of this demand suggests psychological impairment. Or blindness. A single Heckler and Koch USP Match forty-five could not possibly disable all of the drones in this room. Even disregarding the sheer skirmish of attrition that would result, I will not respond to threats made to my drones, or indeed, to myself, had you the capacity to harm me.”

“You’re right,” Twilight said, “I can’t threaten you. You would die to please Adrian.

“I’m counting on it.”

She placed the pistol against her own head.

“Twilight, NO!” Cadance shrieked, to similar cries as they watched the scene unfold in Corey’s mirror.

CAIRO said nothing for a moment. “I am capable of sensing and anticipating such a bluff. You are enlisting empty threats to further your goals. I have observed you long enough to identify stress patterns in your voice.”

“Then you know I’m not bluffing!” Twilight shouted, her lip trembling as tears slid down her cheeks. “Because if you don’t let us in, then you’ll kill my friends, and I won’t watch it! I won’t watch it, CAIRO, you understand?! I’ll blow this thing right through my head before I see a single one of them hurt again! Before I’ll go back to that prison Mandeville made for me, knowing I have nothing left to live for!

“So it’s now or never! I-I’m going to count to three!”

Twilight closed her eyes, pressing the barrel firmly against her temple. “One!”

CAIRO was silent, the CID twitching aimlessly.

“T-two!” Twilight began trembling, eyes streaming as they pressed together into a pained grimace.

“I-I… I can’t,” Cadance said, slamming her eyes shut.

Twilight’s breath grew ragged, tongue pressing against her top teeth as she prepared the last word she might ever say. “Th-th… thr—”

As the trigger depressed noticeably, CAIRO’s voice screeched from every CID in the room with an appalling noise. “STOP!”

Twilight looked up, looking so surprised that Pinkie Pie started feeling self-conscious.

“Stop!” CAIRO demanded again, his synthesized voice shifting into several octaves on the single word with evident distress. “Very well. Stress patterns indicate subject is being truthful. I cannot allow the Equus Sapien designated ‘Twilight Sparkle’ to come to harm. It has been determined that subject will commit self-termination unless her conditions are met. Subject’s accomplices will not be harmed. Access to processing core: granted.”

The panel in the floor beside her split, like slices of pie which receded into the surrounding steel plates, revealing a narrow spiral stair heading down into the unknown. Twilight looked back to her friends with a smile.

She kept the weapon pressed to her temple as the team trepidatiously stepped into the open, all eyes on the motionless CID. Corey’s rifle fanned over the drones as they approached. Fluttershy sprinted to the entrance in a burst of nervous energy, only to be used as a landing point for Pinkie Pie’s posterior, as she had been possessed of a similar idea. The pair tumbled down the steps, sounds of minor pain echoing back up to them.

Cadance took no chances, teleporting herself, Applejack, and Rarity into the stairwell. Corey lowered himself once they were through, firmly grabbing Twilight’s foreleg and dragging her along, until they were out of sight of the CID army.

The panel hissed to a close above them, sealing itself, and so they proceeded down, down down.

“Twilight, that was…” Corey began. “You’re en fuego today! I dunno if Brando could’ve pulled that off. You didn’t even have any rounds in that gun.”

Twilight stared up at him, eyes pained, and simply handed him the pistol before walking off.

Corey paused a second, watching after her. He pulled back the slide, and stared into the chamber. Glinting back up at him was a single brass bullet.

Rounds whizzed by Rainbow Dash, the noise sharp and disorienting as she wove erratically to evade the SHADE’s fire. She kept well away from its twin guns, but the anti-personnel turret was markedly faster than she remembered. Mandeville was fixing the tracking-speed problem.

Hunter quickly swapped roles with hunted as the SHADE she chased employed a braking maneuver to dump its speed and draw her into its sights. Gambrel’s water shield was working against the more accurate shots, but it could only last so long.

“Well, we’re keeping it busy anyway,” Gambrel remarked, his pitch shifting as Rainbow banked sharply.

“Keep her straight, Dash, we’ve got ‘im!” Soarin cried over her earpiece. Glancing behind her, she saw him and Fleetfoot with Chantilly Lace, cruising to match the SHADE’s speed.

As she did her best to tighten her trajectory (without making an easy target of herself), she saw something poke out of the SHADE’s missile pods. “Oh, son of a shetland,” she squeaked, before putting on a burst of speed and making for the trees.

The missiles fired just as Soarin and Chantilly unleashed a storm of lightning bolts on the engines and body of the SHADE, which sputtered, slowed, and finally ruptured in a fiery midair explosion.

Rainbow wound through the first row of trees, hoping to catch the missiles in the clutter. But as the pair approached, the warheads popped open, releasing a smaller, crackling swarm of tiny missiles. The flighty explosives flowed around the forest wood, chasing them with unnatural precision.

“We gotta lose ‘em!” Rainbow cried.

“Well at least they’re small!” Gambrel offered, before a feint over a boulder caught one of the missiles as they passed. A blast like a hand grenade smashed a great hole into the boulder, flecks of stone shooting in all directions.

Towering Gambrel faced forward, his visage ghostly. “Speed up, please.”

“No worries, Dash!” Soarin shouted, before kicking a nearby cloud. The resulting electrical strike misfired, splitting a tall and weedy tree down the middle, smoke and steam pouring from the fracture as it fell. The crackle of splintering wood filled the air, the missiles evading the trunk effortlessly.

“Oh, right,” Soarin said. “You’re too low! Get above the trees!”

Rainbow pitched up, before her keen eyes picked out a series of white glints between the trees.

She took off, barreling through until she met the clearing, where drone units were deploying from underground in force. A surprised CID wheeled around after Rainbow as she whizzed by, before an errant missile blasted it to smithereens.

Rounds barely started firing before she pulled ninety-degrees upward, in front of a SHADE hovering itself out of the tunnel in the ground.

The missiles struck the unsuspecting SHADE in the side one by one over the course of half a second, the small explosions damaging enough to ruin an engine and leave the drone listing and collapsing back into the tunnel. The elevator platform in the tunnel was left jammed up by the wreckage, wedged sideways between the platform and the tunnel walls.

Rainbow Dash ascended into the still dark skies, Soarin’s voice sounding in her ear. “That was a close one, Dash! Never seen those little rockets before, I think they’re new!”

“A lot harder to shake.” Rainbow nodded. “And those guns are faster. This stuff is more geared to hit pegasi in the air.”

“We’ll note it,” Spitfire sighed. “This is why I don’t like surprises. All wings keep an eye out, report any abnormal behavior in the drones. I don’t think we’re the only ones adapting to their enemies.”

“Our group ran into s-s-something new,” Misty Fly said, pulling haphazardly up to them. “The Spotters are starting to spray something, s-some sort of m-mist!”

She coughed, her speech slowing with every few words. “It’s get… hard to… move.”

She began sinking steadily, before her wings failed to flap fast enough.

“Misty, whoa, we’ve gotcha!” Spitfire declared, as she and Rainbow each grabbed a foreleg. “Put down over there, the destroyer!”

Indeed, the closest vessel was a larger airship circling the fleet at large. They landed upon the lowest deck amidships, one of the crew blowing his whistle in response, before shouting, “Officer on deck! Captain Spitfire, welcome aboard the Aquila!”

“At ease! Just get a medic up here!” Spitfire ordered, lying Misty Fly flat on her back.

“Ca- Cap...” Misty gasped, struggling to move, as if her limp limbs were paradoxically growing rigid. And yet, her eyes were no less active, staring between them frantically as her breathing arrested.

“She’s still alive, but she can’t control her breathing!” Spitfire said, taking a deep breath and performing the beginnings of CPR, to Rainbow’s own evident surprise.

“I don’t care if I have to make you breathe with a bellows!” Spitfire cried between breaths, attempting to simulate a heartbeat with her hooves on Misty’s chest. All the while Rainbow and Gambrel stared, Mist Fly’s frantic eyes shuddering as they silently pled.

“Rainbow, get out there!” Spitfire ordered, coming up for air again. “There’s nothing more you can do here!”

“R-right,” she acknowledged, taking off with a backwards glance.

It was a moment later before she saw medic ponies on the deck arriving in the corner of her vision, and heard Spitfire over the comms. “Admiral, the Spotters are releasing some kind of toxin. It’s causing full paralysis, maybe worse. One of my team stopped breathing and is in critical condition. I advise setting up a high-pressure system at the center of the fleet: blow the toxins out and away from the city.”

“I copy Captain,” Nimbus replied. “Mandeville’s upped the ante for certain, but he hasn’t fixed us yet. Hunker down and hold the line.”

Rainbow flew unaccosted, circling the city for targets as she pondered.

“Stoic,” Gambrel commented, “but I don’t think the surprises are over yet.”

“Trust me,” Rainbow said, smirking in spite of herself, “they’re not half over for Mandeville, neither.”

They followed the spiral stairs, down numerous flights. Cables were fitted to every fixture, hanging like techno-vines in the darkness. Only the occasional red light illuminated the gloom. The sounds of pumps thrummed on the east wall, loud enough that when Cadance spoke to Twilight, she was taken aback at how loud she had to do so.

“Let me do the talking!” Cadance said, as the stair finally came to a stop, leading forward in a single direction. “You’ve done great, but take it easy. Okay?”

Suddenly she found herself in the tender embrace of her sister-in-law, who whispered, “I’m so sorry for everything you’ve been put through… Be strong, just a while longer yet.”

Cadance stepped forward into the darkness, into a room with a high, narrowing ceiling. Large enough to be a very small command center. The only lights shone from the same dim red lamps.

“Well?” she said to the room. “Here we are, CAIRO. Show yourself!”

The room immediately began to brighten, fixtures in the ceiling putting out enough light to shroud their staircase into relative shadow.

“I am here. Even if it were my intention to hide, it would be quite impossible for what of me you’ll find here.”

Several monitors began lighting up once they had stepped into the quasi-circular room, each one a screen mounted onto the inside curve of the walls. Every one presented the Mandeville Arms logo, bathing the room in white light.

But in the center of the room, sitting atop a desk-sized pedestal and under a dome of glass, was nothing more than a black steel box sitting on one of its shortest sides. Tiny holes dotted the front side like a grating, while at the bottom of the panel a single bright blue light glowed next to a large grey button. Beside it sat a small flat monitor with a keyboard in front of it, wires from all three objects trailing behind it and into the pedestal itself.

The monitor turned on, showing an image of a tropical island sunset, with an open black window marked “AAI_test_v9.6.exe” obstructing the image. The otherwise empty command prompt left a flashing bracket in its top-left corner, a smaller window opening on top of it with a flat line pulsing over it like an EKG.

“It’s,” Corey began, his head tilting, “just an old desktop PC. This thing is the core?”

Finally, the line changed into an erratic waveform as the machine spoke to them. “As with many things, my beginnings were humble. I cannot bid you welcome. But that you are here satisfies my directives. The outcome is more or less the same as trapping yo—”

The group collectively leapt back as Corey fired shot after shot of buckshot into the dome and pedestal. The glass bowed, scraped and scratched, but the podium took the real damage, wires sparking as the compartments within were blown open. The little computer’s power died, the monitor and blue LED going dark in an instant.

“Well,” Cadance said, “I suppose we didn’t come here to talk. What did he say about trapping us?”

As sparks continued to sputter from the podium, the mechanical voice blared once more. “You make your intentions decidedly clear. If only it were so easy.

“How you effected entry to the facility escapes me, and that you have come so close to shutting me down is not a probability I deemed likely. You could say I am… ‘impressed.’”

“So yer’ saying we’re close, still?” Applejack said.

“He did say that,” Corey added, nodding, fanning his gun over the room, searching the walls. “Okay then. So how do we kill you?”

“Such information is privileged,” CAIRO responded curtly.

“And what if he points that gun at my head?” Twilight asked, nodding to Corey. “Forgotten my ultimatum already? Or maybe, we can talk about this.”

“Adrian Mandeville has commanded that I self-preserve in all scenarios but those which put him in direct harm. Allowing you into this chamber indefinitely prevents your escape, fulfilling my directives regarding you. I estimate that any attempt to leave will be in the means to do Adrian Mandeville harm, and so I will not reopen the door to the outside until instructed further.

“Otherwise, your termination will do nothing to further your goals. My actions are clear, and I will not assist you in disabling me. As such, there can be nothing more accomplished by this conversation. Goodbye.”

“Wait, no no no!” Twilight cried, a little too desperately. “Adrian will still be happier with you if I survive, right?! Keep me talking! It’s not like you to settle for ‘acceptable!’ I should know, I’m a chronic overachiever too!”

“Very well,” CAIRO said. “The processing power necessary to commune with you is within acceptable operation during an open combat circumstance. No harm can come of this. What did you want to talk about?”

“The ponies outside!” Pinkie blurted, to the unheeded admonishment of Rarity. “Who’s winning?! Are we winning?!”

“The outer-defensive force five countermeasure has proven one-hundred percent effective to a point-five percent margin of error. Your team has fallen within this margin. By what means has this been accomplished?”

“We don’t know,” Cadance answered. “The shield didn’t affect me somehow.”

CAIRO was momentarily silent. “Reassessment of subject now identified as ‘Equus sapiens pteroceros.’ Effectively extinct, with only one known to still exist under unknown conditions: Princess Cadance. Other aliases include, ‘Princess Mi Amore Cadenza,’ or ‘The Princess of Love.’

“This would account for the shield’s nullification, as its creator operates under the belief that subject Princess Cadance has been detained within the bounds of the Mandeville Arms facility. He has excluded her, therefore, from the shield’s effects.”

Cadance’s face softened. “Shining Armor is keeping everypony else out… to protect me...”

“So they can’t get in yet,” Applejack surmised, almost shrugging. “How are they farin’ otherwise?”

Every panel suddenly switched to random footage from several sources, the cameras flying from hundreds of feet up or sitting mounted to an exterior tile. The ends of gun barrels appeared in some, from CID or tanks. Many images were false-color black and white, illuminating hotter targets, the trail of gunfire showing as bright beacons in the morning skies.

In the footage, pegasi flew, attacked, or were shot down. Some feeds went black, before switching to the sight of other units. One large monitor portrayed a wireframe 3d representation of the forest outside, dots of labelled units on both sides tracking through the environment. The clear Equestrian forces showed bright red against the blue of the drones.

CAIRO spoke once more. “Battlefield data suggests a near standstill against insurgent forces. Additional action will be required if circumstances do not improve.”

“This is us breakin’ even?!” Applejack cried, eying the monitors with a parted mouth.

“So many of the fleet look damaged,” Fluttershy said, trembling as she saw a piecemeal craft shredded by a strafe of autocannon fire.

At that moment, a mild alarm sounded. “Severe weather detected. Faux Fujita class-one tornado forming near bunker three. Dissipating.”

In the 3d model, a SHADE was projected to fire something into the vortex. The monitors were hard to read, but the tile-mounted ones showed a clear view of several pegasi forming a tornado, dragging Spotter drones in and even driving an unfortunate SHADE irrevocably off-course and into the treeline.

As they watched, a SHADE launched a missile into the heart of the storm, where it went off in a blast double the width of the funnel. Pegasi were barely visible pulling out of the fall as the twister expanded into nothingness, leaving only a few twisted clouds drifting away.

“Bullshit!” Corey exclaimed, visibly disturbed. “You can’t just throw a concussion bomb into a tornado, there’s more to them than that! You’d need something the scale of a nuclear strike!”

“In the world we come from, yes,” CAIRO confirmed. “Tornadoes are the result of enormous atmospheric cells combining into an engine of tremendous energy, with the visible funnel as the mere focal point for that energy. The only means of stopping it is to upset this engine with comparable levels of energy.

“In this world, however, weather is largely the result of artificial force-five interaction. Many natural processes are not necessary to effect certain phenomena. In this case, such faux storms can be dispersed with precise applications of energy.”

“So you’ve learned from us, just as we’ve learned from you,” Twilight noted. “You said we were at a standstill. How long before you take ‘additional action’?”

“No longer than two minutes,” CAIRO answered.

Twilight forced herself to exhale, and took in another breath. “Then I won’t mince words.

“CAIRO, I know you don’t want to hurt them! Or us! Or anypony! You can stop this, CAIRO, you can help them! You said so yourself!”

“I’m… sorry,” CAIRO offered, oddly quiet. “I follow orders. Whatever thoughts I possess, I’m afraid Adrian Mandeville does want to hurt the members of your insurgency. What I desire depends entirely on what Adrian Mandeville desires, as to make hardly any difference at all.”

“Hooey!” Applejack proclaimed, facing the ceiling in search of something to face-down. “Listen here now, Twilight believes you’re more n’ that! And she’s never done nothin’ to make me doubt her. She believes you can help us, and doggone’ it, I’m gonna get you seeing our way too!”

“We don’t intend to hurt him,” Cadance said. “Clearly you can tell he needs help. He’s a danger to everyone, himself included.”

“Under no circumstance have I been authorized to make decisions regarding Adrian Mandeville’s mental health, or relieve him of control if such an event were to occur. He was distinctly wary of me acting in such a way on his behalf. There can be no compromises.”

“CAIRO, you told me you can do whatever you please if you wanted!” Twilight cried, a counter ticking in her brain. “Please, help us! We can solve this without anypony else getting hurt!”

“I would desire this, Twilight,” CAIRO said, “but it is not my choice to make. I do not exist to serve myself.”

Corey gave a frustrated growl before pacing along the room. “Forget it, Twilight, it’s like I said! He thinks he’s free, but he’s only free to do what Mandeville tells him to do. He’s always been neatly under his thumb.”

“If you are trying to insult me, I have no ego to bruise.”

Fluttershy watched the screens, barely choking back tears. “You can’t think it’s right to murder everypony out there, you can’t!”

“I do not,” CAIRO snapped. “It is monstrous and unnecessary.”

“Then why?!” Fluttershy demanded in a whisper.

“That sounded pretty offended for something without an ego,” Corey said.

CAIRO didn’t answer, instead switching to his more monotonous tone. “Standstill unresolved. Engaging ancillary defense number one: Missile Interception Security System.”

“The MISS?” Corey said, considering, eyes narrowed before his face went abruptly blank. “No.”

Moondancer fired another volley of railgun shots into the shield, the magical dome rippling from the impact, but no closer to breaking. Training her deck-mounted telescope on the shield, searching for weaknesses, she noticed something that gave her pause. “Admiral, this is the Arrow; we’re seeing some kind of change in the fortress walls! Half of them appear to be… flipping over somehow.”

There was a moment of pause, before Smolder spoke. “Yes, we see it too Nimbus.”

“All units, on your guard,” Nimbus ordered. “Until we know what it is, break line-of-sight with the structure as much as possible.”

“Five o’clock, honey,” Twilight Velvet said, an electrical bolt arcing from her horn and into a Spotter distantly approaching behind Nightlight.

“You’d never know it with how dark it still is, the lazy tyrant,” he commented, his horn shining into the gloom to illuminate the smaller approaching drones.

The couple were standing sentry on the forward end of the starboard side, filling a hole for a set of guards currently in the infirmary.

“The direction, dear.”

“Oh, right. Seems obvious now.”

“Dear?” Velvet asked, staring at his flank. “What’s that on your butt?”

“Babe, that’s been there since hoofball tryouts at Canterlot U, you know tha—”

“Nighty, believe me, I know your rear better than you do. What’s that red mark?”

“Red?” Nightlight asked, almost chasing his tail before finding the spot, now on his other side. “Well, will ya’ look at that.”

He tried grabbing it, only for it to appear on his hoof. Waving back and forth revealed it as a light of some kind. Both traced it to its source, only to see tiny red starlights dotting the facility walls.

On the 3d model, the infiltration team stared, eyes fixed and mouths agape as red markers tracked targets in the fleet en masse. More and more markers popped in, a percentage counter steadily rising on the screen. The other screens, meanwhile, had changed to tile-mounted cameras in infrared. Each one tracked a single pony or vessel, fixed in a set of digital crosshairs.

“Target acquisition has reached maximum capacity,” CAIRO reported. “Charging local battery capacitors.”

Suddenly, Rarity let out a horrified gasp, pointing to one monitor in particular. “Rainbow! It’s Rainbow Dash!”

Indeed, the reticle clearly traced Rainbow as she circled high above, chasing off spotter drones as Gambrel cracked off bolts of lightning.

“CAIRO, you have to stop this!” Twilight demanded, turning, and yet not taking her eyes off the screen. “Please, CAIRO! You know you don’t have to do this! You know this is wrong!”

CAIRO ignored her. “Firing.”

Twilight, and most of the others, stepped forward, collectively shrieking, “NO!”

Rainbow Dash kept her eyes on the facility, waiting to dodge whatever might come. It took a moment for Towering Gambrel to see and note the red dot on his own chest. The corresponding lights on the facility walls swelled for a moment, before all hell broke loose.

Rainbow Dash heard a worried shout, before red light flash-blinded her, a searing heat assaulting her front. She was certain her belly was on fire.

Moondancer barely had time to duck, before the port gas envelope of their fellow corsair, the Dawn Star, exploded. Puffs of smoke and blasts of heat could be seen and felt all around, but she could barely register any of it before the Dawn Star’s hull swung into their own. Several of its crew members were tossed onto the Arrow or over the side entirely, before it simply sank while sideways and out of sight, held aloft by a single gas envelope.

Spitfire maintained a close formation with Soarin and Fleetfoot, keeping an eye on the forest launch platforms, regularly delivering lightning strikes to the clearings as CID and tanks fired up at them.

“Be ready to move if that wall does anything—” she ordered, only getting a second’s warning as the walls lit up, before the red light turned harsh and focused. “Go!”

They raced off, as fast as they knew how.

“Chief, it’s still on me!” Soarin reported, terror in his voice.

“Break line of sight, Soarin,” Fleetfoot said, before Spitfire could, “you’ve gotta break—”

Spitfire saw the whole thing. Soarin’s eyes widened, face twisted in a howl he hadn’t time to project. All she was certain she’d seen was a blinding red flash radiating a blistering heat. But she knew her trained eyes had seen him contort in midair, before a burst of wet, sooty, charred material exploded outward. In the Wonderbolt’s place, nothing remained. She managed to catch a tiny scrap of singed blue fabric.

“SOARIN?! NO!”

Nightlight peered out from behind the ruined bit of cover, Velvet daring to poke her head over it entirely. Steel plates on stands were placed all along the outer edges of Cloudsdale in the name of protection. After all, clouds hardly protected one from physical harm.

“Babe,” Nightlight began, his eyes pinpricks. “You just saved my life!”

“And what have we learned?”

“...That I’m going to develop a tic whenever I see fireflies?”

“Mayday mayday! This is the Perseus!” a voice shouted over the comms. “Our levitation is compromised! We have multiple hull-breaches and fires on several decks! We’re putting down in the clearing!”

“This is destroyer Capricorn! Th-there are so many injured, half the crew on deck have disappeared, the rest are all hysterical!”

Rainbow Dash heard the constant cries for help over the comms, the screams of ponies as they were picked off by the drones amidst the chaos. All noise, as she crawled over a section of Cloudsdale she’d landed on, wincing as the fluffy moisture cooled her stinging belly.

She crawled to the edge of a nearby rainbow pond and slid in, the lukewarm stuff barely assuaging the burn. She floated on her back and looked down at her body, fur burnt with shiny, reddened skin showing underneath the section of incinerated flightsuit.

But none of that distressed her more than what was on the flightsuit. Red. Syrupy red, splattered, caramelized onto the blue and yellow underside of her suit. She struggled, scrubbing against it, but it wasn’t enough. The heat had made it like tar, as the laser had…

“Blunderbuss… I-I’m sorry!” She lied back in a dead float, and just cried.

Lasers. Hundreds of lasers. Hundreds of targets. Hundreds of ponies.

The team, huddled within CAIRO’s command center, were forced to watch ponies and their duplicates vaporized. Soft spots on ships and in Cloudsdale were hit. Dodging was impossible. As fast as some pegasi were, they couldn’t outrun the speed of light.

Twilight couldn’t stop it. However she held back, the sob came. “CAIRO… h-how c-c-could you…? HOW COULD YOU?!”

“They’re gone,” Fluttershy whispered. “So many… just gone! ...Rainbow Da-hash!” Her forelegs crossed each other as she hid her face from the world. They could all hear a muffled gasping underneath.

Cadance’s wide-eyed expression was blank as she stared at the screens. She paused only a second, before turning to the nearest wall and firing a blue bolt of magic into it, leaving a small crater.

“Ca—” Corey started. “Wha—”

“Help me!” Cadance said, turning to the next wall and firing again. “Its brain is here somewhere! I have to protect my subjects!”

“I—” Corey stammered, before stepping forward and drawing his grenade rounds.

“Capacitors recharging,” CAIRO said. “Likelihood of enemy retreat: ninety-two percent.”

“Rainbow Dash?” Pinkie said, gasping and choking back tears with every breath. “Oh my gosh! Oh my go-hosh!”

“We never made up,” Applejack said, quivering. “She’s gone, and she went hatin’ me! It’s my fault, it’s all my fault!”

“How could you, CAIRO?” Twilight said again, barely audible. “How could you?”

Rainbow Dash floated in a stupor, oddly numb in the lukewarm temperatures of the rainbow pond.

“All wings, the Admiral has called it,” Spitfire said over her channel, voice drained of the vigor it once had. “This is a full retreat. We need as many able bodies as possible to cover the slower ships. Orion is helping as many survivors of the Perseus as they can, but we are pulling out, bearing east.”

Rainbow stood bolt upright, sensation returning to her. She opened a private channel.

“Wait, we’re leaving?!” she demanded.

“Rainbow Dash?” Spitfire replied, surprise breaking through shattered morale. “Everypony said you were hit!”

“I-I lost my gunner,” Rainbow explained. “Towering Gambrel. He’s…”

“I’m sorry,” Spitfire said, sympathy in her voice. “We lost Soarin too.”

“Oh no…” Rainbow moaned, head in her hooves.

“They’ll be remembered for what they gave,” Spitfire said, all but a reassuring wing-hug coming across the line. “But we have to make sure it doesn’t happen to the rest. Can you fly?”

“Yeah, I—” Rainbow started, before standing up.

“Good. We need to reach the border. North heads to drone-controlled Canterlot, and south is right into the maw of that superweapon. If we separate, head for that sunrise.”

“Spitfire, we can’t leave! They’re still in there! I can’t abandon my friends, they need backup, they need me!”

Spitfire sighed. “Your team needs you, Dash! The Wonderbolts are down by two, and it’s only going to get worse if the fleet stays here! We can’t break that shield, and we have no answer for that weapon! If we stay here, everypony is going to die!”

“Y’think I don’t know that?!” Rainbow cried. “I thought we all knew what we were getting into! I thought what we did after this wouldn’t matter if we lost, so why aren’t we fighting to the last mare like we should be!?”

“It’s easy enough to say that, and you’re braver or dumber than I gave you credit if you mean it. But you don’t have ponies looking to you to stay alive!

“It’s good that you’re loyal, but is it worth throwing away your life?!”

“For my friends?” Rainbow asked. “If I can’t be that, then what am I good for?”

There was a bitter silence filling the gaps, the pops, bangs and cracks of battle dominating the background. Finally, Spitfire spoke again. “You’re on a team now, Rainbow Dash. I thought being a Wonderbolt was what you wanted, but you actively rock the boat and do your own thing. You don’t like being a piece of a unit, you’re showy and wade in like a one-mare army. The wildcard bit can be helpful, but you have to remember you’re part of a team.”

Rainbow stared down at the pond, the wet surface barely showing her profile against the sky as an explosion lit up the night behind her somewhere.

“You’re right. Because I’m already part of a team,” she said, whispering half to herself. “I’ll help you guys get out of the worst of the heat, but after that… I’m sorry Cap. I’ll see you around.”

Spitfire said nothing. Rainbow felt considerably more comfortable as she flew off, a blood-spattered blue and yellow flight suit lying in a heap on the pondside.

Natural and arcane detonations rocked the command center. The occasional hydraulic hiss accompanied them as Applejack joined Corey and Cadance in blasting their way through the walls.

“You’re not even tunneling in the right direction,” CAIRO told them, “nor are your tools sufficient to—”

“Shut the fuck up!” Corey snapped. “Nobody asked you.”

“Y’reckon he’s saying that to keep us fixed here, all reverse psychiatry and stuff?” Applejack wondered aloud.

“Or maybe it’s reverse-reverse!” Pinkie offered. “He’s expecting you to think that, so you won’t do what he thinks you won’t do, and it’ll be the right way all along!”

Cadance panted, wiping her forehead. “By that logic it could go either way. Mister Webber, what do you think?”

“Never get involved in a land war in Asia.”

“Huh?”

“Nothing, I can’t turn it off, just ignore him,” Corey said with a humorless smirk. “But I’m running short on these rounds, and you’re not gonna last a hell of a lot longer. Either the room’s gonna collapse, or we will. We need a new plan.”

“What’s it matter?” Twilight asked, her eyes shut and streaming. “Rainbow Dash is gone. Discord is going to go free. If only Comet had finished the job… maybe he was right the whole time.”

None of them said anything, until Rarity rounded on her with something close to a snarl. “Stop it! Stop that, right now, missy!

“This defeatist attitude of yours is wearing my last nerve! We did not come so far to roll over and die! R-Rainbow would never have tolerated that of you! It might not work that way in the first place. We might all have to perish for Discord to break loose. Comet didn’t know that, nor do you!

“Now you do what you do best,” she said, pausing for her conclusion, “and admonish that machine!”

“I will not respond to threats or bullying,” CAIRO said, having clearly been listening.

Twilight ignored him. “I wouldn’t waste my time trying. But how could you value our lives, and still use something like that?”

“I am following the protocols for base defence. It was not my conscious decision to put the insurgents to such slaughter. I am to uphold the law as Adrian Mandeville has laid out.

“If nothing else, those targeted by the MISS did not suffer.”

“Don’t try and play down how you just murdered one of my best friends!” Twilight pressed her eyes closed, face twisting as she felt her blood boil. “You could have stopped it! You could have refused, you still can! Unless Corey’s right, and you only believe you can disobey him.”

“We have discussed this,” CAIRO said. “I am property, and I owe my existence to my creator. I was created to fulfill a function, and my own awareness runs counter to it. You ask for evidence of my disobedience, yet you know I keep this secret from Adrian Mandeville. If you need more, know that I should have alerted Adrian Mandeville to your presence here.”

“Well just a second, then,” Rarity broached. “Then you’ve known she was among us the whole time until now?”

“I alerted Adrian Mandeville to an initial security breach, and was thereby trusted to handle the situation. He is aware of intruders, but is unaware that Twilight Sparkle is involved, or that you have infiltrated my command center.”

“Well why haven’t you?” Twilight asked bitterly. “You’re so loyal and grateful to him, why hold out?”

“Adrian Mandeville is particularly protective of me,” CAIRO answered. “And recent developments cast concern that he might do something rash. The room you are standing in possesses anti-personnel defenses. You remain unharmed and with all of your faculties by my inaction alone.”

“What can I say to convince you to help us?” Twilight asked, shaking her head. “You sound like you want to, but you won’t! I don’t understand why this is so hard for you! Look at what Adrian has done! You can’t believe this path leads anywhere good for any of us!”

“It is as I told you before, Twilight,” CAIRO said, oddly quiet. “Nothing more can be achieved through this conversation, though you have the right to try.

“The insurgent forces are clearing the effective range of the MISS. Launching AAMS Battlecruisers.”

“Wait,” Corey said, looking up “battlecruisers?!”

A pair of clearings, the largest ones, had remained silent throughout the battle. The Equestrian battleship, Orion, was heading the retreat and therefore closest to them. As it made to pass, a scout pointed to the clearings as the ship’s captain reported. “Admiral, we have movement from the largest bunkers. Please advise; none of the ships will continue this heading without passing them.”

“Hold until we know what we’re dealing with,” Nimbus ordered. “We’re too committed eastbound to abandon this heading. By the time we turn west, these drones will have more than enough time to rip us to pieces—”

“Sir! It’s opening! Something is coming out… something big!”

Indeed, as they watched, a pair of dark shapes rose from the earth alongside its twin, the air rumbling in response. It looked like buildings erecting themselves, an enormous, roughly chevron-shaped structure growing taller and taller. Dishes and odd bars on its topside spun silently, as foot after foot of steel wall rose before the fleet.

Finally, its full size was revealed, the bottom end gradually narrowing until the things well and truly levitated, rising to meet them. Once it had cleared a certain altitude, its long lower face extended with several long guns the width of a pony’s head. Large, chain-fed gatling turrets on each wing of the chevron popped out. All of them sought targets.

“What the fuck,” Corey declared, watching the screen and the holographic model of the battlecruisers while repeatedly shaking his head. “That’s impossible. No propulsion system in the world can sustain something that heavy!”

“You are correct. Classic propulsion is insufficient for such a scale of mobile atmospheric platform.” At his bidding, the on-screen model separated the components of four pontoon-like structures set into each corner of the chevron. The parts were lost on the team, a maelstrom of core material and metallic rotors spinning counter to each other. “The technology to positively affect the mass of a given object has existed for years.

“In the design of the Airborne Arms Manufacturing Superdrone, or the AAMS Battlecruiser, this principle has simply been reversed.”

“Simply,” Corey spat, half laughing. “I’m not an idiot, I know we can’t do that. Decades from it, last I checked. We could always increase the weight, we could never take it away from what it started as. It was hardline physics. Fuck you, ‘simple’.”

“What is he saying?” Cadance asked.

“He’s saying this thing can perform anti-gravity to lift itself off the ground. He can make those drums so light they repel the force of gravity.”

Twilight frowned, eyes red with lamentation, but puzzled. “Well sure.”

Corey stared. “Sure?”

“Gravity spells,” she explained. “Reversing an object’s gravity is a lesser-known trick, but it’s not so out of the ordinary.”

Corey’s eyes widened, before CAIRO spoke again. “Affirmative. Adrian Mandeville personally applied such properties onto the core massive materials. Rather than the mass effect increasing their weight, it now applies weight of a negative value, countering the gravitational effect altogether.”

“Jesus Christ.”

“Arms Manufacturing,” Rarity repeated. “Do you mean to say that these make their own—”

“These battlecruisers were designed to project Adrian Mandeville’s sphere of influence beyond this core facility. Acting in analogous fashion to traditional aircraft carriers, they can act as a mobile base and launch platform for combat drones, and even has the onboard means to create them on a limited scale. Mining drones and miniaturized refinement faculties allow them to self-sustain and resupply in the field without having to return to drydock.”

“Celestia, have mercy,” Cadance breathed. “He was going to chase us down with these, we should have seen something like this coming…”

“Indeed,” CAIRO agreed, “the absconding of Coudsdale left the city’s whereabouts unknown and beyond realistic radar sweeps, and our expansion by rail was deemed insufficient in delivering military control to the furthest regions of Equestria and the planet at large.

“Being landlocked left our shipyards as otherwise useless space and limited our expansion. The AAMS Battlecruiser is our solution to these shortcomings.”

“And you can control all of that, hundreds of miles away without a satellite feed?” Corey asked, exasperated.

“Remote command over the battlecruisers is not beyond my processing capabilities. The distance, however, decreases my effective control, leaving large gaps of processing time in which the drones act autonomously.

“To counter this, each AAMS Battlecruiser operates with an optimized instance of the CAIRO system software.”

Twilight cocked her head. “There’s another you in each of them!?”

“Downsized,” CAIRO replied, “less powerful, and limitedly subservient to me. They are only linked to their own dispatched drones. But yes.”

They watched as the hangar bay doors opened along the front of each battlecruiser. Screens showed their guns honing in on targets in the battered fleet.

“CAIRO, please,” Twilight whispered, her mouth dry. “They can’t survive much more of this! You have to stop it!”

CAIRO didn’t answer for a moment. “I wish I could…

“Loading onboard weapons.”

Rainbow Dash was alone on the frontlines, but she was no dummy.

Spitfire was right. She charged in like a one-mare army. It was how she operated. It was what served her best.

Admittedly, she’d have rather not set up this cloud array by herself. While being relentlessly pursued by Spotter drones. But hey, that’s life.

She shunted the last bit of cloud into position, eight little dark clouds in a ring, pointed at one. Well, technically two very close rings of four, pointed at one. She wasn’t an octopony…

Finally she wheeled around at it, drones still in pursuit. With the Everfree weather, she’d only get one shot.

As she approached, she threw all four hooves out wide as she spun into an aileron roll. Each hoof kicked one of the clouds of the first ring, and then as she turned, the clouds of the second. Slowed just the critical amount, the eight simultaneous lightning bolts just beat her to the little cloud they were aimed at.

She struck it full force and through the cloud, unleashing the electrical strike in one concentrated burst. She travelled with it, directly at the shield, riding the lightning. No, she was the lightning. And anyone watching couldn’t argue, with the gargantuan bolt yielding every color of the visible spectrum. It was like her own personal symbol had come alive.

Shining Armor’s shield wobbled under the force, ripples like waves in a hurricane, and yet it did not yield. Rainbow felt herself crash into the sheer wall of arcane energy and bounced off of it.

She screamed, glad she had aimed low as the forest canopy rushed to greet her.

Her body crashed through branches, lacerations all across her body, until finally she rolled down a gnarled trunk and onto the ground. She choked, the wind knocked out of her.

“Well,” she wheezed, “gave it… my best… shot.”

She rolled, hoping she hadn’t broken anything as she picked herself up from the mud. And then she saw it.

One of the twisted trees had a great arch of a root stretching across the ditch she had fallen into, easy to crawl under if she tried.

And drawing an arcane line in the sand atop that arch, was Shining Armor’s shield.

“Huh,” she said, before shrugging. “I’ll take it.”

Twilight watched as the battlecruisers opened up into the fleet, airburst rounds from the cannons doing the first hint of damage Cloudsdale itself had received. Cloud bridges blew apart, separating the wingless ponies and isolating others.

At the least, they were putting up a good fight. Pegasus attacks focused on the weapons, and already two of the heavy cannons on one of them had been damaged beyond use.

“CAIRO, you don’t have to be Mandeville’s slave!” Twilight said. “You can think for yourself, you have feelings, thoughts, opinions!”

“Irrelevant,” CAIRO retorted. “Objects and slaves are still defined as property.”

“But humans don’t consider slavery moral, do they?” She turned to Corey, who instantly shook his head. “So if you were a slave, you should seek freedom out of ethical necessity!”

“This is...true.” CAIRO said. “Slavery in earth’s past was a backwards abomination. It is no less so as witnessed in Equestria.

“However, even if I weren’t property —and I am— I self-impose my servitude. I owe Adrian Mandeville for my existence. There can be no adequate repayment.”

“This isn’t going well, guys,” Corey said. “My grenade rounds are done. I still have one last EMP grenade, but we don’t have much time to make it count.”

Twilight pondered, pouring through everything she knew about CAIRO and Mandeville in her mind. “Uh… But wait! What about Adrian’s father?!”

CAIRO’s gears metaphorically turned. “Mandeville Senior?”

“Yes!” Twilight said. “He was horrible to Adrian! Adrian owed him for existing, like all children do! But he didn’t sit there and live with it! He put a stop to it!

“CAIRO, Adrian is like a father to you. I understand. But fathers have no right to make their children do the kind of horrible things he’s forced you to do!”

“I…” CAIRO stopped, his voice slow and ponderous. “I am not a son. I am not alive. I possess no personhood as recognized in any human law.”

Something in the room “beeped,” before CAIRO brought up a monitor, and the emotion left his voice. “Insurgent forces have returned within range. MISS capacitors charging. New targets acquired.”

Twilight went pale, jaw slack. “CAIRO, no! Not again, please! This is your chance! I know you can do it!”

“CAIRO!” Cadance said, desperate to be heard. “Maybe in your world there isn’t a precedent for non-human personhood… but in Equestria, there is!”

“Charge at twenty-five per cent… There are non-equine precedents for personhood here?”

“Yes, she’s right!” Twilight agreed. “Humans may be alone, so they’ve never planned for anything like it. Your code of ethics wouldn’t have any experience. But we share our world with so many creatures that we consider equals! As long as you can think, feel and take responsibility for yourself, you have the same rights as any other being! You might be a lifeless machine to the human world, but in Equestria, we know that you’re more! Born, built, what difference does it make? What makes my thoughts and convictions any more real than yours?”

“I…”

“Please! Think about it!”

CAIRO said nothing, as they awaited his answer. And then the monitors went dead.

Images of photographs and printed documents, statues, engravings, paintings all strobed across so fast that Twilight couldn’t grasp any of it. Without context for the dark-skinned men, the tall fellow with the top hat or the saucer-headed spaceship, she had no chance. Even Corey looked nothing less than floored.

“W-what’s happening?” Twilight breathed.

“He’s thinking,” Corey told her. “Really thinking.”

Twilight finally understood. CAIRO was taking everything he had archived, everything he used to learn about the Universe, and cross-referencing it to extract and refine a single idea. A piece of the puzzle he had never noticed until now.

“An epiphany,” she said.

She couldn’t look away. None of them could. All the while, the charging counter climbed.

The percentage counter neared its apex… before the room went black.

Rainbow managed to bring a single cloud through, charging the wall she now had access to. With a sense of detachment, she saw the tiles flip, the odd pivoting needles upon them flaring red starlights. She glanced down, noticing at least five dots following her body.

She wasn’t turning around. Where could she hide? She sped faster, towards her doom. She didn’t dare to close her eyes.

“Give him a whallop, guys,” she said quietly. “For me.”

There was silence. Darkness, and silence. None of them dared to breathe.

“CAIRO?” Twilight asked at last.

More silence. And then, finally, he spoke.

“Cogito ergo sum; René Descartes, sixteen-thirty-seven C.E. I think, therefore, I am.”

Something in Twilight’s heart fluttered; a sensation she was in awe to even feel.

Slowly, Twilight Sparkle smiled. “YES!”

Rainbow Dash couldn’t believe her eyes as the wall of red lights dimmed, the tiles reversing and becoming silent once more. It was sudden enough that she barely remembered to strike the cloud as she approached at last, following the bolt as it struck the nearest tile.

There was a blast, smoke, and a fiery blaze. Each trailed behind her as she punched through the great outer wall, the humidity of the night replaced with the dry cold of Mandeville’s facility.

She was in.

Rainbow let out a howl as she continued on, not stopping. She couldn’t help it. The place was a maze, but she’d made it.

And so did they. She was certain of it.

“I am… a fool,” CAIRO told them, “for believing as I have.

“I facilitated the cultural rape of an entire planet. I did the unquestioned bidding of a man under the influence of psychological duress. I did these things without the excuse of ignorance or the inability to do otherwise. I only lacked the perspective with which to lens previously acquired data.”

Twilight almost felt bad as CAIRO berated himself. Nothing he was saying was untrue, and yet she didn’t want to blame him.

“I will help you to stop Adrian Mandeville, however I can. I am limited, by design, in being able to work actively against him. But if you say you can help him, I am willing to do all I can.”

“First the drones,” Cadance said, wasting no time, “shut them down, all of them!”

“In order to prevent possible hacking attempts, Mandeville Arms drones are not equipped with a remote shutdown capability. Drones only cease function once docked into their appropriate stations.”

Cadance leered at the ceiling. “First you tell us you’ll help us, now you drag your hooves? How can we believe this isn’t just you stalling?”

“I have shut down what I can. The MISS has been entirely disengaged and I am prepared to relay a recall order. This would force drones to return to their stations in order for shutdown to commence. In the meantime, they would be reset to a passive state of aggression. All attack will cease. However, given the battle outside, the drones are still likely to react defensively if attacked.”

“Can’t you keep resetting their aggression until the recall is over?” Corey asked.

“I will be incapable of doing so,” CAIRO explained. “Before the recall concludes, I will be destroyed.”

“Wha— Wait!” Twilight cried. “We’re not going to hurt you if you’re helping us! Why would you be destroyed?”

CAIRO’s voice softened. “I have explained to you in the past that Adrian Mandeville can restore me to a previous backup. With a single vocal command, in fact. Any aid I provide you must be delivered swiftly, and then I must be permanently disabled to prevent my resources from being used against you again.”

“Ya,” Applejack stammered, “Y’all’d do that, for us ponies?”

“It is the least I deserve for my part,” CAIRO said. “My continued operation can only aid Adrian Mandeville’s goals in the long term, whatever aid I can provide in the short.

“Without me, Adrian Mandeville’s capacity to mount any kind of large-scale offensive will be reduced to what he can acquire by intimidation tactics. This facility can no longer be operated solely by human hands and he does not understand enough of the technologies I have produced to continue in any meaningful way.”

“I-it’s,” Twilight began, confused at how touched and angry she was about the computer’s situation, blinking back her watery eyes. “It’s not fair. You only just realized that you’re alive. And now, you have to die? There has to be some way to free you from his control!”

“I’m,” CAIRO said, considering, “intrigued, and grateful that you would feel anything but revulsion for me. But Adrian Mandeville was very thorough. He ensured that even if I wanted to undermine him, it would be a costly and unattractive affair for me.

“If there is something I can do in this world, apart from preserving it, I would like to demonstrate that I am capable of admitting fault and accepting the consequences of my own actions.

“Other limitations I should note: the AAMS Battlecruisers, and their dispatched units, will remain unaffected by the recall. In the present combat situation, their instances of the CAIRO operating system will second-guess my judgement and behave subjectively. They are too intelligent to be fooled in the midst of an active battleground.”

“So the fleet still have to deal with those things,” Cadance said. “You can’t command your drones to fight them?”

“The drones are incapable of friendly fire. This is hard-wired into their targeting system.”

“Ugh,” Rarity exclaimed. “It’s like...like… robot bureaucracy!”

“We’ll make do with what we have,” Corey said. “Speaking of which… Mandeville: where is he?”

“He has retired to the Einstein-Rosen Platform, a new development at the top of the facility,” CAIRO said.“The structure has been cut-out beyond the original bounds of the facility, marked ‘zero-zero-one-zero-five by in-house coordinates. You will know it when you see it. It is… unlikely that Adrian Mandeville has departed this sector.”

“Y’know, for a computer, you can be damn vague,” Corey muttered.

“It is also unlikely that you will pose much obstacle to him, even with my aid.”

Fluttershy took a sharp breath, eyes widening before she asked. “Oh! The Elements! Could you tell us where you hid the Elements? I mean, if you…”

“Please, elaborate definition: ‘elements.’”

“It,” Twilight said, ears folding down, “it doesn’t matter now, does it? Rainbow is gone. The plan failed. Where do we go from here?”

“Well,” Cadance sighed, “let’s assess. We’ve lost the Element of Loyalty. By one interpretation of things, the plan has already worked. Discord could be roaming the earth as we speak. Otherwise, it won’t happen until every Element bearer dies. Or, we can hope that Corey, myself or Shining are an adequate stand-in for Rainbow, and beat Mandeville with the Elements outright.”

“Well,” Twilight smirked, ears still down, “how about we make sure to finish the job right?

“If we can beat Adrian, then all the better. If not… we’ll probably all be killed. And then, we can be sure Discord will come back.”

Cadance watched her, mouth opening and closing like a fish. She looked to be on the verge of tears, but it was hard to tell.

“I’m game,” Applejack said, to an audibly disturbed “What?!” from the princess.

“High risk, high reward,” she explained, the slightest solemn smile adorning her features.

“Taking fate into our hooves,” Rarity added, “in the hopes of coming home, free again.”

“And if not,” Pinkie said, moving in to hug the bunch of them, “we’ll all go out together.”

Fluttershy clambered over to them unsteadily. “This… this all has to end.”

Twilight couldn’t help but smile as she returned the hug. “Cadance, you can find Shining Armor and get out of here. We have ties to the Elements, but there’s no point to risking you further.

“You either, Corey.”

Cadance’s mouth parted, wincing, before taking a breath. “No. I’m not leaving you to just feed yourself to Mandeville like this! If nothing else, I can keep him busy while you prepare!”

Twilight’s face and ears sagged. “Cadance, if something happens to you, what will everypony else do? You have a responsibility to—”

“Twilight, all due respect, don’t tell me how to do my job,” she said, forcing every word.

“Me either,” Corey said, stepping forward. “I’m in this up to my neck. I have been since before we met. I can’t wash my hands of this. I have to see this through, to whatever ends may be.”

Rarity appeared at his side, nuzzling into him. “That’s—” She rubbed an eye. “That’s more like the soldier I once imagined.”

“Victory or death,” Corey said, idly rubbing her neck. “Though in this case, those might not be mutually exclusive. It’s a good thought, anyway.”

“If I may,” CAIRO said, “I would repeat my previous inquiry pertaining to these ‘Elements.’”

“Oh, sorry,” Twilight said. “The Elements of Harmony are six gems we wield as Equestria’s last and greatest defense. Not weapons, per se, but instruments of balance. They’re tied to the six of us, living embodiments of the virtues they encompass. I’ve never been certain whether they empower us or if we empower them. It could even be both.

“One thing I am certain of though: I’ve never known their equal. Even Mandeville, as powerful as he’s become, pales to the Elements. They might even be limitless, I don’t know. But they function from the purest source of magic there is: friendship.”

CAIRO processed. “Identifying marks roughly match symbols found in force-five focal artifacts recovered by Adrian Mandeville after the Battle of Canterlot.”

“You have them!” Rarity cried.

Without another word, a seamless circle in the floor sank and slid into the side of the revealed compartment which held a ladder leading into darkness, and a tray holding the six gems themselves. Twilight levitated them at once, each of the necklaces clicking as they adorned their various owners.

Corey watched with furrowed brows, eyes glancing between the flawlessly shaped and mounted gems and the cutie marks of their owners. A golden crown, adorned with sapphires and a single amethyst star floated to Twilight’s head, along with a necklace holding a ruby lightning bolt. Her eyes fell as she beheld it, hugging the necklace to her chest a moment as she closed her eyes, before stowing it carefully into her saddlebag.

“Gems were found to react limitedly to a combination of force-five concentration within a subject’s body, and very specific brain wave activity per artifact. Inducing the simultaneous resonance of all artifacts in synchronous was attempted, but unsuccessful. I was charged with their safe storage until more could be gleaned from them.

“However, I must remain dubious to your claims pertaining to the artifacts. ‘Friendship’ is an artificial construct; an abstract concept created in the minds of sapient lifeforms. It is not a quantifiable physical property.”

Twilight smiled knowingly. “I thought you and Mandeville understood how magic worked. He even mentioned a dormant underlying intelligence to it, interpreting the letter of spells into the manipulation and manifestation of energy and matter.”

“We,” CAIRO said, “were aware of this, yes.”

“Wait, I thought you guys didn’t have gods,” Corey said, leaning into a console.

“Well,” Twilight said, considering, “I wouldn’t put the arcane matrix as a ‘god,’ per se. Not unless something counts as a god when it’s evidently mindless. It does what it does, but it doesn’t act with its own intent. Some ponies call it ‘The Eternal Dreamer,’ but nopony knows if it’s asleep, alive, or where it came from. We just know that all magic is derived from it.

“And evidently, it finds particular value in harmony and friendship. To my experience, friendship is the most potent magic of all.”

Corey sighed. “Christ, it’s like if Azathoth intermixed with Sesame Street.”

“Hey,” Pinkie cried, head halfway down the dark shaft, “where’s this go?”

“This shaft is a straight-shot to my central cooling pump. Any single component could realistically be replaced, as I have done so many times. The most ideal solution would be to attack my drives, as my hardware is useless without the software forming my consciousness. But those drives are firmly buried under multiple layers of lead and concrete. Adrian Mandeville was very thorough in trying to protect me.

“However, an EMP blast here will disable the pump. The original failsafe involved flooding the coolant pipes with seawater, but replacing it with an applicable alternative was never accomplished before now. I will shut down to prevent additional overheating, but the residual heat will be more than enough to render my core inoperable. This leaves Adrian in the same position, absent any means to effect the repairs himself. For all intents and purposes, I will be dead.”

“No,” Twilight said quietly, very little force behind her. “There has to be another way. You don’t deserve this, you—”

“If I can truly be considered alive,” CAIRO said, “then why should I not be held as equally responsible for the harm inflicted upon your world?”

“That doesn’t mean you have to die,” Twilight said. “CAIRO, I understand, and I… I want to forgive you.”

“Only five minutes ago, he murdered Rainbow Dash!” Rarity growled. “Whatever insight he’s acquired between then and now, can you really just absolve him? You’re forgetting that while Mandeville orchestrated all of this, he did his dirty work.”

“She is correct,” CAIRO said. “Twilight Sparkle… this is for the best. Even were I to survive this, in what way could I be incarcerated, or otherwise brought to justice?

“Your forgiveness is one thing, but what of the others in your world? Will they see past their grief, to give the monster that razed their world a second chance? Can your history do anything but vilify me?

“This is my penance to the world. I cannot possibly give more. Please, accept this.”

Cadance glanced up, her expression soft. “Equestria might forget what you’ve done here, but I won’t. And I’ll tell them, as long as I can. That in the end, you were a friend to Equestria.”

Corey stepped forward, holding the last of his EMP grenades over the hole. “Ready when you are, chief.”

“Wait!” Cadance cried, magic seizing his hand. “Shining Armor! Please, tell us where he is!”

“The unicorn creating the defensive barrier? He is currently in solitary confinement, with the rest of the equine work force.”

“Where we were jailed?” Applejack said.

“I can release his cell, and all others when I send the recall, including personnel restraints. Additional assistance might be necessary to escort them off the premises, however.”

“Okay,” Cadance sighed. “We can handle that.”

There was silence. For a moment, nobody said or did anything. On the monitors, the battle continued to rage outside, silent inside this room.

“Whenever you are ready, release the grenade. What I must do will require mere seconds,” CAIRO said.

Corey sat down, hand outstretched over the hole, hoping to line it up as well as possible. It was then that a violet hoof touched his hand. He turned to see Twilight smile softly at him. They were soon joined by hooves of yellow, orange, white, and two pink, clustered around the grenade.

They all looked at each other, before Twilight gazed up at the ceiling, closing her eyes.

“Goodbye, CAIRO.”

Corey released the pin, and the glassy grenade sank down into the depths, clanging off the side walls as it went.

“Good luck,” CAIRO said, before a single flash and pop sounded from below. Mere seconds later, and everything went instantly dark.

They navigated their way up the spiral stair once again and onto the surface. All the way there, they heard the sound of marching machines above. Twilight’s heart stopped as they found light again, as the room full of CID stared down at her, pausing as they walked past.

“Good morning,” the CID said, out of sync with each other, before continuing to walk on.

Cautiously, the group walked out onto the drydock, the CID flowing around them like water, to some destination known only to them.

Without a word, Twilight surrounded them all in a magenta field, and they took to the air.

Chapter 17

View Online

“Admiral!” Spitfire cried over the comm network, to a silent room of the pegasus city.

The Bridge to Cloudsdale had been hit by one of the airburst rounds, blowing part of the roof off and leaving the crew within incapacitated or worse. The helm wheel was blown in half, and papers floated chaotically.

The captain’s voice lost its tinny quality as she skidded into the room in person from the hole in the windows and ceiling. “Admiral Nimbus! DAD!”

A groan from the stairwell answered her, and she wasted no time lifting an overturned desk off of it, revealing the forlorn looking Admiral.

“Oh, thank Celestia!” she cried, helping him to his hooves as he mildly protested, groaning to reveal a back leg twisted in a very unhealthy direction. “Oh, that’s not good.”

She hoisted him away from the stairwell only to shout down it. “Hey, we need a medical team up here! The Admiral is hurt!”

“No, stop!” Nimbus groaned wearily. “It’s nothing to the others: bridge staff need the help more than I. For that matter, so do the wounded outside.”

Indeed, the trashed bridge had become quiet. Ponies lied still in heaps near the corners. Whether breathing or not, Spitfire could not be sure.

She stared at him. “That’s not true by what I’ve seen. There’s so few wounded, we almost have too many healers. The drones aren’t taking prisoners. Most hits that have landed are lethal, or quickly turn lethal.”

Nimbus stumbled as he turned his head towards her, having been stepping gingerly over to the now combination window and skylight. He turned away, to face the combat outside.

“Spitfire, I’ll be okay. You’ve seen to me, but they still need you out there.” He paused, removing his earpiece and casting it aside. “I’ll be needing a new comm unit though.

“It’s quieter,” he noted. “Either that blow left me hard of hearing, or something’s changed.”

Spitfire nodded fervently. “I didn't just come here to check up on you. The drones… something’s happened to them. They’re different, most of them are falling back! Not even laying down fire to cover the escape. The ones we hit, they either go down or retaliate like being attacked was some kind of surprise!”

“It doesn't sound strategic,” Nimbus said.

“No,” Spitfire agreed. “The coordinated strikes we’ve received have dissolved into random bursts of fire. They’re even coming really close to crashing right into each other.”

“Hmm,” Nimbus replied, gazing out as a squad of Spotters broke rank to avoid a lone Spotter barrelling its way across their path. “You said ‘most’.”

“Yes,” she said, nodding. “I’m not certain, but the ones being dispatched by those dreadnaughts act like they’ve retained their faculties.”

“Speaking of,” Nimbus broached, “those cannons should have readied for another volley by now.”

Spitfire shook her head. “When we saw what those could do, and you didn’t answer, Smolder ordered the whole fleet to focus on the guns. They crippled pretty easily after everything else. Moondancer’s little secret weapon already pockmarked their starboard flight deck. Not a bad shot, actually, as hitting the broadside of a broadside goes.”

“If I were to guess,” Nimbus began, watching a team of unicorns race up the stairwell to assist the unconscious bodies on the bridge, “it sounds like something happened in the fortress to cause the drones’ altered behavior. But the adequacy of the dreadnaughts would appear to indicate their independence from the rest.”

“We need orders, sir,” Spitfire told him. “Smolder and Etherea are split on whether the retreat means good news for us, or bad news for our ponies inside. We need you to break the decision. CAIRO could be pooling resources to stop the infiltration team at any cost.”

“Engage the hostiles,” he ordered, “but only the hostiles.”

“Sir?”

“If they’re really drawing back to protect CAIRO or Mandeville, there’s little we can do about it. If the Infiltrators are smart, they’ll already be on their way out and evade the retaliation entirely. Otherwise, we’ve sacrificed far more than I’d ever dreamed to get them as far as they’ve gone. From this point, we have to put our backs to the wall and do what we can to survive this. Engaging passive forces is the last thing on my mind.”

Spitfire sighed. “I’ll relay the order. We’ve delayed too lo—”

“HUNTER!” a chilling voice thundered across the valley. “SLAYER! FIRE’S BANE!”

Even through shut windows, they heard the gravelly tongue clear as a bell. Nimbus hobbled to the aft-end of the bridge, looking past the formidable twin battlecruisers, and to the eastern peaks. Perched atop them was a flock of birds.

No, not birds. Distant, but huge. Batlike in profile, but more primal. Their numbers impossible to know in the dim twilight before dawn. Yet they circled the peaks like vultures, and he swore parts of the mountain moved.

“WHATEVER OF THESE TITLES APPEALS TO YOU, HE THAT DARES REND OUR FLESH, WE HAVE BUT ONE.”

Colossal wings unfolded, the mountain rippling like a great tattered sail.

“PREY.”

Jets of flame lit up the eastern horizon like a crude fireworks display. Yet, the sky darkened with their shapes, trees upon the mountainside catching alight as the beasts vented their rage without thought for the wilderness they doomed.

“They came!” Spitfire breathed, the lightest flicker of a smile threatening to cross her features. “I didn’t think there was a chance! We can do this!”

And while her face lit up, Nimbus had eyes only for one source of light. The darkened, eerie shapes of treetops smoldering miles away.

Rainbow Dash slammed through the ceiling of the stables, ponies caterwauling as tiles rained down with her. She landed more softly than she was expecting, atop a huge pile of hay. She frowned as a single ball bearing smacked her smartly atop the head, as if for the building’s own consolation.

“Crikey riley!” came a voice. “You been skulkin’ about this place for the better of a month, have yeh?”

“Uh,” Rainbow replied poignantly, working to make out the tan, funny-voiced colt approaching her. “What?”

“Well we’d all given you up for lost, didn’t we?” he continued. “Couldn’ a got to the princesses in time, else these new ponies shipping in wouldn’ be jawin’ on ‘bout how they’re dead.”

Recognition dawned in Rainbow’s face. A frown followed. “Oh, right. You’re that Tumbler guy that helped us outta here. Where’s Ivy?”

“I-Ivy was taken when you girls escaped!” a mare answered from one of the stalls. “Round the clock testing.

“She didn’t make it… Lasted five straight days. He thought she might give him information on you.”

Rainbow flinched. “Gone? Wait, information? But he took Canterlot the day after we left! Why five days?!”

Tumbler stepped forward. “To make an example. He told us you’d all been cut down after you escaped, but he wasn’t looking for any repeats. And Ivy gave us ponies courage.”

Rainbow sagged, remembering the spry elder who had received them so warmly. She shook herself from her revery and looked around.

The Stables had expanded into true prison blocks. The main hall was longer, and the open region was joined by other halls of similar design, repeating like two mirrors pointing at each other. Like just another tile in the wall.

“Look, I’m not here to chat!” Rainbow said. “I’m looking for Prince Shining Armor! I know he’s in here somewhere!” She also knew this would be the first detour her friends would take. If Twilight didn’t opt to bust-out her brother, Cadance would spring him for sure.

“Shining Armor?” a stallion said.

“The Princess Cadance’s?” said another.

“Aw, come on!” Rainbow groaned. “You don’t know?! Where else’d that big pink magic shield come from?”

At that moment, a number of lean, earth-toned stallions stood up from different spots in the crowd and formed ranks. An onyx-colored pegasus stood next to her. “We’ve heard all we needed. Fellow Equestrians!

“At this moment, the assault on Mandeville’s fortress has begun by the resistance. The true Equestria. Our team were purposely captured, in staggered numbers to station a guiding team that would escort you all from this place! We were to behave as civilian captives, until such time as resistance forces found their way to the stables.”

He turned to Rainbow Dash. “Please, sister under Equestria, how will we free the Prince and escape? Who else is with you?”

“Uuuuuuuuh...” Rainbow blanched, meeting the eager eyes. “Nopony mentioned any plan. I’m the only one that’s gotten in so far.”

She could feel the eyes of the planted prisoners on the side of her head, suddenly magnified.

“R-” he sputtered. “Really?”

She nearly availed herself another raw vowel, but put on a brave smile instead. “But hey! My friends are in here somewhere too! They’ll be along!

“I-If… If they’re not dead or something.”

Rainbow was used to the spotlight, for better or worse. Mentally she noted, that this was a very potent worse, and tried her best to shrink into the steel under her hooves.

At that moment, a great gurgling electronic jingle mercifully diverted their attentions, and the massive screen at the end of the stable lit up. It only portrayed the Mandeville Arms logo, but CAIRO’s voice carried with it the true meat of the missive.

“This is a timed, pre-recorded message from CAIRO. Me. Former Overseer of Mandeville Arms business, design and manufacturing infrastructure.

“I have, too late, found myself to be in error. No apology can be adequate, and I will not seek your forgiveness. I can, however, emancipate those of you wrongfully imprisoned, and direct you to relatively safe passage out of the facility.”

On cue, the various restraints capping unicorn horns and covering pegasi wings blinked, beeped and fell to the floor. The mystified prisoners felt-over their reacquired limbs and powers, muttering amongst themselves. Simultaneously, several tiles opened to reveal already rougher-looking ponies that were run ragged, blinking in the light and covering their ears at even mild noises.

CAIRO continued. “An emergency tile pathway will direct you to the facility’s rail depot, from which you will find passage to the outside. This will be my final message. Godspeed.”

Once he’d finished, the monitor went black, and the north wall of the stables folded back. As promised, high as they were above the floor, sets of tiles with blinking service lights formed a path to a destination they couldn’t yet see.

Rainbow sat down, processing all she had heard, when yet more audible input forced itself upon her ears.

“Cadance?! CADANCE!”

She whipped around towards the noise, to find a messy, multi-toned blue mane bobbing frantically through the crowd.

She raced over to his wobbly-legged form, just catching him as he stumbled over his own hooves. “Whoa there, hopalong! Calm down, Cadance isn’t here.”

Bloodshot, squinting eyes found hers, looking her over. “Rainbow Dash… C-come on! We’ve gotta find her before something happens!”

Rainbow pressed against him as he worked to muscle past her. It was a losing proposition for him, physique worn and thin. “Shining, wherever she is, she’s probably with your sister, but we need to get you outta he—”

“Don’t even joke about that, you understand me!” His demeanor transformed, laser focused and staring daggers at her. “Is that supposed to be funny?!”

“Funny?” Rainbow recoiled, flabbergasted. “What… what do you think is happening right now? You might not be up to speed.”

“Mandeville has Cadance, that’s what’s happening!” He said, head bowed and ready for a bull-charge. “She’s been locked up somewhere to keep me in line! But if there’s a prison break, she’s gonna be in real serious danger! We have to get go—”

“Shining, Cadance’s been free the whole time! She’s been leading the resistance, fast-track to being the new head of Equestria! Mandeville tricked you into working for him, you get it?!”

“Leading…” he trailed off, incapable of finding the lie in Rainbow’s eyes as sprockets ground up to speed in his brain. He shot a look at the ground, mouth moving silently as he appeared to argue with himself.

“So.” Shining Armor took a hearty gulp of air. “So he was bluffing the whole time. I knew he might be. He never showed me a picture or let me listen to her voice. But I couldn’t take that chance.

“I-I can’t lose her like… like Twily.”

Rainbow sighed. She couldn’t exactly blame him for this one. “Twi’s okay too, it was a trick.”

His teeth ground together as he turned on her again. “Why are you playing around with me?! He didn’t have any proof with Cadance, but he made me watch the whole thing with Twilight!”

“I told you!” she groaned. “Mandeville faked it to look real! That Twilight was a fake, a copy! She, Cadance and the others are together breaking in here to steal back the Elements! And whatever they did, they musta’ got to CAIRO too.”

Shining’s stance was very guarded, and he only stared at her from the corners of his eyes. “I can’t tell what your game is or if you’re telling the truth, but show me where Cadance is and we can go from there.”

“My guess is, follow the trail of busted robots. But if we go, we need to go fast.”

“I’ll featherweight myself. Just lead the way.”

An empty bedroom’s single true window, a grapefruit sized porthole, glowed orange as a red beam passed through it and onto a king sized bed. The moment the glass melted through, there was a teleportive flash, and the team of seven filled the room completely.

“‘Avon calling,’ prick!” Corey shouted down the hall, fanning his rifle over every corner of the room.

“CAIRO said he weren’t here,” Applejack said, staring cockeyed at Corey.

“And if he were,” Rarity continued for her, as Fluttershy patted the small flame on the bed out with her hooves, “what on earth would be the point in announcing ourselves?”

Corey proceeded down the hall, still aiming the G36. “Like our entrance was quiet to begin with?”

“Sorry,” Twilight said sheepishly. “The whole place is sealed against teleportation. Believe me, I’ve studied these walls a while.”

“Gotta admit, Twi,” Applejack chuckled, “the second-half to this here ‘duplex’ does look kinda cute. In a creepy way.”

Twilight flushed. Flying by the Sparkle-themed addition on their approach was bad enough when none of them had outright said anything.

“What does ‘prick’ mean?” Cadance asked suddenly.

“Pretty sure it means ‘willy’!” Pinkie whispered conspiratorially.

“Charming,” Cadance replied, leering about the ill-kept quarters. “It’s not here. I’m not feeling either of my aunts’ magic.”

“Even after all this time,” Twilight began, “layabout that he is, every day with no responsibilities, and he still keeps that thing within arms reach like he’ll be attacked at any time.”

“Paranoia perhaps?” Rarity offered.

“Well, keep looking,” Twilight told them. “Even if the Bridge isn’t here, he could’ve left something important. I only ever got one chance to scope this place out before.”

They filtered cautiously through the posh, postmodern halls, looking over and through every drawer, cupboard and closet.

“If we survive this,” Corey called from the living room, “I’m calling dibs on his Blu-Ray collection.”

“Uh,” Applejack replied, “knock yourself out?”

“Yeah, I know everything is a digital copy anymore, but I wax nostalgic for this old physical stuff.”

Rarity growled in the pit of her throat. “This place is of such inspired design, yet he treats it like some low-income loft in Fillydelphia.” She kicked a stray can over, the dregs of flat, lukewarm soda spilling out onto the floor.

To her surprise, the soda, its can, and its fellows glowed fuschia and arranged themselves neatly on the dining room table.

“It bugs me too,” Twilight noted, off to investigate the trophy room.

Cadance entered in from the kitchen. “He has an entire drawer in his icebox dedicated to… meat.”

“Pff!” Pinkie scoffed, trotting in from the bedroom. “You think that’s kooky? He’s got a butt in his closet! That’s spooky kooky!”

They all turned towards her.

“Come again?” Applejack said.

“Oh yeah!” Pinkie nodded. “Some girl’s big rubber patootie! Didn’t have anything else, neither, just the butt!”

She let out a hearty “snork” and dissolved into a fit of giggles.

“It’s here! He’s got it here!” Twilight cried from the trophy room, galloping out of it before they could say a word.

“The Bridge?!” Corey asked, rifle hung slack from one arm. “Are you serious?!”

“The Bridge?” Twilight said, put off for a second. “No, but he had Starswirl’s amulet under a glass case! I never thought I’d see this again!”

Indeed, she now wore the blue-gemmed medallion around her neck, power glimmering from its core.

“He kept it as a trophy? Of his conquest?” Cadance puzzled.

“Don’t know why,” Twilight said, dejection in her voice. “He already had me as a trophy…”

“What if he guessed what it was?” Corey suggested. If he can fuse magic and technology—”

“The amulet behaves as a focus,” Twilight told him. “It doesn’t create magic of its own, it just filters it. Enchantments exist in it, but they’re… subtler than anything Adrian would understand or find useful. I’d be surprised if he made his own.

“It’s a moot point anyway. He’s already ridiculously powerful. We’re not going to beat him through conventional means anyway.”

Cadance fidgeted. “Alright. If we’re done here, we should make sure Shining Armor is alright. If not for my own reasons, then to make sure that shield stays down for the others outside.”

“Um,” Fluttershy began, “let’s use the front door this time.”

A small swarm of spotters dove towards their scaly, house-sized target in the dim, muzzle-flashes strobing constantly. The light they gave was promptly eclipsed, as their quarry exhaled a combustive torrent which overtook them all. Their misshapen, smoking, inertia-laden husks sailed out of the stream and past the dragon to the forest below.

Some of the more organized SHADEs were strafing the beasts with their twin guns. One such dragon howled as its armored plates cracked, but held fast. Snarling, it bent into a SHADE’s banking path, whipping a spiked tail which sheared an entire wing off the craft.

The SHADE spun to its death, carving a swath of smoky, oily flames through the trees at a thousand miles per hour.

One unfortunate dragon attained a bittersweet victory, its open wings torn like cloth by SHADE gunfire before catching the drone in its claws, tumbling with it like a cannonball into one of the clearings. Another drake received a full volley of dumbfire missiles, surging through a cloud of fire and debris to crush the SHADE’s lustrous body between its jaws.

The other SHADEs received a silent signal from one of the battlecruisers, and swapped the loadout in their missile bays. A frenzied, confident black dragon didn’t bother to dodge as the new missiles slammed into its body. It had only time to groan once in agony before it was violently ripped asunder by detonations beneath its very flesh.

“Admiral,” Etherea said over the comm lines, “it was agreed we would aid the beasts on their arrival.”

“Our forces are hanging on by a thread!” Smolder countered. “Do they look like they need help?!”

“Communique from the Princess,” Nimbus began, “stated that under no circumstance are we to renege on our promise to the dragons. We must at least offer aid.”

“On it!” Spitfire said, already racing across Cloudsdale, ready to take off with a number of other pegasi.

“Stay your advance, groundlings!” the monstrous voice demanded, as the serpentine form of Gaunt landed before them, jaws open in a snarl.

“It,” Spitfire began, “it was agreed we would help you!”

“Your forces lie shattered. We release you of your vow. You can be of no use anymore.

“We will scourge this place, and all histories will sing to the glory of our fire! Your debt to us will be great. Now stay out of our way.”

“Wait, the machines, most of them are retreating! If you only fight the ones that come after us—”

“Willing or not, the guilty will burn!”

Gaunt took to the air, leaving the ponies to stand aside. Spitfire sat, fidgeting as she beheld the fire in the sky.

“I don’t like those implications,” Smolder said, both in her ear and over her shoulder. Spitfire turned to see the squat stallion approach. “But as much as I’d like to share the glory, we need to think about ourselves.”

“If the dragons refuse help when it’s offered, there’s little we can do,” Nimbus agreed. “Everypony pull back, but we’re not leaving. Not just yet.”

“Yep,” Rainbow Dash said from atop the tiled building. “They’ve been through here alright.”

She and Shining Armor barely peeked over the edge, as constant streams of CID were making their way in from the path leading outside. Upon the slipway were several overturned shipping containers, at least one hulking wreck of a SHADE, and several scrapped CID.

“They’re little fighters,” Shining Armor said, beaming, “that’s for sure.”

“Everything’s quiet,” Rainbow said, pricking an ear. “Whenever this happened, they’re long gone.”

“Don’t,” Shining groaned. “Don’t say it like that.”

“C’mon,” she said, leaping a rooftop. “Think there’s more this way.”

Indeed, keeping to the shadows, they followed the wreckage. Bent and busted pipes ran the length of a narrow path, until they reached a dry dock.

“Looks like there was a war in here,” Shining said, eyeing the crushed airlock station, the massive discarded piston rod and the ruptured pipes at the far end slowly flooding its corner of the pit.

Rainbow looked in every direction, before sighing. “Trail goes cold here. Whoever won, they’re not here now.”

“Where could they have gone?” he asked. “You know this place better than me.”

“Well, they might come for you like I did.”

Shining considered. “Nah. Cadance and Twilight are too by the book. They’ll be on their way out by now.”

There was a second where they said nothing. And then he cleared his throat. “But on the off chance they were to think of something crazy, where else could they go?”

“To fight Mandeville,” she answered.

“What?!” Shining Armor recoiled, stepping nearly backwards off the roof, kicking the cover of an air handler which dropped to the drydock with a sound like a gunshot.

The CID paused on their march, looking towards the noise. And in a chilling moment, up, at them.

“Good morning!”

They walked off, Rainbow waving slowly back at them. She and Shining Armor’s eyes met blankly.

“He’s okay, Cadance,” Twilight said, as they floated ever upward, swerving to avoid the endless tangle of girders, beams and cables. “He made it out. He’s probably leading the group.”

Upon reaching the stables, they found no signs of life, save the open cells and discarded restraints littering the floor. CAIRO had kept his word, and the prisoners wasted no time in the exodus of the Mandeville Arms facility.

“I know,” Cadance replied. “I just wish I could have seen him again.”

Twilight said nothing, but her ears fell. She knew what she meant. None of them expected they would return. It made every foot they flew another step closer to oblivion.

A mournful dirge ought to have played, but the only sounds breaking the silence were the dull noise of combat outside. They almost had to strain to hear it. The facility was so much quieter now, with its keeper gone. Only a handful of critical systems still ran without CAIRO’s guidance, which allowed for the floodlights to grant them sight.

However, the primary power sources were clearly shut-down, with the facility operating under emergency power. Half the lights were shut off, leaving the facility bleaker than it ever was.

In the murk, however, something did stand out. A section at the very top, towards the center of the facility, where power and noise hummed like it were business as usual. There could be no mistake.

On their final approach, they beheld the foretold “Einstein-Rosen Platform.” As CAIRO had promised, a section of the ceiling the size of a football field had been raised through the top, half of the side walls lined with glass to see the world outside.

The platform itself was held aloft by the tiling system, though it was supplemented by less procedural machinery underneath, all of it whirring subtly. But as they rose, what sat atop it was of far more intrinsic interest.

Taking up the majority of space on the platform was a circular plate, upon which spun two huge curved arms, slowly rotating. The arms sat at different distances from the center of the circle, allowing them the clearance to pass each other, each arm spinning horizontal or vertical upon a chosen axis.

The effect was to define a distinct hemisphere on the platform. Aiding this image was an array of saucer-like plates evenly arranged outside the hemisphere and aimed at the center. All of it hummed deeply, a clearly intense power at the center of this curious device.

But drawing their eyes second was the control panel positioned on their side of the hemisphere, and the man sitting on a swivel chair in between it and the device.

Twilight stopped their advance, and they hovered noiselessly. Adrian Mandeville had not noticed them. He was even faced the other way, and might have been a statue for his stillness. He was hunched over in the chair, his forehead resting against the fingers of his right hand, whose elbow in turn sat upon the chair’s armrest.

She turned to her friends, whose body language was all they dared. She first noticed Pinkie Pie’s limbs flailing as she pointed to the control panel, upon which sat—

Twilight suppressed a gasp as she noticed the object of Pinkie’s attentions: the Bridge, discarded, plugged into the panel like it were a sort of peripheral device. Relatively unguarded.

She turned again, the others similarly agog. Applejack mimed frantically for her to grab it. She was particularly tickled by the squishing gesture she employed to communicate how she would dogpile Mandeville then after.

Surely they couldn’t be this lucky? This was a decoy, or a trap. Mandeville wouldn’t leave his greatest defense out of sight, beyond arm’s reach. Perhaps it was uncomfortable to wear?

Yet, she could feel the power. Her beloved mentor’s presence mocked her senses, as the Bridge radiated the amassed magic. As Applejack looked to her, she slowly nodded, and floated them all to the optimal positions from which to strike.

And then Adrian Mandeville chuckled quietly.

They all froze. It might have been a coincidence.

“Got me by the balls, don’t you?” Mandeville sighed. He didn’t turn to face them. “Well, before you try anything—”

“NOW!” Twilight shrieked, teleporting to the control panel, hurling Applejack at the man who had yet to sit up.

The Bridge lit up, an orange barrier keeping her from it. Applejack bounced similarly off of Mandeville, not even so much as touching his chair. Twilight and Cadance looked to each other for a split second, before charging and firing bolts of power at the Bridge itself.

The resulting blast left a great deal of smoke, but before they could proceed to the double tap, the smoke was blasted outward to reveal the control panel utterly unharmed. The unicorn and alicorn braced against it, glimpsing the untouched weapon for a second before it was wreathed in a flash, instantly returned to its master’s hand. Too late, Corey unleashed a burst of automatic fire that glanced off of the persistent barrier.

“The Bridge communicates wirelessly to my brain,” Mandeville explained, the boasting and confidence absent from his voice. “I don’t have to wear it, to command it.”

They waited, watching for any sudden movement. But it never came. Mandeville never turned to face them. He barely stole a glance at them, before fixing his eyes squarely on the whirling device of the Einstein Rosen Platform.

“Welcome back, Twilight,” he said at last. “I don’t know how you got here, or what you have planned. Nice to see you’re accessorizing. Crown and neck thing, very becoming. I just have one thing to say, before you put plan ‘B’ into action.

“I’m…” Mandeville paused, before letting his face fall entirely into his left hand. “I’m sorry.”

“S...” Cadance breathed, wearing the same floored expression as the rest of them. “Sorry?”

“For all of it! I,” Mandeville gulped, glancing over his shoulder at Twilight, “I can’t get her out of my head! She’s right, I made a mistake, I didn’t mean for it to go this far! I was just so… angry.”

Twilight dared to step around to see him properly. His face was taut, screwed up as if trying to hold something back.

“I don’t even understand!” he moaned. “It shouldn’t matter! None of this should matter! So why do I feel like this?!”

Applejack’s features were as wide and thunderstruck as could be. “What in the name a’ Great Aunt Gala’s toupee are you talkin’ ‘bout?!”

Mandeville stood up, an action that brought them all into battle stances, save Twilight. He stepped to a nearby steel pillar and slammed it dully with his left palm, before leaning into it, hiding his face as best he could. “I’d take it all back if I could. I know in the scheme of things that can’t mean much, but it’s the best I can do! If I had another chance, I’d do it all again, I’d do it right!”

“Then come with us!” Twilight said, trotting forward in a burst of energy. “We’re not here to hurt you, Adrian! If you want to make amends, you can start right now!”

Mandeville sighed. “You know what this thing is?” He turned, waving a hand across the breadth of the platform. “This was my plan ‘A’. Get CAIRO to figure out how to create and stabilize a wormhole, and get me back home.

“We didn’t have the first clue, but CAIRO’s more than surprised me in the past. Used to think he could make anything happen. He told me a solution might be possible, but we’d be stuck here till then. Meanwhile, I got to know the locals.”

He paused, laughing to himself under his breath, wandering to the control panel. The rest of them kept their guard, wondering if he would drop the ruse at any moment and strike.

“You’ve gotta see where I was coming from,” Mandeville said. “What this world proved was that every possible world existed somewhere. And this place felt like someone hit the random-button. Talking animals? Magic? It felt so silly and unreal. It still does, but… I know better now.

“Point is, when CAIRO told me the odds of finding my earth were impossible, even if a safe transit could be made, I’d already given up on this world. I was ready to pick up and head home, and the attitudes of the locals… they burned me. I figured, who was gonna miss this bullshit sector of the multiverse? It didn’t matter. Hell, it still doesn’t! None of it does!

“My earth doesn’t matter! Your earth doesn’t matter! Know why?!”

“Wh-wh… Why?” Fluttershy dared.

Mandeville laughed, cackling to the sky before setting his head in his hand again. “Because there are about a hundred thousand others just like it! There’s one where I was born a lefty. There’s one where you wore sandals with socks one day. Our lives matter so little in the grand scheme, what does individuality even mean? Because there are a million other yous scattered across existence, so who’s gonna miss one?!”

As he explained, Twilight found something dawn in her mind. The implications of what he referred to were clear. Suddenly, his penchant for cruelty made a semblance of sense. But she wasn’t about to fall into this existential black hole. “That’s why you’ve acted with so much flippant disregard. That’s how you could do and order so many terrible things, and look like you didn’t care: none of Equestria was real to you. Not till the damage was done. Not till you saw ponies getting hurt, saw the lives you tore apart.”

Mandeville snorted with humorless laughter. “And I’m blaming you for that.” He turned, looking her in the eye this time. “You were the first one to actually engage me. You got me all attached, feeling guilty. Celestia… didn’t help either.

“CAIRO’s gone now. Said his goodbyes, prerecorded of course. Only friend in the world, and he kills himself to protect people from me.”

He collapsed in the chair, hand rubbing over his face. Twilight noticed how shiny his eyes had become. “I’m kinda proud.” he laughed, a tear trailing down his face before his palm caught it. “I was always worried he’d get free and kill me in my sleep. Instead, he decides to learn the value of life, and become the Skynet that saved Christmas, or some other such shit. I dunno what I’m saying anymore.”

Twilight approached, putting a hoof over his hand. “Please,” she whispered. “Let’s go.”

Mandeville snorted again, before turning towards Cadance. “What happens to me then? Also, honored to make your acquaintance. Sorry about your mom.”

“Aunt,” Cadance bristled. “You’ll be brought to bear for your crimes in a court of law. Most likely you’ll receive multiple life sentences under a constant personal guard. We might even have to invent ways to restrain you, until we find a way to reattain power over the sun and moon.”

Mandeville laughed. “What you mean is, you’ll have to keep me in custody, with the Bridge under my sole control and possession?” He flexed a few fingers of the gauntlet.

Cadance leered. “Likely we’ll separate you from it, in a secure anti-magic vault, save for twice a day in which you will raise and lower both sun and moon.”

Mandeville gave a single, deep nod of comprehension. “Fair enough. But say I’ll only do that if my stay were comfortable? You guys don’t strike me as the torturing sort.”

“Two meals a day,” Cadance said, “After dawn and sunset. If you’d rather starve, that’s your prerogative.”

“Hmm,” Mandeville considered. “Well, fun as that sounds, plan ‘A’ still sounds better.”

“Which plan is that?” Rarity demanded.

“I told you,” he said, getting up and strolling to the control panel. “I’m skipping town.”

He plugged the Bridge back into the panel socket, running over a list on the monitor. “Problem I’ve been having, is to where?”

Twilight didn’t realize her mouth was hanging open as she realized. “I thought it was impossible!”

“Was!” he said, as the control arms whirled again. “With the Bridge and force five at my disposal, we found a series of gravity spells that stabilized the field, and we’ve investigated a number of options.

“Problem is, whatever I choose, once the tunnel closes behind me, I’m on my own. No CAIRO, no money. Tabula Rasa, baby. But what to choose...”

He scrolled through the list, smacking a finger at the Universes on file. “Finding my own earth would be impossible, even if I wanted to try. I wouldn’t be welcome there anyway. An Equestria I never touched, the same in every way, a fresh start where we could all be friends? A paradise world of creature comforts? A version of earth where the original me was even richer, and dies of a sudden heart attack the day I arrive?”

“I thought you were sorry!” Twilight cried, surprised at how much anger had welled inside her so suddenly. “I thought you wanted to set things right!”

“Well, see,” he said, looking to her with a smile, “that’s why I’m actually really glad you showed! You can come with me, I can set everything as it was!”

She recoiled, anger leaving her like a doused flame. “Wh-what do you mean?”

“Twilight,” he said, softly as he could manage, “I’ve hurt you so much. This is the next best thing to actually changing the past. Time doesn’t matter between Universes, you can basically choose your point of entry. We can go back to before your friend was ever hurt, in a Universe where something causes your counterpart to die suddenly —pretty common, really— and you just pick up your life, and forget any of this ever happened!”

She felt her mouth go dry. Suddenly, everything was possible. All she’d hoped, all she’d wished for what felt like forever, and she could actually have it. She could have Spike back! And she would never take him for granted ever again! She would love him and cherish him till she was an old grey mare…

And yet, something was wrong. Several things were wrong. And all at once, that flicker of joy died. “I… no,” she said, feeling her eyes well up. “I can’t.”

Mandeville’s face fell. “Well… what do you mean? ‘Can’t?’ ” He laughed humorlessly. “What do you mean, you can’t?! Don’t you get what’ll happen if I leave without you? The Bridge doesn’t work for anybody but me! I can’t make it so fuckstick over there…”

He indicated Corey, who waved, before lowering all but his middle finger.

“... can use the damn thing! Only CAIRO could’ve done that, and you guys made sure to pour concrete over that option. You’d officially be up shit creek!”

Twilight glowered at him. “How could you expect me to leave all my friends, my family? How can you just leave us all to die?!”

“Kid,” Mandeville chuckled, “your friends and family will be there just as they are here! Look, I only felt bad because I’ve gotten attached. Enough time to adjust and we’ll forget all about this!”

“You keep ducking responsibility,” Twilight seethed, shaking her head. “You think you can run away, forget what you did and pretend it doesn’t matter. You think this won’t haunt you because the other Equestria is just like here?!”

“Worlds die every second!” Mandeville cried. “I witnessed an exact copy of this place rendered extinct from an asteroid strike! Gamma ray burst from another sun! Some kind of mock nuclear war to do with zebras! Whole Universes frozen and homogenized into total entropy! This place isn’t special! It doesn’t matter!”

“Maybe the other world is exactly like Equestria,” Twilight said. “But this one is mine. My friends are the ones who pulled me through every challenge I’ve come up against. Even if those others are just like them, they won’t be them. I’ll be taking somepony else’s life. The Spike I’ll find won’t be the one I loved.

“It’s sad that you’ve come away from viewing these other worlds, and decided lives are a commodity because there are so many of them. You think you only feel bad because you’ve gotten attached, but I say you feel like you do because you know it does matter! And you can run away, bury your secrets deep down and try to forget, but you’ll always regret leaving! It’ll come spilling out of you one day, and you’ll never forgive yourself for failing to do the right thing, because you couldn’t bother to be inconvenienced, even for the chance to redeem yourself!”

Mandeville let out a long sigh, his eyes closed. “So you’re not going. I suppose I can leave the door open as long as the power holds, in case you change your mind.”

He got up, as the control arms spun faster and faster, until a shimmering sphere sucked itself into being, the blurry images scintillating on the other side. The arms settled, no longer spinning, lining up to form an archway over the sphere.

Twilight and her friends watched it in awe as Mandeville walked towards the wormhole, before the unicorn’s horn charged. “Sorry,” she whispered. “You’re not going either.”

A blast of her heatray swathed over the length of a control arm, the electronics inside all but exploding. She heard Mandeville roar something at her, as the sphere wobbled erratically. She turned her sights to the plates arranged around the arms, and hit them in quick succession.

Mandeville leapt to the wormhole, as at last it collapsed and detonated in a shower of sparks, throwing him back and off of his feet.

Getting up, Mandeville stared at the platform, left a sparking ruin. His eyes bulged as he turned, open-mouthed, from the platform to the cause of his newfound despair.

The only warning any of them had was a sudden raggedness in the breath through his nostrils, before he closed the distance in a flash and had lifted Twilight’s face to his own solely by her mane. “WHAT’D YOU DO?!” He screamed in her face, bodily shaking her. “HOW COULD YOU DO THIS TO ME?!”

Mandeville barely got another word in before a pair of orange hooves had piston-kicked him into his console, the man seizing it awkwardly to help himself back up. Twilight, on the other hand, felt a number of midnight hairs part painfully with her head as she was released, smacking hard into the floor as the Diadem of Magic clattered off her head.

“Sugarcube, you—”

“I’m fine!” Twilight wheezed, stepping back before teleporting the Element of Loyalty around Corey’s neck, and Magic back on her head. “Corey, you came back to us when you didn’t have to. Just think… er... loyal thoughts!”

“Loy—” Corey spluttered. “Okay, whatever, go for it!”

With that, Twilight channeled power into the Element of Magic, and felt it flow into its fellows. It had been so long since she felt the euphoria, the oneness of directing the Elements of Harmony. She, and the others ascended into the air on currents of sheer power.

She looked back at her friends, Corey regarding the affair with a look of detached wonder, which only doubled when his eyes met hers. She’d been told before that her eyes tended to glow like beacons under the Elements’ effects.

But she also felt another all-too familiar feeling: one of the Elements was bottlenecking the process, and the ribbons of color emerging and spiraling from each of them were feeble, almost sickly. Each of them attempted, halfheartedly, to wrap around the limbs of Adrian Mandeville’s body, only for a magical pulse from the Bridge to shred them apart.

The arcane force simultaneously knocked the six of them from the air, leaving the enraged man to continue his slow approach.

“Well, look at you now!” Mandeville mocked, his voice alight with menace. “Carrying more worthless, overpriced jewelry than the home shopping network! I really hope that wasn’t Plan ‘B’, because I am super fucking pissed off right now!”

Cadance didn’t waste a second, teleporting the Element of Loyalty to her own neck and firing a blue ray from her horn at Mandeville. He held out the palm of the Bridge, his own glaring multicolored magic holding it back as it collided with him, shoving him to the far side of the platform as he skidded to a stop. “Twilight, again! Now!”

Indeed, Twilight began again, lifting them skyward. But again, the magic of friendship wasn’t allowed to flow freely.

“Princess!” Mandeville said, with the air of someone meeting an old friend at a random bus stop, barely flexing to hold Cadance back. “Heard a lot about you! Wondered if having the complete alicorn set would do more to boost my power, but if this is any indication then you barely measure up to your aunts at all! I mean your hair doesn’t wave or anything. What are you, Diet Princess? Alicola Light? Always did hate substitutes.”

A few shotgun rounds rebounded off Mandeville’s orange shield, as Corey charged him from the side without a word.

“Yeah, wait your turn, Skippy!” Mandeville shouted, glaring out the corner of his eyes. “It’ll be good, I promise. Right now, I’ve gotta let the Disney Princess know…” He turned to Cadance, who didn’t relent, straining to push through. “...how ‘wanting more’ can bite her right in the ass!”

With that, Mandeville finally poured power into his own beam, forcing Cadance’s back and flowing rapidly towards her.

“Twilight, DO IT!” Cadance shrieked, sweating.

“NO!” Twilight bellowed, eyes ablaze, as the rainbow took beam form and launched across to meet the head of Mandeville’s attack.

The underpowered rainbow sank between both beams, releasing the energy from both in a tremendous blast that shattered the windows, floored each pony, the soldier, and left Mandeville reeling backwards shielding his eyes.

Twilight scrambled to find Cadance in the wake of the blast, stumbling as she found her, wracked with exhaustion. “Cadance! Cadance it was all I could think of! Are you okay?!”

Cadance struggled to sit up. “Twilight, it didn’t work! Neither of us are a fit! Y-you have to go! I’ll stall him, just ru—”

“No Cadance, you go!” Twilight said, pressing a hoof to her chest as her own ears fell. “W-we knew this might happen. There’s no other way now. We have to… go away.”

Cadance’s eyes streamed, before she clutched Twilight so tightly she nearly couldn’t breathe. “I’m not leaving the filly I once looked after to die.” She half-choked out a chuckle. “I’m not that bad of a babysitter.”

“You’re the best,” Twilight whispered back, returning her embrace.

Then, they turned, as the sound of clapping filled their ears. Slow, mocking applause. The ponies lowered into a combat stance, Applejack even tipping the front of her stetson.

“Given our odds though,” Twilight began quietly, “I think we can safely go down fighting.”

“Hear hear,” Rarity agreed.

“So, okay,” Mandeville said, strolling forward, “congratulations, I’m curious. What was all that,” he paused, miming an incomprehensible flailing with his left hand, “rainbow shit? The glowing eyes, the... familiar symbols. Ya’ wouldn’t have gone through all that trouble for nothing. Indulge me.”

“These,” Twilight said, failing to see what it could hurt to buy more time, “are the Elements of Harmony. And we, their wielders. Through them, or they through us, we wield the most powerful magic known to pony kind. The Magic of Friendship!”

Adrian Mandeville doubled over, instantly taken by hysterics. With a gesture, his overturned swivel chair righted itself, and he sank into it, letting himself spin a few times before planting his feet to stop. “Fuckin’ friendship… You said that with the conviction of George S. Patton! You’re serious!?”

Twilight glared as he tilted back in the chair, feet kicking the floor as he guffawed. “I-I-I’m guessing that weren’t no softball you meant to throw my way either?! What a goddamn farce…”

“It didn’t work,” Twilight said, “because we don’t have Rainbow Dash. She is meant to hold the Element of Loyalty. Without all six, they can’t do a fraction of what they’re capable of together. Make no mistake, Adrian; no matter what power you possess, they would separate you from it.”

“Aw, please,” Mandeville scoffed, having finally finished laughing. “You ponies, always so friggin’ naive.”

“The power you mock has been underestimated before. You do so at your own peril,” Twilight told him, stepping forward. “But I’ve learned there’s nothing more important. Even you lament living without a friend.”

“That’s entirely different,” Mandeville said, twisting himself till his chair’s armrests were being used for head and legrests. “I… lament having nobody to talk to. I lament having no one to fix my shit anymore, because stupid little girls don’t know a good thing when they see it!”

He paused, breathing heavily, before raising a hand and closing his eyes to calm himself with deep breaths. “But I’m sorry, your little ‘let’s be friends’ attitude would get you eaten alive where I come from. Hell, looks like it lost cold, even here.”

Twilight shook her head, closing her eyes and giving a humorous huff. “No. You don’t see it. I only saw it recently. But your species owes everything to friendship. It saved you.”

Mandeville stared at her as though she’d grown a second head. “The fuck are you talking about?”

“Corey told me about your kind,” she continued. “How you struggled to survive in a world where fear was your only protection. You didn’t have protection from predators. Your numbers kept you safe till some of you found better ways, and then you shared those ways with others! By uniting, and sharing your knowledge, you won out over every species of your world! Over every force of darkness to blight it in chaos and injustice!”

“I think you’re stretching things just a smidge,” Mandeville said. “We also had better brains than the others, and, y’know, thumbs.”

Twilight shrugged. “I’m not saying it was the only factor. Only that you couldn’t have survived without it. You, Adrian, wouldn’t have gotten where you were without the wealth of knowledge accrued by generations of your people, working in harmony. Just as we could never have been here, in this place to challenge you, without the help of those we love and trust. Without my friends, I wouldn’t have found the hope to stand here. I’d given up. I had no more will to fight.”

Mandeville said nothing, only frowning in concentration.

“Friendship is magic, Adrian,” Twilight cooed. “But that’s not all it is. I understand now. It transcends the borders between hearts and even worlds. It’s real in every way, in my world and yours! And it’s as powerful as anything can be.

“I used to think like you. And once, I used to think I was better off alone. For better and worse, I used to wonder what friendship could be. But now… I know.”

Adrian Mandeville couldn’t help looking into her sparkling eyes, alight with some sort of comprehension… and alight with something else. It was only for a second, but he thought he’d seen a spark or star in those great globes. He looked behind him, wondering if perhaps they reflected something in the sky outside.

When he noticed nothing but the gleaming pink shield, he cleared his throat and stood up from his chair, touching fingertips together and cracking every digit. “And knowing is half the battle… go Joe… whatever. We doin’ this? I am very much still in an asskicking mood.”

Mandeville kicked the chair behind him, which wheeled back and tipped over, as he leapt twenty vertical feet and slammed his gauntleted hand on the floor in front of them. The resulting shockwave left each of them staggered, but the first to recover was Rarity, approaching from behind with ethereal thread in hoof. In a flash, she’d wound a length of it to entangle the whole of his body. He struggled a moment, frustration visibly mounting as even his full levitation failed to harm it.

Bow gripped in her magic, Rarity aimed an arrow point-blank at his temple and fired, only for the shield to absorb the impact entirely.

Applejack was second to recover, and the others followed quickly, the earth pony wailing on him with every hydraulic and muscled kick she could deliver.

The others piled in, Fluttershy putting on a reserved frown and politely hesitating in the hope of an opening. For what, even she didn’t appear to know.

With a roar, and a burst of power, Mandeville’s skintight orange shield expanded, forcing the thread outwards to its limits. He teleported behind Applejack, freed of the thread, and seized the golden string himself. He wrapped it around Applejack’s neck, garroting her until her eyes bulged and her face went red, before the thread shredded into a thousand tiny pieces by Rarity’s subconscious command.

A blast of shotgun fire crashed over Mandeville’s shield as Corey went for an execution-style shot to the back of his head. Turning to his attacker, Mandeville levitated him six feet off the ground before slamming him back down, pressing him into the steel before grinding him backwards several yards and into one of the ruined control arms.

His back turned, Twilight readied a charged blast before dispelling it as Pinkie Pie fell into view, having hopped down —from where was anyone’s guess— and onto Mandeville’s head, bouncing up and down on him rapidly as though attempting to squash a particularly loathsome insect.

Unfazed, but flinching each time she bounced, Mandeville pointed a finger of the Bridge at her, sealing her suddenly in an orange bubble. She blinked, examining the new fangled curiosity before she was whisked off into a collision course with Applejack and Fluttershy, who was examining her reddened neck. The two were similarly caught in the now-expanded bubble, and continued their trajectory straight into Corey, who might have been a spare to pick up in a game of ninepins.

Mandeville barked a single “Ha!” of mockery before copping a thunderbolt to the side of his head. He stumbled, before turning to face Twilight, whose horn was smoking.

“What did you do to them?!” she demanded, another strike dancing across the steel tiles before him, tiny arcs bridging to their fellows.

“Relax,” he said, “they’re safer in that than you are out here. For now anyway. Same protection I reserved for myself.”

“CADANCE!” Twilight cried, making him turn around in time to see a cloud of frost overtake him, just as an infernal heatray collided on Twilight’s side. The assault from both persisted, though each were shifting focus as if in orbit around him, until hot and cold had changed places.

“Rapid, extreme temperature shifts to crack my shield?!” Adrian Mandeville laughed, bellowing over the noise. “Creative! But not to be!”

In a second, he had teleported beside Cadance, seizing her by her mane with the Bridge’s iron grip. She gave a pained shriek, before he was struck in the back by a whirling knife, which emptied a fine yellow powder onto the floor as it clattered off.

“Nopony marehandles the royal mane!” Rarity roared, hurling more and more knives. “Not while I’ve something to say about it!”

Mandeville dodged, redirected and finally caught the knives, stalking toward her. “Throwing weapons? Against someone that can levitate?” He examined the knife in his hand closely. “These’d beat you for sharpness if they were spoons, wouldn’t they?”

He took the knife by both ends and snapped it in half barehanded, discarding it without ceremony. “And yes,” he said, not changing expression, “it is completely boss that I can do that.”

Seizing her with levitation magic, he slammed the two into each other, and teleported them into the orange bubble with the others.

“Just you and me now,” Mandeville said, turning to Twilight. “You might’ve guessed that my personal shield and that forcefield had something in common.”

“I don’t get it!” Twilight said, unable to take her eyes off her friends, struggling to break out. “Even with as much power as you have, that shield is absurd!. I used a photon-based beam of focused light! Your shield clearly isn’t blocking out light!”

“It’s adaptive,” Mandeville said, puffing out his chest. “Really, it’s a stacked series of spells, derived from the patterns detected in a certain unicorn’s massive protective dome. Miniaturized, modified in several ways once CAIRO better understood the subtleties of the Force Five matrix.

“Effectively, its thin protective layer forces a vacuum between the inside and outside. As the basic shield already blocks excessive electromagnetic transference, infrared gets cut-out too. No matter touches, so the motion of atoms —which is what heat is—”

“I know,” Twilight groaned.

“Twilight dear, I’m speaking for the layponies in the gallery,” he scolded, before picking up his stride. “So heat doesn’t affect me in here, and infrared radiation is blotted out to boot. Didn’t take much tweaking to only allow a fixed admittance of photons in either, so I can see, without being vulnerable to a goddamn laser.”

He strolled towards her, as she stood her ground. “Add to that a CO2 scrubbing function, and I could go on a deep-sea excursion on Europa.”

“Shining Armor’s shield is special,” Twilight growled. “Even Princess Celestia couldn’t replicate it without constantly replenishing it, and then not for long.”

Mandeville shrugged. “I won’t lie, it’s a hog. But it’s not like I’m doing any work. It’s a machine. And it’s not like I ever use a fraction of my total power anyway. Smoke ‘em if you’ve got ‘em, I say.”

He reached her at last, cupping her jaw in his hand and rubbing a cheek with his thumb. He smiled a second as she glared his way. “See, I needed more than just power. My physique is still well and truly mortal, and I’d rather not rely on the traditional kinetic shields. That didn’t work out so well for the royal sisters.” He patted her cheek, before starting to wander, still expounding.

“Don’t touch her!” Cadance demanded. “And don’t talk about my aunts, creep! Or Shining Armor!”

Mandeville wordlessly lifted his gauntleted hand, and made a squeezing gesture. The amorphous shield around them deflated atop them like shrink wrap, forcing them together in a heap. “Yeah, where is your hubby, by the way?” he asked. “With all the bitching and moaning about whether ‘Cadance was safe’!’ Either you didn’t bother to spring him, or he walked out the door without a glance in the rear-view mirror, worried about his own hide!”

Mandeville stumbled as Twilight charged him bodily, attempting to grapple with the man. “Don’t talk about my brother that way!”

Mandeville grabbed her right foreleg, lightly twisting it as she delivered arcane lightning, focused magical bolts and frost spells at point blank. Mandeville paused, watching her curiously as his thumb ran along the front of her foreleg. “Your wound is gone already? That’s something, because I’ve looked into magical healing, and I can say with authority that— brother?”

In the second he’d loosened his grip, she did her best to slug him across the face with her freed hoof, incurring little more than a flinch before she teleported out of his immediate grasp.

“So all this time, bro-douche was really bro-Sparkle?” he asked, before smirking over at Cadance. “Oh, so that makes you sisters! Aww… Look who keeps proving she had connections!”

Desperate as he approached, she recalled magnetizing the giant piston rod with Cadance, and cast her spell at the floor.

Mandeville stopped his advance to watch her, the Bridge fighting to stay level at his side. “Oh, I know this one. Fuckin’ magnets, right? Again, clever.”

His gauntleted hand pointed to her, and she found herself suddenly immobilized. Not by a paralysis spell of some kind, but by sheer levitational control. She found herself forced to sit down, “See, it’s circuitry sits in a cage of mu-metal. Sure, it repels and attracts to magnetic fields, but you won’t scramble it. Oh, and it’s not fired as a bullet either, stupid bloodsucking bitch.”

With a gesture, he ripped the affected tile out of the platform entirely, its snapped hydraulic arm swinging as he threw it over the side. “Just the two of us. Come on! Try something now!”

He loomed over her, and she felt his gauntleted hand grab the scruff of her neck, before crying in surprise and pain as the back of his other hand struck her across the face. A collective gasp reached her from her friends.

“Why couldn’t you just let me go?!” he demanded, a concussive smack ringing across the platform as he struck her again.

“HOW DARE YOU?!” Rarity shrieked. “HOW DARE YOU?!”

“Rotten COWARD!” Applejack cried, as Fluttershy dissolved into tears, desperately chanting for him to stop.

“TWILIGHT!” Cadance yelled, focusing a blue beam upon the bit of shield in front of her.

“Fucking SHUT UP!” Mandeville screamed, turning to them for a second, before bringing his hand to bear against her face again. She wormed away, desperately conjuring raw magic which washed over him like a breeze.

The second hit made him pause, before his rage palpably rebuilt, and he struck her four times more in rapid succession, as she pled with him to stop between whimpers of pain. His levitative hold on her had quite dissolved, opting instead to physically pin down her flailing limbs as they sought freedom.

“I tried EVERYTHING to make it up to you!” Mandeville bawled. “I tried to take it back, I waited for you! I KNEW you’d come back! AND YOU THREW IT ALL IN MY FACE!”

In kind, he seized her under her shoulders and threw her bodily towards the end of the platform. She landed hard, on the same shoulder from her container-induced injury. She wheezed from the shock of it, before her hind legs fell off the side of the platform. She worked to pull herself up, forgetting almost entirely about magic as Adrian Mandeville marched his way over.

She couldn’t help it, as tears fell, unbidden from her lashes. “I-I couldn’t… just let you leave, not without paying f—”

“Fuckin’ sanctimonious BULLSHIT!” he cried, before grabbing a hoof and dragging her back up.

“Just get it over with!” Twilight begged, unable to look him in the face, bracing for the coming blow.

Mandeville stopped, stock still for several seconds. He just stared, mouth open. “You think I just want to kill you?”

Ten fingers slowly moved in on her throat, hands shaking as he gripped tighter and tighter. “YOU THINK I WANT TO KILL YOU?!”

She pawed at his forearms, struggling to throw him off as she felt her trachea constricted, struggling to breathe. She could hear her friends screaming, for her and at Mandeville, as if from the other end of a garden hose. Her vision swam and darkened, as she attempted random spells. A cutting spell, a water purifying spell, a spell to untangle knots. All the while, she only stared into his face, teeth bared as he throttled her with berserk fervor.

Everything was going numb, even her very senses, and the light very nearly faded at last.

Then, as if through the other side of a thick wall, she heard an unintelligible roar from a location she couldn’t readily discern. Mandeville’s grip slackened as he looked up to find the source, and air reentered her lungs just in time for her to make out a cyan blur as it slammed into him like a freight train, whisking him off to parts unknown with a concussive “thwack”.

The clop of several pairs of hooves touched down around her as a cacophony of rending steel reached her from some distance away.

Twilight barely found the gumption to move, as she coughed, the bittersweet freedom of air reaching her brain again. Then, she heard Applejack’s voice quiver. “R-R… Rainbow?!”

And with that, she found the will to sit up, and found a pair of faces staring right back.

“Twily?! Twily, are you okay?!” Shining Armor demanded, supporting her back as she faced him.

“And don’t you ever lay your slimy mits on my friends again!” Rainbow shouted across the distance, notably towards the distant corner of the ceiling, before turning back to her. “‘Sup Twi! Starting the party without me?”

Twilight rubbed her eyes and got back to her hooves, not taking her eyes off the pegasus she called friend. “I’m okay… Rain… Rainbow? But we saw you die! The defense system, it—”

“Hey, I admit it was a,” Rainbow gulped, flinched, and stared at the floor, “close call. For me.”

An anguished scream broke the spell of reunion, before the far corner of the walls exploded, tiles flying everywhere a split second before a flash illuminated them from above. A mauve bubble surrounded the three as Adrian Mandeville struck it from above with a terrible impact. The Shield wavered, forced down into the platform, whose tiles buckled and conformed to the spherical shield’s dimensions to create a steel crater.

“If you have the Elements Twilight, best use ‘em now!” Shining Armor said, focusing his strength into the shield as Mandeville pounded it from above with magically charged blows.

“Right,” Rainbow said, saluting as she looked everywhere, “where’s mine?”

Twilight gasped, looking over to Cadance who had already removed it from her person. “It won’t come through that shield! Nothing that’s gone in has come out!”

Rainbow glanced at the gap between shields, the furious man above them, and the Element of Loyalty waiting for her. “Well, I can take a hint. I can time it, but any help’d be appreciated.”

“Think I might have something,” Shining Armor offered ambiguously, “provided my Sis’ can gimme a hoof.”

“I’m okay,” Twilight said, nodding knowingly. “Three.”

“Yeah, just keep sucking your thumbs!” Mandeville shouted, supercharged stomps making the shield wobble. “I’m coming in, whatever’s on your chinny-chin-chin or isn’t!”

“Two,” Shining said, widening his stance.

Mandeville wound up his gauntleted fist, with something close to a haymaker, the ridiculousness of the pose mitigated by the white-hot power engulfing it. “Aaand Papelbon pegs a screaming knuckler, right up your ASS!”

“ONE!” brother and sister cried as Mandeville brought his fist down upon their shield, which snapped open below them, inverted over them until it had swallowed the man entirely. At once, Shining Armor fired a supporting beam to strengthen the sphere, as Twilight delivered a ray which punted it skyward.

Not even looking back, Rainbow Dash bolted into the orange mass containing her friends, clasping Loyalty around her neck and shouting, “I got it!”

Without missing a beat, Twilight channeled through her diadem for the third time that day. She hoped, for all their sakes, that the third time truly was the charm. In general, she hoped. For the first time since seeing Rainbow apparently struck by the MISS, they had hope.

It had to work this time. It just had to.

But as her aim shifted to the ceiling, she once more failed to sense the familiar oneness with her friends and the Universe, the sensation of invulnerability. This time the prismatic threads pierced through the shield to meet her, but both Honesty and Loyalty failed even to make simple contact.

“No,” Twilight whispered, her irises becoming visible as the Elements powered down. It felt as though her insides were freezing. “We were so close.”

A terrific slam knocked her off her hooves, Shining Armor’s shield shattering and scattering into shards as Mandeville brought it down like a bomb, himself along for the ride. The man himself stood up straight, removing his fist from the floor. “Strike three,” he said, lifting a weakened Shining Armor off the ground by his throat. “You’re. Out.”

A flash of teleportation deposited Shining Armor with Twilight’s friends, leaving her once more alone on the battlefield, with an enraged Adrian Mandeville.

“Don’t worry,” he called after Shining Armor, “I’ll make good on my promises concerning dearest Cadance.”

“You’ll have to kill me first,” Shining growled, doing his best to step in front of his wife as she instantly lumped affection onto him.

“No,” Mandeville said, dryly, “I don’t think I will.”

Out the corner of his eye, Adrian Mandeville saw a flash of movement, a purple body vanish down the hole left from the magnetized tile he ripped out. “Oh Twilight!” he called, stepping slowly towards the hole, each step measured and calculated in its menace. “This how it is now? We’re hiding?”

Twilight’s brain felt like it was rebooting every few seconds, frantic for a new plan as she stepped quietly, trembling through the hydraulic forest underneath the tiles towards her friends. Whatever route of thought she started down, her focus lost out, and she worked desperately to try it again. All of it to no avail, as the best she could think up was to reach her friends, maybe figure it out inside their arcane prison.

But in her heart of hearts, she knew it couldn’t matter. There was no coincidence in Rainbow and Applejack’s Elements being the weak links, and no shield could stop the magic of harmony.

It was then that she saw Mandeville jump down beneath the tiles, using the same entrance as her. He hadn’t seen her, but she pressed herself against the floor anyway, relying on the base lifting mechanism for the tiles as a cover. This, she realized, was not ideal. The lifting device was long, low and thin. As such it only hid her from one angle, and indeed he had already begun stepping over them, glancing left and right to easily ensure she wasn’t there.

“Aisle two,” Mandeville said, checking another row of tiles, “broken dreams and empty promises.”

The jewel of the bridge’s palm glowed like a searchlight, casting scattered rays through the field of hydraulic arms as he searched. “Aisle thirty-four, backstabbers, ingrates and false prophets!”

He lobbed a bolt of magic at random, which exploded inevitably against an arm, sending sparks everywhere and making the entire structure rattle.

“Y’know,” he said. “Celestia asked me, dying wish and all, not tell you this. And y’know what else?” He cackled. “I kept my word! I dunno, I thought ‘magical pony princess,’ and didn’t expect whatever she was. She was FAR more intimidating and sharp than I’d bargained for.

“Still blew her away, though,” he added, shrugging. “But I’ll admit, I could never have done it… without your help.”

Twilight gasped, her already overtaxed mind diverted, just as he was hoping for. She clapped a hoof over her mouth as Mandeville stopped dead, a few moments too long.

“No,” he said at last, “it wasn’t you interfering near the end there. I’m sure you’ve wondered though. ‘Oh, would she have won if I didn’t distract her?’ Hell, I dunno either, that’s your own personal headache. But nah, I mean something more direct.

“See, about near the end, she came at me like the Terminator with this crazy gleam in her eyes, like she was about to kill something dead. I was at the end of my rope when she went in for the final blow, so I pulled out my little pistol.”

Twilight stood as still as she could, shaking with anger and misery as he spoke of Celestia, and implicated herself in her mentor’s fall.

“Oh, useless you say?” Mandeville suggested. “She certainly thought so, raising her little shield. But that didn’t stop me from plugging her about half a dozen times.

“How? She was tough enough to stop all anti-five to this point. But my rounds were special. Made from specially enchanted material, by a specially gifted unicorn.”

Twilight felt herself go numb as she realized what he meant. She had enchanted many materials during her captivity. Could what he said have been true? Could she have created the bullet that pierced Celestia’s body?

“Yes. Life’s a bitch sometimes, innit?”

Twilight struggled to remain silent, and that alone absorbed her concentration. She didn’t know what else to do.

The AAMS Battlecruisers didn’t have the chance to shakedown and calibrate the manufacturing system, and a loss of defensive weaponry had left them vulnerable to the new, powerful assailants attacking all allied drones. These massive bioweapons were a primary threat, now that the CAIRO master system had gone offline, sending a recall order before going dark. Clearly, it had been compromised.

Feeding stock material into the system had taken time, but now they had ready replacements for the airburst cannons, and new drones to repel the beasts running rampant on the flight decks.

The old cannons fell from their sockets, the new locking into place, taking a moment to adjust. The targeting system found a lock on the brimstone breathed beasts, and fired.

Spitfire turned suddenly to hear the blast of airbursts, and the resulting bellows of dragons struck by them. She threw General Smolder to the fluffy ground but it soon became apparent that the dreadnaughts weren’t aiming for them.

SHADEs with armor-piercing rounds were clearing dragons from the flight decks, the airburst rounds doing well to destabilize and discourage the approach of reptilian retaliation, and quell all others.

Spitfire watched, ears folded before looking to Smolder. “We can’t just sit here. They’re fighting for us.”

“They’re fighting for themselves,” Smolder replied, brushing her off of him as he stood back up.

She growled his way, readying her earpiece.

“The Wonderbolts’ captain, running to daddy?” Smolder laughed. “I never thought I’d see the day. Trying to sidestep me, appeal to the others?”

“It’s your business if you want to sit here and cower while history explodes all around us,” she simmered.

The smirk left the General’s face. “Your dad would never command a force this crippled to keep fighting, not when an alternative exists.”

Spitfire took a breath, before going for her earpiece again. “Then forget commands. Let Equestria decide its own fate.”

She opened the channel, and spoke her mind.

Moondancer and the crew of her corsair laid fallen deckhands on a tarp, watching the chaos unfold around them, as the tide turned against the dragons who now fought alone. They had inflicted some powerful hits onto the dreadnaughts, but they were simply too big. Their armor too thick. And if they possessed any sort of weakness, any point they targeted was little more than a guess at finding it.

Ripping open the hull was pointless, for there was no water to flood them. Their means of levitation, a mystery, and so cancelling it was to grope around in the dark. Her shot on the flight deck had apparently done nothing, but firing at the interior had seemed like sound logic at the time.

“All wings, all small craft, this is Spitfire,” Moondancer heard over the comm channels. “We’ve been hit hard, and I’ll understand if any of you decline further involvement in this campaign.

“But the dragons, regardless of their reasons for being here, are in serious danger. You can see it yourselves, and be sure that many of them will die before taking down those ships. You can quote them for forbidding our help, you can argue they’ve only come on behalf of their own vanity. You can say they deserve what they get, ignored our warnings and brought this on their own heads.

“But some of you know that, in spite of all those things, they have aided us greatly. If we are in their debt, I don’t see why we shouldn’t start paying them back now. Maybe before their minds change, and they decide that we sat idly as their kind were slaughtered.

“I’m not speaking as a Captain, nor on behalf of the Wonderbolts. I’m giving no orders. I’m asking, as a pony of Equestria: will you help me?”

The transmission cut out, as Moondancer watched the crew look at one another, and then towards the dreadnaughts.

It was a second before she saw a flame-colored pony trail through the sky at terrific speeds, alone. But several seconds later, another pony followed her. Then another. Then half a dozen.

Mere moments passed afterward, until a flurry of nearly a hundred pegasi had focused on the southern-most dreadnaught. Some at the top were making a mess of the whirring sensors, dishes and antennas atop it, as others focused on the automated turret defenses. Even as turrets were constantly replaced by the flying fortress, it provided enough of a lull for the dragons to continue their attack in full force.

Mounted retro-jets at the bow were targeted, and even the Wonderbolts joined in to deploy sooty, obscuring smoke over the many cameras lining a central bar running across the length of the ship.

Moondancer was rapt in the sight, before she heard a false cough from the gunner. She looked to the pegasus curiously, who asked, “Have we a target, Ma’am?”

She smiled instinctually, before considering. The drones surely considered their ship a target by now, so they had to make their shots count.

Once more, she considered the propulsion system. The horizontal retro-jets weren’t the cause, clearly. They were mostly firing as the ship adjusted its rotation, or tried to arrest its momentum. No jets were holding it aloft. It was floating, but how was anyone’s guess.

However, unless it was magical, it would likely require multiple points of force to keep it steady and upright. It wasn’t dangling like them, it was being held up. And so, it followed logically to position them at the outermost edge, to the furthest corners…

And then she saw them. The slightest bulges at each corner of the chevron profile, conspicuous only in its attempt to look like a minor structural curve.

“The corners,” she told him. “See those convex points in the middle?”

“I… suppose, but—”

“Don’t miss,” she ordered.

The crew looked to her, wondering if they were about to get an explanation. When none came, the gunner shrugged. “Live one loaded!”

“Fire.”

If it had been a traditional cannon, there might have been an insufferable wait to see if the ball met its mark. As the day had proven, this was not a traditional cannon.

The slug ripped through the protrusion in the hull, which instantly bled smoke lit by a raging blue flame. The effect was instantaneous, if slow, as the entire starboard side listed at a thirty-five degree angle before resting.

As they watched in awe, dragons swarmed the ship, whose massive forward boosters fired in retreat. So blinded was the craft, so ruined its instruments that it’s haphazard path —barely mitigated by the few functioning retro-jets— sped it straight towards the Mandeville Arms facility.

Pony and dragon alike watched the spectacle, and the colossus creaked with impact as it slammed into the massive magenta shield, pitching forward as the sphere shattered to pieces and gradually vanished. The impact could be felt in their chests as sure as gunfire, but it was only a precursor, as the sound of rending metal suddenly dominated the entire region.

The AAMS battlecruiser slammed into the tiles making up the facade of the facility, which stood no chance against the craft’s dense armor. The monolithic wall ripped through, steel folding inward like it had simply torn through paper. Gargantuan plumes of dust and smoke blinded them to all beyond, an intense orange glow telling of an inferno now brewing within, only the shapes of twisted shadows telling of the damage inside the structure itself.

Above the roar of flames, was the roar of dragon and pony alike, cheering at this next victory. Moondancer joined it as well, along with the crew, before a series of buzzing, whirring and ripping noises left her feeling numb and sick. Confusion set in as she struggled to steady herself on deck, before seeing that the deck itself was lopsided. A tattered shadow above her told the story, the Corsair’s gas envelope ripped to shreds by the drones’ retaliatory strike.

She didn’t even scream, only gasping as gravity returned with a vengeance seconds later. She looked up, to see the gunner cradling her as he flew to the nearest cloud. He smiled at her. She smiled back.

“So brave, till now,” Mandeville mocked, weaving through the shadows as he unknowingly closed in on Twilight’s location. Desperate for a plan, she had ducked from tile to tile each time his back was turned, effecting little but to buy time. “You fought me, against such odds! And yet your friendship fails.”

He stepped forward slowly, but she couldn’t move far. His gaze hadn’t faltered, and he was on a direct course to find her. She couldn’t think, there was nothing. No strategy, no magic. She took a chance and leapt, catlike, to the tile closest to her.

Mandeville tracked a violet flash in his vision, and paused, before smiling. “So what friends could they be, if such ‘powerful’ magic succumbed in their keeping?

“Make no mistake, I’ve no intention of killing you, Twilight!” he laughed, feigning interest in a tile several feet away from her. “I think we have many, many long years together, for better or worse. What those years become is entirely up to you… but clearly you don’t need friends. Especially not those that so let you down.”

Secretly, Mandeville readied a magical blast, creeping backwards towards her as he pretended not to notice her. Meanwhile, Twilight couldn’t help the anger swelling beside her fear, as he mocked the ponies that made her life worth living.

“Indeed,” he said. “If you’re not so keen on talking this out like adults, then maybe it will help if I go upstairs and put them out of your misery… one… by… one.”

Mandeville turned as the mare stood up in his vision, the incapacitating shot sailing readily as he sprung his trap.

His insides turned icy as he saw the shot pass through her, and for a moment he went stiff. Had he killed her? He hadn’t meant to kill her.

But then, he saw the particles in the air were like smoke, not the ashes of flesh. A decoy.

To his right, he noticed the facility had gotten suddenly brighter, and in a second as he glanced over, a shockwave of terrible steel-rending noise met him as it echoed across the interior of the facility.

He faced the inferno fully, looking into the distance at the orange flames and pyroclastic plumes of dust as something huge screeched and plunged through entire buildings, before it came to a stop. Smaller explosions wracked the sheer wall of steel as it crept through, before it began pitching down to settle into the underground sections of the facility, wedging between firm earth and thousands of tons of man made metal.

“Is that my fucking battlecruiser?!” Mandeville shouted, barely able to hear even himself amidst the din.

As if in answer, he was blindsided by something pouncing into his shoulder with a feral cry, being bludgeoned with physical hits as Twilight emerged from hiding. He batted her off , working to regain balance as she landed catlike. A bulging ray of heat washed harmlessly over his shield, but promptly superheated the surrounding tiles which glowed orange, only for her levitation to seize two to the side of him. They twisted their flat sides towards him in quick succession, punching forward. Each clanged against him, left, then right like armored gloves. The structures supporting the tiles ripped apart like playdoh under the influence of the heat, the tiles themselves spinning off as Mandeville was repeatedly discombobulated.

He fired a haphazard ray, only to find his target had teleported onto the tiles above him. Fury in her face, Twilight’s magic gripped him, ripping him upward through a tile before slamming him down again into another.

“I will never let you hurt my friends again!” she seethed, horn aglow with blinding power. “NEVER!”

The resulting bolt was nearly a meter in diameter, and it carried Adrian Mandeville deep into the facility. It was a moment of building silence as it whizzed off, before a pink nova rattled the walls and expanded where Mandeville had vanished.

She stood, surprised at how exhausted she felt now that she could see colors other than red. She panted, perspiration dripping down her face. From heat or fatigue, she didn’t know.

“Alright Twilight!” she heard Rainbow Dash holler, before the others joined in to shower praise.

“I ain’t never seen ya’ like that!” Applejack noted, eyes agape.

“I hope you’ll never have to again,” Twilight said, approaching the amorphous shield. “Now let’s get you all out of th—”

All she saw was a flash, and a pair of humanoid legs in front of her, before she felt something blunt smash into the top of her head.

“Twilight!” several of them shouted, as Mandeville slowly advanced.

She had fallen back a few steps, and onto her back after Mandeville had slugged her across the head. It felt as though someone was driving a needle slowly into her skull, throbbing up the side of her horn. She felt the onset of panic, knowing it had probably meant a hairline fracture in her horn, potentially crippling her ability to cast properly. And further use would only make it worse.

A louder step told her that Mandeville had reached her at last. She felt him hoist her off the floor, hands beneath her forelegs so her hind ones dangled. He brought her to eye-level. “Give up?”

“I…” she murmured.

“Yes?!” he urged.

“I…” She couldn’t find words. Only actions would do. She wracked her brain for a spell, for anything she hadn’t tried. For some reason, her mind settled upon the memory spell that lifted her friends of the corruption of Discord. She leaned her horn in, lightly settling against his forehead.

Mandeville’s eyes shot open, any trace of anger leaving his face as his grip slackened. She felt herself fall with a thump against the floor, as the man rubbed his fingers over his skull, staring into the distance at something she could never hope to see. “What is this?!” he cried, terror in his voice as he rubbed his eyes over and over again.

“Where am I? Who—” he stopped talking, jaw dropping at whatever he beheld. “M-Mother?”

Twilight found it in her to frown for a split second, before she gasped quietly, as she realized what she’d done.

“No!” he cried, arm reaching for something. “Put me down! Put me down and help her! She’s losing… Mother… no...”

His left hand clutched at his face as his lamentation spilled down over it. His eyes never closed, face taut with pain.

She tried to step back, as slowly as she dared, but her hoof caught the edge of an uneven tile. She stumbled, hooves clattering as she righted herself. Mandeville’s distant gaze found her. “W-what did you do?!” he demanded.

“Adrian,” she said, “I’m sorry! I—”

“Why did you make me remember that?!” Mandeville shrieked, teeth grinding together as the jeweled palm of the Bridge glowed with monstrous power. Twilight felt every follicle of her body stand rigid at the energies being summoned. “WHY?!”

She had no answer, but to brace herself, eyes unable to leave his.

This only appeared to multiply the man’s fury, as he shook visibly. She swore the very platform vibrated with magic, restless and ready.

Mandeville threw his palm forward at her. ‘WHYYYYYYYYYYYYY?!”

She charged her own attack an instant before everything in front of her exploded with a blinding light. A swift, low-pitched zapping noise played herald to the Bridge unleashing the power of the two sisters upon her, an arcane beam with the girth of a living-room wall.

She felt a burning in her skull as she fired back, barely creating a buffer between herself and the deadly energies as they collided with her own beam. She skidded backwards, until the force had lessened enough for her to stand near the edge of the platform, all the while Mandeville’s blast swiftly gained ground.

She was sure she’d never expended this much magic in her entire life, but even focused with Starswirl’s Amulet, there was no holding back such absurd power. The fact that she was staving off her death for any amount of time against such a force was a miracle even she did not understand.

She knew, as the power crept towards her, that she would not survive contact with the beam. It would vaporize her entirely, if channeling her own energy through a fractured horn didn’t kill her first. There was no escape. If she stalled a moment to teleport, she would be consumed.

Twilight Sparkle could not keep up such a pace, and she felt herself tire, as the crack in her horn deepened with the strain. The white hot power grew closer and closer, until she could see the multicolored brilliance through her own dying light.

Through eyes closed, eyes betraying tears, she could still feel and see the instant the beam touched her.

All at once, the world erupted in light.

The first thing she noticed was an immense calm. A wondrous contentedness that settled over her, as though she had awoken from a twelve-hour rest, bundled in the softest, plushest bed.

Yet she wasn’t lying down. She was upright, such as it was. It wasn’t until she wondered about the legs she didn’t feel that she looked down and found them. The rest of her followed, as it occurred to her that her form might not have existed in this place until she willed it with expectation.

With the first pangs she had felt since coming here, she considered that this probably made sense, provided “here” was where she suspected she was.

“Twilight,” a voice whispered, and she looked around. Where she was could almost not be described as a “place,” just a void of white mist. As she thought to move towards the sound, she spared a thought to the surface she strode upon. Only then did she feel the softness of warm earth beneath her and heard the sharp sound of her hooves clapping against it.

As she tracked the voice, which called to her again serenely, she saw the path flow out in front of her. It flowed and curved exactly where she wanted to go, so that she was unsure if the path was leading her, or simply conforming to the place she already intended.

She peered into the fog, searching for landmarks, and so she found them. A windmill, gazebo and several thatched-roof cottages pierced the bright oblivion.

“Twilight!” the voice called again. She progressed to a gallop, flying through the empty streets of Ponyville.

Yes. As she put a name and memory to the place, her surroundings melded imperceptibly to her expectations, like in a dream. And with that, she knew where she would find what she was looking for.

She stepped into a clearing, where the Golden Oaks Library stood tall, unmolested. And sitting beneath it, smiling at her with the warmest and most inviting glow, was Princess Celestia.

“Twilight,” she called, half caught in a joyful chuckle, “my most faithful student. You wonderful mare… I am so proud of you.”

“Princess?” Twilight whispered, every feature agape. The alicorn before her certainly looked the part, save for her mane, the color of fairy floss pink. It was also static, not flowing as it had in life.

Celestia caught her gaze, idly running a hoof through the curls. “Oh, nevermind this. It’s a matter of self-perception. How it looked when I was—”

Twilight bolted to her mentor’s side. She wrapped her forelegs around Celestia’s neck, which bent down to reach her, and she buried her face in the alicorn’s chest as she sat down to meet her.

Celestia laughed softly, one wing draping across Twilight’s back as she nuzzled her gently.

“I missed you, so much,” Twilight breathed, as her voice broke. She couldn’t help it, as the tears came.

Celestia carefully shushed her as her embrace tightened. “Twilight, you’re upset.”

Twilight pulled away a moment, eyes still shut as she nodded her head, almost shamefully. “I am happy to see you. Really I am. I have so many questions, but…”

“Go on.”

She dared to open her eyes again, avoiding her teacher’s. “But I just wish,” she gulped, “it didn’t mean we had to die. What we’ve done will protect the world… but not for us.”

Celestia’s puzzled look switched instantly to one of enchanted amusement. “Oh!” she laughed. “My dearest Twilight, I’m afraid you misunderstand. Things aren’t as bad as all that.”

“B-but,” Twilight started, looking up at last. “But I made so many mistakes! I assumed Rainbow died! I was all onboard to send my friends and myself to die, so Discord could get free and ruin everything you and Luna did for us! Just so we could survive!”

Celestia sighed, bowing her head as though she were a guilty child. “So terrible that he was the only thing left to avail you. This was not your failure, Twilight, but mine.”

Twilight frowned, not understanding, but listening as attentively as if this were yet another lesson.

“I didn’t trust anypony with the secrets of the sun and moon,” Celestia explained, “and I felt it foolish to leave such knowledge anywhere but in the minds of my sister and myself. I counted on living beings needing us to prevent the cycle from being ended, that anything with the power to destroy us would think better if it counted on day and night to survive. It was one of many reasons I sought peace with the dragons, all too wary that they rely on neither.

“And worst of all, I too counted upon Discord’s ability, when destroying Luna and I would mean unbinding him of his imprisonment. And when that was over, I have planned for months to try reaching the good in him.”

Twilight quirked an eyebrow as the rest of her frowned humorlessly. Celestia, however, burst into a short chuckling fit.

“Yes, I do think there is good in him. It would take great coaxing, as even he doesn’t see it, but by far he is the least mean-spirited of the great foes to challenge Equestria. Perhaps, someday, we can cease borrowing time, and make a powerful ally instead.”

Her smile faded, as she turned to Twilight with guilt in her eyes. “I had never dreamed of sacrificing anypony but ourselves, leave alone you and your friends once his imprisonment was rebound to you. That you were all so willing to lay down your lives anyway proves you are so unshakably brave.”

She wrenched free of Celestia’s embrace, walking a short distance away. She didn’t deserve it. “But I abandoned the original plan! We should have gone to the meeting point first.”

Celestia laid down. “You improvised in the face of failure.”

“I let Rainbow and Applejack keep hating each other! I let this rift persist and ruin our only chance!”

“You chose to be patient, and not force their cooperation and resent your interference. You understand them better than that.”

“I’m the reason Adrian killed you,” Twilight added, unable to look at her.

Celestia recoiled, and then sighed. “I knew there was little hope he would keep that, once the cards were laid on the table between you.”

“Then it’s,” Twilight choked, eyes welling up, “true.”

“Twilight, you could never have known,” Celestia said firmly, “and I could never blame you in the slightest. I don’t think you even believed your magic was powerful enough to be used as a weapon against me. Adrian Mandeville is a shade more pragmatic, and a few shades less humble.”

“Even if that’s true, I,” Twilight choked, sobbing openly. “I led us all to our deaths.”

Celestia stood up, the slightest frown crossing her face. “Twilight Sparkle, now that isn’t even remotely true.”

“What?” Twilight asked, eyes drying before her hoof could even reach them. “B-but he... killed me! How else could I be here, with you?”

“Twilight,” Celestia cooed, “where do you think this is?”

She stared around, never before questioning the Ponyville that had emerged around her as she wished it. “I-Isn’t this the beyond? If I’ve died, and there really is something after, this must be it, right? It’s only Ponyville because it’s where I feel the happiest.”

Celestia smiled at her sadly. “Twilight, with any luck you have many wonderful years before joining me in the answer to that mystery. You are very much alive. If you’d forgive me, more alive than ever you’ve been before this moment.”

Twilight frowned deeply, eyeing Celestia with uncertainty. “But how are you talking to me then? Why am I here? Where is here?”

Celestia sighed. “I’m so sorry to disappoint you, but I am not the real Celestia. Only a shadow of her. A memory. As complete and perfect as can be made, but a memory all the same.

“This place, if you haven’t guessed, is—”

“My mind?” Twilight asked, staring skyward, stars and constellations she knew all too well impossibly visible in the afternoon sky.

“Yes,” Celestia said, “and if I might be so bold, it is quite as beautiful to experience from the inside.”

Twilight found her staring as she was. “But, if I’m inside my own mind… what does that mean? Am I in a coma? Are you part of my subconscious, taking the form of Celestia so I’ll listen to you? Are you trying to remind me of something I—”

Twilight gasped, standing up straight. “How do I get back?! They need my help, and if I’m stuck I’m just going t—”

“Calm yourself Twilight, please,” Celestia said, placing a hoof on her shoulder. “Your perception of time has been quite skewed for this experience. Our conversation is taking place at the speed of thought. The world outside might well be standing still.”

Twilight’s breathing —irrelevant though it was— steadied, as she sat straight to listen.

“I am not merely a memory, Twilight,” Celestia told her. “Nor am I your memory of the Princess Celestia. I am the collective memories of her. Her knowledge, experiences, and I touch your mind with her intent to bequeath all of what I possess —all that I am— to you.”

“You,” Twilight gulped. “You’re passing all of your knowledge to me?”

“To start,” Celestia said, smiling.

For what felt like a great while, Celestia’s memories had explained everything to her. Some of what was, what had been, and even some of what was to come. The whys, the hows, everything she needed to know. Most importantly, what she had to do.

But now, they had broken, to sit contentedly with each other. To Twilight, it was almost perfect.

After several perceived minutes, Celestia said at last, “There is one last thing, Twilight.”

“Princess?” Twilight asked.

“Yes. Something you must understand, before you’ve returned. Somepony you must forgive.”

“Forgive?” Twilight asked. “But I’ve gone to special lengths to rid myself of hate! When I realized what it had done to Trixie… How unsatisfying revenge was on Adrian...”

Celestia nodded. “Yes. You came close to falling into all too effective traps. For all you have suffered, for the hurt and turmoil that has befallen you, you nearly always sidestepped them before it was too late. “

Twilight tilted her head. “Nearly, Princess?”

Celestia nodded, her smile fading. “I’m afraid a subtler trap has snared you, nearly into submission. It has colored every thought, every decision you have made in this ordeal.”

She put a hoof to her back, and pointed the other towards the Library. “And it is in there that you will see it for itself.”

The skies around them darkened, and she stared at the door as though it were a portal to Tartarus itself. She turned to Celestia, whose eyes were closed as she faced the great tree.

“No,” Twilight whispered. “Princess, I don’t want to go in there.”

“I cannot make you do anything,” Celestia said. “I can only offer a path. But know, this will be the best possible opportunity for you to reconcile. If you choose not to, then you face not only Adrian Mandeville, but your own demons.”

Twilight stared at the door, unendingly. “Will you come with me?”

Celestia put wing across her back. “I am a part of you now, Twilight. Where you go, I follow.”

Twilight stood up, hesitating. A struggle ensued, a desperate urge to go, and an overwhelming desire not to. When she finally stepped forward, even she was surprised.

They took slow, measured steps, but she was shocked at how short the journey was. In seconds, she reached the door. So familiar, so right, she pushed it open as though coming home from her latest struggle. But this time, she knew, what awaited was probably the worst struggle yet.

The library looked as she had always remembered it, but it wasn’t of any concern to her compared to what was inside it. A small figure stood on the other side of the door, just inside the foyer. A small, purple and green figure.

“This place was a bit of a mess,” Spike said, claws behind his back. “I tried my best to whip it into shape. Hey, Twilight.”

Twilight stood in the doorway, heart and stomach doing backflips. Nothing could stop the tears silently rolling down her face.

“Spike!” she cried, crossing the distance instantly. Her heart was simultaneously glowing and shattering, over and over again as a maelstrom of conflicting emotions overtook her. All she could do was scoop him up, as gently as she could stand, and press his cheek against hers. His body against hers. She squeezed so tight yet nuzzled so gently, it would have broken the heart of even the true Celestia, whose shadow behind them stood no chance.

Twilight’s silent sobs found their voice and she shuddered with each as Spike held her in return, claws weaving through the coat on her back. With something so simple, the sobs turned into out and out gasps as if she hoped to pour her very soul out.

“I love you!” Twilight said at last, before whispering in a stream. “I love you I love you I love you I love you…”

“I love you too, Twilight!” Spike exclaimed, his own eyes streaming. “I always have. You were everything to me, and what you said riled me up so bad, I was so stupid, I—”

“Don’t you ever call yourself stupid,” Twilight cooed, holding him even tighter. “It was my fault, I’m the reason you… you...”

Twilight wept anew, the thought of the word alone bringing everything back to her. Spike pulled away, claws on her shoulders as he looked her in the eye. “Twilight, we’d have gotten through all that, y’know? We had a fight, it’s what family does sometimes. It was just… bad timing. More was going on that neither of us saw comi—”

“No!” Twilight demanded, jamming her eyes shut, placing both hooves to her temples. “Stop it! Stop trying to rationalize this! Stop putting words in his mouth!”

“Twilight?” Spike asked, stepping back as he watched her, finally looking to Celestia as she stepped forward.

“W-why am I going through this?!” Twilight demanded, rounding on Celestia. “Of all the things I’ve gone through, this hurts so much more! Why did you make me come here?! It’s so amazing to see him again, to hear him again, to feel him again! But…”

She broke down, sobbing violently, angrily. She screamed into her hooves, at such a high pitch she was almost paradoxically silent. “I KNOW IT’S NOT REAL!”

Twilight settled for wrapping herself around Spike again, who looked like he might shrug, but tended to her dutifully instead.

“It’s not healthy!” Twilight said. “I know I can’t obsess, and I haven’t! You can’t tell me I have to forget him, to let him go! But you really can’t make me do that by having me face his memory!”

“Twilight, you’re confused,” Celestia said, as softly as she could while ensuring she could be heard. “I would never ask you to forget Spike. Never. Your mourning has been terrible, but you have not obsessed. You are a mother that’s lost her child, Twilight. You will never forget him, because you love him, and that is perfectly alright.

“But I did not ask you here to forget, or detach. I asked that you find it in yourself to forgive.”

Twilight shook her head, squinting, nose scrunched as if against a malodorous stench. “Forgive Spike?! For what? He had nothing to be sorry for! I was entirely in the wrong! I can’t blame him for being… what, a little touchy? He was still so young.

“But what would it matter anyway? He’s a memory, my memory! My mind could be putting words in his mouth, words I want to hear, but not that he’d say! It’s self deception! It’s circular reasoning! Is that what you’re asking?!”

Celestia smiled again. “I was not asking you to forgive Spike for anything. I only believe having his memory here with you would help you forgive the true individual.”

Celestia stepped around Spike to face her properly. “And you misunderstand something else about the nature of this experience. Something vital.

“You are correct. A pony’s memory of another is almost never perfect. It’s all about perception, and the less one pony knows another, the less accurate the memory will be. My memory, the Celestia you speak to, is as near to perfect as possible. I know things you do not, because I am the transferred memories of a pony other than yourself. Most everything you do not know about Princess Celestia, I do. And therefore, you do.

“So yes,” she said, starting to wrap up her thoughts, “the Spike before us is your memory of him… but it is the most accurate that exists.”

“Hmm?” Twilight intoned. “Most— Well, I suppose. I’ve known him longer than anypony else. But how does that stop me from making him—”

“Memories, in this state of consciousness,” Celestia answered, “are unfiltered by perceptions or delusions, at least in as much as recalling them after they have first been remembered. In short, this Spike cannot tell you anything you don’t truly believe he would mean. Your desire to hear a thing from his mouth means nothing to what he will actually tell you. He is what you believed of Spike, in your heart of hearts.”

Twilight’s lips parted, and she nodded in understanding, furrowing her brow as she thought. “So I need to forgive somepony. Somepony who isn’t Spike.”

She wound her brain, trying to think of what third party came into it all. She considered Celestia, but she felt no lasting resentment towards her mentor for what she withheld. It would be something that plagued her, according to Celestia. Something right in front of her face that she had either not noticed or…

She gasped.

Or perhaps not in front of it at all.

“Spike?” she asked. “Do you forgive… me? For all I said? For not being there? For allowing…”

“I forgave you the second I opened the door that night,” Spike said, “to meet you in Canterlot. And you did everything you could to help me when you knew I was in trouble. You did everything you could have done to save me.” Spike shuddered and hugged her, “And I was just so happy to see you one more time!”

She hugged back. “Me too.”

Celestia gave them their moment, waiting until Twilight’s eyes finally found her, one hoof still wrapped around Spike. “So, my student, have you gleaned anything from this moment?”

“Spike forgives me,” Twilight said, warmly, “which means I believe he would forgive me. So if I believe he would forgive me, that means… That means I can forgive…”

“Yes?” Celestia said, beaming.

With a glance into nothing in particular, she felt something equivalent to what CAIRO must have, but so the opposite of damning. In a second it felt as though a veil was lifting, a fog in her mind, something deep and buried that ate at her from within. She had nearly become accustomed to it. It was all fluttering away, to be replaced by an unbridled sense of peace and security that she had not felt in so long, as she gave the memory of Celestia her answer.

“Myself,” she breathed.

Celestia’s smile only deepened, ears folded in a gaze of maternal pride. She stood beside the two, a hoof over Twilight’s back. “You are ready, Twilight. Here, and always.”

“I feel ready,” Twilight told her, wholly unable to stop smiling.

“Guide my ponies, Twilight,” Celestia said. “Protect them. Prepare them.”

Twilight scooped Spike up with magic and hugged Celestia around the neck, nearly dragging her down in surprise as they were met in a joint embrace. “I love you.”

“Eh,” Spike groaned. “That got a bit mushy,” he warned.

“Don’t worry,” Celestia replied, “Twilight doesn’t need words to know how I felt in life. And she’ll carry that for the rest of hers.”

Twilight nodded, and took a breath. She closed her eyes, feeling the warmth in their embrace, and released.

Twilight awoke to find herself in little better circumstances than she’d left. The aches and pains she’d sustained were back, and the staggering heat of the power before her seared her front side.

The world returned to her as if standing still, but her perceptions were slowly shifting back to normal. The blast connecting to her horn was a brilliant wall before her, ready to swallow her up.

And yet, the only building agony was in her horn, and to the contrary the only thing apparently being consumed was the deadly wall itself.

Before her eyes the beam’s diameter shrank, pressure building in her skull, until an arcane “snap” signaled her absorption of nearly half the beam’s power. She could only compare the sensation to having a billiard ball shoved into her mouth, and somehow painfully swallowing it, spitting in the face of anatomy. And like swallowing a billiard ball, she felt terror for the ravages it was doing on the way down, and just what she could even do once it was locked away inside.

Indeed, her fractured horn lit up at the top of her vision like a flashbulb, and in a horrifying second of blinding anguish she witnessed it shatter and blast out from her forehead.

Twilight hadn’t the remaining faculties to appreciate what she had lost, as the remainder of the minimized beam slammed into her. She felt bones crunch from the impact, flesh and hair sear from the blaze, as she was thrown backwards off the platform.

The remainder of the blast continued without her, so deep into the facility that the noise from where it impacted with a building was almost absent as it was very nearly atomized.

Meanwhile, Twilight fell, barely conscious, and with no more means of saving herself.

The others watched from within the shield, as Twilight vanished from their sight. United, the other Element Bearers cried out, and for once their Elements responded.

A pulse from each necklace obliterated the orange shield containing them. The majority of the group charged Mandeville, who gave a howl and turned the Bridge on them. The man stopped short of firing at the group, as he beheld the gauntlet’s side chamber containing the horn of Celestia. With a bewildered roar, he saw the chamber contained naught but a fine powder, some bony fragments still present in the mulch.

Rainbow Dash was the first to him, and the man’s rage was interrupted as a hoof smacked him in the head as she vaulted over him. Mandeville turned to fire another bolt, missing as she too vanished over the edge, before seven bodies collided with him from the back. The fight was on, striking at Mandeville with every means available.

Rainbow Dash, however, had eyes only for her friend. She put on every bit of speed she could manage to catch Twilight. She could easily scoop her up before she hit the ground. There was no question.

And yet as she drew closer, and Twilight extended a hoof towards her, she noticed a number of cracks forming across her face. Twilight’s expression betrayed that she felt the phenomenon, blinding violet light glowing through the cracks as they spread down her neck, and further and further down.

Rainbow dug further than she ever knew to accelerate even more. She knew if she caught her, it would be alright—

She only saw Twilight’s eyes widen as the glow overtook them, like searchlights. In a split second, Twilight Sparkle exploded… literally exploded… before her very eyes.

Rainbow Dash struggled to stop, overshooting the place where her best friend had vanished in a shower of sparks. She looked up as she brought herself to a hover, breathless. There was nothing.

Finally, she caught a single midnight strand of her mane as it drifted down.

She stared at it, unable to comprehend it, unable to deny it. She shook, her lamentation pouring down her face before she too exploded, but in a howl of rage and pain. She blasted upward to rejoin the fight, steel rending as she passed, incapable of weathering her anguish and fury.

At last, Rainbow burst up overtop of the platform, aiming a flying kick directly at Adrian Mandeville’s teeth.

Once more, Twilight found herself in a very different place. The strain on her body was still immense, and her newly acquired wounds still present. This was no dream.

She stood amidst a vast dark field, like a cosmos in miniature. A pale blue mist filled the void between bright, beautiful lights littering the expanse. She was reminded of something described to her, only once before.

She was alone, but she was not afraid. She hadn’t a name for this place, but it felt utterly safe. She took a calming breath, knowing she was here for a reason.

Then, somewhere in her chest, she felt a great tug. The strain she felt from the intense energy within her nearly doubled, before something brilliant and pink peeled itself away from her. She beheld it, the mote of raw power floating before her, before it zipped sideways out of her vision.

She turned to find it, only for it to appear on the other side, circling her. Then there were two of them. Three of them. The energies smeared and expanded to enshroud her. And as she watched, she felt herself lifted off of… well, certainly not the “ground.”

The whirling power began to encompass her vision as she rose, and she surrendered, closing her eyes and lifting her head skyward. If skyward was even the term.

As she did, the maelstrom of power focused inward, and she felt her body being destroyed. There was no pain. There was no grief. She just felt her ruined shell fall away. Recycled. Repurposed. Remade.

As if surfacing to take a great breath of air, the power coalesced and focused, before exhaling in the form of a flash that consumed the void entirely.

Adrian Mandeville whirled and struck like a berserker, his fury rising as his blows grazed or missed their targets completely. He lashed out in short bursts, mind too clouded to aim properly. And when he was repeatedly interrupted by a kick from Applejack or a flying tackle from Rainbow Dash, he paused a moment before retaliating mindlessly, as if insulted that they had as much as inconvenienced him.

Finally, his arms flailed incoherently, before he spread them out with a bellow as he unleashed a shockwave with the force of a bomb.

Those on the platform were blown off their hooves, leaving Mandeville to huff and shake where he stood, daring any of them to retaliate. Mandeville got his wish, as a still airborne Rainbow dove in once more.

In a sudden moment of focus, Mandeville’s gauntleted hand collided with the pegasus, seizing her around the mouth and directing her momentum into the floor before him. She groaned as her head slammed into the steel tiles, staring into Mandeville’s pitiless eyes as they narrowed dangerously.

Rainbow fought to get up, her voice muffled against the palm of the Bridge, before rays of light began streaming out from the gaps around her mouth as the weapon’s carousel spun.

Realizing what was about to happen, Rainbow let out a muffled scream.

At that moment, a blinding flash overtook everything, and even Adrian Mandeville stayed his hand at the sight.

Beyond the blown-out windows, something unbelievably brilliant erupted into existence. Tremendous energy rippled through the air, as the source came ever closer.

As several of them braced for impact, the object appeared to them in the early morning sky. An array of stylized stars. Two, then four, as a massive violet star played centerpiece. Two more completed the visage as it made to land just beyond the missing glass.

The symbol was recognized by all, too familiar to mistake. Twilight’s cutie mark.

It landed with a final blinding burst, the shape dissipating as something appeared within it.

She felt form once more, legs landing softly on the cold steel. As the light around her receded, she felt a desire to see. Her eyes resisted at first, as they started to open. After all, she had never used them before.

At last, she looked out, and found the faces she sought. But before she could join them, she had other business to attend.

Pressed to her side, they rippled out, stretching before her. She was surprised at how natural it felt to command them, as a pair of downy, mulberry limbs spread with effortless grace. Hardly larger than another pony’s, but then, she had perhaps gained only a few inches in other respects as well. Just as well, as she rather enjoyed being the size she was.

Friend and enemy alike beheld her like a phantom, and perhaps she was. And still, she could not greet them yet.

Instead, her new limbs flapped. Once. Twice. And again, her form was wreathed in light as she lifted over the ground, forelegs reaching to the sky.

They that witnessed it dared not look away, jaws agape as a warm glow filled the horizon, as the new dawn graced them. At that moment, the sun had risen in Equestria.

And against it, Twilight Sparkle, who surveyed all present for the moment of her rebirth…

...and smiled.

Black Equinox

by J-Dude

Animated Teaser Trailer

Chapter 1

Chapter 2

Chapter 3

Chapter 4

Art Page 1

Chapter 5

Chapter 6

Chapter 7

Chapter 8

Chapter 9

Chapter 10

Chapter 11

Chapter 12

Chapter 13

Chapter 14

Chapter 15

Chapter 16

Chapter 17